Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
SIEGEL RICHARD W
   2. Issuer Name and Ticker or Trading Symbol
NANOPHASE TECHNOLOGIES CORPORATION [NANX] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
1319 MARQUETTE DRIVE		 3. Date of Earliest Transaction (Month/Day/Year)
04/03/2006
(Street)

ROMEOVILLE, IL 60446		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock               232,372 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $ 3.886             11/07/1997(1) 11/07/2006 Common Stock 23,160   23,160 D  
Stock Option (right to buy) $ 5.25             06/10/1999(2) 06/10/2008 Common Stock 2,000   2,000 D  
Stock Option (right to buy) $ 3.8125             07/31/1999(3) 07/31/2008 Common Stock 11,600   11,600 D  
Stock Option (right to buy) $ 9.92             06/05/2002(2) 06/05/2011 Common Stock 2,000   2,000 D  
Stock Option (right to buy) $ 3.78             11/25/2003(2) 11/25/2012 Common Stock 2,000   2,000 D  
Stock Option (right to buy) $ 5.07             06/26/2004(2) 06/26/2013 Common Stock 2,000   2,000 D  
Deferred Common Stock (4) (5) 04/03/2006   A   814     (6)   (6) Common Stock 814 (7) 1,895 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
SIEGEL RICHARD W
1319 MARQUETTE DRIVE
ROMEOVILLE, IL 60446		   X      

Signatures

 By Jess Jankowski under UPA for Richard W. Siegel   04/04/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Subject to certain restrictions, 19,177 of these options vest in five equal annual installments beginning on 11/07/1997, with the remainder vesting on 11/07/2004.
(2) Subject to certain restrictions, beginning on this date, options vest in three equal annual installments.
(3) Subject to certain restrictions, beginning on this date, options vest in five equal installments.
(4) Each share of deferred common stock represents a right to receive one share of common stock.
(5) 814 shares of common stock were to be granted under the Company's 2005 Non-Employee Director Restricted Stock Plan. Such shares are vested immediately but subject to certain transfer restrictions. Pursuant to such plan, the reporting person elected to defer receipt of such shares and receive instead 814 shares of deferred common stock which, along with the 1,081 similar shares granted previously, will be accounted for under the Company's Non-Employee Director Deferred Compensation Plan.
(6) The deferred common stock becomes payable upon the reporting person's termination of service as a director of the Company.
(7) Pursuant to such plan, the reporting person elected to defer receipt of such shares and recieve 814 shares of deferred common stock, amounting to a cumulative total of 1,895 shares of deferred common stock received (including those received from previous grants) to date, which will all be accounted for under the Company's Non-Employee Director Deferred Compensation Plan.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.