SUMMARY OF NON-EMPLOYEE DIRECTOR COMPENSATION ARRANGEMENTS
Non-employee directors of United States Steel Corporation (with the exception of Mr. Usher) currently receive:
Under the Deferred Compensation Plan for Non-Employee Directors, non-employee directors (with the exception
of Mr. Usher) may defer some or all of their annual retainers in the form of Common Stock Units. A Common Stock
Unit is what is sometimes referred to as “phantom stock” because initially no stock is actually issued. Instead, a
book entry account is kept for each director that shows how many Common Stock Units he or she has. When a
director leaves the Board, he or she must take actual shares of common stock corresponding to the number of
Common Stock Units in his or her account. Each participating director’s deferred stock account is credited with
Common Stock Units each January. The ongoing value of each Common Stock Unit equals the market value of the
common stock. When dividends are paid on the common stock, each account is credited with equivalent amounts of
Common Stock Units.
In addition to the Common Stock Units credited to the directors under the Deferred Compensation Plan for Non-
Employee Directors, each non-employee director (other than Mr. Usher) is annually granted Common Stock Units
valued at $40,000. When the director leaves the Board, he or she is paid, in cash, the value of these Common Stock
Units at that time.
The compensation arrangements for Mr. Usher for his service as a director are set forth in his Employment and
Consulting Agreement dated February 13, 2003 which is attached as Exhibit 10(r) to United States Steel
Corporation’s Form 10-K for the year ended December 31, 2004.
Annual Retainer - $60,000
Committee Membership Fees
Audit & Finance - $10,000 ($11,000 for Chairman)
Compensation & Organization - $5,000 ($6,000 for Chairman)
Corporate Governance & Public Policy - $5,000 ($6,000 for Cha