SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Travetto Frank D

(Last)

(First)

(Middle)

C/O EARLE M. JORGENSEN COMPANY

10650 ALAMEDA STREET

(Street)

LYNWOOD

90262

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
JORGENSEN EARLE M CO /DE/ [ JOR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice President, Merchandising

3. Date of Earliest Transaction (Month/Day/Year)
04/20/2005

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/20/2005		J⁽¹⁾⁽²⁾		12,000	A	⁽¹⁾⁽²⁾	12,000	D
Common Stock	04/20/2005		J⁽¹⁾⁽²⁾		19,241	A	⁽¹⁾⁽²⁾	19,241	I	By Stock Bonus Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)	$1.8933	04/20/2005		J⁽¹⁾⁽²⁾		44,103		04/20/2005	07/31/2007	Common Stock	44,103	⁽¹⁾⁽²⁾	44,103	D
Stock Option (right to buy)	$4.3818	04/20/2005		J⁽¹⁾⁽²⁾		44,103		04/20/2005	07/31/2008	Common Stock	44,103	⁽¹⁾⁽²⁾	44,103	D
Stock Option (right to buy)	$3.1234	04/20/2005		J⁽¹⁾⁽²⁾		17,641		04/20/2005	07/31/2009	Common Stock	17,641	⁽¹⁾⁽²⁾	17,641	D
Stock Option (right to buy)	$4.1438	04/20/2005		J⁽¹⁾⁽²⁾		26,462		04/20/2005	07/31/2010	Common Stock	26,462	⁽¹⁾⁽²⁾	26,462	D
Stock Option (right to buy)	$4.6256	04/20/2005		J⁽¹⁾⁽²⁾		17,641		04/20/2005	07/31/2011	Common Stock	17,641	⁽¹⁾⁽²⁾	17,641	D
Stock Option (right to buy)	$4.4102	04/20/2005		J⁽¹⁾⁽²⁾		17,641		04/20/2005	07/31/2012	Common Stock	17,641	⁽¹⁾⁽²⁾	17,641	D

Explanation of Responses:

1. Prior to the transaction reported on this form, Mr. Travetto owned (i) 15,225 shares of the common stock of Earle M. Jorgensen Holding Company, Inc. ( "Holding Common Stock"), 53 shares of Holding's series B preferred stock ("Holding Series B Preferred Stock"), and 32 shares of Holding's 13% Cumulative Preferred Stock ("Holding Series A Preferred Stock") allocated to Mr. Travetto's stock bonus plan account, (ii) 12,000 shares of the Holding Common Stock, and (iii) fully vested options exercisable for 167,591 shares of Holding Common Stock. Pursuant to a merger and financial restructuring that is exempt under Rule 16b-7, among other things, (Continued in Footnote 2)

2. (a) each share of Holding Common Stock was exchanged for one share of the Issuer's common stock, (b) each share of Holding Series A Preferred Stock was exchanged for $403.75 in cash and 41.29 shares of the Issuer's common stock, without giving effect to the holdback of shares in respect of the underwriters' over-allotment option, (c) each share of Holding Series B Preferred Stock was exchanged for $494.38 in cash and 50.56 shares of the Issuer's common stock, without giving effect to the holdback of shares in respect of the underwriters' over-allotment option, and (d) each stock option that had been exercisable for shares of Holding Common Stock became exercisable for an equal number of shares of the Issuer's common stock at the same exercise prices and on the same terms and conditions as provided in the Holding stock option agreements and stock option plan.

	/s/ William S. Johnson, as Attorney-in-Fact	04/20/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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