0001104659-04-007055 Sample Contracts

FIRST AMENDMENT TO THE PIPER IMPACT 401(K) PLAN
First Amendment to the Piper Impact 401(k) Plan • March 11th, 2004 • Quanex Corp • Rolling drawing & extruding of nonferrous metals

WHEREAS, on December 30, 2002, the Sponsor executed the amendment and restatement of the plan agreement known as the “Piper Impact 401(k) Plan” (the “Plan”); and

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FIRST AMENDMENT TO THE QUANEX CORPORATION EMPLOYEE SAVINGS PLAN
Employee Savings Plan Amendment • March 11th, 2004 • Quanex Corp • Rolling drawing & extruding of nonferrous metals

WHEREAS, the Sponsor previously established the Quanex Corporation Employee Savings Plan, as amended and restated effective January 1, 2002 (the “Plan”);

THIRD AMENDMENT TO THE QUANEX CORPORATION HOURLY BARGAINING UNIT EMPLOYEES SAVINGS PLAN
Third Amendment to the Quanex Corporation Hourly Bargaining Unit Employees Savings Plan • March 11th, 2004 • Quanex Corp • Rolling drawing & extruding of nonferrous metals

WHEREAS, the Sponsor previously established the Quanex Corporation Hourly Bargaining Unit Employees Savings Plan, as amended and restated effective January 1, 1998 (the “Plan”);

WAIVER AND SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT
Revolving Credit Agreement • March 11th, 2004 • Quanex Corp • Rolling drawing & extruding of nonferrous metals • Michigan

This Waiver and Second Amendment to Revolving Credit Agreement (this “Second Amendment”) is made as of this 11th day of March, 2004 by and among Quanex Corporation, a Delaware corporation (the “Company”), Comerica Bank and the other banks signatory hereto and Comerica Bank, as agent for the Banks (in such capacity, “Agent”).

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