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^*

CONTRAN CORP

(Last)

(First)

(Middle)

(Street)

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
KEYSTONE CONSOLIDATED INDUSTRIES INC [ kesn ]

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

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/14/2003

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)

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)
Series A Convertible Preferred Stock⁽¹⁾	4⁽²⁾	01/14/2003⁽³⁾		P		54,956		03/15/2003⁽⁴⁾	08/08/1998⁽⁵⁾	Common Stock $1.00 par value	13,739,000⁽⁴⁾	$211.08⁽⁶⁾	54,956	D⁽⁷⁾

Explanation of Responses:

1. The issuer's Series A 10% Cumulative Convertible Pay-In-Kind Preferred Stock, stated value $1,000 and no par value per share (the "Series A Preferred Stock"), the terms of which are set forth in, and incorporated herein by reference from, the Amended and Restated Certificate of Designations, Rights and Preferences of the Series A 10% Cumulative Convertible Pay-In-Kind Preferred Stock filed as Exhibit 3.2 to the issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2002 with the Securities and Exchange Commission (the "Amended and Restated Certificate of Designations").

2. The conversion price is based on the current conversion price of $4.00 per share Series A Preferred Stock, which is equivalent to one share of Series A Preferred Stock convertible into 250 shares of the issuer's common stock. The conversion price may be adjusted from time to time pursuant to the Amended and Restated Certificate of Designations.

3. Contran purchased 54,956 shares of Series A Preferred Stock on October 16, 2003. Shares of Series A Preferred Stock do not become convertible into shares of the issuer's common stock until March 15, 2003. The reporting person is deemed to own the underlying common stock 60 days prior to the March 15, 2003 conversion date, or January 14, 2003.

4. There is currently a limitation on the full conversion of these shares of Series A Preferred Stock into shares of the issuer's common stock due to the current authorized number of shares of the issuer's common stock set forth in the issuer's Restated Certificate of Incorporation. See the additional information attached as an exhibit to this statement for a description of this limitation.

5. There is no expiration date.

6. The aggregate purchase price for the 54,956 shares of Series A Preferred Stock was $11,600,000.00.

7. See the additional information attached as an exhibit to this statement for a description of additional shares of the issuer's common stock the reporting person may be deemed to beneficially own, directly or indirectly.

	Contran Corporation by A. Andrew R. Louis, Secretary	06/30/2003
	** 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).
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