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               UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, D.C.  20549-1004

                                 FORM 10-Q/A
                              (Amendment No. 1)
(Mark One)

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

For the quarterly period ended March 31, 2004
                               --------------

                                      OR

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

For the transition period from            to
                               ----------    ----------

                       Commission File Number 01-15739
                                              --------

                           REUNION INDUSTRIES, INC.
            ------------------------------------------------------
            (Exact name of Registrant as specified in its charter)

        DELAWARE                                       06-1439715
------------------------                  ------------------------------------
(State of Incorporation)                  (I.R.S. Employer Identification No.)

                        11 STANWIX STREET, SUITE 1400
                       PITTSBURGH, PENNSYLVANIA  15222
         ------------------------------------------------------------
         (Address of principal executive offices, including zip code)

                                (412) 281-2111
             ----------------------------------------------------
             (Registrant's telephone number, including area code)

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

At April 30, 2004, 16,278,579 shares of common stock, par value $.01 per
share, were outstanding.


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    Reunion Industries, Inc. (the "Company", "Reunion Industries" or
"Reunion") hereby amends its Quarterly Report on Form 10-Q for the quarter
period ended March 31, 2004 (the "Form 10-Q") as follows:



PART I.  FINANCIAL INFORMATION, Item 1.  Financial Statements
-------------------------------------------------------------

1.	The following sentence is hereby added after the third sentence of the
second paragraph under the caption "Going Concern" in Note 1 of Notes to
Condensed Consolidated Financial Statements on page 7 of the Form 10-Q:

	The Company would also consider selling assets to meets its obligations.


2.	The last sentence of the second paragraph of Note 2 ("Recent
Developments") of Notes to Condensed Consolidated Financial Statements on page
9 of the Form 10-Q is hereby deleted and the following (including the table)
is substituted in its place:

	The Settlement resulted in a $3.1 million gain on debt extinguishment,
calculated as follows:

                                 Payable
Description                     (Receivable)   Accruals      Totals
-------------------------------  ----------   ----------   ----------
SFSC note receivable             $ (310,000)  $ (155,059)  $ (465,059)
Reserve for interest receivable           -      100,771      100,771
SFSC collateral fee                       -      690,041      690,041
SFSC credit support fee                   -      293,943      293,943
SFSC note payable                 2,998,398    1,501,047    4,499,445
SFSC note payable                   500,000      289,948      789,948
SFSC note payable                   100,000       53,288      153,288
SFSC note payable by assignment   1,017,112      280,166    1,297,278
                                 ----------   ----------   ----------
Totals                           $4,305,510   $3,054,145    7,359,655
                                 ==========   ==========

Less:  Note payable under settlement agreement             (4,290,000)
                                                           ----------
Gain on SFSC litigation settlement                         $3,069,655
                                                           ==========

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PART I. FINANCIAL INFORMATION, Item 2. Management's Discussion and Analysis
  of Financial Condition and Results of Operations
---------------------------------------------------------------------------

1.	In the section captioned "RESULTS OF OPERATIONS," the last sentence of
the second paragraph under the sub-caption "Gain on Debt Extinguishment"
(which paragraph appears on page 20 of the Form 10-Q) is hereby deleted, and
the following (including the table) is substituted in its place:

	The settlement resulted in a $3.1 million gain on debt extinguishment,
calculated as follows:

                                 Payable
Description                     (Receivable)   Accruals      Totals
-------------------------------  ----------   ----------   ----------
SFSC note receivable             $ (310,000)  $ (155,059)  $ (465,059)
Reserve for interest receivable           -      100,771      100,771
SFSC collateral fee                       -      690,041      690,041
SFSC credit support fee                   -      293,943      293,943
SFSC note payable                 2,998,398    1,501,047    4,499,445
SFSC note payable                   500,000      289,948      789,948
SFSC note payable                   100,000       53,288      153,288
SFSC note payable by assignment   1,017,112      280,166    1,297,278
                                 ----------   ----------   ----------
Totals                           $4,305,510   $3,054,145    7,359,655
                                 ==========   ==========

Less:  Note payable under settlement agreement             (4,290,000)
                                                           ----------
Gain on SFSC litigation settlement                         $3,069,655
                                                           ==========

2.	In the section captioned "FACTORS THAT COULD AFFECT FUTURE RESULTS," the
following sentence is hereby added after the third sentence of the second
paragraph under the sub-caption "Reunion is a going concern" (which paragraph
appears on page 26 of the Form 10-Q):

	The Company would also consider selling assets to meet its obligations.



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                                  SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereto duly authorized.

Date:  October 6, 2004                       REUNION INDUSTRIES, INC.
       ---------------                            (Registrant)

                                     By: /s/  Charles E. Bradley, Sr.
                                         -------------------------------
                                              Charles E. Bradley, Sr.
                                                Chairman and Chief
                                                Executive Officer




                                     By: /s/    John M. Froehlich
                                         -------------------------------
                                                John M. Froehlich
                                         Executive Vice President, Finance
                                           and Chief Financial Officer
                                     (chief financial and accounting officer)


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