SEC Info - ArcelorMittal Finance LLC, et al. - ‘S-4’ on 4/15/08

ArcelorMittal Finance LLC, et al. – ‘S-4’ on 4/15/08 – EX-5.3

As Of Filer Filing For·On·As Docs:Size Issuer Agent 4/15/08 ArcelorMittal Finance LLC S-4 72:3.9M Bowne Boc/FA ISG Georgetown Inc. Tow Path Valley Business Park Development Co ISG Weirton Inc. ISG Hibbing Inc. ISG Columbus Coatings LLC ISG Real Estate Inc. ISG Plate LLC ISG Indiana Harbor Inc. ISG Hennepin Inc. ISG Cleveland Inc. ISG Aquisition Inc. ArcelorMittal USA Partnership ArcelorMittal Financial Services LLC ISG Warren Inc. ISG Steelton LLC ISG Lackawanna LLC ISG Burns Harbor LLC Incoal Co ISG Venture Inc. Ispat Inland Mining Co Hibbing Taconite Holding Inc. Burnham Trucking Co ISG Riverdale Inc. ISG Sparrows Point LLC 3222193 Nova Scotia Co ISG Railways Inc. Ispat Inland Service Corp. Mittal Steel USA Inc.

Document/Exhibit Description Pages Size 1: S-4 Registration Statement HTML 1.06M 5: EX-3.10 By-Laws of Arcelormittal Usa Incoal Inc. HTML 67K 6: EX-3.11 Certificate of Incorporation of Arcelormittal HTML 44K Minorca Mine Inc. 7: EX-3.12 By-Laws of Arcelormittal Minorca Mine Inc. HTML 56K 8: EX-3.13 Certificate of Incorporation of Arcelormittal HTML 44K Service Inc. 9: EX-3.14 By-Laws of Arcelormittal Service Inc. HTML 57K 10: EX-3.15 Certificate of Incorporation of Arcelormittal HTML 40K Cleveland Inc. 11: EX-3.16 By-Laws of Arcelormittal Cleveland Inc. HTML 62K 12: EX-3.17 Certificate of Incorporation of Arcelormittal HTML 41K Weirton Inc. 13: EX-3.18 By-Laws of Arcelormittal Weirton Inc. HTML 66K 14: EX-3.19 Certificate of Incorporation of Arcelormittal HTML 37K Hennepin Inc. 2: EX-3.2 Certificate of Formation HTML 31K 15: EX-3.20 By-Laws of Arcelormittal Hennepin Inc. HTML 63K 16: EX-3.21 Certificate of Formation of Arcelormittal Indiana HTML 33K Harbor LLC 17: EX-3.22 Limited Liability Company Agreement HTML 52K 18: EX-3.23 Certificate of Incorporation of Arcelormittal HTML 40K Warren Inc. 19: EX-3.24 By-Laws of Arcelormittal Warren Inc. HTML 62K 20: EX-3.25 Certificate of Incorporation of Arcelormittal HTML 41K Riverdale Inc. 21: EX-3.26 By-Laws of Arcelormittal Riverdale Inc. HTML 66K 22: EX-3.27 Certificate of Incorporation of Mittal Steel Usa - HTML 35K Venture Inc. 23: EX-3.28 By-Laws of Mittal Steel Usa - Venture Inc. HTML 66K 24: EX-3.29 Certificate of Formation of Arcelormittal Plate HTML 34K LLC 3: EX-3.3 Limited Liability Company Operating Agreement HTML 54K 25: EX-3.30 Limited Liability Company Operating Agreement HTML 87K 26: EX-3.31 Certificate of Formation of Isg Sparrows Point LLC HTML 31K 27: EX-3.32 Limited Liability Company Operating Agreement HTML 86K 28: EX-3.33 Certificate of Formation of Arcelormittal Steelton HTML 34K LLC 29: EX-3.34 Limited Liability Company Operating Agreement HTML 85K 30: EX-3.35 Certificate of Formation of Arcelormittal HTML 34K Lackawanna LLC 31: EX-3.36 Limited Liability Company Operating Agreement HTML 81K 32: EX-3.37 Certificate of Formation of Arcelormittal Burns HTML 34K Harbor LLC 33: EX-3.38 Limited Liability Company Operating Agreement HTML 81K 34: EX-3.39 Certificate of Formation of Arcelormittal Columbus HTML 34K LLC 35: EX-3.40 Limited Liability Company Operating Agreement HTML 87K 36: EX-3.41 Certificate of Incorporation of Arcelormittal HTML 36K Georgetown Inc. 37: EX-3.42 By-Laws of Arcelormittal Georgetown Inc. HTML 66K 38: EX-3.43 Certificate of Incorporation of Mittal Steel Usa - HTML 35K Railways Inc. 39: EX-3.44 By-Laws of Mittal Steel Usa - Railways Inc. HTML 66K 40: EX-3.45 Certificate of Incorporation of Arceloemittal HTML 35K Hibbing Inc. 41: EX-3.46 By-Laws of Arcelormittal Hibbing Inc. HTML 66K 42: EX-3.47 Articles of Incorporation of Hibbing Taconite HTML 45K Holding Inc. 43: EX-3.48 By-Laws of Hibbing Taconite Holding Inc. HTML 66K 44: EX-3.49 Certificate of Incorporation of Isg Acquisition HTML 33K Inc. 45: EX-3.50 By-Laws of Isg Acquisition Inc. HTML 66K 46: EX-3.51 Certificate of Incorporation of Arcelormittal Real HTML 35K Estate Inc. 47: EX-3.52 By-Laws of Arcelormittal Real Estate Inc. HTML 66K 48: EX-3.53 Certificate of Incorporation of Arcelormittal Tow HTML 37K Path Valley Business Park Development Company 49: EX-3.54 By-Laws of Arcelormittal Tow Path Valley Business HTML 62K Park Development Company 50: EX-3.55 Certificate of Formation of Arcelormittal Finance HTML 29K LLC 51: EX-3.56 Limited Liability Company Operating Agreement HTML 53K 52: EX-3.57 Memorandum of Association and Articles of HTML 157K Association 53: EX-3.58 Statement of Partnership Existence of HTML 30K Arcelormittal Usa Partnership 54: EX-3.59 Agreement of Partnership of Arcelormittal Usa HTML 53K Partnership 4: EX-3.9 Certificate of Incorporation of Arcelormittal Usa HTML 73K Incoal Inc. 59: EX-4.10 Fifth Supplemental Indenture HTML 79K 60: EX-4.11 Sixth Supplemental Indenture HTML 80K 61: EX-4.12 Seventh Supplemental Indenture HTML 64K 62: EX-4.13 Eighth Supplemental Indenture HTML 64K 63: EX-4.15 Security Agreement HTML 158K 55: EX-4.3 Form of Fortieth Supplemental Indenture HTML 88K 56: EX-4.4 Form of Guarantee HTML 167K 57: EX-4.6 Supplemental Indenture HTML 51K 58: EX-4.7 Second Supplemental Indenture HTML 42K 64: EX-5.1 Opinion of Mayer Brown LLP HTML 39K 65: EX-5.2 Opinion of Stewart McKelvey HTML 39K 66: EX-5.3 Opinion of Bonn Schmitt Steichen HTML 35K 67: EX-12 Calculation of Ratio of Earnings to Fixed Charges HTML 36K 68: EX-23.4 Consent of Deloitte S.A. HTML 28K 69: EX-23.5 Consent of Deloitte Accountants B.V. HTML 28K 70: EX-23.6 Consent of Kpmg Audit S.A.R.L. HTML 30K 71: EX-25.1 Form T-1 Statement of Eligibility HTML 78K 72: EX-99.1 Form of Consent Letter HTML 116K

EXHIBIT -5.3

ArcelorMittal
19 Avenue de la Liberté,
L-2930 Luxembourg
Grand Duchy of Luxembourg

Luxembourg, March 21, 2008

Ladies and Gentlemen,

	1.		We have acted as your counsel in connection with the guarantee (the “Guarantee”) by ArcelorMittal (the “Company”), a corporation (societé anonyme) incorporated and existing under the laws of the Grand Duchy of Luxembourg (“Luxembourg”), of US$422,500,000 principal amount of 9-3/4% Senior Secured Notes due 2014 (the “Notes”) of ArcelorMittal Financial Services LLC (the “Issuer”) in connection with the solicitation by the Issuer of consents from the holders of the Notes for certain amendments to the indenture pursuant to which the Notes are issued. The Issuer is filing a registration statement on Form S-4 and Form F-4 (the “Registration Statement”) with the U.S. Securities and Exchange Commission to register the Notes, the Guarantee and the guarantees by certain subsidiaries of the Company. This opinion letter is rendered to you in order to be filed as an exhibit to the Registration Statement.

	2.		In rendering this opinion we have examined the following documents:

	i)		a copy of the co-ordinated articles of association of the Company dated November 13, 2007;

	ii)		a copy of the form of Guarantee as contained in the draft ninth supplemental indenture; and

	ii)		a copy of an extract dated March 18 2008 from the minutes of the meeting of the board directors of the Company held on February 12 2008 at which the issuance of the Guarantee was approved.

We have also examined the originals or copies, certified or otherwise identified to our satisfaction, of such public and corporate records, certificates, instruments and other documents and have considered such questions of law as we have deemed necessary as a basis for the opinions hereinafter expressed.

We have assumed that all copies of documents that we have reviewed conform to the originals, that all originals are genuine and complete and that each signature is the genuine signature of the individual concerned. We have also assumed that any minutes and extracts from minutes are a true record of the proceedings described in them in duly convened and constituted meetings and the resolutions set out in those minutes and any written resolutions were validly passed and remain in full force and effect without modification.

	3.		Based on the above and subject to the qualifications set forth below, we are of the opinion that the Company has taken all necessary corporate action to authorize its entry into and performance of the Guarantee. This opinion is subject to any limitations arising from bankruptcy, insolvency, liquidation, moratorium, reorganization and other laws of general application relating to or affecting the rights of creditors.

	4.		This opinion is confined to matters of Luxembourg law (as defined below). Accordingly, we express no opinion with regard to any system of law other than the laws of Luxembourg as they stand as of the date hereof and as such laws as of the date hereof have been interpreted in published case law of the courts of Luxembourg (“Luxembourg law”).

	5.		This opinion speaks as of the date hereof. No obligation is assumed to update this opinion or to inform any person of any changes of law or other matters coming to our knowledge and occurring after the date hereof, which may affect this opinion letter in any respect.

	6.		We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and further consent to the reference to our firm in the Registration Statement under the captions “Description of the Notes – Enforceability of Judgments”, “Legal Matters” and “Service of Process and Enforceability of Civil Liabilities”.

	7.		This opinion is strictly limited to the matters stated herein and does not extend to, and is not to be read as extending by implication to, any other matters.

	8.		This opinion is governed by Luxembourg law and the Luxembourg courts shall have exclusive jurisdiction thereon.


		Yours faithfully,

		/s/ *Bonn Schmitt Steichen*
		Bonn Schmitt Steichen

This ‘S-4’ Filing

Date

Other Filings

Filed on:

4/15/08

None on these Dates

3/21/08

11/13/07

List all Filings

ArcelorMittal Finance LLC, et al. – ‘S-4’ on 4/15/08 – EX-5.3

On: Tuesday, 4/15/08, at 5:26pm ET · Accession #: 950137-8-5416 · File #s: 333-150264, -01, -02, -03, -04, -05, -06, -07, -08, -09, -10, -11, -12, -13, -14, -15, -16, -17, -18, -19, -20, -21, -22, -23, -24, -25, -26, -27, -28

Registration of Securities Issued in a Business-Combination Transaction — Form S-4
Filing Table of Contents

EX-5.3 — Opinion of Bonn Schmitt Steichen

This exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein

ArcelorMittal Finance LLC, et al. – ‘S-4’ on 4/15/08 – EX-5.3

On: Tuesday, 4/15/08, at 5:26pm ET · Accession #: 950137-8-5416 · File #s: 333-150264, -01, -02, -03, -04, -05, -06, -07, -08, -09, -10, -11, -12, -13, -14, -15, -16, -17, -18, -19, -20, -21, -22, -23, -24, -25, -26, -27, -28

Registration of Securities Issued in a Business-Combination Transaction — Form S-4Filing Table of Contents

EX-5.3 — Opinion of Bonn Schmitt Steichen

This exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein

Registration of Securities Issued in a Business-Combination Transaction — Form S-4
Filing Table of Contents