0000950103-09-003009 Sample Contracts

Underwriting Agreement
Underwriting Agreement • November 20th, 2009 • Thomas & Betts Corp • Electric lighting & wiring equipment • New York

Thomas & Betts Corporation, a Tennessee corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for which Banc of America Securities LLC, J.P. Morgan Securities Inc. and Wells Fargo Securities, LLC are acting as representatives (the “Representatives”), $250,000,000 principal amount of its 5.625% Senior Notes due 2021 having the terms set forth in Schedule 2 hereto (the “Securities”). The Securities will be issued pursuant to the base indenture dated as of August 1, 1998 (the “Base Indenture”), as supplemented by the third supplemental indenture relating to the Securities to be dated as of the Closing Date (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), between the Company and The Bank of New York Mellon, as trustee (the “Trustee”).

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THOMAS & BETTS CORPORATION and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Supplemental Indenture No. 3 Dated as of November 23, 2009 5.625% Senior Notes due 2021
Supplemental Indenture • November 20th, 2009 • Thomas & Betts Corp • Electric lighting & wiring equipment • New York

SUPPLEMENTAL INDENTURE NO. 3, dated as of November 23, 2009, between Thomas & Betts Corporation, a Tennessee corporation (the “Company”) and The Bank of New York Mellon Trust Company, N.A., a national association, as Trustee (the “Trustee”) (the “Supplemental Indenture”).

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