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                                                                  Exhibit 10.18

                                AMENDMENT TO THE
                           J&L SPECIALTY STEEL, INC.
                           CAPITAL ACCUMULATION PLAN


        The J&L Specialty Steel, Inc. Capital Accumulation Plan ("Plan") is 
hereby amended in the following respects effective January 1, 1997, pursuant to 
the power to amend the Plan contained in Section 11.4 thereof:

1.      Section 4.1, "Tax-Deferred Contributions," is amended by the addition of
        the new subsection 4.1(a)(1), "Matching Contributions," as follows:

          "(a)(1) Effective January 1, 1997, on behalf of each Participant who
        is eligible to share in matching contributions for the Plan Year, a
        matching contribution equal to fifty (50%) percent of each such
        Participant's Tax-Deferred Contribution which amount shall be deemed an
        Employer's contribution. Except, however, in applying the matching
        percentage specified above, only Tax-Deferred Contributions up to six
        (6)% of Compensation shall be considered.

          Any Participant actively employed during the Plan Year shall be
        eligible for a matching contribution for the Plan Year. Matching
        contributions shall be subject to the schedule of Vested benefits
        contained in Section 5.1(c).  Matching contributions shall be paid by
        the Employer to the Trustee as soon as possible after the close of the
        pay period for which Compensation as to which the Tax-Deferred
        Contribution election applied was to be paid."

2.      Article II, "Definitions," is amended by the addition of the following
        sentence at the end of Definition "(a) Account":

          "A separate accounting shall be maintained with respect to that
        portion of the Participant's Account attributable to Employer matching
        contributions made pursuant to new subsection 4.1(a)(1)."

3.      Article II, "Definitions," is amended by the addition of the following
        sentence at the end of Definition "(aa) Tax-Deferred Contributions":

          "In addition, the Employer's matching contribution made pursuant to
        new subsection 4.1(a)(1) shall be considered a Tax-Deferred Contribution
        for purposes of the Plan."

4.      Subsection (e) of Section 4.5 "Limitation on Allocation to Accounts," is
        amended by the addition of the following sentence at the end of the
        subsection:
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          "Any distribution made pursuant to this Section 4.5 shall be made
        first from unmatched Tax-Deferred Contributions, and, thereafter, from
        Tax-Deferred Contributions which are matched. Matching contributions
        which relate to such Tax-Deferred contributions shall be forfeited."

5.      Subsection 5.1(c), "Termination of Employment," is amended in its
        entirety and restated as follows:

          "(c) Termination of Employment - Except as provided below, a
        Participant upon his termination of employment prior to his Normal
        Retirement Date by reason of a quit or discharge shall be immediately
        eligible to receive a distribution of the full amount of his Account.
        The distribution shall be effective as soon as practical after notice of
        such termination and the Participant's election (if required) to receive
        a distribution is received by the Plan Administrator and at least within
        a period of 45 days from receipt of the written notice provided all
        applicable provisions of this Section have been satisfied. A Participant
        shall be vested in all of his Contributions at all times except for
        Employer matching contributions. For purposes of this Section, a
        Participant shall not be deemed to have terminated employment if the
        Participant continues in the employment of the Employer or an Affiliated
        Employer.

          Any Covered Employee who becomes a Participant after January 1, 1997,
        shall be Vested in that portion of the Participant's Account
        attributable to Employer matching contributions in accord with the
        following schedule based on the Participant's number of Years of
        Service:

             Vesting Schedule (Employer matching contributions only)

<TABLE>
<CAPTION>
              Years of Service          Percentage
              <S>                         <C>
                 Less than 2                 0%
                      2                    100%
</TABLE>

          Any Covered Employee who is a Participant on January 1, 1997, shall be
        100% vested in the Participant's Account attributable to Employer
        matching contributions.

          As of each last day of the Plan Year any amounts which become
        Forfeitures since the last day of the last Plan Year shall first be made
        available to reinstate previously forfeited account balances of former
        Participants, if any, in accordance with this Section. The remaining
        Forfeitures, if any, shall be used to reduce the matching contributions
        of the Employer hereunder for the Plan Year in which such Forfeitures
        occur.

          Notwithstanding the vesting schedule above, upon any full or partial
        termination of the Plan, all amounts credited to the Account of any
        affected Participant shall become 100% Vested and shall not thereafter
        be subject to Forfeiture.

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        Vesting upon reemployment--

          (1) If any former Participant shall be reemployed by the Employer
        before a One-Year Period of Severance occurs, he shall continue to
        participate in the Plan in the same manner as if such termination had
        not occurred.

          (2) If any former Participant shall be reemployed by the Employer
        before five (5) consecutive One-Year Periods of Severance, his forfeited
        account shall be reinstated upon the reemployment of such former
        Participant. The undistributed portion of the Participant's Account must
        be restored in full, unadjusted by any gains or losses occurring
        subsequent to the last day of the Plan Year or other valuation date
        coinciding with or preceding his termination. The source for such
        reinstatement shall first be any Forfeitures occurring during the year.
        If such source is insufficient, then the Employer shall contribute an
        amount which is sufficient to restore any such forfeited Accounts.

          (3) If any former Participant is reemployed after a One-Year Period of
        Severance has occurred, Years of Service shall include Years of Service
        prior to his One-Year Period of Severance subject to the following
        rules:

              (i) If a former Participant has a One-Year Period of Severance,
              his pre-break and post-break service shall be used for computing
              Years of Service for eligibility and for vesting purposes only
              after he has been employed for One-Year of Service following the
              date of his reemployment with the Employer;

              (ii) Any former Participant who under the Plan does not have a
              nonforfeitable right to any interest in the Plan resulting from
              Employer contributions shall lose credits otherwise allowable
              under (i) above if his consecutive One-Year Periods of Severance
              equal or exceed the greater of (A) five (5) or (B) the aggregate
              number of his pre-break Years of Service;

              (iii) After five (5) consecutive One-Year Periods of Severance, a
              former Participant's Vested Account balance attributable to
              pre-break service shall not be increased as a result of post-break
              service;

              (iv) If a former Participant who has not had his Years of Service
              before a One-Year Period of Severance disregarded pursuant to (ii)
              above completes one (1) Year of Service for eligibility purposes
              following his reemployment with the Employer, he shall participate
              in the Plan retroactively from his date of reemployment;

              (v) If a former Participant who has not had his Years of Service
              before a One-Year Period of Severance disregarded pursuant to (ii)
              above completes a Year of Service (a One-Year Period of Severance
              previously occurred, but employment had not terminated), he shall
              participate in the Plan retroactively from the first day of the
              Plan Year during which he completes one (1) Year of Service.

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        For purposes of vesting in Employer matching contributions under this 
Section, the following Definitions shall apply:

          "Forfeiture" means that portion of a Participant's Account that is not
        Vested, and occurs on the last day of the Plan Year in which the
        Participant incurs five (5) consecutive One-Year Periods of Severance.
        In addition, the term Forfeiture shall also include amounts deemed to be
        Forfeitures pursuant to any other provision of this Plan.

          "Hour of Service" means any hour for which an Employee is paid or
        entitled to payment by an Employer for the performance of duties for an
        Employer. Each Hour of Service shall be credited to the Employee for the
        day during which such Hour occurred, whether or not he is compensated on
        the same day. For the purposes of this Section, "Employer" includes any
        Affiliated Employer. To the extent relevant under the elapsed time
        system used by the Plan, Hours of Service shall be computed and credited
        to particular computation periods, on a consistent basis in accordance
        with the minimum standards required under regulations promulgated by the
        Secretary of Labor from time to time (particularly the regulations at 29
        C.F.R. Subsection 2530.200(b)-2(b) and (c)), and with the exceptions
        permitted under such regulations.

          "Vested" means the nonforfeitable portion of any account maintained on
        behalf of a Participant.

          "One-Year Period of Severance" means a period of severance of at least
        12 months beginning on the date an Employee severs from service during
        which the Employee fails to complete an Hour of Service.

          "Service" means the sum (in full years and days) of all periods of an
        Employee's service with any Employer, excluding service that is ignored,
        and including non-service time that is counted, under the rules stated
        in this section:

        (1) Each period of service shall be measured in full years and days from
            the Employee's "employment commencement date" to the date of a
            "severance from service" which is followed by a One-Year Period of
            Severance. If the Employee severs from service but is reemployed
            within twelve (12) consecutive months of such severance from
            service, his current period of service shall be regarded as unbroken
            and shall include the interim between his severance from service and
            reemployment date. In no event, however, shall an Employee's period
            of service be deemed broken where the Employee continues in the
            employment of the Employer or any Affiliated Employer.

        (2) An Employee's service in non-covered employment with the Employer or
            an Affiliated Employer shall be credited as Service hereunder, for
            purposes of vesting, should the Employee ever work as a Covered
            Employee for an Employer.

        (3) If an Employee incurs a One-Year Period of Severance, and if he is
            not subject to the "rule of parity," his pre-break period(s) of
            service shall not be added to his post-break service, to form a part
            of his Service, until he has completed a year of service after his
            return to service.

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        (4) Rule of Parity: If an Employee has less than five years of Service
            and incurs a One-Year Period of Severance, his pre-break service
            shall be ignored after his continuous period of severance from
            service equals or exceeds five (5) consecutive One-Year Periods of
            Severance.

        (5) For purposes of this section, "severance from service" occurs on the
            date of the Employee's:

            1.  resignation;
            2.  discharge;
            3.  permanent layoff;
            4.  death; or
            5.  retirement;

            or in the case of an Employee who is continuously absent from work
            for any other reason (e.g., temporary layoff, vacation, or holiday),
            beyond a period of time authorized under this Plan, on the first
            anniversary of the date such Employee is first absent for such
            unauthorized reason (unless he has resigned, died, retired, been
            discharged or permanently laid off before such anniversary).

        (6) For purposes of this section, "employment commencement date" means
            the date commencing a period of Service on which the Employee first
            completes an Hour of Service. As such, an employment commencement
            date is either the first day an Employee works for an Employer, or
            the first day he returns to service following a One-Year Period of
            Severance.

        (7) Notwithstanding the foregoing, in the case of an Employee who is
            absent from work due to maternity or paternity absence, the twelve
            (12) consecutive month period beginning on the first anniversary of
            such absence shall not constitute a One-Year Period of Severance. An
            Employee is on maternity or paternity absence where the Employee is
            absent from work for any period:

            1.  by reason of pregnancy of the Employee;

            2.  by reason of birth of a child of an Employee;

            3.  by reason of the placement of a child with the Employee in
                connection with the adoption of such child; or

            4.  for purposes of caring for such child for a period beginning
                immediately following such birth or placement.

            No credit shall be given pursuant to this paragraph unless the
            Employee furnishes to the Plan Administrator such timely information
            as the Plan Administrator may reasonably require to establish that
            the absence from work is due to a maternity or paternity absence, as
            described above.

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6.      Subsection (b), "Limitation for Highly Compensated Employees," of
        Section 4.1 is amended by the addition of the following sentence at the
        end of the subsection:

          "With respect to the distribution of excess total contributions
        pursuant to above, such distribution shall be made first from unmatched
        Tax-Deferred Contributions and, thereafter, from Tax-Deferred
        Contributions which is matched. Matching contributions which relate to
        such Tax-Deferred Contributions shall be forfeited."

7.      Subsection (d), "Limitation for Highly Compensated Employees," of
        Section 4.2 is amended by the addition of the following sentence at the
        end of the subsection:

          "With respect to the distribution of excess total contributions
        pursuant to above, such distribution shall be made first from unmatched
        Tax-Deferred Contributions and, thereafter, from Tax-Deferred
        Contributions which is matched. Matching contributions which relate to
        such Tax-Deferred Contributions shall be forfeited."

8.      Section 5.2, "Withdrawals," is amended by the addition of the new
        subsection (e), "Matching Contributions," as follows:

          "(e) Matching Contributions - that portion of the Participant's
        Account attributable to Employer matching contributions, and related
        gains and losses, shall not be available for hardship withdrawals to
        Participants."

9.      Section 5.3, "Loans to Participants," is amended by the addition of the
        new subsection (e), "Matching Contributions," as follows:

          "(e) Matching Contributions - That portion of the Participant's
        Account attributable to Employer matching contributions, and related
        gains and losses, shall not be available for loan purposes to
        Participants and Beneficiaries."

IN WITNESS WHEREOF, this Amendment to the J&L Specialty Steel, Inc. Capital 
Accumulation Plan has been duly executed this 10th day of March, 1997.


ATTEST:                                         J&L SPECIALTY STEEL, INC.

/s/ DANIEL W. AMIDON                            /s/ DARYL K. FOX
---------------------------                     --------------------------------
Daniel W. Amidon                                Daryl K. Fox
Assistant Secretary                             Vice President - Human Resources

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