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Form 4 Filed by Maxwell Bret R on May 13, 2008


This form 4 (insider trading filing) was submitted to the Securities and Exchange Commission (SEC) by insider Maxwell Bret R on May 13, 2008. The CIK number of this insider is 1068853. At the time of this reporting, Maxwell Bret R is the Director of Metalico Inc . See all insider stock transactions reported by Maxwell Bret R and all stock buys, sales, and option exercises made by insiders at Metalico Inc . The stock ticker symbol of Metalico Inc is MEA.

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, 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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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*
MAXWELL BRET R

(Last) (First) (Middle)
1033 SKOKIE BLVD.
SUITE 430

(Street)
NORTHBROOK IL 60062

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
METALICO INC [ MEA ]
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)
05/09/2008
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)
Code V Amount (A) or (D) Price
Common Stock 05/09/2008 S 1,004 D $14.6 578,053 I See Footnote ( 1 )
Common Stock 05/09/2008 S 7,772 D $15 570,281 I See Footnote ( 1 )
Common Stock 05/09/2008 S 40 D $15.005 570,241 I See Footnote ( 1 )
Common Stock 05/09/2008 S 20 D $15.0075 570,221 I See Footnote ( 1 )
Common Stock 05/09/2008 S 5,724 D $15.015 564,497 I See Footnote ( 1 )
Common Stock 05/09/2008 S 161 D $15.0175 564,336 I See Footnote ( 1 )
Common Stock 05/09/2008 S 261 D $15.02 564,075 I See Footnote ( 1 )
Common Stock 05/09/2008 S 20 D $15.0275 564,055 I See Footnote ( 1 )
Common Stock 05/09/2008 S 201 D $15.03 563,854 I See Footnote ( 1 )
Common Stock 05/09/2008 S 449 D $15.035 563,405 I See Footnote ( 1 )
Common Stock 05/09/2008 S 20 D $15.0375 563,385 I See Footnote ( 1 )
Common Stock 05/09/2008 S 2,269 D $15.04 561,116 I See Footnote ( 1 )
Common Stock 05/09/2008 S 20 D $15.045 561,096 I See Footnote ( 1 )
Common Stock 05/09/2008 S 5,626 D $15.05 555,470 I See Footnote ( 1 )
Common Stock 05/09/2008 S 54 D $15.06 555,416 I See Footnote ( 1 )
Common Stock 05/09/2008 S 442 D $15.07 554,974 I See Footnote ( 1 )
Common Stock 05/09/2008 S 2,035 D $15.08 552,939 I See Footnote ( 1 )
Common Stock 05/09/2008 S 637 D $15.085 552,302 I See Footnote ( 1 )
Common Stock 05/09/2008 S 924 D $15.09 551,378 I See Footnote ( 1 )
Common Stock 05/09/2008 S 20,895 D $15.1 530,483 I See Footnote ( 1 )
Common Stock 05/09/2008 S 2,386 D $15.105 528,097 I See Footnote ( 1 )
Common Stock 05/09/2008 S 40 D $15.107 528,057 I See Footnote ( 1 )
Common Stock 05/09/2008 S 1,538 D $15.11 526,519 I See Footnote ( 1 )
Common Stock 05/09/2008 S 603 D $15.115 525,916 I See Footnote ( 1 )
Common Stock 05/09/2008 S 3,008 D $15.12 522,908 I See Footnote ( 1 )
Common Stock 05/09/2008 S 60 D $15.13 522,848 I See Footnote ( 1 )
Common Stock 05/09/2008 S 129 D $15.14 522,719 I See Footnote ( 1 )
Common Stock 05/09/2008 S 1,432 D $15.15 521,287 I See Footnote ( 1 )
Common Stock 05/09/2008 S 342 D $15.155 520,945 I See Footnote ( 1 )
Common Stock 05/09/2008 S 36 D $15.1575 520,909 I See Footnote ( 1 )
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Held by: The Productivity Fund III, L.P.of which the Reporting Person may be deemed to be a beneficial owner pursuant to Rule 16a-1(a)(1)
Remarks:
Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such Reporting Person's pecuniary interest in such securities) other than any securities reported herein as being directly owned by such Reporting Person and this report shall not be deemed an admission that such Reporting Person(s) is the beneficial owner of any such securities for purpose of Section 16 or any other purpose.
Bret Maxwell 05/13/2008
** 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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