As filed with the Securities and Exchange Commission on July 16, 2003

                                                           Registration No. 333-

================================================================================
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 ---------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                        UNDER THE SECURITIES ACT OF 1933

                                ----------------

                            ISPAT INTERNATIONAL N.V.
             (Exact name of registrant as specified in its charter)

                               ISPAT INTERNATIONAL
                 (Translation of registrant's name into English)


         The Netherlands                            Not Applicable
  (State or other jurisdiction of                   (I.R.S. Employer
  incorporation or organization)                 Identification Number)

                            Hofplein 20 - 15th Floor
                                3032 AC Rotterdam
                                 The Netherlands
                         (Address of Principal Executive
                                    Offices)

                                 ---------------

                ISPAT INTERNATIONAL N.V. GLOBAL STOCK OPTION PLAN
                            (Full title of the plan)

                                 ---------------

                              CT Corporation System
                          111 Eighth Avenue, 13th Floor
                               New York, NY 10011
                                 (212) 894-8940
            (Name, address and telephone number of agent for service)

                                 ---------------

                                   Copies to:
                              Doreen E. Lilienfeld
                             Shearman & Sterling LLP
                              599 Lexington Avenue
                               New York, NY 10022
                                 (212) 848-4000

                                 ---------------


<PAGE>


                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
=================================================================================================================
                                                     Proposed maximum        Proposed maximum       Amount of
Title of class of securities to be   Amount to be   offering price per   aggregate offering price  registration
registered                          registered (1)       share (2)                  (2)                fee
-----------------------------------------------------------------------------------------------------------------
<S>                                  <C>               <C>                    <C>                    <C>
Class A Common Shares, par value     10,000,000        $4.10                  $41,000,000            $3,316.90
NLG 0.01 per share (1)
=================================================================================================================
</TABLE>

(1)           Pursuant to Rule 416(c) under the Securities Act of 1933, there is
              also being registered such number of additional shares that may
              become available for purchase pursuant to the Ispat International
              N.V. Global Stock Option Plan in the event of certain changes in
              the outstanding Class A Common Shares, including reorganizations,
              mergers, recapitalizations, restructurings, stock dividends, stock
              splits, reverse stock splits and reclassifications.

(2)           Based on the weighted-average exercise price of $6.92634 per Class
              A Common Share for 560,000 Class A Common Shares subject to
              previously awarded stock options and $4.1000 per Class A Common
              Share for 9,440,000 Class A Common Shares available for future
              awards, estimated solely for the purpose of calculating the
              registration fee, based on the average of the high and low price
              reported on the New York Stock Exchange on July 11, 2003, in
              accordance with Rules 457(h) and 457(c) under the Securities Act
              of 1933.


                                       2
<PAGE>


                              Preliminary Statement
                              ---------------------

         This registration statement covers up to 10,000,000 Class A Common
Shares of Ispat International N.V. ("Ispat")to be offered and sold to employees
of Ispat and its subsidiaries pursuant to the Ispat Global Stock Option Plan.



                                     Part I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1.     Plan Information.*

Item 2.     Registrant Information and Employee Plan Annual Information.*



                                     Part II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.     Incorporation of Documents by Reference.

         The following documents filed with the Securities and Exchange
Commission (the "Commission") are incorporated by reference in this registration
statement:

              (a)  our annual report on Form 20-F for the year ended December
31, 2002, and our interim report on Form 6-K for the period ended March 31, 2003
(File No. 0-13722);

              (b)  our other reports filed pursuant to Section 13(a) or 15(d) of
the Securities Exchange Act of 1934 (the "Exchange Act") since December 31,
2002; and

              (c)  the description of our Class A Common Shares contained under
the caption "Description of Capital Stock" in our registration statement on Form
F-1 filed on August 5, 1997 (File No. 333-7206).

         All documents that we file pursuant to Sections 13(a), 13(c), 14 and
15(d) of the Exchange Act after the date of this registration statement but
before we file a post-effective amendment to this registration statement which
indicate that all securities offered have been sold or which deregisters all
securities then remaining unsold, shall be deemed to be incorporated by
reference in this registration statement and to be a part thereof from the date
of filing of such documents.

         Any statement contained in a document incorporated or deemed
incorporated by reference in this registration statement shall be deemed to be
modified or superseded for purposes of this registration statement to the extent
that a statement contained herein or in any other subsequently filed document
which also is or is deemed to be incorporated by reference herein modifies or
supersedes such statement. Any such statement so modified or superseded


--------
*     Information required by Part I to be contained in the Section 10(a)
      prospectus is omitted from this registration statement in accordance with
      Rule 428 under the Securities Act of 1933, and the "Note" to Part I of
      Form S-8.


                                       3
<PAGE>


shall not be deemed, except as so modified or superseded, to constitute a part
of this registration statement.

Item 4.     Description of Securities.

         Not applicable.

Item 5.     Interests of Named Experts and Counsel.

         Not applicable.

Item 6.     Indemnification of Directors and Officers.

         Our Articles of Association provide that Ispat shall indemnify any
member of its Board of Managing Directors and its proxyholders against (i) all
liabilities, (ii) any and all expenses, and (iii) any and all amounts paid in
settlement, resulting from any claim, action, suit or proceeding in which he/she
or it becomes involved as party or otherwise by virtue of his/her or its being,
or having been, a managing director or proxyholder of Ispat to the fullest
extent permitted under the laws of the Netherlands, provided, however, that such
managing director or proxyholder has no right to be indemnified if it is finally
determined that (A) the actions on the part of such person were not made in good
faith or in a manner reasonably believed not to be in or opposed to the best
interests of Ispat, or (B) the liability of such person was the result of gross
negligence or willful misconduct. In the event of a settlement, a managing
director or proxyholder does not lose his/her or its right to be indemnified
unless it has been determined by (i) the court or other body approving
settlement, (ii) a resolution duly adopted by the general meeting of
shareholders, or (iii) written opinion of independent counsel appointed by the
Board of Managing Directors, that such person did not act in good faith or in a
manner reasonably believed not be in or opposed to the best interests of Ispat
or that he/she or it is liable as a result of gross negligence or willful
misconduct. We have also purchased insurance policies under which such
individuals are insured against liabilities resulting from their conduct when
acting in their capacities on behalf of Ispat. In addition, Article 35 of the
Articles of Association provides that the "adoption by the general meeting of
shareholders of the annual accounts...shall fully discharge the Board of
Managing Directors from liability in respect of the exercise of their duties
during the financial year concerned, unless a proviso is made by the general
meeting of shareholders and without prejudice to the provisions of section
2:138, Civil Code." Under Dutch law, this discharge is only effective between
Ispat, its shareholders and the members of the Board of Managing Directors, is
not absolute, would not be effective as to any matters not disclosed to Ispat's
shareholders and is subject to general principles of reasonableness and fairness
and the provisions of section 2:138 of the Dutch Civil Code. Nothing included in
the Articles of Association shall affect a right of indemnification to which
third parties, may be entitled by contract or otherwise, such as possible
liability of the director on the basis of tort.

Item 7.     Exemption from Registration Claimed.

         Not applicable.

Item 8.     Exhibits.

         For a list of the exhibits that we file as part of this registration
statement, see the Exhibit Index (following the signature page of the Authorized
U.S. Representative).


                                       4
<PAGE>

Item 9.     Undertakings.

           (a)  We hereby undertake:

               (1)  To file, during any period in which offers or sales are
           being made of securities registered hereby, a post-effective
           amendment to this registration statement:

                    (i)   To include any prospectus required by Section
                          10(a)(3)of the Securities Act of 1933 (the "Securities
                          Act");

                    (ii)  To reflect in the prospectus any facts or events
                          arising after the effective date of this registration
                          statement (or the most recent post-effective amendment
                          thereof) which, individually or in aggregate,
                          represent a fundamental change in the information set
                          forth in this registration statement; and

                    (iii) To include any material information with respect to
                          the plan of distribution not previously disclosed in
                          this registration statement or any material change to
                          such information in this registration statement;

            provided, however, that the undertakings set forth in paragraphs
            (a)(1)(i) and (a)(1)(ii) above do not apply if the information
            required to be included in a post-effective amendment by those
            paragraphs is contained in periodic reports filed with or furnished
            to the Commission by us pursuant to Section 13 or Section 15(d) of
            the Exchange Act that are incorporated by reference in this
            registration statement.

               (2) That, for the purpose of determining any liability under the
            Securities Act, each such post-effective amendment shall be deemed
            to be a new registration statement relating to the securities
            offered therein, and the offering of such securities at that time
            shall be deemed to be the initial bona fide offering thereof.

               (3) To remove from registration by means of a post-effective
            amendment any of the securities being registered which remain unsold
            at the termination of the offering.


                                       5
<PAGE>

           (b)  We hereby further undertake that, for purposes of determining
any liability under the Securities Act, each filing of our annual report filed
on Form 20-F pursuant to Section 13(a) or 15(d) of the Exchange Act that is
incorporated by reference in this registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

           (c)  Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of us pursuant to the foregoing provisions, or otherwise, we have been advised
that in the opinion of the Commission such indemnification is against public
policy as expressed in the Securities Act and is, therefore, unenforceable. In
the event that a claim for indemnification against such liabilities (other than
the payment by us of expenses incurred or paid by a director, officer or
controlling person of us in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, we will, unless in the opinion
of its counsel the matter has been settled by controlling precedent, submit to a
court of appropriate jurisdiction the question whether such indemnification by
us is against public policy as expressed in the Securities Act and will be
governed by the final adjudication of such issue.


                                       6
<PAGE>


                                   SIGNATURES


         Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in Rotterdam on June 19, 2003.



                             ISPAT INTERNATIONAL N.V.


                             By:      /s/ Lakshmi N. Mittal
                                   ---------------------------------
                                   Name:    Lakshmi N. Mittal
                                   Title:   Chairman of the Board of
                                            Managing Directors and
                                            Chief Executive Officer


                                       7
<PAGE>


                        SIGNATURES AND POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Lakshmi N. Mittal, Aditya Mittal and
Malay Mukherjee, and each of them severally, as his true and lawful attorney
with power of substitution and resubstitution to sign in his name, place and
stead in any and all such capacities this registration statement and any and all
amendments thereto (including post-effective amendments) and any documents in
connection therewith, and to file the same with the Securities and Exchange
Commission, said attorney to have full power and authority to do and perform, in
the name and on behalf of each such officer and director of the registrant who
shall have executed such a power of attorney, every act whatsoever which such
attorney may deem necessary or desirable to be done in connection therewith as
fully and to all intents and purposes as such officer or director of the
registrant might or could do in person.

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons on the dates and
in the capacities indicated below.

<TABLE>
<CAPTION>
Signature                                              Title                                  Date
---------                                              -----                                  ----
<S>                                      <C>                                                  <C>

 /s/ Lakshmi N. Mittal                   Chairman of the Board of Managing Directors,         06/19/03
-------------------------------------
Lakshmi N. Mittal                        Chief Executive Officer

 /s/ Aditya Mittal                       Member of the Board of Managing Directors            06/19/03
-------------------------------------
Aditya Mittal

 /s/ Malay Mukherjee                     Member of the Board of Managing Directors            06/19/03
-------------------------------------
Malay Mukherjee

 /s/ Peter D. Southwick                  Member of the Board of Managing Directors,           06/19/03
-------------------------------------
Peter D. Southwick                       Authorized Representative in the United States

 /s/ Narayanan Vaghul                    Member of the Board of Managing Directors            06/19/03
-------------------------------------
Narayanan Vaghul

 /s/ Ambassador Andres Rozenthal         Member of the Board of Managing Directors            06/22/03
-------------------------------------
Ambassador Andres Rozenthal

 /s/ Fernando Ruiz Sahagon               Member of the Board of Managing Directors            06/19/03
-------------------------------------
Fernando Ruiz Sahagon

                                         Member of the Board of Managing Directors
-------------------------------------
Muni Krishna T Reddy

 /s/ Rene Lopez                          Member of the Board of Managing Directors            06/16/03
-------------------------------------
Rene Lopez

 /s/ Bhikam Agarwal                      Chief Financial Officer                              06/19/03
-------------------------------------
Bhikam Agarwal

 /s/ Thekkemadom Ramaswamy               Chief Accounting Officer                             06/19/03
-------------------------------------
Thekkemadom Ramaswamy
</TABLE>


                                       8
<PAGE>


                         AUTHORIZED U.S. REPRESENTATIVE


         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below on June 19, 2003, by the
undersigned as the duly authorized representative of Ispat International N.V. in
the United States.





                                              /s/ Peter D. Southwick
                                             ---------------------------
                                             Peter D. Southwick



                                       9
<PAGE>


                                Index TO EXHIBITS


         The following exhibits are filed as part of this registration
statement:


<TABLE>
<CAPTION>
Exhibit No.        Description of Document
-----------        -----------------------
<S>                <C>
4.1                Amended and Restated Articles of Association of Ispat International N.V. dated
                   December 31, 2001 (English translation incorporated by reference to Exhibit 1
                   to the registrant's Form 20-F for the year ended December 31, 2001).

*4.2               Ispat International N.V. Global Stock Option Plan, effective September 15, 1999
                   (as amended February 17, 2003).


*23.1              Consent of Deloitte & Touche Accountants, independent auditors of the
                   registrant.

*23.2              Consent of Ernst & Young (Germany), independent auditors of the registrant.

*23.3              Consent of Ernst & Young (Trinidad), independent auditors of the registrant.

*24                Power of Attorney (included on signature pages).
</TABLE>







----------------------
*  Filed herewith




                                       10
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As filed with the Securities and Exchange Commission on July 16, 2003

                                                           Registration No. 333-

================================================================================
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 ---------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                        UNDER THE SECURITIES ACT OF 1933

                                ----------------

                            ISPAT INTERNATIONAL N.V.
             (Exact name of registrant as specified in its charter)

                               ISPAT INTERNATIONAL
                 (Translation of registrant's name into English)

         The Netherlands                            Not Applicable
  (State or other jurisdiction of                   (I.R.S. Employer
  incorporation or organization)                 Identification Number)

                            Hofplein 20 - 15th Floor
                                3032 AC Rotterdam
                                 The Netherlands
                         (Address of Principal Executive
                                    Offices)

                                 ---------------

                ISPAT INTERNATIONAL N.V. GLOBAL STOCK OPTION PLAN
                            (Full title of the plan)

                                 ---------------

                              CT Corporation System
                          111 Eighth Avenue, 13th Floor
                               New York, NY 10011
                                 (212) 894-8940
            (Name, address and telephone number of agent for service)

                                 ---------------

                                   Copies to:
                              Doreen E. Lilienfeld
                             Shearman & Sterling LLP
                              599 Lexington Avenue
                               New York, NY 10022
                                 (212) 848-4000

                                 ---------------
CALCULATION OF REGISTRATION FEE
=================================================================================================================
                                                     Proposed maximum        Proposed maximum       Amount of
Title of class of securities to be   Amount to be   offering price per   aggregate offering price  registration
registered                          registered (1)       share (2)                  (2)                fee
-----------------------------------------------------------------------------------------------------------------
Class A Common Shares, par value     10,000,000        $4.10                  $41,000,000            $3,316.90
NLG 0.01 per share (1)
=================================================================================================================
(1)           Pursuant to Rule 416(c) under the Securities Act of 1933, there is
              also being registered such number of additional shares that may
              become available for purchase pursuant to the Ispat International
              N.V. Global Stock Option Plan in the event of certain changes in
              the outstanding Class A Common Shares, including reorganizations,
              mergers, recapitalizations, restructurings, stock dividends, stock
              splits, reverse stock splits and reclassifications.

(2)           Based on the weighted-average exercise price of $6.92634 per Class
              A Common Share for 560,000 Class A Common Shares subject to
              previously awarded stock options and $4.1000 per Class A Common
              Share for 9,440,000 Class A Common Shares available for future
              awards, estimated solely for the purpose of calculating the
              registration fee, based on the average of the high and low price
              reported on the New York Stock Exchange on July 11, 2003, in
              accordance with Rules 457(h) and 457(c) under the Securities Act
              of 1933.

                                       2
Preliminary Statement
                              ---------------------

         This registration statement covers up to 10,000,000 Class A Common
Shares of Ispat International N.V. ("Ispat")to be offered and sold to employees
of Ispat and its subsidiaries pursuant to the Ispat Global Stock Option Plan.

                                     Part I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1.     Plan Information.*

Item 2.     Registrant Information and Employee Plan Annual Information.*

                                     Part II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.     Incorporation of Documents by Reference.

         The following documents filed with the Securities and Exchange
Commission (the "Commission") are incorporated by reference in this registration
statement:

              (a)  our annual report on Form 20-F for the year ended December
31, 2002, and our interim report on Form 6-K for the period ended March 31, 2003
(File No. 0-13722);

              (b)  our other reports filed pursuant to Section 13(a) or 15(d) of
the Securities Exchange Act of 1934 (the "Exchange Act") since December 31,
2002; and

              (c)  the description of our Class A Common Shares contained under
the caption "Description of Capital Stock" in our registration statement on Form
F-1 filed on August 5, 1997 (File No. 333-7206).

         All documents that we file pursuant to Sections 13(a), 13(c), 14 and
15(d) of the Exchange Act after the date of this registration statement but
before we file a post-effective amendment to this registration statement which
indicate that all securities offered have been sold or which deregisters all
securities then remaining unsold, shall be deemed to be incorporated by
reference in this registration statement and to be a part thereof from the date
of filing of such documents.

         Any statement contained in a document incorporated or deemed
incorporated by reference in this registration statement shall be deemed to be
modified or superseded for purposes of this registration statement to the extent
that a statement contained herein or in any other subsequently filed document
which also is or is deemed to be incorporated by reference herein modifies or
supersedes such statement. Any such statement so modified or superseded

--------
*     Information required by Part I to be contained in the Section 10(a)
      prospectus is omitted from this registration statement in accordance with
      Rule 428 under the Securities Act of 1933, and the "Note" to Part I of
      Form S-8.

                                       3
shall not be deemed, except as so modified or superseded, to constitute a part
of this registration statement.

Item 4.     Description of Securities.

         Not applicable.

Item 5.     Interests of Named Experts and Counsel.

         Not applicable.

Item 6.     Indemnification of Directors and Officers.

         Our Articles of Association provide that Ispat shall indemnify any
member of its Board of Managing Directors and its proxyholders against (i) all
liabilities, (ii) any and all expenses, and (iii) any and all amounts paid in
settlement, resulting from any claim, action, suit or proceeding in which he/she
or it becomes involved as party or otherwise by virtue of his/her or its being,
or having been, a managing director or proxyholder of Ispat to the fullest
extent permitted under the laws of the Netherlands, provided, however, that such
managing director or proxyholder has no right to be indemnified if it is finally
determined that (A) the actions on the part of such person were not made in good
faith or in a manner reasonably believed not to be in or opposed to the best
interests of Ispat, or (B) the liability of such person was the result of gross
negligence or willful misconduct. In the event of a settlement, a managing
director or proxyholder does not lose his/her or its right to be indemnified
unless it has been determined by (i) the court or other body approving
settlement, (ii) a resolution duly adopted by the general meeting of
shareholders, or (iii) written opinion of independent counsel appointed by the
Board of Managing Directors, that such person did not act in good faith or in a
manner reasonably believed not be in or opposed to the best interests of Ispat
or that he/she or it is liable as a result of gross negligence or willful
misconduct. We have also purchased insurance policies under which such
individuals are insured against liabilities resulting from their conduct when
acting in their capacities on behalf of Ispat. In addition, Article 35 of the
Articles of Association provides that the "adoption by the general meeting of
shareholders of the annual accounts...shall fully discharge the Board of
Managing Directors from liability in respect of the exercise of their duties
during the financial year concerned, unless a proviso is made by the general
meeting of shareholders and without prejudice to the provisions of section
2:138, Civil Code." Under Dutch law, this discharge is only effective between
Ispat, its shareholders and the members of the Board of Managing Directors, is
not absolute, would not be effective as to any matters not disclosed to Ispat's
shareholders and is subject to general principles of reasonableness and fairness
and the provisions of section 2:138 of the Dutch Civil Code. Nothing included in
the Articles of Association shall affect a right of indemnification to which
third parties, may be entitled by contract or otherwise, such as possible
liability of the director on the basis of tort.

Item 7.     Exemption from Registration Claimed.

         Not applicable.

Item 8.     Exhibits.

         For a list of the exhibits that we file as part of this registration
statement, see the Exhibit Index (following the signature page of the Authorized
U.S. Representative).

                                       4
Item 9.     Undertakings.

           (a)  We hereby undertake:

               (1)  To file, during any period in which offers or sales are
           being made of securities registered hereby, a post-effective
           amendment to this registration statement:

                    (i)   To include any prospectus required by Section
                          10(a)(3)of the Securities Act of 1933 (the "Securities
                          Act");

                    (ii)  To reflect in the prospectus any facts or events
                          arising after the effective date of this registration
                          statement (or the most recent post-effective amendment
                          thereof) which, individually or in aggregate,
                          represent a fundamental change in the information set
                          forth in this registration statement; and

                    (iii) To include any material information with respect to
                          the plan of distribution not previously disclosed in
                          this registration statement or any material change to
                          such information in this registration statement;

            provided, however, that the undertakings set forth in paragraphs
            (a)(1)(i) and (a)(1)(ii) above do not apply if the information
            required to be included in a post-effective amendment by those
            paragraphs is contained in periodic reports filed with or furnished
            to the Commission by us pursuant to Section 13 or Section 15(d) of
            the Exchange Act that are incorporated by reference in this
            registration statement.

               (2) That, for the purpose of determining any liability under the
            Securities Act, each such post-effective amendment shall be deemed
            to be a new registration statement relating to the securities
            offered therein, and the offering of such securities at that time
            shall be deemed to be the initial bona fide offering thereof.

               (3) To remove from registration by means of a post-effective
            amendment any of the securities being registered which remain unsold
            at the termination of the offering.

                                       5
(b)  We hereby further undertake that, for purposes of determining
any liability under the Securities Act, each filing of our annual report filed
on Form 20-F pursuant to Section 13(a) or 15(d) of the Exchange Act that is
incorporated by reference in this registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

           (c)  Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of us pursuant to the foregoing provisions, or otherwise, we have been advised
that in the opinion of the Commission such indemnification is against public
policy as expressed in the Securities Act and is, therefore, unenforceable. In
the event that a claim for indemnification against such liabilities (other than
the payment by us of expenses incurred or paid by a director, officer or
controlling person of us in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, we will, unless in the opinion
of its counsel the matter has been settled by controlling precedent, submit to a
court of appropriate jurisdiction the question whether such indemnification by
us is against public policy as expressed in the Securities Act and will be
governed by the final adjudication of such issue.

                                       6
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in Rotterdam on June 19, 2003.

                             ISPAT INTERNATIONAL N.V.

                             By:      /s/ Lakshmi N. Mittal
                                   ---------------------------------
                                   Name:    Lakshmi N. Mittal
                                   Title:   Chairman of the Board of
                                            Managing Directors and
                                            Chief Executive Officer

                                       7
SIGNATURES AND POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Lakshmi N. Mittal, Aditya Mittal and
Malay Mukherjee, and each of them severally, as his true and lawful attorney
with power of substitution and resubstitution to sign in his name, place and
stead in any and all such capacities this registration statement and any and all
amendments thereto (including post-effective amendments) and any documents in
connection therewith, and to file the same with the Securities and Exchange
Commission, said attorney to have full power and authority to do and perform, in
the name and on behalf of each such officer and director of the registrant who
shall have executed such a power of attorney, every act whatsoever which such
attorney may deem necessary or desirable to be done in connection therewith as
fully and to all intents and purposes as such officer or director of the
registrant might or could do in person.

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons on the dates and
in the capacities indicated below.
Signature                                              Title                                  Date
---------                                              -----                                  ----
/s/ Lakshmi N. Mittal                   Chairman of the Board of Managing Directors,         06/19/03
-------------------------------------
Lakshmi N. Mittal                        Chief Executive Officer

 /s/ Aditya Mittal                       Member of the Board of Managing Directors            06/19/03
-------------------------------------
Aditya Mittal

 /s/ Malay Mukherjee                     Member of the Board of Managing Directors            06/19/03
-------------------------------------
Malay Mukherjee

 /s/ Peter D. Southwick                  Member of the Board of Managing Directors,           06/19/03
-------------------------------------
Peter D. Southwick                       Authorized Representative in the United States

 /s/ Narayanan Vaghul                    Member of the Board of Managing Directors            06/19/03
-------------------------------------
Narayanan Vaghul

 /s/ Ambassador Andres Rozenthal         Member of the Board of Managing Directors            06/22/03
-------------------------------------
Ambassador Andres Rozenthal

 /s/ Fernando Ruiz Sahagon               Member of the Board of Managing Directors            06/19/03
-------------------------------------
Fernando Ruiz Sahagon

                                         Member of the Board of Managing Directors
-------------------------------------
Muni Krishna T Reddy

 /s/ Rene Lopez                          Member of the Board of Managing Directors            06/16/03
-------------------------------------
Rene Lopez

 /s/ Bhikam Agarwal                      Chief Financial Officer                              06/19/03
-------------------------------------
Bhikam Agarwal

 /s/ Thekkemadom Ramaswamy               Chief Accounting Officer                             06/19/03
-------------------------------------
Thekkemadom Ramaswamy
8
AUTHORIZED U.S. REPRESENTATIVE

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below on June 19, 2003, by the
undersigned as the duly authorized representative of Ispat International N.V. in
the United States.

                                              /s/ Peter D. Southwick
                                             ---------------------------
                                             Peter D. Southwick

                                       9
Index TO EXHIBITS

         The following exhibits are filed as part of this registration
statement:
Exhibit No.        Description of Document
-----------        -----------------------
4.1                Amended and Restated Articles of Association of Ispat International N.V. dated
                   December 31, 2001 (English translation incorporated by reference to Exhibit 1
                   to the registrant's Form 20-F for the year ended December 31, 2001).

*4.2               Ispat International N.V. Global Stock Option Plan, effective September 15, 1999
                   (as amended February 17, 2003).

*23.1              Consent of Deloitte & Touche Accountants, independent auditors of the
                   registrant.

*23.2              Consent of Ernst & Young (Germany), independent auditors of the registrant.

*23.3              Consent of Ernst & Young (Trinidad), independent auditors of the registrant.

*24                Power of Attorney (included on signature pages).
----------------------
*  Filed herewith

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