FORM 4  
 
Check this box if no longer
subject to Section 16. Form 4 or
Form 5 obligations may continue.
See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * 

Michael Simpson

3400 North Wolf Road

Franklin Park,  IL  60131
2. Issuer Name and Ticker or Trading Symbol

A.M.Castle and Co. (CAS)
5. Relationship of Reporting Person(s) to Issuer
            (Check all applicable)
 X  Director
    10% Owner
    Officer (give title below)
    Other (specify below)
 
3. Date of Earliest Transaction
(Month/Day/Year)

05/29/2007
4. If Amendment, Date 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)
CodeVAmount(A)
or
(D)
Price
Common Stock(1)05/30/2007 I   1,446(1)A$34.583,219D 
Common Stock05/29/2007 P   75,050.96A$0.00(2)85,596.96(3)INote 1
Common Stock05/29/2007 S   75,050.96D$31.1010,546(3)INote 1
Preferred Stock05/29/2007 S   500D$0.00(2)0INote 1
Common Stock05/29/2007 P   56,288.22A$0.00(4)79,069.22(5)INote 2
Common Stock05/29/2007 S   56,288.22D$31.1022,781(5)INote 2
Preferred Stock05/29/2007 S   375D$0.00(4)0INote 2
Common Stock         262,433(6)INote 3
Common Stock         20,992(7)INote 4
Common Stock05/29/2007 P   15,010.19A$0.00(8)264,378.19(9)(10)INote 5
Common Stock05/29/2007 J(11)   91,496D$0.00(11)172,882.19(9)(10)INote 5
Common Stock05/29/2007 S   15,010.19D$31.10157,872(9)(10)INote 5
Preferred Stock05/29/2007 S   100D$0.00(8)0INote 5
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1474 (9-02)
* If the form is filed by more than one reporting person, see Instruction 4(b)(v)
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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
Underlying Securities
(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 of
Derivative
Security:
Direct (D)
or Indirect (I)
(Instr. 4)
11. Nature of Indirect
Beneficial Ownership
(Instr. 4)
CodeV(A)(D)Date
Exercisable
Expiration
Date
TitleAmount
or
Number
of
Shares
Stock Options (Right to buy)$7.05        10/04/200310/04/2012Common Stock6,000 6,000D 
Stock Options (Right to buy)$8.52        06/01/200506/01/2014Common Stock7,500 7,500D 
Stock Options (Right to buy)$10.00        07/27/200107/27/2010Common Stock10,000 10,000D 
Stock Options (Right to buy)$10.35        06/03/200306/03/2012Common Stock5,000 5,000D 
Stock Options (Right to buy)$11.00        07/26/200207/26/2011Common Stock10,000 10,000D 
Stock Options (Right to buy)$14.22        07/01/200607/01/2015Common Stock7,500 7,500D 
SEC 1474 (9-02)
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Explanation of Responses:
See attached footnote page.

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see Instruction 6 for procedure.
s/ Jerry M. Aufox05/30/2007
  **Signature of Reporting Person      Date   
 

FOOTNOTES
(1) Restricted stock awarded to Directors as of April 27, 2007 valued at closing common stock price on April 27, 2007 with one year vesting.
(2) The reporting person converted 500 shares of Convertible Preferred Stock on May 29, 2007 at a conversion price of $6.69 per share plus accrued interest resulting in his acquisiton of 75,050.96 shares of common stock. The Convertible Preferred Stock had a face value of $1,000 per share and was convertible into common stock at a conversion price of $6.69 per share of preferred stock. The convertible preferred stock was convertible into common stock at any time by the holder on a 149.4768 for one basis plus accrued interest at the same conversion rate and had no expiration date.
(3) Note 1 - Beneficiary under Trust dated 12/07/1949 United States Trust Co., Trustee
(4) The reporting person converted 375 shares of Convertible Preferred Stock on May 29, 2007 at a conversion price of $6.69 per share, resulting in his acquisition of 56,288.22 shares of common stock. The Convertible Stock had a face value of $1,000 per share and was convertible into common stock at a conversion price of $6.69 per share of preferred stock. The convertible preferred stock was convertible into common stock at any time by the holder on a 149.4768 for one basis plus accured interest at the same conversation rate and had no expiration date.
(5) Note 2 - Beneficiary under Trust dated 07/24/1968 United States Trust Co., Trustee
(6) Note 3 - Beneficiary under Trust dated 07/26/1972 United States Trust Co., and Patrick J. Herbert, III, Trustee
(7) Note 4 - Beneficiary under Trust dated 12/23/1976 Northern Trust Co., Trustee
(8) The reporting person converted 100 shares of Convertible Preferred Stock on May 29, 2007 at a conversion price of $6.69 per share plus accrued interest resulting in his acquisition of 15,010.19 shares of common stock. The Convertible Stock had a face value of $1,000 per share and was convertible into common stock at a conversion price of $6.69 per share of preferred stock. The convertible preferred stock was convertible into common stock at any time by the holder on a 149.4768 for one basis plus accrued interest at the same conversion rate and had no expiration date.
(9) Note 5 - Beneficiary under Trust dated 12/19/80, Patrick J. Herbert, III, Trustee (stock acquired by Trust)
(10) Note 5 - Beneficiary under Trust dated 12/19/80, Patrick J. Herbert, III, Trustee (stock acquired by Trust)
(11) Adjusted to reflect actual number of shares in which Mr. Simpson has a beneficial interest - not the number of shares held by the Trust.