AMENDMENT NO. 2 TO THE MANAGEMENT STOCKHOLDERS AGREEMENT

Exhibit 10.22.2

AMENDMENT NO. 2

     This Amendment No. 2 (this “Amendment”) to the Management Stockholders Agreement by and among PVF Holdings LLC (formerly known as McJ Holding LLC), a Delaware limited liability company (the “McJ Holding LLC”), ▇▇▇▇▇▇▇▇ Red Man Holding Corporation (formerly known as McJ Holding Corporation), a Delaware corporation (the “Company”), and the other parties thereto, dated as of March 27, 2007 and amended on December 21, 2007 (as amended, the “Agreement”) is effective as of December 26, 2007.

     WHEREAS, pursuant to Section 10 of the Agreement, except as otherwise provided therein, no modification, amendment or waiver of any provision of the Agreement shall be effective unless such modification, amendment or waiver is approved in writing by Stockholders (as defined in the Agreement) holding a majority of the then outstanding common stock of the Company, par value $0.01 per share (the “Common Stock”); and

     WHEREAS, the Stockholders holding of a majority of the outstanding Common Stock consent to the adoption and approval of this Amendment as of the date hereof.

1. Amendment.

     1.1. The definition of “Affiliate” in Section 1 of the Agreement is hereby amended to add the following to the end of the definition:

           and (ii) Red Man Distributors LLC.

2. Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the state of Delaware.

     IN WITNESS WHEREOF, the undersigned has executed this Amendment, effective as of the date first above written.