UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): JANUARY 26, 2004 RTI INTERNATIONAL METALS, INC. (Exact name of registrant as specified in its charter) Ohio 1-14437 52-2115953 (State or Other (Commission (IRS Employer Jurisdiction of incorporation) File Number) Identification Number) 1000 WARREN AVENUE NILES, OHIO, 44446 (Address of Principal Executive Offices) (330) 544-7700 (Registrant's Telephone Number, including Area Code) EXPLANATORY NOTE This Form 8-K/A amends in its entirety the Form 8-K originally filed with the Securities and Exchange Commission on January 27, 2004 which inadvertently furnished information pursuant to Item 7 instead of Item 12. The date of earliest event reported is also corrected. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On January 26, 2004, RTI International Metals, Inc. (the "Company") issued a press release reporting the financial results of the Company for the year ended December 31, 2003. A copy of the press release is attached to this report as Exhibit 99.1 and incorporated herein by reference. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. RTI INTERNATIONAL METALS, INC. By: /s/ Lawrence W. Jacobs ----------------------------------- Name: Lawrence W. Jacobs Title: Vice President and Chief Financial Officer Date: May 25, 2004 EXHIBIT INDEX Number Description Method of Filing ------ ----------- ---------------- 99.1 Press release announcing earnings Incorporated by reference to for the year ended December 31, 2003. Exhibit 99.1 to the Form 8-K filed with the Commission on January 27, 2004.