8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

October 23, 2008

Date of report (Date of earliest event reported)

HUBBELL INCORPORATED

(exact name of registrant as specified in its charter)

CONNECTICUT	1-2958	06-0397030
(State or other jurisdiction of	(Commission File Number)	(IRS Employer
incorporation or organization)		Identification No.)

584 Derby Milford Road, Orange, Connecticut 06477-0589

(Address of Principal Executive Offices) (Zip Code)

(203) 799-4100

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.l3e-4(c))

TABLE OF CONTENTS

EX-99.1: PRESS RELEASE

ITEM 2.02 Results of Operations and Financial Condition.

On October 23, 2008, Hubbell Incorporated (the “Company”) reported net income of $66.5 million and earnings per diluted share of $1.18 for the third quarter of 2008, as compared to net income of $65.3 million and earnings per diluted share of $1.10 for the third quarter of 2007.

ITEM 9.01 Financial Statements and Exhibits.

A copy of the October 23, 2008 press release is attached hereto as an Exhibit 99.1.

     INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS — Certain of the statements contained in this report and the exhibit attached hereto, including, without limitation, statements as to management’s good faith expectations and belief are forward-looking statements. Forward-looking statements are made based upon management’s expectations and belief concerning future developments and their potential effect upon the Company. There can be no assurance that future developments will be in accordance with management’s expectations or that the effect of future developments on the Company will be those anticipated by management.

SIGNATURES

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

HUBBELL INCORPORATED
By:	/s/ David G. Nord
	Name:	David G. Nord
	Title:	Senior Vice President and Chief Financial Officer

Date: October 23, 2008

EXHIBIT INDEX

EXHIBIT NO.	DOCUMENT DESCRIPTION
99.1	Press Release dated October 23, 2008 pertaining to the financial results of the Company for the third quarter ended September 30, 2008.

EX-99.1

Exhibit 99.1

Date:	October 23,2008	NEWS RELEASE
For Release:	IMMEDIATELY
		Hubbell Incorporated
		584 Derby-Milford Road
		P. O. Box 549
		Orange, CT 06477
		203-799-4100
Contact: William R. Sperry

HUBBELL REPORTS THIRD QUARTER RESULTS

NET SALES $734.8 MILLION AND EARNINGS OF $1.18 PER DILUTED SHARE

ORANGE, CT. (October 23, 2008) — Hubbell Incorporated (NYSE: HUBA, HUBB) today reported operating results for the third quarter ended September 30, 2008.

Net sales in the third quarter of 2008 were $734.8 million, an increase of 13% from the $652.7 million reported in the third quarter of 2007. The increase in quarter-over-quarter sales was due to strong demand for our power and high voltage instrumentation products, acquisitions and higher selling prices. Acquisitions and selling price increases added approximately 4% and 3%, respectively, to net sales in the third quarter of 2008. Operating income improved 16% to $103.3 million, resulting in operating income as a percent of net sales of 14.1%. Net income in the third quarter of 2008 was 2% higher at $66.5 million compared to $65.3 million reported in the third quarter of 2007. Earnings per diluted share were $1.18 or 7% above the $1.10 reported in the third quarter last year. Last year’s third quarter earnings per diluted share included a $0.09 benefit primarily related to the finalization of the 2006 federal tax return and favorable benefits from

-continued-

Page -1-

foreign operations. Excluding the favorable tax adjustment in the prior year, 2008 third quarter earnings per diluted share increased 17% compared to the year ago period.

For the first nine months of 2008, sales were $2,052.3 million, an increase of 7% over the same period last year. Operating income of $273.6 million increased 19% resulting in year-to-date operating income as a percent of net sales of 13.3%. Net income for the first nine months was $176.4 million, an increase of 10% compared to the $160.3 million reported in 2007. Earnings per diluted share were $3.12 or 16% above the $2.68 reported for the equivalent period of 2007.

In the third quarter of 2008, the Company invested a total of approximately $102.5 million to acquire USCO Power Equipment Corporation, CDR Systems Corp. and a product line from Electro Composites Inc. all of which have joined Hubbell’s Power segment. These three businesses combined are expected to generate annual revenues of approximately $90 million and will be modestly accretive to earnings in 2008. Based in Leeds, Alabama, USCO Power Equipment Corporation provides high quality transmission line and substation disconnect switches to the electric utility industry. Based in Ormond Beach, Florida, CDR Systems Corp. manufactures polymer concrete and fiberglass enclosures serving a variety of end markets, including electric, gas and water utilities, cable television and telecommunications industries. The product line acquired from Electro Composites Inc. is based in Quebec, Canada, and manufactures a high voltage condenser bushing housed in composite materials.

Cash flow from operations was $234.9 million in the first nine months of 2008 compared to $221.2 million in the equivalent period of 2007 as higher earnings were partially offset by an increased use of working capital. Capital expenditures were $34.0 million in the first nine months compared to $44.6 million in the equivalent period of 2007. During the first nine months of 2008, the Company has invested $205.9 million on acquisitions and repurchased 2.0 million shares of its common stock for $96.6 million.

-continued-

Page -2-

OPERATIONS REVIEW

Timothy H. Powers, Chairman, President, and Chief Executive Officer, said “The third quarter results demonstrated our continued long term improvement in profitability, marking the 7^th consecutive quarter with year-over-year operating profit margin improvement. In spite of significant commodity cost increases, we are proud of our ability to expand operating margins both sequentially and year-over-year due to our nearly two year focus on price realization, cost containment and productivity. In addition, free cash flow generation remained strong; free cash flow in the third quarter of 2008 was 150% of net income. Our financial condition remains strong; at the end of the third quarter our debt to capital ratio was 31% and we had no commercial paper outstanding. The Company also has available its entire $350 million committed bank credit facility which remains a backup to our commercial paper program. We are also pleased with the three acquisitions completed in the third quarter that have been added to the Power segment. These businesses will broaden our product lines in the U.S. and internationally, and are expected to generate growth in this segment.”

Mr. Powers added “The overall economic environment has held up reasonably well considering the uncertainty surrounding the credit markets; in particular, the collapse of several large banks and investment firms have shaken consumer confidence. In addition, the U.S. economy has been hampered by continued housing market weakness and high energy costs. International business continues to benefit from market demand for high voltage test equipment as well as energy related and mining equipment. The U.S. non-residential construction and industrial maintenance and repair markets have softened. Markets served by Hubbell’s Power segment were strong due to hurricane related storm activity, increased demand for transmission products and modest growth for distribution voltage products.”

-continued-

Page -3-

SEGMENT REVIEW

The comments and year-over-year percentages in this segment review are based on third quarter results in 2008 and 2007. The prior year amounts have been adjusted to reflect the Company’s realigned reporting segments.

Electrical segment net sales increased 5% year-over-year due to double digit growth at wiring products and electrical products and the impact of the Kurt Versen acquisition partially offset by weaker residential product sales. The acquisition and selling price increases each added approximately two percentage points to net sales in the third quarter of 2008. Electrical segment operating income increased 7% compared to the third quarter of 2007. The increased profitability in the segment was due to higher sales at wiring products and electrical products, productivity improvements and the lighting acquisition. These increases were partially offset by weaker results in our residential lighting business and commodity cost headwinds in our C&I Lighting businesses, particularly steel.

Hubbell’s Power segment reported a 36% increase in net sales compared to the third quarter of 2007 due to improved underlying demand, the impact of acquisitions, strong storm related orders and selling price increases. Acquisitions and selling price increases added approximately ten and six percentage points, respectively, to net sales in the third quarter of 2008. Operating income increased 41% in the third quarter of 2008 versus the same period last year due to higher sales, productivity improvements, selling price increases and a favorable product mix.

-continued-

Page -4-

SUMMARY & OUTLOOK

Mr. Powers commented “Looking ahead, we anticipate a mix of challenges and opportunities in the overall markets we serve. Hubbell’s largest served market, non-residential construction, is expected to be a challenge going forward based on several leading indicators including the current tumultuous credit markets, employment levels and continued weak housing demand. The residential construction market is still contracting and will likely continue to be negative throughout next year. The utility market is expected to expand, with growth in transmission and substation spending while distribution investments will likely be modest. We expect continued growth for the remainder of the year in the industrial markets that we serve.”

Mr. Powers concluded “Based on the strong third quarter results and recently completed acquisitions, we are revising our projections for the full year 2008: net sales are expected to increase in the range of 6-7% above 2007 and earnings per diluted share are now projected to be in the range of $3.80-$3.90. In addition, we expect operating profit margins to increase approximately 100 basis points compared to 2007 and free cash flow to exceed net income. Included in the range, in anticipation of slower markets in 2009, we expect to incur approximately $0.05 of workforce reduction costs in the fourth quarter of 2008. While we cannot predict 2009 at the present time, we believe our continued focus in the areas of pricing discipline, productivity programs, cost containment and strategic growth initiatives could help us manage through some of the potential impacts from market weakness.”

Certain statements contained herein may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These include statements about capital resources, performance and results of operations and are based on the Company’s reasonable current expectations. In addition, all statements regarding anticipated growth or

-continued-

Page -5-

improvement in operating results, anticipated market conditions, and economic recovery are forward-looking. These statements may be identified by the use of forward-looking words or phrases such as “improved”, “leading”, “improving”, “continuing growth”, “continued”, “ranging”, “contributing”, “primarily”, “plan”, “expect”, “anticipated,” “expected”, “expectations,” “should result”, “uncertain”, “goals”, “projected”, “on track”, “likely”, and others. Such forward-looking statements involve numerous assumptions, known and unknown risks, uncertainties and other factors which may cause actual and future performance or achievements of the Company to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Such factors include, but are not limited to: achieving sales levels to fulfill revenue expectations; unexpected costs or charges, certain of which may be outside the control of the Company; expected benefits of process improvement and other lean initiatives; the expected benefit and effect of the business information system initiative and restructuring programs; the availability and costs of raw materials and purchased components; realization of price increases; the ability to achieve projected levels of efficiencies and cost reduction measures; general economic and business conditions; competition; and other factors described in our Securities and Exchange Commission filings, including the “Business” and “Risk Factors” Sections in the Annual Report on Form 10-K for the year ended December 31, 2007.

Hubbell Incorporated is an international manufacturer of quality electrical and electronic products for a broad range of non-residential and residential construction, industrial and utility applications. With 2007 revenues of $2.5 billion, Hubbell Incorporated operates manufacturing facilities in the U.S., Canada, Puerto Rico, Mexico, Italy, Switzerland, Brazil, Australia and the United Kingdom, participates in joint ventures in Taiwan and the People’s Republic of China, and maintains sales offices in Singapore, Hong Kong, South Korea, the People’s Republic of China, Mexico, and the Middle East. The corporate headquarters is located in Orange, CT.

# # # # #

(Financial Schedules are Attached.)

Page -6-

HUBBELL INCORPORATED
Condensed Consolidated Statement of Income
(in millions, except per share data)

	THREE MONTHS ENDED SEPTEMBER 30						NINE MONTHS ENDED SEPTEMBER 30
	(UNAUDITED)			(UNAUDITED)			(UNAUDITED)			(UNAUDITED)
	2008			2007			2008			2007
Net Sales	$	734.8		$	652.7		$	2,052.3		$	1,919.2
Cost of goods sold		514.6			458.1			1,434.8			1,364.3
Selling & administrative expenses		116.9			105.7			343.9			324.1
Total Operating Income		103.3			88.9			273.6			230.8
Operating income as a % of Net Sales		14.1	%		13.6	%		13.3	%		12.0	%
Interest expense, net		(6.8	)		(3.5	)		(16.9	)		(11.5	)
Other (expense) income, net		(0.8	)		0.3			(2.9	)		0.7
Income Before Income Taxes		95.7			85.7			253.8			220.0
Provision for income taxes		29.2			20.4			77.4			59.7
Net Income	$	66.5		$	65.3		$	176.4		$	160.3
Earnings Per Share:
Basic	$	1.19		$	1.12		$	3.15		$	2.71
Diluted	$	1.18		$	1.10		$	3.12		$	2.68
Average Shares Outstanding:
Basic		55.9			58.3			56.1			59.1
Diluted		56.4			59.2			56.5			59.9

HUBBELL INCORPORATED
Segment Information
(in millions)

	THREE MONTHS ENDED SEPTEMBER 30						NINE MONTHS ENDED SEPTEMBER 30
	(UNAUDITED)			(UNAUDITED)			(UNAUDITED)			(UNAUDITED)
	2008			2007			2008			2007
Net Sales
Electrical	$	522.9		$	496.4		$	1,500.0		$	1,442.2
Power		211.9			156.3			552.3			477.0
Total Net Sales	$	734.8		$	652.7		$	2,052.3		$	1,919.2
Operating Income
Electrical	$	68.7		$	64.3		$	182.6		$	156.7
Power		34.6			24.6			91.0			74.1
Total Operating Income	$	103.3		$	88.9		$	273.6		$	230.8
Operating Income as a % of Net Sales
Electrical		13.1	%		13.0	%		12.2	%		10.9	%
Power		16.3	%		15.7	%		16.5	%		15.5	%
Total		14.1	%		13.6	%		13.3	%		12.0	%

HUBBELL INCORPORATED
Condensed Consolidated Balance Sheet
(in millions)

	(UNAUDITED)
	SEPTEMBER 30, 2008		DECEMBER 31, 2007
ASSETS
Cash and cash equivalents	$	194.1	$	77.5
Accounts receivable, net		428.7		332.4
Inventories, net		340.0		322.9
Deferred taxes and other		47.6		55.2
TOTAL CURRENT ASSETS		1,010.4		788.0
Property, plant and equipment, net		341.5		327.1
Investments		34.7		39.2
Goodwill		589.0		466.6
Intangible assets and other		289.4		242.5
TOTAL ASSETS	$	2,265.0	$	1,863.4
LIABILITIES AND SHAREHOLDERS’ EQUITY
Short-term debt	$	—	$	36.7
Accounts payable		207.0		154.0
Accrued salaries, wages and employee benefits		59.2		58.6
Dividends payable		19.6		19.2
Accrued insurance		49.9		46.7
Other accrued liabilities		138.3		104.3
TOTAL CURRENT LIABILITIES		474.0		419.5
Long-term debt		497.3		199.4
Other non-current liabilities		180.9		161.9
TOTAL LIABILITIES		1,152.2		780.8
SHAREHOLDERS’ EQUITY		1,112.8		1,082.6
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	2,265.0	$	1,863.4

HUBBELL INCORPORATED
Condensed Consolidated Statement Of Cash Flows
(in millions)

	NINE MONTHS ENDED SEPTEMBER 30
	(UNAUDITED)			(UNAUDITED)
	2008			2007
Cash Flows From Operating Activities
Net Income	$	176.4		$	160.3
Depreciation and amortization		46.4			44.8
Stock-based compensation expense		8.0			8.1
Deferred income taxes		2.7			(9.1	)
Changes in working capital		(2.1	)		38.4
Contributions to defined benefit pension plans		(3.2	)		(18.9	)
Other, net		6.7			(2.4	)
Net cash provided by operating activities		234.9			221.2
Cash Flows From Investing Activities
Capital expenditures		(34.0	)		(44.6	)
Acquisition of businesses, net of cash acquired		(205.9	)		(2.9	)
Net change in investments		4.0			(0.5	)
Other, net		6.0			3.9
Net cash used in investing activities		(229.9	)		(44.1	)
Cash Flows From Financing Activities
Borrowings/repayments of debt		(36.7	)		48.4
Issuance of long term debt		297.7			—
Payment of dividends		(57.3	)		(59.3	)
Acquisition of common shares		(96.6	)		(173.5	)
Proceeds from exercise of stock options		8.1			40.2
Other, net		(1.8	)		6.0
Net cash provided by (used) in financing activities		113.4			(138.2	)
Effect of foreign exchange rate changes on cash and cash equivalents		(1.8	)		2.3
Increase in cash and cash equivalents		116.6			41.2
Cash and cash equivalents
Beginning of period		77.5			45.3
End of period	$	194.1		$	86.5