SECOND AMENDMENT TO POST-PETITION CREDIT AGREEMENT

     This SECOND AMENDMENT TO POST-PETITION  CREDIT AGREEMENT (this "Agreement")
is  entered  into as of this 31st day of  March,  2005,  by and  among  KEYSTONE
CONSOLIDATED  INDUSTRIES,  INC. ("Keystone"),  DESOTO ENVIRONMENTAL  MANAGEMENT,
INC., FV STEEL AND WIRE COMPANY,  J.L.  PRESCOTT  COMPANY,  SHERMAN WIRE COMPANY
(f/k/a DESOTO,  INC.), and SHERMAN WIRE OF CALDWELL,  INC., each as a debtor and
debtor-in-possession  in the  Cases  (defined  below)  (each  a  "Debtor,"  and,
collectively,  the "Debtors"),  and CONGRESS FINANCIAL CORPORATION (CENTRAL), as
lender ("Lender"). Unless otherwise specified, the capitalized terms used herein
shall  have  the  meanings  ascribed  to them in the  Assumption  Agreement  and
Amendment (defined below).

                                    RECITALS

     A. Keystone,  as  pre-petition  debtor,  and Lender are parties to (i) that
certain Amended and Restated Revolving Loan and Security Agreement,  dated as of
December 29, 1995 (as amended,  modified,  restated or supplemented prior to the
date hereof, the "Pre-Petition Credit Agreement"),  and (ii) the other Financing
Agreements,  as defined in the Pre-Petition Credit Agreement (all such Financing
Agreements,  together with the Pre-Petition  Credit  Agreement,  in each case as
amended,  modified,  restated or supplemented prior to the date hereof or by any
other  amendment  executed  on or  after  the  date  hereof,  collectively,  the
"Original Financing Agreements").

     B. Debtors have filed  petitions for relief under chapter 11 of title 11 of
the United States Code, 11 U.S.C.  ss.ss. 101, et seq. (the "Bankruptcy  Code"),
in the United States Bankruptcy Court for the Eastern District of Wisconsin (the
"Bankruptcy  Court"),  on  February  26,  2004 (the  "Petition  Date"),  Jointly
Administered Case No. 04-22421-SVK (the "Cases").

     C. The  commencement  of the Cases  constituted  an Event of Default  under
Section 10.1(g) the Pre-Petition Credit Agreement.

     D. In order to continue their operations as debtors-in-possession under the
Bankruptcy  Code, the Debtors  requested  that Lender make certain  postpetition
secured  loans to Keystone (the "DIP  Financing").  Lender has provided such DIP
Financing to Keystone on and after the Petition  Date  pursuant to the terms and
conditions of (a) the Assumption Agreement and Amendment to Financing Agreements
entered  into as of  February  27,  2004 by and among the Lender and the Debtors
(the  "Assumption  Agreement  and  Amendment"),   (b)  the  Pre-Petition  Credit
Agreement  and the other  Original  Financing  Agreements,  as  modified  by the
Assumption  Agreement and  Amendment  (the  Pre-Petition  Credit  Agreement,  as
modified by the Assumption Agreement and Amendment and by the First Amendment to
Post-Petition Credit Agreement dated as of December 10, 2004, the "Post-Petition
Credit Agreement") and (c) the Final Order (1) Authorizing Keystone Consolidated
Industries,  Inc.,  as  Debtor-in-Possession,  to  Incur  Post-Petition  Secured
Indebtedness, (2) Granting Security Interests and Priority Pursuant to 11 U.S.C.
ss. 364 and (3)  Modifying  Automatic  Stay entered by the  Bankruptcy  Court on
March 15, 2004 (the "Financing Order").

     E.  Subject to the terms and  conditions  of this  Agreement  and the other
agreements  executed in connection  herewith,  if any,  Lender has agreed to the
Post-Petition Credit Agreement as set forth herein.

     NOW,  THEREFORE,  in  consideration  of the  foregoing,  the  covenants and
conditions  contained  herein and other  good and  valuable  consideration,  the
receipt and  sufficiency  of which are hereby  acknowledged,  the parties hereto
agree as follows:

SECTION 1.        Amendment.

     (a)  Subsection  12.1(a) of the  Post-Petition  Credit  Agreement is hereby
amended and restated to in its entirety to read as follows:

          "(a) This Agreement and the other Financing  Agreements shall continue
     in full force and effect for a term ending on the date  September  30, 2005
     (the "Renewal Date").  Upon the Renewal Date or earlier  termination of the
     Financing   Agreements,   Borrower  shall  pay  to  Lender,  in  full,  all
     outstanding  and unpaid  Obligations  and shall furnish cash  collateral to
     Lender in such amounts as Lender  determines  are  reasonably  necessary to
     secure Lender from loss, cost, damage or expense, including attorneys' fees
     and  legal  expenses,  in  connection  with  any  contingent   Obligations,
     including issued and outstanding Letter of Credit Accommodations and checks
     or other payments  provisionally  credited to the Obligations  and/or as to
     which Lender has not yet received final and indefeasible payment. Such cash
     collateral shall be remitted by wire transfer in Federal funds to such bank
     account of Lender,  as Lender may, in its discretion,  designate in writing
     to Borrower for such purpose. Interest shall be due until and including the
     next  business  day, if the amounts so paid by Borrower to the bank account
     designated  by Lender are  received in such bank  account  later than 12:00
     noon, Chicago time."

          SECTION 2. Covenants of Debtors.

     (a) By no later  than  April 5,  2005,  Debtors  shall file a motion in the
Cases with the Bankruptcy Court, in form and substance acceptable to the Lender,
seeking the Bankruptcy Court's approval of this Agreement nunc pro tunc to March
31, 2005 out of an abundance of caution.

     (b) By no later than April 29, 2005,  the Debtors  shall obtain an order of
the Bankruptcy Court, in form and substance acceptable to the Lender,  approving
this Agreement nunc pro tunc to March 31, 2005.

     (c) Debtors  acknowledge and agree that Debtors' failure to comply with any
of the covenants,  agreements,  representation,  warranties and  obligations set
forth  in this  Agreement  shall  constitute  an  Event  of  Default  under  the
Post-Petition Credit Agreement.

     SECTION 3. Representations and Warranties of Debtors.

     To induce Lender to execute and deliver this Agreement,  Debtors  represent
and warrant that:

     (a) The  execution,  delivery and  performance by Debtors of this Agreement
and all  documents  and  instruments  delivered in  connection  herewith and the
Post-Petition Credit Agreement and all other Financing Agreements have been duly
authorized,  executed and  delivered,  and this  Agreement and all documents and
instruments  delivered  in  connection  herewith  and the  Post-Petition  Credit
Agreement  and all other  Financing  Agreements  are  legal,  valid and  binding
obligations of Debtors that are a party thereto, enforceable against the Debtors
in accordance with its respective terms,  except as the enforcement  thereof may
be  subject  to  general  principles  of  equity  (regardless  of  whether  such
enforcement is sought in a proceeding in equity or at law);

     (b) No Default or Event of Default has occurred and is continuing  and each
of the  representations  and warranties  contained in the  Post-Petition  Credit
Agreement and the other Financing Agreements is true and correct in all material
respects on and as of the date hereof as if made on the date  hereof,  except to
the extent  that such  representations  and  warranties  expressly  relate to an
earlier date, in which case such  representations  and warranties  shall be true
and correct as of such earlier date, and each of the agreements and covenants in
the Financing Agreements are hereby reaffirmed with the same force and effect as
if each were separately stated herein and made as of the date hereof;

     (c) Neither the execution,  delivery and  performance of this Agreement and
all  documents  and  instruments   delivered  in  connection  herewith  nor  the
consummation of the  transactions  contemplated  hereby or thereby does or shall
contravene,  result in a breach of, or violate (i) any  provision  of any of the
Debtors' governing documents, (ii) any law or regulation, or any order or decree
of any court or government  instrumentality  or (iii) any  indenture,  mortgage,
deed of trust,  lease,  agreement or other  instrument  to which any Debtor is a
party or by which any Debtor or any of its property is bound;

     (d)  Lender's  security  interests in the  Collateral  and the Congress DIP
Collateral (as defined in the Financing  Order)  continue to be valid,  binding,
and enforceable  first-priority  security interests which secure the Obligations
(subject  only to  encumbrances  permitted  by Section 9.8 of the  Post-Petition
Credit Agreement and ordering paragraph 6 of the Financing Order); and

     (e) No Debtor  has made or agreed  to make at any time any  payment  to any
other Person on account of the  transactions  contemplated  by this Agreement or
any other  agreements  related  thereto or required to be executed and delivered
thereby,  including,  but  not  limited  to,  any  holders  of the  Subordinated
Indebtedness.  No Debtor nor any  Affiliate  thereof has any  obligation  to any
Person in respect of any  finder's or  brokerage  fees in  connection  with this
Agreement or any other agreements related thereto or required to be executed and
delivered thereby.

     SECTION 4. Reference to and Effect Upon the Post-Petition Credit Agreement.

     (a) Except as expressly set forth herein, all terms, conditions, covenants,
representations and warranties  contained in the Post-Petition  Credit Agreement
or any other Financing  Agreement,  and all rights of Lender and all Obligations
of Debtors  thereunder,  shall remain in full force and effect.  Debtors  hereby
confirm  that  the  Post-Petition  Credit  Agreement  and  the  other  Financing
Agreements  are in full  force and  effect and that  Debtors  have no  defenses,
setoffs or  counterclaims  to the  Obligations  under the  Post-Petition  Credit
Agreement or any other Financing Agreement.

     (b) Except as  expressly  set forth  herein,  the  execution,  delivery and
effectiveness  of this  Agreement  and any consents and waivers set forth herein
shall not directly or indirectly (i) constitute a consent or waiver of any past,
present or future  violations  of any  provisions  of the  Post-Petition  Credit
Agreement or any other Financing  Agreement,  (ii) amend, modify or operate as a
waiver of any  provision  of the  Post-Petition  Credit  Agreement  or any other
Financing Agreement or any right, power or remedy of Lender thereunder, or (iii)
constitute a course of dealing or other basis for altering  any  Obligations  of
Debtors under the Financing Agreements or any other contract or instrument.

     (c) This Agreement shall constitute a Financing Agreement.

     SECTION 5. Costs and Expenses.  Debtors agree to promptly  reimburse Lender
on  demand  for all fees,  costs and  expenses  (including  the fees,  costs and
expenses  of counsel or other  consultants  or  advisors  retained by Lender) in
connection with the negotiation,  preparation and consummation of this Agreement
and the other agreements and documents  executed in connection  herewith and the
transactions contemplated hereby and thereby.

     SECTION 6.  Governing Law. Any dispute  between Lender and Debtors  arising
out  of,  connected  with,   related  to,  or  incidental  to  the  relationship
established between them in connection with this Agreement,  and whether arising
in contract, tort, equity or otherwise, shall be resolved in accordance with the
internal  laws  (and  not the  conflicts  of law  provisions)  of the  State  of
Illinois.

     SECTION 7. Headings. Section headings in this Agreement are included herein
for  convenience  of  reference  only and  shall not  constitute  a part of this
Agreement for any other purposes.

     SECTION  8.  Construction.  This  Agreement  and all other  agreements  and
documents executed in connection  therewith have been prepared through the joint
efforts of all of the parties.  Neither the  provisions of this Agreement or any
such  other  agreements  and  documents  nor  any  alleged  ambiguity  shall  be
interpreted  or  resolved  against  any party on the  ground  that such  party's
counsel drafted this Agreement or such other agreements and documents,  or based
on any other rule of strict construction.  Each of the parties hereto represents
and declares  that such party has  carefully  read this  Agreement and all other
agreements and documents executed in connection  therewith,  and that such party
knows the  contents  thereof  and signs the same  freely  and  voluntarily.  The
parties hereby  acknowledge  that they have been represented by legal counsel of
their own choosing in negotiations for and preparation of this Agreement and all
other agreements and documents executed in connection therewith and that each of
them has read the same and had their  contents  fully  explained by such counsel
and is fully aware of their contents and legal effect.

     SECTION 9.  Counterparts.  This  Agreement may be executed in any number of
counterparts,  each of which when so executed  shall be deemed an original,  but
all such  counterparts  shall  constitute one and the same  instrument,  and all
signatures need not appear on any one counterpart.  Any party hereto may execute
and  deliver  a  counterpart  of  this  Agreement  by  delivering  by  facsimile
transmission a signature page of this  Agreement  signed by such party,  and any
such  facsimile  signature  shall be treated in all  respects as having the same
effect as an original signature.  Any party delivering by facsimile transmission
a counterpart  executed by it shall promptly  thereafter also deliver a manually
signed counterpart of this Agreement.

     SECTION 10. Severability.  The invalidity,  illegality, or unenforceability
of any provision in or obligation under this Agreement in any jurisdiction shall
not affect or impair the validity,  legality, or enforceability of the remaining
provisions  or  obligations  under  this  Agreement  or  of  such  provision  or
obligation in any other jurisdiction.

     SECTION  11.  Time Of  Essence.  Time is of the  essence in the payment and
performance of each of the obligations of Debtors  hereunder and with respect to
all conditions to be satisfied by Debtors.

     SECTION 12. Further  Assurances.  Debtors agree to take all further actions
and  execute all further  documents  as Lender may from time to time  reasonably
request to carry out the transactions contemplated by this Agreement.

     SECTION 13.  Notices.  All  notices,  requests,  and demands to or upon the
respective  parties hereto shall be given in accordance with Section 12.2 of the
Post-Petition Credit Agreement.

     SECTION 14.  Effectiveness.  This Agreement  shall become  effective at the
time (the "Effective Date") that all of the following  conditions precedent have
been met (or waived) as determined by Agent in its sole discretion:

     (a) Agreement. Executed signature pages for this Agreement signed by Lender
and each of the Debtors shall have been delivered to Lender.

     (b)  Representations.  The representations and warranties  contained herein
shall be true and  correct in all  respects,  and no Event of Default or Default
shall exist on the date hereof.

     (c)  Other  Proceedings.  All  proceedings  taken  in  connection  with the
transactions contemplated by this Agreement and all documents,  instruments, and
other legal matters  incident  thereto shall be  satisfactory  to Lender and its
respective legal counsel.

     SECTION 15. Waiver Of Jury Trial.  DEBTORS AND LENDER WAIVE, TO THE FULLEST
EXTENT  PERMITTED  BY LAW,  ANY  RIGHT  THEY  MAY HAVE TO A TRIAL BY JURY OF ANY
CLAIM,  COUNTERCLAIM,  ACTION OR OTHER  PROCEEDING  ARISING UNDER OR RELATING TO
THIS AGREEMENT.

     SECTION 16. No Third Party  Beneficiaries.  This Agreement shall be binding
upon and inure to the benefit of Debtors, Lender and their respective successors
and  assigns.  No Person  other than the  parties  hereto  shall have any rights
hereunder  or be  entitled  to  rely  on this  Agreement,  and  all  third-party
beneficiary rights are hereby expressly disclaimed.



<PAGE>


     IN WITNESS WHEREOF,  this Agreement has been executed by the parties hereto
as of the date first written above.



                         KEYSTONE CONSOLIDATED INDUSTRIES, INC., as
                         debtor-in-possession

                         By:
                             -------------------------------------------------

                         Name:
                               -----------------------------------------------

                         Title:
                                ----------------------------------------------



                         DESOTO ENVIRONMENTAL MANAGEMENT, INC., as
                         debtor-in-possession

                         By:
                             -------------------------------------------------

                         Name:
                               -----------------------------------------------

                         Title:
                                ----------------------------------------------



                         FV STEEL AND WIRE COMPANY, as debtor-in-possession

                         By:
                             -------------------------------------------------

                         Name:
                               -----------------------------------------------

                         Title:
                                ----------------------------------------------



                   J.L. PRESCOTT COMPANY, as
                   debtor-in-possession

                   By:
                       -------------------------------------------------

                   Name:
                         -----------------------------------------------

                   Title:
                          ----------------------------------------------



                   SHERMAN WIRE COMPANY (f/k/a DESOTO, INC.), as
                   debtor-in-possession

                   By:
                       -------------------------------------------------

                   Name:
                         -----------------------------------------------

                   Title:
                          ----------------------------------------------



                   SHERMAN WIRE OF CALDWELL, INC., as debtor-in-possession

                   By:
                       -------------------------------------------------

                   Name:
                         -----------------------------------------------

                   Title:
                          ----------------------------------------------



                   CONGRESS FINANCIAL CORPORATION (CENTRAL), as Lender

                   By:
                       -------------------------------------------------

                   Name:
                         -----------------------------------------------

                   Title:
                          ----------------------------------------------



<PAGE>


                          Consent of EWP Financial LLC


EWP  Financial  LLC hereby  acknowledges  and agrees  that it has  received  and
reviewed  a copy of the  foregoing  Second  Amendment  to  Post-Petition  Credit
Agreement  dated as of March 31,  2005 (the  "Second  Amendment"),  by and among
Keystone  Consolidated  Industries,  Inc.  ("Keystone"),   Desoto  Environmental
Management, Inc., Fv Steel and Wire Company, J.L. Prescott Company, Sherman Wire
Company  (f/k/a Desoto,  Inc.),  and Sherman Wire of Caldwell,  Inc.,  each as a
debtor and  debtor-in-possession  in the Cases (defined below) (each a "Debtor,"
and, collectively, the "Debtors"), and Congress Financial Corporation (Central),
as lender  ("Lender"),  and EWP Financial LLC further expressly  consents to the
execution of and performance  under the Second  Amendment by the Debtors and the
Lender.


                       EWP FINANCIAL LLC

                       By:
                           -------------------------------------------------

                       Name:
                             -----------------------------------------------

                       Title:
                              ----------------------------------------------