0001362310-06-000368 Sample Contracts

AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT BETWEEN QUANEX CORPORATION AND

Change in Control Agreement • November 21st, 2006 • Quanex Corp • Rolling drawing & extruding of nonferrous metals • Texas

• Contract Type
  Change in Control Agreement
• Filed
  November 21st, 2006
• Company
  Quanex Corp
• Industry
  Rolling drawing & extruding of nonferrous metals
• Jurisdiction
  Texas

This Agreement between Quanex Corporation, a Delaware corporation (the “Company”), and (the “Executive”) is effective as of . Certain capitalized terms used herein are defined in Section 21.

AMENDMENT TO QUANEX CORPORATION EXECUTIVE INCENTIVE COMPENSATION PLAN

Executive Incentive Compensation Plan Amendment • November 21st, 2006 • Quanex Corp • Rolling drawing & extruding of nonferrous metals

• Contract Type
  Executive Incentive Compensation Plan Amendment
• Filed
  November 21st, 2006
• Company
  Quanex Corp
• Industry
  Rolling drawing & extruding of nonferrous metals

WHEREAS, the Plan is not intended to be subject to section 409A of the Internal Revenue Code of 1986, as amended by the American Jobs Creation Act of 2004 (“Section 409A”);

AMENDMENT TO QUANEX CORPORATION LONG-TERM INCENTIVE PLAN

Long-Term Incentive Plan Amendment • November 21st, 2006 • Quanex Corp • Rolling drawing & extruding of nonferrous metals

• Contract Type
  Long-Term Incentive Plan Amendment
• Filed
  November 21st, 2006
• Company
  Quanex Corp
• Industry
  Rolling drawing & extruding of nonferrous metals

WHEREAS, the Plan is not intended to be subject to section 409A of the Internal Revenue Code of 1986, as amended by the American Jobs Creation Act of 2004 (“Section 409A”);