X0201 4 2004-02-26 0 0000276889 QUANEX CORP nx 0001130145 BARGER DONALD G JR C/O YELLOW CORP 10990 ROE AVENUE (MS A1030) OVERLAND PARK KS 66211-1213 1 0 0 0 Phanton Stock Units 2004-02-26 4 A 0 123 45.5 A 2004-02-26 2014-02-26 Common Stock 123 4571 D Phantom Stock Units 2004-02-26 4 A 0 25 45.5 A 2004-02-26 2014-02-26 Common Stock 25 4596 D Units that are credited to the participants account under the Quanex Corporation Deferred Compensation Plan as a result of the participant's deferral of income or fees, as the case may be. Conversion price is 1 for 1 All units credited under the Deferred Compensation Plan are 100% vested at all times;provided, however, that if a participant receives a benefit from the Deferred Compensation Plan for any reason other than death, disability or retirement within three years after a deferral is credited to a participant's account, any matching awards made by the Company with respect to such deferral will be forfeited. Distributions under the Deferred Compensation Plan are made beginning on a specified date selected by the participant or upon a participant's death, disability, or termination of employment. Represents units credited to a particpant's account under the Deferred Compensation Plan as a result of the Company's 20% matching award of the participant's deferral of income or fees, as the case may be. Donald G. Barger by Terry M. Murphy, POA 2004-02-26