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First Quarter 2004

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For quarterly period ended April 3, 2004

Commission file number 1-4119

NUCOR CORPORATION

(Exact name of registrant as specified in its charter)

(704) 366-7000

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x.     No  ¨.

Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2):     Yes  x.     No  ¨.

78,931,707 shares of common stock were outstanding at April 3, 2004.

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Nucor Corporation

Form 10-Q

April 3, 2004

INDEX

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Nucor Corporation Condensed Consolidated Statements of Earnings (Unaudited)

(In thousands, except per share amounts)

See notes to condensed consolidated financial statements.

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Nucor Corporation Condensed Consolidated Balance Sheets (Unaudited)

(In thousands)

See notes to condensed consolidated financial statements.

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Nucor Corporation Condensed Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

See notes to condensed consolidated financial statements.

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Nucor Corporation – Notes to Condensed Consolidated Financial Statements (Unaudited)

Inventories valued using the last-in, first-out (LIFO) method of accounting represent approximately 74% of total inventories as of April 3, 2004 (75% of total inventories as of December 31, 2003). If the first-in, first-out (FIFO) method of accounting had been used, inventories would have been $189.7 million higher at April 3, 2004 ($157.6 million at December 31, 2003).

The assumptions used to calculate the fair value of options granted are evaluated and revised, as necessary, to reflect market conditions and experience.

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Nucor Corporation – Notes to Condensed Consolidated Financial Statements (Unaudited), continued

Other contingent liabilities with respect to product warranties, legal proceedings and other matters arise in the normal course of business. In the opinion of management, no such matters exist which would have a material effect on the consolidated financial statements.

Interest expense, minority interests, other income and certain marketing, administrative and other expenses, such as changes in the LIFO reserve and environmental accruals, are shown under Corporate/eliminations/other. Corporate assets primarily include cash and short-term investments, deferred income tax assets and investment in affiliates. The company’s segment results are as follows (in thousands):

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Nucor Corporation – Notes to Condensed Consolidated Financial Statements (Unaudited), continued

In March 2003, Nucor’s wholly owned subsidiary, Nucor Steel Kingman, LLC, purchased substantially all of the assets of the Kingman, Arizona steel facility of North Star Steel (“North Star”) for approximately $35.0 million. The purchase price did not include working capital and Nucor assumed no material liabilities of the North Star operation. Nucor Steel Kingman is currently not operating.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Certain statements made in this quarterly report are forward-looking statements that involve risks and uncertainties. These forward-looking statements reflect the Company’s best judgment based on current information, and although we base these statements on circumstances that we believe to be reasonable when made, there can be no assurance that future events will not affect the accuracy of such forward-looking information. As such, the forward-looking statements are not guarantees of future performance, and actual results may vary materially from the results and expectations discussed herein. Factors that might cause the Company’s actual results to differ materially from those anticipated in forward-looking statements include, but are not limited to: (1) the sensitivity of the results of our operations to prevailing steel prices and the changes in the supply and cost of raw materials, including scrap steel; (2) availability and cost of electricity and natural gas; (3) market demand for steel products; (4) competitive pressure on sales and pricing, including pressure from imports and substitute materials; (5) uncertainties surrounding the global economy, including excess world capacity for steel production; (6) U.S. and foreign trade policy affecting steel imports or exports; (7) significant changes in government regulations affecting environmental compliance; (8) the cyclical nature of the domestic steel industry; (9) capital investments and their impact on our performance; (10) our safety performance; and (11) other factors described in the Company’s filings with the Securities and Exchange Commission.

The following discussion should be read in conjunction with the unaudited condensed consolidated financial statements included elsewhere in this report, as well as the audited consolidated financial statements and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in Nucor’s Annual Report on Form 10-K for the year ended December 31, 2003.

Operations

Net sales for the first quarter of 2004 increased 54% to $2,286.4 million, compared with $1,480.3 million in the first quarter of 2003. The increase was primarily due to a 16% increase in total tons shipped to outside customers and to a 33% increase in average sales price per ton from $342 in the first quarter of 2003 to $455 in the first quarter of 2004. Net sales increased due to increased demand for our products and the resulting increase in base prices, as well as the effective implementation of a raw material surcharge in the first quarter of 2004 to address historically high scrap costs.

During the first quarter of 2004, Nucor established new records in its steel mills segment for steel production, total steel shipments and steel sales to outside customers. The steel mills operated substantially at capacity in the first quarter of 2004 versus 94% in the first quarter of 2003. Steel production was 4,960,000 tons, compared with 4,258,000 tons produced in the first quarter of 2003. Total steel shipments were 5,145,000 tons, compared with 4,346,000 tons in last year’s first quarter. Steel sales to outside customers were 4,726,000 tons, compared with 4,040,000 tons in last year’s first quarter. In the steel products segment, steel joist production during the first quarter was 116,000 tons, compared with 107,000 tons in the first quarter of 2003. Steel deck sales were 74,000 tons, compared with 80,000 tons in last year’s first quarter. Cold finished steel sales were 74,000 tons, compared with 69,000 tons in the first quarter of 2003.

The major component of cost of products sold is raw material costs. In the first quarter of 2004, the average price of raw materials increased 55% from the first quarter of 2003. The average scrap and scrap substitute cost per ton used in our steel mills segment was $200 in the first quarter of 2004, an increase of 64% from $122 in the first quarter of 2003. Nucor incurred a charge to value inventories using the last-in, first-out (LIFO) method of accounting of $32.2 million in the first quarter of 2004 (including a LIFO charge of $7.2 million for Nucor-Yamato Steel Company, of which Nucor owns 51%), compared with a charge of $6.4 million in the first quarter of 2003 (including a LIFO charge of $1.2 million for Nucor-Yamato Steel Company).

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Management’s Discussion and Analysis of Financial Condition and Results of Operations, continued

Pre-operating and start-up costs of new facilities decreased to $9.2 million in the first quarter of 2004, compared with $26.7 million in the first quarter of 2003. For the first quarter of 2004, these costs primarily related to the start-up of the Castrip^® facility at our sheet mill in Crawfordsville, Indiana. In the first quarter of 2003, these costs primarily related to the start-up of the sheet mill in Decatur, Alabama (formerly Trico Steel Company, LLC) and the Castrip facility.

Gross margins improved to approximately 12% for the first quarter of 2004 from approximately 5% for the first quarter of 2003 due to the events and trends discussed above as well as to the significant turnaround achieved at our two newest mills – the sheet mill in Decatur, Alabama and the plate mill in Hertford County, North Carolina.

The major components of marketing, administrative and other expenses are freight and profit sharing costs. Unit freight costs decreased approximately 8% from the first quarter of 2003 to the first quarter of 2004. Profit sharing costs, which are based upon and generally fluctuate with pre-tax earnings, increased twelvefold from the first quarter of 2003 to the first quarter of 2004.

Interest expense, net of interest income, decreased for the first quarter of 2004 from the first quarter of 2003, primarily due to call premiums expensed in the first quarter of 2003 when fixed rate industrial revenue bonds were redeemed and reissued in the form of new variable rate industrial revenue bonds. There were no such call premiums incurred in the first quarter of 2004.

Minority interests represent the income attributable to the minority partners of Nucor’s less than 100% owned joint venture, Nucor-Yamato Steel Company. Under the partnership agreement, the minimum amount of cash to be distributed each year to the partners of Nucor-Yamato Steel Company is the amount needed by each partner to pay applicable U.S. federal and state income taxes. In the first quarter of 2004 and 2003, the amount of cash distributed to minority interest holders exceeded amounts allocated to minority interests based on mutual agreement of the general partners; however, the cumulative amount of cash distributed to partners was less than the cumulative net earnings of the partnership.

In the first quarter of 2004, Nucor realized a $1.6 million gain on the sale of equipment. In the first quarter of 2003, Nucor reported other income of $2.3 million related to a graphite electrodes anti-trust settlement.

Nucor had an effective tax rate of 35.9% in the first quarter of 2004, compared with 21.5% in the first quarter of 2003. The increase in the effective tax rate is primarily due to the effect of increased pre-tax earnings. Nucor recorded state income tax credits of $2.1 million in the first quarter of 2004 and the first quarter of 2003.

Net earnings increased during the first quarter of 2004 compared with the first quarter of 2003 due to increased margins and decreased pre-operating and start-up costs, partially offset by increased LIFO charges, increased profit-sharing costs and increased income taxes.

Liquidity and capital resources

The current ratio was 2.2 at the end of the first quarter of 2004 and 2.6 at year-end 2003. The percentage of long-term debt to total capital was 26% at the end of the first quarter of 2004 and at year-end 2003. Nucor has a simple capital structure with no off-balance sheet arrangements or relationships with unconsolidated special purpose entities.

Capital expenditures increased approximately 56% during the first quarter of 2004 compared with the first quarter of 2003. Capital expenditures are projected to be approximately $230.0 million for all of 2004. Starting with the May 11, 2004 dividend payment, Nucor’s regular quarterly cash dividend rate is being increased from $0.20 to $0.21 per share. Nucor has increased its cash dividend every year since it began paying dividends in 1973 and intends to increase cash dividends in the future as financial conditions and earnings permit.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations, continued

Funds provided from operations, existing credit facilities and new borrowings are expected to be more than adequate to meet future capital expenditure and working capital requirements for existing operations for at least the next 24 months. Nucor has the financial ability to borrow significant additional funds to finance major acquisitions and still maintain reasonable leverage.

Nucor’s directors have approved the purchase of up to 15 million shares of Nucor common stock. There were no repurchases during the first quarter of 2004 or 2003. Since the inception of the stock repurchase program in 1998, Nucor has repurchased approximately 10.8 million shares at a cost of about $444.5 million.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Management does not believe Nucor’s exposure to market risk has significantly changed since December 31, 2003 and does not believe that market risks will result in significant adverse impacts to our financial condition or results of operations.

Item 4. Controls and Procedures

Our management, including our principal executive and principal financial officers, has evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Our disclosure controls and procedures are designed to provide reasonable assurance that the information required to be disclosed in this Form 10-Q quarterly report has been appropriately recorded, processed, summarized and reported within the period covered by this report. Based on that evaluation, our principal executive and principal financial officers have concluded that our disclosure controls and procedures are effective at the reasonable assurance level of achieving Nucor’s disclosure control objectives.

Our management, including our principal executive and principal financial officers, has evaluated any changes in our internal control over financial reporting that occurred during the quarterly period covered by this report, and has concluded that there was no change that occurred during the quarterly period covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

In the first quarter of 2004, Nucor reached agreement with the Texas Commission of Environmental Quality regarding alleged past environmental violations. To resolve this matter, Nucor has agreed to pay a civil penalty of $100,000 and to spend an additional $100,000 on Supplemental Environmental Projects in the neighboring community.

Item 6. Exhibits and Reports on Form 8-K

a. List of Exhibits:

b. Reports on Form 8-K:

None.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Nucor Corporation has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: May 5, 2004

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NUCOR CORPORATION

List of Exhibits to Form 10-Q – April 3, 2004

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