FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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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(Print or Type Responses)

1. Name and Address of Reporting Person *   Citadel Derivatives Group, LLC 2. Date of Event Requiring Statement (Month/Day/Year) 07/11/2005 3. Issuer Name and Ticker or Trading Symbol METALS USA INC [MUSA] (Last) (First) (Middle) C/O CITADEL INVESTMENT GROUP, L.L.C., 131 S. DEARBORN STREET, 32ND FLOOR 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) CHICAGO, IL 60603 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5) Common Stock 3,379,842 (1) (2) I See Footnote (1) (2) Common Stock 100 (1) (2) D Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Citadel Derivatives Group, LLC C/O CITADEL INVESTMENT GROUP, L.L.C. 131 S. DEARBORN STREET, 32ND FLOOR CHICAGO, IL 60603	Â	  X	Â	Â

Signatures

CITADEL DERIVATIVES GROUP LLC By: Citadel Limited Partnership, its Managing Member By: Citadel Investment Group, L.L.C., its General Partner By: /s/ Matthew B. Hinerfeld Matthew B. Hinerfeld, Managing Director and Deputy General Counsel		07/29/2005
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(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).
(1)	Citadel Derivatives Group LLC, an affiliated entity of Citadel Limited Partnership, became a reporting person under Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Act"), as a result of acquiring 100 shares of the Issuer on the date hereof, upon which it may be deemed a member of a "group" under the Act with Citadel Limited Partnership and certain of its other affiliated entities with respect to the securities of the Issuer (the disclosure of such initial acquisition by Citadel Derivatives Group LLC of the Issuer's securities is also set forth on a Form 4, filed as of the date of filing hereof, by Citadel Limited Partnership, Citadel Derivatives Group LLC and such other affiliated entities).
(2)	All of the securities being reported on this Form 3 as indirectly owned by Citadel Derivatives Group LLC have been previously reported as owned by Citadel Limited Partnership and the other affiliated entities referred to in footnote (1), most recently on a Form 4 filed December 21, 2004, by such reporting persons. Citadel Derivatives Group LLC intends to file jointly with these other reporting persons to report transactions in the Issuer's securities occurring as of and after the date hereof.

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