**Exhibit
          4.8**
 
  **AMENDMENT
          NO. 2 TO**  **LOAN
          AND SECURITY AGREEMENT**
  This
          AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENT (this “ Amendment ”)
          dated
          as of March 23, 2007 is by and among Keystone Consolidated Industries,
          Inc., a Delaware corporation (“Keystone”), Keystone Wire Products Inc., a
          Delaware corporation (“KWP”), Engineered Wire Products, Inc., an Ohio
          corporation (“EWP”), Keystone-Calumet, Inc., a Delaware corporation (“KCI”),
          F V Steel and Wire Company, a Wisconsin corporation (“F V Steel” and,
          together with Keystone, KWP, EWP and KCI each individually a “Borrower” and
          collectively, “Borrowers”), Keystone Energy Resources, LLC, a Delaware limited
          liability company (“KER”), the parties hereto as lenders (each individually, a
“Lender” and collectively, “Lenders” as hereinafter further defined) and
          Wachovia Capital Finance Corporation (Central), an Illinois corporation,
          in its
          capacity as agent for Lenders (in such capacity, “Agent”). Capitalized terms
          used and not otherwise defined herein shall have the meanings assigned
          to them
          in the Loan Agreement (defined below).
  R
          E C I T
          A L S:
 
 WHEREAS,
          Borrowers (other than KCI), the Agent and the Lenders have entered into
          that
          certain Loan and Security Agreement dated as of August 31, 2005 (as
          amended, the “ Loan
          Agreement ”);
  WHEREAS,
          Keystone has formed KCI, a wholly-owned subsidiary of Keystone, to (a)
          acquire
          substantially all of the operating assets of Calumetals, Inc. and MZG Associates
          II, LLC (collectively, the “Seller”) including real and personal property (the
“Acquisition”) and (b) become a Borrower under the Loan Agreement;
  WHEREAS,
          in connection with the Acquisition, Borrowers have requested that Agent
          and
          Lenders agree to certain amendments to the Loan Agreement as set forth
          herein;
          and
  WHEREAS,
          Agent and Lenders have agreed to such amendments upon the terms and conditions
          contained herein.
  NOW,
          THEREFORE, in consideration of the premises contained herein, and for other
          good
          and valuable consideration, the receipt and sufficiency of which are hereby
          acknowledged, the parties hereto hereby agree as follows:
  Section
          1  Amendments
          to the Loan Agreement .
          Immediately upon the satisfaction of each of the conditions precedent set
          forth
          in Section
          3 below,
          the Loan Agreement is hereby amended as follows:
  (a)  Section
          1 of the
          Loan Agreement is hereby amended by amending and restating clause (e) of
          the
          definition of “Borrowers” and adding a new clause (f) thereto, to read as
          follows:
  “(e)  Keystone-Calumet,
          Inc., a Delaware corporation; and (f) any other Person that at any time
          after
          the date hereof becomes a Borrower with the prior written consent of Agent
          and
          the Required Lenders; each sometimes being referred to herein individually
          as a
“Borrower”.
  1
 (b)  Section
          1 of the
          Loan Agreement is hereby amended by deleting the amount of “$35,000,000” set
          forth in the definition of “Inventory Loan Limit” and replacing it with the
          amount of “$45,000,000”.
  (c)  Section
          1 of the
          Loan Agreement is hereby amended by deleting the amount of “$80,000,000” set
          forth in the definition of “Maximum Credit” and replacing it with the amount of
“$100,000,000”.
  (d)  Section
          1 of the
          Loan Agreement is hereby amended by deleting the amount of “$80,000,000” set
          forth in the definition of “Revolving Loan Limit” and replacing it with the
          amount of “$100,000,000”.
  (e)  Section
          2.1(b) of the
          Loan Agreement is hereby amended by deleting reference to the amount of
          “$35,000,000” set forth in clause (v) of Section 2.1(b) and
          replacing it with the amount of “$45,000,000”.
  (f)  Section
          2.3(a) of the
          Loan Agreement is hereby amended by adding the following new sentence to
          the end
          thereof to read as follows:
  “As
          of
          March 23, 2007, certain Lenders severally (and not jointly) agree to make
          an
          additional Term A Loan to KCI in an amount equal to its Pro Rata Share
          of the
          aggregate original principal amount of $2,890,524.”
  (g)  Section
          2.3(b) of the
          Loan Agreement is hereby amended by adding the following new sentence to
          the end
          thereof to read as follows:
  “As
          of
          March 23, 2007, certain Lenders severally (and not jointly) agree to make
          an
          additional Term B Loan to KCI in an amount equal to its Pro Rata Share of
          the aggregate original principal amount of $1,152,000.”
  (h)  Section
          2.3(e) of the
          Loan Agreement is hereby amended and restated to read as follows:
  “(e)
          The
          principal amount of each Term A Loan (other than the Term A Loan made on
          March
          23, 2007) shall be repaid in sixty (60) consecutive equal monthly installments
          (or earlier as provided herein) payable on the first day of each month
          commencing on October 1, 2005, each in an amount sufficient (assuming a
          like
          repayment each month) to reduce each Term A Loan (other than the Term A
          Loan
          made on March 23, 2007) to zero ($0) by the first day of September, 2010.
          The
          principal amount of each Term B Loan (other than the Term B Loan made on
          March
          23, 2007) shall be repaid in eighty-four (84) consecutive equal monthly
          installments (or earlier as provided herein) payable on the first day of
          each
          month commencing on the first day of the month immediately following the
          date on
          which such Term B Loan was made, each in an amount sufficient (assuming a
          like repayment each month) to reduce each Term B Loan (other than the Term
          B
          Loan made on March 23, 2007) to zero ($0) on the eighty-fourth (84 th )
          installment. The principal amount of each Term C Loan shall be repaid in
          sixty
          (60) consecutive equal monthly installments (or earlier as provided herein)
          payable on the first day of each month commencing on the first day of the
          month
          immediately following the date of which such Term C Loan was made, each
          in an
          amount sufficient (assuming a like repayment each month) to reduce such
          Term C
          Loan to zero ($0) on the sixtieth (60 th )
          installment. The principal amount of the Term A Loan made on March 23,
          2007
          shall be repaid in sixty (60) consecutive equal monthly installments (or
          earlier
          as provided herein) payable on the first day of each month commencing on
          April
          1, 2007, in an amount equal to $48,175. The principal amount of the Term
          B Loan
          made on March 23, 2007 shall be repaid in eight-four (84) consecutive equal
          monthly installments (or earlier as provided herein) payable on the first
          day of
          each month commencing on April 1, 2007, in an amount equal to $13,714.
          Notwithstanding the foregoing or anything in this Agreement to the contrary,
          all
          Term Loans shall be due and payable on the earlier of (i) the Renewal Date,
          (ii)
          if declared due and payable pursuant to Section 10.2 hereof or (iii) the
          date
          the Commitment to make Revolving Loans is terminated.”
  2
 (i)  Section
          3.2(a) of the
          Loan Agreement is hereby amended by deleting reference to the amount of
          “$80,000,000” set forth therein and replacing it with the amount of
“$100,000,000”.
  (j)  Section
          9.9(e) of the
          Loan Agreement is hereby amended by deleting reference to the amount of
          “$1,000,000” set forth in clause (v) thereof and replacing it with the
          amount of “$1,100,000”.
  (k)  KCI
          hereby agrees that on and after the date hereof, KCI shall be a Borrower
          under
          the Loan Agreement and the Fee Letter. KCI hereby assumes, and agrees to
          perform, for the benefit of Lenders and Agents, all of the Obligations
          of a
          Borrower under the Loan Agreement and the Fee Letter, including, without
          limitation, its Obligations with respect to the Loans and Letter of Credit
          Obligations and its Obligations with respect to the cross-guaranty provisions
          of
          Section 14 of the Loan Agreement, and further agrees that KCI shall comply
          with
          and be fully bound by the terms of the Loan Agreement and the Fee Letter
          and the
          other Financing Agreements as if KCI had been a signatory thereto as of
          the date
          thereof. As a Borrower, KCI agrees to pay all Obligations owing by it to
          Agents
          and/or any of the Lenders, including, without limitation, all payments
          of
          principal, interest, fees, expenses and other charges due from time to
          time with
          respect to the Loans and other financial accommodations made, assumed or
          available to KCI. Without limiting the generality of the foregoing, KCI
          hereby
          grants, assigns, conveys, mortgages, pledges, hypothecates and transfers
          to the
          Agent, for itself and the benefit of Lenders, as security for the prompt
          and
          complete payment, performance and observance of all Obligations, a lien
          upon all
          of its right, title and interest in all of its personal and real property
          and
          fixtures, whether now owned or hereafter acquired or existing, and wherever
          located, including all of its respective Collateral (as defined in the
          Loan
          Agreement) in accordance with Section 5 of the
          Loan Agreement.
  3
 (l)  Attached
          hereto as Schedule
          A is an
          information certificate on KCI that shall be deemed to supplement and amend
          the
          Information Certificate.
  (m)  With
          respect to the increase in the Maximum Credit from $80,000,000 to $100,000,000
          in connection with this Amendment, the Lenders’ Commitments shall be allocated
          as set forth on Schedule
          B attached
          hereto.
  Section
          2  Limited
          Waiver .
          Agent
          and Lenders hereby (a) waive the restrictions set forth in Section
          9.10 of the
          Loan Agreement solely to permit (i) the formation by Keystone of KCI, as
          a
          wholly-owned Subsidiary of Keystone, and (ii) KCI to acquire substantially
          all
          the operating assets of Calumetals, Inc. and MZG Associates II, LLC so
          long as
          the total consideration to be paid in connection with the Acquisition does
          not
          exceed $6,259,000; and (b) waive the restrictions set forth in Section
          9.9(e)(iv) of the
          Loan Agreement solely to permit KCI to execute a promissory note in favor
          of MZG
          Associates II, LLC in an amount not to exceed $1,100,000, the proceeds
          of which
          shall constitute partial consideration for the Acquisition and shall not
          be
          applied against the Obligations (the “Seller Note”).
  Section
          3  Conditions
          to Effectiveness .
          The
          effectiveness of the amendments set forth in Section
          1 above
          are subject to the satisfaction of each of the following conditions and
          in each
          case in form and substance, and with results, satisfactory to
          Agent:
  (a)  Agent
          shall have received a duly executed counterpart of this Amendment from
          Borrowers ,
          KER,
          Required Lenders and each
          Lender that is increasing its Commitments as set forth in Schedule
          B hereto;
  (b)  Agent
          shall have received a pledge of the Capital Stock of KCI, together with
          certificates and endorsement representing such interests, in each case
          in form
          and substance satisfactory to Agent;
  (c)  Agent
          shall have received final drafts and executed copies of all purchase agreements
          and related agreements, documents, instruments, exhibits and schedules
          in
          connection with the Acquisition and the Acquisition shall have been consummated
          on the date hereof in accordance with the terms of such purchase agreements,
          documents and instruments;
  (d)  Agent
          shall have received satisfactory UCC, tax lien and judgment search results
          relating to the Seller;
  4
 (e)  Agent
          shall have received an executed mortgage relating to KCI’s real property located
          in Illinois, together with a UCC fixture filing, ALTA Title insurance policies
          (or commitments for such policies), surveys and such other documents and
          instruments as Agent shall reasonably require, all in form and substance
          reasonably satisfactory to Agent;
  (f)  Agent
          shall have received amendments to existing mortgages of Borrowers which
          shall be
          recorded in the appropriate recording offices;
  (g)  Agent
          shall have received evidence that it has a duly perfected first priority
          perfected lien on the assets of KCI pursuant to a filed UCC-1 financing
          statement;
  (h)  Agent
          shall have received a final draft and an executed copy of the Seller Note,
          together with a subordination agreement executed by the Sellers in favor
          of the
          Agent;
  (i)  Agent
          shall have received an officer’s certificate form KCI, certifying and attaching
          (i) certified certificate of incorporation for KCI, (ii) bylaws of KCI,
          (iii)
          resolutions of KCI’s board of directors authorizing the transactions described
          in this Amendment and (iv) good standing certificates from the State of
          Delaware
          and Illinois;
  (j)  Agent
          shall have received the fees set forth in that certain Fee Letter dated
          as of
          the date hereof among Borrowers and Agent; and
  (k)  Agent
          shall have received a copy of a release or consent from MB Financial Bank,
          N.A.
          with respect to all assets sold to KCI, in form and substance satisfactory
          to
          the Agent.
  Section
          4  Representations,
          Warranties and Covenants .
          In
          order to induce Agent and Lenders to enter into this Amendment, Borrowers
          and
          KER represent, warrant and covenant to Agent and Lenders, upon the effectiveness
          of this Amendment, which representations, warranties and covenants shall
          survive
          the execution and delivery of this Amendment that:
  (a)  No
          Default; etc. No
          Default or Event of Default has occurred and is continuing after giving
          effect
          to this Amendment or would result from the execution or delivery of this
          Amendment or the consummation of the transactions contemplated
          hereby.
  (b)  Corporate
          or Limited Liability Company Power and Authority; Authorization .
          Each
          Borrower and KER have the power and authority to execute and deliver this
          Amendment and to carry out the terms and provisions of the Financing Agreements,
          as amended by this Amendment, to which they are a party and the execution
          and
          delivery by such Borrower and KER of this Amendment, and the performance
          by such
          Borrower and KER of their obligations hereunder have been duly authorized
          by all
          requisite action by such Borrower and KER.
  5
 (c)  Execution
          and Delivery .
          Each
          Borrower and KER have duly executed and delivered this Amendment.
  (d)  Enforceability .
          This
          Amendment constitutes the legal, valid and binding obligations of each
          Borrower
          and KER, enforceable against each Borrower and KER in accordance with its
          terms,
          except as enforcement may be limited by bankruptcy, insolvency, reorganization,
          moratorium or similar laws affecting the enforcement of creditors’ right
          generally, and by general principles of equity.
  (e)  Representations
          and Warranties .
          All of
          the representations and warranties contained in the Financing Agreements
          (other
          than those which speak expressly only as of a different date) are true
          and
          correct as of the date hereof after giving effect to this Amendment and
          the
          transactions contemplated hereby.
  Section
          5  Miscellaneous .
  (a)  Effect;
          Ratification .
          Borrowers acknowledge that all of the reasonable legal expenses incurred
          by
          Agent in connection herewith shall be reimbursable under Section
          9.23 of the
          Loan Agreement. The amendments and waivers set forth herein are effective
          solely
          for the purposes set forth herein and shall be limited precisely as written,
          and
          shall not be deemed to (i) be a consent to any amendment, waiver or modification
          of any other term or condition of any Financing Agreement or (ii) prejudice
          any right or rights that any Lender may now have or may have in the future
          under
          or in connection with any Financing Agreement. Each reference in the Financing
          Agreements to “this Agreement”, “herein”, “hereof” and words of like import
          shall mean such Financing Agreement as amended hereby. This Amendment shall
          be
          construed in connection with and as part of the Financing Agreements and
          all
          terms, conditions, representations, warranties, covenants and agreements
          set
          forth in the Financing Agreements, except as herein amended are hereby
          ratified
          and confirmed and shall remain in full force and effect.
  (b)  Counterparts;
          etc. This
          Amendment may be executed in any number of counterparts, each such counterpart
          constituting an original but all together one and the same instrument.
          Delivery
          of an executed counterpart of this Amendment by fax shall have the same
          force
          and effect as the delivery of an original executed counterpart of this
          Amendment. Any party delivering an executed counterpart of this Amendment
          by fax
          shall also deliver an original executed counterpart, but the failure to
          do so
          shall not affect the validity, enforceability or binding effect of this
          Amendment.
  (c)  Governing
          Law .
          This
          Amendment shall be deemed a Financing Agreement and shall be governed by,
          and
          construed and interpreted in accordance with the internal laws of the State
          of
          Illinois but excluding any principles of conflicts of law or other rule
          of law
          that would cause the application of the law of any jurisdiction other than
          the
          laws of the State of Illinois.
  (d)  Reaffirmation .
          Each
          Borrower and KER reaffirms all of its obligations under Section
          14 of the
          Loan Agreement as a guarantor of the Obligations.
  6
  Section
          6  Post
          Closing Requirement .
          As a
          condition subsequent to the effectiveness of this Amendment and as a further
          covenant of the Borrowers, on or prior to thirty (30) days after the date
          hereof, Borrowers shall deliver, or cause to be delivered, to Agent’s counsel an
          ALTA Land Survey for the property located at 317 East 11 th Avenue,
          Chicago Heights, Illinois in form and substance acceptable to Agent’s counsel.
          Such ALTA Land Survey shall include (i)
          a
          certification (in the form previously provided by Agent’s counsel) executed by a
          land surveyor licensed in Illinois and (ii) all applicable zoning requirements
          and restrictions customarily included on ALTA surveys in Illinois (including,
          without limitation, setback and buffer requirements, maximum building height
          restrictions and minimum parking requirements and such other survey requirements
          as previously delivered by Agent’s counsel to Mortgagor’s counsel). Failure to
          comply with the foregoing shall constitute an Event of Default under the
          Loan
          Agreement.
  [ *Signature
          Pages Follow* ]
  
   7
   IN
          WITNESS WHEREOF, Agent, Required Lenders, Borrowers and KER have caused
          this
          Amendment No. 2 to Loan and Security Agreement to be duly executed as of
          the day
          and year first above written.
  BORROWERS :
  KEYSTONE
          CONSOLIDATED INDUSTRIES, INC.
  By:
 Title:
 Name:
 
 
 KEYSTONE
          WIRE PRODUCTS INC.
  By:
 Title:
 Name:
 
 
 ENGINEERED
          WIRE PRODUCTS, INC.
 
 By:
 Title:
 Name:
 
 
 F V
          STEEL AND WIRE COMPANY
 
 By:
 Title:
 Name:
 
 
 KEYSTONE-CALUMET,
          INC.
 
 By:
 Title:
 Name:
 
 
 
 Agreed
          and Acknowledged by:
  
 [ **Signature
                  Page to Amendment No. 2 to**
 **Loan
                  and Security Agreement]**
 **S-1**
 KEYSTONE
          ENERGY RESOURCES, LLC
 
 By:
 Title:
 Name:
 
 
 AGENT
          AND LENDERS :
 
 WACHOVIA
          CAPITAL FINANCE CORPORATION (CENTRAL), as Agent and a Lender
 
 By:
 Title:
 Name:
 
 
 WESTERN
          BANK PUERTO RICO (BUSINESS CREDIT DIVISION), as a Lender
 
 By:
 Title:
 Name:
 
 
 NORTH
          FORK BUSINESS CAPITAL CORPORATION, as a Lender
 
 By:
 Title:
 Name:
 
 
 PNC
          BANK
          NATIONAL ASSOCIATION, as a Lender
 
 By:
 Title:
 Name:
 
 
 
  2