Three heats of 0.40% carbon microalloyed steel, containing either 0.03 % or 0.10% sulfur, and with and without a 0.09% vanadium addition, were subjected to metallographic analysis and mechanical property testing. Bars were heated to austenitizing temperatures, between 1000°C and 1300°C. Significant amounts of intragranular ferrite, which has been associated with improved toughness, formed only in specimens containing vanadium and high sulfur which were austenitized above 1100°C. The balance of the microstructure consisted of ferrite which formed at prior austenite grain boundaries and large amounts of pearlite. High densities of manganese sulfide particles in the steels with high sulfur content effectively retarded austenite grain growth. The formation of significant amounts of intragranular ferrite decreased mean free ferrite spacing, effectively refined the pearlite structure, and lowered the Charpy V-notch impact transition temperature.