FORM 11-K
Table of Contents

 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 11-K

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

þ   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2008

o   TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

FOR THE TRANSITION PERIOD FROM                      TO                     

COMMISSION FILE NUMBER 1-12001

401(K) SAVINGS ACCOUNT PLAN FOR EMPLOYEES
OF THE WASHINGTON PLATE PLANT
(Title of Plan)

ALLEGHENY TECHNOLOGIES INCORPORATED

(Name of Issuer of securities held pursuant to the Plan)

1000 Six PPG Place, Pittsburgh, Pennsylvania 15222-5479

(Address of Plan and principal executive offices of Issuer)
 
 


Table of Contents

Audited Financial Statements and Supplemental Schedule
401(k) Savings Account Plan for Employees of the Washington Plate Plant
Years Ended December 31, 2008 and 2007
With Report of Independent Registered Public Accounting Firm

 


 

401(k) Savings Account Plan for Employees
of the Washington Plate Plant
Audited Financial Statements
and Supplemental Schedule
Years Ended December 31, 2008 and 2007
Contents
         
    1  
 
       
Audited Financial Statements
       
 
       
    2  
    3  
    4  
 
       
Supplemental Schedule
       
 
       
    12  
 EX-23.1

 


Table of Contents

Report of Independent Registered Public Accounting Firm
Allegheny Technologies Incorporated
We have audited the accompanying statements of net assets available for benefits of the 401(k) Savings Account Plan for Employees of the Washington Plate Plant as of December 31, 2008 and 2007, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 2008 and 2007, and the changes in its net assets available for benefits for the years then ended, in conformity with U.S. generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2008 is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.
/s/ Ernst & Young LLP
Pittsburgh, Pennsylvania
June 25, 2009

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Table of Contents

401(k) Savings Account Plan for Employees
of the Washington Plate Plant
Statements of Net Assets Available for Benefits
                 
    December 31
    2008   2007
     
Investments at fair value:
               
Interest in synthetic investment contracts
  $ 3,158,833     $ 3,107,324  
Interest in common collective trusts
    1,946,108       1,874,446  
Interest in registered investment companies
    1,149,894       2,144,288  
Corporate common stock
    319,755       469,725  
Interest-bearing cash and cash equivalents
    276,703       163,404  
Participant loans
    188,051       132,089  
     
Net assets available reflecting investments at fair value
    7,039,344       7,891,276  
Adjustment from fair value to contract value for fully benefit-responsive investment contracts
    205,441       11,123  
     
Net assets available for benefits
  $ 7,244,785     $ 7,902,399  
     
See accompanying notes.

2


Table of Contents

401(k) Savings Account Plan for Employees
of the Washington Plate Plant
Statements of Changes in Net Assets Available for Benefits
                 
    Years Ended December 31
    2008   2007
     
Contributions:
               
Employer
  $ 284,958     $ 283,866  
Employee
    920,708       1,062,509  
     
Total contributions
    1,205,666       1,346,375  
 
               
Investment income (loss):
               
Net gain (loss) from interest in registered investment companies
    (706,815 )     101,251  
Net gain (loss) from interest in common collective trusts
    (687,051 )     8,169  
Net realized/unrealized loss on corporate common stock
    (351,346 )     (5,072 )
Interest income
    68,437       33,790  
Dividend income
          1,515  
Net gain from interest in Allegheny Master Trust
          175,442  
Other income
    90,229       28,469  
     
Total investment income (loss)
    (1,586,546 )     343,564  
     
 
    (380,880 )     1,689,939  
 
               
Distributions to participants
    (276,734 )     (922,955 )
     
 
               
Net increase (decrease) in net assets available for benefits
    (657,614 )     766,984  
Net assets available for benefits at beginning of year
    7,902,399       7,135,415  
     
Net assets available for benefits at end of year
  $ 7,244,785     $ 7,902,399  
     
See accompanying notes.

3


Table of Contents

401(k) Savings Account Plan for Employees
of the Washington Plate Plant
Notes to Financial Statements
December 31, 2008
1. Significant Accounting Policies
Use of Estimates and Basis of Accounting
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
The financial statements are prepared under the accrual basis of accounting.
Investment Valuation
Investments are reported at fair value. As described in Financial Accounting Standards Board Staff Position (FSP) AAG INV-1 and SOP 94-4-1, “Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans”, fully benefit-responsive investment contracts held by a defined contribution plan are required to be reported at fair value in the Plan’s Statement of Net Assets Available for Benefits with a corresponding adjustment to reflect these investments at contract value.
2. Description of the Plan
The 401(k) Savings Account Plan for Employees of the Washington Plate Plant (the Plan) is a defined contribution plan and is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
The purpose of the Plan is to encourage thrift and to assist represented employees of the Washington Plate facility of Allegheny Ludlum Corporation (the Company) in accumulating a fund to supplement retirement income by allowing eligible employees to make tax-deferred contributions to the Plan. Allegheny Ludlum Corporation is a wholly owned subsidiary of Allegheny Technologies Incorporated (ATI, the Plan Sponsor).
The Plan allows employees to contribute a portion of eligible wages each pay period through payroll deductions subject to Internal Revenue Code limitations. In addition, the employee’s annual pretax profit sharing award and pretax Longevity Incentive Payment Plan award may be contributed at the employee’s discretion. The Company contributes $0.50 for each hour worked per eligible represented employee. Unless otherwise specified by the participant, employer contributions are made to the Standish Mellon Stable Value Fund. Such contributions are made only from current income or accumulated earnings of the Company. The Plan allows participants to direct their contributions, and contributions made on their behalf, to any of the investment alternatives.

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Table of Contents

401(k) Savings Account Plan for Employees
of the Washington Plate Plant
Notes to Financial Statements (continued)
2. Description of the Plan (continued)
Separate accounts are maintained by the Plan Sponsor for each participating employee. Trustee fees and asset management fees charged by the Plan’s trustees, Mellon Bank, N.A., prior to September 1, 2007 and thereafter Mercer Trust Company, for the administration of all funds are charged against net assets available for benefits of the respective fund. Certain other expenses of administering the Plan are paid by the Plan Sponsor. Participants may make “in-service” and hardship withdrawals as outlined in the plan document. Participants are fully vested in their entire participant account.
Active employees can borrow up to 50% of their vested account balances minus any outstanding loans. The loan amounts are further limited to a minimum of $500 and a maximum of $50,000, and an employee can obtain no more than three loans at one time. Interest rates are determined based on commercially accepted criteria, and payment schedules vary based on the type of the loan. General purpose loans are repaid over 6 to 60 months, and primary residence loans are repaid over periods up to 180 months. Payments are made by payroll deductions.
Further information about the Plan, including eligibility, vesting, contributions, and withdrawals, is contained in the plan documents, summary plan description, and related contracts. These documents are available from the Plan Sponsor.
3. Investments
Prior to September 1, 2007, certain of the Plan’s investments were in the Allegheny Master Trust, which had three separately managed institutional investment accounts|: the T. Rowe Price Structured Research Common Trust Fund, the Alliance Capital Growth Pool, and the Standish Mellon Fixed Income Fund, which were valued on a unitized basis (collectively, the “Allegheny Master Trust”).
On September 1, 2007, as part of a change in the administration of the Plan, including changing the record keeper to Mercer Human Resources from Affiliated Computer Services, Inc., and changing the trustee to Mercer Trust Company from Mellon Bank, N.A., the investment options available to participants under the Plan were changed. Additionally, the Plan liquidated its investment in the Allegheny Master Trust. The Standish Mellon Fixed Income Fund was renamed the Standish Mellon Stable Value Fund.
The Plan retained the Standish Mellon Fixed Income Fund, renamed as the Standish Mellon Stable Value Fund (the Fund), as an investment option in a separate account subsequent to liquidating the Plan’s interest in the Allegheny Master Trust. The Fund invests in guaranteed investment contracts (GICs) and actively managed structured or synthetic investment contracts (SICs). The GICs are promises by a bank or insurance company to repay principal plus a fixed

5


Table of Contents

401(k) Savings Account Plan for Employees
of the Washington Plate Plant
Notes to Financial Statements (continued)
3. Investments (continued)
rate of return through contract maturity. SICs differ from GICs in that there are specific assets supporting the SICs and these assets are owned by the Plan. The bank or insurance company issues a wrapper contract that allows participant-directed transactions to be made at contract value. The assets supporting the SICs are comprised of government agency bonds, corporate bonds, asset-backed securities (ABOs), collateralized mortgage obligations (CMOs), and common/collective trusts.
Interest crediting rates on the GICs in the Fund are determined at the time of purchase. Interest crediting rates on the SICs are either: (1) set at the time of purchase for a fixed term and crediting rate, (2) set at the time of purchase for a fixed term and variable crediting rate, or (3) set at the time of purchase and reset monthly within a “constant duration.” A constant duration contract may specify a duration of 2.5 years and the crediting rate is adjusted monthly based upon quarterly rebalancing of eligible 2.5 year duration investment instruments at the time of each resetting; in effect the contract never matures. At December 31, 2008 and 2007, the interest crediting rates for Fixed Maturity SICs ranged from 4.12% to 5.04% and 4.30% to 5.32%, respectively.
Average yields for all fully benefit-responsive investment contracts for the years ended December 31, 2008 and 2007 were as follows:
                 
    Years Ended December 31
    2008   2007
     
Average yields:
               
Based on actual earnings
    4.67 %     4.72 %
Based on interest rate credited to participants
    4.56 %     4.57 %
Although it is management’s intention to hold the investment contracts in the Standish Mellon Stable Value Fund until maturity, certain investment contracts provide for adjustments to contract value for withdrawals made prior to maturity.

6


Table of Contents

401(k) Savings Account Plan for Employees
of the Washington Plate Plant
Notes to Financial Statements (continued)
3. Investments (continued)
The following presents investments that represent 5% or more of the Plan’s net assets:
                 
    December 31
    2008   2007
     
Barclays Global Investors Asset-Backed Securities Index Fund**
  $ 581,831     $ 564,645  
Barclays Global Investors Intermediate Term Credit Bond Index Fund**
    529,489       479,591  
Barclays Global Investors Mortgage-Backed Securities Index Fund**
    436,788       386,596  
State Street Global Advisors S&P500 Flagship SL Fund
    432,336       746,524  
State Street Global Advisors Target Retirement Income 2020 SL Series Fund*
    381,645       245,023  
Allegheny Technologies Incorporated common stock***
    319,755       469,725  
American Funds Growth Fund of America***
    264,556       501,712  
MSIF Small Company Growth Fund***
    249,160       501,304  
Alliance Bernstein Small Mid Cap Value Fund***
    205,831       506,139  
 
*   Prior year presented for comparative purposes only
 
**   Held within SICs
 
***   Current year presented for comparative purposes only
Investments in SICs at contract value that represent 5% of more of the Plan’s net assets were as follows:
                 
    December 31
    2008   2007
     
Monumental Life Ins. Co. Constant Duration SIC
  $ 892,881     $ 753,179  
Rabobank Constant Duration SIC
    871,773       766,082  
State Street Bank Constant Duration SIC
    480,839       405,544  
Bank of America Fixed Maturity SIC*
    441,396       363,942  
State Street Fixed Maturity SIC*
    366,079       294,871  
Union Bank of Switzerland Fixed Maturity SIC
          524,147  
 
*   Prior year presented for comparative purposes only

7


Table of Contents

401(k) Savings Account Plan for Employees
of the Washington Plate Plant
Notes to Financial Statements (continued)
4. Fair Value Measurements
The Plan adopted FASB Statement No. 157, “Fair Value Measurements” (FAS 157), as required, on January 1, 2008. This standard clarifies the definition of fair value for financial reporting, establishes a framework for measuring fair value, and requires additional disclosures about the use of fair value measurements.   Specifically, FAS 157:
  Defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, and establishes a framework for measuring fair value;
 
  Establishes a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date;
 
  Eliminates large position discounts for financial instruments quoted in active markets; and
 
  Expands disclosures about instruments measured at fair value.
Determination of Fair Value
Following is a description of the Plan’s valuation methodologies for assets and liabilities measured at fair value. Such valuation methodologies were applied to all of the assets and liabilities carried at fair value effective January 1, 2008. Fair value is based upon quoted market prices, where available. If listed prices or quotes are not available, fair value is based upon models that primarily use, as inputs, market-based or independently-sourced market parameters, including yield curves, interest rates, volatilities, equity or debt prices, foreign exchange rates and credit curves. In addition to market information, models may also incorporate transaction details, such as maturity. Valuation adjustments, such as liquidity valuation adjustments, may be necessary when the Plan is unable to observe a recent market price for a financial instrument that trades in inactive (or less active) markets. Liquidity adjustments are not taken for positions classified within level 1 (as defined below) of the fair value hierarchy.
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.

8


Table of Contents

401(k) Savings Account Plan for Employees
of the Washington Plate Plant
Notes to Financial Statements (continued)
4. Fair Value Measurements (continued)
Valuation Hierarchy
FAS 157 established a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of the inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows:
Level 1 — inputs to the valuation methodology are quoted prices (unadjusted) for identical assets and liabilities in active markets.
Level 2 — inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 — inputs to the valuation methodology are unobservable and significant to the valuation measurement.
A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
Valuation Methodologies
The valuation methodologies used for assets and liabilities measured at fair value, including their general classification based on the fair value hierarchy, includes the following:
  Cash and cash equivalents — where the Net Asset Value (NAV) is a quoted price in a market that is active, it is classified within level 1 of the valuation hierarchy. In certain cases NAV is a quoted price in a market that is not active, or is based on quoted prices for similar assets and liabilities in active markets, and these investments are classified within level 2 of the valuation hierarchy.
 
  Corporate common stocks — are valued at the closing price reported on the major market on which the individual securities are traded. Substantially all other common stock is classified within level 1 of the valuation hierarchy.

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401(k) Savings Account Plan for Employees
of the Washington Plate Plant
Notes to Financial Statements (continued)
4. Fair Value Measurements (continued)
  Common/collective trust funds — these investments are public investment vehicles valued using the NAV provided by the administrator of the fund. The NAV is based on the value of the underlying assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding. The NAV is a quoted price in a market that is not active and classified within level 2 of the valuation hierarchy.
 
  Registered investment companies — these investments are public investment vehicles valued using the NAV provided by the administrator of the fund. The NAV is based on the value of the underlying assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding. Where the NAV is a quoted price in a market that is active, it is classified within level 1 of the valuation hierarchy. In certain cases NAV is a quoted price in a market that is not active, or is based on quoted prices for similar assets and liabilities in active markets, and these investments are classified within level 2 of the valuation hierarchy.
 
  Corporate debt instruments, U.S. government and federal agency obligations, U.S. government-sponsored entity obligations, and other — where quoted prices are available in an active market, the investments are classified within level 1 of the valuation hierarchy. If quoted market prices are not available for the specific security, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. When quoted market prices for the specific security are not available in an active market, they are classified within level 2 of the valuation hierarchy.
 
  Synthetic investment contracts — fair value is based on the underlying investments.  The underlying investments include government agency bonds, corporate bonds, ABOs, CMOs, and common/collective trusts.  Because inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, or in the case of common/collective trusts the NAV is a quoted price in a market that is not active, synthetic investment contracts are classified within level 2 of the valuation hierarchy.
 
  Loans to plan participants — valued at cost plus accrued interest, which approximates fair value and are classified within level 2 of the valuation hierarchy.
The following table presents the financial instruments carried at fair value as of December 31, 2008, by caption on the statement of net assets available for benefits and by FAS 157 valuation hierarchy (as described above). The Plan had no assets classified within level 3 of the valuation hierarchy.

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401(k) Savings Account Plan for Employees
of the Washington Plate Plant
Notes to Financial Statements (continued)
4. Fair Value Measurements (continued)
Assets measured at fair value on a recurring basis:
                         
December 31, 2008   Level 1   Level 2   Total
     
Interest in synthetic investment contracts
  $     $ 3,158,833     $ 3,158,833  
Interest in registered investment companies
    1,149,894             1,149,894  
Interest in common collective trusts
          1,946,108       1,946,108  
Corporate common stock
    319,755             319,755  
Interest-bearing cash and cash equivalents
    215,250       61,453       276,703  
Participant loans
          188,051       188,051  
     
Total assets at fair value
  $ 1,684,899     $ 5,354,445     $ 7,039,344  
     
5. Income Tax Status
The Plan has received a determination letter from the Internal Revenue Service dated July 12, 2003, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the Code) and, therefore, the related trust is exempt from taxation. Subsequent to this issuance of the determination letter, the Plan was amended. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The plan administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes the Plan, as amended, is qualified and the related trust is tax-exempt.
6. Plan Termination
Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. However, no such action may deprive any participant or beneficiary under the Plan of any vested right.
7. Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various risk such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits.

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401(k) Savings Account Plan for Employees
of the Washington Plate Plant
EIN: 25-1792394     Plan Number: 020
Schedule H, Line 4i—Schedule of Assets
(Held at End of Year)
December 31, 2008
         
Description   Current Value  
 
Registered Investment Companies
       
Alliance Bernstein Small Mid Cap Value Fund
  $ 205,831  
American Funds Europacific Growth Fund
    171,739  
American Funds Growth Fund of America
    264,556  
MFS Value Fund
    80,817  
Lord Abbott Mid Cap Value Fund
    97,938  
MSIF Small Company Growth Fund
    249,160  
Western Asset Core Plus Bond Fund
    79,853  
 
     
Total registered investment companies
  $ 1,149,894  
 
     
 
       
Corporate Common Stock
       
Allegheny Technologies Incorporated*
  $ 319,755  
 
     
 
       
Interest-Bearing Cash
       
Mellon Trust of New England TIF Fund
  $ 215,250  
Natixis Financial
    61,453  
Adjustment from fair value to current value
    (421 )
 
     
 
  $ 276,282  
 
     
 
       
Common Collective Trusts
       
Mellon Stable Value Fund
  $ 69,999  
Adjustment from fair value to current value
    3,292  
State Street Global Advisors Target Retirement Income SL Series Fund
    62,791  
State Street Global Advisors Target Retirement Income 2010 SL Series Fund
    104,459  
State Street Global Advisors Target Retirement Income 2015 SL Series Fund
    329,687  
State Street Global Advisors Target Retirement Income 2020 SL Series Fund
    381,645  
State Street Global Advisors Target Retirement Income 2025 SL Series Fund
    353,513  
State Street Global Advisors Target Retirement Income 2030 SL Series Fund
    118,678  
State Street Global Advisors Target Retirement Income 2035 SL Series Fund
    70,160  
State Street Global Advisors Target Retirement Income 2040 SL Series Fund
    14,233  
State Street Global Advisors Target Retirement Income 2045 SL Series Fund
    8,551  
State Street Global Advisors S&P 500 Flagship SL Fund
    432,336  
State Street Global Advisors MSCI ACWI Ex-US Index SL Series Fund
    56  
 
     
 
  $ 1,949,400  
 
     

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401(k) Savings Account Plan for Employees
of the Washington Plate Plant
EIN: 25-1792394     Plan Number: 020
Schedule H, Line 4i—Schedule of Assets
(Held at End of Year)
December 31, 2008
         
Description   Current Value  
 
Fixed Maturity Synthetic Contracts:
       
CMBS, BACM 2002-2 A3
  $ 27,956  
CMBS, BACM 2005-3 A3A
    30,544  
Fannie Mae, FNR 2002-74 LC
    2,302  
Freddie Mac, FHR 2627 BU
    51,201  
Freddie Mac, FHR 2640 TL
    25,778  
Freddie Mac, FHR 2715 ND
    32,770  
Freddie Mac, FHR 2760 EB
    29,488  
Freddie Mac, FHR 2786 PC
    15,257  
Freddie Mac, FHR 2865 PQ
    45,366  
Freddie Mac, FHR 2866 XD
    45,474  
Freddie Mac, FHR 2870 BD
    30,571  
Freddie Mac, FHR 2888 OW
    21,549  
GNMA Project Loans, GNR 06-51 A
    33,802  
Auto Valet 2008-2 A3A
    44,784  
Bank of America, N.A. Wrap contract
    4,554  
 
     
Bank of America, N.A. Fixed Maturity Synthetic Contract 03-040
    441,396  
 
       
Auto, BASAT 06-G1 A4
    44,178  
CMBS, CDCMT 2002-FX1D1895488.82
    28,426  
Rate Redu Bonds, CNP 05-1 A2
    45,056  
Freddie Mac, FHR 2631 LB
    20,633  
Freddie Mac, FHR 2681 PC
    39,143  
Freddie Mac, FHR 2778 KR
    15,227  
Freddie Mac, FHR 2981 NB
    35,191  
Freddie Mac, FHR 2891 NB
    30,728  
CMBS, MLMT 05-CIP1 A2
    54,937  
CMBS, MLMT 05-CKI1 A2
    27,225  
CMBS, CD05-CD1 A2 FX
    13,748  
State Street Bank Wrap contract
    11,587  
 
     
State Street Bank Fixed Maturity Synthetic Contract 105028
    366,079  
 
       
CMBS, BSCMS 05-T18 A2
    21,330  
CMBS, BSCMS 99-WF2 A2
    19,420  
CMBS, BSCMS 03-T12 A2
    3,006  
Freddie Mac, FHR 2663 ML
    53,232  
Freddie Mac, FHR 2763 PC
    40,028  
Freddie Mac, FHR 2921 NV
    22,755  

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401(k) Savings Account Plan for Employees
of the Washington Plate Plant
EIN: 25-1792394     Plan Number: 020
Schedule H, Line 4i—Schedule of Assets
(Held at End of Year)
December 31, 2008
         
Description   Current Value  
 
Freddie Mac, FHR 2934 OC
    30,773  
CMBS, HFCMC 99-PH1 A2
    2,951  
CMBS, JPMCC 05-LDP2 A2
    27,619  
CMBS, MSC 99-CAM1 A4
    838  
Auto, NALT 06-A A4
    59,550  
Auto, VWALT 06-A A4
    22,528  
Natixis Financial Products Wrap contract
    4,405  
 
     
Natixis Financial Products Fixed Maturity Synthetic Contract #1245-01
    308,435  
 
     
Total Fixed Maturity Synthetic Contracts
  $ 1,115,910  
 
     
 
       
Constant Duration Synthetic Contracts:
       
Barclays Global Investors, 1-3 Year Government Bond Index Fund
  $ 33,811  
Barclays Global Investors, Asset-Backed Sec Index Fund
    231,563  
Barclays Global Investors, Comm Mortgage-Backed Sec Fund
    70,421  
Barclays Global Investors, Int Term Credit Bond Index Fund
    210,740  
Barclays Global Investors, Int Term Government Bond Index Fund
    81,094  
Barclays Global Investors, Long Term Government Bond Index Fund
    19,791  
Barclays Global Investors, Mortgage-Backed Sec Index Fund
    173,845  
Monumental Life Ins. Co. Wrap contract
    71,616  
 
     
Monumental Life Ins. Co. Constant Duration Synthetic Contract MDA00413TR
    892,881  
 
       
Barclays Global Investors, 1-3 Year Government Bond Index Fund
    32,934  
Barclays Global Investors, Asset-Backed Sec Index Fund
    225,581  
Barclays Global Investors, Comm Mortgage-Backed Sec Fund
    68,594  
Barclays Global Investors, Int Term Credit Bond Index Fund
    205,273  
Barclays Global Investors, Int Term Government Bond Index Fund
    78,990  
Barclays Global Investors, Long Term Government Bond Index Fund
    19,278  
Barclays Global Investors, Mortgage-Backed Sec Index Fund
    169,334  
Rabobank Wrap contract
    71,789  
 
     
Rabobank Constant Duration Synthetic Contract ATI060301
    871,773  
 
       
Barclays Global Investors, 1-3 Year Government Bond Index Fund
    18,206  
Barclays Global Investors, Asset-Backed Sec Index Fund
    124,687  
Barclays Global Investors, Comm Mortgage-Backed Sec Fund
    37,919  
Barclays Global Investors, Int Term Credit Bond Index Fund
    113,476  
Barclays Global Investors, Int Term Government Bond Index Fund
    43,666  
Barclays Global Investors, Long Term Government Bond Index Fund
    10,657  
Barclays Global Investors, Mortgage-Backed Sec Index Fund
    93,609  

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401(k) Savings Account Plan for Employees
of the Washington Plate Plant
EIN: 25-1792394     Plan Number: 020
Schedule H, Line 4i—Schedule of Assets
(Held at End of Year)
December 31, 2008
         
Description   Current Value  
 
State Street Bank Wrap contract
    38,619  
 
     
State Street Bank Constant Duration Synthetic Contract 107073
    480,839  
 
     
Total Constant Duration Synthetic Contracts
  $ 2,245,493  
 
     
 
       
Participant loans* (5.00% to 9.25%, with maturities through 2013)
  $ 188,051  
 
     
 
*   Party-in-interest

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Table of Contents

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the administrators of the Plan have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
             
    ALLEGHENY TECHNOLOGIES INCORPORATED    
    401(K) SAVINGS ACCOUNT FOR EMPLOYEES
OF THE WASHINGTON PLATE PLANT
   
 
           
Date: June 25, 2009
  By:   /s/ Dale G. Reid    
 
           
 
      Dale G. Reid    
 
      Vice President-Controller, Chief Accounting Officer and Treasurer    
 
      (Principal Accounting Officer and Duly Authorized Officer)    

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