UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

Amendment No. 1

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

For the quarterly period ended March 31, 2008

or

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

For the transition period from                                         to                                          

Metalico, Inc.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization)	001-32453 (Commission file number)	52-2169780 (I.R.S. Employer Identification No.)
186 North Avenue East Cranford, NJ (Address of Principal Executive Offices)	07016 (Zip Code)	(908) 497-9610 (Registrant’s Telephone Number)

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 þ NO o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o	Accelerated filer þ	Non-accelerated filer o	Smaller reporting company o
		(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) YES o NO þ

Number of shares of Common stock, par value $.001, outstanding as of April 17, 2008: 35,378,942

TABLE OF CONTENTS

EXPLANATORY NOTE
PART II
	Item 6. Exhibits
SIGNATURES
Certification of Chief Executive Officer
Certification of Chief Financial Officer
Certification of Chief Executive Officer
Certification of Chief Financial Officer

EXPLANATORY NOTE

     This Amendment No. 1 on Form 10-Q/A amends the Quarterly Report on Form 10-Q of Metalico, Inc. (the “Company”) for the period ended March 31, 2008, as filed by the Company on April 4, 2008 (the “Original Filing”) and is being filed solely to attach the certifications appended as Exhibits 31.1, 31.2, 32.1 and 32.2.

METALICO, INC.
Form 10-Q Quarterly Report
Table of Contents

PART II

Item 6. Exhibits. Page XX

Item 6. Exhibits.

     The following exhibits are filed herewith:

31.1	Certification of Chief Executive Officer of Metalico, Inc. pursuant to Rule 13a-14(a) promulgated under the Securities Exchange Act of 1934, as amended
31.2	Certification of Chief Financial Officer of Metalico, Inc. pursuant to Rule 13a-14(a) promulgated under the Securities Exchange Act of 1934, as amended
32.1	Certification of Chief Executive Officer of Metalico, Inc. pursuant to Rule 13a-14(a) promulgated under the Securities Exchange Act of 1934, as amended, and Section 1350 of Chapter 63 of Title 18 of the United States Code
32.2	Certification of Chief Financial Officer of Metalico, Inc. pursuant to Rule 13a-14(a) promulgated under the Securities Exchange Act of 1934, as amended, and Section 1350 of Chapter 63 of Title 18 of the United States Code

SIGNATURES

     Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.

	METALICO, INC. (Registrant)
Date: May 9, 2008	By:	/s/ CARLOS E. AGÜERO
		Carlos E. Agüero
		Chairman, President and Chief Executive Officer
Date: May 9, 2008	By:	/s/ ERIC W. FINLAYSON
		Eric W. Finlayson
		Senior Vice President and Chief      Financial Officer (Principal Financial      Officer and Principal Accounting Officer)

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