PARENT SHAREHOLDER SUPPORT AGREEMENT



                  PARENT SHAREHOLDER SUPPORT AGREEMENT, dated as of October 24,

2004 (this "Agreement"), between International Steel Group Inc., a Delaware

corporation (the "Company"), and that certain shareholder of Ispat

International N.V., a company organized under the laws of The Netherlands

("Parent"), whose name appears on the signature pages of this Agreement (the

"Shareholder").



                  WHEREAS, the Shareholder owns of record and beneficially and

has the sole power to vote and full right, power and authority to sell,

transfer and deliver, the number of Class A Shares and Class B Shares, par

value (Euro)0.01 per share (collectively, "Parent Capital Stock"), of Parent,

as set forth opposite the Shareholder's name on Exhibit A hereto (all such

shares of Parent Capital Stock and any shares of Parent Capital Stock of which

ownership of record or the power to vote is hereafter acquired by the

Shareholder prior to the termination of this Agreement being referred to herein

as the "Shares");



                  WHEREAS, Parent, Park Acquisition Corp., a Delaware

corporation and a wholly owned subsidiary of Parent ("Merger Sub"), and the

Company, propose to enter into, simultaneously herewith, an Agreement and Plan

of Merger (the "Merger Agreement"; terms used but not defined in this Agreement

shall have the meanings ascribed to them in the Merger Agreement), a draft of

which has been made available to the Shareholder, which provides, upon the

terms and subject to the conditions thereof, for the merger of the Company with

and into Merger Sub (the "Merger"); and



                  WHEREAS, Parent is entering into an acquisition agreement

(the "Richmond Agreement") with Richmond Investment Holdings Limited, a company

organized under the laws of the British Virgin Islands, for the purchase by

Parent of all of the issued and outstanding capital stock of LNM Holdings N.V.

("LNM"), a company organized under the laws of The Netherlands Antilles (the

"LNM Transaction").



                  NOW, THEREFORE, in consideration of the foregoing and of the

mutual covenants and agreements contained herein and in the Merger Agreement,

and intending to be legally bound hereby, the parties hereby agree as follows:



                                   ARTICLE I



                                VOTING AGREEMENT



                  Section 1.01. Voting Agreement. (a) The Shareholder, by this

Agreement, with respect to the Shareholder's Shares, hereby agrees to vote, at

any meeting of the Shareholders of Parent, and in any action by written consent

of the stockholders of Parent, all of the Shareholder's Shares (i) in favor of

the approval of the Merger Agreement, the Merger and all other transactions

contemplated by the Merger Agreement, (ii) in favor of the approval of the

Richmond Agreement, the LNM Transaction and all other transactions contemplated

by the Richmond Agreement, (iii) against any action, agreement or transaction

(other than the Merger Agreement, the Richmond Agreement or the transactions

contemplated thereby) or proposal





{PAGE}

(including any Alternative Proposal) that would result in a breach of any

covenant, representation or warranty or any other obligation or agreement of

Parent under the Merger Agreement or the Richmond Agreement or that could

result in any of the conditions to Parent's obligations under the Merger

Agreement or the Richmond Agreement not being fulfilled, and (iv) in favor of

any other matter necessary to the consummation of the transactions contemplated

by the Merger Agreement and the Richmond Agreement that are considered and

voted upon by the shareholders of Parent. For purposes of this Agreement,

"Alternative Proposal" means any proposal or offer involving Parent or LNM that

Parent knows would represent an alternative to, or would prevent or materially

delay, the transactions contemplated by the Merger Agreement. The Shareholder

acknowledges receipt and review of a copy of the Merger Agreement.



                                  ARTICLE II



                             ADDITIONAL AGREEMENTS



                  Section 2.01. Restriction on Transfer of Shares. The

Shareholder agrees that the Shareholder shall not, directly or indirectly, (a)

sell, assign, dispose of, or transfer (including by operation of law) any of

the Shares or otherwise agree to do any of the foregoing, (b) deposit any

Shares into a voting trust or enter into a voting agreement or arrangement or

grant any proxy or power of attorney with respect thereto that is inconsistent

with this Agreement, (c) enter into any contract, option or other arrangement

or undertaking with respect to the direct or indirect acquisition or sale,

assignment, transfer (including by operation of law) or other disposition of

any Shares that would prevent the Shareholder from voting as provided in

Section 1.01 hereof or (d) take any action that would make any representation

or warranty of the Shareholder herein untrue or incorrect in any material

respect or have the effect of preventing or disabling the Shareholder from

performing the Shareholder's obligations hereunder.

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