Exhibit
      10.5

    


    NUCOR
      CORPORATION

    SEVERANCE
      PLAN FOR SENIOR OFFICERS AND GENERAL MANAGERS

    


    ARTICLE
      I

    ESTABLISHMENT
      OF PLAN

    


    Effective
      April 1, 2002, Nucor Corporation established a severance benefit policy for
      senior officers and general managers. The Company desires to adopt and set
      forth
      in a formal plan document the terms and provisions of the severance policy
      to
      comply with the requirements of Section 409A of the Code and to meet other
      current needs. 

    


    Now,
      therefore, as of the Effective Date, the Company hereby adopts the Nucor
      Corporation Severance Plan for Senior Officers and General Managers, as set
      forth in this document.

    


    ARTICLE
      II

    DEFINITIONS

    


    As
      used
      herein, the following words and phrases shall have meanings set forth below
      unless the context clearly indicates otherwise:

    


    2.1 “Base
      Salary”
shall
      mean the amount a Participant is entitled to receive from the Company or a
      Subsidiary in cash as wages or salary on an annualized basis in consideration
      for his or her services, (i)
      including any such amounts which have been deferred and (ii)
      excluding all other elements of compensation such as, without limitation, any
      bonuses, commissions, overtime, health benefits, perquisites and incentive
      compensation.

    


    2.2 “Board”
shall
      mean the Board of Directors of the Company.

    


    2.3 “Cause”
shall
      mean, with respect to a Participant’s termination of employment, (i)
      the
      willful and repeated
      failure of the Participant to perform substantially the Participant’s duties
      with the Company or a Subsidiary (other than any such failure resulting from
      incapacity due to physical or mental illness); (ii)
      the
      Participant’s conviction of, or plea of guilty or nolo contendere to, a felony
      which is materially and demonstrably injurious to the Company or a Subsidiary;
      or (iii)
      the
      Participant’s willful engagement in gross misconduct in violation of Company
      policy.

    


    2.4 “Code”
shall
      mean the Internal Revenue Code of 1986, as amended from time to
      time.

    


    2.5 “Committee”
shall
      mean the Compensation and Executive Development Committee of the
      Board.



    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    2.6 “Company”
shall
      mean Nucor Corporation, a Delaware corporation and any successor
      thereto.

    


    2.7 “Compete”
shall
      mean to engage in the design, research, development, manufacture, marketing,
      sale or distribution of products that are the same as, or substantially similar
      to, products that are being designed, researched, developed, manufactured,
      marketed, sold or distributed by the Company or a Subsidiary.

    


    2.8 “Date
      of Termination”
shall
      mean the date on which a Participant’s employment with the Company and all
      Subsidiaries terminates.

    


    2.9 “Effective
      Date”
shall
      mean October 1, 2007.

    


    2.10 “Employee”
shall
      mean any person, including a member of the Board, who is employed by the Company
      or a Subsidiary.

    


    2.11 “Month’s
      Base Pay”
shall
      mean the Participant’s Base Salary divided by twelve (12).

    


    2.12 “Participant”
shall
      mean an Employee who meets the eligibility requirements of Section
      3.1.

    


    2.13 “Plan”
shall
      mean the Nucor Corporation Severance Plan for Senior Officers and General
      Managers as set forth herein and as amended from time to time.

    


    2.14 “Severance
      Benefits”
shall
      mean the payments and benefits provided in accordance with Section 4.2 of the
      Plan.

    


    2.15 “Specified
      Employee”
shall
      mean an Employee who, as of the date of the Employee’s termination of
      employment, is a key employee of the Company. An Employee shall be a “key
      employee” for this purpose during the twelve (12) month period beginning April 1
      each year if the Employee met the requirements of Section 416(i)(1)(A)(i),
      (ii)
      or (iii) of the Code (applied in accordance with the regulations thereunder
      and
      disregarding Section 416(i)(5) of the Code) at any time during the twelve (12)
      month period ending on the immediately preceding December 31.

    


    2.16 “Subsidiary”
shall
      mean any corporation (other than the Company), limited liability company, or
      other business organization in an unbroken chain of entities beginning with
      the
      Company in which each of such entities other than the last one in the unbroken
      chain owns stock, units, or other interests possessing fifty percent (50%)
      or
      more of the total combined voting power of all classes of stock, units, or
      other
      interests in one of the other entities in that chain.

    


    2.17 “Year
      of Service”
shall
      mean each continuous twelve (12) month period of employment (including
      fractional portions thereof), including periods of authorized vacation,
      authorized leave of absence and short-term disability leave, with the Company
      or
      a Subsidiary or the predecessors or successors thereof.

     

    
      
         

      

      
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    ARTICLE
      III

    ELIGIBILITY

    


    3.1 Participation.
      Each
      Employee who is determined by the Committee to be a Senior Officer or a General
      Manager of the Company or a Subsidiary shall be eligible to be a Participant
      in
      the Plan.

    


    3.2 Duration
      of Participation.
      A
      Participant shall cease to be a Participant in the Plan when he or she no longer
      is an Employee of the Company or a Subsidiary. Notwithstanding the foregoing,
      a
      Participant who is entitled, as a result of ceasing to be an Employee of the
      Company or a Subsidiary, to receive Severance Benefits or any other amounts
      under the Plan shall remain a Participant in the Plan until the full amount
      of
      the Severance Benefits and any other amounts payable under the Plan have been
      paid to the Participant.

    


    ARTICLE
      IV

    SEVERANCE
      BENEFITS

    


    4.1 Right
      to Severance Benefits.

    


    (a) Terminations
      of Employment Which Trigger Severance Benefits.
      A
      Participant shall be entitled to receive Severance Benefits from the Company
      as
      provided in Section 4.2, if (i)
      the
      Participant’s employment with the Company or a Subsidiary is terminated for any
      reason, including due to the Participant’s death, voluntary retirement,
      termination or resignation, except as provided in Section 4.1(b) and
      (ii)
      the
      Participant executes a Non-Competition and Non-Solicitation Agreement and a
      Waiver and Release Agreement as provided in Article V.

    


    (b) Terminations
      of Employment Which Do Not Trigger Severance Benefits.
      Notwithstanding the provisions of Section 4.1(a), if a Participant’s employment
      is terminated by the Company for Cause, the Participant shall not be entitled
      to
      Severance Benefits under the Plan.

    


    4.2 Severance
      Benefits.

    


    (a) General.
      If a
      Participant’s employment is terminated in circumstances entitling him or her to
      Severance Benefits as provided in Section 4.1(a), the Company shall pay such
      Participant Severance Benefits in an amount equal to the greater of
      (i)
      six (6)
      Month’s Base Pay or (ii)
      the
      product of (A)
      one
      Month’s Base Pay and (B)
      the
      number of the Participant’s Years of Service through the Date of Termination;
provided that,
      if the
      Participant is under age 55 as of the Date of Termination, the Participant’s
      Severance Benefits shall not be less than the sum of the value as of the Date
      of
      Termination of the Participant’s forfeitable deferred common stock units
      credited to the Participant’s deferral accounts under the Company’s Senior
      Officers Annual Incentive and Senior Officers Long-Term Incentive Plan and
      the
      Participant’s forfeitable shares of restricted stock awarded under the Senior
      Officers Long-Term Incentive Plan. A Participant’s Severance Benefits shall be
      reduced and offset, but not below zero, by (i)
      any
      severance pay or pay in lieu of notice required to be paid to such Employee
      under applicable law, including, without limitation, the Workers Adjustment
      Retraining Notification Act or any similar state or local law and (ii)
      any
      severance benefits provided to a Participant pursuant to any employment
      agreement between the Participant and the Company except to the extent
      specifically provided otherwise in such employment agreement. Severance Benefits
      shall be paid at the time and in the form described in Section
      4.2(b).

     

    
      
         

      

      
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    (b) Time
      and Form of Payment.
      If a
      Participant’s employment with the Company is terminated for any reason other
      than the Participant’s death, the Participant’s Severance Benefits shall be paid
      to the Participant in twenty-four (24) equal monthly installments, without
      interest or other increment thereon, commencing on the first day of the month
      following the Participant’s termination of employment; provided,
      however,
      if the
      Participant is a Specified Employee as of the date of the Participant’s
      termination of employee, the Severance Benefits that would otherwise be payable
      during the six (6) month period immediately following the Participant’s
      termination of employment shall be accumulated and the Participant’s right to
      receive payment of such accumulated amount will be delayed until the first
      day
      of the seventh month following the Participant’s termination of employment and
      paid on such date, without interest, and the normal payment schedule for the
      remaining Severance Benefits will commence. If the Participant dies during
      the
      twenty-four (24) month installment payment period, the remaining payments that
      would have been paid to the Participant shall be paid to the Participant’s
      estate in a single sum payment as soon as practicable following the
      Participant’s death. In the event a Participant dies while employed by the
      Company, the Participant’s Severance Benefits shall be paid to the Participant’s
      estate in a single sum payment as soon as practicable following the
      Participant’s death. 

    


    4.3 Other
      Benefits Payable.
      The
      Severance Benefits provided pursuant to Section 4.2 shall be provided in
      addition to, and not in lieu of, all other accrued or earned and vested but
      deferred compensation, rights, options or other benefits which may be owed
      to a
      Participant upon or following termination.

     

    ARTICLE
      V

    NON-COMPETITION
      AND NON-SOLICITATION AGREEMENT;

    WAIVER
      AND RELEASE AGREEMENT

    


    5.1 Non-Competition
      and Non-Solicitation Agreement.
      As a
      condition to the receipt of Severance Benefits, a Participant shall enter into
      an agreement in form and content reasonably satisfactory to the Committee
      pursuant to which the Participant agrees to refrain, for a reasonable period
      of
      time following the Participant’s Date of Termination, from (i)
      competing with the Company, (ii)
      soliciting or influencing any customer or prospective customer of the Company
      to
      alter its business with the Company or to do business with another company,
      (iii)
      soliciting or offering employment to any employee of the Company, or
      (iv)
      disclosing any confidential information or trade secrets of the
      Company.

     

    
      
         

      

      
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    5.2 Waiver
      and Release Agreement.
      As a
      condition to the receipt of Severance Benefits, a Participant must submit a
      signed Waiver and Release Agreement in form and content reasonably satisfactory
      to the Committee on or within forty-five (45) days of the Participant’s Date of
      Termination. A Participant may revoke the signed Waiver and Release Agreement
      within seven (7) days of signing. Any such revocation must be made in writing
      and must be received by the Committee within such seven (7) day period. A
      Participant who timely revokes a Waiver and Release Agreement shall not be
      eligible to receive Severance Benefits under the Plan.

    


    5.3 Effect
      of Breach.
      In the
      event a Participant breaches any agreement entered into in accordance with
      Section 5.1 or fails to sign a Waiver and Release Agreement in accordance with
      Section 5.2, the Committee may require the Participant to (a)
      immediately forfeit any portion of the Severance Benefits that is then
      outstanding and (b)
      return
      to the Company all or some of the economic value of the Severance Benefits
      that
      was realized or obtained by the Participant prior to the breach.

    


    ARTICLE
      VI

    SUCCESSOR
      TO COMPANY

    


    This
      Plan
      shall bind any successor of the Company, its assets or its businesses (whether
      direct or indirect, by purchase, merger, consolidation or otherwise), in the
      same manner and to the same extent that the Company would be obligated under
      this Plan if no succession had taken place. In the case of any transaction
      in
      which a successor would not by the foregoing provision or by operation of law
      be
      bound by this Plan, the Company shall require such successor expressly and
      unconditionally to assume and agree to perform the Company’s obligations under
      this Plan, in the same manner and to the same extent that the Company would
      be
      required to perform if no such succession had taken place. The term “Company,”
as used in this Plan, shall mean the Company as hereinbefore defined and any
      successor or assignee to the business or assets which by reason hereof becomes
      bound by this Plan.

    


    ARTICLE
      VII

    DURATION,
      AMENDMENT AND TERMINATION

    


    7.1 Amendment
      and Termination.
      The
      Plan may be terminated or amended in any respect by resolution adopted by a
      majority of the Board.

    


    7.2 Form
      of Amendment.
      The
      form of any amendment or termination of the Plan shall be a written instrument
      signed by a duly authorized officer or officers of the Company, certifying
      that
      the amendment or termination has been approved by the Board. An amendment of
      the
      Plan in accordance with the terms hereof shall automatically effect a
      corresponding amendment to all Participants’ rights hereunder. A termination of
      the Plan, in accordance with the terms hereof, shall automatically effect a
      termination of all Participants’ rights and benefits hereunder.

     

    
      
         

      

      
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    ARTICLE
      VIII

    MISCELLANEOUS

    


    8.1 Employment
      Status.
      This
      Plan does not constitute a contract of employment or impose on the Company
      or
      any Subsidiary any obligation to retain the Participant as an Employee, to
      change the status of the Participant’s employment, or to change the Company’s
      policies or those of its subsidiaries’ regarding termination of
      employment.

    


    8.2 Validity
      and Severability.
      The
      invalidity or unenforceability of any provision of the Plan shall not affect
      the
      validity or enforceability of any other provision of the Plan, which shall
      remain in full force and effect, and any prohibition or unenforceability in
      any
      jurisdiction shall not invalidate or render unenforceable such provision in
      any
      other jurisdiction.

    


    8.3 Governing
      Law.
      The
      validity, interpretation, construction and performance of the Plan shall in
      all
      respects be governed by the laws of North Carolina, without reference to
      principles of conflict of law.

    


    8.4 Named
      Fiduciary; Administration.
      The
      Company is the named fiduciary of the Plan, with full authority to control
      and
      manage the operation and administration of the Plan, acting through the
      Committee and the Board.

    


    8.5 Claims
      Procedure.
      If an
      Employee or former Employee makes a written request alleging a right to receive
      benefits under the Plan or alleging a right to receive an adjustment in benefits
      being paid under the Plan, the Company shall treat it as a claim for benefits.
      All claims for Severance Benefits under the Plan shall be sent to the Human
      Resources Department of the Company and must be received within thirty (30)
      days
      after the Date of Termination. If the Company determines that any individual
      who
      has claimed a right to receive Severance Benefits under the Plan is not entitled
      to receive all or any part of the benefits claimed, it will inform the claimant
      in writing of its determination and the reasons therefor in terms calculated
      to
      be understood by the claimant. The notice will be sent within thirty (30) days
      of the written request, unless the Company determines additional time, not
      exceeding forty-five (45) days, is needed. The notice shall make specific
      reference to the pertinent Plan provisions on which the denial is based, and
      describe any additional material or information that is necessary. Such notice
      shall, in addition, inform the claimant what procedure the claimant should
      follow to take advantage of the review procedures set forth below in the event
      the claimant desires to contest the denial of the claim. The claimant may,
      within ninety (90) days thereafter, submit in writing to the Company a notice
      that the claimant contests the denial of his or her claim by the Company and
      desires a further review. The Company shall, within thirty (30) days thereafter,
      review the claim and authorize the claimant to appear personally and review
      pertinent documents and submit issues and comments relating to the claim to
      the
      persons responsible for making the determination on behalf of the Company.
      The
      Company will render its final decision with specific reasons therefor in writing
      and will transmit it to the claimant within thirty (30) days of the written
      request for review, unless the Company determines additional time, not exceeding
      thirty (30) days, is needed, and so notifies the Participant. If the Company
      fails to respond to a claim filed in accordance with the foregoing within thirty
      (30) days or any such extended period, the Company shall be deemed to have
      denied the claim.

     

    
      
         

      

      
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    8.6 Unfunded
      Plan Status.
      This
      Plan is intended to be an unfunded plan. All payments pursuant to the Plan
      shall
      be made from the general funds of the Company and no special or separate fund
      shall be established or other segregation of assets made to assure payment.
      No
      Participant or other person shall have under any circumstances any interest
      in
      any particular property or assets of the Company as a result of participating
      in
      the Plan. Notwithstanding the foregoing, the Company may (but shall not be
      obligated to) create one or more grantor trusts, the assets of which are subject
      to the claims of the Company’s creditors, to assist it in accumulating funds to
      pay its obligations under the Plan.

    


    8.7 Tax
      Withholding.
      Any
      payment provided for hereunder shall be paid net of any applicable tax
      withholding required under federal, state, local or foreign law.

    


    8.8 Nonalienation
      of Benefits.
      Except
      as otherwise specifically provided herein, amounts payable under the Plan shall
      not be subject to any manner of anticipation, alienation, sale, transfer,
      assignment, pledge, encumbrance, charge, garnishment, execution or levy of
      any
      kind, either voluntary or involuntary, including any liability which is for
      alimony of other payments for the support of a spouse or former spouse, or
      for
      any other relative of a Participant, prior to actually being received by the
      person entitled to payment under the terms of the Plan. Any attempt to
      anticipate, alienate, sell, transfer, assign, pledge, encumber, charge, garnish,
      execute or levy upon, otherwise dispose of any right to amounts payable
      hereunder, shall be null and void.

    


    8.9 Facility
      of Payment.

    


    (a) If
      a
      Participant is declared an incompetent, and a conservator, guardian, or other
      person legally charged with his or her care has been appointed, any Severance
      Benefits to which such individual is entitled may be paid or provided to such
      conservator, guardian, or other person legally charged with his or her
      care;

    


    (b) If
      a
      Participant is incompetent, the Company may (i)
      require
      the appointment of a conservator or guardian, (ii)
      distribute amounts to his or her spouse, with respect to a Participant who
      is
      married, or to such other relative of an unmarried Participant for the benefit
      of such Participant, or (iii)
      distribute such amounts directly to or for the benefit of such Participant;
      provided however, that a conservator, guardian, or other person charged with
      his
      or her care has not been appointed.

    


    8.10 Gender
      and Number.
      Except
      when the context indicates to the contrary, when used herein masculine terms
      shall be deemed to include the feminine, and plural the singular.

    


    8.11 Headings.
      The
      headings of Articles and Sections are included solely for convenience of
      reference, and are not to be used in the interpretation of the provisions of
      the
      Plan.

     

    
      
         

      

      
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