Exhibit A



                        FORM OF SUBORDINATED SECURED NOTE

                       (Face of Subordinated Secured Note)

                     KEYSTONE CONSOLIDATED INDUSTRIES, INC.

                      8% SUBORDINATED SECURED NOTE DUE 2009

[THISNOTE  IS A GLOBAL  NOTE  WITHIN THE  MEANING OF THE  INDENTURE  HEREINAFTER
REFERRED  TO AND IS  REGISTERED  IN THE NAME OF A  DEPOSITARY  OR A NOMINEE OF A
DEPOSITARY OR A SUCCESSOR  DEPOSITARY.  THIS NOTE IS NOT  EXCHANGEABLE FOR NOTES
REGISTERED  IN THE NAME OF A PERSON  OTHER THAN THE  DEPOSITARY  OR ITS  NOMINEE
EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE,  AND NO TRANSFER
OF THIS  SECURITY  (OTHER  THAN A TRANSFER  OF THIS  SECURITY  AS A WHOLE BY THE
DEPOSITARY TO A NOMINEE OF THE  DEPOSITARY OR BY A NOMINEE OF THE  DEPOSITARY TO
THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY) MAY BE REGISTERED EXCEPT IN
THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

UNLESS THIS  CERTIFICATE  IS PRESENTED BY AN  AUTHORIZED  REPRESENTATIVE  OF THE
DEPOSITORY  TRUST  COMPANY,  A  NEW  YORK  CORPORATION   ("DTC"),   TO  KEYSTONE
CONSOLIDATED  INDUSTRIES,  INC. (THE "COMPANY") OR ITS AGENT FOR REGISTRATION OF
TRANSFER,  EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE
NAME OF CEDE & CO.  OR IN SUCH  OTHER  NAME  AS IS  REQUESTED  BY AN  AUTHORIZED
REPRESENTATIVE  OF DTC (AND ANY  PAYMENT  IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED  REPRESENTATIVE  OF DTC),  ANY TRANSFER,
PLEDGE  OR OTHER  USE  HEREOF  FOR  VALUE OR  OTHERWISE  BY OR TO ANY  PERSON IS
WRONGFUL  INASMUCH AS THE REGISTERED  OWNER HEREOF,  CEDE & CO., HAS AN INTEREST
HEREIN.] 1

THIS NOTE HAS NOT BEEN REGISTERED  UNDER THE SECURITIES ACT OF 1933, AS AMENDED,
OR UNDER  ANY STATE  SECURITIES  LAWS,  BUT HAS BEEN  ISSUED  IN  RELIANCE  UPON
EXEMPTIONS  THEREFROM.  NO TRANSFER OF THIS NOTE OR ANY INTEREST  THEREIN MAY BE
MADE EXCEPT PURSUANT TO AN EFFECTIVE  REGISTRATION  STATEMENT UNDER SUCH ACT AND
UNDER  APPLICABLE  STATE  SECURITIES  LAWS,  UNLESS THE COMPANY HAS  RECEIVED AN
OPINION  OF COUNSEL  OR OTHER  EVIDENCE,  SATISFACTORY  TO THE  COMPANY  AND ITS
COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.

This instrument and the rights and obligations  evidenced hereby are subordinate
in the  manner  and to the  extent  set  forth in  Article  III of that  certain
Indenture,  entered  into as of March 15, 2002 by and between THE  COMPANY,  and
U.S. Bank  National  Association,  as trustee,  to the senior  indebtedness  (as
defined in such indenture) OF the Company,  including,  without limitation,  the
Peoria County Loan and Indebtedness under the Senior Credit Facility  Documents,
each as defined in the  indenture;  and each holder of this  instrument,  by its
acceptance  hereof,  irrevocably  agrees  to be bound by the  provisions  of the
Indenture.


<PAGE>


                     KEYSTONE CONSOLIDATED INDUSTRIES, INC.
                      8% SUBORDINATED SECURED NOTE DUE 2009

No. __________                                  $
                                                -----------------

Record Dates:  February 28 and August 31        CUSIP No.
                                                    -------------

Interest Payment Dates:  March 15 and           Maturity Date:  March 15, 2009
September 15, commencing September 15, 2002

     KEYSTONE  CONSOLIDATED  INDUSTRIES,   INC.,  a  Delaware  corporation  (the
"Company,"  which term  includes any successor  corporation  under the Indenture
hereinafter   referred   to),   for   value   received   promises   to   pay  to
____________________________________ or registered assigns, the principal sum of
____________________  Dollars in installments of __________ Dollars on March 15,
2007,  __________ Dollars on March 15, 2008, and __________ Dollars on March 15,
2009.

     Reference is hereby made to the further  provisions  of this Note set forth
on the reverse hereof,  which further provisions shall for all purposes have the
same effect as set forth at this place.

     Unless the  certificate of  authentication  hereon has been executed by the
Trustee referred to on the reverse hereof by manual  signature,  this Note shall
not be entitled to any benefits  under the Indenture  referred to on the reverse
hereof or be valid or obligatory for any purpose.

     IN WITNESS  WHEREOF,  the Company has caused this Note to be duly  executed
under its corporate seal.

[SEAL]                            KEYSTONE CONSOLIDATED
                                  INDUSTRIES, INC.

                                  By:
                                     ------------------------------------------
                                  Name:
                                     ------------------------------------------
                                  Title:
                                     ------------------------------------------

                                  By:
                                     ------------------------------------------
                                  Name:
                                     ------------------------------------------
                                  Title:
                                     ------------------------------------------





This is one of the Notes referred to in the within-mentioned Indenture:

U.S. BANK NATIONAL ASSOCIATION,
as Trustee

By:                                                        Dated: __________
   --------------------------------------------------
Name:
     ------------------------------------------------
Title:
      -----------------------------------------------


<PAGE>


                       (Back of Subordinated Secured Note)

                      8% SUBORDINATED SECURED NOTE DUE 2009

     Capitalized  terms used herein shall have the meanings  assigned to them in
the Indenture referred to below unless otherwise indicated.

     1.  Interest.  The  Company  promises to pay  interest  on the  outstanding
principal  amount  of this  Note at the  rate of 8% per  annum  from the date of
original  issuance  until  maturity.  The Company will make payments of interest
semi-annually  on March 15 and  September 15 of each year, or if any such day is
not a Business  Day,  on the next  succeeding  Business  Day (each an  "Interest
Payment Date"),  as follows:  (i) commencing on the first Interest  Payment Date
next  succeeding  the date of original  issuance of this Note, the Company shall
pay one-half of such  interest  accrued  since the date of original  issuance on
such Interest  Payment Date and thereafter  until maturity the Company shall pay
one-half of such  interest  accrued  since the  immediately  preceding  Interest
Payment Date on each  successive  Interest  Payment Date; and (ii) the remaining
interest  accrued and unpaid  shall be paid  one-third on each of March 15, 2007
and March 15, 2008, and all remaining  accrued and unpaid interest shall be paid
in full on March 15, 2009; provided,  however, that each of the payments of such
remaining  accrued and unpaid  interest shall not be made until such time as the
Company has paid in full all Senior Indebtedness (including, without limitation,
the  Peoria  County  Loan and  Indebtedness  under the  Senior  Credit  Facility
Documents),  as  provided  in the  Indenture.  The  Company  shall pay  interest
(including post-petition interest in any proceeding under any Bankruptcy Law) on
overdue payments of the principal and Redemption Price of this Note from time to
time on  demand  at a rate  that is 1% per  annum in  excess of the rate then in
effect; the Company shall pay interest (including  post-petition interest in any
proceeding  under  any  Bankruptcy  Law) on  overdue  installments  of  interest
(without  regard to any applicable  grace  periods)  hereon from time to time on
demand at the same rate to the extent  lawful.  Interest will be computed on the
basis of a 360-day year of twelve 30-day months.

     2. Method of Payment.  The Company will pay  interest on the Notes  (except
defaulted  interest) to the Persons who are  registered  Holders of Notes at the
close of  business  on  February  28 or August 31 next  preceding  the  Interest
Payment Date,  even if such Notes are canceled  after such record date and on or
before such  Interest  Payment  Date,  except as provided in Section 2.11 of the
Indenture with respect to defaulted  interest.  Any such installment of interest
not punctually  paid or duly provided for shall forthwith cease to be payable to
the  registered  Holders on such Interest  Payment Date,  and may be paid to the
registered  Holders at the close of business on a special  Interest Payment Date
to be fixed by the Trustee for the payment of such  defaulted  interest,  notice
whereof shall be given to the registered  Holders not less than 10 days prior to
such  special  Interest  Payment  Date,  or may be paid at any time in any other
lawful manner not inconsistent with the requirements of any securities  exchange
on which the Notes may be listed,  and upon such  notice as may be  required  by
such exchange,  all as more fully  provided in the Indenture.  The Notes will be
payable as to  principal,  Redemption  Price and  interest  at the office of the
Paying Agent, or, at the option of the Company,  payment of interest may be made
by check mailed to the Holders at their  addresses  set forth in the register of
Holders;  provided,  however,  that  payment  by wire  transfer  of  immediately
available funds will be required with respect to principal and Redemption  Price
of, and  interest  on, all Global Notes and all other Notes the Holders of which
shall have  provided  wire  transfer  instructions  to the Trustee or the Paying
Agent.  Such payment  shall be in such coin or currency of the United  States of
America  as at the time of payment  is legal  tender  for  payment of public and
private debts.

     3.  Indenture.  The Company issued the Notes under an Indenture dated as of
March 15, 2002 (the "Indenture")  between the Company and the Trustee. The terms
of the Notes  include  those stated in the  Indenture and those made part of the
Indenture by reference to the Trust  Indenture  Act of 1939, as amended (15 U.S.
Code ss.ss.  77aaa-77bbbb),  to the extent incorporated  therein.  The Notes are
subject to all such terms, and Holders are referred to the Indenture and the TIA
for a statement of such terms. The Notes are general secured  obligations of the
Company to the extent of their  aggregate  principal  amount and any accrued and
unpaid interest thereon.

     4. Paying Agent and Registrar.  Initially,  U.S. Bank National Association,
the Trustee under the  Indenture,  will act as Paying Agent and  Registrar.  The
Company may change any Paying Agent or Registrar  without  notice to any Holder.
The Company may act in any such capacity.

     5. Optional  Redemption.  The Company may redeem any or all of the Notes at
any time,  upon not less than 30 nor more than 60 days' prior  notice in amounts
of $500 or an integral  multiple  thereof at the Redemption  Price together with
accrued  and  unpaid  interest  to the  Redemption  Date.  If less  than all the
outstanding  Notes are to be redeemed,  the Trustee  will select the  particular
Notes or portions thereof to be redeemed by lot, pro rata or by any other method
the Trustee shall deem fair and reasonable;  provided, however, that no Notes of
$500 or less shall be redeemed in part.

     6.  Mandatory  Redemption.  The  Company  shall  not be  required  to  make
mandatory redemption payments with respect to the Notes.

     7. Notice of  Redemption.  Subject to the  provisions of the  Indenture,  a
notice of  redemption  will be mailed at least 30 days but not more than 60 days
before the Redemption  Date to each Holder whose Notes are to be redeemed at its
registered address.  Notes in denominations  larger than $500 may be redeemed in
part but only in whole  multiples  of $500,  unless  all of the Notes  held by a
Holder are to be redeemed.  On and after the Redemption  Date interest ceases to
accrue on Notes or portions thereof called for redemption.

     8. Security  Documents.  In order to secure the due and punctual payment of
the principal of and interest on the Notes and all other amounts  payable by the
Company  under the  Indenture and the Notes when and as the same will be due and
payable,  whether at maturity,  by acceleration  or otherwise,  according to the
terms of the Notes and the Indenture, the Company has granted security interests
in and liens on the Collateral owned by it to the Trustee for the benefit of the
Holders of Notes pursuant to the Indenture and the Security Documents. The Notes
will be secured by Liens on and security  interests in the  Collateral  with the
priority contemplated in Section 11.1(a) of the Indenture and are subject to the
terms and conditions of the Intercreditor Agreement.

     Each Holder, by accepting a Note, agrees to all of the terms and provisions
of the Security Documents, as the same may be amended from time to time pursuant
to the respective provisions thereof and the Indenture.

     The  Trustee  and each  Holder  acknowledge  that a  release  of any of the
Collateral or any Lien strictly in accordance  with the terms and  provisions of
the Security Documents and the terms and provisions of the Indenture will not be
deemed for any purpose to be an impairment of the security under the Indenture.

     9. Denominations,  Transfer and Exchange.  The Notes are in registered form
without  coupons in  denominations  of $500 and integral  multiples of $500. The
transfer of Notes may be  registered  and Notes may be  exchanged as provided in
the Indenture.  The Registrar and the Trustee may require a Holder,  among other
things,  to furnish  appropriate  endorsements  and transfer  documents  and the
Company  may  require  a Holder to pay any  taxes  and fees  required  by law or
permitted  by the  Indenture.  The Company  need not  exchange  or register  the
transfer of any Note or portion of a Note  selected for  redemption,  except for
the  unredeemed  portion of any Note being  redeemed in part.  Also, it need not
exchange or register  the transfer of any Notes for a period of 15 days before a
selection of Notes to be redeemed or during the period between a record date and
the corresponding Interest Payment Date.

     10. Persons Deemed Owners.  The registered  Holder of a Note may be treated
as its owner for all purposes.  With respect to Global Notes, the Depositary may
grant  proxies and  otherwise  authorize  Holders of Notes  represented  by such
Global  Notes to give or take any  request,  demand,  authorization,  direction,
notice,  consent, waiver or other action which a Holder of a Note is entitled to
give or take under this Indenture.

     11. Amendment,  Supplement and Waiver.  Subject to certain exceptions,  the
Indenture and the Notes may be amended or  supplemented  with the consent of the
Holders  of at least a  majority  in  principal  amount of the then  outstanding
Notes,  and any  existing  default  or  compliance  with  any  provision  of the
Indenture  or the Notes may be  waived  with the  consent  of the  Holders  of a
majority in principal amount of the then outstanding Notes.  Without the consent
of any  Holder  of a  Note,  the  Indenture  and the  Notes  may be  amended  or
supplemented to cure any ambiguity, defect or inconsistency,  to provide for the
assumption  of the  Company's  obligations  to Holders of the Notes in case of a
merger or  consolidation,  to make any change that would provide any  additional
rights or benefits to the Holders of the Notes or that does not adversely affect
the legal  rights under the  Indenture  of any such  Holder,  to comply with any
applicable requirements of the Commission or the TIA, or to evidence and provide
for the  acceptance of  appointment  under the Indenture by a successor  Trustee
with respect to the Notes.

     12.  Defaults and Remedies.  Events of Default  include the following:  (i)
default  for 30 days in the  payment  when due of  interest  on the Notes;  (ii)
default in payment when due of principal or  Redemption  Price of the Notes when
the same becomes due and payable at maturity,  upon  redemption,  or  otherwise;
(iii)  failure by the Company for 30 days after  notice to the Company to comply
with any other covenant, representation,  warranty or agreement in the Indenture
or the Notes by the  Trustee  or the  Holders  of at least 30% of the  aggregate
principal  amount of the Notes  outstanding;  (iv) default  under  certain other
agreements  relating to Indebtedness of the Company which default results in the
acceleration  of any  Indebtedness  prior to its express  maturity  and, in each
case,  the principal  amount of such  Indebtedness,  together with the principal
amount  of any  other  such  Indebtedness  the  maturity  of  which  has been so
accelerated, aggregates $10 million or more; (v) certain final judgments for the
payment of money that remain undischarged for a period of 60 days, provided that
the aggregate of all such undischarged  judgments exceeds $10 million;  (vi) any
of the  Security  Documents  ceases to be in full force and effect or any of the
Security  Documents  ceases to give the  Trustee the Liens,  rights,  powers and
privileges  purported to be created thereby in any material  respect;  and (vii)
certain  events of bankruptcy  or insolvency  with respect to the Company or any
Subsidiary. If any Event of Default occurs and is continuing, the Trustee or the
Holders of at least 30% in principal  amount of the then  outstanding  Notes may
declare all the Notes to be due and  payable  immediately.  Notwithstanding  the
foregoing,  in the case of an Event of Default  arising from  certain  events of
bankruptcy  or  insolvency,  all  outstanding  Notes will become due and payable
without  further action or notice.  Holders may not enforce the Indenture or the
Notes  except as  provided  in the  Indenture.  Subject to certain  limitations,
Holders of a majority  in  principal  amount of the then  outstanding  Notes may
direct the  Trustee  in its  exercise  of any trust or power.  The  Trustee  may
withhold from Holders of the Notes notice of any continuing  Default or Event of
Default  (except a Default or Event of Default  relating to payment on any Note)
if it determines in good faith that withholding notice is in their interest. The
Holders of not less than a majority in aggregate  principal  amount of the Notes
then outstanding by notice to the Trustee may on behalf of the Holders of all of
the Notes waive any  existing  Default or Event of Default and its  consequences
under the  Indenture  except a  continuing  Default  or Event of  Default in the
payment of the  principal  and  Redemption  Price of, or interest  on, the Notes
(which may be waived only by Holders of all of the Notes then outstanding).

     13.  Trustee  Dealings with Company.  Subject to certain  limitations,  the
Trustee under the Indenture, in its individual or any other capacity, may become
owner or  pledgee  of Notes  and may  otherwise  deal  with the  Company  or its
Affiliates, as if it were not Trustee.

     14. No  Recourse  Against  Others.  No past,  present  or future  director,
officer,  employee,  incorporator or stockholder of the Company,  as such, shall
have any  liability  for any  obligations  of the Company under the Notes or the
Indenture  or for any claim  based  on, in  respect  of, or by reason  of,  such
obligations  or their  creation.  Each  Holder by  accepting  a Note  waives and
releases  all  such   liability.   The  waiver  and  release  are  part  of  the
consideration for the issuance of the Notes.

     15. Authentication. This Note shall not be valid until authenticated by the
manual signature of the Trustee or an authenticating agent.

     16.  Abbreviations.  Customary  abbreviations  may be used in the name of a
Holder or an  assignee,  such as,  TEN COM ( = tenants in  common),  TEN ENT ( =
tenants by the entireties),  JT TEN ( = joint tenants with right of survivorship
and not as tenants in  common),  CUST ( =  Custodian),  and  U/G/M/A ( = Uniform
Gifts to Minors Act).

     17. Governing Law. The Indenture,  any supplemental indenture and this Note
shall be governed by and construed in  accordance  with the laws of the State of
New York,  including Section 5-1401 of the General Obligation Law, but otherwise
without regard to conflict of law rules. The Company hereby irrevocably  submits
to the  jurisdiction  of any New York  state  court  sitting  in the  Borough of
Manhattan in the City of New York or any Federal court sitting in the Borough of
Manhattan in the City of New York in respect of any suit,  action or  proceeding
arising out of or  relating  to the  Indenture  and the Notes,  and  irrevocably
accept for itself and in respect of its property, generally and unconditionally,
jurisdiction of the aforesaid  courts.  The Company  irrevocably  waives, to the
fullest extent that it may effectively do so under applicable law, trial by jury
and any objection  which it may now or hereafter have to the laying of the venue
of any such suit,  action or proceeding  brought in any such court and any claim
that any such  suit,  action or  proceeding  brought  in any such court has been
brought in an inconvenient  forum.  Nothing herein shall affect the right of the
Trustee  or any  Holder  of the  Notes  to serve  process  in any  other  manner
permitted by law or to commence legal  proceedings or otherwise  proceed against
the Company in any other jurisdiction.

     18.  CUSIP  Numbers.  Pursuant  to  a  recommendation  promulgated  by  the
Committee on Uniform Security Identification  Procedures, the Company has caused
CUSIP  numbers to be printed on the Notes and the Trustee may use CUSIP  numbers
in notices of redemption as a convenience to Holders.  No representation is made
as to the correctness or accuracy of such numbers either as printed on the Notes
or as contained in any notice of  redemption  and reliance may be placed only on
the other identification numbers placed thereon.

     The Company  will  furnish to any Holder upon  written  request and without
charge a copy of the Indenture. Request may be made to:

                     Keystone Consolidated Industries, Inc.
                                    Three Lincoln Centre
                                    5430 LBJ Freeway
                                    Suite 1740
                                    Dallas, Texas 75240-2697
                                    Attention: Secretary




<PAGE>



                                 ASSIGNMENT FORM

                  To assign this Note, fill in the form below:

                  (I) or (we) assign and transfer this Note to:


                  (Insert assignee's soc. sec. or tax I.D. no.)



              (Print or type assignee's name, address and zip code)

and irrevocably appoint agent to transfer this Note on the books of the Company.
The agent may substitute another to act for him.

         Date: __________

                         Your Signature:_______________________
                         (Sign  exactly  as your name  appears  on the face of
                         this Note)



                         Signature Guarantee:_________________________________
                          (Signatures must be guaranteed by an
                          "eligible guarantor institution" meeting the
                          requirements of the Registrar, which
                          requirements include membership or
                          participation in the Security Transfer Agent
                          Medallion Program ("STAMP") or such other
                          "signature guarantee program" as may be
                          determined by the Registrar in addition to,
                          or in substitution for, STAMP, all in
                          accordance with the Securities Exchange Act
                          of 1934, as amended.)



<PAGE>



                   SCHEDULE OF EXCHANGES FOR CERTIFICATED NOTE
                            OR ANOTHER GLOBAL NOTE2


         The following exchanges of a part of this Global Note for Certificated
Notes or another Global Note have been made:

<TABLE>
<CAPTION>
<S>                       <C>                    <C>                      <C>                   <C>
                                Amount of              Amount of           Principal Amount
                          ---------------------  ----------------------  ---------------------      Signature of
                               decrease in            increase in           of this Global      ---------------------
                            Principal Amount        Principal Amount        Note following       authorized officer
                             of this Global          of this Global        such decrease (or     of Trustee or Note
    Date of Exchange              Note                    Note                 increase)              Custodian
</TABLE>


















--------
1 To be included only if the Note is issued in global form.

2 To be included only if the Note is issued in global form.