NUCOR CORPORATION
                     2001 NON-EMPLOYEE DIRECTOR EQUITY PLAN

         1. Establishment and Purpose. Nucor Corporation, a Delaware corporation
(the "Corporation") hereby establishes the Nucor Corporation 2001 Non-Employee
Director Equity Plan (the "Plan"). The purposes of the Plan are to provide
greater incentive for members of the Board of Directors of the Corporation (the
"Board") who are not employees of the Corporation (such individuals referred to
herein as "Non-Employee Directors"), to attract and retain Non-Employee
Directors of outstanding competence, and to further the identity of interests of
Non-Employee Directors with those of the Corporation's shareholders. The Plan
permits the granting of stock options (each an "Option" or collectively, the
"Options") to purchase shares of the Corporation's common stock, par value $
0.40 per share (the "Common Stock").

         2. Administration and Granting of Options. The Board, or a committee
appointed by the Board in its discretion that is composed of at least two Board
members, shall administer the Plan (such Board or committee referred to herein
as the "Administrator"). The Administrator shall have full power and authority,
in its sole and absolute discretion, to authorize the grant of Options under
terms and conditions not inconsistent with this Plan, and to administer and
interpret the Plan and any Option agreements entered into pursuant to the Plan.
Notwithstanding the foregoing, no Non-Employee Director who is eligible to
participate in the Plan shall participate in any determination relating solely
or primarily to any Options granted or that may be granted to such Non-Employee
Director.

         3. Shares Available for the Plan. Subject to adjustments as provided in
SECTION 6(B) of the Plan, the maximum number of shares of Common Stock which may
be issued upon exercise of Options granted under this Plan shall not exceed
three hundred thousand (300,000). If any Options expire or terminate without
being fully exercised, the unpurchased shares of Common Stock shall again become
available for grant of Options under the Plan.

         4. Participation. Participation in the Plan shall be open only to
members of the Board who are not employees of the Corporation or any entity,
whether now or hereafter existing, which controls, is controlled by, or is under
common control with, the Corporation. For this purpose, "control" means
ownership of 50% or more of the total combined voting power or value of all
classes of stock or interests of the entity. No Non-Employee Director may be
granted Options under the Plan to purchase, in the aggregate, more than one
percent (1%) of the shares of Common Stock outstanding on the date that the Plan
is adopted by the Board.

         5. Option Awards. The exercise price of Options granted under the Plan
shall be one hundred percent (100%) of the fair market value of the Common Stock
on the date of grant. The term of each Option shall not exceed ten (10) years
from the date of grant. No Option granted under the Plan shall be transferable
by a grantee otherwise than by will or the laws of descent and distribution, and
an Option may be exercised during the lifetime of the grantee only by the
grantee or, during the period the grantee is under a legal disability, by the
grantee's guardian or legal representative.



         6.       Miscellaneous.

         (a) Withholding of Taxes. Grantees shall pay to the Corporation, or
make provision satisfactory to the Administrator for payment of, any taxes
required to be withheld in respect of Options under the Plan no later than the
date of the event creating the tax liability. The Corporation may, to the extent
permitted by law, deduct any such tax obligations from any payment of any kind
otherwise due to the grantee.

          (b) Adjustments for Corporate Transactions and Other Events. The
number or kind of shares which may be issued under this Plan, and in appropriate
circumstances the price per share, shall be equitably adjusted (with respect to
Options granted and to be granted) for stock dividends, splits or combinations,
mergers, reorganizations, liquidations or other comparable corporate events. Any
such adjustments shall be made by the Corporation's Board in good faith and
shall be binding on all grantees.

         (c) Non-Guarantee of Service. Nothing in the Plan or in any Option
agreement thereunder shall confer any right on an individual to continue in the
service of the Corporation or shall interfere in any way with the right of the
Corporation to terminate such service at any time with or without cause or
notice.

         (d) Termination, Amendment and Modification of the Plan. The Board may
terminate, amend or modify the Plan or any portion thereof at any time.

         (e) Governing Law. The validity, construction and effect of the Plan,
of Option agreements entered into pursuant to the Plan, and of any
determinations made by the Administrator relating to the Plan or such Option
agreements, and the rights of any persons having or claiming to have any
interest therein or thereunder, shall be determined exclusively in accordance
with applicable federal laws and the laws of the State of Delaware, without
regard to its conflict of laws principles.

         (f) Effective Date; Termination. The Plan shall commence on January 1,
2001 and shall terminate on December 31, 2010.