##### Table of Contents

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549



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FORM 10Q



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|x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------------

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2006

OR



| ̈ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------------

FOR THE TRANSITION PERIOD FROM  TO

COMMISSION FILE NUMBER 333124543



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EDGEN
CORPORATION

(Exact name of registrant as specified in its charter)



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|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Nevada                                                         |  | 13-3908690                          
|(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification No.)
|                                                               | 
|18444 Highland Road Baton Rouge, Louisiana                     |  | 70809                               
|(Address of principal executive offices)                       |  | (Zip Code)                          

225-756-9868

(Registrants telephone number, including area code)



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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes ̈No  x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of accelerated filer
and large accelerated filer in Rule 12b-2 of the Exchange Act. Check one:

Large accelerated filer ̈Accelerated filer ̈Non-accelerated filer  x

Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Securities Exchange Act of 1934).    Yes ̈No  x

Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date:

There were 2,681,564 shares of Common Stock outstanding as of May 15, 2006.



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##### Table of Contents

|                               |  |                                                                                                                                                                                                          |  |   
|------------------------------ |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | --
|PART I 
FINANCIAL INFORMATION |  | 3                                                                                                                                                                                                       
|                               |  |                                                                                                                                                                                                         
|Item 1.                        |  | Financial Statements:                                                                                                                                                                                    |  | 3 
|                               |  | Condensed Consolidated Balance Sheets at March 31, 2006 and December 31, 2005 (unaudited)                                                                                                                |  | 3 
|                               |  | Condensed Consolidated Statements of Operations for the three months ended March 31, 2006, the period February 1, 2005 to March 31, 2005, and the period January 1, 2005 to January 31, 2005 (unaudited) |  | 4 
|                               |  | Condensed Consolidated Statement of Shareholders Equity as of March 31, 2006 and December 31, 2005 (unaudited)                                                                                          |  | 5 
|                               |  | Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2006, the period February 1, 2005 to March 31, 2005, and the period January 1, 2005 to January 31, 2005 (unaudited) |  | 6 
|                               |  | Notes to Condensed Consolidated Financial Statements (unaudited)                                                                                                                                         |  | 7 
|                               |  |                                                                                                                                                                                                         
|Item 2.                        |  | Managements Discussion and Analysis of Financial Condition and Results of Operations                                                                                                                    |  | 20
|                               |  |                                                                                                                                                                                                         
|Item 3.                        |  | Quantitative and Qualitative Disclosures About Market Risk                                                                                                                                               |  | 30
|                               |  |                                                                                                                                                                                                         
|Item 4.                        |  | Disclosure Controls and Procedures                                                                                                                                                                       |  | 31
|                               | 
|PART II 
OTHER INFORMATION    |  | 32                                                                                                                                                                                                      
|                               |  |                                                                                                                                                                                                         
|Item 1.                        |  | Legal Proceedings                                                                                                                                                                                        |  | 32
|                               |  |                                                                                                                                                                                                         
|Item 1A.                       |  | Risk Factors                                                                                                                                                                                             |  | 32
|                               |  |                                                                                                                                                                                                         
|Item 2.                        |  | Unregistered Sales of Equity Securities and Use of Proceeds                                                                                                                                              |  | 32
|                               |  |                                                                                                                                                                                                         
|Item 3.                        |  | Defaults Upon Senior Securities                                                                                                                                                                          |  | 32
|                               |  |                                                                                                                                                                                                         
|Item 4.                        |  | Submission of Matters to a Vote of Security Holders                                                                                                                                                      |  | 32
|                               |  |                                                                                                                                                                                                         
|Item 5.                        |  | Other Information                                                                                                                                                                                        |  | 32
|                               |  |                                                                                                                                                                                                         
|Item 6.                        |  | Exhibits                                                                                                                                                                                                 |  | 32
|                               | 
|SIGNATURES                     |  | 33                                                                                                                                                                                                      
|                               | 
|EXHIBIT INDEX                  |  | 34                                                                                                                                                                                                      



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##### Table of Contents

PART I  FINANCIAL INFORMATION

Item 1. Financial Statements.

EDGEN CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)



|                                                                                                                                                                                                     |  |                |             |                   |   |            
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | -------------- | ----------- | ----------------- | - | -----------
|                                                                                                                                                                                                     |  | Successor     
|                                                                                                                                                                                                     |  | March 31, 2006 |             | December 31, 2005
|ASSETS                                                                                                                                                                                               |  |                |             |                   |   |            
|CURRENT ASSETS:                                                                                                                                                                                      |  |                |             |                   |   |            
|Cash and cash equivalents                                                                                                                                                                            |  | $              | 14,330,182  |                   | $ | 18,013,533 
|Accounts receivablenet of allowance for doubtful accounts of $145,753 and $128,573, respectively                                                                                                    |  |                | 47,603,500  |                   |   | 41,862,061 
|Accounts receivableaffiliated                                                                                                                                                                       |  |                |            |                   |   | 19,483     
|Inventory                                                                                                                                                                                            |  |                | 85,415,933  |                   |   | 81,003,469 
|Income tax receivable                                                                                                                                                                                |  |                | 33,847      |                   |   | 21,551     
|Prepaid expenses and other current assets                                                                                                                                                            |  |                | 1,131,366   |                   |   | 1,112,337  
|Due from affiliates                                                                                                                                                                                  |  |                | 217,475     |                   |   |           
|Deferred tax asset                                                                                                                                                                                   |  |                | 1,660,380   |                   |   | 1,670,166  
|                                                                                                                                                                                                     |  |                |             |                   |   |            
|Total current assets                                                                                                                                                                                 |  |                | 150,392,683 |                   |   | 143,702,600
|PROPERTY, PLANT AND EQUIPMENT  net                                                                                                                                                                  |  |                | 10,849,768  |                   |   | 11,258,703 
|GOODWILL                                                                                                                                                                                             |  |                | 37,503,047  |                   |   | 37,126,769 
|OTHER INTANGIBLES                                                                                                                                                                                    |  |                | 22,560,582  |                   |   | 23,424,188 
|OTHER ASSETS                                                                                                                                                                                         |  |                | 181,061     |                   |   | 177,581    
|DEFERRED FINANCING COSTS                                                                                                                                                                             |  |                | 8,001,893   |                   |   | 8,345,417  
|                                                                                                                                                                                                     |  |                |             |                   |   |            
|TOTAL                                                                                                                                                                                                |  | $              | 229,489,034 |                   | $ | 224,035,258
|                                                                                                                                                                                                     |  |                |             |                   |   |            
|LIABILITIES, REDEEMABLE PREFERRED STOCK AND SHAREHOLDERS EQUITY                                                                                                                                     |  |                |             |                   |   |            
|CURRENT LIABILITIES:                                                                                                                                                                                 |  |                |             |                   |   |            
|Managed cash overdrafts                                                                                                                                                                              |  | $              | 870,674     |                   | $ | 488,748    
|Accounts payable                                                                                                                                                                                     |  |                | 48,298,770  |                   |   | 41,213,411 
|Accounts payableaffiliated                                                                                                                                                                          |  |                | 448,542     |                   |   | 218,094    
|Accrued expenses and other current liabilities                                                                                                                                                       |  |                | 8,362,717   |                   |   | 9,382,103  
|Accrued interest payable                                                                                                                                                                             |  |                | 2,227,818   |                   |   | 5,600,278  
|Current portion of long-term debt                                                                                                                                                                    |  |                | 151,201     |                   |   | 160,984    
|                                                                                                                                                                                                     |  |                |             |                   |   |            
|Total current liabilities                                                                                                                                                                            |  |                | 60,359,722  |                   |   | 57,063,618 
|DEFERRED TAX LIABILITY                                                                                                                                                                               |  |                | 2,625,040   |                   |   | 2,775,879  
|LONG-TERM DEBT                                                                                                                                                                                       |  |                | 134,853,650 |                   |   | 134,807,164
|                                                                                                                                                                                                     |  |                |             |                   |   |            
|Total liabilities                                                                                                                                                                                    |  |                | 197,838,412 |                   |   | 194,646,661
|                                                                                                                                                                                                     |  |               
|Redeemable preferred stockSeries A Cumulative Compounding, $.01 par value, 40,000 shares authorized and designated, 21,600 shares issued
and outstanding as of March 31, 2006 and December 31, 2005 |  |                | 23,762,400  |                   |   | 23,303,400 
|                                                                                                                                                                                                     |  |               
|COMMITMENTS AND CONTINGENCIES                                                                                                                                                                        |  |                |            |                   |   |           
|                                                                                                                                                                                                     |  |               
|SHAREHOLDERS EQUITY:                                                                                                                                                                                |  |                |             |                   |   |            
|Common stock$.01 par value, 5,000,000 shares authorized; 2,681,564 shares issued and outstanding as of March 31, 2006 and
December 31, 2005                                                         |  |                | 26,816      |                   |   | 26,816     
|Paid-in capital                                                                                                                                                                                      |  |                | 2,654,749   |                   |   | 2,654,749  
|Accumulated comprehensive income                                                                                                                                                                     |  |                | 65,529      |                   |   | 77,971     
|Retained earnings                                                                                                                                                                                    |  |                | 5,141,128   |                   |   | 3,325,661  
|                                                                                                                                                                                                     |  |                |             |                   |   |            
|Total shareholders equity                                                                                                                                                                           |  |                | 7,888,222   |                   |   | 6,085,197  
|                                                                                                                                                                                                     |  |                |             |                   |   |            
|TOTAL                                                                                                                                                                                                |  | $              | 229,489,034 |                   | $ | 224,035,258
|                                                                                                                                                                                                     |  |                |             |                   |   |            

The accompanying notes are an integral part of the condensed consolidated financial statements.



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##### Table of Contents

EDGEN CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)



|                                                                   |  |                                   |            |   |                                           |   |            |                                            |  |   |             |  
|------------------------------------------------------------------ |  | --------------------------------- | ---------- | - | ----------------------------------------- | - | ---------- | ------------------------------------------ |  | - | ----------- | -
|                                                                   |  | Successor                         |            |   | Successor                                 |   |            | Predecessor                                | 
|                                                                   |  | Three Months Ended March 31, 2006 |            |   | Period February 1, 2005 to March 31, 2005 |   |            | Period January 1, 2005 to January 31, 2005 | 
|SALES                                                              |  | $                                 | 89,706,160 |   |                                           | $ | 45,894,726 |                                            |  | $ | 18,944,787  |  
|COST OF SALES                                                      |  |                                   | 72,805,710 |   |                                           |   | 36,109,221 |                                            |  |   | 14,237,505  |  
|                                                                   |  |                                   |            |   |                                           |   |            |                                            |  |   |             |  
|GROSS PROFIT                                                       |  |                                   | 16,900,450 |   |                                           |   | 9,785,505  |                                            |  |   | 4,707,282   |  
|OPERATING EXPENSES:                                                |  |                                   |            |   |                                           |   |            |                                            |  |   |             |  
|Yard and shop expense                                              |  |                                   | 1,281,659  |   |                                           |   | 768,515    |                                            |  |   | 389,928     |  
|Selling, general, and administrative expense                       |  |                                   | 7,146,730  |   |                                           |   | 4,191,210  |                                            |  |   | 13,974,331  |  
|Depreciation and amortization expense                              |  |                                   | 1,186,888  |   |                                           |   | 167,404    |                                            |  |   | 116,204     |  
|                                                                   |  |                                   |            |   |                                           |   |            |                                            |  |   |             |  
|Total operating expenses                                           |  |                                   | 9,615,277  |   |                                           |   | 5,127,129  |                                            |  |   | 14,480,463  |  
|INCOME (LOSS) FROM OPERATIONS                                      |  |                                   | 7,285,173  |   |                                           |   | 4,658,376  |                                            |  |   | (9,773,181  | )
|OTHER INCOME (EXPENSE):                                            |  |                                   |            |   |                                           |   |            |                                            |  |   |             |  
|Other income (expense)                                             |  |                                   | 450,049    |   |                                           |   | 6,712      |                                            |  |   | (49,886     | )
|Interest expense, net                                              |  |                                   | (3,736,150 | ) |                                           |   | (1,935,424 | )                                          |  |   | (333,288    | )
|                                                                   |  |                                   |            |   |                                           |   |            |                                            |  |   |             |  
|INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAX EXPENSE |  |                                   | 3,999,072  |   |                                           |   | 2,729,664  |                                            |  |   | (10,156,355 | )
|INCOME TAX EXPENSE (BENEFIT)                                       |  |                                   | 1,724,605  |   |                                           |   | 1,009,976  |                                            |  |   | (1,916,508  | )
|                                                                   |  |                                   |            |   |                                           |   |            |                                            |  |   |             |  
|INCOME (LOSS) FROM CONTINUING OPERATIONS                           |  |                                   | 2,274,467  |   |                                           |   | 1,719,688  |                                            |  |   | (8,239,847  | )
|PREFERRED DIVIDEND REQUIREMENT                                     |  |                                   | (459,000   | ) |                                           |   | (300,900   | )                                          |  |   | (189,949    | )
|                                                                   |  |                                   |            |   |                                           |   |            |                                            |  |   |             |  
|NET INCOME (LOSS) APPLICABLE TO COMMON SHAREHOLDER                 |  | $                                 | 1,815,467  |   |                                           | $ | 1,418,788  |                                            |  | $ | (8,429,796  | )
|                                                                   |  |                                   |            |   |                                           |   |            |                                            |  |   |             |  

The accompanying notes are an integral part of the condensed consolidated financial statements.



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##### Table of Contents

EDGEN CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS EQUITY

(Unaudited)



|                                                        |  |                      |        |                 |   |                                        |  |   |                   |   |  |       |           |   |  |   |           |  
|------------------------------------------------------- |  | -------------------- | ------ | --------------- | - | -------------------------------------- |  | - | ----------------- | - |  | ----- | --------- | - |  | - | --------- | -
|                                                        |  | Class A Common Stock |        | Paid-In Capital |   | Accumulated Other Comprehensive Income |  |   | Retained Earnings |   |  | Total |          
|BalanceDecember 31, 2005                               |  | $                    | 26,816 |                 | $ | 2,654,749                              |  | $ | 77,971            |   |  | $     | 3,325,661 |   |  | $ | 6,085,197 |  
|Net income                                              |  |                      |       |                 |   |                                       |  |   |                  |   |  |       | 2,274,467 |   |  |   | 2,274,467 |  
|Other comprehensive income:                             |  |                      |        |                 |   |                                        |  |   |                   |   |  |       |           |   |  |   |           |  
|                                                        |  |                      |        |                 |  
|Foreign translation adjustments, net of tax of ($3,110) |  |                      |       |                 |   |                                       |  |   | (12,442           | ) |  |       |          |   |  |   | (12,442   | )
|                                                        |  |                      |        |                 |   |                                        |  |   |                   |   |  |       |           |   |  |   |           |  
|Comprehensive income                                    |  |                      |       |                 |   |                                       |  |   |                  |   |  |       |          |   |  |   | 2,262,025 |  
|Preferred dividend requirement                          |  |                      |       |                 |   |                                       |  |   |                  |   |  |       | (459,000  | ) |  |   | (459,000  | )
|                                                        |  |                      |        |                 |   |                                        |  |   |                   |   |  |       |           |   |  |   |           |  
|BalanceMarch 31, 2006                                  |  | $                    | 26,816 |                 | $ | 2,654,749                              |  | $ | 65,529            |   |  | $     | 5,141,128 |   |  | $ | 7,888,222 |  
|                                                        |  |                      |        |                 |   |                                        |  |   |                   |   |  |       |           |   |  |   |           |  

The accompanying notes are an integral part of the condensed consolidated financial statements.



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##### Table of Contents

EDGEN CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)



|                                                                             |  |                                  |            |   |                                           |   |              |                                            |  |   |            |  
|---------------------------------------------------------------------------- |  | -------------------------------- | ---------- | - | ----------------------------------------- | - | ------------ | ------------------------------------------ |  | - | ---------- | -
|                                                                             |  | Successor                        |            |   | Successor                                 |   |              | Predecessor                                | 
|                                                                             |  | Three Months EndedMarch 31, 2006 |            |   | Period February 1, 2005 to March 31, 2005 |   |              | Period January 1, 2005 to January 31, 2005 | 
|CASH FLOWS FROM OPERATING ACTIVITIES:                                        |  |                                  |            |   |                                           |   |              |                                            |  |   |            |  
|                                                                             |  |                                  |            |   |                                           |   |              |                                            |  |   |            |  
|Net cash (used in) provided by operating activities                          |  | $                                | (3,309,991 | ) |                                           | $ | (10,446,116  | )                                          |  | $ | 4,248,825  |  
|                                                                             |  |                                  |            |   |                                           |   |              |                                            |  |   |            |  
|CASH FLOWS FROM INVESTING ACTIVITIES:                                        |  |                                  |            |   |                                           |   |              |                                            |  |   |            |  
|Purchase of Edgen Corporation, net of cash acquired                          |  |                                  |           |   |                                           |   | (118,608,041 | )                                          |  |   |           |  
|Purchase of Western Flow Products, Inc., net of cash acquired                |  |                                  | (451,469   | ) |                                           |   |             |                                            |  |   |           |  
|Purchase of property, plant and equipment                                    |  |                                  | (233,849   | ) |                                           |   | (93,386      | )                                          |  |   | (4,079     | )
|Proceeds from the sale of capital assets                                     |  |                                  | 10,945     |   |                                           |   |             |                                            |  |   | 3,000      |  
|                                                                             |  |                                  |            |   |                                           |   |              |                                            |  |   |            |  
|Net cash used in investing activities                                        |  |                                  | (674,373   | ) |                                           |   | (118,701,427 | )                                          |  |   | (1,079     | )
|                                                                             |  |                                  |            |   |                                           |   |              |                                            |  |   |            |  
|CASH FLOWS FROM FINANCING ACTIVITIES:                                        |  |                                  |            |   |                                           |   |              |                                            |  |   |            |  
|Principal payments on notes payable and long-term debt                       |  |                                  | (13,276    | ) |                                           |   | (1,999       | )                                          |  |   | (232,072   | )
|Proceeds from issuance of long-term debt                                     |  |                                  |           |   |                                           |   | 105,000,000  |                                            |  |   |           |  
|Proceeds from debt issuancenet of payments under revolving credit agreement |  |                                  |           |   |                                           |   | 7,813,391    |                                            |  |   | 116,438    |  
|Deferred financing costs                                                     |  |                                  | (67,637    | ) |                                           |   | (7,141,504   | )                                          |  |   |           |  
|Issuance of common stock                                                     |  |                                  |           |   |                                           |   | 2,400,000    |                                            |  |   |           |  
|Issuance of preferred stock                                                  |  |                                  |           |   |                                           |   | 21,600,000   |                                            |  |   |           |  
|Increase (decrease) in managed cash overdraft                                |  |                                  | 381,926    |   |                                           |   |             |                                            |  |   | (1,361,404 | )
|                                                                             |  |                                  |            |   |                                           |   |              |                                            |  |   |            |  
|Net cash provided by (used in) financing activities                          |  |                                  | 301,013    |   |                                           |   | 129,669,888  |                                            |  |   | (1,477,038 | )
|                                                                             |  |                                  |           
|NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS                         |  |                                  | (3,683,351 | ) |                                           |   | 522,345      |                                            |  |   | 2,770,708  |  
|CASH AND CASH EQUIVALENTS (Beginning of period)                              |  |                                  | 18,013,533 |   |                                           |   |             |                                            |  |   | 134,299    |  
|                                                                             |  |                                  |            |   |                                           |   |              |                                            |  |   |            |  
|CASH AND CASH EQUIVALENTS (End of period)                                    |  | $                                | 14,330,182 |   |                                           | $ | 522,345      |                                            |  | $ | 2,905,007  |  
|                                                                             |  |                                  |            |   |                                           |   |              |                                            |  |   |            |  
|                                                                             |  |                                  |           
|Cash paid for income taxes                                                   |  | $                                | 2,788,200  |   |                                           | $ | 10,555       |                                            |  | $ | 114        |  
|                                                                             |  |                                  |            |   |                                           |   |              |                                            |  |   |            |  
|Cash paid for interest                                                       |  | $                                | 6,720,504  |   |                                           | $ | 47,087       |                                            |  | $ | 1,314,743  |  
|                                                                             |  |                                  |            |   |                                           |   |              |                                            |  |   |            |  

The accompanying notes are an integral part of the condensed consolidated financial statements.



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##### Table of Contents

EDGEN CORPORATION AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

1. ORGANIZATION AND SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES

Description of BusinessEdgen Corporation (Edgen or the
Company), a Nevada corporation, was formed on November 30, 2000. Through its wholly owned subsidiaries, Edgen Alloy Products Group, L.L.C. (Edgen Alloy), Edgen Carbon Products Group, L.L.C. (Edgen
Carbon), Murray International Metals, Inc. (MIM US) and Edgen Canada Inc. (Edgen Canada), Edgen distributes and sells specialty carbon and alloy pipe and components, and high grade structural
products including plates, sections and tubulars. The Company has no assets or operations independent of its wholly owned subsidiaries. In July 2005, the Company acquired Western Flow Products, Inc. (Western Flow), which was
subsequently merged with Edgen Canada, and in December 2005, the Company acquired MIM US (see note 2).

On February 1, 2005, Edgen
Acquisition Corporation, a corporation newly formed by Jefferies Capital Partners (JCP) and certain members of Edgen management, purchased all of the outstanding capital stock of Edgen from its existing stockholders for an
aggregate purchase price of approximately $124.0 million, which included the assumption or repayment of indebtedness of Edgen but excluded the payment of fees and expenses. The acquisition was funded with proceeds to Edgen Acquisition
Corporation from the issuance and sale of $105.0 million aggregate principal amount of 97/8% Senior Secured
Notes due 2011 (Notes) and from an equity investment from funds managed by JCP and certain members of Edgen management. Concurrently with the purchase, Edgen entered into a new $20 million senior secured revolving credit
facility.

Simultaneously with the acquisition and the related financing transactions, Edgen Acquisition Corporation was merged with
and into Edgen Corporation, which survived the merger and became liable for all obligations under the Notes and borrowings under the new revolving credit facility. We refer to the acquisition of Edgen Corporation, the offering and issuance of the
Notes, the equity investment, the related financing transactions and the merger collectively as the Buy-out Transaction. Edgen Corporation following the merger is referred to as the Successor. Edgen Corporation
prior to the merger is referred to as the Predecessor.

On December 16, 2005, our stockholders organized a new
holding company, Edgen/Murray, L.P., to hold all of the outstanding equity interests of Edgen and in a separate but related transaction, Edgen acquired MIM US, the U.S. subsidiary of Murray International Metals, Ltd. (MIM UK).
Edgen/Murray, L.P. is a Delaware limited partnership and is controlled by funds managed by JCP. Additionally, certain members of Edgens management are officers of Edgen/Murray, L.P.

Basis of PresentationThe consolidated financial statements and notes are presented in accordance with accounting principles generally
accepted in the United States of America (generally accepted accounting principles or GAAP). The consolidated financial statements include the accounts of Edgen and its wholly owned subsidiaries. All
intercompany transactions are eliminated in consolidation.

Our foreign subsidiary, Edgen Canada, maintains its accounting records in its
local currency, the Canadian dollar (CAD). All of the assets and liabilities of this subsidiary (including long-term assets, such as goodwill) are converted to U.S. dollars with the effect of the foreign currency translation
reflected in accumulated other comprehensive income, a component of shareholders equity, in accordance with the Financial Accounting Standards Boards (FASB) Statement of Financial Accounting Standards
(SFAS) No. 52, Foreign Currency Translation, and SFAS No. 130, Reporting Comprehensive Income. Foreign transaction gains or losses are charged to income in the period the transactions are settled.

In accordance with GAAP, we have separated our historical financial results for the Predecessor and the Successor. The separate
presentation is required under GAAP in situations when there is a change in accounting basis, which occurred when purchase accounting was applied to the acquisition of the Predecessor. Purchase accounting requires that the historical carrying value
of assets acquired and liabilities assumed be adjusted to fair value, which may yield results that are not comparable on a period-to-period basis due to the different, and sometimes higher, cost basis associated with the allocation of the purchase
price. In addition, at the time of the acquisition of the Predecessor, we experienced changes in our business as a result of the other transactions that were consummated in connection with the acquisition of the Predecessor. There were no material
changes to the operations or customer relationships of the business as a result of the acquisition of the Predecessor.

Interim
Financial InformationCertain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations promulgated by the United
States Securities and Exchange Commission. However, management believes that the disclosures contained herein are adequate to make the information presented not misleading. Certain reclassifications of prior period amounts have been made to conform
to the current period presentation. The unaudited financial statements should



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be read in conjunction with the audited financial statements and accompanying notes as of and for the year ended
December 31, 2005 included in the Companys Annual Report on Form 10-K as filed with the Securities and Exchange Commission on March 31, 2006.

Use of EstimatesThe preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the
disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

New Accounting Standards From time to time, new accounting pronouncements are issued by the FASB which are adopted by the Company as
of the specified effective date. Unless otherwise discussed, management believes the impact of recently issued standards which are not yet effective will not have a material impact on the companys consolidated financial statements upon
adoption.

2. ACQUISITIONS

Western Flow
Products, Inc.

On July 15, 2005, our subsidiary, Edgen Canada, Inc., acquired the common stock of Western Flow
Products, Inc. (Western Flow) for a purchase price of approximately $1,971,000 (2,400,000 CAD) consisting of a cash payment of approximately $1,725,000 (2,100,000 CAD) and the issuance of a note payable to the sellers for
approximately $246,000 (300,000 CAD). Under the purchase agreement, an additional $451,469 (527,000 CAD) of purchase price was contingent upon the achievement of a specified earnings threshold subsequent to the acquisition and as of January 31,
2006, the earnings threshold was met and paid. Western Flow is located in Edmonton, Alberta and is a specialty alloy pipe and components distributor primarily to the oil and gas, processing and power generation industries. The operations of this
acquisition have been merged into the Companys subsidiary, Edgen Canada, and are included in our operating results from the date of the acquisition.

The estimated fair value of the assets acquired and liabilities assumed relating to the acquisition is summarized below:



|                                               |  |   |           |  
|---------------------------------------------- |  | - | --------- | -
|Accounts receivable                            |  | $ | 1,214,760 |  
|Inventory                                      |  |   | 877,727   |  
|Other current assets                           |  |   | 6,065     |  
|Property, plant and equipment                  |  |   | 31,647    |  
|Goodwill                                       |  |   | 1,137,907 |  
|Accounts payable                               |  |   | (680,759  | )
|Accrued expenses and other current liabilities |  |   | (95,876   | )
|                                               |  |   |           |  
|Purchase price (net of cash received of $83)   |  | $ | 2,491,471 |  
|                                               |  |   |           |  

Murray International Metals, Inc.

On November 29, 2005, our subsidiary, Edgen Carbon Products Group, L.L.C., entered into a purchase agreement with MIM UK to acquire all of the equity
interests of MIM UKs U.S. subsidiary, MIM US, for an aggregate purchase price, including assumption of debt, of approximately $20,600,000. The assumption of debt included a 2,900,000 GBP (approximately 5,000,000 USD) note payable to MIM UK
which was funded and paid by Edgen upon closing.

MIM US is a leading supplier of high yield and special grade structural steel to oil and
gas projects being engineered and managed by leading operators, engineering houses and offshore fabricators in the oil and gas industry primarily in North and South America. MIM US offers a complete range of high yield steel plate, sections, and
tubulars. MIM US is based in Houston, Texas, and is presently a wholly owned subsidiary of Edgen Carbon Products Group, L.L.C.

As of
March 31, 2006, the purchase price allocation is preliminary as we have not completed our review and valuation procedures of the assets acquired and the liabilities assumed on December 16, 2005, including the identification of other
intangible assets, if any. The preliminary purchase price allocation as of March 31, 2006 includes the following:



|                                                       |  |   |            |  
|------------------------------------------------------ |  | - | ---------- | -
|Accounts receivable                                    |  | $ | 5,180,054  |  
|Inventory                                              |  |   | 7,413,860  |  
|Other current assets                                   |  |   | 1,319      |  
|Property, plant and equipment                          |  |   | 77,469     |  
|Goodwill                                               |  |   | 14,437,782 |  
|Other assets                                           |  |   | 33,318     |  
|Deferred tax asset                                     |  |   | 171,620    |  
|Accounts payable                                       |  |   | (9,689,915 | )
|Accrued expenses and other current liabilities         |  |   | (1,401,510 | )
|Current portion of long-term debt                      |  |   | (16,806    | )
|Deferred tax liability                                 |  |   | (11,464    | )
|Note payable due to Murray International Holdings Ltd. |  |   | (5,146,630 | )
|                                                       |  |   |            |  
|Purchase price (net of cash received of $10,847,763)   |  | $ | 11,049,097 |  
|                                                       |  |   |            |  



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The following table reflects the pro forma revenue and net income for the periods presented as though the
acquisitions of Western Flow and MIM US had taken place on January 1, 2005:



|                  |  |                                           |            |                                            |   |            |  
|----------------- |  | ----------------------------------------- | ---------- | ------------------------------------------ | - | ---------- | -
|                  |  | (Unaudited)                               |           
|                  |  | Successor                                 |            | Predecessor                                |  
|                  |  | Period February 1, 2005
to March 31, 2005 |            | Period January 1, 2005
to January 31, 2005 |  
|Revenue           |  | $                                         | 56,315,000 |                                            | $ | 24,403,000 |  
|Net income (loss) |  |                                           | 4,544,000  |                                            |   | (8,162,000 | )

4. GOODWILL AND OTHER INTANGIBLES

The following table reflects goodwill and changes to goodwill by reportable segment as follows:



|                                                 |  |             |           |   |              |   |            |              |  |   |            |  
|------------------------------------------------ |  | ----------- | --------- | - | ------------ | - | ---------- | ------------ |  | - | ---------- | -
|                                                 |  | Edgen Alloy |           |   | Edgen Carbon |   |            | Consolidated | 
|Balance at December 31, 2005                     |  | $           | 5,034,942 |   |              | $ | 32,091,827 |              |  | $ | 37,126,769 |  
|Acquisition of Western Flow Products, Inc.       |  |             | 451,469   |   |              |   |           |              |  |   | 451,469    |  
|Acquisition of Murray International Metals, Inc. |  |             |          |   |              |   | (74,135    | )            |  |   | (74,135    | )
|Foreign currency translation adjustment          |  |             | (1,056    | ) |              |   |           |              |  |   | (1,056     | )
|                                                 |  |             |           |   |              |   |            |              |  |   |            |  
|Balance at March 31, 2006                        |  | $           | 5,485,355 |   |              | $ | 32,017,692 |              |  | $ | 37,503,047 |  
|                                                 |  |             |           |   |              |   |            |              |  |   |            |  

Intangible assets as of March 31, 2006 and December 31, 2005 consist of the following:



|                       |  |                |            |                   |   |           
|---------------------- |  | -------------- | ---------- | ----------------- | - | ----------
|                       |  | March 31, 2006 |            | December 31, 2005
|Customer relationships |  | $              | 20,150,834 |                   | $ | 21,014,440
|Tradenames             |  |                | 2,396,000  |                   |   | 2,396,000 
|Trademarks             |  |                | 13,748     |                   |   | 13,748    
|                       |  |                |            |                   |   |           
|                       |  | $              | 22,560,582 |                   | $ | 23,424,188
|                       |  |                |            |                   |   |           

Amortization expense was $863,607, $21,666 and $10,833 for the three months ended March 31,
2006, the period February 1, 2005 to March 31, 2005, and the period January 1, 2005 to January 31, 2005, respectively. Accumulated amortization of intangible assets at March 31, 2006 and December 31, 2005 was $4,030,167
and $3,416,560, respectively. Scheduled amortization expense for the next five years is approximately $3.5 million.



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5. LONG-TERM DEBT AND CREDIT ARRANGEMENTS

Long-term debt consisted of the following at March 31, 2006 and December 31, 2005:



|                                                                                                                                                                                                     |  |                |             |   |                   |   |             |  
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | -------------- | ----------- | - | ----------------- | - | ----------- | -
|                                                                                                                                                                                                     |  | March 31, 2006 |             |   | December 31, 2005 |  
|97/8%
Senior Secured Notes due 2011, net of discount of $1,335,242 and $1,386,086 at March 31, 2006 and December 31, 2005, respectively                                                              |  | $              | 134,664,758 |   |                   | $ | 134,613,914 |  
|Note payable to sellers of Western Flow Products, Inc. (CAD 300,000), interest accrues at 6%, due with semi-annual payments scheduled in July
2006 and 2007                                          |  |                | 256,938     |   |                   |   | 257,290     |  
|Various capital leases to a corporation; monthly payments range from $356 to $1,388; at an interest rate of 7.5% per annum, commencing
July 2005 through maturity in June 2010; secured by equipment |  |                | 83,155      |   |                   |   | 96,944      |  
|                                                                                                                                                                                                     |  |                |             |   |                   |   |             |  
|Total                                                                                                                                                                                                |  |                | 135,004,851 |   |                   |   | 134,968,148 |  
|Less current portion                                                                                                                                                                                 |  |                | (151,201    | ) |                   |   | (160,984    | )
|                                                                                                                                                                                                     |  |                |             |   |                   |   |             |  
|Long-term debt                                                                                                                                                                                       |  | $              | 134,853,650 |   |                   | $ | 134,807,164 |  
|                                                                                                                                                                                                     |  |                |             |   |                   |   |             |  

Senior Secured Notes

On February 1, 2005, the Company issued $105.0 million aggregate principal amount of 97/8% Senior Secured Notes due 2011. The proceeds from the issuance of the Notes were used to retire substantially all of the Companys long-term debt under its existing revolving credit facility and certain other notes and
loans on February 1, 2005. Subsequently, on December 16, 2005, the Company issued an additional $31.0 million aggregate principal amount of 97/8% Senior Secured Notes due 2011 with the proceeds funding the acquisition of MIM US (see note 2).

Interest accrues on the Notes at the stated rate semi-annually and is payable in arrears on each February 1 and August 1, beginning on August 1, 2005.

The Company may redeem some or all of the Notes at any time prior to February 1, 2008 at a make-whole redemption price set forth in the terms of the
Notes. On or after February 1, 2008, the Company may at its option, redeem some or all of the Notes at the following redemption prices, plus accrued and unpaid interest to the date of redemption:



|                 |  |         |  
|---------------- |  | ------- | -
|On or after:     |  |         |  
|February 1, 2008 |  | 104.938 | %
|February 1, 2009 |  | 102.469 | %
|February 1, 2010 |  | 100.000 | %

In addition, at any time prior to February 1, 2007, the Company may redeem up to 35% of the
aggregate principal amounts of the Notes issued under the indenture at a price equal to 109.875% of their principal amount, plus accrued and unpaid interest, to the date of redemption with the net cash proceeds of certain equity offerings. The terms
of the Notes also contain certain change in control and sale of asset provisions where the holders of the Notes have the right to require the Company to repurchase all or any part of the Notes at an offer price in cash equal to 101% and 100%,
respectively, of their principal amount, plus accrued and unpaid interest, to the date of the repurchase.

The indenture governing the
Notes contains various covenants that limit our discretion in the operation of our business. It, among other things: (i) limits our ability and the ability of our subsidiaries to incur additional indebtedness, issue shares of preferred stock,
incur liens and enter into certain transactions with affiliates; (ii) places restrictions on our ability to pay dividends or make certain other restricted payments; and (iii) places restrictions on our ability and the ability of our
subsidiaries to merge or consolidate with any other person or sell, assign, transfer, convey or otherwise dispose of all or substantially all of our assets. The indenture provides for a restricted payment pool out of which we are permitted to make
certain restricted payments, including cash dividends, provided that no event of default has occurred and we would be able to incur additional indebtedness under the applicable restrictive covenant. The restricted payment pool is generally an amount
calculated based on 50% of our consolidated net income, as defined in the indenture, and earned during the period beginning on February 1, 2005 and ending on the last day of the most recent fiscal quarter prior to the restricted payment, as
adjusted and subject to certain exceptions as provided in the indenture.

All of the Companys domestic subsidiaries fully and
unconditionally guarantee the Notes on a joint and several basis. Edgen/Murray, L.P. does not guarantee the Notes. The Notes and the related guarantees are secured by a lien on substantially all of the Companys assets and the assets of our
existing and future domestic restricted subsidiaries (other than certain excluded assets such as our existing and future subsidiaries leasehold interests and the capital stock of our existing and future subsidiaries), subject to certain
permitted liens and other limitations. Under an intercreditor agreement, the security



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interest in those assets consisting of inventory, accounts receivable, lockboxes, deposit accounts, securities accounts
and financial assets credited thereto, and certain related assets that secure the Notes and the related guarantees, are subordinated to a lien thereon that secures our revolving credit facility. As a result of such lien subordination, the Notes are
effectively subordinated to our revolving credit facility to the extent of the value of such assets.

There are no significant restrictions
on the Companys ability and the ability of the subsidiary guarantors to obtain funds from the Companys and the subsidiary guarantors respective subsidiaries by dividend or loan.

Revolving Credit Facility

In connection with the
Buy-out Transaction, Edgen entered into a new $20 million senior secured revolving credit facility (the Credit Agreement) with GMAC Commercial Finance LLC (GMAC CF), replacing its $55.5 million
revolving credit agreement. The Credit Agreement is subject to certain borrowing limitations and matures on February 1, 2010. Under the Credit Agreement, interest accrues on borrowings (at the option of the Company) at either (i) the prime
rate of interest announced by GMAC CF (7.75% and 7.25% at March 31, 2006 and December 31, 2005, respectively), or (ii) a Eurodollar rate based on LIBOR plus 2.00% per annum (6.83% and 6.16% at March 31, 2006 and
December 31, 2005, respectively). The Company must also pay a monthly facility fee of 0.50% per annum on the unused portion of the maximum revolving amount. As of March 31, 2006 and December 31, 2005, there were no borrowings
under the Credit Facility.

The Credit Agreement is guaranteed by all of our domestic subsidiaries and is secured by a first priority
security interest in all of the Companys and its domestic subsidiaries working capital assets and a second priority security interest in all of the Companys and its domestic subsidiaries other assets (other than certain
excluded assets such as the Companys leasehold interests and the capital stock of its subsidiaries). Pursuant to the terms of the intercreditor agreement described above, the security interest on the collateral consisting of working capital
assets that secures the Notes and related guarantees is contractually subordinated to the liens thereon securing the Credit Agreement, and the security interest, if any, on substantially all of the Companys and its domestic subsidiaries
other assets (other than certain excluded assets such as the Companys leasehold interests and the capital stock of its subsidiaries) that secure the Credit Agreement are contractually subordinated to the liens thereon securing the Notes and
related guarantees.

In addition, the Credit Agreement contains various affirmative and negative covenants, including limitations on
additional indebtedness, the making of distributions, loans and advances, transactions with affiliates, dispositions or mergers, and the sale of assets.

6. REDEEMABLE PREFERRED STOCK

On February 1, 2005, the Company issued Series A 81/2% Cumulative Compounding Preferred Stock, $0.01 par value (Series A Preferred Stock), in
connection with the Buy-out Transaction. The holders of Series A Preferred Stock are entitled to receive annual dividends when, as and if, declared. The dividends are cumulative, whether or not earned or declared, and accrue at a rate of 8.5%,
compounding annually, and are payable in cash or shares of Series A Preferred Stock, at the discretion of the board of directors. Upon the occurrence of certain events, including a public offering, the sale of substantially all the assets of
the Company or a change in control, and the approval of the board of directors, which is controlled by JCP, the Series A Preferred Stock can be redeemed by the Company at a price of $1,000 per share, plus accrued and unpaid dividends. For the
three months ended March 31, 2006 and the period February 1, 2005 to March 31, 2005, the Company accrued dividends of $459,000 and $300,900, respectively on the shares of outstanding Series A Preferred Stock. As of March 31,
2006, all of the outstanding shares of the Series A Preferred Stock are held by Edgen/Murray, L.P., which is controlled by JCP. For the period January 1, 2005 to January 31, 2005, the Predecessor Company had $189,949 in accrued
dividends related to its mandatorily redeemable preferred stock which was cancelled on February 1, 2005 in connection with the Buy-out Transaction.

The Notes indenture restricts the payment of dividends to preferred stock holders as well as the redemption of the Series A Preferred Stock, subject to an incurrence test based on a consolidated net income
threshold, and subject to available amounts as defined by the indenture.

7. SHAREHOLDERS EQUITY

Common Stock The Company has a single class of common stock, $0.01 par value, which is entitled to vote. As of March 31,
2006 and December 31, 2005, all outstanding common shares were held by Edgen/Murray, L.P.



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Stock Options and Restricted Stock On February 1, 2005, 281,565 shares of
restricted stock were granted to certain employees of the Company, including the Chief Executive Officer, the Chief Financial Officer and the two Operating Segment Presidents under a new incentive compensation plan. Effective December 15, 2005,
the Companys equity incentive plan was cancelled; however, the Companys new parent company, Edgen/Murray, L.P., exchanged all outstanding awards for awards issued under its equity incentive plan with substantially equivalent terms. The
Edgen/Murray, L.P. incentive plan authorizes the granting of awards to Edgen employees of up to 550,000 common units of Edgen/Murray, L.P. that are subject to restrictions on transfer until such time as they are vested. Vesting is based on either
time or a combination of performance and time.

Stock-based compensation expense related to the granting of the Edgen/Murray, L.P.
restricted common units to Edgen employees is allocated to Edgen and expensed within its statement of operations. For the three months ended March 31, 2006, the statement of operations reflects $61,788 of stock-based compensation expense
related to the new Edgen/Murray, L.P. restricted common units issued on December 16, 2005. For the period February 1, 2005 to March 31, 2005, the statement of operations reflects $4,694 of stock-based compensation expense related to
the outstanding restricted stock shares which were exchanged on December 15, 2005.

8. SEGMENT INFORMATION

Edgen markets and distributes specialty pipe and components made of highly engineered prime carbon and alloy steel and high grade structural steel
products including plates, sections and tubulars. Edgen distributes its products primarily to companies operating within the oil and gas production and transmission, the process/petrochemical and the power generation industries. Edgen aggregates its
operations into two reportable segments: alloy products and carbon products.

The alloy products segment distributes specialty steel pipe
and components for use in environments that are highly corrosive, extremely high or low temperature and/or involve high pressures. These products are sold primarily to the process/petrochemical and power generation industries. The alloy products
segment includes the operating results of the Western Flow acquisition since the acquisition date (see note 2).

The carbon products
segment distributes specialty carbon steel pipe and components primarily for use in high pressure and/or abrasive environments and high grade structural steel products primarily for use in high-pressure environments. The primary industries served
are oil and gas production, transmission and distribution, offshore fabrication and mining.

The accounting policies of the segments are
the same as those described in the summary of significant accounting policies. Edgen evaluates performance based on profit or losses from operations before income taxes not including nonrecurring gains or losses and discontinued operations.



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The following table presents the financial information for each reportable segment:



|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------------- | ---------- | - | ----------------------------------------- | - | ----------- | ------------------------------------------ |  | - | ----------- | -
|                                                                                                                                                                                                                                                                                                                                                                                 |  | Successor                         |            |   | Successor                                 |   |             | Predecessor                                | 
|                                                                                                                                                                                                                                                                                                                                                                                 |  | Three Months Ended March 31,
2006 |            |   | Period February 1, 2005 to March 31, 2005 |   |             | Period January 1, 2005 to January 31, 2005 | 
|Sales:                                                                                                                                                                                                                                                                                                                                                                           |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|Alloy Products                                                                                                                                                                                                                                                                                                                                                                   |  | $                                 | 23,937,475 |   |                                           | $ | 14,008,651  |                                            |  | $ | 4,214,009   |  
|Carbon Products                                                                                                                                                                                                                                                                                                                                                                  |  |                                   | 65,768,685 |   |                                           |   | 31,886,075  |                                            |  |   | 14,730,778  |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  | $                                 | 89,706,160 |   |                                           | $ | 45,894,726  |                                            |  | $ | 18,944,787  |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|Operating Income (Loss):                                                                                                                                                                                                                                                                                                                                                         |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|Alloy Products                                                                                                                                                                                                                                                                                                                                                                   |  | $                                 | 3,229,889  |   |                                           | $ | 2,231,612   |                                            |  | $ | 959,632     |  
|Carbon Products                                                                                                                                                                                                                                                                                                                                                                  |  |                                   | 6,261,188  |   |                                           |   | 3,695,547   |                                            |  |   | 1,980,553   |  
|General Corporate                                                                                                                                                                                                                                                                                                                                                                |  |                                   | (2,205,904 | ) |                                           |   | (1,268,783  | )                                          |  |   | (12,713,366 | )
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  | $                                 | 7,285,173  |   |                                           | $ | 4,658,376   |                                            |  | $ | (9,773,181  | )
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|Capital Expenditures:                                                                                                                                                                                                                                                                                                                                                            |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|Alloy Products                                                                                                                                                                                                                                                                                                                                                                   |  | $                                 | 106,776    |   |                                           | $ | 52,833      |                                            |  | $ |            |  
|Carbon Products                                                                                                                                                                                                                                                                                                                                                                  |  |                                   | 37,118     |   |                                           |   | 13,963      |                                            |  |   | 4,079       |  
|General Corporate                                                                                                                                                                                                                                                                                                                                                                |  |                                   | 89,955     |   |                                           |   | 26,590      |                                            |  |   |            |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  | $                                 | 233,849    |   |                                           | $ | 93,386      |                                            |  | $ | 4,079       |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|Depreciation and Amortization:                                                                                                                                                                                                                                                                                                                                                   |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|Alloy Products                                                                                                                                                                                                                                                                                                                                                                   |  | $                                 | 355,816    |   |                                           | $ | 166,174     |                                            |  | $ | 14,935      |  
|Carbon Products                                                                                                                                                                                                                                                                                                                                                                  |  |                                   | 812,854    |   |                                           |   | 166,028     |                                            |  |   | 80,338      |  
|General Corporate                                                                                                                                                                                                                                                                                                                                                                |  |                                   | 323,281    |   |                                           |   | 145,737     |                                            |  |   | 105,371     |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  | $                                 | 1,491,951  |   |                                           | $ | 477,939     |                                            |  | $ | 200,644     |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|Depreciation and amortization expense by reportable segment includes depreciation related to machinery, equipment and warehouse facilities reflected in cost of sales on the
statement of operations and depreciation and amortization related to other assets not directly related to operations reflected as a component of operating expenses on the statement of operations. | 
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                  
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   | Successor                                 |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   | As of                                     |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   | March 31, 2006                            |   |             | December 31, 2005                          | 
|Total Assets:                                                                                                                                                                                                                                                                                                                                                                    |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|Alloy Products                                                                                                                                                                                                                                                                                                                                                                   |  |                                   |            |   |                                           | $ | 53,350,666  |                                            |  | $ | 50,020,283  |  
|Carbon Products                                                                                                                                                                                                                                                                                                                                                                  |  |                                   |            |   |                                           |   | 164,135,776 |                                            |  |   | 161,767,216 |  
|General Corporate                                                                                                                                                                                                                                                                                                                                                                |  |                                   |            |   |                                           |   | 12,002,592  |                                            |  |   | 12,247,759  |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   |                                           | $ | 229,489,034 |                                            |  | $ | 224,035,258 |  
|                                                                                                                                                                                                                                                                                                                                                                                 |  |                                   |            |   |                                           |   |             |                                            |  |   |             |  

9. INCOME TAXES

For the period February 1, 2005 to March 31, 2005 and the period January 1, 2005 to January 31, 2005, the Companys effective tax rate was approximately 37% and (19%), respectively, compared
to approximately 43% for the three months ended March 31, 2006. The effective tax rate for the three months ended March 31, 2006 reflects an increase in state income taxes as certain state net operating losses have been fully utilized, and
tax losses for one of our entities for which a state income tax benefit is not being recorded. The income tax benefit and effective tax rate for the period January 1, 2005 to January 31, 2005 reflects the net loss incurred in that period
as a result of Buy-out Transaction related expenses, which may not be fully deductible for income tax purposes.



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10. RELATED PARTY TRANSACTIONS

With the acquisition of MIM US by the Company and the acquisition of MIM UK by Pipe Acquisition Limited, an affiliate of the Company, on December 16, 2005, certain related party transactions commenced. During the
three months ended March 31, 2006, the Company allocated $217,475 of selling, general and administrative expenses to MIM UK related to payroll, travel and other administrative expenses.

Additionally, certain members of Edgen management participate in the Edgen/Murray, L.P. Incentive Plan for which shares of restricted stock have been
issued. For the three months ended March 31, 2006, $61,788 of stock-based compensation expense allocated from Edgen/Murray, L.P. is reflected in selling, general and administrative expenses.

Purchases from MIM UK and its subsidiaries were $864,843 for the three months ended March 31, 2006. As of March 31, 2006 and December 31,
2005, amounts due to MIM UK were $448,542 and $218,094, respectively. As of December 31, 2005, amounts due from MIM UK were $19,483. There were no amounts due from MIM UK related to sales as of March 31, 2006.

11. Unaudited Condensed Consolidating Financial Information

In connection with the issuance of our 97/8% Senior Secured Notes due 2011, our domestic subsidiaries
issued joint and several guarantees of the Notes. These subsidiaries are referred to as the Guarantor Subsidiaries in the unaudited condensed consolidating financial information which is presented below. Our subsidiary which has not issued
guarantees for the Notes (our Canadian foreign subsidiary) is referred to as the Non-Guarantor Subsidiary. Prior to the acquisition of Western Flow on July 15, 2005, the Non-Guarantor Subsidiary was considered to be minor as that
term is defined in Rule 3-10 of Regulation S-X promulgated by the Securities and Exchange Commission.

The following presents
the unaudited condensed consolidating financial information with respect to our financial position as of March 31, 2006 and December 31, 2005, the results of our operations and our cash flows for the three months ended March 31, 2006,
the period February 1, 2005 to March 31, 2005, and the period January 1, 2005 to January 31, 2005. The principal eliminating entries eliminate investment in subsidiaries, intercompany balances and intercompany revenues and
expenses.



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EDGEN CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEET

(Unaudited)



|                                           |  |                         |             |                        |   |                          |  |                                       |           |  |              |               |   |  |   |            
|------------------------------------------ |  | ----------------------- | ----------- | ---------------------- | - | ------------------------ |  | ------------------------------------- | --------- |  | ------------ | ------------- | - |  | - | -----------
|                                           |  | As of March 31, 2006   
|                                           |  | Parent Only             |             | Guarantor Subsidiaries |   | Non-Guarantor Subsidiary |  | Elimination and Consolidation Entries |           |  | Consolidated
|Current assets                             |  | $                       | 2,089,694   |                        | $ | 144,740,082              |  | $                                     | 4,104,927 |  |              | ($542,020     | ) |  | $ | 150,392,683
|Intercompany long-term receivables         |  |                         | 38,826,722  |                        |   |                         |  |                                       |          |  |              | ($38,826,722  | ) |  |   |           
|Investments in subsidiaries                |  |                         | 193,466,567 |                        |   |                         |  |                                       |          |  |              | ($193,466,567 | ) |  |   |           
|Property, plant and equipment, net         |  |                         |            |                        |   | 10,426,300               |  |                                       | 423,468   |  |              |              |   |  |   | 10,849,768 
|Goodwill and other intangibles             |  |                         |            |                        |   | 58,897,774               |  |                                       | 1,165,855 |  |              |              |   |  |   | 60,063,629 
|Other assets                               |  |                         | 8,001,893   |                        |   | 181,061                  |  |                                       |          |  |              |              |   |  |   | 8,182,954  
|                                           |  |                         |             |                        |   |                          |  |                                       |           |  |              |               |   |  |   |            
|Total Assets                               |  | $                       | 242,384,876 |                        | $ | 214,245,217              |  | $                                     | 5,694,250 |  |              | ($232,835,309 | ) |  | $ | 229,489,034
|                                           |  |                         |             |                        |   |                          |  |                                       |           |  |              |               |   |  |   |            
|Current liabilities                        |  | $                       | 5,299,150   |                        | $ | 53,506,109               |  | $                                     | 2,072,779 |  | $            | (518,316      | ) |  | $ | 60,359,722 
|Intercompany long-term debt                |  |                         | 66,450,287  |                        |   | 110,582,489              |  |                                       | 2,117,670 |  |              | (179,150,446  | ) |  |   |           
|Long-term debt and capital leases          |  |                         | 134,664,758 |                        |   |                         |  |                                       | 188,892   |  |              |              |   |  |   | 134,853,650
|Other non-current liabilities              |  |                         | 2,613,576   |                        |   | 11,464                   |  |                                       |          |  |              |              |   |  |   | 2,625,040  
|Redeemable preferred stock                 |  |                         | 23,762,400  |                        |   |                         |  |                                       |          |  |              |              |   |  |   | 23,762,400 
|Shareholders equity                       |  |                         | 9,594,705   |                        |   | 50,145,155               |  |                                       | 1,314,909 |  |              | (53,166,547   | ) |  |   | 7,888,222  
|                                           |  |                         |             |                        |   |                          |  |                                       |           |  |              |               |   |  |   |            
|Total Liabilities and Shareholders Equity |  | $                       | 242,384,876 |                        | $ | 214,245,217              |  | $                                     | 5,694,250 |  | $            | (232,835,309  | ) |  | $ | 229,489,034
|                                           |  |                         |             |                        |   |                          |  |                                       |           |  |              |               |   |  |   |            
|                                           | 
|                                           |  | As of December 31, 2005
|                                           |  | Parent Only             |             | Guarantor Subsidiaries |   | Non-Guarantor Subsidiary |  | Elimination and Consolidation Entries |           |  | Consolidated
|Current assets                             |  | $                       | 2,244,836   |                        | $ | 139,052,795              |  | $                                     | 2,943,532 |  | $            | (538,563      | ) |  | $ | 143,702,600
|Intercompany long-term receivables         |  |                         | 38,826,722  |                        |   |                         |  |                                       |          |  |              | (38,826,722   | ) |  |   |           
|Investments in subsidiaries                |  |                         | 182,301,610 |                        |   |                         |  |                                       |          |  |              | (182,301,610  | ) |  |   |           
|Property, plant and equipment, net         |  |                         |            |                        |   | 10,803,987               |  |                                       | 454,716   |  |              |              |   |  |   | 11,258,703 
|Goodwill and other intangibles             |  |                         |            |                        |   | 59,835,515               |  |                                       | 715,442   |  |              |              |   |  |   | 60,550,957 
|Other assets                               |  |                         | 8,345,417   |                        |   | 177,581                  |  |                                       |          |  |              |              |   |  |   | 8,522,998  
|                                           |  |                         |             |                        |   |                          |  |                                       |           |  |              |               |   |  |   |            
|Total Assets                               |  | $                       | 231,718,585 |                        | $ | 209,869.878              |  | $                                     | 4,113,690 |  | $            | (221,666,895  | ) |  | $ | 224,035,258
|                                           |  |                         |             |                        |   |                          |  |                                       |           |  |              |               |   |  |   |            
|Current liabilities                        |  | $                       | 8,902,638   |                        | $ | 47,518,222               |  | $                                     | 1,162,889 |  | $            | (520,131      | ) |  | $ | 57,063,618 
|Intercompany long-term debt                |  |                         | 54,354,979  |                        |   | 115,989,362              |  |                                       | 1,555,744 |  |              | (171,900,085  | ) |  |   |           
|Long-term debt and capital leases          |  |                         | 134,613,915 |                        |   |                         |  |                                       | 193,249   |  |              |              |   |  |   | 134,807,164
|Other non-current liabilities              |  |                         | 2,764,415   |                        |   | 11,464                   |  |                                       |          |  |              |              |   |  |   | 2,775,879  
|Redeemable preferred stock                 |  |                         | 23,393,400  |                        |   |                         |  |                                       |          |  |              |               |   |  |   | 23,303,400 
|Shareholders equity                       |  |                         | 7,779,238   |                        |   | 46,350,830               |  |                                       | 1,201,808 |  |              | (49,246,679   | ) |  |   | 6,085,197  
|                                           |  |                         |             |                        |   |                          |  |                                       |           |  |              |               |   |  |   |            
|Total Liabilities and Shareholders Equity |  | $                       | 231,718,585 |                        | $ | 209,869,878              |  | $                                     | 4,113,690 |  | $            | (221,666,895  | ) |  | $ | 224,035,258
|                                           |  |                         |             |                        |   |                          |  |                                       |           |  |              |               |   |  |   |            



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EDGEN CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

(Unaudited)



|                                                            |  |                                           |            |   |                        |   |            |                          |  |                                       |           |  |              |            |   |  |   |            |  
|----------------------------------------------------------- |  | ----------------------------------------- | ---------- | - | ---------------------- | - | ---------- | ------------------------ |  | ------------------------------------- | --------- |  | ------------ | ---------- | - |  | - | ---------- | -
|                                                            |  | Successor                                 |           
|                                                            |  | For the Three Months Ended March 31, 2006 |           
|                                                            |  | Parent Only                               |            |   | Guarantor Subsidiaries |   |            | Non-Guarantor Subsidiary |  | Elimination and Consolidation Entries |           |  | Consolidated |           
|Sales                                                       |  | $                                         |           |   |                        | $ | 88,030,128 |                          |  | $                                     | 1,676,032 |  | $            |           |   |  | $ | 89,706,160 |  
|Cost of sales                                               |  |                                           |           |   |                        |   | 71,705,878 |                          |  |                                       | 1,123,260 |  |              | (23,428    | ) |  |   | 72,805,710 |  
|                                                            |  |                                           |            |   |                        |   |            |                          |  |                                       |           |  |              |            |   |  |   |            |  
|Gross profit                                                |  |                                           |           |   |                        |   | 16,324,250 |                          |  |                                       | 552,772   |  |              | 23,428     |   |  |   | 16,900,450 |  
|Operating expenses                                          |  |                                           | 147,060    |   |                        |   | 9,038,582  |                          |  |                                       | 429,635   |  |              |           |   |  |   | 9,615,277  |  
|                                                            |  |                                           |            |   |                        |   |            |                          |  |                                       |           |  |              |            |   |  |   |            |  
|Income (loss) from continuing operations                    |  |                                           | (147,060   | ) |                        |   | 7,285,668  |                          |  |                                       | 123,137   |  |              | 23,428     |   |  |   | 7,285,173  |  
|Interest expense and other income (loss)                    |  |                                           | (2,402,085 | ) |                        |   | (894,379   | )                        |  |                                       | 33,791    |  |              | (23,428    | ) |  |   | (3,286,101 | )
|Equity in earnings of subsidiaries                          |  |                                           | 3,919,868  |   |                        |   |           |                          |  |                                       |          |  |              | (3,919,868 | ) |  |   |           |  
|                                                            |  |                                           |            |   |                        |   |            |                          |  |                                       |           |  |              |            |   |  |   |            |  
|Income from continuing operations before income tax expense |  |                                           | 1,370,723  |   |                        |   | 6,391,289  |                          |  |                                       | 156,928   |  |              |           |   |  |   | 3,999,072  |  
|Income tax expense                                          |  |                                           | (903,744   | ) |                        |   | 2,596,963  |                          |  |                                       | 31,386    |  |              |           |   |  |   | 1,724,605  |  
|                                                            |  |                                           |            |   |                        |   |            |                          |  |                                       |           |  |              |            |   |  |   |            |  
|Income from continuing operations                           |  |                                           | 2,274,467  |   |                        |   | 3,794,326  |                          |  |                                       | 125,542   |  |              | (3,919,868 | ) |  |   | 2,274,467  |  
|Preferred dividend requirement                              |  |                                           | (459,000   | ) |                        |   |           |                          |  |                                       |          |  |              |           |   |  |   | (459,000   | )
|                                                            |  |                                           |            |   |                        |   |            |                          |  |                                       |           |  |              |            |   |  |   |            |  
|Net income applicable to common shareholders                |  | $                                         | 1,815,467  |   |                        | $ | 3,794,326  |                          |  | $                                     | 125,542   |  | $            | (3,919,868 | ) |  | $ | 1,815,467  |  
|                                                            |  |                                           |            |   |                        |   |            |                          |  |                                       |           |  |              |            |   |  |   |            |  



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EDGEN CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

(Unaudited)



|                                                                             |  |                                                    |             |   |                        |   |            |                          |  |   |                                       |   |  |              |            |   |  |   |             |  
|---------------------------------------------------------------------------- |  | -------------------------------------------------- | ----------- | - | ---------------------- | - | ---------- | ------------------------ |  | - | ------------------------------------- | - |  | ------------ | ---------- | - |  | - | ----------- | -
|                                                                             |  | Successor                                          |            
|                                                                             |  | For the Period February 1, 2005 to March 31, 2005  |            
|                                                                             |  | Parent Only                                        |             |   | Guarantor Subsidiaries |   |            | Non-Guarantor Subsidiary |  |   | Elimination and Consolidation Entries |   |  | Consolidated |           
|Sales                                                                        |  | $                                                  |            |   |                        | $ | 45,894,726 |                          |  | $ |                                      |   |  | $            |           |   |  | $ | 45,894,726  |  
|Cost of sales                                                                |  |                                                    |            |   |                        |   | 36,105,103 |                          |  |   |                                      |   |  |              | 4,118      |   |  |   | 36,109,221  |  
|                                                                             |  |                                                    |             |   |                        |   |            |                          |  |   |                                       |   |  |              |            |   |  |   |             |  
|Gross profit                                                                 |  |                                                    |            |   |                        |   | 9,789,623  |                          |  |   |                                      |   |  |              | (4,118     | ) |  |   | 9,785,505   |  
|Operating expenses                                                           |  |                                                    | 4,750       |   |                        |   | 5,078,181  |                          |  |   | 44,198                                |   |  |              |           |   |  |   | 5,127,129   |  
|                                                                             |  |                                                    |             |   |                        |   |            |                          |  |   |                                       |   |  |              |            |   |  |   |             |  
|Income (loss) from continuing operations                                     |  |                                                    | (4,750      | ) |                        |   | 4,711,442  |                          |  |   | (44,198                               | ) |  |              | (4,118     | ) |  |   | 4,658,376   |  
|                                                                             |  |                                                    |             |   |                       
|Interest expense and other income (loss)                                     |  |                                                    | (24,250     | ) |                        |   | (1,908,580 | )                        |  |   |                                      |   |  |              | 4,118      |   |  |   | (1,928,712  | )
|Equity in earnings of subsidiaries                                           |  |                                                    | 1,070,801   |   |                        |   |           |                          |  |   |                                      |   |  |              | (1,070,801 | ) |  |   |            |  
|                                                                             |  |                                                    |             |   |                        |   |            |                          |  |   |                                       |   |  |              |            |   |  |   |             |  
|Income (loss) from continuing operations before income tax expense (benefit) |  |                                                    | 1,041,801   |   |                        |   | 2,802,862  |                          |  |   | (44,198                               | ) |  |              |           |   |  |   | 2,729,664   |  
|Income tax expense (benefit)                                                 |  |                                                    | (677,887    | ) |                        |   | 1,701,403  |                          |  |   | (13,540                               | ) |  |              |           |   |  |   | 1,009,976   |  
|                                                                             |  |                                                    |             |   |                        |   |            |                          |  |   |                                       |   |  |              |            |   |  |   |             |  
|Income (loss) from continuing operations                                     |  |                                                    | 1,719,688   |   |                        |   | 1,101,459  |                          |  |   | (30,658                               | ) |  |              |           |   |  |   | 1,719,688   |  
|Preferred dividend requirement                                               |  |                                                    | (300,900    | ) |                        |   |           |                          |  |   |                                      |   |  |              |           |   |  |   | (300,900    | )
|                                                                             |  |                                                    |             |   |                        |   |            |                          |  |   |                                       |   |  |              |            |   |  |   |             |  
|Net income (loss) applicable to common shareholders                          |  | $                                                  | 1,418,788   |   |                        | $ | 1,101,459  |                          |  | $ | (30,658                               | ) |  | $            | (1,070,801 | ) |  | $ | 1,418,788   |  
|                                                                             |  |                                                    |             |   |                        |   |            |                          |  |   |                                       |   |  |              |            |   |  |   |             |  
|                                                                             | 
|                                                                             |  | Predecessor                                        |            
|                                                                             |  | For the Period January 1, 2005 to January 31, 2005 |            
|                                                                             |  | Parent Only                                        |             |   | Guarantor Subsidiaries |   |            | Non-Guarantor Subsidiary |  |   | Elimination and Consolidation Entries |   |  | Consolidated |           
|Sales                                                                        |  | $                                                  |            |   |                        | $ | 18,944,787 |                          |  | $ |                                      |   |  | $            |           |   |  | $ | 18,944,787  |  
|Cost of sales                                                                |  |                                                    |            |   |                        |   | 14,238,169 |                          |  |   |                                      |   |  |              | (664       | ) |  |   | 14,237,505  |  
|                                                                             |  |                                                    |             |   |                        |   |            |                          |  |   |                                       |   |  |              |            |   |  |   |             |  
|Gross profit                                                                 |  |                                                    |            |   |                        |   | 4,706,618  |                          |  |   |                                      |   |  |              | 664        |   |  |   | 4,707,282   |  
|                                                                             |  |                                                    |             |   |                       
|Operating expenses                                                           |  |                                                    | 11,998,000  |   |                        |   | 2,458,960  |                          |  |   | 23,503                                |   |  |              |           |   |  |   | 14,480,463  |  
|                                                                             |  |                                                    |             |   |                        |   |            |                          |  |   |                                       |   |  |              |            |   |  |   |             |  
|Income (loss) from continuing operations                                     |  |                                                    | (11,998,000 | ) |                        |   | 2,247,658  |                          |  |   | (23,503                               | ) |  |              | 664        |   |  |   | (9,773,181  | )
|Other income (loss)                                                          |  |                                                    | 69,632      |   |                        |   | (452,142   | )                        |  |   |                                      |   |  |              | (664       | ) |  |   | (383,174    | )
|Equity in earnings of subsidiaries                                           |  |                                                    | 1,116,838   |   |                        |   |           |                          |  |   |                                      |   |  |              | (1,116,838 | ) |  |   |            |  
|                                                                             |  |                                                    |             |   |                        |   |            |                          |  |   |                                       |   |  |              |            |   |  |   |             |  
|Income (loss) from continuing operations before income tax expense (benefit) |  |                                                    | (10,811,530 | ) |                        |   | 1,795,516  |                          |  |   | (23,503                               | ) |  |              | (1,116,838 | ) |  |   | (10,156,355 | )
|Income tax expense (benefit)                                                 |  |                                                    | (2,571,683  | ) |                        |   | 664,341    |                          |  |   | (9,166                                | ) |  |              |           |   |  |   | (1,916,508  | )
|                                                                             |  |                                                    |             |   |                        |   |            |                          |  |   |                                       |   |  |              |            |   |  |   |             |  
|Income (loss) from continuing operations                                     |  |                                                    | (8,239,847  | ) |                        |   | 1,131,175  |                          |  |   | (14,337                               | ) |  |              | (1,116,838 | ) |  |   | (8,239,847  | )
|                                                                             |  |                                                    |             |   |                       
|Preferred dividend requirement                                               |  |                                                    | (189,949    | ) |                        |   |           |                          |  |   |                                      |   |  |              |           |   |  |   | (189,949    | )
|                                                                             |  |                                                    |             |   |                        |   |            |                          |  |   |                                       |   |  |              |            |   |  |   |             |  
|Net income (loss) applicable to common shareholders                          |  | $                                                  | (8,429,796  | ) |                        | $ | 1,131,175  |                          |  | $ | (14,337                               | ) |  | $            | (1,116,838 | ) |  | $ | (8,429,796  | )
|                                                                             |  |                                                    |             |   |                        |   |            |                          |  |   |                                       |   |  |              |            |   |  |   |             |  



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EDGEN CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

(Unaudited)



|                                                    |  |                                           |             |   |                        |   |             |                          |  |   |                                       |   |              |   |   |  |   |            |  
|--------------------------------------------------- |  | ----------------------------------------- | ----------- | - | ---------------------- | - | ----------- | ------------------------ |  | - | ------------------------------------- | - | ------------ | - | - |  | - | ---------- | -
|                                                    |  | Successor                                 |            
|                                                    |  | For the Three Months Ended March 31, 2006 |            
|                                                    |  | Parent Only                               |             |   | Guarantor Subsidiaries |   |             | Non-Guarantor Subsidiary |  |   | Elimination and Consolidation Entries |   | Consolidated |  
|Net cash provided by (used in) operating activities |  | $                                         | 11,734,618  |   |                        | $ | (15,159,680 | )                        |  | $ | 115,071                               |   |              | $ |  |  | $ | (3,309,991 | )
|Net cash provided by (used in) investing activities |  |                                           |            |   |                        |   | (674,373    | )                        |  |   |                                      |   |              |   |  |  |   | (674,373   | )
|Net cash provided by financing activities           |  |                                           | (67,637     | ) |                        |   | 483,895     |                          |  |   | (115,245                              | ) |              |   |  |  |   | 301,013    |  
|                                                    |  |                                           |             |   |                        |   |             |                          |  |   |                                       |   |              |   |   |  |   |            |  
|Net increase in cash and cash equivalents           |  |                                           | 11,666,981  |   |                        |   | (15,350,158 | )                        |  |   | (174                                  | ) |              |   |  |  |   | (3,683,351 | )
|Cash and cash equivalents - (Beginning of period)   |  |                                           | (11,663,955 | ) |                        |   | 29,517,820  |                          |  |   | 159,668                               |   |              |   |  |  | $ | 18,013,533 |  
|                                                    |  |                                           |             |   |                        |   |             |                          |  |   |                                       |   |              |   |   |  |   |            |  
|Cash and cash equivalents - (End of period)         |  | $                                         | 3,026       |   |                        | $ | 14,167,662  |                          |  | $ | 159,494                               |   |              | $ |  |  | $ | 14,330,182 |  
|                                                    |  |                                           |             |   |                        |   |             |                          |  |   |                                       |   |              |   |   |  |   |            |  



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EDGEN CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

(Unaudited)



|                                                    |  |                                                    |              |   |                        |   |           |                          |  |   |                                       |   |              |   |   |  |   |              |  
|--------------------------------------------------- |  | -------------------------------------------------- | ------------ | - | ---------------------- | - | --------- | ------------------------ |  | - | ------------------------------------- | - | ------------ | - | - |  | - | ------------ | -
|                                                    |  | Successor                                          |             
|                                                    |  | For the Period February 1, 2005 to March 31, 2005  |             
|                                                    |  | Parent Only                                        |              |   | Guarantor Subsidiaries |   |           | Non-Guarantor Subsidiary |  |   | Elimination and Consolidation Entries |   | Consolidated |  
|Net cash provided by (used in) operating activities |  | $                                                  | (11,061,663  | ) |                        | $ | 615,547   |                          |  | $ |                                      |   |              | $ |  |  | $ | (10,446,116  | )
|Net cash provided by (used in) investing activities |  |                                                    | (118,608,041 | ) |                        |   | (93,386   | )                        |  |   |                                      |   |              |   |  |  |   | (118,701,427 | )
|Net cash provided by financing activities           |  |                                                    | 129,671,887  |   |                        |   | (1,999    | )                        |  |   |                                      |   |              |   |  |  |   | 129,669,888  |  
|                                                    |  |                                                    |              |   |                        |   |           |                          |  |   |                                       |   |              |   |   |  |   |              |  
|Net increase in cash and cash equivalents           |  |                                                    | 2,183        |   |                        |   | 520,162   |                          |  |   |                                      |   |              |   |  |  |   | 522,345      |  
|Cash and cash equivalents - (Beginning of period)   |  |                                                    |             |   |                        |   |          |                          |  |   |                                      |   |              |   |  |  |   |             |  
|                                                    |  |                                                    |              |   |                        |   |           |                          |  |   |                                       |   |              |   |   |  |   |              |  
|Cash and cash equivalents - (End of period)         |  | $                                                  | 2,183        |   |                        | $ | 520,162   |                          |  | $ |                                      |   |              | $ |  |  | $ | 522,345      |  
|                                                    |  |                                                    |              |   |                        |   |           |                          |  |   |                                       |   |              |   |   |  |   |              |  
|                                                    | 
|                                                    |  | Predecessor                                        |             
|                                                    |  | For the Period January 1, 2005 to January 31, 2005 |             
|                                                    |  | Parent Only                                        |              |   | Guarantor Subsidiaries |   |           | Non-Guarantor Subsidiary |  |   | Elimination and Consolidation Entries |   | Consolidated |  
|                                                    |  |                                                    |              |   |                        |   |           |                          |  |   |                                       |   |              |   |   |  |   |              |  
|Net cash provided by (used in) operating activities |  | $                                                  | 1,018,316    |   |                        | $ | 3,284,955 |                          |  | $ | (54,446                               | ) |              | $ |  |  | $ | 4,248,825    |  
|Net cash used in investing activities               |  |                                                    |             |   |                        |   | (1,079    | )                        |  |   |                                      |   |              |   |  |  |   | (1,079       | )
|Net cash provided by (used in) financing activities |  |                                                    | (1,018,316   | ) |                        |   | (513,168  | )                        |  |   | 54,446                                |   |              |   |  |  |   | (1,477,038   | )
|                                                    |  |                                                    |              |   |                        |   |           |                          |  |   |                                       |   |              |   |   |  |   |              |  
|Net increase in cash and cash equivalents           |  |                                                    |             |   |                        |   | 2,770,708 |                          |  |   |                                      |   |              |   |  |  |   | 2,770,708    |  
|Cash and cash equivalents - (Beginning of period)   |  |                                                    | 62,476       |   |                        |   | 68,815    |                          |  |   | 3,008                                 |   |              |   |  |  |   | 134,299      |  
|                                                    |  |                                                    |              |   |                        |   |           |                          |  |   |                                       |   |              |   |   |  |   |              |  
|Cash and cash equivalents - (End of period)         |  | $                                                  | 62,476       |   |                        | $ | 2,839,523 |                          |  | $ | 3,008                                 |   |              | $ |  |  | $ | 2,905,007    |  
|                                                    |  |                                                    |              |   |                        |   |           |                          |  |   |                                       |   |              |   |   |  |   |              |  



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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You
should read the following discussion together with our consolidated financial statements and related notes thereto included elsewhere in this report. The following discussion and analysis of our financial condition and results of operations contains
forward looking statements within the meaning of the federal securities laws. See Forward-Looking Statements below.

Overview

Background

We are a leading global distributor of specialty steel pipe and components and high grade structural steel products for use in niche applications, primarily in the oil and gas, processing and power generation
industries. The products we distribute are highly specialized and are used in environments that require high performance characteristics, such as the ability to withstand highly corrosive or abrasive materials, extremely high or low temperatures, or
high-pressure. These products are principally used in maintenance and repair projects as well as expansions of infrastructure and development projects.

The Company has two operating segmentsour alloy products group and our carbon products group. Our alloy products group primarily distributes alloy based specialty pipes, fittings and flanges that are principally
used in high-pressure, extreme temperature and high-corrosion applications in the process and power generation industries. Our carbon products group primarily distributes prime carbon specialty pipes, fittings and flanges and high grade structural
steel products that are principally used in high-yield, high-tensile applications in the oil and gas, offshore construction and mining industries. As of March 31, 2006, we operate in 17 locations, including 15 in the United States, and two in
Canada.

Predecessor and Successor

On December 31, 2004, Edgen Acquisition Corporation, a corporation newly formed by Jefferies Capital Partners, entered into a stock purchase agreement with Edgen Corporation and the stockholders of Edgen
Corporation to purchase all of the outstanding capital stock of Edgen Corporation from its then existing stockholders for an aggregate purchase price of approximately $124.0 million, which included the assumption or repayment of indebtedness of
Edgen Corporation but excluded payment of fees and expenses. The acquisition closed on February 1, 2005 and was funded with proceeds to Edgen Acquisition Corporation from the issuance and sale of 97/8% Senior Secured Notes due 2011, which we refer to as the Notes as well as an equity investment from funds managed by Jefferies Capital
Partners and certain members of management of Edgen Corporation.

Concurrently with the acquisition and the issuance of the Notes,
Edgen Corporation also entered into a new $20.0 million senior secured revolving credit facility, which we refer to as the revolving credit facility, and borrowed $2.7 million in loans thereunder.

Simultaneously with the acquisition and the related financing transactions, Edgen Acquisition Corporation was merged with and into Edgen Corporation,
which survived the merger and became liable for all obligations under the Notes and borrowings under the new revolving credit facility. We refer to the acquisition of Edgen Corporation, the offering and issuance of the Notes, the equity investment,
the related financing transactions and the merger collectively as the Buy-out Transaction. Edgen Corporation following the merger is referred to as the Successor. Edgen Corporation prior to the merger is referred to as the
Predecessor.

In accordance with GAAP, we have separated our historical financial results for the Predecessor and the
Successor. The separate presentation is required under GAAP in situations when there is a change in accounting basis, which occurred when purchase accounting was applied to the acquisition of the Predecessor. Purchase accounting requires that the
historical carrying value of assets acquired and liabilities assumed be adjusted to fair value, which may yield results that are not comparable on a period-to-period basis due to the different, and sometimes higher, cost basis associated with the
allocation of the purchase price. Fair value purchase price adjustments consisted of a $2.0 million increase in inventory related to our alloy segment, a $1.9 million increase in land and buildings, a $24.2 million increase in customer
relationships, a $2.4 million increase in tradenames, and a $22.0 million increase in goodwill. In addition, at the time of the acquisition of the Predecessor, we experienced changes in our business as a result of the other transactions, which were
consummated simultaneously with the acquisition of the Predecessor. There have been no material changes to the operations or customer relationships of our business as a result of the acquisition of the Predecessor.

In evaluating our results of operations and financial performance, our management has used combined results for the three months ended March 31,
2005 as a single measurement period. Due to the Buy-out Transaction, we believe that comparisons between the three months ended March 31, 2006 and either the Predecessors results for the period from January 1, 2005 to
January 31, 2005 or the Successors results for the period from February 1, 2005 to March 31, 2005 may impede the ability of users of our financial information to understand our operating and cash flow performance.



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Consequently, to enhance an analysis of our operating results and cash flows, we have presented our
operating results and cash flows of the Successor for the three months ended March 31, 2006 and of the Predecessor and Successor on a combined basis for the three month period ended March 31, 2005. This combined presentation for the three
months ended March 31, 2005 simply represents the mathematical addition of the pre-merger results of operations of the Predecessor for the period from January 1, 2005 to January 31, 2005 and the results of operations of the Successor
for the period from February 1, 2005 to March 31, 2005. The Successor conducted no operations from the date of formation of Edgen Acquisition Corporation until the merger on February 1, 2005. We believe the combined presentation
provides relevant information for investors. These combined results, however, are not intended to represent what our operating results would have been had the Buy-out Transaction occurred at the beginning of the period. A reconciliation showing the
mathematical combination of our operating results for such periods is included below under the heading Results of Operations.

Critical
Accounting Policies

The preparation of our financial statements requires us to make estimates and judgments that affect the reported
amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates, including those related to accounts receivable, inventory, impairment of goodwill and
other intangible assets, and income taxes. We base our estimates on historical experience and on various other assumptions and factors that are believed to be reasonable under the circumstances, the results of which form the basis for making
judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Based on our ongoing review, we plan to make adjustments to our judgments and estimates where facts and circumstances dictate. Actual
results could differ from our estimates. Refer to our Annual Report on Form 10-K as filed with the Securities and Exchange Commission (the SEC) on March 31, 2006 for a discussion of our accounting policies and estimates.

In addition, we believe the following critical accounting policies are important to the portrayal of our financial condition and results and require
our managements most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.

Accounts Receivable

We maintain an allowance for doubtful accounts to reflect our estimate of
the uncollectibility of accounts receivable. Concentration of credit risk with respect to trade accounts is within several industries and is limited because of our broad customer base. We perform ongoing credit evaluations of customers and set
credit limits based upon reviews of customers current credit information and payment histories. We monitor customer payments and maintain a provision for estimated uncollectible accounts based on historical experience and specific customer
collection issues that we have identified. Estimation of such losses requires adjusting historical loss experience for current economic conditions and judgments about the probable effects of economic conditions on certain customers. The rate of
future credit losses may not be similar to past experience.

We record the effect of any necessary adjustments prior to the publication of
our consolidated financial statements. We consider all available information when assessing the adequacy of the provision for allowances, claims and doubtful accounts. Adjustments made with respect to the allowance for doubtful accounts often relate
to improved information not previously available. Uncertainties with respect to the allowance for doubtful accounts are inherent in the preparation of financial statements.

Inventories

We state our inventories at the lower of cost or market. We account for our
inventories using the weighted average cost method of accounting. We maintain allowances for damaged, slow-moving and unmarketable inventory to reflect the difference between the cost of the inventory and the estimated market value. We regularly
review our inventory on hand and update our allowances based on historical and current sales trends. Changes in product demand and our customer base may affect the value of inventory on hand and may require higher inventory allowances. Uncertainties
with respect to the inventory valuation are inherent in the preparation of financial statements.

Goodwill

Goodwill represents the excess of the amount we paid to acquire a company over the estimated fair value of tangible assets and identifiable assets
acquired, less liabilities assumed. As of March 31, 2006, our goodwill balance was $37.5 million, representing 16.3% of total assets.



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We account for goodwill under the provisions of the Financial Accounting Standards Boards
(FASB) Statement of Financial Accounting Standards (SFAS No.) 142, Goodwill and Other Intangible Assets. Under these rules, we test for goodwill impairment annually or at any other time when impairment indicators
exist. As of January 1, 2006, we performed our annual goodwill impairment test, which requires comparison of our estimated fair value to our book value including goodwill. As a result of the test, we believe the goodwill on our balance sheet is
not impaired. In assessing the recoverability of our goodwill and other intangibles, we must make assumptions regarding estimated future cash flows and other factors to determine the fair value of the respective assets. We estimate future cash flows
at the reporting unit level. A key assumption that we make is that our business will grow at approximately 10% per year, adjusted for the current economic outlook. If these estimates or their related assumptions change in the future, we may be
required to record impairment charges not previously recorded for these assets.

Long-Lived Assets

We assess the impairment of long-lived assets, including customer relationships and tradenames, when events or changes in circumstances indicate that the
carrying value of the assets or the asset group may not be recoverable. The asset impairment review assesses the fair value of the assets based on the future cash flows the assets are expected to generate. An impairment loss is recognized when
estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from the disposition of the asset (if any) are less than the related assets carrying amount. Impairment losses are measured as the
amount by which the carrying amounts of the assets exceed their fair values. Estimates of future cash flows are judgments based on our experience and knowledge of our operations and the industries in which we operate. These estimates can be
significantly affected by future changes in market conditions, the economic environment, and capital spending decisions of our customers and inflation.

Income Tax Expense Estimates and Policies

As part of the income tax provision process of preparing our consolidated
financial statements, we are required to estimate our income taxes. This process involves estimating our current tax exposure together with assessing temporary differences resulting from differing treatment of items for tax and accounting purposes.
These differences result in deferred tax assets and liabilities. We must then assess the likelihood that our deferred tax assets will be recovered from future taxable income, and to the extent we believe the recovery is not likely, we must establish
a valuation allowance. Further, to the extent that we establish a valuation allowance or increase this allowance in a financial accounting period, we must include a tax provision, or reduce our tax benefit in our consolidated statement of
operations. We use our judgment to determine our provision or benefit for income taxes, deferred tax assets and liabilities and any valuation allowance recorded against our net deferred tax assets.

We recorded a valuation allowance in 2002 against a portion of deferred tax assets because management believed that the deferred tax assets related to
goodwill impairment (see note 9 to our audited consolidated financial statements included elsewhere in this report) would not more than likely be realized in full through future operating results and the reversal of taxable timing differences.
Based on operating results for fiscal 2004 and projected operating results for fiscal 2005 and 2006, management believed this was no longer to be the case and the valuation allowance was reversed as of December 31, 2004. This resulted in an
increase in the deferred tax asset and a related decrease in income tax expense of $7.1 million.

There are various factors that may
cause our tax assumptions to change in the near term, and we may have to record a valuation allowance against our deferred tax assets. We cannot predict whether future U.S. federal and state income tax laws and regulations might be passed that could
have a material effect on our results of operations. We assess the impact of significant changes to the U.S. federal and state income tax laws and regulations on a regular basis and update the assumptions and estimates used to prepare our financial
statements when new legislation and regulations are enacted.

Results of Operations

The following tables provide our statements of operations, selected segment information including our sales, operating profits and gross margins as a
percentage of sales and international sales. The segment information is presented as it is reported to management, and is consistent with the segment reporting in Note 8 to our notes to the consolidated financial statements included elsewhere in
this document. The period-to-period comparisons of financial results are not necessarily indicative of future results, or results for a full year.



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|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|------------------------------------------------------------------- |  | --------------------------------- | ------ | - | ----------------------------------------- | - | -------- | ------------------------------------------ |  | - | --------------------------------- | -- |  | - | -------- | --
|                                                                    |  | (dollars in thousands)            |       
|                                                                    |  | Successor                         |        |   | Successor                                 |   |          | Predecessor                                |  |   | Non-GAAP Combined                 |   
|                                                                    |  | Three Months Ended March 31, 2006 |        |   | Period February 1, 2005 to March 31, 2005 |   |          | Period January 1, 2005 to January 31, 2005 |  |   | Three Months Ended March 31,
2005 |   
|SALES                                                               |  | $                                 | 89,706 |   |                                           | $ | 45,895   |                                            |  | $ | 18,945                            |    |  | $ | 64,840   |   
|COST OF SALES                                                       |  |                                   | 72,805 |   |                                           |   | 36,109   |                                            |  |   | 14,238                            |    |  |   | 50,347   |   
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Gross profit                                                        |  |                                   | 16,901 |   |                                           |   | 9,786    |                                            |  |   | 4,707                             |    |  |   | 14,493   |   
|OPERATING EXPENSES:                                                 |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Yard and shop expense                                               |  |                                   | 1,282  |   |                                           |   | 769      |                                            |  |   | 390                               |    |  |   | 1,159    |   
|Selling, general, and administrative expense                        |  |                                   | 7,147  |   |                                           |   | 4,191    |                                            |  |   | 13,974                            |    |  |   | 18,165   |   
|Depreciation and amortization expense                               |  |                                   | 1,187  |   |                                           |   | 168      |                                            |  |   | 116                               |    |  |   | 284      |   
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Total operating expenses                                            |  |                                   | 9,616  |   |                                           |   | 5,128    |                                            |  |   | 14,480                            |    |  |   | 19,608   |   
|INCOME (LOSS) FROM OPERATIONS                                       |  |                                   | 7,285  |   |                                           |   | 4,658    |                                            |  |   | (9,773                            | )  |  |   | (5,115   | ) 
|OTHER INCOME (EXPENSE):                                             |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Other income (expense)                                              |  |                                   | 450    |   |                                           |   | 7        |                                            |  |   | (50                               | )  |  |   | (43      | ) 
|Interest expense, net                                               |  |                                   | (3,736 | ) |                                           |   | (1,935   | )                                          |  |   | (333                              | )  |  |   | (2,268   | ) 
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAX EXPENSE  |  |                                   | 3,999  |   |                                           |   | 2,730    |                                            |  |   | (10,156                           | )  |  |   | (7,426   | ) 
|INCOME TAX EXPENSE (BENEFIT)                                        |  |                                   | 1,725  |   |                                           |   | 1,010    |                                            |  |   | (1,916                            | )  |  |   | (906     | ) 
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|INCOME (LOSS) FROM CONTINUING OPERATIONS                            |  |                                   | 2,274  |   |                                           |   | 1,720    |                                            |  |   | (8,240                            | )  |  |   | (6,520   | ) 
|PREFERRED DIVIDEND REQUIREMENT                                      |  |                                   | 459    |   |                                           |   | 301      |                                            |  |   | 190                               |    |  |   | 491      |   
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|NET INCOME (LOSS) APPLICABLE TO COMMON SHAREHOLDERS                 |  | $                                 | 1,815  |   |                                           | $ | 1,419    |                                            |  | $ | (8,430                            | )  |  | $ | (7,011   | ) 
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Segment Sales                                                       |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Alloy Products                                                      |  | $                                 | 23,937 |   |                                           | $ | 14,009   |                                            |  | $ | 4,214                             |    |  | $ | 18,223   |   
|Carbon Products                                                     |  |                                   | 65,769 |   |                                           |   | 31,886   |                                            |  |   | 14,731                            |    |  |   | 46,617   |   
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Total                                                               |  | $                                 | 89,706 |   |                                           | $ | 45,895   |                                            |  | $ | 18,945                            |    |  | $ | 64,840   |   
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Gross Profit                                                        |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Alloy products                                                      |  | $                                 | 6,479  |   |                                           | $ | 3,891    |                                            |  | $ | 1,727                             |    |  | $ | 5,618    |   
|Carbon products                                                     |  |                                   | 10,422 |   |                                           |   | 5,895    |                                            |  |   | 2,980                             |    |  |   | 8,875    |   
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Total                                                               |  | $                                 | 16,901 |   |                                           | $ | 9,786    |                                            |  | $ | 4,707                             |    |  | $ | 14,493   |   
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Segment Operating Profits (Losses)                                  |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Alloy Products                                                      |  | $                                 | 3,230  |   |                                           | $ | 2,231    |                                            |  | $ | 960                               |    |  | $ | 3,191    |   
|Carbon Products                                                     |  |                                   | 6,261  |   |                                           |   | 3,696    |                                            |  |   | 1,980                             |    |  |   | 5,676    |   
|General Corporate                                                   |  |                                   | (2,206 | ) |                                           |   | (1,269   | )                                          |  |   | (12,713                           | )  |  |   | (13,982  | ) 
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Total                                                               |  | $                                 | 7,285  |   |                                           | $ | 4,658    |                                            |  | $ | (9,773                            | )  |  | $ | (5,115   | ) 
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Segment Depreciation and Amortization                               |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Alloy products                                                      |  | $                                 | 356    |   |                                           | $ | 166      |                                            |  | $ | 15                                |    |  | $ | 181      |   
|Carbon products                                                     |  |                                   | 813    |   |                                           |   | 176      |                                            |  |   | 70                                |    |  |   | 246      |   
|General Corporate                                                   |  |                                   | 323    |   |                                           |   | 147      |                                            |  |   | 105                               |    |  |   | 252      |   
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Total                                                               |  | $                                 | 1,492  |   |                                           | $ | 489      |                                            |  | $ | 190                               |    |  | $ | 679      |   
|                                                                    |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Segment Gross Margins as a Percentage of Segment Sales              |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Alloy Products                                                      |  |                                   | 27.1   | % |                                           |   | 27.8     | %                                          |  |   | 40.9                              | %  |  |   | 30.8     | % 
|Carbon Products                                                     |  |                                   | 15.8   | % |                                           |   | 18.5     | %                                          |  |   | 20.2                              | %  |  |   | 19.0     | % 
|Total                                                               |  |                                   | 18.8   | % |                                           |   | 21.3     | %                                          |  |   | 24.8                              | %  |  |   | 22.4     | % 
|                                                                    |  |                                   |        |  
|Segment Operating Profits (Losses) as a Percentage of Segment Sales |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Alloy Products                                                      |  |                                   | 13.5   | % |                                           |   | 15.9     | %                                          |  |   | 22.8                              | %  |  |   | 17.5     | % 
|Carbon Products                                                     |  |                                   | 9.5    | % |                                           |   | 11.6     | %                                          |  |   | 13.4                              | %  |  |   | 12.2     | % 
|Total                                                               |  |                                   | 8.1    | % |                                           |   | 10.1     | %                                          |  |   | (51.6                             | )% |  |   | (7.9     | )%
|                                                                    |  |                                   |        |  
|International Sales                                                 |  | $                                 | 12,656 |   |                                           | $ | 7,440    |                                            |  | $ | 2,253                             |    |  | $ | 9,693    |   
|                                                                    |  |                                   |        |  
|International Sales as a Percentage of Total Sales                  |  |                                   | 14.1   | % |                                           |   | 14.3     | %                                          |  |   | 10.0                              | %  |  |   | 14.9     | % 
|                                                                    |  |                                   |        |  
|Net cash (used in) provided by:                                     |  |                                   |        |   |                                           |   |          |                                            |  |   |                                   |    |  |   |          |   
|Cash flows - operating activities                                   |  | $                                 | (3,310 | ) |                                           | $ | (10,446  | )                                          |  | $ | 4,249                             |    |  | $ | (6,197   | ) 
|Cash flows - investing activities                                   |  |                                   | (674   | ) |                                           |   | (118,701 | )                                          |  |   | (1                                | )  |  |   | (118,702 | ) 
|Cash flows - financing activities                                   |  |                                   | 301    |   |                                           |   | 129,669  |                                            |  |   | (1,477                            | )  |  |   | 128,192  |   



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As used under this Results of Operations section the terms listed below have the following
meanings:

Sales. Our sales represent revenues from product sales to third parties net of returns and allowances.

Segment Operating Profits. Our segment operating profits are our revenues minus cost of sales and operating expenses (such as yard and shop
expenses) and depreciation and amortization, excluding general corporate expenses and interest expense.

Selling, General and
Administrative Expenses. Our selling, general and administrative expenses include sales and administrative employee compensation and benefit costs, as well as travel expenses for sales representatives, information technology infrastructure and
communication costs, office rent and supplies, professional services, management fees and other general corporate expenses.

Yard and
Shop Expenses. Our yard and shop expenses include costs for warehouse personnel and benefits, supplies, equipment maintenance and rental and contract storage.

Gross Margin. Our gross margin is equal to our sales minus cost of sales expressed as a percentage of sales. The primary components of our cost of sales are product costs, freight in and freight out,
depreciation related to machinery, equipment and warehouse facilities, and outsourced services to prepare the product for sale.

Three Months Ended
March 31, 2006 Compared to Combined Three Months Ended March 31, 2005

Sales



|                  |  |                                         |        |                                                          |   |            |  |      |  
|----------------- |  | --------------------------------------- | ------ | -------------------------------------------------------- | - | ---------- |  | ---- | -
|Reporting Segment |  | Three Months Ended March 31, 2006 Sales |        | Non-GAAPCombined Three Months Ended March 31, 2005 Sales |   | % Increase | 
|                  |  | (dollars in thousands)                  |       
|Alloy Products    |  | $                                       | 23,937 |                                                          | $ | 18,223     |  | 31.4 | %
|Carbon Products   |  |                                         | 65,769 |                                                          |   | 46,617     |  | 41.1 | %
|                  |  |                                         |        |                                                          |   |            |  |      |  
|Total             |  | $                                       | 89,706 |                                                          | $ | 64,840     |  | 38.3 | %
|                  |  |                                         |        |                                                          |   |            |  |      |  

Overall. For the three months ended March 31, 2006, our consolidated sales increased
$24.9 million, or 38.3%, to $89.7 million compared to the combined three months ended March 31, 2005. This increase in sales was primarily the result of the acquisition of Western Flow and MIM US which contributed $17.9 million in sales, sales
price increases for alloy and carbon steel products, particularly chrome pipe, and steady demand for oil, natural gas and refined products which drive capital expenditures and maintenance projects for the products that we supply.

Sales order backlog decreased from $88.6 million at December 31, 2005 to $86.9 million at March 31, 2006. Because we focus on maintenance and
repair markets, the size of our backlog at March 31, 2006 reflects project activity in the markets we serve, and the steady sales order receipts during the three months ended March 31, 2006. Additionally, from time to time, project orders
may have a significant impact on our backlog, and ultimately our sales, from period to period. Project orders are driven by scheduled shipment dates and planned major capital expenditures, as opposed to quick-ship inventory orders used primarily for
daily customer repair and maintenance activity.

Alloy Products. For the three months ended March 31, 2006, alloy product sales
increased $5.7 million, or 31.4%, to $23.9 million compared to the combined three months ended March 31, 2005. This increase was the result of the Western Flow acquisition which contributed $1.7 million in sales, and sales price increases,
particularly chrome pipe. Alloy products sales order backlog increased from $21.8 million at December 31, 2005 to $29.3 million at March 31, 2006 as a result of increased sales order activity in our Canadian operations.



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Carbon Products. For the three months ended March 31, 2006, carbon product sales increased
$19.2 million, or 41.1%, to $65.8 million compared to the combined three months ended March 31, 2005. This increase was driven by $16.2 million in sales contributed by the MIM US acquisition, an increased volume of seamless pipe sales, and
sales price increases for our carbon pipe and fittings. Carbon products sales order backlog decreased from $66.8 million at December 31, 2005 to $57.6 million at March 31, 2006. The decrease in carbon product sales backlog is due primarily
to the completion and shipment of several large projects, partially offset by new sales orders.

Gross Profit



|                  |  |                                                |        |                                                                  |   |                       |  |      |  
|----------------- |  | ---------------------------------------------- | ------ | ---------------------------------------------------------------- | - | --------------------- |  | ---- | -
|Reporting Segment |  | Three Months Ended March 31, 2006 Gross Profit |        | Non-GAAP Combined Three Months
Ended March 31,
2005 Gross Profit |   | % Increase (Decrease) | 
|                  |  |                                                |        | (dollars in thousands)                                           |   |                       | 
|Alloy Products    |  | $                                              | 6,479  |                                                                  | $ | 5,618                 |  | 15.3 | %
|Carbon Products   |  |                                                | 10,422 |                                                                  |   | 8,875                 |  | 17.4 | %
|                  |  |                                                |        |                                                                  |   |                       |  |      |  
|Total             |  | $                                              | 16,901 |                                                                  | $ | 14,493                |  | 16.6 | %
|                  |  |                                                |        |                                                                  |   |                       |  |      |  



|                  |  |                                                       |   |  |                                                                         |  
|----------------- |  | ----------------------------------------------------- | - |  | ----------------------------------------------------------------------- | -
|Reporting Segment |  | Three Months Ended March 31,
2006 Gross Profit Margin |   |  | Non-GAAP Combined Three Months
Ended March 31,
2005 Gross Profit Margin |  
|Alloy Products    |  | 27.1                                                  | % |  | 30.8                                                                    | %
|Carbon Products   |  | 15.8                                                  | % |  | 19.0                                                                    | %
|Total             |  | 18.8                                                  | % |  | 22.4                                                                    | %

Overall. Our consolidated gross profit for the three months ended March 31, 2006 was
$16.9 million, an increase of approximately $2.4 million, or 16.6%, from the combined three months ended March 31, 2005. The increase was the result of increased sales from the Western Flow and MIM US acquisitions, partially offset by higher
inventory costs. Our gross profit margin (gross profit as a percentage of sales) for the three months ended March 31, 2006 decreased to 18.8% compared to 22.4% for the combined three months ended March 31, 2005. The decrease in gross
profit margin for the three months ended March 31, 2006 is due primarily to increased cost of goods sold as a result of higher inventory costs for our alloy and carbon products and increased freight costs. Additionally, we shipped two large,
lower margin project orders that were approximately 5.9% of total sales for the three months ended March 31, 2006.

In addition, gross
profit and gross profit margin for the three months ended March 31, 2006 were negatively impacted by $0.1 million related to a purchase price allocation adjustment that increased the value of our alloy inventory as of February 1, 2005. As
of March 31, 2006, $0.1 million of the original $2.0 million purchase price adjustment remains and is included in inventory on the balance sheet. We cannot predict the exact timing of the sale of inventory items that have associated purchase
price adjustments, which we expect will fluctuate from period to period.

Alloy Products. Gross profit for our alloy products for
the three months ended March 31, 2006 increased $0.9 million, or 15.3%, to $6.5 million compared to the combined three months ended March 31, 2005; gross profit margin decreased to 27.1% for the three months ended March 31, 2006
compared to 30.8% for the combined three months ended March 31, 2005. The increase in gross profit is attributable to an increase in alloy product sales volumes as a result of the Western Flow acquisition and to sales price increases when
compared to the same period in 2005. The decrease in gross profit margin for the three months ended March 31, 2006 is due primarily to higher inventory costs compared to the same period in 2005.

Carbon Products. Gross profit for our carbon products for the three months ended March 31, 2006 increased $1.5 million, or 17.4%, to $10.4
million compared to the combined three months ended March 31, 2005. Gross profit margin decreased to 15.8% for the three months ended March 31, 2006 compared to 19.0% for the combined three months ended March 31, 2005. The increase in
gross profit for the three months ended March 31, 2006 is due primarily to the acquisition of MIM US and increased sales volume, partially offset by higher inventory costs. The decrease in gross profit margin is due primarily to higher
inventory costs compared to the same period for 2005, and a reduced gross profit margin on a large, lower margin carbon product sale.



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Operating Income (Loss)



|                  |  |                                                           |        |   |                                                                             |   |         |  
|----------------- |  | --------------------------------------------------------- | ------ | - | --------------------------------------------------------------------------- | - | ------- | -
|Reporting Segment |  | Three Months Ended March 31,
2006 Operating Income (Loss) |        |   | Non-GAAP Combined Three Months
Ended March 31,
2005 Operating Income (Loss) |  
|                  |  | (dollars in thousands)                                    |       
|Alloy Products    |  | $                                                         | 3,230  |   |                                                                             | $ | 3,191   |  
|Carbon Products   |  |                                                           | 6,261  |   |                                                                             |   | 5,676   |  
|General Corporate |  |                                                           | (2,206 | ) |                                                                             |   | (13,982 | )
|                  |  |                                                           |        |   |                                                                             |   |         |  
|Total             |  | $                                                         | 7,285  |   |                                                                             | $ | (5,115  | )
|                  |  |                                                           |        |   |                                                                             |   |         |  

Overall. Our consolidated operating income for the three months ended March 31, 2006
increased $12.4 million from an operating loss of $5.1 million for the combined three months ended March 31, 2005. The increase in consolidated operating income was primarily the result of approximately $12.0 million in Buy-out Transaction
related expenses incurred in the combined three months ended March 31, 2005 which did not occur in the same period in 2006, and the acquisition of Western Flow and MIM US, partially offset by increased amortization expense of other intangible
assets of $0.9 million, and an increase in general corporate selling, general and administrative expenses consisting of legal and accounting costs associated with compliance filings.

Alloy Products. Our alloy products operating income for the three months ended March 31, 2006 was $3.2 million, a slight increase from the
combined three months ended March 31, 2005. The increase was primarily the result of sales and gross margin increases related to the Western Flow acquisition, partially offset by an increase in amortization related to other intangible assets of
$0.3 million and an increase in selling, general and administrative expenses due primarily to increased expenses related to the acquisition of Western Flow.

Carbon Products. Our carbon products operating income for the three months ended March 31, 2006 was $6.2 million, an increase of $0.6 million from the combined three months ended March 31, 2005. The
increase in operating income was driven primarily by the acquisition of MIM US, and was partially offset by an increase in amortization related to other intangible assets of $0.6 million and an increase in selling, general and administrative
expenses due primarily to increased expenses related to the acquisition of MIM US.

Yard and Shop Expenses

Yard and shop expenses were $1.3 million, or 1.4% of sales for the three months ended March 31, 2006, and $1.2 million, or 1.8% of sales, for the
combined three months ended March 31, 2005, respectively.

Selling, General and Administrative Expenses

Selling, general and administrative expenses for the three months ended March 31, 2006 decreased $11.0 million, or 60.7%, compared to the combined
three months ended March 31, 2005. The decrease is primarily attributable to $12.0 million in Buy-out Transaction related expenses incurred during the combined three months ended March 31, 2005 which did not occur in the same period in
2006. This decrease in selling, general and administrative expenses was partially offset by increases in employee and facility costs related to the acquisitions of Western Flow and MIM US.



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Depreciation and amortization

Depreciation and amortization expense for the three months ended March 31, 2006 and the combined three months ended March 31, 2005, were $1.2 million and $0.3 million, respectively. The increase reflects the
amortization of customer relationships acquired in the acquisition of the Company on February 1, 2005 but not recorded until the Fourth Quarter 2005 upon completion of the Companys purchase accounting valuation procedures. Depreciation
expense related to equipment and machinery and our warehouses used to store inventory is included in cost of sales and was $0.3 million and $0.4 million for the three months ended March 31, 2006 and the combined three months ended March 31, 2005,
respectively.

Other income (expense)

Other income (expense) for the three months ended March 31, 2006 of $0.5 million includes $0.4 million related to realized gains on foreign currency exchange forward contracts.

Interest Expense, net

Interest expense, net
for the three months ended March 31, 2006 increased $1.4 million, or 69.6%, to $3.7 million from $2.3 million for the combined three months ended March 31, 2005. The increase in interest expense was the result of the issuance of $136
million of Notes in 2005, partially offset by the retirement of $47.7 million of revolving line of credit and term loan debt on February 1, 2005. Interest expense for the three months ended March 31, 2006 includes $0.4 million of deferred
financing costs amortization compared to $0.2 million of deferred financing costs for the combined three months ended March 31, 2005.

Income
Tax Expense

Income tax expense was $1.7 million for the three months ended March 31, 2006 compared to income tax expense of
$(0.9 million) for the combined three months ended March 31, 2005. The effective tax rate of approximately 43% for the three months ended March 31, 2006, compared to approximately (14%) for the combined three months ended
March 31, 2005 is due primarily to an increase in our state income tax rates as certain state net operating losses have been fully utilized, and tax losses for one of our entities for which a state income tax benefit is not being recorded.

Preferred Stock Dividends and Related Charges

Preferred stock dividends and related charges were comparable with $0.5 million for the three months ended March 31, 2006 and $0.5 million for the combined three months ended March 31, 2005.

Liquidity and Capital Resources

Three Months Ended
March 31, 2006 Compared to Combined Three Months Ended March 31, 2005

Operating Activities. Net cash outflows from
operating activities were $3.3 million for the three months ended March 31, 2006, when compared with net cash outflows from operating activities of $6.2 million for the combined three months ended March 31, 2005. The reduction in cash
outflows from operating activities for the three months ended March 31, 2006 was due primarily to the $12.0 million reduction in selling, general and administrative expenses incurred in the combined three months ended March 31, 2005 and
related to the Buy-out Transaction that did not reoccur in 2006, and to improved working capital management. Cash outflows from operating activities for the three months ended March 31, 2006 also included a $6.7 million interest payment on the
Notes.

Investing Activities. Net cash outflows from investing activities were $0.7 million for the three months ended
March 31, 2006 compared with net cash outflows from investing activities of $118.7 million for the combined three months ended March 31, 2005. The reduction in cash outflows is a result of no acquisitions during the three months ended
March 31, 2006 compared to the acquisition of Edgen Corporation for a cash purchase price of approximately $118.6 million during the combined three months ended March 31, 2005. Capital expenditures increased to $0.2 million for the three
months ended March 31, 2006 compared to $0.1 million for the same period in 2005.

Financing Activities. Net cash inflows from
financing activities were $0.3 million for the three months ended March 31, 2006 compared with net cash inflows of $128.2 million from financing activities during the combined three months ended March 31, 2005. The decrease in cash inflows
from financing activities is due primarily to the issuance of Notes, additional borrowings under our new revolving credit facility and the issuance of common and preferred stock in connection with the Buy-out Transaction for the combined three
months ended March 31, 2005.



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Indebtedness

Senior Secured Notes. We have outstanding $136.0 million aggregate principal amount of 97/8% Secured Senior Notes due 2011. Total cash interest payments required under the Notes are in excess of $13.4 million on an annual basis. The indenture governing the Notes contains various covenants that limit our discretion
in the operation of our business. It, among other things: (i) limits our ability and the ability of our subsidiaries to incur additional indebtedness, issue shares of preferred stock, incur liens and enter into certain transactions with
affiliates; (ii) places restrictions on our ability to pay dividends or make certain other restricted payments; and (iii) places restrictions on our ability and the ability of our subsidiaries to merge or consolidate with any other person
or sell, assign, transfer, convey or otherwise dispose of all or substantially all of our assets. The indenture provides for a restricted payment pool out of which we are permitted to make certain restricted payments, including cash dividends,
provided that no event of default has occurred and we would be able to incur additional indebtedness under the applicable restrictive covenant. The restricted payment pool is generally an amount calculated based on 50% of our consolidated net
income, as defined in the indenture, and earned during the period beginning February 1, 2005 and ending on the last day of the most recent fiscal quarter prior to the restricted payment, as adjusted and subject to certain exceptions as provided
in the indenture. All of our domestic subsidiaries fully and unconditionally guarantee the Notes on a joint and several basis. The Notes and the related guarantees are secured by liens on substantially all of our assets and the assets of our
existing and future domestic restricted subsidiaries (other than certain excluded assets such as our leasehold interests and the capital stock of our existing and future subsidiaries). These liens, in the case of assets consisting of inventory,
accounts receivable and certain related assets, are contractually subordinated to liens thereon that secure our revolving credit facility.

Senior Credit Facility. On February 1, 2005, we entered into a five-year $20.0 million senior secured revolving credit facility, with a $5.0 million sublimit for letters of credit. Interest is determined based on several
alternative rates as stipulated in the revolving credit facility, including the base lending rate per annum plus an applicable margin, or LIBOR plus an applicable margin. The revolving credit facility contains covenants that restrict, among other
things, our ability to incur additional indebtedness, pay dividends and create certain liens. We borrowed approximately $2.7 million under the revolving credit facility in connection with the consummation of the Buy-out Transaction. As of
March 31, 2006 and December 31, 2005, we had no borrowings outstanding under the revolving credit facility. The revolving credit facility is secured by a first priority security interest in all of our and our domestic subsidiaries
working capital assets, which is contractually senior to the liens on such assets securing the Notes, and by a second priority security interest in substantially all of our and our domestic subsidiaries other assets (other than certain
excluded assets such as our leasehold interests and the capital stock of our existing and future subsidiaries), which is contractually subordinated to the liens on such assets securing the Notes.

In addition, the Notes and Credit Agreement contain various affirmative and negative covenants, including limitations on additional indebtedness, the
making of distributions, loans and advances, transactions with affiliates, dispositions or mergers, and the sale of assets.

Future Capital Needs

Our principal source of liquidity is cash flow generated from operations and borrowings under our revolving credit facility. Our
principal liquidity requirements are to meet debt service requirements, finance our capital expenditures and provide working capital. Our ability to make payments on and to refinance our indebtedness, and to fund planned capital expenditures will
depend on our ability to generate cash in the future, which, to a certain extent, is subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond our control. Our total debt, excluding any related
discount, was $136.3 million and $136.4 million at March 31, 2006 and December 31, 2005, respectively.

Based on our current
level of operations, we believe our cash flow from operations, available cash and available borrowings under our revolving credit facility will be adequate to meet our liquidity needs for at least the next twelve months. Additionally, we continue to
evaluate appropriate growth strategies for the Company including possible acquisition opportunities. These growth strategies may require us to use cash on hand, make additional borrowings under our revolving credit facility, or enter into other
financing arrangements in order to support these growth strategies. We cannot assure you, however, that our business will generate sufficient cash flow from operations or that future borrowings will be available to us under our revolving credit
facility in an amount sufficient to enable us to service our indebtedness or to fund our other liquidity needs.



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Commitments and Contractual Obligations

Our contractual obligations and commitments principally include obligations associated with our outstanding indebtedness and future minimum operating
lease obligations. There have been no material changes outside the ordinary course of our business in the specified contractual obligations from December 31, 2005 to March 31, 2006.

Off-Balance Sheet Arrangements

In our business, we
may enter into purchase and sales commitments that are denominated in a foreign currency (primarily the Euro). Our practices include entering into foreign currency forward exchange contracts to minimize foreign currency exposure related to
forecasted purchases and sales of certain inventories. As of March 31, 2006, we had 8 contracts related to purchases of inventory, that mature in varying increments through August 2006, to purchase an aggregate notional amount of $15.7 million
of foreign currency. We also had 3 contracts related to the sale of inventory, that mature in varying increments through August 2006, to receive an aggregate notional amount of $7.0 million of foreign currency. As of March 31, 2006, the fair
value of these foreign currency forward exchange contracts of $0.1 million was recorded as an asset on the consolidated balance sheet. For the three months ended March 31, 2006, we recognized $0.4 million in realized loss on foreign
currency forward exchange contracts reflected in other income (expense) on the statement of operations. We did not have any foreign currency forward exchange contracts as of March 31, 2005.

As of December 31, 2005, we had 13 contracts related to purchases of inventory, that mature in varying increments through August 2006, to
purchase an aggregate notional amount of $20.8 million of foreign currency. We also had 3 contracts related to the sale of inventory that mature in varying increments through August 2006, to receive an aggregate notional amount of
$2.1 million of foreign currency. As of December 31, 2005, the fair value of these foreign currency forward exchange contracts of $0.4 million was recorded as a liability on the consolidated balance sheet. For the combined twelve months
ended December 31, 2005, we recognized $0.4 million in realized gains on foreign currency forward exchange contracts reflected in other income (expense) on the statement of operations.

Recently Issued Accounting Pronouncements

From time
to time, new accounting pronouncements are issued by the Financial Accounting Standards Board which are adopted by us as of the specified effective date. Unless otherwise discussed, our management believes the impact of recently issued standards
which are not yet effective will not have a material impact on our consolidated financial statements upon adoption.

Seasonality

Some of our customers may be in seasonal businesses, especially those customers who purchase our products for use in new capital expenditure projects at
refineries, oil and gas rigs and processing and power generation plants. As a consequence, our results of operations and working capital, including our accounts receivable, inventory and accounts payable, fluctuate during the year. However, because
of our geographic, product and customer diversity, our operations have not shown any material seasonal trends. We believe that our significant operations in more mild southern climates moderate our seasonality. In addition, our sales to maintenance,
repair and operations distributors, who tend not to be seasonal purchasers, mitigate the overall effects of seasonality on our business. Sales in the months of November and December traditionally have been lower than in other months because of a
reduced number of working days for shipments of our products and holiday closures for some of our customers. We cannot assure you that period-to-period fluctuations will not occur in the future. Results of any one or more quarters are, therefore,
not necessarily indicative of annual results.

Forward Looking Statements

This report includes forward looking statements within the meaning of federal securities laws. Statements that are not historical facts,
including statements about our beliefs and expectations, are forward looking statements. Forward-looking statements include statements preceded by, followed by or that include the words, may, could, would,
believe, expect, estimate, anticipate, plan, target, project, and intend, and similar expressions. These statements include, among others, statements
regarding our expected business outlook, anticipated financial and operating results, our business strategy and means to implement the strategy, our objectives, the amount and timing of capital expenditures, the likelihood of our success in
expanding our business, financing plans, budgets, working capital need and sources of liquidity.

These forward looking statements reflect
our current views with respect to future events and are based on assumptions and subject to risks and uncertainties, including, but not limited to, economic, competitive, governmental and technological factors outside of our control, that may cause
actual results to differ materially from trends, plans or expectations set forth in the forward looking statements. A discussion of important factors that could cause our actual results of operations or financial condition to differ from
expectations has been set forth in our Annual Report on Form 10-K as filed



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with the Securities and Exchange Commission on March 31, 2006. Some of the factors are also discussed elsewhere in
this Form 10-Q and have been, or may be, discussed from time to time in our SEC filings. Given these risks and uncertainties, we urge you to read this report completely and with the understanding that actual future results may be materially
different from what we plan or expect. Also, these forward looking statements present our estimates and assumptions only as of the date of this report. Except for our ongoing obligation to disclose material information as required by federal
securities laws, we do not intend to update you concerning any future revisions to any forward looking statements to reflect events or circumstances occurring after the date of this report.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

In the normal course of operations, we
are exposed to market risks arising from adverse changes in interest rates and foreign exchange rates. Market risk is defined for these purposes as the potential change in the fair value of financial assets or liabilities resulting from an adverse
movement in interest rates or foreign exchange rates.

Interest Rate Risk. As of and for the three months ended March 31, 2006,
we had no variable rate borrowings under our Credit Facility.

Foreign Currency Risk. Substantially all of our net sales and
expenses are denominated in U.S. dollars. However, in our business, we may enter into purchase and sales commitments that are denominated in a foreign currency (primarily the Euro). Our practices include entering into foreign currency forward
exchange contracts to minimize foreign currency exposure related to forecasted purchases and sales of certain inventories. As of March 31, 2006, we had 8 contracts related to purchases of inventory, that mature in varying increments through
August 2006, to purchase an aggregate notional amount of $15.7 million of foreign currency. We also had 3 contracts related to the sale of inventory, that mature in varying increments through August 2006, to receive an aggregate notional amount of
$7.0 million of foreign currency. For the three months ended March 31, 2006, we recognized $0.4 million in realized gains on foreign currency forward exchange contracts reflected in other income (expense) on the statement of operations as
of March 31, 2005.



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ITEM 4. CONTROLS AND PROCEDURES

As of the end of the period covered by this report, we conducted an
evaluation, under the supervision and with the participation of our principal executive officer (CEO) and principal financial officer (CFO), of the effectiveness of the design and operation of our disclosure controls and
procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on this evaluation, the CEO and CFO concluded that, as of the end of the period ended March 31, 2006, our disclosure controls and procedures are
effective to provide reasonable assurance that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and
Exchange Commission rules and forms, and to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our CEO and CFO, to allow timely
decisions regarding required disclosure. There was no change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during our most recently completed fiscal quarter that has
materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.



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PART IIOTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are from time to time a party to various claims and legal proceedings
related to our business. We do not believe that the resolution of any such threatened or pending legal proceedings will have a material adverse affect on our financial position, results of operations or liquidity.

ITEM 1A. RISK FACTORS

In addition to the other information set forth in this report, you should carefully
consider the factors discussed in Part I, Item 1A. Risk Factors in the Companys Annual Report on Form 10-K as filed with the Securities and Exchange Commission on March 31, 2006, which could materially affect the
Companys business, financial condition or future operating results. The risks described in the Companys Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or
that we currently deem to be immaterial also may materially adversely affect the Companys business, financial condition or future operating results.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. Exhibits



|         |  |                                                                                                                                                                                                                   
|-------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibits |  |                                                                                                                                                                                                                   
|31.1     |  | Certification of Chief Executive Officer pursuant to Rule 13a14(a) or 15d14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the
SarbanesOxley Act of 2002.                    
|         | 
|31.2     |  | Certification of Chief Financial Officer pursuant to Rule 13a14(a) or 15d14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the
SarbanesOxley Act of 2002.                    
|         | 
|32.1     |  | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the SarbanesOxley Act of 2002, executed by Daniel J. OLeary, President and Chief Executive
Officer of Edgen Corporation.
|         | 
|32.2     |  | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the SarbanesOxley Act of 2002, executed by David L. Laxton, III, Chief Financial Officer of Edgen
Corporation.           



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SIGNATURES

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, thereunto duly authorized.



|                   |  |                   |  |                                      
|------------------ |  | ----------------- |  | -------------------------------------
|                   |  | EDGEN CORPORATION
|                   |  |                  
|Date: May 15, 2006 |  | By:               |  | /s/ DANIEL J. OLEARY                
|                   |  |                   |  | Daniel J. OLeary                    
|                   |  |                   |  | President and Chief Executive Officer
|                   |  |                  
|Date: May 15, 2006 |  | By:               |  | /s/ DAVID L. LAXTON, III             
|                   |  |                   |  | David L. Laxton, III                 
|                   |  |                   |  | Chief Financial Officer              



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INDEX TO EXHIBITS



|            |  |                                                                                                                                                                                                                   
|----------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Description                                                                                                                                                                                                       
|31.1       |  | Certification of Chief Executive Officer pursuant to Rule 13a14(a) or 15d14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the
SarbanesOxley Act of 2002.                    
|            | 
|31.2       |  | Certification of Chief Financial Officer pursuant to Rule 13a14(a) or 15d14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the
SarbanesOxley Act of 2002.                    
|            | 
|32.1       |  | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the SarbanesOxley Act of 2002, executed by Daniel J. OLeary, President and Chief Executive
Officer of Edgen Corporation.
|            | 
|32.2       |  | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the SarbanesOxley Act of 2002, executed by David L. Laxton, III, Chief Financial Officer of Edgen
Corporation.           

---

| | Filed herewith.
|- | ---------------



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