“Other”

		Net			Gross			Other			Operating
(in thousands)		Sales			Mat'l Margin			Oper Exp			Income(Loss)
2003
Metals Segment		$	243,210		$	70,701		$	(79,377	)	$	(8,676	)
Plastics Segment			32,383			11,385			(10,105	)		1,280
Other			—			—			(1,351	)		(1,351	)
Consolidated		$	275,593		$	82,086		$	(90,833	)	$	(8,747	)
2002
Metals Segment		$	247,489		$	73,215		$	(71,251	)	$	1,964
Plastics Segment			29,761			10,157			(9,059	)		1,098
Other			—			—			(1,301	)		(1,301	)
Discontinued operation			—			—			—			—
Consolidated		$	277,250		$	83,372		$	(81,611	)	$	1,761

*The segment information for Total Assets at June 30, 2003, December 31, 2002 wereand June 30, 2002 was as follows:

		June 30			December 31			June 30
			2003			2002			2002
Metals Segment		$	309,977		$	312,223		$	318,300
Plastics Segment			30,056			30,475			28,571
Other			—			9,897			3,711
Consolidated		$	340,033		$	352,595		$	350,582

11.Asset Impairment and Special Charges

During the second quarter of 2003, the Company initiated a major restructuring program within its Metals segment. The restructuring anticipates the sale or liquidation of several under-performing and cash consuming business units, which are not strategic to the Company’s long-term strategy. The restructuring includes the closing of KSI, LLC a chrome bar plating operation; the liquidation or sale of Castle’s 50% interest in Laser Precision, a joint venture which produces laser cut parts; the July 2003 sale of the operating assets of Keystone Honing Company, a subsidiary which processes and sells honed tubes; the disposal of selected pieces of equipment which interfere with more efficient use of the Company’s distribution facilities and the July 2003 sale of Castle’s 50 percent interest in Energy Alloys, a joint venture which distributes tubular goods to the oil and gas field industries.

Results of Operations

During the second quarter of 2002, the Company sold its United Kingdom subsidiary. The first quarter 2002 financial statements have been restated to present the subsidiary as a discontinued operation in accordance with generally accepted accounting principles. On May 1, 2002 Castle acquired its joint venture partner’s remaining interest in Metal Express. The results of this entity, now a wholly owned subsidiary, have been consolidated into Castle’s financial statements as of the date of acquisition. Metal ExpressTheir results are consolidated for the first quarterhalf of 2003 and arethe last two months of the first half of 2002. Metal Express was reported as a joint venture on thean equity basis for the first four months of accounting2002.

In the second quarter, the Company initiated a major restructuring including the sale or closing of several under-performing and cash consuming business units. Management believes the restructuring will better posture the Company to participate in the first quartereconomic recovery by shedding business units that have in recent years either produced operating losses, consumed disproportionate amounts of 2002.cash, or both and, are not strategic fits with the Company's core business.

The restructuring consists of selling or liquidating two joint ventures, the selling of one of its subsidiaries, the closing of its chrome bar processing operation, and the sale of underutilized equipment. The restructuring resulted in special charges of $1.5 million due to the write-down of inventory to the sale price or realizable value; the impairment of long-lived assets of $4.9 million based on the anticipated sale price or appraisal value; the accrual of $1.0 million of contract termination costs under operating leases; and the impairment to joint venture investments and advances to realizable value of $2.8 million. The pre-tax loss on these items totalled $10.2 million for an after-tax loss of $6.2 million, or $0.39 per share. Excluding the effects of these items, the after-tax loss was $3.1 million, or $0.20 per share.

Second Quarter 2003 as Compared to the Second Quarter 2002

Consolidated

For the quarter ended March 31,June 30, 2003 Castle reported net sales of $141.6$133.9 million which is an increasea decrease of $5.6$7.3 million or 4.1%5.2% from the $136.0$141.2 million generated a year ago. Excluding the effects of the acquisition of Metal Express, the increase was $2.3 million, or 1.7%. The relatively flat sales performance in our core metals business is due to capacity utilization rates in the durable goods manufacturing sector which have leveled off at extremely depressed levels. Approximately 88.788 percent of all revenues in the second quarter 2003 were derived from the Company'sCompany’s core metal businesses with the remaining 11.312 percent from the distribution of plastics.

Gross material margin on sales increaseddecreased by 4.6%7.6% to $43.2$38.9 million from $41.3$42.1 million in 2002. Thewhile gross material margin percentage increased slightlydecreased in the second quarter 2003 to 30.5%29.0% from 30.4%29.8% in 2002. Excluding the effects of Metal Express, gross material margin increased 0.6% and gross margin percentage decreased to 30.0% from 30.4%. The continuing price competition within the metals distribution industry is the main reason for the reduction in margin percentages.

Total other operating expenses in the firstsecond quarter of 2003 were $42.7totalled $48.1 million as compared to $39.6$42.0 million for the same period in 2002, an increase of $3.1$6.1 million, or 7.7%14.5%. During the second quarter 2003 the Company generated an operating loss of $9.3 million compared with operating income of $0.1 million in 2002. Exclusive of the restructuring charges and the results of Metal Express’ operations, the Company’s operating lo ss was $1.9 million in the second quarter of 2003, compared with operating income of $0.2 million for the same period of 2002.

The following table summarizes the results of the restructuring charges and the impact of the consolidation of Metal Express, accountedwhich was only included in the consolidated totals for $1.7 milliontwo months in the second quarter of 2002(in millions):

		Second Qtr '03									SecondQtr ‘02
			Restructuring			Metal Express			Total			Metal Express
Sales		$	—		$	3.2		$	3.2		$	2.1
Gross Material Margin			(1.5	)		1.6			0.1			1.0
Other Operating Expenses			(5.9	)		(1.6	)		(7.5	)		(1.1	)
Operating Loss		$	(7.4	)	$	—		$	(7.4	)	$	(0.1	)

The changes to sales, gross material margin and operating expenses exclusive of the increase whilerestructuring charges and the expensesMetal Express operations as summarized in the table above, are described in the following two paragraphs.

For the quarter ended June 30, 2003 net sales totalled $130.8 million which is a decrease of our core metal and plastics business increased by $1.4$8.3 million, or 3.6%. Part6.0% from the $139.1 million generated a year ago. Gross material margin on sales declined by 5.6% to $38.8 million from $41.1 million while gross material margin percentage increased slightly in the second quarter 2003 to 29.7% from 29.5% in 2002. The reduction in sales and gross material margin is due to the continuing recessionary pressure within the producer durable goods manufacturing sector of the increaseeconomy which is the primary market for the metals segment of the Company.

Operating expenses in the second quarter 2003 totalled $40.6 million as compared to $40.9 million for the same period in 2002, a reduction of $0.3 million, or 0.7%. Volume related expenses is due towere down by $0.9 million. This decrease was partially offset by a reduction in non-cash pension income, net of non-cash expenses, for post-retirement benefits from $0.6 million in the firstsecond quarter of 2002 to $0.2 million during the firstsecond quarter of the current year. The decreaseThis was mainly due to thea decision by management to reduce the expected long-term rate of return on pension plan assets from 10% to 9% (see Liquidity and Capital Resources section). The majorityThere was also a $0.2 million increase in severance expense in the metals segment quarter-over-quarter as part of the remainder of the increase occurredCompany's continuing effort to reduce future salary and wage costs to bring them in the Plastics segment due to increased volume, expenses related to the opening of a new facility and higher legal fees associatedline with the favorable settlement of a lawsuit.

During the first quarter of 2003 the Company generated operating income of $0.5 million compared with operating income of $1.7 million in 2002.reduced sales activity levels.

Total financing costs (interest expense, net and discount on sale of accounts receivable) increasedrose by $0.7 from $2.1million to $2.7 million in the first quarter of 2002 to $2.82003 from $2.0 million in 2003.2002. The unfavorable variance was mainly due to increased interest rates of 200 basis points, which were negotiated in November 2002 with the Company'sCompany’s institutional and banking lenders, in exchange for favorable amendments to existing loan covenants. The accounts receivable securitization agreement that existed in the firstsecond quarter of 2002 was replaced in December 2002 with a three-year commitment with another institution. The new facility includes a comparable rate increase.

In November 2002 the Company'sCompany’s largest stockholder purchased, through a private placement, $12.0 million ($11.2 million net of transaction expenses) of eight-percent cumulative convertible preferred stock. Dividends of $0.2 million have been accrued for the second quarter 2003.

The net loss applicable to common stock for the second quarter 2003 totalled $9.3 million or $0.59 per share, as compared to last year's net loss of $2.0 million or $0.14 per share.

First Half 2003 as Compared to the First Half 2002

Consolidated

For the six months ended June 30, 2003 Castle reported net sales of $275.6 million, a decrease of $1.6 million, or 0.6% from the $277.2 million generated a year ago. Approximately 88 percent of all revenues in the first half of 2003 were derived from the Company’s core metal businesses with the remaining 12 percent from the distribution of plastics. Gross material margin on sales decreased by 1.6% to $82.1 million from $83.4 million, while gross material margin percentage decreased slightly in the first half of 2003 to 29.8% from 30.1% in 2002. Other operating expenses in the first half of 2003 totalled $90.8 million as compared to $81.6 million for the same period in 2002, an increase of $9.2 million, or 11.3%. During the first half of 2003 the Company generated an operating loss of $8.7 million compared with operating income of $1.8 million in 2002. Exclusive of the restructuring charges and the results of Metals Express’ operations, the Company’s operating loss was $1.3 million in the first half of 2003, compared to operating income of $1.9 million for the same period in 2002.

The following table summarizes the results of the restructuring charges and the impact of the consolidation of Metal Express, which was only included in the consolidated totals for two months in the first half of 2002(in millions):

		Six Months 2003									Six Months 2002
			Restructuring			Metal Express			Total			Metal Express
Sales		$	—		$	6.5		$	6.5		$	2.1
Gross Material Margin			(1.5	)		3.2			1.7			1.0
Other Operating Expenses			(5.9	)		(3.2	)		(9.1	)		(1.1	)
Operating Loss		$	(7.4	)	$	—		$	(7.4	)	$	(0.1	)

The charges to sales, gross material margin and operating expenses exclusive of the restructuring charges and the Metal Express operation as summarized in the table above, are described in the following two paragraphs.

For the six months ended June 30, 2003 net sales totalled $269.0 million, a decrease of $6.1 million or 2.2% from the $275.1 million generated a year ago. Gross material margin on sales decreased by 2.4% to $80.4 million from $82.4 million while gross material margin percentage remained level for both periods at 29.9%. The reduction in sales and gross material margin is due to the continuing recessionary pressure within the producer durable goods manufacturing sector of the economy which is the primary market for the metals segment of the Company.

Other operating expenses in the first half of 2003 totalled $81.7 million as compared to $80.5 million for the same period in 2002, an increase of $1.2 million, or 1.5%. Part of the increase in expenses was due to the reduction in non-cash pension income, net of non-cash expenses, for post-retirement benefits to $0.4 million in the first half of 2003 from $1.2 million last year. In addition, the Plastics segment of the business incurred higher operating costs in the first quarter of 2003 of $0.4 million related to the opening of a new facility and additional legal fees associated with the successful settlement of a lawsuit.

Total financing costs (interest expense, net and discount on sale of accounts receivable) increased by $1.4 million to $5.5 million in the first half of 2003 from $4.1 million in 2003.

Preferred stock dividends of $0.5 million had been either accrued or paid in the first half of 2003.

The net loss applicable to common stock for the first quarterhalf of 2003 totalled $1.6$10.9 million or $0.10$0.69 per share, as compared ato last year's net loss of $0.2$2.2 million or $.01$0.15 per share inshare.

Segments

Metals Segment

Second Quarter 2003 as Compared to the first quarter of 2002.

Segments

MetalsSecond Quarter 2002

Revenue for this segment increaseddecreased by $3.7$8.0 million, or 3.1%,6.4% to $125.6$117.6 million in the firstsecond quarter of 2003 from $121.9 million in 2002. Excluding Metal Express, which was consolidated effective May 1, 2002, sales increased by $0.4 million, or 0.3%. The slight increase in sales was achieved despite a reduction in tons shipped of 3.4%. The positive results were due to a swing in product mix towards higher priced non-ferrous materials from lower priced carbon and bar products.

The Metals segment operating profit decreased $1.1 million to $0.7 million from $1.8$125.6 million in 2002. Gross material margins increased $1.2decreased $3.7 million while gross material margin percentage remained level at 29.9% when comparedpercent decreased to the first quarter of28.1% from 29.3% in 2002. Other operating expenses for the same period increased $2.3 million. Excluding the effects$5.9 million to $42.5 million in 2003 from $36.6 million in 2002. Operating profit decreased $9.6 million to a loss of $9.4 million from a profit of $0.2 million in 2002.

All of the acquisition of Metal Express, operating profit remained at $0.7 million with grossrestructuring costs were incurred in this segment. Gross material margin decreasingwas adversely affected by $0.5$1.5 million and other operating expenses included an additional charge of $5.9 million resulting in a negative impact on operating losses of $7.4 million.

The changes to sales, gross material margin, rateand operating expenses exclusive of 29.4%. Operating expenses excludingthe restructuring charges and the Metal Express increased $0.7operation, as summarized previously, are described in the following paragraphs.

Sales decreased by $9.1 million, or 1.9%. The continuing price competition within the metals distribution industry is the main reason for the reduction in7.4% to $114.4 million from $123.5 million last year. Gross material margin decreased 7.8% to $33.0 million from $35.8 million while gross material margins and margin percentages. The majority of the increase in otherpercentage remained constant at 28.9%. Other operating expenses is duedecreased $0.5 million, or 0.2% to $35.0 million from $35.5 million. Volume related expenses fell $1.1 million. This decrease was partially offset by a reduction in non-cash pension income, net of non-cash expenses for post-retirement benefits from $0.6of $0.4 million along with the increase in severance expense of $0.2 million.

First Half 2003 as Compared to the First Half 2002

Revenue for this segment decreased by $4.3 million or 1.7% to $243.2 million in the first quarterhalf 2003 from $247.5 million in 2002. Gross material margins decreased $2.5 million to $70.7 million from $73.2 million, while gross material margin percent decreased slightly to 29.1% from 29.6% in 2002. Other operating expenses for the same period increased $8.1 million to $79.4 million, from $71.3 million. Operating profit decreased $10.7 million to an $8.7 million loss from a $2.0 million profit in 2002.

The restructuring costs of 2002$1.5 million in gross material margin and $5.9 million had a $7.4 million negative impact on the operating loss.

The changes to sales, gross material margin, and operating expenses exclusive of the restructuring charges and the Metal Express operation, as summarized previously, are described in the following paragraphs.

Sales decreased $8.7 million, or 3.5% to $236.7 million from $245.4 million a year ago. Gross material margin on sales declined by 4.4% to $69.0 million from $72.2 million while gross material margin fell slightly in the first half of 2003 to 29.2% from 29.4% in 2002. "Other" operating expenses increased slightly to $70.3 million from $70.2 million a year ago. Volume related expenses fell $0.9 million. A decrease in non-cash expenses for post-retirement benefits of $0.8 million and the $0.2 million during the first quarter of the current year. The decrease was primarily dueincrease in severance expense offset this decrease.

Total Assets

June 30, 2003 as Compared to the decision by management to reduce the expected long-term rate of return on pension plan assets from 10% to 9% (see Liquidity and Capital Resources section).June 30, 2002

Total assets of the Metals segment increased $11.3decreased $8.3 million from the firstsecond quarter of 2002 to the firstsecond quarter 2003. Inventory decreased by $13.7 million, $12.2 million which was in concert with the Company’s inventory reduction programs and $1.5 million was due to the write-down of inventories to sale price or realizable value as part of the Company's restructuring program. Depreciation was larger than capital expenditures (net of a sale/leaseback transaction) which reduced total assets by $7.6 million and $4.2 million was due to the impairment of property, plant and equipment. During the second quarter of 2003. Prepaid pension assets accounted for $10.92003, $2.8 million of advances to joint ventures were impaired in conjunction with the increaserestructuring program relating to the liquidation or sale of two of the Company's joint ventures. At June 30, 2002 the Company was due $0.8 million from the purchaser of its United Kingdom subsidiary which was received in January 2003. These decreases were offset by increases in prepaid p ension assets of $9.1 million as the result of the contribution of $8.3$6.8 million in cash and Company stock and $2.6$2.3 million in non-cash pension income. Accounts receivable increased $10.5$7.9 million primarily due to a $11.8$13.5 million decrease in the amount of accounts receivable sold. Exclusive of the change in accounts receivablesreceivable sold, and the effect of Metal Express’s receivables balance on March 31, 2003 of $1.7 million, amounts due from customers were $3.0$5.6 million lower than March 31,2002June 2002 due to a 3.7reduction in sales volume and a 0.6 day improvement in days sales outstanding. These increases were offset by$2.0 was invested in Certificates of Deposit (restricted cash) to secure a $6.9Letter of Credit related to the Company’s insurance program and a credit card program and approximately $1.5 million decrease in inventorywas added to prepaid expenses over the past twelve months for legal and other fees related to the renegotiations on the Company’s debt structure.

June 30, 2003 as Compared to December 31, 2002

Total assets of the Metals segment decreased $2.2 million from December 31, 2002 to June 30, 2003. Inventory decreased $4.3 million, $2.8 million of which was in concert with the Company'sCompany’s inventory reduction programs and a $3.5$1.5 million decrease in net fixed assetswas due to depreciation being greaterthe write down of inventory to anticipated sales price or realizable value as part of the Company’s restructuring program. Depreciation was larger than capital expenditures.expenditures, which reduced total assets by $2.3 million and a $4.2 million reduction was due to the impairment of property, plant and equipment. During the second quarter of 2003, $2.8 million of advances to joint ventures were impaired in conjunction with the restructuring program relating to the liquidation or sale of two of the Company’s joint ventures. At December 31, 2002 the Company was due $0.8 million from the purchaser of its United Kingdom subsidiary, which was received in January 2003. These decreases were offset by volume related increases in accounts re ceivable of $8.9 million. Daily sales outstanding improved 1.2 days. Increases were also generated due to non-cash pension income $0.8 million, $0.8 million of legal fees related to the renegotiations on the Company’s debt restructure and $0.7 million in cash and equivalents due to the timing of check payments.

	17

Plastics Segment

Second Quarter 2003 as Compared to the Second Quarter 2002

Revenue for this segment increased 13.2%on higher total shipments by $0.7 million, or 4.5% to $16.0$16.3 million in the firstsecond quarter of 2003 from $14.2$15.6 million for the comparable period in 2002 on higher total shipments.

The Plastics segment operating profit rose slightly in2002. For the first quarter of 2003. Grossgross material margin increased $0.7rose $0.5 million, or 14.8%,9.5% which is due to increasedhigher sales volume and an increase in gross material margin percentage to 34.9%35.4% from 34.4%33.9%. The increase was due primarily to a higher portion of fabricated products in the sales mix. These favorable effects were offset by an increase in other operating expense of $0.3 million to $5.0 million from $4.7 million, which was primarily due to increased sales activity. Operating profit for the second quarter 2003 was $0.8 million as compared to last year's results of $0.6 million.

First Half 2003 as Compared to the First Half 2002

Revenue for this segment increased on higher total shipments by $2.6 million, or 8.7%, to $32.4 million in the first half of 2003 from $29.8 million for the comparable period in 2002. For the first half, gross material margin rose $1.2 million, or 11.8% to $11.4 million from $10.2 million a year ago which is due to the higher sales volume and an increase in gross material margin percentage to 35.2% from 34.1%. The increase was due primarily to a higher portion of fabricated products in the sales mix. These favorable effects were offset by an increase in other operating expenses of $0.7$1.0 million dollars. This increase is due to

sales volume related expenses of $0.3 million, expenses incurred in the opening of atwo new facility of $0.2 million,facilities and higher legal fees associated with thea favorable settlement of a lawsuit of $0.2 million.lawsuit. Operating profit for the first half 2003 was $1.3 million as compared to $1.1 million last year.

Total Assets

June 30, 2003 as Compared to June 30, 2002

Total assets of the Plastics segment increased $1.8$1.5 million quarter-over-quarter.from June 30, 2002 to June 30, 2003. The major reason for the increase was a $1.4$1.1 million rise in inventory in support of the increased sales volume.

June 30, 2003 as Compared to December 31, 2002

Total assets for this segment decreased $0.4 million from December 31, 2002 to June 30, 2003. The decrease was mainly due to a $0.9 million reduction in accounts receivable primarily due to a $2.0 million increase in accounts receivable sold. Exclusive of the change in accounts receivable sold, the amounts due from customers were $2.9 million higher than December 31, 2002 due to higher sales volumes and a 0.9 day increase in days sales outstanding.

Other Segment

The Company's “Other”Company’s "Other" operating segment includes expenses related to executive and legal services that benefit both the metalmetals and plastics segments. This expenseThese expenses remained relatively constant at $0.7 million in the first quarter of 2003 as compared to $0.6 million in the second quarter 2003 and $1.4 million for the first quartersix months of 2002.2003 when compared to $0.7 million and $1.3 million, respectively for the same periods last year.

The “Other” segment’s"Other" segments total assets consist solelyasset balance of $3.7 million at June 30, 2003 and $9.9 million at December 31, 2002 consisted of the Company's income tax receivable of $12.9 million (which was received in April 2003). The $7.9 million increase over the balance at March 31, 2002 of $5.0 million was due to: timing of the receipt of part of the 2001 loss carryback, which was received in March 2002, legislation in 2002 allowing for an extended carryback period, and a favorable IRS rulingrefunded in the firstsecond quarter of 2003 with regards to the deductibility of certain pension related items.2003.

Major Accounting Policies

There have been no changes in major accounting policies as described in the Company'sCompany’s Annual Report on Form 10-K for the year ended December 31, 2002.

Liquidity and Capital Resources

Working capital totalled $93.4$82.6 million at March 31,June 30, 2003 as compared to $98.4$100.1 million at March 31,June 30, 2002.

Total current assets increaseddeclined $10.1 million quarter-over-quarter. Inventory decreased by $4.6$12.6 million on a quarter-over-quarter basis.of which, $11.1 million was in concert with the Company’s inventory reduction programs while the remaining $1.5 million was the result of the write-down of inventory to sale price or realizable value as part of the Company's restructuring initiative. As discussed under the "Other" segment section, income tax receivable decreased by $3.7 million. At June 30, 2002 the Company was due $0.8 million from the purchaser of its United Kingdom subsidiary which was received in January 2003. Accounts receivable increased by $10.7rose $7.8 million primarily due to an $11.8a $13.5 million decrease in the amount of accounts receivable sold. Exclusive of thisthe change andin accounts receivable sold, the effect of Metal Express’ receivable balance, amounts due from customers were $2.8$5.7 million lower. This reflectslower than June 2002 due to a 3.7reduction in sales volume and a 0.4 day improvement in our core metals and plastics businesses’ days sales outstanding. As discussed$2.0 million was invested in Certificates of Deposit (restricted c ash) to secure a Letter of Credit related to the Company’s insurance program and a credit card program.

Total current liabilities increased $7.5 million quarter-over-quarter. The current portion of long term debt rose to $11.2 million (an increase of $8.8 million) primarily due to an increase of amounts due within the next twelve months on its normal debt maintenance schedule along with the Company’s intention of accelerating payments on one of its industrial development revenue bonds with the cash proceeds from the liquidation of under performing business units. Current and deferred income taxes increased $0.8 million due to increases in deferred taxes caused by timing differences between financial statements and tax returns in the “Other” segment section, the Company's income tax receivable increased by $7.9 million.recognition of certain expenses. These increases were offset by a $5.6$2.1 million decrease in inventory in concert with the Company's inventory reduction programs and an $8.7 million reduction in the current assets of its discontinued operation which was sold in May 2002.

Total current liabilities increased $9.5 million quarter-over-quarter. Accountsaccounts payable and accrued liabilities, which were larger by $8.2 million due primarily to the timing of payments. The increase in the current portion of long-term debt of $7.2 million isreduced primarily due to the Company's intention to use a portion of the $12.9 million income tax refund to retire $6.2 million of currently outstanding industrial revenue bonds. These increases were offset by a $6.6 million decrease in the current liabilities of its discontinued operation.lower purchasing activity.

After consultation with its investment advisors and considering the weakness in the investment markets, management determined that the 10% expected long-term rate of return on pension plan assets should be reduced to 9% beginning January 1, 2003. The effect of this reduction was the primary reason for theto decrease inthe non-cash income on the pension investments net of non-cash post retirement benefit expense to $0.2 million in the firstsecond quarter of 2003 from $0.6 million in the second quarter 2002 ($0.4 million for the first quartersix months of 2002.2003 as compared to $1.2 million in the first six months of 2002).

At March 31,During the first six months of 2003 the Company was in compliance with the covenants of its financial agreements which require it to maintain certain funded debt-to-capital ratios, working capital-to-debt ratios and a minimum equity value.

During the first quarter of 2003 the Company received signed letters of intent for the sale of two of its underutilized plants.operating facilities. The estimated combined sale of these properties will yield approximately $13.5$14.0 million in cash. In July 2003 the Company received $10.5 million on the sale of one of these facilities. The Company will continuerent back only the amount of space required to serve customers in these markets by renting a portion of each of these two facilities.effectively.

The Company currently utilizes an Accounts Receivable Securitization program as its primary source of funds for working capital. At March 31,2003, $30.2June 30, 2003, $27.5 million was utilized under the facility ($42.041.0 million at March 31,June 30, 2002). There remained $8.5Under this facility there remains $9.1 million of immediately available funds under this facility along with $1.8 million of other committed lines of credit.funds. Management believes that funds generated from future operations, the existing $10.3$9.1 million of financing availability the $12.9 million of income tax refunds received in April 2003, and the received and anticipated $13.5$14.0 million of cash from the sale of it twoits underutilized operating facilities will provide adequate funding for currentits business needs.

Commitments and Contingencies

TheUnder the Company's joint venture agreement, Energy Alloys LP, the Company has a buy/sellhad the right under the Buy-Sell provision with itsthe joint venture partner in Energy Alloys L.P. Under this provision,to either party may present an offer to purchase or sell its partner’s interest for a specific dollar value.

The other party then has two options. It may accept the offerCompany exercised this Buy-Sell provision on January 28, 2003. The Company and sell its interest in the joint venture or it may buy the offerer’s interest at the same price. On January 28, 2003 the Company initiated a buy offer which the joint venture partner had thirty days to either accept or reject. If the partner did nothing, it would have been deemed to have accepted the Company's offer. Had the Company purchased its partner’s interest, it would have been required to pay approximately $1.7 million for equity and partner loans to the joint venture and assume debt of approximately $7.7 million. Should the partner have elected to purchase its interest, they would have been obligated to pay approximately $3.5 million for the Company's equity and loans to the joint venture.

On February 3, 2003, the joint venture partner served upon the Company a lawsuit to rescind the Partnership Agreement. The parties thereafter entered into negotiations which stayedresulted in an agreement under which the execution of the Company's offer to purchase. As a result of those negotiations a tentative settlement was reached wherein, subject to certain contingencies, the joint venture partner would purchase the Company's interest for $4.5$4.4 million. Because of these contingencies,

On July 23, 2003 the Company cannot determine,sold its interest in the joint venture to the joint venture partner for $1.5 million cash and a Promissory Note of $2.9 million at this time, whether or not it will bean interest rate of 6 percent per annum payable over a seller under the tentative settlement agreement or a buyer under the January 28, 2003 offer.10-year period.

Item 3. Quantitative and Qualitative Disclosure about Market Risk

The Company is exposed to various rate and metal price risks that arise in the normal course of business. Operations are financed with fixed and variable rate borrowings and the Accounts Receivable Securitization facility. An increase of 1% in interest rates on the variable rate indebtedness and the Accounts Receivable Securitization facility would increase the Company'sCompany’s annual interest expense by approximately $0.5$0.4 million. The performances of the pension plans are subject to certain market risks arising from investment performance. A 1% decrease in investment performance would generate a $1.1 million reduction in earnings. A 0.25% decrease in the discount rate assumption would have the affect of increasing the accrued benefit obligation by $2.2 million. The Company'sCompany’s raw material costs are comprised primarily of engineered steels and highly specialized metals. Market risk arises from changes in the price of steel and other metals. Although average selling prices generallygener ally increase or decrease as the price of steel and other metals increase or decrease, the impact of a change in the price of steel and other metals is more immediately reflected in the Company'sCompany’s raw material cost than in the Company'sCompany’s prices.

Item 4. Controls and Procedures

Castle maintains a system of internal controls designated to provide reasonable assurance that its assets and transactions are properly recorded for the preparation of financial information. The system of internal controls are monitored and tested by Castle’s internal auditor. On a quarterly basis a formal senior management review of internal audit results; systems and procedures; variance reports; safety; physical security; and legal and human resource issues is conducted.

A review and evaluation was performed by the Company’s management, including the Company’s Chief Executive Officer (the "CEO) and Chief Financial Officer (the "CFO"), of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13s-14 under the Securities Exchange Act of 1934) as of a date within 90 days prior to the filing of this quarterly report. Based on that review and evaluation, the CEO and CFO have concluded that the Company’s current disclosure controls and procedures, as designed and implemented, were effective to ensure that information the Company is required to disclose in this quarterly report is recorded, processed, summarized and reported in the time period required by the rules of the Securities and Exchange Commission.

(b)Changes in Internal Controls

There have been no significant changes in the Company’s internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation. There were no material weaknesses identified in the course of such review and evaluation and, therefore, the Company took no corrective measures.

Part II. OTHER INFORMATION

Item 1. Legal Proceedings

Item 4. Submission of Matters to a Vote of the Security Holders

Item 6. Exhibits and Reports on Form 8-K

(a) Exhibit 31.1 Certification Pursuant to Section 302 by CEO

Exhibit 31.2 Certification Pursuant to Section 302 by CFO

Exhibit 32.1 Certification Pursuant to Section 906 by CEO

Exhibit 32.2 Certification Pursuant to Section 906 by CFO

(b) The Company filed a Form 8-K, dated May 6, 2003, on May 6, 2003 in connection with the Company dissemination of the Company's press release of first quarter results which contained non-GAAP financial information.

	A. M. Castle & Co.
(Registrant)

Exhibit 31.1

CERTIFICATION PURSUANT TOSECTION
TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, G. Thomas McKane, certify that:

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Exhibit 31.2

CERTIFICATION PURSUANT TOSECTION
TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Edward F. Culliton, certify that:

Exhibit 99.132.1

CERTIFICATION PURSUANT TO18
TO

18 U.S.C. SECTION 1350,

AS
ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of A. M. Castle & Co. (the “Company”"Company") on Form 10-Q for the period ended March 31,June 30, 2003 as filed with the Securities and Exchange Commission on the date hereof (the “Report”"Report"), I, G. Thomas McKane, President and Chief Executive Officer of the Company, certify to the best of my knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

/s/ G. Thomas McKane
	G. Thomas McKane
	President and Chief Executive Officer
	August 13, 2003

Exhibit 99.132.2

CERTIFICATION PURSUANT TO18
TO

18 U.S.C. SECTION 1350,

AS
ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of A. M. Castle & Co. (the “Company”"Company") on Form 10-Q for the period ended March 31,June 30, 2003 as filed with the Securities and Exchange Commission on the date hereof (the “Report”"Report"), I, Edward F. Culliton, Vice President and Chief Financial Officer of the Company, certify to the best of my knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: