Deed of Amendment
 Date
    
    21 September 2011Parties
    
    Sims Metal Management LimitedACN 114 838 630 of Sir Joseph Banks Corporate Park, Suite 3, Level 2
32-34 Lord Street Botany NSW 2019 (Sims)
and each other Transaction Party under the Common Terms Deed (defined
below)Bank of America, N.A.of 800 5th Avenue  FL 36, Seattle, WA 98104, United States of AmericaCommonwealth Bank of AustraliaABN 48 123 123 124 of Level 21, Darling Park Tower 1, 201 Sussex
Street, Sydney, New South Wales 2000, AustraliaHSBC Bank Australia LimitedABN 48 006 434 162 of Level 31, 580 George Street Sydney New South
Wales 2000, AustraliaHSBC Bank plcof City Corporate Banking Centre, 60 Queen Victoria Street, London,
EC4N 4TRHSBC Bank USA, National Associationof 452 Fifth Avenue, New York, New York 10018 USAThe Hongkong and Shanghai Banking Corporation LimitedABN 65 117 925 970 of Level 10, 1 Queens Road, Central Hong KongNational Australia Bank LimitedABN 12 004 044 937 of Level 18, 255 George Street Sydney NSW 2000
AustraliaWestpac Banking CorporationABN 33 007 457 141 of Level 3, 275 Kent Street Sydney NSW 2000 Australia(each of the foregoing banks and financial institutions is a Lenderand
together the Lenders)
 Recitals
 A
    
    The parties have entered into the Common Terms Deed dated 23 June 2011 (Common Terms Deed) between Sims, each party
listed in Part 1 of Schedule 1 of that deed as Original Borrowers, each party listed in Part 2 of Schedule 1 of that
deed as Original Guarantors and the persons listed in Part 3 of Schedule 1 of that deed as Original Lenders.B
    
    The parties have agreed to amend the Common Terms Deed as set out in this Deed.
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Operative provisions
 1.
    
    Definitions and Interpretation1.1
    
    Capitalised terms used in this Deed have the same meaning as in the Common Terms Deed, unless
otherwise defined in this Deed.1.2
    
    Clause 1.3 of the Common Terms Deed applies to this Deed as if set out in full in this Deed
and all references to this deedwere references to this Deed.2.
    
    Amendment2.1
    
    The parties to this Deed agree that the Common Terms Deed is amended, with effect from the
date of this Deed, as follows:The definition of EBITDA in clause 1.2 of the Common Terms Deed is deleted and replaced with
the following:
 EBITDA
    
    for a relevant period and in respect of the Sims Group, the profit on ordinary
activities before:1   taxation;2    Net Interest Expense;3    amortisation of Intangible Assets and depreciation of Tangible Assets of
the Sims Group;4    LTI Expense; and5    any impairment charge or loss (or gain or reversal) relating to the
recoverable amount of assets (including any impairment charge relating to goodwill or
identified Intangible Assets),as shown on a consolidated basis and as disclosed in the Sims Groups most recent
audited consolidated annual Financial Reports or semi-annual audited or unaudited
consolidated Financial Reports, as applicable.For the purposes of calculating EBITDA, the calculation will be adjusted to exclude:1    any significant non-cash items or items disclosed as required by AASB
101.97 and AASB 101.98 due to their size or nature or by the corresponding provisions
of future revisions of this accounting standard, that are of a non-recurring nature
including but not limited to:   losses or gains on the sale or revaluation of assets,   costs relating to restructuring and redundancy,   discontinued operations,   discounts on acquisition and gains on formation of joint ventures,   post acquisition adjustments to contingent liabilities recorded on
the date of a business acquisition pursuant to purchase accounting rule changes to be
introduced on 1 July 2009, and   costs associated with becoming Sarbanes-Oxley Act compliant (as
required following the Sims Groups registration as an issuer in the United States of
America);
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2    significant unrealized gains or losses;3    any other significant non-cash items or items including but not limited to:    write downs of inventory to net realisable value; and   forgone profit arising from sales contract negotiations,that are of a non-recurring nature.The foregoing adjustments to EBITDA in paragraphs (1) to (3) for each Calculation
Period will be agreed by the Lender and Sims in writing prior to the end of that
Calculation Period, subject to the operation of clause 17.3.Except for the purpose of calculating the ratio of Net Interest Expense to EBITDA
under clause 4.17(a)(2), EBITDA as calculated on any Calculation Date will be
adjusted to take into account the effects of any acquisitions or disposals of any
company or business made during the Calculation Period ending on that Calculation
Date. The adjustments will be made on the basis of the historical EBITDA of the
company or business acquired or disposed of in the Calculation Period and ending on
that Calculation Date by reference to historical EBITDA for the twelve months
immediately preceding the Calculation Date and by reference to:1    in the case of a disposal, the period of time during which the applicable
company or business was part of the Sims Group; or2    in the case of an acquisition, for that period being the twelve months
immediately preceding the Calculation Date.
 3.
    
    References to Common Terms Deed3.1
    
    Every reference in the Transaction Documents to the Common Terms Deed is to be construed as a
reference to the Common Terms Deed as amended by this Deed. Any reference to this deed, in
this deed, of this deed, this agreementor words to the same effect in the Common Terms Deed
will be construed as a reference to the Common Terms Deed as amended by this Deed.4.
    
    Confirmation4.1
    
    Subject to the provisions of this Deed, the Common Terms Deed is confirmed and remains in
full force and effect. This Deed and the Common Terms Deed will be read and construed as one
document.5.
    
    General Provisions5.1
    
    This Deed is a Transaction Document in respect of each Lender for the purposes of the Common
Terms Deed.5.2
    
    This Deed is governed by the laws of New South Wales. Each Transaction Party irrevocably
submits to the non-exclusive jurisdiction of the courts of New South Wales.5.3
    
    This Deed may be executed and delivered in counterparts (including by facsimile
transmission), each of which will be deemed an original.5.4
    
    Each of the attorneys executing this Deed states that the attorney has no notice of the
revocation of the power of attorney appointing that attorney.
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Executed
 SimsExecuted bySims Metal Management Limited
for itself and as attorney for each
other Transaction Party pursuant
to clause 15.2 of the
Common Terms Deedin accordance with section 127(1) of the
Corporations Act 2001 (Cth)
by a director and secretary/director:sign here►
    
    /s/ Frank MorattiCompany Secretary/Directorprint name
    
    Frank Morattisign here►
    
    /s/ Daniel W. DienstDirectorprint name
    
    Daniel W. Dienst




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LenderExecuted byBank of America, N.A.by its duly Authorised Officer in the
presence of:sign here►
    
    /s/ Timothy G. HolsappleAuthorised Officerprint name
    
    Timothy G. Holsappleprint title
    
    Senior Vice Presidentin the presence ofsign here►
    
    /s/ Heidi E. GreenWitnessprint name
    
    Heidi E. Green




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LenderSigned sealed and delivered forCommonwealth Bank of Australiaby its attorneysign here►
    
    /s/ Katherine MorrisonAttorneyprint name
    
    Katherine Morrisonin the presence ofsign here►
    
    /s/ Annette TomosciWitnessprint name
    
    Annette Tomosci




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LenderSigned sealed and delivered forHSBC Bank Australia Limitedby its attorneysign here►
    
    /s/ Bridget Ann PowellAttorneyprint name
    
    Bridget Ann Powellin the presence ofsign here►
    
    /s/ Elin SchwarzeneckerWitnessprint name
    
    Elin Schwarzenecker




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LenderSigned sealed and delivered forHSBC Bank plcby its attorneysign here►
    
    /s/ Michael HodgesAttorneyprint name
    
    Michael Hodgesin the presence ofsign here►
    
    /s/ S.R. AdcockWitnessprint name
    
    S.R. Adcock




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LenderSigned sealed and delivered forHSBC Bank USA, National Associationby its authorised signatorysign here►
    
    /s/ Randolph Cates, VP Senior Relationship MgrAuthorised signatoryprint name
    
    Randolph Catesin the presence ofsign here►
    
    /s/ Khalid AlkadiWitnessprint name
    
    Khalid Alkadi, AVP Relationship Mgr




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LenderSigned sealed and delivered forThe Hongkong and Shanghai Banking Corporation Limitedby its attorneysign here►
    
    /s/ Albert Chan Leung ChoiAttorneyprint name
    
    Albert Chan Leung Choiin the presence ofsign here►
    
    /s/ Jaron CampbellWitnessprint name
    
    Jaron Campbell




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LenderSigned sealed and delivered forNational Australia Bank Limitedby its attorneysign here►
    
    /s/ Steven RussellAttorneyprint name
    
    Steven Russellin the presence ofsign here►
    
    /s/ Cosimino AttilloWitnessprint name
    
    Cosimino Attillo




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LenderSigned sealed and delivered forWestpac Banking Corporationby its attorneysign here►
    
    /s/ Jeroen NanningaAttorneyprint name
    
    Jeroen Nanningain the presence ofsign here►
    
    /s/ Andrew OConnorWitnessprint name
    
    Andrew OConnor