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                                                                    Exhibit 10.1

                      EMPLOYMENT AND NON-COMPETE AGREEMENT

         THIS AGREEMENT is made and entered into as of the 26th day of April
2004, by and between Metal Management, Inc., a Delaware corporation ("COMPANY"),
and Joseph P. Reinmann ("EMPLOYEE").

                                    RECITALS

A.       Company desires to enter into this Agreement with Employee and Employee
         desires to enter into an employment agreement with Company, subject to
         and upon the terms and conditions set forth below.

B.       During Employee's employment by Company, Employee will receive and have
         access to proprietary and confidential information, which is a highly
         valuable and unique asset of Company's business, and the disclosure by
         Employee of any proprietary and/or confidential information of Company
         contrary to this Agreement would cause permanent, incalculable and
         irreparable injury and damage to Company.

C.       Employee will also receive specialized knowledge and/or training in
         Company's business, at considerable time and expense to Company, and
         through such training Employee will have the opportunity to gain close
         knowledge of and possible influence over customers of Company, and will
         in such capacity possess the goodwill of Company, and this Agreement is
         necessary to protect Company against unfair loss of said customers,
         employees and/or goodwill.

D.       Company has made a significant investment in its workforce, including
         valuable training, and this Agreement is necessary to protect Company
         against unfair loss of its employees.

                                    AGREEMENT

         THEREFORE, in consideration of the premises and the mutual covenants
and provisions hereinafter set forth, Company and Employee agree as follows:

1.       CERTAIN DEFINITIONS.

         1.1      DEFINITION OF COMPANY. "COMPANY" means Metal Management, Inc.
                  and/or any of its successors and assigns and any of its
                  present or future subsidiaries or organizations controlled by
                  it, controlling it, or under common control with it.

         1.2      DEFINITION OF CONFIDENTIAL INFORMATION. "CONFIDENTIAL
                  INFORMATION" includes, but is not limited to, information,
                  data, media, records and documents concerning (a) Company's
                  services, products, equipment, processes, systems, programs or
                  methods of operation; (b) Company's financial affairs, its
                  employees and/or the scope of their work; (c) Company's past,
                  present or future clients, and/or the development, business
                  needs or activities of Company's customers and/or suppliers
                  and their dealings with Company; and (d) any other proprietary
                  and/or confidential information of Company.

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2.       EMPLOYMENT AND TERM.

         2.1      NATURE OF EMPLOYMENT. Company hereby agrees to employ Employee
                  and Employee hereby accepts such employment by Company,
                  subject to and upon the terms and conditions hereinafter set
                  forth.

         2.2      TERM OF EMPLOYMENT. This Agreement shall be effective
                  commencing, and Employee shall commence employment with
                  Company, on May 17, 2004 (the "COMMENCEMENT DATE"), and shall
                  continue in effect until terminated in accordance with the
                  terms hereunder.

         2.3      LOCATION OF EMPLOYMENT. Employee's duties under this Agreement
                  shall be performed for Company principally in the Chicago,
                  Illinois area, with periodic trips to other operations,
                  customers and corporate meetings of Company, as may be
                  requested by Company.

3.       DUTIES AND RESPONSIBILITIES OF EMPLOYEE .

         3.1      DUTIES AND RESPONSIBILITIES. Employee shall serve as Executive
                  Vice President, Non-Ferrous of Company, reporting to the
                  President of Company, and shall faithfully and diligently
                  render such services and perform such related duties and
                  responsibilities as are customarily performed by a person
                  holding such position and as otherwise may from time to time
                  be reasonably assigned to Employee by Company. Employee shall
                  not be authorized to enter into any agreement or contract on
                  behalf of Company, or to commit Company to any obligation,
                  other than in the normal, usual and ordinary course of
                  Company's business, without the prior approval of Company.

         3.2      EFFORTS OF EMPLOYEE. Employee shall devote and use Employee's
                  best skills and efforts and all of Employee's working time to
                  serve in and perform the duties of the position for which
                  Employee is hired and any other duties as directed or assigned
                  by Company. Notwithstanding the above, the Employee shall be
                  permitted to (i) manage his personal, financial and legal
                  affairs and (ii) serve on civic or charitable boards or
                  committees. Subject to the terms and conditions set forth
                  herein, Employee's position, job title, job duties and
                  compensation may change depending on the business
                  circumstances of Company, as determined by Company. This
                  Agreement does not guarantee Employee continued employment for
                  any specific period of time, or any specific position and/or
                  title with Company.

4.       COMPENSATION.

         4.1      SALARY. During the term hereof, Company shall pay to Employee
                  as an annual salary the amount of $235,000.00 ("SALARY"),
                  subject to applicable withholdings. The Salary shall be
                  payable through and in accordance with Company's normal
                  payroll practices during each year. The Salary shall not be
                  reduced but may be increased annually in the sole discretion
                  of Company. Company would not have agreed to employ Employee
                  but for Employee's agreeing to the terms and


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                  conditions of this Agreement. The consideration set forth in
                  this Agreement, including in this Section 4 and in Section
                  5.6, is sufficient and valid consideration to support
                  Employee's obligations set forth in this Agreement.

         4.2      BONUSES.

                  (A)      SIGNING BONUS. Company shall, subject to applicable
                           withholdings, pay Employee a signing bonus promptly
                           after the Commencement Date equal to $50,000.00.

                  (B)      ANNUAL BONUS. In addition to Salary, Employee shall
                           be entitled to participate in the "RONA Plan", which
                           is Company's current annual bonus program, and/or
                           such other bonus programs in place from time to time
                           as Company, in its sole discretion, deems
                           appropriate; provided, however, that Employee shall
                           receive a bonus payment for the fiscal year ending
                           March 31, 2005 equal to the greater of (i) the bonus
                           payment payable to Employee under the "RONA Plan",
                           based on payments equal to 25% ("threshold"), 50%
                           ("target") or 75% ("maximum") of Salary, as provided
                           under such "RONA Plan" and (ii) an amount equal to
                           $141,000.00.

         4.3      RELOCATION EXPENSES. Employee's normal and reasonable moving
                  and transportation expenses from Cincinnati, Ohio to Chicago,
                  Illinois shall be paid by Company. Reasonable moving expenses
                  cover packing and unpacking and transportation of normal
                  household articles, but shall not include shipping of
                  automobiles, from Employee's residence in Cincinnati, Ohio to
                  Chicago, Illinois. Additionally, Company shall reimburse
                  reasonable closing costs and realtor commissions (but
                  excluding points, loan discount fees and taxes) for the sale
                  and purchase of Employee's primary residence. Employee will
                  also receive a one-time tax gross-up of all closing and moving
                  expenses reimbursed by Company that are taxed under federal or
                  state tax laws.

         4.4      MEDICAL, LIFE AND DISABILITY INSURANCE. Employee shall be
                  eligible to participate, on the same basis as other similarly
                  situated executives of the Company, in the medical, life and
                  disability insurance policies maintained by Company for the
                  benefit of full-time, salaried employees of Company, upon the
                  terms and conditions of such insurance policies.

         4.5      BENEFITS PLANS. Employee shall be eligible to participate, on
                  the same basis as other similarly situated executives in the
                  Company, in any retirement plan, 401k plan, profit-sharing
                  plan, defined benefit plan and/or incentive stock option plan
                  maintained by Company for the benefit of full-time, salaried
                  employees of Company, upon the terms and conditions of such
                  plans; provided, however, that this provision shall not
                  guarantee or otherwise entitle Employee to receive any
                  compensation, grants or other payments under any such plans,
                  all of which shall be at the sole discretion of the Company.

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         4.6      VACATIONS. Employee shall be entitled to four weeks paid
                  vacation per year. Unused vacation shall expire at the end of
                  each calendar year.

         4.7      REIMBURSEMENT OF EXPENSES. Employee shall be entitled to be
                  reimbursed for all reasonable, documented, lawful expenses
                  incurred by Employee in the performance of Employee's duties
                  hereunder, within a reasonable time (and consistent with the
                  Company's reimbursement policies) following the presentation
                  by Employee of appropriate invoices to Company.

         4.8      CAR ALLOWANCE. Company will provide Employee with a monthly
                  car allowance of $1,000.00 per month, subject to applicable
                  withholdings.

         4.9      OPTIONS. Upon execution and delivery of this Agreement by
                  Company and Employee, Employee shall be granted the following
                  non-incentive stock options ("OPTIONS") to purchase shares of
                  Company's common stock, par value $0.01 per share ("COMPANY
                  STOCK"), pursuant to the terms of the Metal Management, Inc.
                  2002 Incentive Stock Plan (the "PLAN"): (i) 5,000 shares of
                  Company Stock at an exercise price per share equal to 110% of
                  the closing price of Company Stock on the Commencement Date;
                  (ii) 5,000 shares of Company Stock at an exercise price per
                  share equal to 150% of the exercise price of the Options
                  described in clause (i) of this Section 4.9; and (iii) 5,000
                  shares of Company Stock at an exercise price per share equal
                  to 200% of the exercise price of the Options described in
                  clause (i) of this Section 4.9. Employee's interest in
                  one-fifth of each grant of Options set forth in clauses (i),
                  (ii) and (iii) of this Section 4.9 shall vest on March 31,
                  2005, provided Employee is still employed by Company on such
                  date, Employee's interest in an additional one-fifth of each
                  such Options set forth in clauses (i), (ii) and (iii) of this
                  Section 4.9 shall vest on each of the next four subsequent
                  anniversaries of such date provided Employee is still employed
                  by Company on such anniversary date. All the terms and
                  conditions to such grants shall be set forth for Employee in
                  certificates in accordance with the terms of the Plan.

5.       TERMINATION.

         5.1      CAUSE. Company may terminate Employee's employment at any time
                  for Cause. For purposes of this Agreement, "CAUSE" shall
                  include, but is not limited to, the following circumstances:

                  (A)      Employee knowingly participates or engages in any act
                           of fraud, embezzlement or theft (regardless of
                           whether any such act results in a criminal
                           prosecution or conviction but shall not include mere
                           allegations of fraud, embezzlement or theft);

                  (B)      Employee willfully damages the property of Company or
                           acts in any material manner in conflict with the best
                           interest's of Company;

                  (C)      Employee is convicted of any misdemeanor involving an
                           act of dishonesty or breach of trust or any felony;

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                  (D)      Employee has been insubordinate, refuses or fails to
                           perform the duties assigned to Employee or is grossly
                           negligent in the performance of such duties; or

                  (E)      Employee has materially breached any provision of
                           this Agreement.

                  Any termination of Employee's employment by Company for Cause
                  shall not limit or preclude any other right or remedy Company
                  may have under this Agreement or otherwise. In the event of
                  termination of Employee's employment by Company for Cause,
                  Employee shall be entitled to receive Employee's accrued and
                  unpaid Salary, accrued, unpaid and unexpired vacation,
                  non-forfeitable restricted stock and unreimbursed business
                  expenses through the date of termination, but shall not be
                  entitled to any further salary, additional compensation or
                  other payments, rights or benefits under or in connection with
                  this Agreement after the termination date.

         5.2      DEATH OR PERMANENT DISABILITY. In the event of Employee's
                  death or Permanent Disability occurring during the term of
                  this Agreement, this Agreement shall be deemed terminated and
                  Employee or Employee's estate, as the case may be, shall be
                  entitled to receive Employee's accrued and unpaid Salary,
                  accrued, unpaid and unexpired vacation, non-forfeitable
                  restricted stock and unreimbursed business expenses through
                  the date of termination, but shall not be entitled to any
                  further salary, additional compensation or other payments,
                  rights or benefits under or in connection with this Agreement
                  after the termination date. A "PERMANENT DISABILITY" shall be
                  deemed to have occurred after 120 days in the aggregate during
                  any 12-month period or after 90 consecutive days during which
                  Employee, by reason of a physical or mental injury, disability
                  or illness (as determined by a reputable physician mutually
                  acceptable to Company and Employee), shall have been unable to
                  discharge fully Employee's duties under this Agreement. In the
                  event Employee suffers a physical or mental injury, disability
                  or illness that results in Employee being unable to discharge
                  fully Employee's duties under this Agreement, but such injury,
                  disability or illness is not of a duration sufficient to be
                  considered a Permanent Disability hereunder, any obligation of
                  Company to make payments to Employee pursuant to this
                  Agreement shall be offset by the amount of any payments that
                  Employee receives pursuant to any short-term disability plan
                  of Company, including but not limited to any payments received
                  under a disability insurance policy described in Section 4.4
                  above. Notwithstanding anything herein to the contrary, the
                  Options, to the extent not previously vested, shall fully vest
                  and become non-forfeitable in the event of Employee's death or
                  Permanent Disability.

         5.3      GOOD REASON. Subject to the provisions of Section 5.6 below,
                  Employee may terminate Employee's employment with Company at
                  any time for Good Reason. For purposes of this Agreement,
                  "GOOD REASON" shall mean (i) the willful and continued failure
                  by Company to substantially perform its material obligations
                  under this Agreement after a demand for substantial
                  performance is delivered to Company by Employee that
                  specifically identifies the manner in which Employee


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                  believes that Company has not substantially performed its
                  material obligations hereunder, and Company fails to resume
                  substantial performance of its material obligations on a
                  continuous basis within 14 days after receiving such demand;
                  provided, that if it is not reasonably possible for Company to
                  resume such substantial performance within such 14-day time
                  period, then such time period shall be extended to that
                  minimum period of time during which it is reasonably possible
                  for Company to resume such substantial performance, not to
                  exceed 90 days from such demand, (ii) the assignment to
                  Employee of duties and responsibilities materially
                  inconsistent with Employee's title, position and authority as
                  contemplated in Section 3.1 herein (other than, and to the
                  extent necessary. to avoid a breach of the Confidentiality
                  Agreement (as defined below)) or (iii) the requirement that
                  Employee relocate to a location more than 100 miles from
                  Chicago, Illinois (other than in connection with a relocation
                  of Company's headquarters).

         5.4      TERMINATION WITHOUT CAUSE. Subject to the provisions of
                  Section 5.6 below, Company may terminate Employee's employment
                  at any time prior to this Agreement's then scheduled
                  expiration date without Cause upon two weeks' notice.

         5.5      TERMINATION WITHOUT GOOD REASON. Employee may terminate
                  Employee's employment at any time prior to this Agreement's
                  then scheduled expiration date without Good Reason. In the
                  event of such termination by Employee, Employee shall be
                  entitled to receive Employee's accrued and unpaid Salary,
                  accrued, unpaid and unexpired vacation, non-forfeitable
                  restricted stock and unreimbursed business expenses through
                  the date of termination, but shall not be entitled to any
                  further salary, additional compensation or other payments,
                  rights or benefits under or in connection with this Agreement
                  after the termination date.

         5.6      SEVERANCE. In the event that Employee's employment is
                  terminated by Company (other than for Cause) or is terminated
                  by Employee for Good Reason, then all Options, to the extent
                  not previously vested, shall fully vest and become
                  non-forfeitable and Employee shall be entitled to applicable
                  benefits as provided for in Sections 4.4, 4.5 and 4.6 through
                  the date of termination and shall be entitled to severance by
                  continuing payment of Employee's Salary (as in effect on the
                  date of termination) through Company's existing payroll
                  practices and applicable benefits provided in Section 4.4
                  herein for a period equal to the 12 months following such
                  termination, but shall not be entitled to any further salary,
                  additional compensation or other payments, rights or benefits
                  under or in connection with this Agreement after the
                  termination date. No severance shall be paid in the event
                  that:

                  (A)      this Agreement is terminated by Company for Cause;

                  (B)      this Agreement is terminated by the death or
                           Permanent Disability of Employee; or

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                  (C)      this Agreement is terminated by Employee other than
                           for Good Reason.

6.       EMPLOYEE'S ASSURANCES.

         6.1      Except for that certain Confidentiality and Non-Competition
                  Agreement, dated as of August 1, 2000 (the "CONFIDENTIALITY
                  AGREEMENT"), between the David J. Joseph Company and Employee,
                  Employee is not under any contractual agreement, including any
                  with a former employer, that would conflict with or in any way
                  prevent Employee from entering into this Agreement or from
                  performing any and all of Employee's duties assigned by
                  Company, including contacting any customers or prospective
                  customers.

         6.2      Employee will not and the Company will not require Employee to
                  utilize any proprietary or confidential materials or
                  information of any former employer while performing Employee's
                  duties for Company. Proprietary or confidential information
                  does not include general skills or knowledge generally known
                  or available to others.

7.       NON-DISCLOSURE/CONFIDENTIALITY.

         7.1      Employee will keep secret, confidential and inviolate and not
                  disclose, either during or after Employee's employment by
                  Company, any proprietary or confidential information or
                  business secret of Company including, without limitation those
                  relating to: (a) Company's current, past or future business
                  plans; (b) the business, conduct, or operations of Company;
                  (c) any methods or ways of doing business used in the
                  engineering, manufacturing, production and/or marketing of
                  Company's products or services; (d) the existence or
                  betterment of, or possible new uses or applications for, any
                  such products or services; or (e) Company's customer lists,
                  pricing formulas and purchasing information or policies.

         7.2      Upon leaving the employ of Company for any reason, the
                  Employee shall promptly return to Company any and all manuals,
                  notes, plans, computer files, and other media, customer lists
                  or other records, price sheets, reports, proposals, technical
                  information, and reproductions thereof, which relate in any
                  way to Company's operations, business assets, employee files
                  or records, or any of the foregoing items covered by this
                  paragraph.

         7.3      Any and all confidential information which Employee will have
                  access to, use or create during Employee's employment with
                  Company is and shall at all times remain the sole and
                  exclusive property of Company. Employee shall and hereby does
                  assign to Company any right, title or interest Employee may
                  have in such confidential information and to all confidential
                  information, inventions, improvements, and developments,
                  patentable or unpatentable ("ASSIGNMENTS"), which, during
                  Employee's employment with Company, Employee has made or
                  conceived or hereafter may make or conceive, either solely or
                  jointly with others (a) with the use of Company's time,
                  equipment, materials, supplies, facilities,


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                  trade secrets or Confidential Information, (b) resulting from
                  or suggested by Employee's work for Company or (c) in any way
                  relating to any subject matter within the existing or
                  contemplated business of Company. All such inventions,
                  improvements and developments shall automatically and
                  immediately be deemed to be the property of Company as soon as
                  made or conceived. This Assignment includes all rights to sue
                  for all infringements, including those which may have occurred
                  before this Assignment.

         7.4      If Employee is asked by Company, Employee will (at Company's
                  expense) do all things and sign all documents reasonably
                  requested by Company to eliminate any ambiguity as to the
                  rights of Company in the Assignments, including but not
                  limited to providing Employee's full cooperation to Company in
                  the event of any litigation to protect, establish, or obtain
                  such rights of Company.

         7.5      Employee agrees to disclose promptly to Company all
                  inventions, improvements and developments relating to the
                  Assignment when made or conceived. Upon termination of
                  Employee's employment for any reason, Employee shall
                  immediately give to Company all written, computerized or other
                  records of such inventions, improvements, and developments
                  relating to the Assignment, and make full disclosure thereof
                  to Company, whether or not they have been reduced to writing.

         7.6      This Section 7 does not waive or transfer to the Company any
                  of Employee's rights to any invention for which no equipment,
                  supplies, facility, or trade secret or confidential
                  information of Company was used and which was developed
                  entirely on Employee's own time, unless the invention relates
                  to the business of Company, or to Company's actual or
                  demonstrably anticipated research or development, or the
                  invention results from any work that Employee performed for
                  Company during the term of Employee's employment relationship
                  with Company.

8.       BUSINESS PRESERVATION.

         8.1      Each of the provisions of this Agreement are reasonable and
                  necessary to preserve and protect the legitimate business
                  interests of Company, including its customer relationships,
                  confidential information and the training which will be given
                  to Employee, its present and potential business activities,
                  and the economic benefits derived therefrom; they will not
                  prevent Employee from earning a livelihood in Employee's
                  chosen business and are not an undue restraint on the trade of
                  Employee, or any of the public interests which may be
                  involved.

         8.2      The relationships between Company and its customers, the
                  confidential and proprietary information to which Employee
                  will have access, and the goodwill of Company and its customer
                  relationships that the Employee will enjoy while employed by
                  Company are significant and valuable to Company.

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         8.3      Because of Company's valuable interest in its customer
                  relationships, during Employee's employment and for a period
                  of 24 months following Employee's termination of employment
                  with Company for any reason, Employee will not directly or
                  indirectly solicit scrap or usable iron, scrap or usable steel
                  and/or any other ferrous and/or non-ferrous scrap or usable
                  metal and/or scrap or usable metal alloy business, and/or
                  directly or indirectly purchase, collect, deliver, distribute,
                  haul, process, toll, supply, broker, shred, shear, torch, cold
                  briquette, bundle, recycle and/or otherwise handle scrap or
                  usable iron, scrap or usable steel and/or other ferrous and/or
                  non-ferrous scrap or usable metal or scrap or usable metal
                  alloy, from any person, company, partnership, corporation or
                  other entity that does business with Company or any of its
                  divisions, subsidiaries, parent, affiliates or successors, or
                  any other person or entity that is, as of the time of the
                  termination of Employee's employment or the immediate one-year
                  period prior to such termination, a customer or supplier of
                  Company with or about whom Employee has had any dealings,
                  contact or knowledge through Employee's employment with
                  Company.

         8.4      In order to protect Company's relationships with its
                  employees, during Employee's employment and for a period of 24
                  months thereafter, Employee will not solicit, encourage or
                  have contact with any of Company's employees for the purpose
                  of encouraging them to end their employment with Company
                  and/or to join Employee as a partner, agent, employee or
                  otherwise in a business venture or other business
                  relationship.

         8.5      During Employee's employment and for an 24 month period
                  following employee's termination of employment with Company
                  for any reason, Employee will not in any capacity related to
                  Employee's duties while employed by Company and will not
                  otherwise, directly or indirectly, engage in demolition or
                  stevedoring services or provide services to or for any person
                  or entity that collects processes, distributes or otherwise
                  handles items Company collects, processes, distributes or
                  otherwise handles (including as described in Section 8.3
                  above) or otherwise competes with Company in any way. This
                  restriction is limited to the geographic area that is within a
                  150 mile radius of each facility of Company. Also, this
                  restriction is specifically limited to protect Company's
                  legitimate and protectible interests and this limited
                  restriction will not prevent Employee from obtaining
                  employment in other aspects of the scrap or usable iron, steel
                  or ferrous or non-ferrous metal industry.

         8.6      In the event Employee breaches any portion of this Section 8,
                  the 24-month period contained herein shall be extended by the
                  period of time in which the Employee has breached this Section
                  8.

9.       INJUNCTIVE RELIEF. A breach of any of the covenants herein contained
         would cause irreparable harm to Company's business and monetary damages
         would be difficult or impossible to ascertain and will not afford an
         adequate remedy. Therefore, in the event of any such breach, or
         threatened breach, in addition to such other remedies which may


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         be provided by law, Company shall have the right to specific
         performance of the covenants herein contained by way of temporary
         and/or permanent injunctive relief.

10.      MODIFICATION OR WAIVER.

         10.1     No modification of this Compete Agreement or waiver of any
                  terms or conditions hereof shall be valid unless in writing
                  and duly executed by the president of Company or by Employee
                  if Employee is the party to be charged therewith, and no
                  evidence of any waiver or modification shall be offered or
                  received in evidence in any proceeding, arbitration or
                  litigation between the parties hereto arising out of or
                  affecting this Agreement or the rights or obligations of the
                  parties hereunder, unless such waiver or modification is in
                  writing, duly executed as aforesaid.

         10.2     The failure in any one or more instances of a party to insist
                  on performance of any of the terms or conditions of this
                  Agreement or to exercise any right or privilege in this
                  Agreement conferred, or the waiver by either party of a breach
                  of any of the terms or conditions of this Agreement shall not
                  be construed as a subsequent waiver of any such term,
                  condition, right or privilege.

11.      ATTORNEYS' FEES AND COSTS. If any contest or dispute shall arise
         between Company and Employee regarding any provision of this Agreement,
         (i) Company shall reimburse Employee for all legal fees and expenses
         reasonably incurred by Employee in connection with such contest or
         dispute if the Employee prevails to a substantial extent with respect
         to Employee's claims brought and pursued in connection with such
         contest or dispute and (ii) Employee shall reimburse Company for all
         legal fees and expenses reasonably incurred by Company in connection
         with such contest or dispute if Company prevails to a substantial
         extent with respect to Company's claims brought and pursued in
         connection with such contest or dispute. Such reimbursement shall be
         made as soon as practicable following the resolution of such contest or
         dispute (whether or not appealed) to the extent the reimbursing party
         receives reasonable written evidence of such fees and expenses.

12.      EMPLOYMENT. Nothing contained in this Agreement is intended to alter
         the fact that Employee's employment shall be at-will, and it is
         expressly understood that, subject to the terms and conditions of this
         Agreement, either Company or the Employee may terminate the employment
         relationship at any time for any reason.

13.      SEVERABILITY. The language of all parts of this Agreement shall in all
         cases be construed as a whole, according to its fair meaning. The
         parties believe the time restrictions herein to be reasonable to
         protect business activity. However, in the event that a court of
         competent jurisdiction deems any provision hereof to be unreasonable,
         void or unenforceable, such provision(s) shall be deemed severed from
         the remainder of the Agreement, which at the sole discretion of Company
         shall continue in all other respects to be valid and enforceable.

14.      SURVIVAL. The parties expressly acknowledge and agree that the
         provisions set forth in Sections 6 through 20 of this Agreement that by
         their express or implied terms extend


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         beyond the expiration of this Agreement or the termination of
         Employee's employment under this Agreement shall continue in full force
         and effect, notwithstanding Employee's termination of employment under
         this Agreement or the termination of this Agreement.

15.      COMPLETE AGREEMENT. This Agreement sets forth all of the terms and
         conditions of the agreement between the Parties concerning the subject
         matter hereof and any prior oral communications are superseded by this
         Agreement.

16.      BINDING EFFECT/APPLICABLE LAW. This Agreement and all of Employee's
         obligations arising under it shall be governed by, and construed under
         the law of the State of Illinois; shall survive the termination of
         Employee's employment regardless of the manner of such termination; and
         shall be binding upon Employee's heirs, executors and administrators.
         The parties agree that any suit, action or proceeding with respect to
         this Agreement shall be brought in the courts of Cook County of the
         State of Illinois or in the U.S. District Court located in the Cook
         County of the State of Illinois. The parties hereto hereby accept the
         exclusive jurisdiction of those courts for the purpose of any such
         suit, action or proceeding. The parties hereto hereby irrevocably
         waive, to the fullest extent permitted by law, any objection that any
         of them may now or hereafter have to delaying of venue of any suit,
         action or proceeding arising out of or relating to this Agreement or
         any judgment entered by any court in respect thereof brought in the
         State of Illinois and hereby further irrevocably waive any claim that
         any such suit, action or proceeding brought in the State of Illinois
         has been brought in an inconvenient forum.

17.      AMENDMENT. This Agreement may not be altered, amended or modified
         except in writing signed by the parties.

18.      BENEFIT. This Agreement shall be binding upon and inure to the benefit
         of the parties and their respective heirs, personal representatives,
         successors and assigns.

19.      NOTICE. Any notice or other communication required or permitted to be
         given to a party pursuant to this Agreement shall be in writing and
         shall be determined to have been duly given when delivered personally
         or sent by Unites States certified or registered mail, return receipt
         requested, postage prepaid, as follows:

                  As to Company:   Metal Management, Inc.
                                   500 North Dearborn Street
                                   Suite 405
                                   Chicago, Illinois 60610
                                   Attention: Chief Executive Officer

                  With a copy to:  King & Spalding LLP
                                   1185 Avenue of the Americas
                                   New York, New York 10036
                                   Attention: E. William Bates, II

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                  As to Employee:  Joseph P. Reinmann
                                   680 Springhill Lane
                                   Cincinnati, Ohio 45226

                  With a copy to:  Christopher M. George
                                   Goldberg & Simspon, P.S.C.
                                   3000 National City Tower
                                   101 S. Fifth Street
                                   Louisville, Kentucky 40202

         Either party may change such party's address for the purpose of this
         Section 19 by written notice given in the manner herein provided. In
         the event of notice by certified or registered mail, such notice shall
         be effective upon receipt or refusal to receive.

20.      OPPORTUNITY TO REVIEW. Employee was given this Agreement on April 20,
         2004 and had the opportunity to consult with an attorney regarding the
         restrictions in this Agreement and Company and Employee have engaged in
         negotiations over the terms of this Agreement prior to Employee's
         execution of this Agreement. Employee shall not be hired unless
         Employee executes and returns this Agreement to Company on or before
         April 27, 2004 (or such later date as may be requested by Employee and
         agreed to by Company in its sole discretion).


                                       12
<PAGE>

         IN WITNESS WHEREOF, the parties have hereunto set their hands as of the
date first above written.

                                            METAL MANAGEMENT, INC.


                                            By
                                               ---------------------------------
                                               Michael W. Tryon
                                               President


                                            EMPLOYEE



                                            ------------------------------------
                                                    Joseph P. Reinmann