SECOND AMENDMENT TO
                             SUBSCRIPTION AGREEMENT




LMI Aerospace, Inc. (f/k/a Leonard's Metal, Inc.)
3030 Highway 94 North
St. Charles, Missouri 63301

Ladies and Gentlemen:

         The  undersigned,  Lawrence J. LeGrand  ("LeGrand"),  as the beneficial
owner of the Lawrence J. LeGrand IRA  Rollover  Account (the "IRA"),  subscribed
for and agreed to cause the IRA to  purchase  from LMI  Aerospace,  Inc.  (f/k/a
Leonard's Metal,  Inc.), a Missouri  corporation (the "Company") an aggregate of
30,000 shares of the common stock, $0.02 par value per share (the "Shares"), for
an aggregate purchase price of $600,000.00.  Such subscription and agreement was
memorialized by a written subscription  agreement dated as of April 27, 1998, as
amended (the "Subscription Agreement").

         LeGrand and the Company  hereby amend the second  sentence of Section 4
of the  Subscription  Agreement  such that the date  appearing at the end of the
sentence be amended to read "April 30, 1999."

         The parties have executed this Second Amendment as of March 26, 1999.





 /s/ Lawrence J. LeGrand                     LMI Aerospace, Inc. 
- ---------------------------------            (f/k/a Leonard's Metal, Inc.)
Lawrence J. LeGrand, 
the Beneficial Owner
of the Lawrence J. LeGrand IRA
Rollover Account                             By:  /s/ Ronald S. Saks
                                                 -------------------------------
                                                  Ronald S. Saks, President


Social Security No.____________________

908 Claymark Dr.
St. Louis, MO 63131