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

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

                                    FORM 8-K

                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


      Date of Report (Date of earliest event reported): September 28, 2004


                   Universal Stainless & Alloy Products, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


             Delaware                     000-25032             25-1724540
    ----------------------------          -----------      -------------------
    (State or other jurisdiction          (Commission      (IRS Employer
     of incorporation)                    File Number)     Identification No.)


      600 Mayer Street, Bridgeville, Pennsylvania               15017
     -------------------------------------------------      -------------
         (Address of principal executive offices)            (Zip code)

       Registrant's telephone number, including area code: (412) 257-7600

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

/  /     Written communications pursuant to Rule 425 under  the  Securities  Act
         (17 CFR 230.425)
/  /     Soliciting material pursuant to Rule 14a-12 under the Exchange Act  (17
         CFR 240.14a-12)
/  /     Pre-commencement  communications pursuant to Rule  14d-2(b)  under  the
         Exchange Act (17 CFR 240.14d-2(b))
/  /     Pre-commencement communications   pursuant to  Rule  13e-4(c) under the
         Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement. On September 28, 2004, the Company entered into the Eighth Amendment to the Second Amended and Restated Credit Agreement between the Company and PNC Bank, National Association pursuant to which the amount available under the Company's revolving credit facility was increased to $15.0 million from $6.5 million and the term of the facility was extended to June 30, 2006 from April 30, 2005. All other terms of the revolving credit facility remain unchanged. The Company's press release dated September 28, 2004 announcing the changes to its revolving credit facility is filed as Exhibit 99.1 to this Current Report on Form 8-K. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information provided in response to Item 1.01 of this Current Report on Form 8-K is hereby incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (a) Not applicable (b) Not applicable (c) Exhibits Exhibit No. Description - ----------- ------------------------------------------ 99.1 Press Release dated September 28, 2004

SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. UNIVERSAL STAINLESS & ALLOY PRODUCTS, INC. By: /s/ Richard M. Ubinger -------------------------------------------- Richard M. Ubinger Vice President of Finance, Chief Financial Officer and Treasurer Dated: September 29, 2004

EXHIBIT INDEX Exhibit No. Description - ----------- ------------------------------------------ 99.1 Press Release dated September 28, 2004

                                                                    EXHIBIT 99.1

                       [GRAPHIC OMITTED][GRAPHIC OMITTED]
                   Universal Stainless & Alloy Products, Inc.
               600 Mayer Street o Bridgeville, Pennsylvania 15017

                           CONTACT: Richard M. Ubinger
                                    Vice President of Finance,
                                    Chief Financial Officer and Treasurer
                                    (412) 257-7606
     FOR IMMEDIATE RELEASE
                                    Comm-Partners LLC
                                    June Filingeri
                                    (203) 972-0186



                  Universal Stainless Increases Line of Credit

     BRIDGEVILLE,  PA,  September  28,  2004  --  Universal  Stainless  &  Alloy
Products, Inc. (Nasdaq:USAP) today announced that it has increased its revolving
credit  facility with PNC Bank to $15 million from $6.5 million and extended the
term to June 30, 2006. All other terms of the credit facility remain  unchanged.
The  additional   liquidity  will  be  available  to  finance   working  capital
requirements.

About Universal Stainless & Alloy Products, Inc.

     Universal Stainless & Alloy Products,  Inc.,  headquartered in Bridgeville,
Pa.,  manufactures  and  markets  a broad  line of  semi-finished  and  finished
specialty  steels,  including  stainless  steel,  tool steel and  certain  other
alloyed  steels.   The  Company's   products  are  sold  to  original  equipment
manufacturers, service centers, forgers, rerollers and wire redrawers.

Forward-Looking Information Safe Harbor
- ---------------------------------------
Except for  historical  information  contained  herein,  the  statements in this
release  are  forward-looking  statements  that are made  pursuant  to the "safe
harbor"  provision  of the  Private  Securities  Litigation  Reform Act of 1995.
Forward-looking  statements  involve known and unknown  risks and  uncertainties
that may  cause  the  Company's  actual  results  in  future  periods  to differ
materially from forecasted  results.  Those risks include,  among others,  risks
associated with the receipt, pricing and timing of future customer orders, risks
related to the  financial  viability of  customers,  risks  associated  with the
manufacturing  process and  production  yields,  and risks  related to property,
plant and equipment. Certain of these risks and other risks are described in the
Company's  filings with the  Securities and Exchange  Commission  (SEC) over the
last 12 months,  copies of which are  available  from the SEC or may be obtained
upon request from the Company.

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