Exhibit 10.50

RETIREMENT AGREEMENT

This RETIREMENT AGREEMENT (this “Agreement”), dated as of October 14, 2011, is hereby entered into by and between Steel Dynamics, Inc., an Indiana corporation (the “Company”), and Keith E. Busse, an individual residing at the address set forth on the signature page hereof (the “Executive”).

WHEREAS, Executive is a co-founder of the Company and has, since its inception, served as the Company’s Chief Executive Officer (“CEO”), and currently, as the Company’s CEO and Chairman of its Board of Directors (the “Board”); and

WHEREAS, Executive has previously advised the Company of his desire to retire as CEO at the end of 2011 and, by virtue of discussions and agreements reached with the Company and embodied herein, has agreed to retire and will retire and resign as CEO, effective January 1, 2012 (the “Retirement Date”);

WHEREAS, subject to his annual election by stockholders and appointment by the Board on a year-to-year basis, effective on the Retirement Date, Executive will remain a member of the Company’s Board and continue to serve as its Board Chairman;

WHEREAS, Executive has agreed and does hereby agree to enter into both the Consulting Agreement, effective on the Retirement Date, in the form attached hereto as Exhibit A , and the Director Agreement, in the form attached hereto as Exhibit B ; and

WHEREAS, in consideration of the foregoing and in respect of certain additional covenants as set forth in Sections 6(a) and 6(b), the Company desires to provide and does hereby agree to provide Executive with the payments and benefits set forth in Sections 3, 5(a), 5(b) and 5(d),

NOW, THEREFORE, in consideration of the premises and mutual covenants and obligations set forth herein and for other good and valuable consideration, the parties hereto, intending to be legally bound, hereby agree as follows:

1.              Retirement and Voluntary Resignation.   On the Effective Date, January 1, 2012, and coinciding with his retirement, Executive agrees that he will voluntarily resign as and will cease to be the Company’s Chief Executive Officer, as well as an employee or any other officer of the Company or any of its affiliates. As of the Effective Date, however, Executive shall continue to serve as the Chairman of the Company’s Board, subject to annual election and appointment thereafter, on a year-to-year basis. Executive agrees that, if nominated, he is willing to stand for election as a member of the Company’s Board, at least through the end of the three year period set forth in the Consulting Agreement.

2.              Assistance and Cooperation.   Executive agrees that, during the period preceding the Retirement Date, and thereafter as Board Chairman, he will devote his best efforts to work with his designated successor as Chief Executive Officer to prepare for and to effect a smooth and seamless transition, within the office of chief executive officer; and, thereafter will utilize his

good offices as Board Chairman, in cooperation with the Company’s Lead Independent Director, at all times to act in the best interest of the Company and in support of the Company’s new CEO.

3.              Special Payments.   In advance of Executive’s Retirement Date and in anticipation of the ascension of Executive’s successor to the office of Chief Executive Officer on and after January 1, 2012, subject at all times to Executive’s compliance with the covenants set forth in Sections 6(a) and 6(b) of this Agreement, and in further recognition of Executive’s seminal role as a founder of the Company, his leadership in guiding the Company to its current preeminent position in the steelmaking world, and the ongoing value to the continued growth and development of the Company of his business experience and expertise, the Company, on December 29, 2011, shall pay to, grant or provide Executive with the following:

(a)            a payment, in cash, in the amount of Two Million Dollars ($2,000,000);

(b)            a grant of One Million Dollars ($1,000,000) of the Company’s common stock, based upon the closing Nasdaq market price on the last trading day prior to the issuance of the shares; and

(c)            a grant of One Million Dollars ($1,000,000) of the Company’s common stock, based upon the closing Nasdaq market price on the last trading day prior to the issuance of the shares, subject to a minimum holding period of three (3) years.

It is agreed and understood by the parties that in the event of Executive’s death prior to the payment contemplated by Section 3(a) or the issuance of shares contemplated by Sections 3(b) and 3(c), such payments and/or issuance of shares shall be made to Executive’s estate.

4.              Consulting Agreement.   Concurrently herewith, Executive has entered into the Consulting Agreement in the form attached hereto as Exhibit A .

5.              Additional Agreements.   The Company agrees that, from and after the Retirement Date:

(a)            The Company, at its cost, will provide Executive with a health insurance or Medicare supplement plan, with coverage and benefits no less favorable than those currently provided to him by the Company, for a period from the Retirement Date through the later to occur of ninety (90) days following either the third anniversary of the Retirement Date or the conclusion of Executive’s Board Chairmanship.

(b)            The Company will continue to pay the annual premium to keep in effect the current $600,000 term life insurance policy on Executive’s life, for a period of three (3) years following the Retirement Date.

(c)            The Company, at its own cost, for its own benefit and not as a form of benefit to Executive, will furnish and equip a suite of offices in its building located at 6714 Pointe Inverness Way, Fort Wayne, Indiana, for use by Executive in his capacities as Board Chairman and consultant, and will also provide at its cost the services of one of its assistants, all as reasonably acceptable to Executive.

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(d)            If and to the extent Executive becomes entitled to the receipt of a restricted stock bonus award for the fiscal year 2011, pursuant to Section 5.1.1.2 of the Company’s 2008 Executive Incentive Compensation Plan, the stock bonus, until the date of issuance of the shares, shall be deemed fully earned by Executive, in the event of his death prior to issuance, and the shares so issuable to Executive or his estate shall be fully vested upon issuance, but one-third of the shares shall be subject to a minimum holding period of one year, and one-third shall be subject to a minimum holding period of two years.

(e)            In connection with the regular semi-annual award of stock options pursuant to Section 6.4 of the Company’s 2006 Equity Incentive Plan, anticipated to occur on November 21, 2011, the vesting date relating to Executive’s award shall be accelerated, pursuant to Section 6.8 of the Plan, to coincide with the Retirement Date, and the options so awarded shall continue to be exercisable in accordance with the provisions of Section 6.7 of the Plan.

6.              Executive’s Covenants.   Executive acknowledges and agrees that (i) Executive’s past and future service with the Company has given him and will give him access to the confidential affairs and proprietary information of the Company, (ii) the payments and benefits under this Agreement are intended in part as consideration for the covenants and agreements contained in this Section 6 and are essential to the business and goodwill of the Company, and (iii) the Company would not have entered into this Agreement but for the covenants and agreements that Executive is making as set forth in this Section 6. Accordingly, Executive agrees as follows:

(a)            Confidentiality .  During the period of Executive’s service with the Company as the Board Chairman or as a Company consultant, and for a period of one year thereafter, Executive shall keep secret and retain in strictest confidence, except in connection with the rendering of his duties hereunder and as otherwise required by law, all confidential matters relating to the business and affairs of the Company and its affiliates learned by Executive heretofore or hereafter, directly or indirectly from the Company or any of its affiliates (the “Confidential Company Information”), and shall not disclose such Confidential Company Information to anyone outside of the Company, except as required by law or with the Company’s express written consent and except for Confidential Company Information which is, at the time of receipt, or thereafter becomes, publicly known through no wrongful act of Executive.

(b)            Non-competition .  During the period beginning on the Retirement Date and ending on the earlier of one (1) year following the later to occur of the termination of Executive’s Consulting Agreement, the termination of his service as Board Chairman, or his service as a member of the Company’s Board, Executive shall not, without the express written consent of the Company, directly or indirectly, anywhere in the United States or in any other country where the Company does business, or in or from which the Company has competitors in the business of steelmaking, scrap processing or brokerage or ironmaking, either prior to or as of the date of such termination, own an interest in, join, operate, control or participate in, be connected as an owner, officer, executive, employee, partner, member, manager, shareholder, or principal of or with, or otherwise

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aid or assist in any manner whatsoever, any individual, corporation or entity that at the time of the establishment of the relationship is in competition with or is otherwise adverse to the activities of the Company or its subsidiaries and affiliates. Notwithstanding the foregoing, Executive may own up to one percent (1%) of the outstanding stock of a publicly held corporation which is or is affiliated with an entity or person that is in competition with the Company or its subsidiaries, so long as Executive is no more than a passive investor.

(c)            Rights and Remedies upon Breach .  Executive acknowledges and agrees that any breach by him of any of the provisions of Sections 6(a) or (b) would result in irreparable injury and damage for which money damages would not provide an adequate remedy. Therefore, if Executive breaches, or threatens to commit a breach of, any of such provisions, the Company and its affiliates, in addition to, and not in lieu of, any other rights and remedies available to the Company and its affiliates under law or in equity (including, without limitation, the recovery of damages), shall have the right and remedy to have such provisions specifically enforced by any court having equity jurisdiction, including, without limitation, the right to an entry against Executive of restraining orders and injunctions (temporary, preliminary and permanent) against violations, threatened or actual, and whether or not then continuing.

7.              Severability.   Executive acknowledges and agrees that (i) he has had an opportunity to seek advice of counsel in connection with this Agreement, and has had the advice and representation of competent counsel in this matter, and (ii) the provisions of Sections 6(a) and 6(b) are reasonable in geographical and temporal scope and in all other respects. If it is determined that any of the provisions of this Agreement, including, without limitation, any of such provisions, or any part thereof, is invalid or unenforceable, the portion thereof that is deemed to render the provision invalid or unenforceable shall be stricken, and the remainder of the provisions of this Agreement, to the maximum extent practicable, shall not thereby be affected and shall be given full effect, without regard to the invalid portions.

8.              Duration and Scope of Covenants.   If any court or other decision-maker of competent jurisdiction determines that any of Executive’s covenants contained in this Agreement, including, without limitation, the provisions of Sections 6(a) and 6(b), or any part thereof, is unenforceable because of the duration or geographical scope of such provision, then the duration or scope of such provision, as the case may be, shall be reduced in such manner so as to render such provision enforceable and, in its reduced form, such provision shall then be enforced.

9.              Section 409A.   This Agreement is intended to comply with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended (“Section 409A”) and shall in all respects be administered in accordance with Section 409A. Each payment under this Agreement shall be treated as a separate payment for purposes of Section 409A. All reimbursements and in-kind benefits provided under this Agreement shall be made or provided in accordance with the requirements of Section 409A. If (i) Executive is a “specified employee” (as defined in Section 409A) at the time his service with the Company terminates, (ii) the payment constitutes deferred compensation that is subject to Section 409A, and (iii) the payment is due on account of Executive’s separation from service (with the meaning of Section 409A) for

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a reason other than Executive’s death or because Executive is “disabled” (within the meaning of Section 409A), then such payments shall be made, together with interest at the applicable federal rate, on first business day of the seventh (7th) month after Executive’s “separation from service.”

10.           Enforceability; Jurisdiction; Arbitration.   Any controversy or claim arising out of or relating to this Agreement or the breach of this Agreement (other than a controversy or claim arising under Section 6, and to the extent necessary for the Company or its affiliates, where applicable, to avail itself of the rights and remedies referred to in Section 6(c)) that is not resolved by Executive and the Company (or its affiliates, where applicable) shall be submitted to arbitration in Allen County, Indiana, in accordance with Indiana law and the procedures set forth in the Commercial Arbitration Rules of the American Arbitration Association. The determination of the arbitrator(s) shall be conclusive and binding on the Company (or its affiliates, where applicable) and Executive and judgment may be entered on the arbitrator(s)’ award in any court having jurisdiction.

11.           Notices.   Any notice or other communication required or permitted hereunder shall be in writing and shall be delivered personally, sent by facsimile or electronic transmission, or sent by certified, registered or express mail, postage prepaid. Any such notice shall be deemed given when so delivered personally, sent by facsimile, electronic transmission or, if mailed via ordinary mail, five days after the date of deposit in the United States mails as follows:

If to the Company, to:

If to Executive, to:

Any such person may by written notice given in accordance with this Section 11 to the other party hereto designate another address or person for receipt by such person of notices hereunder.

12.           Entire Agreement.   This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, written or oral, with respect thereto. No prior or contemporaneous agreements were reached or entered between the parties, except for the Consulting Agreement, a copy of which is attached hereto as Exhibit A and the Director Agreement, a copy of which is attached hereto as Exhibit B , both of which are being entered into concurrently herewith.

13.           Waivers and Amendments.   This Agreement may be amended, superseded, canceled, renewed or extended, and the terms hereof may be waived, only by a written instrument signed by the parties. No delay on the part of any party in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any waiver on the part of any

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party of any such right, power or privilege nor any single or partial exercise of any such right, power or privilege, preclude any other or further exercise thereof or the exercise of any other such right, power or privilege.

14.           Governing Law.   This Agreement shall be governed by and construed in accordance with the laws of the State of Indiana without regard to any principles of conflicts of law which could cause the application of the laws of any jurisdiction other than the State of Indiana.

15.           Assignment.   This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, heirs (in the case of Executive) and assigns. No rights or obligations of the Company under this Agreement may be assigned or transferred by the Company, except that such rights or obligations may be assigned or transferred pursuant to a merger or consolidation in which the Company is not the continuing entity, or the sale or liquidation of all or substantially all of the assets of the Company; provided, however, that the assignee or transferee is the successor to all or substantially all of the assets of the Company and such assignee or transferee assumes the liabilities, obligations and duties of the Company, as contained in this Agreement, either contractually or as a matter of law.

16.           Counterparts.   This Agreement may be executed by the parties hereto in separate counterparts, each of which when so executed and delivered shall be an original but all such counterparts together shall constitute one and the same instrument. Each counterpart may consist of two copies hereof each signed by one of the parties hereto.

17.           Headings.   The headings in this Agreement are for reference only and shall not affect the interpretation of this Agreement.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above.

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Exhibit 10.51

CONSULTING AGREEMENT

This Consulting Agreement (the “Agreement”) is entered into on this 14 th  day of October, 2011, by and between Steel Dynamics, Inc. (the “Company”) and Keith E. Busse, a resident of Fort Wayne, Allen County, Indiana (“Consultant”).

WHEREAS, Consultant is a founder of the Company, has been its Chief Executive Officer since its inception, and has over 40 years of experience, knowledge, expertise and industry contacts pertaining to the business of steelmaking both in the United States and globally, and

WHEREAS, the Company wishes to engage Consultant’s services from and after January 1, 2012, as an advisor and as a resource to the Company’s Chief Executive Officer, to assist him and the Company, on an as needed and as requested basis, regarding matters of business growth and development, as well as in connection with potential special projects or assignments,

NOW, THEREFORE, in consideration of the mutual promises herein, the parties agree as follows:

1.                                        CONSULTING SERVICES .   Consultant agrees to act as an adviser and as a resource to the Company’s Chief Executive Officer to assist him on an as needed and as requested basis in connection with (but without limitation to) such matters as steel industry and general industrial and economic conditions, strategic planning, new or existing business initiatives, industry relations, markets, resources and technology matters (herein, the “Consulting Services”).  Consultant hereby agrees to use his good faith and best efforts in performing the Consulting Services described herein.  Consultant’s physical disability during the term of this Agreement shall not be deemed to adversely affect his ability to perform the Consulting Services contemplated hereby.

2.                                        TERM .   Consultant’s services will commence on January 1, 2012 and shall remain in full force and effect, for a period of three (3) years, through the close of business on December 31, 2014; provided, however, that, the parties may discuss and determine, by mutual agreement, whether and, if so, on what terms, they may wish to extend this Agreement for an additional period beyond December 31, 2014.  If the parties do not mutually agree on an extension, and reduce that to writing prior to the close of business on December 31, 2014, this Agreement shall terminate at that time.

3.                                        RETAINER .   Commencing January 1, 2012, the Company agrees to pay Consultant an annual non-accountable retainer in the amount of Four Hundred Thousand Dollars ($400,000) for the first year and Three Hundred Thousand Dollars ($300,000) per year for each of the second and third years, payable monthly. Such retainer shall be deemed earned when paid to Consultant, without regard to actual hours worked or particular services rendered; provided, however, that Consultant, unless he otherwise agrees, shall not be required to render services hereunder, on a cumulative basis, in excess of 30 hours in any single month or 360 hours in any single year. Consultant shall be given reasonable advance notice of and adequate information concerning the scope and any limitations applicable to any consulting assignment. Consultant

will use his best efforts to reasonably accommodate consulting requests hereunder, primarily at the Company’s main offices, but occasionally, when requested, off site at one or more of the Company’s other locations or elsewhere.

4.                                        REIMBURSEMENT OF EXPENSES .   In addition to the foregoing, the Company shall pay Consultant his actual out-of-pocket expenses as reasonably incurred by Consultant in furtherance of his performance hereunder. Consultant agrees to provide the Company with such receipts and other records as may be reasonably requested by the Company in accordance with its expense reimbursement policy.

5.                                        AUTHORITY AND INDEPENDENT CONTRACTOR STATUS .   Both the Company and Consultant agree that Consultant, in performing any consulting services hereunder, as, when and within the scope of any assignment from the Chief Executive Officer, will be acting hereunder as an independent contractor in the performance of such duties, and nothing set forth in or contemplated by this Agreement shall be construed to suggest or imply that Consultant, in connection with any such activities hereunder, is acting or has the authority to act as an employee, officer, agent or other authorized representative of the Company, or as a partner, joint venturer or any other business associate of the Company.  Unless specifically authorized by the Chief Executive Officer or his authorized delegees, Consultant shall make no representation nor take any action, expressly or by implication, that is contrary to his status as an independent contractor or to the scope of his authority as a consultant hereunder. Consultant shall be responsible for all taxes, insurance and other obligations that are incumbent upon him as an independent contractor.

6.                                        CONFIDENTIALITY AND NON-DISCLOSURE .   Consultant and the Company acknowledge that Consultant will from time to time have access to confidential, non-public or proprietary information regarding the subject matter of his Consulting Services hereunder, including (but not limited to) the identity and nature of existing or potential business relationships, business opportunities, strategic planning, market sensitive information, the identification of projects that the Company may be investigating or businesses it may be considering for acquisition, or otherwise, as well as access to records, documents and information that may have been made available to him by third parties as an authorized representative of the Company.  Consultant agrees that he will maintain all of such information in confidence and will not use or disclose to others any of such information, directly or indirectly, during the term of this Agreement or at any time thereafter, except as required in the course of his engagement hereunder or as otherwise required to be disclosed by legal process.  All files, records, documents, information, notes and the like, which Consultant may obtain or may create in connection with his Consulting Services hereunder, shall be and remain the exclusive property of the Company and, upon the Company’s request during the term or, within fifteen (15) days after the end of the term, shall be delivered by Consultant to the Company.  Consultant shall not retain any copies of any of the foregoing without the Company’s express prior written authorization.

7.                                        OWNERSHIP OF WORK PRODUCTS .   All Work Product produced hereunder, including any documentation, reports, data and other materials, shall be considered work(s) made by Consultant for hire for the Company and shall belong exclusively to the Company.  If by operation of law any of the Work Product, including all related intellectual property rights, is not

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owned in its entirety by the Company automatically upon creation thereof, then Consultant agrees to assign, and hereby assigns, to the Company or its designee the ownership of such Work Products, including all related intellectual property rights.

8.                                        INDEMNIFICATION .   The Company hereby agrees to indemnify Consultant against any claims, loss or expenses, including reasonable attorney fees and expenses, to which he may be subjected by reason of his performance of obligations.

9.                                        ASSIGNMENT .   The Consultant shall not have the right to assign any of his rights or duties under this Agreement to any other person, nor shall he have the right to delegate the performance of any of his duties hereunder.  The Company shall be entitled to assign this Agreement.

10.                                  WAIVER .   No waiver by a party of any of the provisions of this Agreement shall be considered a waiver of any other provision or any breach or subsequent breach of a duty or responsibility under this Agreement.  The exercise by a party of any remedy provided in this Agreement or at law shall not prevent the exercise by that party of any other remedy provided herein or at law.

11.                                  TERMINATION .  This Agreement may be terminated:

(a)                                   At any time by the mutual agreement of both parties;

(b)                                  Immediately by the Company upon the death of Consultant;

(c)                                   By either party if the other party has materially breached or defaulted in the performance of any of their respective obligations hereunder and shall have failed to cure such breach or default within ten (10) days after receiving written notice of such breach or default from the other party.

12.                                  CHOICE OF LAW .   The laws of the State of Indiana shall govern the validity of this Agreement, the construction of its terms and the interpretation of the rights and duties of the parties hereto.

13.                                  NOTICES .   Any and all notices, demands or other communications required or desired to be given hereunder by any party to the other shall be in writing and shall be validly given or made to the other party if personally served, or if delivered by overnight courier or by certified mail, or if deposited in the United States mail, certified mail, postage prepaid and with return receipt requested.  If notice, demand or other communication is given by mail, such notice shall be conclusively deemed given five (5) business days after deposit thereof in the United States mail, addressed to the party to whom such notice, demand or other communication is to be given, as follows:

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If to the Company, to:

Steel Dynamics, Inc.

Attn:  Theresa E. Wagler, CFO

7575 W. Jefferson Blvd.

Fort Wayne, IN 46804

If to Consultant, to:

Keith E. Busse

2730 Eggeman Rd.

Fort Wayne, IN 46814

Any party may change its address for purposes of this paragraph by written notice given in the manner set forth herein.

14.                                  AMENDMENT .   This Agreement may be amended only by a written agreement executed by all parties hereto.

15.                                  ENTIRE UNDERSTANDING .   This document constitutes the entire understanding and agreement of the parties, and any and all prior agreements, understandings and representations are hereby superseded and of no further effect, except for the Retirement Agreement and the Director Agreement of even date herewith.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date set forth below.

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Exhibit 10.52

DIRECTOR AGREEMENT

This Director Agreement, entered into on this 14 th  day of October, 2011, is entered into by and between Steel Dynamics, Inc., an Indiana corporation (the “Company”), and Keith E. Busse, an individual residing at the address set forth on the signature page hereof (the “Director”).

WHEREAS, Director currently serves as the Chief Executive Officer and Chairman of the Board of Directors of the Company (the “Board”);

WHEREAS, notwithstanding the Director’s retirement as the Chief Executive Officer of the Company on the Effective Date (as hereinafter defined), Director and the Company desire that, in addition to the continuation of his service as a member of the Company’s Board, Director will continue to serve as the Chairman of the Board; and

WHEREAS, the Company desires to provide to Director certain payments and benefits in exchange for the additional services to be performed for the Company in those capacities by Director.

NOW, THEREFORE, in consideration of the premises and mutual covenants and obligations herein and for other good and valuable consideration, the parties hereto, intending to be legally bound, hereby agree as follows:

1.                                       Effectiveness.   This Agreement shall be effective as of January 1, 2012 (the “Effective Date”).

2.                                       Position and Duties.   Notwithstanding his retirement as Chief Executive Officer and an employee of the Company on the Effective Date, the parties hereto agree and acknowledge that they intend that Director continue to serve in the capacity of Chairman of the Company’s Board following the Effective Date. Director’s election to the Board, however, shall be subject to nomination by the Board on recommendation by the Nominating and Corporate Governance Committee, as well as to shareholder approval, and Director’s service as Chairman of the Board will likewise be subject to annual Board appointment, consistent with the Company’s Articles of Incorporation, bylaws and other applicable regulatory and governance requirements. As Chairman of the Board and/or as a member of the Board, Director will have the duties and responsibilities customary for such position.

3.                                       Remuneration.

(a)                                   Director Fees .  While serving on the Board from and after the Effective Date, Director will receive an annual director fee equal to the basic director fee (excluding any committee fees) paid to other non-employee directors, in cash and in deferred stock units (DSUs), in the amount approved from year-to-year by the Compensation Committee, payable quarterly. Such director fee shall be paid at the same time and in the same form as the fees paid to other Board members generally.

(b)                                  Board Chairman Fees .  While serving as  Board Chairman, and in addition to his director fee described in Section 3(a), Director, in his capacity as  Board Chairman, will receive an additional stipend, at the annual rate of One Hundred Thousand Dollars ($100,000) in cash, payable quarterly.

4.                                       Other Terms.   Director will be subject to all terms and conditions applicable to outside directors of the Company (including the terms and form of payment of director or  Board Chairman compensation, entitlement to indemnification, D&O insurance and expense reimbursement policies). Director will be entitled to reimbursement for all reasonable expenses incurred by him in connection with his service as a director and as  Board Chairman, in accordance with the policies and practices of the Company regarding reimbursements, as in effect from time to time.

5.                                       Independent Contractor.   Director shall be an independent contractor from and after the Effective Date, and will not be deemed an employee of the Company for any purposes, including for purposes of employee benefits, income tax withholding, FICA taxes, unemployment benefits or any other purpose. In addition, this Agreement shall not entitle Director to receive from the Company any employee benefits or reimbursements with respect thereto, except for those fees, benefits or reimbursements to which he may be entitled hereunder as a member of the Board or its  Board Chairman.

6.                                       Section 409A.   This Agreement is intended to comply with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended (“Section 409A”) and shall in all respects be administered in accordance with Section 409A. Notwithstanding anything in the Agreement to the contrary, distributions upon termination of service under this Agreement, if any, may only be made upon a “separation from service” as determined under Section 409A (a “Separation from Service”). Each payment under this Agreement shall be treated as a separate payment for purposes of Section 409A. All reimbursements and in-kind benefits provided under this Agreement shall be made or provided in accordance with the requirements of Section 409A. If (i) Director is a “specified employee” (as defined in Section 409A) at the time his service as a Director of the Company terminates, (ii) the payment constitutes deferred compensation that is subject to Section 409A, and (iii) the payment is due on account of Director’s Separation from Service for a reason other than Director’s death or because Director is “disabled” (within the meaning of Section 409A), then such payments shall be made, together with interest at the applicable federal rate, on first business day of the seventh (7th) month after Director’s Separation from Service.

7.                                       Enforceability; Jurisdiction; Arbitration.   Any controversy or claim arising out of or relating to this Agreement or the breach of this Agreement that is not resolved by Director and the Company shall be submitted to arbitration in Allen County, Indiana, in accordance with Indiana law and the Commercial Arbitration Rules of the American Arbitration Association. The determination of the arbitrator(s) shall be conclusive and binding on the Company (or its affiliates, where applicable) and Director and judgment may be entered on the arbitrator(s)’ award in any court having jurisdiction.

8.                                       Notices.   Any notice or other communication required or permitted hereunder shall be in writing and shall be delivered personally, sent by facsimile or electronic transmission,

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or sent by certified, registered or express mail, postage prepaid. Any such notice shall be deemed given when so delivered personally, or sent by facsimile or electronic transmission or, if mailed by ordinary mail, five days after the date of deposit in the United States mails as follows:

If to the Company, to:

Steel Dynamics, Inc.
Attn:  Theresa E. Wagler, CFO
7575 W. Jefferson Blvd.
Fort Wayne, IN  46804

If to Director, to:

Keith E. Busse
2730 Eggeman Rd.
Fort Wayne, IN  46814

Any such person may by written notice given in accordance with this Section 9 to the other parties hereto designate another address or person for receipt by such person of notices hereunder.

9.                                       Entire Agreement.   This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, written or oral, with respect thereto. No prior or contemporaneous agreements have been reached or entered between the parties, other than the Retirement Agreement and the Consulting Agreement, all of even date herewith.

10.                                Waivers and Amendments.   This Agreement may be amended, superseded, canceled, renewed or extended, and the terms hereof may be waived, only by a written instrument signed by the parties. No delay on the part of any party in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any waiver on the part of any party of any such right, power or privilege nor any single or partial exercise of any such right, power or privilege, preclude any other or further exercise thereof or the exercise of any other such right, power or privilege.

11.                                Governing Law.   This Agreement shall be governed by and construed in accordance with the laws of the State of Indiana without regard to any principles of conflicts of law which could cause the application of the laws of any jurisdiction other than the State of Indiana.

12.                                Counterparts.   This Agreement may be executed by the parties hereto in separate counterparts, each of which when so executed and delivered shall be an original but all such counterparts together shall constitute one and the same instrument. Each counterpart may consist of two copies hereof each signed by one of the parties hereto.

13.                                Headings.   The headings in this Agreement are for reference only and shall not affect the interpretation of this Agreement.

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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.

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