As filed with the Securities and Exchange Commission
                on May 9, 1995

           Registration No. 33-57613


       SECURITIES AND EXCHANGE COMMISSION

            WASHINGTON, D.C. 20549

               -----------

       POST-EFFECTIVE AMENDMENT NO. 1
                    TO

                 FORM S-3


           REGISTRATION STATEMENT
                  UNDER
          THE SECURITIES ACT OF 1933

               -----------

            MOLEX INCORPORATED
(Exact name of registrant as specified in its charter)

          2222 Wellington Court
          Lisle, Illinois  60532
               (708)969-4550

Delaware                                           36-2369491
(State or other jurisdiction                   (I.R.S.Employer
of incorporation or organization)          Identification Number)


(Address, including zip code, and telephone number, including
area code, of registrant's principal executive offices)



              Louis A. Hecht, Esq.
         Secretary and General Counsel
             Molex Incorporated
           2222 Wellington Court
           Lisle, Illinois  60532
              (708) 969-4550

(Name, address, including zip code, and telephone number,
including area code, of agent for service)

           ----------------------

                 Copy to:
           Michael M. Froy, Esq.
        Sonnenschein Nath & Rosenthal
             8000 Sears Tower
          Chicago, Illinois  60606

           ------------------------
                                                       Amount to be
Title of each class of securities to be registered      registered
- -------------------------------------------------     --------------
Class A Common Stock, $.05 par value                   332,825 Shares



The Registrant hereby amends this Registration Statement to
reduce the number of shares registered from 345,133 to 332,825.






         DEREGISTRATION OF UNSOLD COMMON STOCK

This Post-Effective Amendment No. 1 is being filed solely to
deregister 12,308 shares of the Registrant's Class A common
stock, par value $.05 per share ("Class A Stock") registered
pursuant to this Registration Statement, leaving 332,825 shares
of Class A Stock registered pursuant to this Registration
Statement.  As described under the captions "Selling
Stockholders" and "Plan of Distribution" in the Prospectus, the
Shares being registered were acquired by certain stockholders of
Mod-Tap W Corp. (the "Selling Stockholders") in connection with
the merger (the "Merger") of Mod-Tap W Corp. with and into a
wholly-owned subsidiary of the Registrant.  The Selling
Stockholders sold 332,825 shares of Class A Stock pursuant to
this Registration Statement during the 60-day period during
which such sales were permitted pursuant to a Stockholders'
Agreement entered into in connection with the Merger.







                    SIGNATURES


Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-3 and
has duly caused this Post-Effective Amendment to the
Registration Statement on Form S-3 (Registration No. 33-57613)
to be signed on its behalf by the undersigned, thereunto duly
authorized, in the Village of Lisle, State of Illinois, on this
9th day of May, 1995.

                            MOLEX INCORPORATED
                            By:   /s/ Frederick A. Krehbiel
                                  -------------------------
                                  Frederick A. Krehbiel
                                  Chairman and Chief
                                  Executive Officer


Pursuant to the requirements of the Securities Act of
1933, this Amendment to the Registration Statement has been
signed by the following persons in the capacities and on the
dates indicated.

Signature                 Title                           Date
- ---------                 ------------------------        ---------

/s/ Frederick A. Krehbiel Chairman, Chief Executive       May 9, 1995
- ------------------------- Officer and Director
Frederick A. Krehbiel     (Principal Executive Officer)



John C. Psaltis           Corporate Vice President,       May 9, 1995
                          Treasurer and Chief Financial
                          Officer (Principal Financial
                          Officer and Principal Accounting
                          Officer)

John H. Krehbiel, Jr.     President and Director          May 9, 1995

Robert H. Hayes           Director                        May 9, 1995

Edgar D. Jannotta         Director                        May 9, 1995

Fred L. Krehbiel          Director                        May 9, 1995

Donald G. Lubin           Director                        May 9, 1995

Lewis E. Platt            Director                        May 9, 1995

Robert J. Potter          Director                        May 9, 1995


By:   /s/ Frederick A. Krehbiel
      -------------------------
         (Frederick A. Krehbiel,
          Attorney-in-Fact)