EXHIBIT 5


March 12, 2002


Securities and Exchange Commission
450 Fifth Street, N. W.
Washington, D.C. 20549


Ladies and Gentlemen:


I am the Vice Chairman and Chief Legal & Administrative Officer of United States
Steel Corporation, a Delaware corporation (hereinafter the "Corporation"), and
have served as counsel to the Corporation in connection with the preparation of
the Registration Statement on Form S-3 (hereinafter the "Registration
Statement") for the proposed issue of the Corporation's: (1) Debt Securities
(the "Debt Securities"), (2) Preferred Stock, (3) Depositary Shares ("Depositary
Shares"), (4) Common Stock ("Common Stock"), or (5) Warrants to purchase Debt
Securities, Preferred Stock or Common Stock (the "Warrants") or any combination
of the foregoing at an aggregate public offering price of $400,000,000. The
Preferred Stock and the Common Stock are collectively referred to as the
"Shares." The Depositary Shares are to be issued pursuant to a deposit agreement
between the Corporation and a depositary (the "Depositary Agreement"). The
Warrants are to be issued pursuant to a warrant agreement between the
Corporation and a warrant agent (the "Warrant Agreement").


I am familiar with the Corporation's Certificate of Incorporation and its
By-laws. I have also examined, or caused those acting under my supervision to
have examined, the Registration Statement, the form of Indenture between the
Corporation and The Bank of New York pursuant to which the Debt Securities will
be issued (the "Indenture"), and such other records and documents, including
certificates of government officials and corporate officers, that I have deemed
necessary or desirable in rendering the opinion set forth below. In rendering
such opinion, I have presumed the genuineness of all documents examined and the
accuracy of all statements of fact contained therein.


Based upon the foregoing, I am of the opinion that:


1.   When the Debt Securities have been duly authorized and are executed and
     authenticated in accordance with the terms of the Indenture and delivered
     to holders against receipt of payment (or, if delivered to holders upon
     exercise of Warrants, when delivered in accordance with the Warrant
     Agreement), the Debt Securities will be legal, valid and binding
     obligations of the Corporation enforceable against it in accordance with
     the terms thereof and entitled to the benefits of the Indenture.

2.   When the Shares have been duly authorized and delivered against receipt of
     payment (or, if delivered to holders upon exercise of Warrants, when
     delivered in accordance with the Warrant Agreement), the Shares will be
     validly issued, fully paid and non-assessable.

3.   When a Depositary Agreement has been duly authorized, executed and
     delivered by the Corporation and the depositary party thereto and the
Securities and Exchange Commission
March 12, 2002
Page 2


     Depositary Shares have been duly authorized and duly issued in accordance
     with such Depositary Agreement and when duly paid for and delivered in
     accordance with the procedures described in the Registration Statement and
     any prospectus supplement relating to such sale, the Depositary Shares will
     be validly issued, fully paid and non-assessable.

4.   When a Warrant Agreement has been duly authorized, executed and delivered
     by the Corporation and the Warrants have been duly authorized and duly
     executed in accordance with such Warrant Agreement and when duly paid for
     and delivered in accordance with the procedures described in the
     Registration Statement and any prospectus supplement relating to such sale,
     the Warrants will be legal, valid and binding obligations of the
     Corporation enforceable against it in accordance with and subject to the
     terms thereof and of such Warrant Agreement and entitled to the benefits of
     the Warrant Agreement.


The opinions set forth above are qualified to the extent such enforceability may
be limited by any bankruptcy, insolvency, fraudulent transfer, reorganization,
moratorium and similar laws of general applicability relating to or affecting
creditors' rights and by general principles of equity.


I hereby consent to the filing of this opinion as an exhibit to the Registration
Statement.


Very truly yours,


Dan D. Sandman