We consider families of quartic number fields whose normal closures over \mathbb{Q} have Galois group isomorphic to D_4 , the symmetries of a square. To any such field L , one can associate the Artin conductor of the corresponding 2-dimensional irreducible Galois representation with image D_4 . We determine the asymptotic number of such D_4 -quartic fields ordered by conductor, and compute the leading term explicitly as a mass formula, verifying heuristics of Kedlaya and Wood. Additionally, we are able to impose any local splitting conditions at any finite number of primes (sometimes, at an infinite number of primes), and as a consequence, we also compute the asymptotic number of order-4 elements in class groups and narrow class groups of quadratic fields ordered by discriminant. Traditionally, there have been two approaches to counting quartic fields, using arithmetic invariant theory in combination with geometry-of-number techniques, and applying Kummer theory together with L -function methods. Both of these strategies fail in the case of D_4 -quartic fields ordered by conductor since counting quartic fields containing a quadratic subfield with large discriminant is difficult. However, when ordering by conductor, we utilize additional algebraic structure arising from the outer automorphism of D_4 combined with both approaches mentioned above to obtain exact asymptotics.