10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-K

þ	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the fiscal year ended June 30, 2009
OR
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from          to

Commission File Number 0-07491

MOLEX INCORPORATED

(Exact name of registrant as specified in its charter)

Delaware	36-2369491
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.	)

2222 Wellington Court, Lisle, Illinois 60532

(Address of principal executive offices)

Registrant’s telephone number, including area code:

(630) 969-4550

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT

Title of Each Class	Name of Each Exchange on Which Registered
Common Stock, par value $0.05	The Nasdaq Stock Market, Inc.
Class A Common Stock, par value $0.05	The Nasdaq Stock Market, Inc.

SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: None

Indicate by check mark of the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes þ     No o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes o     No þ

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes þ     No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes o     No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer þ Accelerated filer o Non-accelerated filer o
(Do not check if a smaller reporting company) Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).  Yes o     No þ

The aggregate market value of the voting and non-voting shares (based on the closing price of these shares on the NASDAQ Global Select Market on December 31, 2008) held by non-affiliates was approximately $1.8 billion.

On July 31, 2009, the following numbers of shares of the Company’s common stock were outstanding:

Common Stock	95,560,076
Class A Common Stock	77,751,195
Class B Common Stock	94,255

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Proxy Statement for the Annual Meeting of Stockholders, to be held on October 30, 2009 are incorporated by reference into Part III of this annual report on Form 10-K.

TABLE OF CONTENTS

			Page
PART I
	Item 1.	Business		3
	Item 1A.	Risk Factors		12
	Item 1B.	Unresolved Staff Comments		20
	Item 2.	Properties		20
	Item 3.	Legal Proceedings		20
	Item 4.	Submission of Matters to a Vote of Security Holders		20
PART II
	Item 5.	Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		20
	Item 6.	Selected Financial Data		23
	Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		24
	Item 7A.	Quantitative and Qualitative Disclosures About Market Risk		42
	Item 8.	Financial Statements and Supplementary Data		44
	Item 9.	Changes in and Disagreements with Accountants on Accounting Financial Disclosure		79
	Item 9A.	Controls and Procedures		79
	Item 9B.	Other Information		80
PART III
	Item 10.	Directors, Executive Officers and Corporate Governance		80
	Item 11.	Executive Compensation		81
	Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		81
	Item 13.	Certain Relationships and Related Transactions, and Director Independence		81
	Item 14.	Principal Accountant Fees and Services		81
PART IV
	Item 15.	Exhibits and Financial Statement Schedules		82
		Schedule II — Valuation and Qualifying Accounts		83
		Index to Exhibits		84
		Signatures		86

Molex Web Site

We make available through our web site at www.molex.com our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and all amendments to those reports as soon as reasonably practicable after such material is electronically filed with the Securities and Exchange Commission (SEC).

Information relating to corporate governance at Molex, including our Code of Business Conduct and Ethics, information concerning executive officers, directors and Board committees (including committee charters), and transactions in Molex securities by directors and officers, is available on or through our web site at www.molex.com under the “Investors” caption.

We are not including the information on our web site as a part of, or incorporating it by reference into, this annual report on Form 10-K.

2

PART I

Item 1.   Business

Molex Incorporated (together with its subsidiaries, except where the context otherwise requires, “we,” “us” and “our”) was incorporated in the state of Delaware in 1972 and originated from an enterprise established in 1938.

We are one of the world’s largest manufacturers of electronic connectors in terms of revenue. Net revenue was $2.6 billion for fiscal 2009. We operated 43 manufacturing locations located in 18 countries, and employed 25,240 people worldwide as of June 30, 2009.

Our core business is the manufacture and sale of electronic components. Our products are used by a large number of leading original equipment manufacturers (OEMs) throughout the world. We design, manufacture and sell more than 100,000 products, including terminals, connectors, planar cables, cable assemblies, interconnection systems, backplanes, integrated products and mechanical and electronic switches. We also provide manufacturing services to integrate specific components into a customer’s product.

The Connector Industry

The global connector industry is highly competitive and fragmented and is estimated to represent approximately $36 billion in revenue for fiscal 2009. The industry has grown at a compounded annual rate of 6% over the past 25 years, but industry sales are expected to decline 25% in calendar year 2009.

The connector industry is characterized by rapid advances in technology and new product development. These advances have been substantially driven by the increased functionality of applications in which our products are used. Although many of the products in the connector market are mature products, some with 25-30 year life spans, there is also a constant demand for new product solutions.

Industry trends that we deem particularly relevant include:

•  Globalization.  Synergistic opportunities exist for the industry to design, manufacture and sell electronic products in different countries around the world in an efficient and seamless process. For example, electronic products may be designed in Japan, manufactured in China, and sold in the United States.

•  Convergence of markets.  Traditionally separate markets such as consumer electronics, data products and telecommunications are converging, resulting in single devices offering broad-based functionality.

•  Increasing electronics content.  Consumer demand for advanced product features, convenience and connectivity is driving connector growth at rates faster than the growth rates of the underlying electronics markets.

•  Product size reduction.  High-density, micro-miniature technologies are expanding to markets such as data and mobile phones, leading to smaller devices and greater mobility.

•  Consolidating supply base.  Generally, global OEMs are consolidating their supply chain by selecting global companies possessing broad product lines for the majority of their connector requirements and a strong financial position.

•  Price erosion.  As unit volumes grow, production experience is accumulated and costs decrease, and as a result, prices decline.

3

Markets and Products

The approximate percentage of our net revenue by market for fiscal 2009 is summarized below:

	Percentage of Fiscal 2009			Primary End Use Products
Markets	Net Revenue			Supported by Molex
Telecommunications		26	%	Mobile phones and devices, networking equipment, switches and transmission equipment
Data Products		21	%	Desktop and notebook computers, peripheral equipment, servers, storage, copiers, printers and scanners
Consumer		21	%	Digital electronics, CD and DVD players, cameras, flat panel display, plasma and LCD televisions, electronic games and major appliances
Industrial		15	%	Factory automation, robotics, automated test equipment, vision systems and diagnostic equipment
Automotive		14	%	Engine control units, body electronics, safety electronics, sensors, panel instrumentation and other automotive electronics
Other		3	%	Electronic and electrical devices for a variety of markets

Telecommunications.  In the telecommunications market, we believe our key strengths include high speed optical signal product lines, backplane connector systems, power distribution product, micro-miniature connectors, global coordination and complementary products such as keyboards and antennas.

For mobile phones, we provide micro-miniature connectors, SIM card sockets, keypads, electromechanical subassemblies and internal antennas and subsystems. An area of particular innovation is high-speed backplanes and cables for infrastructure equipment. For example, our Plateau HS Dock^TM incorporates a new plated plastic technology to increase bandwidth, reduce crosstalk and control impedance in applications such as telecommunication routers.

Data Products.  In the data market, our key strengths include our high-speed signal product line, storage input/output (I/O) products, standards committee leadership, global coordination, low cost manufacturing and strong relationships with OEMs, contract manufacturers and original design manufacturers.

We manufacture power, optical and signal connectors and cables for fast end-to-end data transfer, linking disk drives, controllers, servers, switches and storage enclosures. Our ongoing involvement in industry committees contributes to the development of new standards for the connectors and cables that transport data. For example, our family of small form-factor pluggable products offers end-users both fiber optic and copper connectivity and more efficient storage area network management.

We hold a strong position with connectors used in servers, the segment of this market that accounts for the largest volume of connector purchases. We offer a large variety of products for power distribution, signal integrity, processor and memory applications. We are also a leading designer in the industry for storage devices.

4

Our Serial ATA product enables higher-speed communication between a computer’s disk drive and processor. In addition, our product portfolio includes a wide range of interconnect devices for copiers, printers, scanners and projectors.

Consumer.  In the consumer market, we believe our key strengths include optical and micro-miniature connector expertise, breadth of our high wattage (power) product line, cable and wire application equipment and low cost manufacturing.

We design and manufacture many of the world’s smallest connectors for home and portable audio, digital still and video cameras, DVD players and recorders, as well as devices that combine multiple functions. Our micro-miniature products support customer needs for increased power, speed and functionality but with decreased weight and space requirements. We believe that they provide industry leadership with advanced interconnection products that help enhance the performance of video and still cameras, DVD players, portable music players, PDAs and hybrid devices that combine multiple capabilities into a single unit.

We are a leading connector source and preferred supplier to some of the world’s largest computer game makers and have been awarded contracts that demonstrate our skill in designing innovative connectors. In addition, we provide products for video poker and slot machines. Pachinko machines, which are popular in Japan, use our compact 2.00 mm pitch MicroClasp^TM connector, which features an inner lock that helps on-site installers easily insert new game boards.

Industrial.  In the industrial market, we believe our key strengths include optical and micro-miniature connector expertise, breadth of our power and signal product lines, distribution partnerships and global presence.

Our high-performance cables, backplanes, power connectors and integrated products are found in products ranging from electronic weighing stations to industrial microscopes and vision systems. Advances in semiconductor technology require comparable advances in equipment to verify quality, function and performance. For example, our Very High-Density Metric (VHDM) connector system to help assure signal integrity and overall reliability in high-speed applications such as chip testers.

Our industrial product line includes industrial networks and connectivity as well as industrial communication electronics and software. In addition, we offer compact robotic connectors and I/O connectors for servo motors, as well as identified factory uses for products we developed for other industries.

Automotive.  In the automotive market, we believe our strengths include new product development expertise, entertainment, safety and convenience product features, technical skills and integrated manufacturing capabilities.

Our interconnects are used in air bag, seatbelt and tire pressure monitoring systems and powertrain, window and temperature controls. Today’s cars are mobile communication centers, complete with navigation tools and multimedia entertainment. Our Media Oriented System Transport (MOST) connector system uses plastic optical fiber to transmit audio, video and data at high speeds in devices such as CD and DVD players.

Other.  Medical electronics is a growing market for our connectors, switch and assembly products. We provide both connectors and custom integrated systems for diagnostic and therapeutic equipment used in hospitals including x-ray, magnetic resonance imaging (MRI) and dialysis machines. Military electronics is also one of our emerging markets. There is a range of electronic applications for our products in the commercial-off-the-shelf (COTS) segment of this market. Products originally developed for the computer, telecommunications and automotive markets are used in an increasing number of military applications.

5

Business Objectives and Strategies

One of our primary business objectives is to develop or improve our leadership position in each of our core connector markets by increasing our overall position as a preferred supplier and improve our competitiveness on a global scale.

We believe that our success in achieving industry-leading revenue growth throughout our history is the result of the following key strengths:

•  Broad and deep technological knowledge of microelectronic devices and techniques, power sources, coatings and materials;

•  Strong intellectual property portfolio that underlies many key products;

•  High product quality standards, backed with stringent systems designed to ensure consistent performance, that meet or surpass customers’ expectations;

•  Strong technical collaboration with customers;

•  Extensive experience with the product development process;

•  Broad geographical presence in developed and developing markets;

•  Continuous effort to develop an efficient, low-cost manufacturing footprint; and

•  A broad range of products both for specific applications and for general consumption.

We intend to serve our customers and achieve our objectives by continuing to do the following:

•  Concentrate on core markets.  We focus on markets where we have the expertise, qualifications and leadership position to sustain a competitive advantage. We have been an established supplier of interconnect solutions for over 70 years. We are a principal supplier of connector components to the telecommunications, computer, consumer, automotive and industrial electronics markets.

•  Grow through the development and release of new products.  We invest strategically in the tools and resources to develop and market new products and to expand existing product lines. New products are essential to enable our customers to advance their solutions and their market leadership positions. In fiscal 2009, we generated approximately 22% of our revenue from new products, which are defined as those products released in the last 36 months.

•  Optimize manufacturing and supply chain.  We analyze the design and manufacturing patterns of our customers along with our own supply chain economics to help ensure that our manufacturing operations are of sufficient scale and are located strategically to minimize production costs and maximize customer service.

•  Leverage financial strength.  We use our expected cash flow from operations and strong balance sheet to invest aggressively in new product development, to pursue synergistic acquisitions, to align manufacturing capacity with customer requirements and to pursue productivity improvements. We invested approximately 13% of net revenue in capital expenditures and research and development activities in fiscal 2009.

Our global organizational structure consists of three product-focused divisions and one worldwide sales and marketing organization. The structure enables us to work effectively as a global team to meet customer needs as well as leverage our design expertise and our low-cost production centers around the world. The worldwide sales and marketing organization structure enhances our ability to sell any product, to any customer, anywhere in the world.

6

Competition

We compete with many companies in each of our product categories. These competitors include Amphenol Corporation, Framatome Connectors International, Hirose Electronic Co., Ltd, Hon Hai Precision Industry Co., Ltd., Japan Aviation Electronics Industry, Ltd., Japan Solderless Terminal Ltd. and Tyco Electronics Ltd. There are also a significant number of smaller competitors. The identity and significance of competitors may change over time. We believe that the 10 largest connector suppliers, as measured by revenue, represent approximately 54% of the worldwide market in terms of revenue. Many of these companies offer products in some, but not all, of the markets and regions we serve.

Our products compete to varying degrees on the basis of quality, price, availability, performance and brand recognition. We also compete on the basis of customer service. Our ability to compete also depends on continually providing innovative new product solutions and worldwide support for our customers.

Customers, Demand Creation and Sales Channels

We sell products directly to OEMs, contract manufacturers and distributors. Our customers include global companies such as Arrow, Cisco, Dell, Ford, General Motors, Hewlett Packard, IBM, Matsushita, Motorola and Nokia. No customer accounted for more than 10% of net revenues in fiscal 2009, 2008 or 2007.

Many of our customers operate in more than one geographic region of the world and we have developed a global footprint to service these customers. We are engaged in significant operations in foreign countries. Our net revenue originating outside the U.S. based on shipping point to the customer was approximately 73% in fiscal years 2009, 2008 and 2007.

In fiscal 2009, the share of net revenue from the different regions was approximately as follows:

•  54% of net revenue originated in Asia-Pacific (China, including Hong Kong and Taiwan, Indonesia, India, Malaysia, Philippines, Singapore, Korea, Japan and Thailand). Approximately 24% and 17% of net revenue in fiscal 2009 was derived from operations in China and Japan, respectively.

•  27% of net revenue originated in the Americas.

•  19% of net revenue originated in Europe.

Revenues from customers are generally attributed to countries based upon the location of our sales office. Most of our sales in international markets are made by foreign sales subsidiaries. In countries with low sales volumes, sales are made through various representatives and distributors.

We sell our products primarily through our own sales organization with a presence in most major connector markets worldwide. To complement our own sales force, we work with a network of distributors to serve a broader customer base and provide a wide variety of supply chain tools and capabilities. Sales through distributors represented approximately 26% of our net revenue in fiscal 2009.

We seek to provide customers one-to-one service tailored to their business. Our engineers work collaboratively with customers, often with an innovative online design system, to develop products for specific applications. We provide customers the benefit of state-of-the-art technology for engineering, design and prototyping, supported from 25 development centers in 15 countries. In addition, most customers have a single Molex customer service contact and a specific field salesperson to provide technical product and application expertise.

Our sales force around the world has access to our customer relationship management database, which integrates with our global information system to provide 24/7 visibility on orders, pricing, contracts, shipping, inventory and customer programs. We offer a self-service environment for our

7

customers through our web site at www.molex.com, so that customers can access our entire product line, download drawings or 3D models, obtain price quotes, order samples and track delivery.

Information regarding our operations by operating segment appears in Note 18 of the Notes to Consolidated Financial Statements. A discussion of market risk associated with changes in foreign currency exchange rates can be found in Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Research and Development

We remain committed to investing in world-class technology development, particularly in the design and manufacture of connectors and interconnect systems. Our research and development activities are directed toward developing technology innovations, primarily high speed signal integrity, miniaturization, higher power delivery, optical signal delivery and sealed harsh environment connectors that we believe will deliver the next generation of products. We continue to invest in new manufacturing processes, as well as improve existing products and reduce costs. We believe that we are well positioned in the technology industry to help drive innovation and promote industry standards that will yield innovative and improved products for customers.

We incurred total research and development costs of $159.2 million in fiscal 2009, $163.7 million in fiscal 2008 and $159.1 million in fiscal 2007. We believe this investment, approximating 5-6% of net revenue, is among the highest level relative to the largest participants in the industry and helps us achieve a competitive advantage.

We strive to provide customers with the most advanced interconnection products through intellectual property development and participation in industry standards committees. Our engineers are active in many of these committees, helping give us a voice in shaping the technologies of the future. In fiscal 2009, we commercialized approximately 194 new products and received 413 patents.

We perform a majority of our design and development of connector products in the U.S. and Japan, but have additional product development capabilities in various locations, including China, Germany, India, Ireland, Korea and Singapore.

Manufacturing

Our core manufacturing expertise includes molding, stamping, plating and assembly operations. We use state of the art plastic injection molding machines and metal stamping and forming presses. We have created new processes to meet the ongoing challenge of manufacturing smaller and smaller connectors. We have also developed proprietary plated plastic technology, which provides excellent shielding performance while eliminating secondary manufacturing processes in applications such as mobile phone antennas.

We also have expertise in printed circuit card, flexible circuit and harness assembly for our integrated products operations, which build devices that leverage our connector content. Because integrated products require labor-intensive assembly, we operate low-cost manufacturing centers in China, India, Mexico, Poland, and Thailand.

Continuous improvements achieved through a global lean/six sigma ongoing program have reduced our manufacturing costs. A trend of fewer but larger factories, such as our one million square foot (approximately 92 thousand square meters) facility in Chengdu, China, provide increasing economies of scale and efficiencies while also reaching record levels of on time delivery performance and quality.

Raw Materials

The principal raw materials that we purchase for the manufacture of our products include plastic resins for molding, metal alloys (primarily copper based) for stamping and gold and palladium salts for

8

use in the plating process. We also purchase molded and stamped components and connector assemblies. Most materials and components used in our products are available from several sources. To achieve economies of scale, we concentrate purchases from a limited number of suppliers, and therefore in the short term may be dependent upon certain suppliers to meet performance and quality specifications and delivery schedules. We anticipate that our raw material expenditures as a percentage of sales may increase due to growth in our integrated products business and increases in certain commodity costs.

Backlog and Seasonality

The backlog of unfilled orders at June 30, 2009 was approximately $253.0 million compared with backlog of $436.5 million at June 30, 2008. Substantially all of these orders are scheduled for delivery within 12 months. The majority of orders are shipped within 30 days of acceptance.

We do not believe that aggregate worldwide sales reflect any significant degree of seasonality.

Employees

As of June 30, 2009, we had approximately 25,240 people working for us worldwide. Approximately 17,934 of these people were located in low cost regions. We believe that our relations with people working for us are satisfactory.

Acquisitions and Investments

Our strategy to provide a broad range of connectors requires a wide variety of technologies, products and capabilities. The rapid pace of technological development in the connector industry and the specialized expertise required in different markets make it difficult for a single company to organically develop all of the required products. Though a significant majority of our growth has come from internally developed products, we will seek to make future acquisitions or investments where we believe we can stimulate the development of, or acquire, new technologies and products to further our strategic objectives and strengthen our existing businesses. Information regarding our acquisitions appears in Note 4 of the Notes to Consolidated Financial Statements.

Intellectual Property

Patents, trade secrets and trademarks and other proprietary rights (collectively, Intellectual Property) are important to our business. We own an extensive portfolio of U.S. and foreign patents and trademarks. In addition, we are a licensee of various third party patents and trademarks. We review third-party Intellectual Property in an effort to avoid infringements of third-party Intellectual Property rights and to identify desirable third-party Intellectual Property rights to license to advance our business objectives. We also review our competitor’s products to identify infringements of our Intellectual Property rights and to identify licensing opportunities for our Intellectual Property rights. We believe that our Intellectual Property is important to our business, but do not consider ourselves materially dependent upon any particular piece of Intellectual Property.

Environmental Matters

We are committed to achieving high standards of environmental quality and product safety, and strive to provide a safe and healthy workplace for our employees, contractors and the communities in which we do business. We have environmental, health and safety (EHS) policies and disciplines that are applied to our operations. We closely monitor the environmental laws and regulations in the countries in which we operate and believe we are in compliance in all material respects with federal, state and local regulations pertaining to environmental protection.

9

Many of our worldwide manufacturing sites are certified to the International Organization for Standardization (ISO) 14001 environmental management system standard, which requires that a broad range of environmental processes and policies be in place to minimize environmental impact, maintain compliance with environmental regulations, and communicate effectively with interested stakeholders. Our ISO 14001 environmental auditing program includes not only compliance components, but also modules on business risk, environmental excellence and management systems. We have internal processes that focus on minimizing and properly managing hazardous materials used in our facilities and products. We monitor regulatory and resource trends and set short and long-term targets to continually improve our environmental performance.

The manufacture, assembly and testing of our products are subject to a broad array of laws and regulations, including restrictions on the use of hazardous materials. We have a program for compliance with the European Union RoHS and WEEE Directives, the China RoHS laws and similar laws.

10

Executive Officers

Our executive officers as of July 31, 2009 are set forth in the table below.

	Positions Held with Registrant			Year
Name	During the Last Five Years	Age		Employed
Frederick A. Krehbiel(a)	Co-Chairman (1999-); Chief Executive Officer (2004-2005); Co-Chief Executive Officer (1999-2001).		68		1965	(b)
John H. Krehbiel, Jr.(a)	Co-Chairman (1999-); Co-Chief Executive Officer (1999-2001).		72		1959	(b)
Martin P. Slark	Vice-Chairman and Chief Executive Officer (2005-); 54 1976 President and Chief Operating Officer (2001-2005).
Liam McCarthy	President and Chief Operating Officer (2005-); Vice President of Operations, Europe (2000-2005).		53		1976
David D. Johnson	Executive Vice President, Treasurer and Chief Financial Officer (2005-); Vice President, Treasurer and Chief Financial Officer, Sypris Solutions, Inc. (1998-2005).		53		2005
Graham C. Brock	Executive Vice President (2005-) and President, Global Sales & Marketing Division (2006-) and Regional President, Europe (2005); Regional Vice President — Sales & Marketing, Europe (2000-2005).		55		1976
James E. Fleischhacker	Executive Vice President (2001-); President, Global Commercial Products Division (2009-); President, Global Transportation Products Division (2007-2009); and Corporate Vice President (1994-2001).		65		1984
Katsumi Hirokawa	Executive Vice President (2005-) and President, Global Micro Products Division (2007-); Vice President and President, Asia-Pacific North (2005-2007); President (2002-); Executive Vice President — Sales (2002), Molex Japan Co. Ltd.		62		1995
J. Michael Nauman	Executive Vice President and President, Global Integrated Products Division (2009-); Senior Vice President and President, Global Integrated Products Division (2007-2009); President, Integrated Products Division, Americas Region (2005-2007).		47		1994

(a)	John H. Krehbiel, Jr. and Frederick A. Krehbiel (the Krehbiel Family) are brothers. The members of the Krehbiel Family may be considered to be “control persons” of the Registrant. The other executive officers listed above have no relationship, family or otherwise, to the Krehbiel Family, the Registrant or each other.
(b)	Includes period employed by our predecessor company.

11

Code of Business Conduct and Ethics

We have adopted a Code of Business Conduct and Ethics applicable to all employees, officers and directors. The Code of Business Conduct incorporates our policies and guidelines designed to deter wrongdoing and to promote honest and ethical conduct and compliance with applicable laws and regulations. We have also adopted a Code of Ethics for Senior Financial Management applicable to our chief executive officer, chief financial officer, chief accounting officer and other senior financial managers. The Code of Ethics sets out our expectations that financial management produce full, fair, accurate, timely and understandable disclosure in our filings with the SEC and other public communications. Molex intends to post any amendments to or waivers from the Codes on its web site.

The full text of these Codes is published on the investor relations page of our web site at www.molex.com.

Item 1A.   Risk Factors

Forward-looking Statements

This Annual Report on Form 10-K and other documents we file with the Commission contain forward-looking statements that are based on current expectations, estimates, forecasts and projections about our future performance, our business, our beliefs, and our management’s assumptions. In addition, we, or others on our behalf, may make forward-looking statements in press releases or written statements, or in our communications and discussions with investors and analysts in the normal course of business through meetings, web casts, phone calls, and conference calls. Words such as “expect,” “anticipate,” “outlook,” “forecast,” “could,” “project,” “intend,” “plan,” “continue,” “believe,” “seek,” “estimate,” “should,” “may,” “assume,” variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions that are difficult to predict. We describe our respective risks, uncertainties, and assumptions that could affect the outcome or results of operations below.

We have based our forward looking statements on our management’s beliefs and assumptions based on information available to them at the time the statements are made. We caution you that actual outcomes and results may differ materially from what is expressed, implied, or forecast by our forward-looking statements. Reference is made in particular to forward looking statements regarding growth strategies, industry trends, financial results, cost reduction initiatives, acquisition synergies, manufacturing strategies, product development and sales, regulatory approvals, and competitive strengths. Except as required under the federal securities laws, we do not have any intention or obligation to update publicly any forward-looking statements after the filing of this report, whether as a result of new information, future events, changes in assumptions, or otherwise.

Risk Factors

You should carefully consider the risks described below. Such risks are not the only ones facing our company. Additional risks and uncertainties not presently known to us or that we currently believe to be immaterial may also impair our business operations. If any of the following risks occur, our business, financial condition or operating results could be materially adversely affected.

We may be adversely affected by a prolonged economic downturn or economic uncertainty.

Our business and operating results have been and will continue to be affected by global economic conditions. As global economic conditions deteriorate or economic uncertainty increases, our customers and potential customers may experience deterioration of their businesses, which may result in the delay or cancellation of plans to purchase our products. Our sensitivity to economic cycles and any related fluctuation in the businesses of our customers or potential customers may have a material adverse effect on our financial condition, results of operations or cash flows.

12

We may see a negative effect on our business due to disruptions in financial markets.

Economic downturns and economic uncertainty generally affect global credit markets. Financial markets in the United States, Europe and Asia have been experiencing volatility in security prices, diminished liquidity and credit availability, rating downgrades of certain investments and declining valuation of others. While these conditions have not impaired our ability to access credit markets and finance our operations, there can be no assurance that there will not be a further deterioration in financial markets and confidence in major economies. The tightening of credit in financial markets may adversely affect the ability of our customers and suppliers to obtain financing of significant purchases and operations and this can in turn have a material adverse affect on our business and results of operations.

We are dependent on the success of our customers.

We are dependent on the continued growth, viability and financial stability of our customers. Our customers generally are OEM’s in the telecommunications, data product, automotive, consumer, and industrial industries. These industries are subject to rapid technological change, vigorous competition and short product life cycles and consumer demand. When our customers are adversely affected by these factors, we may be similarly affected.

We are subject to continuing pressure to lower our prices.

Over the past several years we have experienced, and we expect to continue to experience, pressure to lower our prices. In the last three years, we have experienced annual price erosion averaging from 3.8% to 4.0%. In order to maintain our margins, we must continue to reduce our costs by similar amounts. Continuing pressures to reduce our prices could have a material adverse effect on our financial condition, results of operations and cash flows.

We face rising costs of commodity materials.

The cost and availability of certain commodity materials used to manufacture our products, such as plastic resins, copper-based metal alloys, gold and palladium salts, molded and stamped components and connector assemblies, is critical to our success. The price of many of these raw materials, including copper and gold, has increased in recent years, and continues to fluctuate. In addition, many of these commodity materials are produced in a limited number of regions around the world or are only available from a limited number of suppliers. Volatility in the prices and shortages of such materials may result in increased costs and lower operating margins if we are unable to pass such increased costs through to our customers. Our results of operation, financial conditions and cash flows may be materially and adversely affected if we have difficulty obtaining these commodity materials, the quality of available commodity materials deteriorates, or there are continued significant price increases for these commodity materials. From time to time, we use financial instruments to hedge the volatility of commodity material costs. The success of our hedging program depends on accurate forecast of transaction activity in the various commodity materials. To the extent that these forecasts are over or understated during periods of volatility, we could experience unanticipated commodity materials or hedge gains or losses.

We face intense competition in our markets.

Our markets are highly competitive and we expect that both direct and indirect competition will increase in the future. Our overall competitive position depends on a number of factors including the price, quality and performance of our products, the level of customer service, the development of new technology and our ability to participate in emerging markets. Within each of our markets, we encounter direct competition from other electronic components manufacturers and suppliers ranging in size from large, diversified manufacturers to small, highly specialized manufacturers. Competition may intensify from various U.S. and non-U.S. competitors and new market entrants, some of which may be

13

our current customers. Our markets have continued to become increasingly concentrated and globalized in recent years, and our major competitors have significant financial resources and technological capabilities. Increased competition may result in price reductions, reduced margins or loss of market share, any of which could materially and adversely affect our business, operating results and financial condition.

We are dependent on new products.

We expect that a significant portion of our future revenue will continue to be derived from sales of newly introduced products. Rapidly changing technology, evolving industry standards and changes in customer needs characterize the market for our products. If we fail to modify or improve our products in response to changes in technology, industry standards or customer needs, our products could rapidly become less competitive or obsolete. We must continue to make investments in research and development in order to continue to develop timely new products, enhance existing products and achieve market acceptance for such products. As a result of our need to make these investments in research and development, our operating results could be materially affected if our net revenues fall below expectations. Moreover, there can be no assurance that development stage products will be successfully completed or, if developed, will achieve significant customer acceptance.

We may need to license new technologies to respond to technological change and these licenses may not be available to us on terms that we can accept or may materially change the gross profits that we are able to obtain on our products. We may not succeed in adapting our products to new technologies as they emerge. Development and manufacturing schedules for technology products are difficult to predict, and there can be no assurance that we will achieve timely initial customer shipments of new products. The timely availability of these products in volume and their acceptance by customers are important to our future success.

We face manufacturing challenges.

The volume and timing of sales to our customers may vary due to: variation in demand for our customers’ products; our customers’ attempts to manage their inventory; design changes; changes in our customers’ manufacturing strategy; and acquisitions of or consolidations among customers. Due in part to these factors, many of our customers do not commit to long-term production schedules. Our inability to forecast the level of customer order with certainty makes it difficult to schedule production and maximize utilization of manufacturing capacity.

Our industry must provide increasingly rapid product turnaround for its customers. We generally do not obtain firm, long-term purchase commitments from our customers and we continue to experience reduced lead-times in customer orders. Customers may cancel their orders, change production quantities or delay production for a number of reasons and such actions could negatively impact our operating results. In addition, we make significant operating decisions based on our estimate of customer requirements. The short-term nature of our customers’ commitments and the possibility of rapid changes in demand for their products reduce our ability to accurately estimate the future requirements of those customers.

We may rely on third-party suppliers for the components used in our products, and we may rely on third-party manufacturers to manufacture certain of our assemblies and finished products. Our results of operations, financial condition, and cash flows could be adversely affected if these third parties lack sufficient quality control or if there are significant changes in their financial or business condition. We also have third-party arrangements for the manufacture of various products, parts and components. If these third parties fail to deliver products, parts, and components of sufficient quality on time and at reasonable prices, we could have difficulties fulfilling our orders, sales and profits could decline, and our commercial reputation could be damaged.

From time to time, we have underutilized our manufacturing lines. This excess capacity means we incur increased fixed costs in our products relative to the revenues we generate, which could have an

14

adverse effect on our results of operations, particularly during economic downturns. If we are unable to improve utilization levels at these facilities and correctly manage capacity, the increased expense levels will have an adverse effect on our business, financial condition and results of operations.

We face industry consolidation.

Many of the industries to which we sell our products, as well as many of the industries from which we buy materials, have become increasingly concentrated in recent years, including the telecommunications, data products, automotive and consumer electronics industries. Consolidation of customers may lead to decreased product purchases from us. In addition, as our customers buy in larger volumes, their volume buying power has increased, and they may be able to negotiate more favorable pricing and find alternative sources from which to purchase. Our materials suppliers similarly have increased their ability to negotiate favorable pricing. These trends may adversely affect the profit margins on our products, particularly for commodity components.

We depend on industries exposed to rapid technological change.

Our customers compete in markets that are characterized by rapidly changing technology, evolving industry standards and continuous improvements in products and services. These conditions frequently result in short product life cycles. Our success will depend largely on the success achieved by our customers in developing and marketing their products. If technologies or standards supported by our customers’ products become obsolete or fail to gain widespread commercial acceptance, our business could be materially adversely affected. In addition, if we are unable to offer technologically advanced, cost effective, quick response manufacturing services to customers, demand for our products may also decline.

We face the possibility that our gross margins may decline.

In response to changes in product mix, competitive pricing pressures, increased sales discounts, introductions of new competitive products, product enhancements by our competitors, increases in manufacturing or labor costs or other operating expenses, we may experience declines in prices, gross margins and profitability. To maintain our gross margins we must maintain or increase current shipment volumes, develop and introduce new products and product enhancements and reduce the costs to produce our products. If we are unable to accomplish this, our revenue, gross profit and operating results may be below our expectations and those of investors and analysts.

We face risks associated with inventory.

The value of our inventory may decline as a result of surplus inventory, price reductions or technological obsolescence. The life cycles of some of our products can be very short compared with the development cycle, which may result in excess or obsolete inventory or equipment that we may need to write off. We must identify the right product mix and maintain sufficient inventory on hand to meet customer orders. Failure to do so could adversely affect our revenue and operating results. However, if circumstances change (for example, an unexpected shift in market demand, pricing or customer defaults) there could be a material impact on the net realizable value of our inventory. We maintain an inventory valuation reserve account against diminution in the value or salability of our inventory. However, there is no guaranty that these arrangements will be sufficient to avoid write-offs in excess of our reserves in all circumstances.

We may encounter problems associated with our global operations.

For fiscal year 2009, more than 70% of our revenues come from international sales. In addition, a significant portion of our operations consists of manufacturing and sales activities outside of the U.S. Our ability to sell our products and conduct our operations globally is subject to a number of risks. Local economic, political and labor conditions in each country could adversely affect demand for

15

our products and services or disrupt our operations in these markets. We may also experience reduced intellectual property protection or longer and more challenging collection cycles as a result of different customary business practices in certain countries where we do business. Additionally, we face the following risks:

•  International business conditions including the relationships between the U.S. and other governments;

•  Unexpected changes in laws, regulations, trade, monetary or fiscal policy, including interest rates, foreign currency exchange rates and changes in the rate of inflation in the U.S. and other foreign countries;

•  Tariffs, quotas, customs and other import or export restrictions and other trade barriers;

•  Difficulties in staffing and management;

•  Language and cultural barriers, including those related to employment regulation; and

•  Potentially adverse tax consequences.

We are exposed to fluctuations in currency exchange rates.

Since a significant portion of our business is conducted outside the U.S., we face substantial exposure to movements in non-U.S. currency exchange rates. This may harm our results of operations, and any measures that we may implement to reduce the effect of volatile currencies and other risks of our global operations may not be effective. Approximately 73% of our net sales for fiscal year 2009 were invoiced in currencies other than the U.S. dollar, and we expect revenues from non-U.S. markets to continue to represent a significant portion of our net revenue. Price increases caused by currency exchange rate fluctuations may make our products less competitive or have an adverse effect on our margins. Our international revenues and expenses generally are derived from sales and operations in currencies other than the U.S. dollar. Accordingly, when the U.S. dollar strengthens in relation to the currencies of the countries in which we sell our products, our U.S. dollar reported net revenue and income will decrease. Currency exchange rate fluctuations may also disrupt the business of our suppliers by making their purchases of raw materials more expensive and more difficult to finance. We mitigate our foreign currency exchange rate risk principally through the establishment of local production facilities in the markets we serve. This creates a “natural hedge” since purchases and sales within a specific country are both denominated in the same currency and therefore no exposure exists to hedge with a foreign exchange forward or option contract (collectively, “foreign exchange contracts”). Natural hedges exist in most countries in which we operate, although the percentage of natural offsets, as compared with offsets that need to be hedged by foreign exchange contracts, will vary from country to country. To reduce our exposure to fluctuations in currency exchange rates when natural hedges are not effective, we may use financial instruments to hedge U.S. dollar and other currency commitments and cash flows arising from trade accounts receivable, trade accounts payable and fixed purchase obligations.

If these hedging activities are not successful or we change or reduce these hedging activities in the future, we may experience significant unexpected expenses from fluctuations in exchange rates or financial instruments which become ineffective. The success of our hedging program depends on accurate forecasts of transaction activity in the various currencies. To the extent that these forecasts are over or understated during periods of currency volatility, we could experience unanticipated currency or hedge gains or losses.

We may find that our products have quality issues.

The fabrication of the products we manufacture is a complex and precise process. Our customers specify quality, performance and reliability standards. If flaws in either the design or manufacture of our products were to occur, we could experience a rate of failure in our products that could result in

16

significant delays in shipment and product re-work or replacement costs. Although we engage in extensive product quality programs and processes, these may not be sufficient to avoid product failures, which could cause us to:

•  lose revenue;

•  incur increased costs such as warranty expense and costs associated with customer support;

•  experience delays, cancellations or rescheduling of orders for our products;

•  experience increased product returns or discounts; or

•  damage our reputation.

All of which could negatively affect our financial condition and results of operations.

If we fail to manage our growth effectively or to integrate successfully any future acquisition, our business could be harmed.

We expect to continue to make investments in companies, products and technologies through acquisitions. While we believe that such acquisitions are an integral part of our long-term strategy, there are risks and uncertainties related to acquiring companies. Such risks and uncertainties include:

•  Successfully identifying and completing transactions;

•  Difficulty in integrating acquired operations, technology and products or realizing cost savings or other anticipated benefits from integration;

•  Retaining customers and existing contracts;

•  Retaining the key employees of the acquired operation;

•  Potential disruption of our or the acquired company’s ongoing business;

•  Charges for impairment of long-term assets;

•  Unanticipated expenses related to integration; and

•  Potential unknown liabilities associated with the acquired company.

In addition, if we were to undertake a substantial acquisition for cash, the acquisition would likely need to be financed in part through additional financing from banks, through public offerings or private placements of debt or equity securities, or other arrangements. This acquisition financing might decrease our ratio of earnings to fixed charges and adversely affect other leverage measures. Any necessary acquisition financing may not be available to us on acceptable terms if and when required. If we undertake an acquisition by issuing equity securities or equity-linked securities, the issued securities may have a dilutive effect on the interests of the holders of our stock.

We face risks arising from reorganizations of our operations.

In 2007, we announced plans to realign part of our manufacturing capacity in order to reduce costs and better optimize plant utilization. We recorded restructuring related charges of $219.6 million since we announced the plans, and we expect total charges to range from $240 to $250 million. The process of restructuring entails, among other activities, moving production between facilities, reducing staff levels, realigning our business processes, closing facilities, and reorganizing our management. During the course of executing the restructuring, we could incur material non-cash charges such as write-downs of inventories or other tangible assets. We test our goodwill and other intangible assets for impairment annually or when an event occurs indicating the potential for impairment. If we record an impairment charge as a result of this analysis, it could have a material impact on our results of operations. We continue to evaluate our operations and may need to undertake additional

17

restructuring initiatives in the future. If we incur additional restructuring related charges, our financial condition and results of operations may be adversely affected.

In addition, in fiscal 2009, we reorganized our global product divisions to enable us to work more effectively as a global team to meet customer needs, as well as to better leverage design expertise and the low-cost production centers we have around the world. This reorganization entails risks, including: the need to implement financial and other systems and add management resources; the challenge to maintain the quality of products and services; the possible diversion of management’s attention to the reorganization; the potential disruption to our ongoing business; greater than anticipated severance costs and other expenses associated with the closing of a facility.

We depend on our key employees and face competition in hiring and retaining qualified employees.

Our future success depends partly on the continued contribution of our key employees, including executive, engineering, sales, marketing, manufacturing and administrative personnel. We do not have employment agreements with any of our key executive officers. We face intense competition for key personnel in several of our product and geographic markets. Our future success depends in large part on our continued ability to hire, assimilate and retain key employees, including qualified engineers and other highly skilled personnel needed to compete and develop successful new products. We may not be as successful as competitors at recruiting, assimilating and retaining highly skilled personnel.

We are subject to various laws and government regulations.

We are subject to a wide and ever-changing variety of U.S. and foreign federal, state and local laws and regulations, compliance with which may require substantial expense. Of particular note are two recent European Union (EU) directives known as the Restriction on Certain Hazardous Substances Directive (RoHS) and the Waste Electrical and Electronic Equipment Directive. These directives restrict the distribution of products within the EU of certain substances and require a manufacturer or importer to recycle products containing those substances. Failure to comply with these directives could result in fines or suspension of sales. Additionally, RoHS may result in our having non-compliant inventory that may be less readily salable or have to be written off.

In addition, some environment laws impose liability, sometimes without fault, for investigating or cleaning up contamination on or emanating from our currently or formerly owned, leased or operated property, as well as for damages to property or natural resources and for personal injury arising out of such contamination.

We rely on our intellectual property rights.

We rely on a combination of patents, copyrights, trademarks and trade secrets and confidentiality provisions to establish and protect our proprietary rights. To this end, we hold rights to a number of patents and registered trademarks and regularly file applications to attempt to protect our rights in new technology and trademarks. Even if approved, our patents or trademarks may be successfully challenged by others or otherwise become invalidated for a variety of reasons. Also, to the extent a competitor is able to reproduce or otherwise capitalize on our technology, it may be difficult, expensive or impossible for us to obtain necessary legal protection.

Third parties may claim that we are infringing their intellectual property rights. Such claims could have an adverse affect on our business and financial condition. From time to time we receive letters alleging infringement of patents. Litigation concerning patents or other intellectual property is costly and time consuming. We may seek licenses from such parties, but they could refuse to grant us a license or demand commercially unreasonable terms. Such infringement claims could also cause us to incur substantial liabilities and to suspend or permanently cease the manufacture and sale of affected products.

18

We could suffer significant business interruptions.

Our operations and those of our suppliers may be vulnerable to interruption by natural disasters such as earthquakes, tsunamis, typhoons, or floods, or other disasters such as fires, explosions, acts of terrorism or war, disease or failures of our management information or other systems. If a business interruption occurs, our business could be materially and adversely affected.

A decline in the market value of our pension plans’ investment portfolios could adversely affect our results of operations, financial condition and cash flows.

Concerns about deterioration in the global economy, together with the current credit crisis, have caused significant volatility in interest rates and equity prices, which could decrease the value of our pension plans’ investment portfolios. A decrease in the value of our pension plans’ investment portfolios could have an adverse affect on our results of operations, financial conditions and cash flows.

We may have exposure to income tax rate fluctuations and to additional tax liabilities, which could negatively affect our financial position.

As a corporation with operations both in the United States and abroad, we are subject to income taxes in both the United States and various foreign jurisdictions. Our effective tax rate is subject to significant fluctuation from one period to the next because the income tax rates for each year are a function of a number of factors, including the following:

•  the effects of a mix of profits or losses earned by us and our subsidiaries in numerous foreign tax jurisdictions with a broad range of tax rates;

•  our ability to use recorded deferred tax assets;

•  changes in uncertain tax positions, interest or penalties resulting from tax audits; and

•  changes in tax laws or the interpretation of these laws.

Changes in the mix of these items and other items may cause our effective tax rate to fluctuate between periods, which could have a material adverse effect on our results of operations and financial condition. Recently, the Obama administration proposed legislation that would change how U.S. multinational corporations are taxed on their foreign income. If such legislation is enacted, it may have a material adverse impact to our tax rate and in turn, our profitability.

We are also subject to non-income taxes, such as payroll, sales, use, value-added, net worth, property and goods and services taxes, in both the United States and various foreign jurisdictions.

Significant judgment is required in determining our provision for income taxes and other tax liabilities. Although we believe our tax estimates are reasonable, we are regularly under audit by tax authorities with respect to both income and non-income taxes and may have exposure to additional tax liabilities as a result of these audits. Unfavorable audit findings and tax rulings may result in payment of taxes, fines and penalties for prior periods and higher tax rates in future periods, which may have a material adverse effect on our results of operations and financial condition.

Our certificate of incorporation and bylaws include antitakeover provisions, which may deter or prevent a takeover attempt.

Some provisions of our certificate of incorporation and bylaws may deter or prevent a takeover attempt, including a takeover that might result in a premium over the market price for our Common Stock and Class A Common Stock. Our governing documents establish a classified board, require shareholders to give advance notice prior to the annual meeting if they want to nominate a candidate for director or present a proposal, and contain a number of provisions subject to supermajority vote. In

19

addition, the Board may issue up to 25,000,000 shares of preferred stock without action by our stockholders, which could be used to make it more difficult and costly to acquire our company.

Item 1B.   Unresolved Staff Comments

None.

Item 2.   Properties

We own and lease manufacturing, design, warehousing, sales and administrative space in locations around the world. The leases are of varying terms with expirations ranging from fiscal 2009 through fiscal 2018. The leases in aggregate are not considered material to the financial position of Molex.

As of June 30, 2009, we owned or leased a total of approximately 9.2 million square feet of space worldwide. We have vacated or plan to vacate several buildings in France, Germany, Ireland and Slovakia and are holding these buildings and related assets for sale. We own 91% of our manufacturing, design, warehouse and office space and lease the remaining 9%. Our manufacturing plants are equipped with machinery, most of which we own and which, in part, we developed to meet the special requirements of our manufacturing processes. We believe that our buildings, machinery and equipment are well maintained and adequate for our current needs.

Our principal executive offices are located at 2222 Wellington Court, Lisle, Illinois, United States of America. Molex owns 43 manufacturing locations, 18 of which are located in North America and 25 of which are located in other countries. A listing of the locations of our principal manufacturing facilities by region is presented below:

•  Americas: United States and Mexico

•  Asia-Pacific: Japan, Korea, Vietnam, Thailand, China, India, Malaysia, Singapore and Taiwan

•  Europe: France, Germany, Italy, Poland, Slovakia and Ireland

Item 3.   Legal Proceedings

We have no material legal proceedings.

Item 4.   Submission of Matters to a Vote of Security Holders

None.

PART II

Item 5.   Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Molex is traded on the NASDAQ Global Select Market and on the London Stock Exchange and trades under the symbols MOLX for Common Stock and MOLXA for Class A Common Stock. Molex Class B Common Stock is not publicly traded.

The number of stockholders of record at June 30, 2009 was 2,381 for Common Stock, 8,302 for Class A Common Stock and 14 for Class B Common Stock.

20

The following table presents quarterly stock prices for the years ended June 30:

		2009				2008
		Low — High				Low — High
Common Stock	1st	$	22.00	$	25.96	$	23.89	$	30.66
	2nd		10.72		22.19		26.77		29.12
	3rd		9.72		15.86		21.82		26.85
	4th		14.00		17.08		23.97		29.95

		2009				2008
		Low — High				Low — High
Class A Common Stock	1st	$	20.55	$	24.59	$	22.82	$	27.54
	2nd		9.24		20.66		25.25		27.68
	3rd		8.94		14.16		21.08		25.89
	4th		12.88		15.65		22.11		27.50

Cash dividends on common stock have been paid every year since 1977. The following table presents quarterly dividends declared per share of Common Stock, Class A Common Stock and Class B Common Stock for the years ended June 30:

	2009		2008
Quarter ended:
September 30	$	0.1525	$	0.1125
December 31		0.1525		0.1125
March 31		0.1525		0.1125
June 30		0.1525		0.1125
Total	$	0.6100	$	0.4500

On August 1, 2008, our Board of Directors authorized the purchase of up to $200.0 million of Common Stock and/or Class A Common Stock during the period ending June 30, 2009. Share purchases of Molex Common and/or Class A Common Stock for the quarter ended June 30, 2009 were as follows (in thousands, except price per share data):

					Total Number of
					Shares Purchased as
	Total Number of		Average Price		Part of Publicly
	Shares Purchased*		Paid per Share		Announced Plan
April 1 — April 30
Common Stock		—	$	—		—
Class A Common Stock		19	$	12.71		—
May 1 — May 31
Common Stock		—	$	—		—
Class A Common Stock		51	$	15.60		—
June 1 — June 30
Common Stock		—	$	—		—
Class A Common Stock		2	$	14.58		—
Total		72	$	14.81		—

* The shares purchased include exercises of employee stock options.

We did not repurchase any shares under this plan during the six months ended June 30, 2009 as we temporarily suspended the program. The dollar value of shares not purchased under the plan was $123.7 million when the plan expired on June 30, 2009.

21

During the quarter ended June 30, 2009, 71,888 shares of Class A Common Stock were transferred to us from certain employees to pay either the purchase price and/or withholding taxes on the vesting of restricted stock or the exercise of stock options. The aggregate market value of the shares transferred totaled $1.1 million.

Descriptions of our Common Stock appear under the caption “Molex Stock” in our 2009 Proxy Statement and in Note 15 of the Notes to Consolidated Financial Statements.

Performance Graph

The performance graph set forth below shows the value of an investment of $100 on June 30, 2004 in each of Molex Common Stock, Molex Class A Common Stock, the S&P 500 Index, and a Peer Group Index. The Peer Group Index includes 50 companies (including Molex) classified in the Global Sub-industry Classifications “Electronic Equipment Manufacturers,” “Electronic Manufacturing Services,” and “Technology Distributors.” All values assume reinvestment of the pre-tax value of dividends paid by Molex and the companies included in these indices, and are calculated as of June 30 of each year. The historical stock price performance of Molex’s Common Stock and Class A Common Stock is not necessarily indicative of future stock price performance.

Comparison of Five-Year Cumulative Total Return
(Value of Investment of $100 on June 30, 2004)
Among Molex Incorporated, the S&P 500 Index
and a Peer Group

	06/30/04		06/30/05		06/30/06		06/30/07		06/30/08		06/30/09
Molex Incorporated	$	100.00	$	81.61	$	106.02	$	95.67	$	79.19	$	52.41
Molex Incorporated Class A		100.00		86.60		106.86		99.82		87.74		57.44
S&P 500		100.00		106.32		115.50		139.28		121.01		89.29
Peer Group		100.00		95.31		111.87		133.80		120.17		79.34

The material in this performance graph is not soliciting material, is not deemed filed with the Commission, and is not incorporated by reference in any filing of the Company under the Securities Act or the Exchange Act, whether made on, before or after the date of this filing and irrespective of any general incorporation language in such filing.

22

Item 6.   Selected Financial Data

Molex Incorporated

Five-Year Financial Highlights Summary

(In thousands, except per share data)

	2009			2008			2007			2006			2005
Operations:
Net revenue	$	2,581,841		$	3,328,347		$	3,265,874		$	2,861,289		$	2,554,458
Gross profit		656,177			1,014,235			1,016,708			942,630			832,662
Income (loss) from operations		(346,196	)		327,268			328,236			310,536			204,572
Income (loss) before income taxes		(318,888	)		338,648			338,257			327,884			223,201
Net (loss) income(1)		(321,287	)		215,437			240,768			236,091			150,116
Earnings (loss) per share:
Basic	$	(1.84	)	$	1.19		$	1.31		$	1.27		$	0.80
Diluted		(1.84	)		1.19			1.30			1.26			0.79
Net (loss) income percent of net revenue		(12.4	)%		6.5	%		7.4	%		8.3	%		5.9	%
Capital expenditures	$	177,943		$	234,626		$	296,861		$	276,783		$	230,895
Return on invested capital(2)		(12.4	)%		7.4	%		9.0	%		10.3	%		6.7	%
Financial Position:
Current assets	$	1,447,573		$	1,782,960		$	1,590,827		$	1,548,233		$	1,374,063
Current liabilities		714,152			649,438			530,951			594,812			469,504
Working capital(3)		733,421			1,133,522			1,059,876			953,421			904,559
Current ratio(4)		2.0			2.7			3.0			2.6			2.9
Property, plant and equipment, net	$	1,080,417		$	1,172,395		$	1,121,369		$	1,025,852		$	984,237
Total assets		2,942,157			3,599,537			3,316,108			2,974,420			2,730,162
Long-term debt		30,311			146,333			127,821			7,093			9,975
Stockholders’ equity		2,062,564			2,676,846			2,523,031			2,281,869			2,170,754
Dividends declared per share	$	0.61		$	0.45		$	0.30		$	0.225		$	0.15
Average common shares outstanding:
Basic		174,598			180,474			183,961			185,521			188,646
Diluted		174,598			181,395			185,565			187,416			190,572

(1) Operating results include the following by year (in thousands):

	2009		2008		2007		2006		2005
After-tax restructuring costs and asset impairments	$	111,798	$	20,988	$	30,255	$	19,180	$	23,047
Goodwill impairments		264,140		—		—		—		22,876

See Notes 5 and 8 of the Notes to Consolidated Financial Statements for a discussion of our restructuring costs and goodwill impairments.

(2)	Return on invested capital is defined as the current year net income (loss) divided by the sum of average total assets less average current liabilities for the year.
(3)	Working capital is defined as current assets minus current liabilities.
(4)	Current ratio is defined as current assets divided by current liabilities.

23

Item 7.   Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements relating to future events or the future financial performance of Molex, which involve risks and uncertainties. Our actual results could differ materially from those anticipated in these forward-looking statements. Please see the discussion regarding forward-looking statements included at the end of this discussion, under the caption “Forward-Looking Statements” and Item 1A, “Risk Factors” for a discussion of the uncertainties, risks and assumptions associated with these statements.

The following discussion should be read in conjunction with our consolidated financial statements and the related notes and other financial information appearing elsewhere in this Annual Report on Form 10-K. All references to fiscal years relate to the fiscal year ended June 30.

Overview

Our Business

Our core business is the manufacture and sale of electronic components. Our products are used by a large number of leading original equipment manufacturers (OEMs) throughout the world. We design, manufacture and sell more than 100,000 different products including terminals, connectors, planar cables, cable assemblies, interconnection systems, backplanes, integrated products and mechanical and electronic switches. We also provide manufacturing services to integrate specific components into a customer’s product.

Our connectors, interconnecting devices and assemblies are used principally in the telecommunications, data, consumer products, industrial and automotive markets. Our products are used in a wide range of applications including desktop and notebook computers, computer peripheral equipment, mobile phones, digital electronics such as cameras and flat panel display televisions, automobile engine control units and adaptive braking systems, factory robotics and diagnostic equipment.

We believe that our sales mix has growth prospects in each of our product markets. Net revenue by market can fluctuate based on various factors including new technologies within the industry, composition of customers and changes in their revenue levels and new products or model changes that we or our customers introduce. The following table sets forth, for fiscal years 2009, 2008 and 2007 the percentage relationship to net revenue of our sales by primary product markets.

	Percentage of Net Revenue
	2009			2008			2007
Telecommunication		26	%		25	%		25	%
Data		21			20			20
Consumer		21			20			20
Industrial		15			16			18
Automotive		14			17			16
Other		3			2			1
Total		100	%		100	%		100	%

24

In fiscal 2009, we reclassified our net revenue by market to reflect our current estimate of how revenue to distributors and contract manufacturers reach the end market. Previously reported net revenue by market for fiscal 2008 and 2007 was reclassified to reflect this change.

The following table sets forth, for fiscal years 2009, 2008 and 2007, the percentage relationship to net revenue of our sales by geographic region:

	2009			2008			2007
Americas		26.9	%		27.6	%		28.7	%
Asia-Pacific		54.4			52.0			51.1
Europe		18.7			20.4			20.2
Total		100.0	%		100.0	%		100.0	%

The following table sets forth, for fiscal years 2009, 2008 and 2007, the percentage relationship to net revenue of our sales by reporting segment:

	2009			2008			2007
Connector		69.3	%		71.4	%		72.2	%
Custom & Electrical		30.6			28.3			27.3
Corporate & Other		0.1			0.3			0.5
Total		100.0	%		100.0	%		100.0	%

We sell our products directly to OEMs and to their contract manufacturers and suppliers and, to a lesser extent, through distributors worldwide. Many of our customers are multi-national corporations that manufacture their products in multiple operations in several countries.

As of June 30, 2009, we operated 43 manufacturing locations, located in 18 countries throughout the Americas, Europe and Asia-Pacific regions. In fiscal 2009, 54.4% of our revenue was derived from sales in the Asia-Pacific region. We expect greater economic growth in Asia, particularly in China, than in the Americas and Europe. We continue to move our manufacturing operations from the United States and Western Europe to lower cost regions. Approximately 52% of our manufacturing capacity is in lower cost areas such as China, Eastern Europe and Mexico. In addition, reduced trade barriers, lower freight cost and improved supply chain logistics have reduced our need to duplicate regional manufacturing capabilities. For these reasons, our strategy has been to consolidate multiple plants of modest size in favor of operating fewer, larger and more integrated facilities in strategic locations around the world. We believe that our business is positioned to benefit from this strategy.

Business Environment

The market in which we operate is highly fragmented with a limited number of large companies and a significant number of smaller companies making electronic connectors. We are one of the world’s largest manufacturers of electronic connectors. We believe that our global presence and our ability to design and manufacture our products throughout the world and to service our customers globally is a key advantage for us. Our growth has come primarily from new products that we develop, often in collaboration with our customers.

Our financial results are influenced by factors in the markets in which we operate and by our ability to successfully execute our business strategy. Marketplace factors include competition for customers, raw material prices, product and price competition, economic conditions in various geographic regions, foreign currency exchange rates, interest rates, changes in technology, fluctuations in customer demand, patent and intellectual property issues, litigation results and legal and regulatory developments. We expect that the marketplace environment will remain highly competitive. Our ability to execute our business strategy successfully will require that we meet a number of challenges, including our ability to accurately forecast sales demand and calibrate manufacturing to

25

such demand, manage rising raw material costs, develop, manufacture and successfully market new and enhanced products and product lines, control operating costs, and attract, motivate and retain key personnel to manage our operational, financial and management information systems.

Non-GAAP Financial Measures

Organic net revenue growth, which is included in Management’s Discussion & Analysis, is a non-GAAP financial measure. The tables presented in Results of Operations above provide reconciliations of U.S. GAAP reported net revenue growth (the most directly comparable GAAP financial measure) to organic net revenue growth.

We believe organic net revenue growth provides useful information to investors because it reflects the underlying growth from the ongoing activities of our business and provides investors with a view of our operations from management’s perspective. We use organic net revenue growth to monitor and evaluate performance, as it is an important measure of the underlying results of our operations. It excludes items that are not completely under management’s control, such as the impact of changes in foreign currency exchange rates, and items that do not reflect the underlying growth of the company, such as acquisition activity. Management uses organic net revenue growth together with GAAP measures such as net revenue growth and operating income in its decision making processes related to the operations of our reporting segments and our overall company. Because organic net revenue growth calculations may vary among other companies, organic net sales growth amounts presented below may not be comparable with similar measures of other companies.

Financial Highlights

Net revenue for fiscal 2009 of $2.6 billion decreased 22.4% from fiscal 2008. Organic net revenue declined 23.1% in fiscal 2009 compared with 2008. We recognized a net loss of $321.3 million in fiscal 2009 compared with net income of $215.4 million in fiscal 2008. Fiscal 2009 results include goodwill impairment charges of $264.1 million and restructuring costs of $131.3 million ($99.0 million after-tax), and intangible asset impairment costs of $16.3 million. Restructuring charges of $31.2 million ($21.0 million after-tax) were recorded in fiscal 2008. On June 25, 2009, we entered into a $195.0 million committed, unsecured, three-year revolving credit facility with an outstanding balance of $25.0 million as of June 30, 2009, which was used to pay down other unsecured debt balances.

26

Results of Operations

The following table sets forth, for fiscal years 2009, 2008 and 2007, certain consolidated statements of operations data as a percentage of net revenue (dollars in thousands):

				Percentage of					Percentage of					Percentage of
	2009			Revenue			2008		Revenue			2007		Revenue
Net revenue	$	2,581,841			100.0	%	$	3,328,347		100.0	%	$	3,265,874		100.0	%
Cost of sales		1,925,664			74.6	%		2,314,112		69.5	%		2,249,166		68.9	%
Gross profit		656,177			25.4	%		1,014,235		30.5	%		1,016,708		31.1	%
Selling, general & administrative		586,702			22.7	%		665,038		20.0	%		658,289		20.1	%
Restructuring costs and asset impairments		151,531			5.9	%		31,247		0.9	%		36,869		1.1	%
Goodwill impairments		264,140			10.2	%		—		0.0	%		—		0.0	%
Income (loss) from operations		(346,196	)		(13.4	)%		317,950		9.6	%		321,550		9.9	%
Other income, net		27,308			1.0	%		20,698		0.6	%		16,707		0.5	%
Income (loss) before income taxes		(318,888	)		(12.4	)%		338,648		10.2	%		338,257		10.4	%
Income taxes		2,399			(0.0	)%		123,211		3.7	%		97,489		3.0	%
Net (loss) income	$	(321,287	)		(12.4	)%	$	215,437		6.5	%	$	240,768		7.4	%

Net Revenue

The following table provides an analysis of the change in net revenue compared with the prior fiscal years (in thousands):

	2009			2008
Net revenue for prior year	$	3,328,347		$	3,265,874
Components of net revenue (decrease) increase:
Organic net revenue decline		(769,296	)		(106,863	)
Currency translation		5,243			169,336
Acquisitions		17,547			—
Total change in net revenue from prior year		(746,506	)		62,473
Net revenue for current year	$	2,581,841		$	3,328,347
Organic net revenue (decline) as a percentage of net revenue for prior year		(23.1	)%		(3.3	)%

Revenue declined significantly during fiscal 2009 across all of the primary markets due to deterioration in global economic conditions starting in November 2008 and subsequent inventory reductions in the supply chain, which decreased demand for components and our production levels.

The increase in net revenue attributed to currency translation in fiscal 2009 compared with 2008 was principally due to the strengthening Japanese yen. The increase in net revenue attributed to currency translation in fiscal 2008 was principally due to the general weakening of the U.S. dollar

27

against other currencies. The following tables show the effect on the change in geographic net revenue from foreign currency translations to the U.S. dollar (in thousands):

	June 30, 2009									June 30, 2008
	Local			Currency			Net			Local			Currency		Net
	Currency			Translation			Change			Currency			Translation		Change
Americas	$	(226,735	)	$	(2,627	)	$	(229,362	)	$	(23,304	)	$	3,637	$	(19,667	)
Asia-Pacific		(354,081	)		27,594			(326,487	)		(26,974	)		89,405		62,431
Europe		(177,647	)		(19,724	)		(197,371	)		(54,735	)		76,294		21,559
Corporate & Other		6,714			—			6,714			(1,850	)		—		(1,850	)
Net change	$	(751,749	)	$	5,243		$	(746,506	)	$	(106,863	)	$	169,336	$	62,473

The change in revenue on a local currency basis as of June 30 was as follows:

	2009			2008
Americas		(24.7	)%		(2.5	)%
Asia-Pacific		(20.5	)		(1.6	)
Europe		(26.1	)		(8.3	)
Total		(22.6	)%		(3.3	)%

We sell our products in five primary markets. The decline in organic revenue due to poor global economic conditions has impacted all of our market areas. Of our five primary markets, the automotive market has experienced the sharpest decline in demand during fiscal 2009 as consumers are not purchasing as many new automobiles in the current economic environment. Concerns about the global economy have also impacted our industrial market and telecommunications market for mobile devices as demand continues to be lower than in fiscal 2008. The following table sets forth, for fiscal years 2009 and 2008, changes in net revenue from each of our five primary product markets from the prior fiscal year:

	2009			2008
Telecommunications		(18	)%		3	%
Consumer		(18	)		2
Data		(18	)		4
Industrial		(27	)		(7	)
Automotive		(35	)		6

Telecommunications market revenue decreased in fiscal 2009 compared with 2008 due to lower demand for mobile products and supply chain inventory reductions. This decline is partially offset by higher demand for smartphones and our customers’ introduction of new smartphone models, many of which include our connector and antenna products. Telecommunications market revenue increased in fiscal 2008 compared with 2007 due to higher demand for our networking products.

Consumer market revenue decreased in home entertainment and home appliance products in fiscal 2009. These declines were partially offset by increased demand for our products used in electronic gaming equipment. Demand increased in fiscal 2009 for our components in portable navigation devices and flat panel display televisions, although the increased demand in flat panel display televisions was offset by cost pressures and price erosion. Consumer market revenue increased in fiscal 2008 compared with 2007 due to higher demand for our connectors used in home entertainment products.

Data market revenue for fiscal 2009 decreased from 2008 due to lower customer demand for storage networking products and computer peripherals due to the global economic uncertainties. These declines were partially offset by increased demand due to our customers’ release of lower end computers and notebook computers. Data market revenue increased in fiscal 2008 compared with

28

2007 due to our customers’ releases of new high-end products and their expansion in new optical and high speed technologies, for which we offered a strong product line.

The industrial market revenue for fiscal 2009 decreased compared with 2008 due to declines in residential and commercial construction, lower demand in the industrial communications business worldwide, particularly in North America and Europe, and lower demand for factory automation due to worldwide excess manufacturing capacity. Declines in non-residential, commercial and industrial construction had a negative impact on temporary power and lighting products used on jobsites. The global decline in the manufacturing economy resulted in the delay or cancellation of many industrial automation projects. The industrial market declined in fiscal 2008 compared with 2007 due largely to our customer enhancing its product line for a cable assembly product.

Automotive market revenue declined in fiscal 2009 compared with 2008 due to a decrease in demand related to poor economic conditions during fiscal 2009. The number of automobiles manufactured by our customers decreased in fiscal 2009 as automotive manufacturing companies’ reduced inventories in the automotive supply chain. There were a number of extended closings and bankruptcy filings by automotive manufacturers and automotive suppliers during fiscal 2009 that negatively impacted our revenue. The automobile market began to show signs of stabilization late in fiscal 2009 as new car sales increased in Western Europe due to government incentives. Revenue in the U.S. automotive market was higher in fiscal 2008 compared with 2007 as the automotive market benefited from new products reflecting higher electronic content in automobiles.

Gross Profit

We measure gross profit as net revenue less cost of sales. Cost of sales includes manufacturing costs, such as materials, direct and indirect labor, and factory overhead, as well as all of the costs of our customer service function such as labor, materials, travel and overhead. Our gross margins are primarily affected by the following drivers: product mix; volume; cost reduction efforts; competitive pricing pressure; commodity costs; and currency fluctuations.

The following table sets forth gross profit and gross margin for fiscal years 2009, 2008 and 2007 (dollars in thousands):

	2009			2008			2007
Gross profit	$	656,177		$	1,014,235		$	1,016,708
Gross margin		25.4	%		30.5	%		31.1	%

The reduction in gross margin during fiscal 2009 was primarily due to lower absorption from the rapid drop in our production caused by the poor global economic conditions. While we were unable to reduce factory-related costs as quickly as production declined, the expansion of our restructuring program should improve our gross margins over time. The reduction in gross margin in fiscal 2008 compared with 2007 was primarily related to higher commodity cost and price erosion partially offset by general cost reductions, a portion of which is related to restructuring activities.

A significant portion of our material cost consists of copper and gold costs. We purchased approximately 16 million pounds of copper and approximately 87,000 troy ounces of gold in fiscal 2009 compared with approximately 25 million pounds of copper and approximately 135,000 troy ounces of gold in fiscal 2008 and 2007. The following table sets forth the average prices of copper and gold we purchased in fiscal 2009, 2008 and 2007:

	2009		2008		2007
Average Price Copper (price per pound)	$	2.69	$	3.49	$	3.20
Gold (price per troy ounce)		872.00		825.00		636.00

Generally, we are able to pass through to our customers only a small a portion of the changes in the cost of copper and gold. However, we mitigated the impact of the change in copper and gold

29

prices by hedging with call options a portion of our projected net global purchases of copper and gold. The hedges did not materially affect operating results for fiscal 2009 and 2008.

In addition to commodity costs, the following table sets forth, for fiscal years 2009 and 2008, the effects of certain significant impacts on gross profit from the prior year (in thousands):

	2009			2008
Price erosion	$	(97,643	)	$	(132,758	)
Currency translation		4,590			48,842
Currency transaction		(14,382	)		(18,393	)

Price erosion is measured as the reduction in prices of our products year over year, which reduces our gross profit. A significant portion of the price erosion occurred in our mobile phone connector products, which are part of our telecommunications market.

The increase in gross profit due to currency translation gains in fiscal 2009 compared with 2008 was primarily due to a stronger Japanese yen against other currencies, partially offset by a general strengthening U.S. dollar against other currencies. The increase in gross profit due to currency translation gains in fiscal 2008 compared with fiscal 2007 was primarily due to a general weakening of the U.S. dollar against other currencies.

Certain products that we manufacture in Japan and Europe are sold in other regions of the world at selling prices primarily denominated in or closely linked to the U.S. dollar. As a result, changes in currency exchange rates may affect our cost of sales reported in U.S. dollars without a corresponding effect on net revenue. The decrease in gross profit due to currency transactions in fiscal 2009 was primarily due to a stronger Japanese yen, partially offset by a weaker euro against the U.S. dollar. The decrease in gross profit due to currency transaction losses in fiscal 2008 was primarily due to a general weakening of the U.S. dollar against other currencies.

Operating Expenses

The following table sets forth our operating expenses for fiscal years 2009, 2008 and 2007 (dollars in thousands):

	2009			2008			2007
Selling, general & administrative	$	586,702		$	665,038		$	658,289
Selling, general & administrative as a percentage of revenue		22.7	%		20.0	%		20.1	%
Restructuring costs and asset impairments		151,531			31,247			36,869
Goodwill impairments		264,140			—			—

Selling, general & administrative expenses

Selling, general and administrative expense increased as a percentage of revenue in fiscal 2009 compared with prior year periods primarily due to the significant drop in revenue. Selling, general and administrative expenses declined by $78.3 million or 11.8% primarily due to our restructuring efforts and cost- cutting initiatives in response to the significant drop in revenue. These initiatives included salary reductions and a $9.1 million decrease in expense related to reductions in employee benefits. We also reduced selling, general and administrative expenses through a lower cost structure resulting from our restructuring initiative and specific cost containment activities. Selling, general and administrative expense as a percentage of revenue was relatively consistent in fiscal 2008 compared with 2007 while organic net revenue declined. The impact of currency translation decreased selling, general and administrative expenses by approximately $4.1 million for fiscal 2009 compared with 2008 and increased selling, general and administrative expenses by approximately $35.4 million for fiscal 2008 compared with 2007.

30

Research and development expenditures, which are classified as selling, general and administrative expense, was $159.2 million, or 6.2% of net revenue, for fiscal 2009 compared with $163.7 million, or 4.9% of net revenue, for fiscal 2008 and $159.1 million, or 4.9% of net revenue, for fiscal 2007. The increase in expense as a percent of revenue is primarily due to the drop in revenue in fiscal 2009. Total research and development expenditures in fiscal 2009 were consistent with fiscal 2008, but increased as a percent of net revenue.

Restructuring costs and asset impairments

Restructuring costs and asset impairments consist of the following (in thousands):

	2009		2008		2007		Total
Severance costs	$	110,155	$	17,648	$	26,702	$	154,505
Asset impairments		21,128		13,599		8,667		43,394
Restructuring costs		131,283		31,247		35,369		197,899
Intangible asset impairments		16,300		—		—		16,300
Other charges		3,948		—		1,500		5,448
Total restructuring charges and asset impairments	$	151,531	$	31,247	$	36,869	$	219,647

During fiscal 2007, we undertook a multi-year restructuring plan designed to reduce costs, increase efficiencies and to improve customer service and return on invested capital in connection with a new global organization that was effective July 1, 2007. A majority of the plan relates to facilities located in North America, Europe and Japan and, in general, the movement of manufacturing activities at these plants to other lower-cost facilities. Restructuring costs during fiscal 2009 was $131.3 million, consisting of $110.2 million of severance costs and $21.1 million for asset impairments. The cumulative expense since we announced the restructuring plan totals $197.9 million.

We expect to incur total restructuring and asset impairment costs related to these actions ranging from $240 to $250 million, of which the impact on each segment will be determined as the actions become more certain. Management approved several actions related to this plan. The total cost estimates increased as we formulated detailed plans for the latest restructuring actions, which included a reduction from five product-focused divisions to three product-focused divisions. A portion of this plan involves cost savings or other actions that do not result in incremental expense, such as better utilization of assets, reduced spending and organizational efficiencies. This plan includes employee reduction targets throughout the company, and we expect to achieve these targets through ongoing employee attrition and terminations. We expect to complete the actions under this plan by June 30, 2010 with estimated annual cost savings ranging from $190 to $210 million.

In 2009, we recognized net restructuring costs related to employee severance and benefit arrangements for approximately 6,600 employees, resulting in a charge of $110.1 million. A large part of these employee terminations resulted from plant closings in Europe and Asia. We recognized asset impairment charges of $41.4 million to write-down assets to fair value less the cost to sell. Restructuring costs and asset impairments in fiscal 2009 include intangible asset impairments of $16.3 million due to lower projected future revenue and profit in our Transportation and Automation & Electrical business units.

In 2008, we recognized net restructuring costs related to employee severance and benefit arrangements for approximately 900 employees, resulting in a charge of $17.6 million. A large part of these employee terminations occurred in our corporate headquarters and U.S. and Mexican manufacturing operations. In accordance with our planned restructuring actions, we recorded additional asset impairment charges of $13.6 million to write-down assets to fair value less the cost to sell.

In 2007, we recognized net restructuring costs related to employee severance and benefit arrangements for approximately 335 employees. A substantial majority of these employee terminations occurred within our Ireland manufacturing operations and various administrative functions in the

31

Americas and European regions. In addition, we have vacated or plan to vacate several buildings and are holding these buildings and related assets for sale. This plan resulted in an impairment charge of $8.7 million to write-down these assets to fair value less the cost to sell these assets. The fair value of the asset groupings was determined using various valuation techniques.

The timing of the cash expenditures associated with these charges does not necessarily correspond to the period in which the accounting charge is taken. For additional information concerning the status of our restructuring programs see Note 5 of the Notes to Consolidated Financial Statements.

During fiscal 2009, we recorded an impairment charge of $16.3 million to our indefinite lived intangible assets on lower projected future revenue and profit growth in the Automation & Electrical business unit of our Custom & Electrical segment.

Goodwill

Fiscal 2009 income from operations included goodwill impairment charges of $264.1 million. We recorded $93.1 million and $171.0 million goodwill impairment charges in the Transportation business unit of our Connector segment and Automation & Electrical business unit of our Custom & Electrical segment, respectively. The economic downturn had a negative impact on the business units’ operating results. The potential liquidity risk extended our estimate for the automotive industry’s economic recovery and our Automation & Electrical business unit’s results were not recovering in line with other business units. These factors resulted in lower growth and profit expectations for these business units, which resulted in the goodwill impairment charges.

Other Income (net)

Other income consists primarily of net interest income, investment income and currency exchange gains or losses. Currency exchange gains for fiscal 2009 were $11.8 million. The increase in currency exchange gains in fiscal 2009 was due to a stronger U.S. dollar and Japanese yen against most other currencies. Prior to fiscal 2009, currency gains and losses were classified as selling, general and administrative expense. We recognized a $9.3 million and $6.7 million exchange losses in fiscal 2008 and 2007, respectively.

Effective Tax Rate

The effective tax rate for the three years ended June 30, was as follows:

	2009			2008			2007
Effective tax rate		(0.8	)%		36.4	%		28.8	%

The effective tax rate for fiscal 2009 was negative due to (1) a second quarter charge of $93.1 million to impair goodwill for which no tax benefit is available, (2) a fourth quarter charge of $171.0 million to impair goodwill for which no tax benefit is available, (3) increases in tax reserves based on evaluation of certain tax positions taken, and (4) tax losses generated in non-US jurisdictions for which no tax benefit has been recognized. The effective tax rate in fiscal 2008 was higher than fiscal 2007 due to changes in foreign tax credit estimates and carryforwards.

Results by Product Segment

During fiscal 2009, we reorganized our operations, which changed the configuration of our reportable segments into the Connector and Custom & Electrical segments. Our former Transportation segment was operationally merged into the Connector segment under the direction of one global Executive Vice President.

32

Connector.  The following table sets forth the change in net revenue for fiscal years 2009 and 2008 (dollars in thousands):

	2009			2008
Net revenue for prior year	$	2,377,584		$	2,357,688
Components of net revenue increase (decrease):
Organic net revenue decline		(614,321	)		(104,637	)
Currency translation		18,572			124,533
Acquisitions		7,304			—
Total change in net revenue from prior year		(588,445	)		19,896
Net revenue for current year	$	1,789,139		$	2,377,584
Organic net revenue decline as a percentage of net revenue for prior year		(25.8	)%		(5.4	)%

The Connector segment sells primarily to the telecommunications, data, automotive and consumer markets, which are discussed above. Segment revenue decreased in fiscal 2009 with currency translation partially offsetting an organic revenue decline. Connector organic revenue decreased in fiscal 2009 primarily due to the significant drop in consumer spending in the current economic conditions, particularly the mobile phone sector of the telecommunications market and the automotive market. Connector organic revenue decreased in fiscal 2008 primarily due to general weakness in these markets, particularly the mobile phone sector. Additionally, price erosion, which is generally higher in the Connector segment compared with our other segments, was 4.6% and 5.7% in fiscal 2009 and 2008, respectively. We also completed an asset purchase of a company in Japan during fiscal 2009.

The following table sets forth information on income from operations and operating margins for fiscal years 2009, 2008 and 2007 (dollars in thousands):

	2009			2008			2007
Income (loss) from operations	$	(125,604	)	$	322,226		$	365,654
Operating margin		(7.0	)%		17.1	%		19.4	%

Connector segment income from operations decreased in fiscal 2009 compared with the prior year periods due to the decrease in revenue and a goodwill impairment charge. Fiscal 2009 income from operations was unfavorably impacted by restructuring charges of $93.9 million and a goodwill impairment charge of $93.1 million in our Transportation business unit due to lower projected future revenue and profit. The sharp decline was partially offset by reduced selling, general and administrative expenses against the prior year periods.

Custom & Electrical.  The following table sets forth net revenue for fiscal years 2009 and 2008 (dollars in thousands):

	2009			2008
Net revenue for prior year	$	941,365		$	892,756
Components of net revenue increase:
Organic net revenue (decline) growth		(147,648	)		4,455
Currency translation		(13,359	)		44,154
Acquisition		10,243			—
Total change in net revenue from prior year		(150,764	)		48,609
Net revenue for current year	$	790,601		$	941,365
Organic net revenue (decline) growth as a percentage of net revenue for prior year		(15.7	)%		0.5	%

33

The sale of Custom and Electrical segment’s products is concentrated in the industrial, telecommunications and data markets. Custom and Electrical segment revenue declined in fiscal 2009 due to the decline in these markets discussed above. We also acquired a flexible circuit manufacturing business during fiscal 2009.

The following table sets forth income from operations and operating margins for the fiscal years 2009, 2008 and 2007 (dollars in thousands):

	2009			2008			2007
Income (loss) from operations	$	(152,443	)	$	97,393		$	54,955
Operating margin		(19.3	)%		10.3	%		6.2	%

Segment operating income decreased in fiscal 2009 from prior years due to slowing global demand and impairment charges for goodwill and intangible assets. Fiscal 2009 income from operations was unfavorably impacted by restructuring charges of $23.0 million, and a goodwill impairment charge of $171.0 million and intangible asset impairment charge of $16.3 million in our Automation & Electrical business unit due to lower projected future revenue and profit. Demand in our Automation & Electrical business unit declined significantly due to our customers’ global excess manufacturing capacity. Segment operating income increased in fiscal 2008 compared with 2007 due to efficiencies achieved with the Woodhead integration and an increase in revenue in the telecommunications market.

Financial Condition and Liquidity

We fund capital projects and working capital needs principally out of operating cash flows and cash reserves. Cash, cash equivalents and marketable securities totaled $467.9 million and $509.8 million at June 30, 2009 and 2008, respectively, of which approximately $457.4 million was in non-U.S. accounts as of June 30, 2009. Transferring cash, cash equivalents or marketable securities to U.S. accounts from non-U.S. accounts could subject us to additional U.S. income tax.

Our long-term financing strategy is to primarily rely on internal sources of funds for investing in plant, equipment and acquisitions. Long-term debt and obligations under capital leases totaled $242.1 million and $151.8 million at June 30, 2009 and 2008, respectively. We had available lines of credit totaling $282.5 million at June 30, 2009, including a $195.0 million committed, unsecured, three-year revolving credit facility with $170.0 million available as of June 30, 2009.

Cash Flows

Below is a table setting forth the key lines of our Consolidated Statements of Cash Flows (in thousands):

	2009			2008			2007
Cash provided from operating activities	$	369,898		$	479,134		$	451,434
Cash used for investing activities		(253,086	)		(218,156	)		(446,129	)
Cash (used for) provided by financing activities		(155,582	)		(197,306	)		28,529
Effect of exchange rate changes on cash		(12,030	)		33,474			11,712
Net (decrease) increase in cash and cash equivalents	$	(50,800	)	$	97,146		$	45,546

Operating Activities

Cash provided from operating activities in fiscal 2009 decreased by $109.2 million from the prior year due mainly to lower revenue and income, partially offset by a related decline in working capital needs in fiscal 2009 compared with fiscal 2008. Working capital is defined as current assets minus current liabilities. Net income in fiscal 2009 included non-cash impairment charges approximating $308.0 million. Our restructuring accrual as of June 30, 2009 was $69.9 million, which we expect to

34

reduce through cash outlays during fiscal 2010 and 2011. In addition, we anticipate additional cash outlays of approximately $30.0 million during fiscal 2010 and 2011 related to restructuring charges that we expect to recognize in fiscal 2010.

Cash provided from operating activities in fiscal 2008 increased by $27.7 million from fiscal 2007 due primarily to lower use of funds to finance working capital needs in fiscal 2008 compared with fiscal 2007, partially offset by lower net income.

Investing Activities

During fiscal 2009, we completed the acquisition of two companies and a joint venture in cash transactions approximating $74.8 million. We recorded additional goodwill of $27.9 million in connection with the acquisitions. The purchase price allocation for the acquisitions is substantially complete. On July 19, 2007, we completed an acquisition of a U.S.-based company in an all cash transaction approximating $42.5 million. On August 9, 2006, we completed the acquisition of Woodhead in an all cash transaction for approximately $238.1 million, including the assumption of debt and net of cash acquired.

Capital expenditures declined $56.7 million and $62.2 million during fiscal 2009 and fiscal 2008, respectively, compared with prior year periods. The decrease in capital expenditures reflects our efforts to increase asset efficiency by lowering the incremental investment required to drive future growth.

Cash flow from investing activities also includes net purchases of marketable securities of $13.2 million in fiscal 2009, and proceeds in the amount of $46.8 million in fiscal 2008 and $71.2 million in fiscal 2007. Our marketable securities generally have a term of less than one year. Our investments in marketable securities are primarily based on our uses of cash in operating, other investing and financing activities.

Financing Activities

On June 25, 2009, we entered into a $195.0 million committed, unsecured, three-year revolving credit facility. Borrowings were $25.0 million as of June 30, 2009, which was used to pay down other uncommitted debt balances.

On August 1, 2008, our Board of Directors authorized the repurchase of up to an aggregate $200.0 million of common stock through June 30, 2009. We purchased shares of Common Stock and Class A Common Stock totaling 4.5 million shares, 8.0 million shares and 1.2 million shares during fiscal years 2009, 2008 and 2007, respectively. The aggregate cost of these purchases was $76.3 million, $199.6 million and $34.9 million in fiscal years 2009, 2008 and 2007, respectively.

In order to fund stock repurchases during fiscal 2008, we borrowed $125.0 million on our unsecured lines of credit, $75.0 million of which was repaid during fiscal 2008. In order to fund the cash portion of our investment in Woodhead made during fiscal 2007, we entered into two term notes aggregating 15 billion Japanese yen ($141.3 million) and borrowed $44.0 million on our unsecured lines of credit that was repaid the same year. The term notes are due in September 2009, with weighted-average fixed interest rates approximating 1.3%. We plan to refinance the term notes upon their expiration in September 2009.

Sources of Liquidity

We believe we have sufficient cash balances and cash flow to support our planned growth. As part of our growth strategy, we may, in the future, acquire other companies in the same or complementary lines of business, and pursue other business ventures. The timing and size of any new business ventures or acquisitions we complete may affect our cash requirements and debt balances.

35

We had available lines of credit totaling $307.5 million at June 30, 2009 expiring between 2009 and 2013. On June 25, 2009, we entered into a $195.0 million committed, unsecured, three-year revolving credit facility with interest rates equivalent to the London interbank offered rate (LIBOR) plus 250 basis points. The revolving line of credit also includes an accordion feature allowing us to increase the balance of the credit line by an amount not to exceed $75.0 million. The current portion of our long-term debt as of June 30, 2009 consists principally of three unsecured term loans approximating 20 billion Japanese yen ($208.0 million) due in September 2009, with weighted-average fixed interest rates approximating 1.3%. We plan to refinance the term notes upon their expiration in September 2009. Our long-term debt approximates $30.3 million, including an outstanding balance of $25.0 million on the revolving credit line at June 30, 2009. Our remaining long-term debt generally consists of mortgages and industrial development bonds with interest rates ranging from 5.9% to 7.8% and maturing through 2013. Certain assets, including land, buildings and equipment, secure our long-term debt. Principal payments on long-term debt obligations, including interest, are due as follows: fiscal 2010, $208.9 million; fiscal 2011, $3.9 million; fiscal 2012, $25.6 million; fiscal 2013, $0.6 million; and thereafter, $0.1 million.

The instrument governing our credit facility contains customary covenants regarding liens, debt, substantial asset sales and mergers, dividends and investments. Our credit facility also requires us to maintain financial covenants pertaining to, among other things, our consolidated leverage, fixed charge coverage and liquidity. As of June 30, 2009, we were in compliance with all of these covenants.

Contractual Obligations and Commercial Commitments

The following table summarizes our significant contractual obligations at June 30, 2009, and the effect such obligations are expected to have on liquidity and cash flows in future periods (in thousands):

			Less Than		1-3		3-5		More Than
	Total		1 Year		Years		Years		5 Years
Operating lease obligations	$	33,648	$	12,367	$	14,294	$	3,722	$	3,265
Capital lease obligations		3,108		2,060		1,046		2		—
Other long-term liabilities		14,512		3,520		1,335		239		9,418
Debt obligations		238,946		208,635		30,279		32		—
Total(1)	$	290,214	$	226,582	$	46,954	$	3,995	$	12,683

(1) Total does not include contractual obligations recorded on the balance sheet as current liabilities or certain purchase obligations, as discussed below. Debt and capital lease obligations include interest payments.

Contractual obligations for purchases of goods or services are defined as agreements that are enforceable and legally binding on us and that specify all significant terms, including fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. Our purchase orders are based on current manufacturing needs and are fulfilled by vendors within short time horizons. In addition, some purchase orders represent authorizations to purchase rather than binding agreements. We do not generally have significant agreements for the purchase of raw materials or other goods specifying minimum quantities and set prices that exceed expected requirements for three months. Agreements for outsourced services generally contain clauses allowing for cancellation without significant penalty, and are therefore not included in the table above.

The expected timing of payments of the obligations above is estimated based on current information. Timing of payments and actual amounts paid may be different, depending on the time of receipt of goods or services, or changes to agreed-upon amounts for some obligations.

36

Off-Balance Sheet Arrangements

An off-balance sheet arrangement is any contractual arrangement involving an unconsolidated entity under which a company has (i) made guarantees, (ii) a retained or a contingent interest in transferred assets, (iii) any obligation under certain derivative instruments or (iv) any obligation under a material variable interest in an unconsolidated entity that provides financing, liquidity, market risk, or credit risk support to a company, or engages in leasing, hedging, or research and development services within a company.

We do not have material exposure to any off-balance sheet arrangements. We do not have any unconsolidated special purpose entities.

Critical Accounting Estimates

Our accounting and financial reporting policies are in conformity with U.S. generally accepted accounting principles (GAAP). The preparation of financial statements in conformity with GAAP requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period.

Significant accounting policies are summarized in Note 2 of the Notes to Consolidated Financial Statements. Noted here are a number of policies that require significant judgments or estimates.

Revenue Recognition

Our revenue recognition policies are in accordance with Staff Accounting Bulletin (SAB) No. 101, “Revenue Recognition in Financial Statements,” and SAB No. 104, “Revenue Recognition,” as issued by the SEC and other applicable guidance.

We recognize revenue upon shipment of product and transfer of ownership to the customer. Contracts and customer purchase orders generally are used to determine the existence of an arrangement. Shipping documents, proof of delivery and customer acceptance (when applicable) are used to verify delivery. We assess whether an amount due from a customer is fixed and determinable based on the terms of the agreement with the customer, including, but not limited to, the payment terms associated with the transaction. The impact of judgments and estimates on revenue recognition is minimal. A reserve for estimated returns is established at the time of sale based on historical return experience to cover returns of defective product and is recorded as a reduction of revenue.

Income Taxes

As a result of the implementation of Financial Accounting Standards Board (FASB) interpretation No. 48, “Accounting for the Uncertainty in Income Taxes — an interpretation of FASB Statement No. 109” (FIN 48), effective July 1, 2007, we recognize liabilities for uncertain tax positions based on the two-step process prescribed within the interpretation. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step requires us to estimate and measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. It is inherently difficult and subjective to estimate such amounts, as this requires us to determine the probability of various possible outcomes. We re-evaluate these uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit and new audit activity. Such a change in recognition or measurement would result in the recognition of a tax benefit or an additional charge to the tax provision in the period.

37

Prior to adoption of FIN 48, our policy was to establish accruals for taxes that may become payable in future years as a result of examinations by tax authorities. We established the accruals based upon management’s assessment of probable income tax contingencies.

Deferred tax assets and liabilities are recognized based on differences between the financial statement and tax bases of assets and liabilities using presently enacted tax rates. We have net deferred tax assets of $117.3 million at June 30, 2009.

We have operations in countries around the world that are subject to income and other similar taxes in these countries. The estimation of the income tax amounts that we record involves the interpretation of complex tax laws and regulations, evaluation of tax audit findings and assessment of how foreign taxes may affect domestic taxes. Although we believe our tax accruals are adequate, differences may occur in the future depending on the resolution of pending and new tax matters.

We periodically assess the carrying value of our deferred tax assets based upon our ability to generate sufficient future taxable income in certain tax jurisdictions. If we determine that we will not be able to realize all or part of our deferred tax assets in the future, a valuation allowance is established in the period such determination is made. We have determined that it is unlikely that we will realize a net deferred asset in the future relating to certain non-U.S. net operating losses. The cumulative valuation allowance relating to net operating losses is approximately $70 million at June 30, 2009. Entities with net operating losses were able to utilize $0.3 million of these losses during fiscal 2009.

Inventory

Inventories are valued at the lower of first-in, first-out (FIFO) cost or market value. FIFO inventories recorded in our consolidated balance sheet are adjusted for an allowance covering inventories determined to be slow-moving or excess. The allowance for slow-moving and excess inventories is maintained at an amount management considers appropriate based on factors such as historical usage of the product, open sales orders and future sales forecasts. If our sales forecast for specific products is greater than actual demand and we fail to reduce manufacturing output accordingly, we could be required to write down additional inventory, which would have a negative impact on gross margin and operating results. Such factors require judgment, and changes in any of these factors could result in changes to this allowance.

Pension Plans

The costs and obligations of our defined benefit pension plans are dependent on actuarial assumptions. Three critical assumptions used, which impact the net periodic pension expense (income) and two of which impact the pension benefit obligation (PBO), are the discount rate, expected return on plan assets and rate of compensation increase. The discount rate is determined based on high-quality fixed income investments that match the duration of expected benefit payments. The discount rate used to determine the present value of our future U.S. pension obligations is based on a yield curve constructed from a portfolio of high quality corporate debt securities with various maturities. Each year’s expected future benefit payments are discounted to their present value at the appropriate yield curve rate, thereby generating the overall discount rate for U.S. pension obligations. The discount rates for our foreign pension plans are selected by using a yield curve approach or by reference to high quality corporate bond rates in those countries that have developed corporate bond markets. In those countries where developed corporate bond markets do not exist, the discount rates are selected by reference to local government bond rates with a premium added to reflect the additional risk for corporate bonds. The expected return on plan assets represents a forward projection of the average rate of earnings expected on the pension assets. We have estimated this rate based on historical returns of similarly diversified portfolios. The rate of compensation increase represents the long-term assumption for expected increases to salaries for pay-related plans. These

38

key assumptions are evaluated annually. Changes in these assumptions can result in different expense and liability amounts.

The effects of the indicated increase and decrease in selected assumptions for our pension plans as of June 30, 2009, assuming no changes in benefit levels and no amortization of gains or losses, is shown below (in thousands):

	Increase (Decrease)						Increase (Decrease)
	in PBO						in Pension Expense
	U.S. Plan			Int’l Plans			U.S. Plan			Int’l Plans
Discount rate change:
Increase 50 basis points	$	(4,024	)	$	(8,534	)	$	(279	)	$	(132	)
Decrease 50 basis points		4,491			9,649			287			141
Expected rate of return change:
Increase 100 basis points		N/A			N/A			(600	)		(723	)
Decrease 100 basis points		N/A			N/A			600			723

Other Postretirement Benefits

We have retiree health care plans that cover the majority of our U.S. employees. There are no significant postretirement health care benefit plans outside of the U.S. The health care cost trend rate assumption has a significant effect on the amount of the accumulated postretirement benefit obligation (APBO) and retiree health care benefit expense. The effects of the indicated increase and decrease in the discount rate assumption for our retiree healthcare plans as of June 30, 1009, assuming no change in benefit levels is shown below (in thousands):

	Increase (Decrease)
	Total Annual Service			Increase (Decrease)
	and Interest Cost			in APBO
Increase 100 basis points:	$	708		$	4,882
Decrease 100 basis points:		(588	)		(4,095	)

Stock Options

We use the Black-Scholes option-pricing model to estimate the fair value of each option grant as of the date of grant. Expected volatilities are based on historical volatility of our common stock. We estimate the expected life of the option using historical data pertaining to option exercises and employee terminations. Separate groups of employees that have similar historical exercise behavior are considered separately for estimating the expected life. The risk-free interest rate is based on U.S. Treasury yields in effect at the time of grant.

Fair Value of Financial Assets and Liabilities

The following table summarizes our financial assets and liabilities which are measured at fair value on a recurring basis and subject to the disclosure requirements of SFAS 157 as of June 30, 2009 (in thousands):

			Quoted Prices
			in Active		Significant
	Total		Markets for		Other		Significant
	Measured		Identical		Observable		Unobservable
	at Fair		Assets		Inputs		Inputs
	Value		(Level 1)		(Level 2)		(Level 3)
Available for sale and trading securities	$	52,401	$	52,401	$	—	$	—
Derivative financial instruments, net		2,601		—		2,601		—
Total	$	55,002	$	52,401	$	2,601	$	—

39

We determine the fair value of our available for sale securities based on quoted market prices (Level 1). We generally use derivatives for hedging purposes pursuant to SFAS No. 133 and SFAS No. 149, which are valued based on Level 2 inputs in the SFAS 157 fair value hierarchy. The fair value of our financial instruments is determined by a mark to market valuation based on forward curves using observable market prices.

Goodwill

Goodwill is recorded when the purchase price paid for an acquisition exceeds the estimated fair value of the net identified tangible and intangible assets acquired.

We perform an annual goodwill impairment analysis as of May 31, or earlier if indicators of potential impairment exist. In assessing the recoverability of goodwill, we review both quantitative as well as qualitative factors to support our assumptions with regard to fair value. Our impairment review process compares the estimated fair value of the reporting unit in which goodwill resides to our carrying value. Reporting units may be operating segments as a whole or an operation one level below an operating segment, referred to as a component. Components are defined as operations for which discrete financial information is available and reviewed by segment management.

The fair value of a reporting unit is estimated using a discounted cash flow model for the evaluation of impairment. The expected future cash flows are generally based on management’s estimates and are determined by looking at numerous factors including projected economic conditions and customer demand, revenue and margins, changes in competition, operating costs and new products introduced. In determining fair value, we make certain judgments. If these estimates or their related assumptions change in the future as a result of changes in strategy or market conditions, we may be required to record an impairment charge.

Although management believes its assumptions in determining the projected cash flows are reasonable, changes in those estimates could affect the evaluation.

Restructuring Costs and Asset Impairments

We have recorded charges in connection with restructuring our business. We recognize a liability for restructuring costs at fair value when the liability is incurred. The main components of our restructuring plans are related to workforce reductions and the closure and consolidation of excess facilities. Workforce-related charges are expensed and accrued when it is determined that a liability is probable, which is generally after individuals have been notified of their termination dates and expected severance payments, but under certain circumstances may be recognized upon approval of a restructuring plan by management or in future accounting periods when terminated employees continue to provide service. Plans to consolidate excess facilities result in charges for lease termination fees, future commitments to pay lease charges, net of estimated future sublease income, and adjustments to the fair value of buildings and equipment to be sold. Charges for the consolidation of excess facilities are based on an estimate of the amounts and timing of future cash flows related to the expected future remaining use and ultimate sale or disposal of buildings and equipment.

The timing of the cash expenditures associated with these charges does not necessarily correspond to the period in which the accounting charge is taken. For additional information concerning the status of our restructuring programs see Note 5 of the Notes to Consolidated Financial Statements. See also “Forward-Looking Statements.”

Other-Than-Temporary Impairments (OTTI)

For available-for-sale securities, we presume an OTTI decline in value if the quoted market price of the security is 20% or more below the investment’s cost basis for a continuous period of six months or more. However, the presumption of an OTTI decline in value may be overcome if there is persuasive evidence indicating that the decline is temporary in nature. For investments accounted for

40

under the equity method, we evaluate all known quantitative and qualitative factors in addition to quoted market prices in determining whether an OTTI decline in value exists. Factors that we consider important in evaluating for a potential OTTI, include historical operating performance, future financial projections, business plans for new products or concepts and strength of balance sheet.

Impairment of Long-Lived Assets

In accordance with Statement of Financial Accounting Standards (SFAS) No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets, we assess the impairment of long-lived assets, other than goodwill and trade names, including property and equipment, and identifiable intangible assets subject to amortization, whenever events or changes in circumstances indicate the carrying value may not be recoverable. Factors we consider important, which could trigger an impairment review, include significant changes in the manner of our use of the asset, changes in historical trends in operating performance, changes in projected operating performance, and significant negative economic trends.

New Accounting Pronouncements

In December 2007, the FASB issued Statement of Financial Accounting Standards (SFAS) No. 141R, “Business Combinations” (SFAS 141R). SFAS 141R states that acquisition-related costs are to be recognized separately from the acquisition and expensed as incurred with restructuring costs being expensed in periods after the acquisition date. SFAS 141R also states that business combinations will result in all assets and liabilities of the acquired business being recorded at their fair values. We are required to adopt SFAS No. 141R effective July 1, 2009. The impact of the adoption of SFAS No. 141R will depend on the nature and extent of business combinations occurring on or after the effective date.

In December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in Consolidated Financial Statements” (SFAS 160) — an amendment of ARB No. 51. SFAS 160 requires identification and presentation of ownership interests in subsidiaries held by parties other than us in the consolidated financial statements within the equity section but separate from the equity. It also requires that (1) the amount of consolidated net income attributable to the parent and to the noncontrolling interest be clearly identified and presented on the face of the consolidated statement of income, (2) changes in ownership interest be accounted for similarly, as equity transactions, and (3) when a subsidiary is deconsolidated, any retained noncontrolling equity investment in the former subsidiary and the gain or loss on the deconsolidation of the subsidiary be measured at fair value. This statement is effective for us on July 1, 2009. We are currently evaluating the requirements of SFAS 160, but do not expect it to have a material impact on our financial statements.

In February 2008, the FASB issued FASB Staff Position No. 157-2, which delays the effective date of SFAS 157 for nonfinancial assets and liabilities, which are not measured at fair value on a recurring basis (at least annually) until fiscal years beginning after November 15, 2008. This statement is effective for us on July 1, 2009. We are currently evaluating the requirements of SFAS 157 for nonfinancial assets and liabilities, but do not expect it to have a material impact on our financial statements.

In March 2008, the FASB issued SFAS No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (SFAS 161) — an amendment of FASB Statement No. 133. SFAS 161 requires enhanced disclosures about an entity’s derivative and hedging activities and thus improves the transparency of financial reporting. This statement is effective for us on July 1, 2009. We are currently evaluating the requirements of SFAS 161, but do not expect it to have a material impact on our financial statements.

In December 2008, the FASB issued FASB Staff Position No. 132(R)-1, Employers’ Disclosures about Postretirement Benefit Plan Assets (FAS 132R-1). FAS 132R-1 requires disclosures about plan assets of a defined benefit pension or other postretirement plan. This statement is effective for us on

41

July 1, 2009. The adoption of FAS 132R-1 will result in enhanced disclosures, but will not otherwise have an impact on our financial statements.

Forward-looking Statements

This Annual Report on Form 10-K and other documents we file with the Commission contain forward-looking statements that are based on current expectations, estimates, forecasts and projections about our future performance, our business, our beliefs, and our management’s assumptions. Words such as “expect,” “anticipate,” “outlook,” “forecast,” “could,” “project,” “intend,” “plan,” “continue,” “believe,” “seek,” “estimate,” “should,” “may,” “assume,” variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions that are difficult to predict. We describe our respective risks, uncertainties, and assumptions that could affect the outcome or results of operations below.

We have based our forward looking statements on our management’s beliefs and assumptions based on information available to them at the time the statements are made. We caution you that actual outcomes and results may differ materially from what is expressed, implied, or forecast by our forward-looking statements. Reference is made in particular to forward looking statements regarding growth strategies, industry trends, financial results, restructuring and other cost reduction initiatives, acquisition synergies, manufacturing strategies, product development and sales, regulatory approvals, and competitive strengths. Except as required under the federal securities laws, we do not have any intention or obligation to update publicly any forward-looking statements after the filing of this report, whether as a result of new information, future events, changes in assumptions, or otherwise.

Item 7A.   Quantitative and Qualitative Disclosures About Market Risk

We are subject to market risk associated with changes in foreign currency exchange rates and interest rates.

We mitigate our foreign currency exchange rate risk principally through the establishment of local production facilities in the markets we serve. This creates a “natural hedge” since purchases and sales within a specific country are both denominated in the same currency and therefore no exposure exists to hedge with a foreign exchange forward or option contract (collectively, “foreign exchange contracts”). Natural hedges exist in most countries in which we operate, although the percentage of natural offsets, as compared with offsets that need to be hedged by foreign exchange contracts, will vary from country to country.

We also monitor our foreign currency exposure in each country and implement strategies to respond to changing economic and political environments. Examples of these strategies include the prompt payment of intercompany balances utilizing a global netting system, the establishing of contra-currency accounts in several international subsidiaries, development of natural hedges and use of foreign exchange contracts to protect or preserve the value of cash flows. No material foreign exchange contracts were in use at June 30, 2009 and 2008.

We have implemented a formalized treasury risk management policy that describes the procedures and controls over derivative financial and commodity instruments. Under the policy, we do not use derivative financial or commodity instruments for speculative or trading purposes, and the use of such instruments is subject to strict approval levels by senior management. Typically, the use of derivative instruments is limited to hedging activities related to specific foreign currency cash flows and net receivable and payable balances.

The translation of the financial statements of the non-North American operations is impacted by fluctuations in foreign currency exchange rates. The increase in consolidated net revenue and income from operations was impacted by the translation of our international financial statements into

42

U.S. dollars resulting in increased net revenue of $5.2 million and increased income from operations of $1.7 million for 2009, compared with the estimated results for 2008 using the average rates for 2008.

Our $43.2 million of marketable securities at June 30, 2009 are principally invested in time deposits.

Interest rate exposure is limited to our long-term debt. We do not actively manage the risk of interest rate fluctuations. However, such risk is mitigated by the relatively short-term nature of our investments (less than 12 months) and the fixed-rate nature of our long-term debt.

Due to the nature of our operations, we are not subject to significant concentration risks relating to customers, products or geographic locations.

We monitor the environmental laws and regulations in the countries in which we operate. We have implemented an environmental program to reduce the generation of potentially hazardous materials during our manufacturing process and believe we continue to meet or exceed local government regulations.

43

Item 8.   Financial Statements and Supplementary Data

Molex Incorporated

Index to Consolidated Financial Statements

	Page
Consolidated Balance Sheets		45
Consolidated Statements of Operations		46
Consolidated Statements of Cash Flows		47
Consolidated Statements of Stockholders’ Equity		48
Notes to Consolidated Financial Statements		49
Report of Independent Registered Public Accounting Firm		77
Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting		78

44

Molex Incorporated

Consolidated Balance Sheets

(In thousands, except per share data)

	June 30,
	2009			2008
ASSETS
Current assets:
Cash and cash equivalents	$	424,707		$	475,507
Marketable securities		43,234			34,298
Accounts receivable, less allowances of $32,593 in 2009 and $40,243 in 2008		528,907			740,827
Inventories		354,337			458,295
Deferred income taxes		27,939			23,444
Prepaid expenses		68,449			50,589
Total current assets		1,447,573			1,782,960
Property, plant and equipment, net		1,080,417			1,172,395
Goodwill		128,494			373,623
Non-current deferred income taxes		89,332			62,521
Other assets		196,341			208,038
Total assets	$	2,942,157		$	3,599,537
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Short-term loans	$	224,340		$	66,687
Accounts payable		266,633			350,413
Accrued expenses:
Salaries, commissions and bonuses		55,109			74,689
Restructuring		69,928			19,842
Other		93,392			64,683
Income taxes payable		4,750			73,124
Total current liabilities		714,152			649,438
Other non-current liabilities		21,862			21,346
Accrued pension and other postretirement benefits		113,268			105,574
Long-term debt		30,311			146,333
Total liabilities		879,593			922,691
Commitments and contingencies
Stockholders’ equity:
Common Stock, $0.05 par value; 200,000 shares authorized; 112,204 shares issued at 2009 and 112,195 shares issued at 2008		5,610			5,610
Class A Common Stock, $0.05 par value; 200,000 shares authorized; 110,468 shares issued at 2009 and 109,841 shares issued at 2008		5,523			5,492
Class B Common Stock, $0.05 par value; 146 shares authorized; 94 shares issued at 2009 and 2008		5			5
Paid-in capital		601,459			569,046
Retained earnings		2,355,991			2,785,099
Treasury stock (Common Stock, 16,644 shares at 2009 and 13,744 shares at 2008; Class A Common Stock, 32,789 shares at 2009 and 30,948 shares at 2008), at cost		(1,089,322	)		(1,009,021	)
Accumulated other comprehensive income		183,298			320,615
Total stockholders’ equity		2,062,564			2,676,846
Total liabilities and stockholders’ equity	$	2,942,157		$	3,599,537

See accompanying notes to consolidated financial statements.

45

Molex Incorporated

Consolidated Statements of Operations

(In thousands, except per share data)

	Years Ended June 30,
	2009			2008		2007
Net revenue	$	2,581,841		$	3,328,347	$	3,265,874
Cost of sales		1,925,664			2,314,112		2,249,166
Gross profit		656,177			1,014,235		1,016,708
Selling, general and administrative		586,702			665,038		658,289
Restructuring costs and asset impairments		151,531			31,247		36,869
Goodwill impairments		264,140			—		—
Total operating expenses		1,002,373			696,285		695,158
Income (loss) from operations		(346,196	)		317,950		321,550
Interest income, net		1,961			9,192		8,582
Other income (loss)		25,347			11,506		8,125
Total other income, net		27,308			20,698		16,707
Income (loss) before income taxes		(318,888	)		338,648		338,257
Income taxes		2,399			123,211		97,489
Net (loss) income	$	(321,287	)	$	215,437	$	240,768
Earnings (loss) per share:
Basic	$	(1.84	)	$	1.19	$	1.31
Diluted	$	(1.84	)	$	1.19	$	1.30
Average common shares outstanding:
Basic		174,598			180,474		183,961
Diluted		174,598			181,395		185,565

See accompanying notes to consolidated financial statements.

46

Molex Incorporated

Consolidated Statements of Cash Flows

(In thousands)

	Years Ended June 30,
	2009			2008			2007
Operating activities:
Net (loss) income	$	(321,287	)	$	215,437		$	240,768
Add (deduct) non-cash items included in net income (loss):
Depreciation and amortization		251,902			252,344			237,912
Goodwill impairment		264,140			—			—
Asset write-downs included in restructuring costs		41,376			13,599			8,667
(Gain) loss on investments		(143	)		111			(1,154	)
Deferred income taxes		(26,606	)		31,096			20,998
Loss on sale of property, plant and equipment		2,478			296			1,800
Share-based compensation		26,508			24,249			27,524
Other non-cash items		(8,124	)		(6,778	)		23,373
Changes in assets and liabilities, excluding effects of foreign currency adjustments and acquisitions:
Accounts receivable		201,080			478			27,913
Inventories		95,529			(26,240	)		(16,514	)
Accounts payable		(84,502	)		34,197			(57,479	)
Other current assets and liabilities		(24,967	)		(45,798	)		(60,421	)
Other assets and liabilities		(47,486	)		(13,857	)		(1,953	)
Cash provided from operating activities		369,898			479,134			451,434
Investing activities:
Capital expenditures		(177,943	)		(234,626	)		(296,861	)
Proceeds from sales of property, plant and equipment		9,574			14,978			9,946
Proceeds from sales or maturities of marketable securities		29,549			811,724			4,856,301
Purchases of marketable securities		(42,751	)		(764,966	)		(4,785,080	)
Acquisitions, net of cash acquired		(74,789	)		(42,503	)		(238,072	)
Other investing activities		3,274			(2,763	)		7,637
Cash used for investing activities		(253,086	)		(218,156	)		(446,129	)
Financing activities:
Proceeds from revolving credit facility and short-term loans		245,000			139,590			44,000
Payments on revolving credit facility		(295,000	)		(75,000	)		(44,000	)
Proceeds from issuance of long-term debt		78,060			—			131,045
Payments of long-term debt		(1,827	)		(1,948	)		(26,937	)
Cash dividends paid		(99,640	)		(74,598	)		(55,176	)
Exercise of stock options		1,692			16,732			15,416
Excess tax benefits from share-based compensation		1,693			1,677			1,714
Purchase of treasury stock		(76,342	)		(199,583	)		(34,889	)
Other financing activities		(9,218	)		(4,176	)		(2,644	)
Cash (used for) provided from financing activities		(155,582	)		(197,306	)		28,529
Effect of exchange rate changes on cash		(12,030	)		33,474			11,712
Net (decrease) increase in cash and cash equivalents		(50,800	)		97,146			45,546
Cash and cash equivalents, beginning of year		475,507			378,361			332,815
Cash and cash equivalents, end of year	$	424,707		$	475,507		$	378,361
Supplemental cash flow information:
Interest paid	$	5,487		$	3,599		$	2,857
Income taxes paid	$	83,904		$	64,641		$	96,531

See accompanying notes to consolidated financial statements.

47

Molex Incorporated

Consolidated Statements of Stockholders’ Equity

(In thousands)

	Years Ended June 30,
	2009			2008			2007
Common stock	$	11,138		$	11,107		$	11,020
Paid-in capital:
Beginning balance	$	569,046		$	520,037		$	442,586
Stock-based compensation		26,508			24,249			27,524
Exercise of stock options		4,183			22,738			37,101
Issuance of stock awards		1,586			1,743			2,059
Reclass of directors’ deferred compensation plan		—			—			6,059
Other		136			279			4,708
Ending balance	$	601,459		$	569,046		$	520,037
Retained earnings:
Beginning balance	$	2,785,099		$	2,650,470		$	2,464,889
Net (loss) income		(321,287	)		215,437			240,768
Dividends		(106,110	)		(80,756	)		(55,205	)
Other		(1,711	)		(52	)		18
Ending balance	$	2,355,991		$	2,785,099		$	2,650,470
Treasury stock:
Beginning balance	$	(1,009,021	)	$	(799,894	)	$	(743,219	)
Purchase of treasury stock		(76,342	)		(199,583	)		(34,889	)
Exercise of stock options		(3,959	)		(9,544	)		(21,801	)
Other		—			—			15
Ending balance	$	(1,089,322	)	$	(1,009,021	)	$	(799,894	)
Accumulated other comprehensive income, net of tax:
Beginning balance	$	320,615		$	141,398		$	106,713
Translation adjustments		(115,029	)		165,706			51,009
Pension adjustments, net of tax		(22,137	)		3,309			(3,135	)
Adjustment for initially applying SFAS No. 158, net of tax		—			—			(17,965	)
Unrealized investment gain (loss), net of tax		(151	)		10,202			4,776
Ending balance	$	183,298		$	320,615		$	141,398
Total stockholders’ equity	$	2,062,564		$	2,676,846		$	2,523,031
Comprehensive (loss) income, net of tax:
Net (loss) income	$	(321,287	)	$	215,437		$	240,768
Translation adjustments		(101,945	)		165,706			51,009
Pension adjustments, net of tax		(35,221	)		3,309			(3,135	)
Unrealized investment gain, net of tax		(151	)		10,202			4,776
Total comprehensive (loss) income, net of tax	$	(458,604	)	$	394,654		$	293,418

See accompanying notes to consolidated financial statements.

48

Molex Incorporated

Notes to Consolidated Financial Statements

1.   Organization and Basis of Presentation

Molex Incorporated (together with its subsidiaries, except where the context otherwise requires, “we,” “us” and “our”) manufactures electronic components, including electrical and fiber optic interconnection products and systems, switches and integrated products in 43  manufacturing locations in 18 countries.

2.   Summary of Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of Molex Incorporated and our majority-owned subsidiaries. All material intercompany balances and transactions are eliminated in consolidation. Equity investments in which we exercise significant influence but do not control and are not the primary beneficiary are accounted for using the equity method. Investments in which we are not able to exercise significant influence over the investee are accounted for under the cost method.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires the use of estimates and assumptions related to the reporting of assets, liabilities, revenues, expenses and related disclosures. Actual results could differ from these estimates.

Currency Translation

Assets and liabilities of international entities are translated at period-end exchange rates and income and expenses are translated using weighted-average exchange rates for the period. Translation adjustments are included as a component of accumulated other comprehensive income.

Cash and Cash Equivalents

We consider all liquid investments with original maturities of three months or less to be cash equivalents.

Marketable Securities

Marketable securities consist primarily of time deposits held at non-U.S. local banks. We generally hold these instruments for a period of greater than three months, but no longer than 12 months. Marketable securities are classified as available-for-sale securities.

No mark-to-market adjustments were required during fiscal years 2009, 2008 or 2007 because the carrying value of the securities approximated the market value. Proceeds from sales of available-for-sales securities, excluding maturities, during fiscal years 2008 and 2007 were $194.3 million and $273.1 million, respectively. There were no associated gains or losses on these sales. We did not liquidate any available-for-sales securities prior to maturity in fiscal 2009.

Accounts Receivable

In the normal course of business, we extend credit to customers that satisfy pre-defined credit criteria. We believe that we have little concentration of credit risk due to the diversity of our customer base. Accounts receivable, as shown on the Consolidated Balance Sheets, were net of allowances and anticipated discounts. An allowance for doubtful accounts is determined through analysis of the aging of accounts receivable at the date of the financial statements, assessments of collectability

49

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

based on historical trends and an evaluation of the impact of current and projected economic conditions. We monitor the collectability of our accounts receivable on an ongoing basis by analyzing the aging of our accounts receivable, assessing the credit worthiness of our customers and evaluating the impact of reasonably likely changes in economic conditions that may impact credit risks. Our accounts receivable are not collateralized.

Inventories

Inventories are valued at the lower of first-in, first-out cost or market value.

Property, Plant and Equipment

Property, plant and equipment are reported at cost less accumulated depreciation. Depreciation is primarily recorded on a straight-line basis for financial statement reporting purposes and using a combination of accelerated and straight-line methods for tax purposes.

The estimated useful lives are as follows:

Buildings	25 — 40 years
Machinery and equipment	3 — 10 years
Molds and dies	2 — 4 years

We perform reviews for impairment of long-lived assets whenever adverse events or circumstances indicate that the carrying value of an asset may not be recoverable. When indicators of impairment are present, we evaluate the carrying value of the long-lived assets in relation to the operating performance and future undiscounted cash flows of the underlying assets. We adjust the net book value of the underlying assets to fair value if the sum of the expected undiscounted future cash flows is less than book value.

Goodwill

Goodwill is recorded when the purchase price paid for an acquisition exceeds the estimated fair value of the net identified tangible and intangible assets acquired. We perform an annual review in the fourth quarter of each year, or more frequently if indicators of potential impairment exist, to determine if the carrying value of the recorded goodwill is impaired. The impairment review process compares the fair value of the reporting unit in which goodwill resides to its carrying value. Reporting units may be operating segments as a whole or an operation one level below an operating segment, referred to as a component.

Our goodwill impairment reviews require a two-step process. The first step of the review compares the estimated fair value of the reporting unit against its aggregate carrying value, including goodwill. We estimate the fair value of our segments using the income and market methods of valuation, which includes the use of estimated discounted cash flows. Based on this analysis, if we determine the carrying value of the segment exceeds its fair value, then we complete the second step to determine the fair value of net assets in the segment and quantify the amount of goodwill impairment.

Other-Than-Temporary Impairments (OTTI)

For available-for-sale securities, we presume an OTTI decline in value if the quoted market price of the security is 20% or more below the investment’s cost basis for a continuous period of six months or more. However, the presumption of an OTTI decline in value may be overcome if there is persuasive evidence indicating that the decline is temporary in nature. For investments accounted for

50

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

under the equity method, we evaluate all known quantitative and qualitative factors in addition to quoted market prices in determining whether an OTTI decline in value exists. Factors that we consider important in evaluating for a potential OTTI, include historical operating performance, future financial projections, business plans for new products or concepts and strength of balance sheet.

Pension and Other Postretirement Plan Benefits

Pension and other postretirement plan benefits are expensed as employees earn such benefits. The recognition of expense is significantly impacted by estimates made by management such as discount rates used to value certain liabilities, expected return on assets and future healthcare costs. We use third-party specialists to assist management in appropriately measuring the expense associated with pension and other postretirement plan benefits.

Revenue Recognition

We recognize revenue when in the normal course of our business the following conditions are met: (i) a purchase order has been received from the customer with a corresponding order acknowledgement sent to the customer confirming delivery, price and payment terms, (ii) product has been shipped (FOB origin) or delivered (FOB destination) and title has clearly transferred to the customer or customer carrier, (iii) the price to the buyer is fixed and determinable for sales with an estimate of allowances made based on historical experience and (iv) there is reasonable assurance of collectability.

We record revenue on a consignment sale when a customer has taken title of product which is stored in either the customer’s warehouse or that of a third party.

From time to time, we will discontinue or obsolete products that we have formerly sold. When this is done, an accrual for estimated returns is established at the time of the announcement of product discontinuation or obsolescence.

We typically warrant that our products will conform to Molex specifications and that our products will be free from material defects in materials and manufacturing, and limit our liability to the replacement of defective parts or the cash value of replacement parts. We will not accept returned goods unless the customer makes a claim in writing and management authorizes the return. Returns result primarily from defective products or shipping discrepancies. A reserve for estimated returns is established at the time of sale based on historical return experience and is recorded as a reduction of revenue.

We provide certain distributors with an inventory allowance for returns or scrap equal to a percentage of qualified purchases. At the time of sale, we record as a reduction of revenue a reserve for estimated inventory allowances based on a fixed percentage of sales that we authorized to distributors.

From time to time we in our sole discretion will grant price allowances to customers. At the time of sale, we record as a reduction of revenue a reserve for estimated price allowances based on historical allowances authorized and approved solely at our discretion.

Other allowances include customer quantity and price discrepancies. At the time of sale, we record as a reduction of revenue a reserve for other allowances based on historical experience. We believe we can reasonably and reliably estimate the amounts of future allowances.

51

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

Research and Development

Costs incurred in connection with the development of new products and applications are charged to operations as incurred. Research and development costs are included in selling, general and administrative expenses and totaled $159.2 million, $163.7 million and $159.1 million in fiscal 2009, 2008 and 2007, respectively.

Income Taxes

Deferred tax assets and liabilities are recognized based on differences between the financial statement and tax bases of assets and liabilities using presently enacted tax rates. We have operations that are subject to income and other similar taxes in foreign countries. The estimation of the income tax amounts that we record involves the interpretation of complex tax laws and regulations, evaluation of tax audit findings and assessment of the impact foreign taxes may have on domestic taxes. A valuation allowance is provided to offset deferred tax assets if, based on available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.

Derivative Instruments and Hedging Activities

We use derivative instruments primarily to hedge activities related to specific foreign currency cash flows and commodity purchases. We had no material derivatives outstanding at June 30, 2009 or 2008. The net impact of gains and losses on such instruments was not material to the results of operations for fiscal 2009, 2008 and 2007.

Stock-Based Compensation

We have granted nonqualified and incentive stock options and restricted stock to our directors, officers and employees under our stock plans pursuant to the terms of such plans.

Accounting Changes

Uncertainty in Income Taxes

We adopted the provisions of Financial Accounting Standards Board (FASB) Interpretation No. 48, “Accounting for the Uncertainty in Income Taxes — an interpretation of FASB Statement No. 109”, (FIN 48) effective July 1, 2007. Among other things, FIN 48 requires application of a “more likely than not” threshold to the recognition and derecognition of tax positions. The adoption of FIN 48 did not have a material impact on our statement of financial position or results of operations.

Pension and Postretirement Medical Benefit Plans

Effective for fiscal 2007, we adopted the provisions of SFAS No. 158 “Employers’ accounting for defined benefit pension and other postretirement plans.” SFAS No. 158 requires that the funded status of defined-benefit postretirement plans be recognized on the consolidated balance sheet, and changes in the funded status be reflected in comprehensive income. SFAS No. 158 also requires the measurement date of the plan’s funded status to be the same as our fiscal year-end in fiscal 2009. The adoption of the measurement date provision of SFAS No. 158 did not have a material impact on our statement of financial position or results of operations.

52

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

New Accounting Pronouncements

Business Combinations

In December 2007, the FASB issued SFAS No. 141R, Business Combinations. SFAS No. 141R states that acquisition-related costs are to be recognized separately from the acquisition and expensed as incurred with restructuring costs expensed in periods after the acquisition date. SFAS No. 141R also states that business combinations will result in all assets and liabilities of the acquired business being recorded at their fair values. We are required to adopt SFAS No. 141R effective July 1, 2009. The impact of the adoption of SFAS No. 141R will depend on the nature and extent of business combinations occurring on or after the effective date.

Noncontrolling Interests

In December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in Consolidated Financial Statements — an amendment of ARB No. 51.” SFAS No. 160 requires identification and presentation of ownership interests in subsidiaries held by parties other than us in the consolidated financial statements within the equity section but separate from the equity. It also requires that (1) the amount of consolidated net income attributable to the parent and to the noncontrolling interest be clearly identified and presented on the face of the consolidated statement of income, (2) changes in ownership interest be accounted for similarly, as equity transactions, and (3) when a subsidiary is deconsolidated, any retained noncontrolling equity investment in the former subsidiary and the gain or loss on the deconsolidation of the subsidiary be measured at fair value. This statement is effective for us on July 1, 2009. We are currently evaluating the requirements of SFAS No. 160 but do not expect it to have a material impact on our financial statements.

Fair Value

In February 2008, the FASB issued FASB Staff Position No. 157-2, which delays the effective date of SFAS No. 157 for nonfinancial assets and liabilities, which are not measured at fair value on a recurring basis (at least annually) until fiscal years beginning after November 15, 2008. This statement is effective for us on July 1, 2009. We are currently evaluating the requirements of SFAS 157 for nonfinancial assets and liabilities, but do not expect it to have a material impact on our financial statements.

Derivative Instruments

In March 2008, the FASB issued SFAS No. 161, Disclosures about Derivative Instruments and Hedging Activities— an amendment of FASB Statement No. 133. SFAS No. 161 requires enhanced disclosures about an entity’s derivative and hedging activities and thus improves the transparency of financial reporting. This statement is effective for us on July 1, 2009. We are currently evaluating the requirements of SFAS No. 161 but do not expect it to have a material impact on our financial statements.

Pension and Postretirement Medical Benefit Plans

In December 2008, the FASB issued FASB Staff Position No. 132(R)-1, Employers’ Disclosures about Postretirement Benefit Plan Assets (FAS 132R-1). FAS No. 132R-1 requires disclosures about plan assets of a defined benefit pension or other postretirement plan. This statement is effective for us on July 1, 2009. The adoption of FAS No. 132R-1 will result in enhanced disclosures, but will not otherwise have an impact on our financial statements.

53

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

3.   Earnings Per Share

Basic earnings per share (EPS) is computed by dividing net income by the weighted-average number of common shares outstanding during the year. Diluted EPS is computed by dividing net income by the weighted-average number of common shares and dilutive common shares outstanding, which includes stock options, during the year. A reconciliation of the basic average common shares outstanding to diluted average common shares outstanding as of June 30 is as follows (in thousands, except per share data):

	2009			2008		2007
Net (loss) income	$	(321,287	)	$	215,437	$	240,768
Basic average common shares outstanding		174,598			180,474		183,961
Effect of dilutive stock options		—			921		1,604
Diluted average common shares outstanding		174,598			181,395		185,565
Earnings (loss) per share:
Basic	$	(1.84	)	$	1.19	$	1.31
Diluted	$	(1.84	)	$	1.19	$	1.30

Excluded from the computations above were anti-dilutive shares of 9.2 million, 5.2 million and 1.9 million in fiscal 2009, 2008 and 2007, respectively.

4.   Acquisitions

During fiscal 2009, we completed the acquisition of two companies and a joint venture in cash transactions approximating $74.8 million. We recorded additional goodwill of $27.9 million in connection with the acquisitions. The purchase price allocation for the acquisitions is substantially complete.

On July 19, 2007, we completed the acquisition of a U.S.-based company in an all cash transaction approximating $42.5 million. We recorded goodwill of $23.9 million in connection with this acquisition.

On August 9, 2006, we completed the acquisition of Woodhead Industries, Inc. (Woodhead) in an all cash transaction valued at approximately $238.1 million, including the assumption of debt and net of cash acquired. Woodhead develops, manufactures and markets network and electrical infrastructure components engineered for performance in harsh, demanding, and hazardous industrial environments. The acquisition is a significant step in our strategy to expand our products and capabilities in the global industrial market.

54

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed for Woodhead at the date of acquisition (in thousands). Goodwill is non-deductible for tax purposes. The majority of goodwill from this transaction was impaired during fiscal 2009 (see Note 8).

Current assets	$	95,724
Land and depreciable assets		47,946
Goodwill		177,093
Intangible assets		39,000
Assets acquired		359,763
Liabilities assumed		100,109
Restructuring (see Note 5)		3,999
Non-current deferred tax liabilities, net		17,583
Total purchase price	$	238,072

The following table illustrates the pro forma effect on operating results for the year ended June 30, 2006, as if we had acquired Woodhead as of the beginning of the year (the pro forma effect on the year ended June 30, 2007 was not material) (in thousands, except per share data):

Net revenue	$	3,084,000
Income from operations		325,000
Net income		246,000
Net income per common share — basic		1.33
Net income per common share — diluted		1.31

The above unaudited pro forma financial information is presented for informational purposes only and does not purport to represent what our results of operations would have been had we acquired Woodhead on the dates assumed, nor is it necessarily indicative of the results that may be expected in future periods. Pro forma adjustments exclude cost savings from any synergies resulting from the combination of Molex and Woodhead.

5.   Restructuring Costs and Asset Impairments

Restructuring costs and asset impairments consist of the following (in thousands):

	2009		2008		2007		Total
Severance costs	$	110,155	$	17,648	$	26,702	$	154,505
Asset impairments		21,128		13,599		8,667		43,394
Restructuring costs		131,283		31,247		35,369		197,899
Intangible asset impairments		16,300		—		—		16,300
Other charges		3,948		—		1,500		5,448
Total restructuring charges and asset impairments	$	151,531	$	31,247	$	36,869	$	219,647

Molex Restructuring Plans

During fiscal 2007, we undertook a multi-year restructuring plan designed to reduce costs, increase efficiencies and to improve customer service and return on invested capital in connection with a new global organization that was effective July 1, 2007. A majority of the plan relates to facilities located in North America, Europe and Japan and, in general, the movement of manufacturing

55

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

activities at these plants to other lower-cost facilities. Restructuring costs during fiscal 2009 was $131.3 million, consisting of $110.2 million of severance costs and $21.1 million for asset impairments. The cumulative expense since we announced the restructuring plan totals $197.9 million.

We expect to incur total restructuring and asset impairment costs related to these actions ranging from $240 to $250 million, of which the impact on each segment will be determined as the actions become more certain. Management approved several actions related to this plan. The total cost estimates increased as we formulated detailed plans for the latest additions to the restructuring actions, which included reorganization of our global product divisions. A portion of this plan involves cost savings or other actions that do not result in incremental expense, such as better utilization of assets, reduced spending and organizational efficiencies. This plan includes employee reduction targets throughout the company, and we expect to achieve these targets through ongoing employee attrition and terminations. We expect to complete the actions under this plan by June 30, 2010 with estimated annual cost savings ranging from $190 to $210 million.

In 2009, we recognized net restructuring costs related to employee severance and benefit arrangements for approximately 6,600 employees, resulting in a charge of $110.2 million. A large part of these employee terminations resulted from plant closings in Europe and Asia. We recognized asset impairment charges of $41.4 million to write-down assets to fair value less the cost to sell.

In 2008, we recognized net restructuring costs related to employee severance and benefit arrangements for approximately 900 employees, resulting in a charge of $17.6 million. A large part of these employee terminations occurred in our corporate headquarters and U.S. and Mexican manufacturing operations. In accordance with our planned restructuring actions, we recorded additional asset impairment charges of $13.6 million to write-down assets to fair value less the cost to sell.

In 2007, we recognized net restructuring costs related to employee severance and benefit arrangements for approximately 335 employees. A substantial majority of these employee terminations occurred within our Ireland manufacturing operations and various administrative functions in the Americas and European regions. In addition, we have vacated or plan to vacate several buildings and are holding these buildings and related assets for sale. This plan resulted in an impairment charge of $8.7 million to write-down these assets to fair value less the cost to sell these assets. The fair value of the asset groupings was determined using various valuation techniques.

56

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

A summary of the restructuring charges and asset impairments for the fiscal years ended June 30 is summarized as follows (in thousands):

	2009		2008		2007
Connector:
Severance costs	$	73,658	$	3,154	$	6,674
Asset impairments		18,468		11,380		2,732
Other		1,750		—		—
Total	$	93,876	$	14,534	$	9,406
Custom & Electrical:
Severance costs	$	22,483	$	3,144	$	8,721
Asset impairments		529		193		3,485
Other		16,300		—		—
Total	$	39,312	$	3,337	$	12,206
Corporate and Other:
Severance costs	$	14,014	$	11,350	$	11,307
Asset impairments		2,131		2,026		2,450
Other		2,198		—		1,500
Total	$	18,343	$	13,376	$	15,257
Total:
Severance costs	$	110,155	$	17,648	$	26,702
Asset impairments		21,128		13,599		8,667
Other		20,248		—		1,500
Total	$	151,531	$	31,247	$	36,869

Woodhead Restructuring Plan

During fiscal 2007, management finalized plans to restructure certain operations of Woodhead to eliminate redundant costs resulting from the acquisition of Woodhead and improve efficiencies in operations. The restructuring charges recorded are based on restructuring plans that have been committed to by management.

The total estimated restructuring costs associated with Woodhead were $4.0 million, consisting primarily of severance costs. These costs were recognized as a liability assumed in the purchase business combination and included in the allocation of the cost to acquire Woodhead and, accordingly, resulted in an increase to goodwill (see Note 4).

57

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

Changes in the accrued severance balance are summarized as follows (in thousands):

	Restructuring Plans
	Molex			Woodhead			Total
Balance at June 30, 2006	$	15,941		$	—		$	15,941
Charges to expense		26,702			—			26,702
Purchase accounting allocation		—			3,999			3,999
Cash payments		(11,788	)		(30	)		(11,818	)
Non-cash related costs		(2,659	)		—			(2,659	)
Balance at June 30, 2007	$	28,196		$	3,969		$	32,165
Charges to expense		20,711			655			21,366
Cash payments		(31,481	)		(3,498	)		(34,979	)
Non-cash related costs		1,368			(78	)		1,290
Balance at June 30, 2008	$	18,794		$	1,048		$	19,842
Charges to expense		110,155			—			110,155
Cash payments		(55,168	)		(535	)		(55,703	)
Non-cash related costs		(3,897	)		(469	)		(4,366	)
Balance at June 30, 2009	$	69,884		$	44		$	69,928

6.   Inventories

Inventories, less allowances of $41.0 million at June 30, 2009 and $42.8 million at June 30, 2008, consisted of the following (in thousands):

	2009		2008
Raw materials	$	58,720	$	81,407
Work in progress		113,782		144,683
Finished goods		181,835		232,205
Total inventories	$	354,337	$	458,295

7.   Property, Plant and Equipment

At June 30, property, plant and equipment consisted of the following (in thousands):

	2009			2008
Land and improvements	$	68,262		$	69,104
Buildings and leasehold improvements		692,108			663,524
Machinery and equipment		1,625,312			1,641,110
Molds and dies		761,748			754,589
Construction in progress		67,249			115,763
Total		3,214,679			3,244,090
Accumulated depreciation		(2,134,262	)		(2,071,695	)
Net property, plant and equipment	$	1,080,417		$	1,172,395

Depreciation expense for property, plant and equipment was $245.5 million, $246.9 million and $232.8 million in fiscal 2009, 2008 and 2007, respectively.

58

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

8.   Goodwill

At June 30, changes to goodwill were as follows (in thousands):

	2009			2008
Beginning balance	$	373,623		$	334,791
Additions		28,605			29,147
Impairment		(264,140	)		—
Foreign currency translation		(9,594	)		9,685
Ending balance	$	128,494		$	373,623

On July 1, 2008, we completed the acquisition of a flexible circuit company and recorded additional goodwill of $24.4 million. On December 19, 2008, we completed an asset purchase of a company in Japan and have initially recorded additional goodwill of $3.5 million. The purchase price allocation for these acquisitions is substantially complete.

On July 19, 2007, we completed the acquisition of a U.S.-based company in an all cash transaction approximating $42.5 million. We recorded goodwill of $23.9 million in connection with this acquisition.

On August 9, 2006, we completed the acquisition of Woodhead Industries, Inc. (Woodhead) in an all cash transaction valued at approximately $238.1 million, including the assumption of debt and net of cash acquired.

We recorded a $93.1 million goodwill impairment charge during the second quarter of fiscal 2009 based on lower projected future revenue and profit growth in the Transportation business unit of our Connector segment. We determined that there were indicators of impairment resulting from the sudden economic downturn and potential liquidity risk in the automotive industry. The economic downturn had a negative impact on the business unit’s operating results and the potential liquidity risk extended our estimate for the industry’s economic recovery. These factors resulted in lower growth and profit expectations for the business unit, which resulted in the goodwill impairment charge.

We recorded a $171.0 million goodwill impairment charge during the fourth quarter of fiscal 2009 based on lower projected future revenue and profit growth in the Automation & Electrical business unit of our Custom & Electrical segment. The economic downturn had a negative impact on the business unit’s operating results and it became evident during the fourth quarter that the business unit’s operating results were not recovering in line with the other operating segments due to our customers’ global excess capacity. These factors resulted in lower growth and profit expectations for the business unit, which resulted in the goodwill impairment charge.

9.   Other Intangible Assets

All of the Company’s intangible assets other than goodwill are included in Other Assets. Assets with indefinite lives represent acquired trade names. The value of these indefinite-lived intangible assets was $4.3 million and $20.6 million at June 30, 2009 and June 30, 2008, respectively. During fiscal 2009, we recorded an impairment charge of $16.3 million to our indefinite lived intangible assets on lower projected future revenue and profit growth in the Automation & Electrical business unit of our Custom & Electrical segment. Intangible property assets with finite lives primarily represent customer relationships and rights acquired under technology licenses and are amortized over the periods of benefit.

59

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

The components of finite-lived intangible assets were as follows (in thousands):

	June 30, 2009							June 30, 2008
	Gross					Net		Gross					Net
	Carrying		Accumulated			Carrying		Carrying		Accumulated			Carrying
	Amount		Amortization			Amount		Amount		Amortization			Amount
Customer-related	$	31,191	$	(4,567	)	$	26,624	$	24,546	$	(3,120	)	$	21,426
Technology-based		21,403		(9,404	)		11,999		19,192		(5,431	)		13,761
License fees		7,660		(4,467	)		3,193		9,561		(5,144	)		4,417
Total	$	60,254	$	(18,438	)	$	41,816	$	53,299	$	(13,695	)	$	39,604

We estimate that we have no significant residual value related to our intangible assets.

During fiscal year 2009 and 2008, we recorded additions to intangible assets of $9.2 million and $18.0 million, respectively. The components of intangible assets acquired during fiscal years 2009 and 2008 were as follows (in thousands):

	Year Ended June 30,
	2009				2008
			Weighted				Weighted
	Carrying		Average		Carrying		Average
	Amount		Life		Amount		Life
Customer-related	$	8,600		14 years	$	5,900		20 years
Technology-based		400		5 years		5,800		10 years
License fees		150		5 years		4,390		5 years
Trade names		—		Indefinite		1,900		Indefinite
Total	$	9,150			$	17,990

Acquired intangibles are generally amortized on a straight-line basis over weighted average lives. Intangible assets amortization expense was $6.3 million for fiscal year 2009, $5.5 million for fiscal year 2008, and $5.1 million for fiscal year 2007. The estimated future amortization expense related to intangible assets as of June 30, 2009 is as follows (in thousands):

	Amount
2010	$	5,892
2011		4,717
2012		4,690
2013		3,461
2014 and thereafter		23,056
Total	$	41,816

10.   Income Taxes

Income (loss) before income taxes and minority interest for the years ended June 30, is summarized as follows (in thousands):

	2009			2008		2007
United States	$	(215,328	)	$	133,969	$	86,229
International		(103,560	)		204,679		252,028
Income (loss) before income taxes	$	(318,888	)	$	338,648	$	338,257

60

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

The components of income tax expense (benefit) for the years ended June 30, were as follows (in thousands):

	2009			2008			2007
Current:
U.S. Federal	$	5,613		$	26,211		$	5,406
State		1,122			2,803			318
International		22,270			63,101			70,767
Total currently payable	$	29,005		$	92,115		$	76,491
Deferred:
U.S. Federal	$	(3,653	)	$	42,183		$	12,579
State		759			(89	)		370
International		(23,712	)		(10,998	)		8,049
Total deferred		(26,606	)		31,096			20,998
Total income tax expense	$	2,399		$	123,211		$	97,489

Our effective tax rate differs from the U.S. federal income tax rate for the years ended June 30, as follows:

	2009			2008			2007
U.S. Federal income tax rate		35.0	%		35.0	%		35.0	%
Permanent tax exemptions		0.8			(1.3	)		(1.6	)
Repatriation of foreign earnings		(1.4	)		(0.5	)		(4.5	)
Tax examinations and settlements		—			(0.2	)		(1.4	)
Provision for tax contingencies		(2.5	)		1.0			—
Valuation allowance		(8.3	)		(0.3	)		0.4
Goodwill impairment		(30.1	)		—			—
State income taxes, net of Federal tax benefit		(0.2	)		0.8			0.4
Foreign tax rates less than U.S. Federal rate (net)		4.3			(4.4	)		(0.8	)
Adjustments to foreign tax credits		—			5.1			—
Other		1.6			1.2			1.3
Effective tax rate		(0.8	)%		36.4	%		28.8	%

The effective tax rate for fiscal 2009 was negative due to (1) a second quarter charge of $93.1 million to impair goodwill for which no tax benefit is available, (2) a fourth quarter charge of $171 million to impair goodwill for which no tax benefit is available, (3) increases in tax reserves based on evaluation of certain tax positions taken, and (4) tax losses generated in non-US jurisdictions for which no tax benefit has been recognized. The effective tax rate in fiscal 2008 was higher than fiscal 2007 due to changes in foreign tax credit estimates and carryforwards.

At June 30, 2009, we had approximately $268.0 million of non-U.S. net operating loss carryforwards. Approximately half of the non-U.S. net operating losses can be carried forward indefinitely.

A valuation allowance is provided when it is more likely than not that some portion of the deferred tax asset will not be realized. As of June 30, 2009 and 2008, we have recorded valuation allowances of $77.3 million and $38.3 million, respectively, against the non-U.S. net operating loss carryforwards.

61

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

The components of net deferred tax assets and liabilities as of June 30 are as follows (in thousands):

	2009			2008
Deferred tax assets:
Pension and other postretirement liabilities	$	44,518		$	40,339
Stock option and other benefits		23,215			24,968
Capitalized research and development		12,730			16,602
Foreign Tax Credits		3,086			—
Net operating losses		93,672			38,931
Depreciation and amortization		2,887			2,812
Inventory		13,970			15,134
Allowance for doubtful accounts		7,346			8,683
Patents		6,070			5,873
Severance		6,793			3,983
Other, net		13,793			4,261
Total deferred tax assets before valuation allowance		228,080			161,586
Valuation allowance		(77,399	)		(38,289	)
Total deferred tax assets		150,681			123,297
Deferred tax liabilities:
Investments		(27,877	)		(25,465	)
Depreciation and amortization		(5,533	)		(11,867	)
Total deferred tax liabilities		(33,410	)		(37,332	)
Total net deferred tax assets	$	117,271		$	85,965

The net deferred tax amounts reported in the consolidated balance sheet as of June 30 are as follows (in thousands):

	2009		2008
Net deferred taxes:
Current asset	$	27,939	$	23,444
Non-current asset		89,332		62,521
Total	$	117,271	$	85,965

We have not provided for U.S. deferred income taxes or foreign withholding taxes on approximately $893 million of undistributed earnings of certain of our non-U.S. subsidiaries as of June 30, 2009. These earnings are intended to be permanently invested. It is not practicable to estimate the additional income taxes which would be paid if the permanently reinvested earnings were distributed.

We are subject to tax in U.S. federal, state and foreign tax jurisdictions. It is reasonably possible that the amount of unrecognized tax benefits that is, the aggregate tax effect of differences between tax return positions and the benefits recognized in our financial statements, will change over the next

62

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

twelve months; however, we do not expect significant changes during that time. The balance of unrecognized tax benefits follows (in thousands):

	2009
	June 30		July 1
Unrecognized tax benefits	$	23,509	$	14,559
Portion that, if recognized, would reduce tax expense and effective tax rate		23,509		14,559

A reconciliation of the beginning and ending amounts of unrecognized tax benefits follows (in thousands):

	2008
Balance as of July 1, 2008	$	14,559
Additions based on tax positions related to the current year		10,327
Additions for tax positions of prior years		4,783
Reductions for tax positions of prior years		(5,356	)
Reductions due to lapse of applicable statute of limitations		(804	)
Balance at June 30, 2009	$	23,509

We have substantially completed all U.S. federal income tax matters for tax years through 2005. The examination of federal income tax returns for 2000, 2002 and 2003 was completed during fiscal 2009. The tax years 2004 through 2008 remain open to examination by all other major taxing jurisdictions to which we are subject.

It is our practice to recognize interest or penalties related to income tax matters in tax expense. As of June 30, 2009, there were no material interest or penalty amounts to accrue.

11.   Profit Sharing, Pension and Post Retirement Medical Benefit Plans

Profit Sharing Plans

We provide discretionary savings and other defined contribution plans covering substantially all of our U.S. employees and certain employees in international subsidiaries. Employer contributions to these plans of $2.3 million, $17.2 million and $15.4 million were charged to operations during fiscal 2009, 2008 and 2007, respectively.

Pension Plans

We sponsor and/or contribute to pension plans, including defined benefit plans, covering substantially all U.S. plant hourly employees and certain employees in non-U.S. subsidiaries. The benefits are primarily based on years of service and the employees’ compensation for certain periods during their last years of employment. Our pension obligations are measured as of June 30 for all plans. Non-U.S. plans are primarily in France, Germany, Ireland, Japan, Korea and Taiwan.

Post Retirement Medical Benefit Plans

We have retiree health care plans that cover the majority of our U.S. employees. Employees hired before January 1, 1994 may become eligible for these benefits if they reach age 55, with age plus years of service equal to 70. Employees hired after January 1, 1994 may become eligible for these benefits if they reach age 60, with age plus years of service equal to 80. The cost of retiree health care is accrued over the period in which the employees become eligible for such benefits. We continue to fund benefit costs primarily as claims are paid. We discontinued the plans in January 2009

63

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

for all employees who were not within 10 years of qualifying. There are no significant postretirement health care benefit plans outside of the U.S.

Benefit Obligation and Plan Assets

The accumulated benefit obligations as of June 30, were as follows (in thousands):

	U.S. Pension				Non-U.S. Pension				Postretirement
	Benefits				Benefits				Medical Benefits
	2009		2008		2009		2008		2009		2008
Accumulated benefit obligation	$	49,758	$	47,609	$	101,084	$	99,677	$	36,781	$	46,779

The changes in the benefit obligations and plan assets for the plans described above were as follows (in thousands):

	U.S. Pension						Non-U.S. Pension						Postretirement
	Benefits						Benefits						Medical Benefits
	2009			2008			2009			2008			2009			2008
Change in projected benefit obligation:
Beginning benefit obligation	$	52,980		$	60,401		$	115,436		$	107,097		$	46,779		$	50,756
Service cost		2,404			3,380			5,872			5,783			1,741			2,923
Interest cost		3,612			3,683			4,319			4,222			2,883			3,106
Plan participants’ contributions		—			—			207			293			831			584
Actuarial loss/(gain)		(2,506	)		(9,804	)		8,834			(7,120	)		(2,970	)		(8,564	)
Plan amendment		—			—			—			—			(11,958	)		—
Special termination benefits		—			—			—			—			321			—
Divestitures		—			—			—			—						—
Retained Earnings Adjustment		—			—			—			—						—
Actual expenses		—			—			(86	)		—						—
Effect of curtailment/settlement		(1,940	)		(2,336	)		(13,219	)		(3,211	)					—
Business combination		—			—			—			—						—
Impact of Measurement Date Change		1,504			—			—			—			1,407			—
Benefits paid to plan participants		(1,554	)		(2,344	)		(2,653	)		(6,182	)		(2,253	)		(2,026	)
Changes in foreign currency		—			—			(1,929	)		14,554			—			—
Ending projected benefit obligation	$	54,500		$	52,980		$	116,781		$	115,436		$	36,781		$	46,779

64

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

	U.S. Pension						Non-U.S. Pension						Postretirement
	Benefits						Benefits						Medical Benefits
	2009			2008			2009			2008			2009			2008
Change in plan assets:
Beginning fair value of plan assets	$	58,840		$	57,311		$	66,463		$	61,019		$	—		$	—
Actual return on plan assets		(11,707	)		623			(14,069	)		(9,505	)		—			—
Employer contributions		4,472			3,250			14,388			12,340			1,422			1,573
Settlements		(1,486	)		—			(12,776	)		—			—			—
Contributions to fund termination benefits		—			—			—			—			—			—
Divestitures		—			—			—			—			—			—
Actual expenses		—			—			(86	)		—			—			—
Plan participants’ contributions		—			—			207			293			831			584
Business combination		—			—			—			—			—			—
Benefits paid to plan participants		(1,554	)		(2,344	)		(2,653	)		(6,182	)		(2,253	)		(2,157	)
Changes in foreign currency		—			—			(4,897	)		8,498			—			—
Ending fair value of plan assets	$	48,565		$	58,840		$	46,577		$	66,463		$	—		$	—

The funded status, the amount by which plan assets exceed (or are less than) the projected benefit obligation, was as follows (in thousands):

	U.S. Pension					Non-U.S. Pension						Postretirement
	Benefits					Benefits						Medical Benefits
	2009			2008		2009			2008			2009			2008
Funded Status	$	(5,935	)	$	5,860	$	(70,204	)	$	(48,973	)	$	(36,781	)	$	(46,779	)

The amounts recognized in the consolidated balance sheets were as follows (in thousands):

	U.S. Pension						Non-U.S. Pension						Postretirement
	Benefits						Benefits						Medical Benefits
	2009			2008			2009			2008			2009			2008
Prepaid expenses	$	—		$	7,275		$	—		$	8,406		$	—		$	—
Accrued pension and other post retirement benefits		(5,935	)		(1,415	)		(70,204	)		(57,379	)		(36,781	)		(46,779	)
Accumulated other comprehensive income		12,894			(1,426	)		41,932			20,160			(2,672	)		7,695
Net amount recognized	$	6,959		$	4,434		$	(28,272	)	$	(28,813	)	$	(39,453	)	$	(39,084	)

The amounts comprising accumulated other comprehensive income before taxes were as follows (in thousands):

	U.S. Pension					Non-U.S. Pension				Postretirement
	Benefits					Benefits				Medical Benefits
	2009		2008			2009		2008		2009			2008
Net transition liability	$	—	$	—		$	167	$	224	$	—		$	—
Net actuarial (gain) loss		12,880		(1,447	)		39,215		16,967		9,804			13,750
Net prior service costs		14		21			2,550		2,969		(12,476	)		(6,055	)
Defined benefit plans, net	$	12,894	$	(1,426	)	$	41,932	$	20,160	$	(2,672	)	$	7,695

65

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

The net loss recognized in other comprehensive income was $38.2 million in fiscal 2009.

Assumptions

Weighted average actuarial assumptions used to determine benefit obligations for the plans were as follows:

							Non-U.S.
	U.S. Pension						Pension						Postretirement
	Benefits						Benefits						Medical Benefits
	2009			2008			2009			2008			2009			2008
Discount rate		7.0	%		6.9	%		3.8	%		4.0	%		6.9	%		6.9	%
Rate of compensation increase		3.5	%		3.7	%		3.4	%		3.4	%		—			—
Health care cost trend		—			—			—			—			9.0	%		10.0	%
Ultimate health care cost trend		—			—			—			—			5.0	%		5.0	%
Years of ultimate rate		—			—			—			—			2017			2013

For the postretirement medical benefit plan, a one-percentage point change in the assumed health care cost trend rates would have the following effect (in thousands):

	2009			2008			2007
Effect on total service and interest cost:
Increase 100 basis points	$	708		$	1,219		$	1,287
Decrease 100 basis points		(588	)		(968	)		(1,014	)
Effect on benefit obligation:
Increase 100 basis points	$	4,882		$	7,987		$	9,057
Decrease 100 basis points		(4,095	)		(6,452	)		(7,270	)

Weighted-average actuarial assumptions used to determine costs for the plans were as follows:

	U.S. Pension						Non-U.S. Pension						Postretirement
	Benefits						Benefits						Medical Benefits
	2009			2008			2009			2008			2009			2008
Discount rate		6.9	%		6.2	%		4.0	%		3.8	%		6.9	%		6.2	%
Expected return on plan assets		8.3	%		8.2	%		5.8	%		6.5	%		—			—
Rate of compensation increase		3.7	%		3.7	%		3.4	%		3.5	%		—			—
Health care cost trend		—			—			—			—			9.0	%		10.0	%
Ultimate health care cost trend		—			—			—			—			5.0	%		5.0	%
Years of ultimate rate		—			—			—			—			2017			2012

The discount rate is determined based on high-quality fixed income investments that match the duration of expected benefit payments. The discount rate used to determine the present value of our future U.S. pension obligations is based on a yield curve constructed from a portfolio of high quality corporate debt securities with various maturities. Each year’s expected future benefit payments are discounted to their present value at the appropriate yield curve rate, thereby generating the overall discount rate for U.S. pension obligations. The discount rates for our foreign pension plans are selected by using a yield curve approach or by reference to high quality corporate bond rates in those countries that have developed corporate bond markets. In those countries where developed corporate bond markets do not exist, the discount rates are selected by reference to local government bond rates with a premium added to reflect the additional risk for corporate bonds. The expected return on plan assets noted above represents a forward projection of the average rate of earnings expected on

66

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

the pension assets. We estimated this rate based on historical returns of similarly diversified portfolios. The rate of compensation increase represents the long-term assumption for expected increases to salaries for pay-related plans.

Net Periodic Benefit Cost

The components of net periodic benefit cost for our plans consist of the following for the years ended June 30 (in thousands):

																			Postretirement
	U.S. Pension Benefits									Non-U.S. Pension Benefits									Medical Benefits
	2009			2008			2007			2009			2008			2007			2009			2008			2007
Service cost	$	2,404		$	3,380		$	2,687		$	5,872		$	5,783		$	5,531		$	1,741		$	2,923		$	2,329
Interest cost		3,612			3,683			2,962			4,319			4,222			3,700			2,883			3,106			2,629
Expected return on plan assets		(4,789	)		(4,652	)		(3,939	)		(3,345	)		(4,306	)		(2,901	)		—			—			—
Amortization of prior service cost		4			4			4			257			232			218			(1,354	)		(667	)		(676	)
Amortization of unrecognized transition obligation		—			—			—			40			43			40			—			—			—
Recognized actuarial losses		—			—			—			647			362			176			818			1,257			1,102
Curtailment / settlement loss (gain)		158			(2,356	)		(12	)		3,606			(3,209	)		—			(3,702	)		132			278
Net periodic benefit cost	$	1,389		$	59		$	1,702		$	11,396		$	3,127		$	6,764		$	386		$	6,751		$	5,662

The amount of accumulated other comprehensive income that was reclassified as a component of net period benefit cost in fiscal 2009 was $0.4 million. The amount in accumulated other comprehensive income that is expected to be recognized as a component of net periodic benefit cost in fiscal 2010 is $1.5 million.

Plan Assets

Our overall investment strategy for the assets in the pension funds is to achieve a balance between the goals of growing plan assets and keeping risks at a reasonable level over a long-term investment horizon. In order to reduce unnecessary risk, the pension funds are diversified across several asset classes with a focus on total return. The weighted-average asset allocations for our pension plans at June 30 are as follows:

	2009						2008
				Non-U.S.						Non-U.S.
	U.S. Plan			Plan			U.S. Plan			Plan
	Assets			Assets			Assets			Assets
Asset category:
Equity		65	%		58	%		65	%		64	%
Bonds		35	%		29	%		35	%		19	%
Other		—			13	%		—			17	%

67

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

Funding Expectations

Expected funding for the U.S. pension plan and other postretirement benefit plans for fiscal 2010 is approximately $3.0 million and $1.5 million, respectively. Expected funding for the non-U.S. plans during fiscal 2010 is approximately $12.3 million.

Estimated Future Benefit Payments

The total benefits to be paid from the U.S. and non-U.S. pension plans and other postretirement benefit plans are not expected to exceed $13.0 million in any year through 2019.

Curtailments

In fiscal 2009, we recognized a $1.6 million reduction in cost of sales and a $2.1 million reduction in selling, general and administrative expense due mainly to a curtailment adjustment in our postretirement benefit plan as a result of reducing the number of employees eligible for retiree medical coverage. Separately, we also recognized in fiscal 2009 $3.8 million in restructuring costs resulting from curtailment and settlement adjustments for the early termination of participants in connection with the ongoing restructuring plan.

In fiscal 2008, we recognized a $2.3 million reduction in selling, general and administrative expense due to a curtailment adjustment. The curtailment adjustment resulted from the freezing of benefits in a defined benefit plan after the participants transferred to another plan without credit for prior service. Separately, we also recognized in fiscal 2008 a $3.1 million reduction in restructuring costs resulting from a curtailment adjustment for the early termination of participants in connection with the ongoing restructuring plan.

12.   Debt

We had available lines of credit totaling $282.5 million at June 30, 2009 expiring between 2009 and 2013. On June 25, 2009, we entered into a $195.0 million committed, unsecured, three-year revolving credit facility that matures in June 2012. Borrowings under our credit facility bear interest at a fluctuating interest rate (based on London InterBank Offered Rate) plus an applicable percentage based on our consolidated leverage. The applicable percentage was 250 basis points as of June 30, 2009. The credit facility includes an accordion feature allowing us to increase the balance of the credit line by an amount not to exceed $75.0 million upon satisfaction of certain conditions. The instrument governing our credit facility contains customary covenants regarding liens, debt, substantial asset sales and mergers, dividends and investments. Our credit facility also requires us to maintain financial covenants pertaining to, among other things, our consolidated leverage, fixed charge coverage and liquidity. As of June 30, 2009, we were in compliance with all of these covenants.

The current portion of our long-term debt as of June 30, 2009 consists principally of three unsecured term loans approximating 20 billion Japanese yen ($208.0 million) due in September 2009, with weighted-average fixed interest rates approximating 1.3%. We plan to refinance the term upon their expiration in September 2009. Our long-term debt approximates $30.3 million, including an outstanding balance of $25.0 million on the credit facility at June 30, 2009. Our remaining long-term debt generally consists of mortgages and industrial development bonds with interest rates ranging from 5.9% to 7.8% and maturing through 2013. Certain assets, including land, buildings and equipment, secure our long-term debt. Principal payments on long-term debt obligations, including interest, are due as follows: fiscal 2010, $208.9 million; fiscal 2011, $4.0 million; fiscal 2012, $25.6 million; fiscal 2013, $0.6 million; and thereafter less than $0.1 million.

68

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

13.   Operating Leases

We rent certain facilities and equipment under operating lease arrangements. Some of the leases have renewal options. Future minimum lease payments are presented below (in thousands):

Year ending June 30:
2010	$	12,367
2011		6,531
2012		4,714
2013		3,049
2014		1,896
2015 and thereafter		5,091
Total lease payments	$	33,648

Rental expense was $10.6 million, $10.9 million and $10.4 million in fiscal 2009, 2008 and 2007, respectively.

14.   Fair Value Measurements

Effective July 1, 2008, we adopted Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157) for financial assets and liabilities recognized or disclosed on a recurring basis. The purpose of SFAS 157 is to define fair value, establish a framework for measuring fair value, and enhance disclosures about fair value measurements. The adoption of this statement had no effect on our consolidated financial statements and resulted only in increased disclosures.

In accordance with SFAS 157, fair value measurements are classified under the following hierarchy:

•  Level 1: Observable inputs such as quoted prices for identical assets or liabilities in active markets.

•  Level 2: Observable inputs other than quoted prices substantiated by market data and observable, either directly or indirectly for the asset or liability. This includes quoted prices for similar assets or liabilities in active markets.

•  Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities.

The following table summarizes our financial assets and liabilities which are measured at fair value on a recurring basis and subject to the disclosure requirements of SFAS 157 as of June 30, 2009 (in thousands):

			Quoted Prices
			in Active		Significant
	Total		Markets for		Other		Significant
	Measured		Identical		Observable		Unobservable
	at Fair		Assets		Inputs		Inputs
	Value		(Level 1)		(Level 2)		(Level 3)
Available for sale and trading securities	$	52,401	$	52,401	$	—	$	—
Derivative financial instruments, net		2,601		—		2,601		—
Total	$	55,002	$	52,401	$	2,601	$	—

We determine the fair value of our available for sale securities based on quoted market prices (Level 1). We generally use derivatives for hedging purposes pursuant to SFAS No. 133 and

69

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

SFAS No. 149, which are valued based on Level 2 inputs in the SFAS 157 fair value hierarchy. The fair value of our financial instruments is determined by a mark to market valuation based on forward curves using observable market prices.

15.   Capital Stock

The shares of Common Stock, Class A Common Stock and Class B Common Stock are identical except as to voting rights. Class A Common Stock has no voting rights except in limited circumstances. So long as more than 50% of the authorized number of shares of Class B Common Stock continues to be outstanding, all matters submitted to a vote of the stockholders, other than the election of directors, must be approved by a majority of the Class B Common Stock, voting as a class, and by a majority of the Common Stock, voting as a class. During such period, holders of a majority of the Class B Common Stock could veto corporate action, other than the election of directors, which requires stockholder approval. There are 25 million shares of preferred stock authorized, none of which were issued or outstanding during the three years ended June 30, 2009.

The Class B Common Stock can be converted into Common Stock on a share-for-share basis at any time at the option of the holder. The authorized Class A Common Stock would automatically convert into Common Stock on a share-for-share basis at the discretion of the Board of Directors upon the occurrence of certain events. Upon such conversion, the voting interests of the holders of Common Stock and Class B Common Stock would be diluted. Our Class B Common Stock outstanding has remained at 94,255 shares during the three years ended June 30, 2009.

The holders of the Common Stock, Class A Common Stock and Class B Common Stock participate equally, share-for-share, in any dividends that may be paid thereon if, as and when declared by the Board of Directors or in any assets available upon our liquidation or dissolution.

Changes in common stock for the years ended June 30 are as follows (in thousands):

					Class A
	Common Stock				Common Stock				Treasury Stock
	Shares		Amount		Shares		Amount		Shares		Amount
Outstanding at June 30, 2006		111,297	$	5,565		106,598	$	5,330		34,384	$	743,219
Exercise of stock options		426		21		1,890		95		705		21,801
Purchase of treasury stock		—		—		—		—		1,248		34,889
Issuance of stock awards		—		—		25		1		—		—
Other		7		1		49		2		—		(15	)
Outstanding at June 30, 2007		111,730	$	5,587		108,562	$	5,428		36,337	$	799,894
Exercise of stock options		457		23		1,210		60		376		9,543
Purchase of treasury stock		—		—		—		—		7,979		199,584
Issuance of stock awards		—		—		10		1		—		—
Other		8		—		59		3		—		—
Outstanding at June 30, 2008		112,195	$	5,610		109,841	$	5,492		44,692	$	1,009,021
Exercise of stock options		—		—		539		27		234		3,959
Purchase of treasury stock		—		—		—		—		4,507		76,342
Issuance of stock awards		—		—		7		—		—		—
Other		9		—		81		4		—		—
Outstanding at June 30, 2009		112,204	$	5,610		110,468	$	5,523		49,433	$	1,089,322

70

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

16.   Accumulated Other Comprehensive Income

The components of accumulated other comprehensive income are as follows (in thousands):

	2009			2008
Foreign currency translation adjustments	$	222,183		$	335,793
Non-current deferred tax asset		12,734			8,637
Accumulated transition obligation		(167	)		(224	)
Accumulated prior service credit		9,912			3,064
Accumulated actuarial net loss		(61,899	)		(29,269	)
Unrealized gains on investments		535			2,614
Total	$	183,298		$	320,615

17.   Stock Incentive Plans

Share-based compensation is comprised of expense related to stock options and stock awards. Share-based compensation cost was $26.5 million, $24.2 million and $27.5 million for fiscal 2009, 2008 and 2007, respectively. The income tax benefits related to share-based compensation were $9.7 million, $8.5 million and $9.6 million for fiscal 2009, 2008 and 2007, respectively.

Stock Options

For fiscal 2009, stock options that we grant to employees who are not executive officers (“non-officer employees”) are options to purchase Class A Common Stock at an exercise price that is 100% of the fair market value of the stock on the grant date. These grants generally vest 25% per year beginning the first anniversary date of the grant with a term of 10 years. Stock options to U.S.-based non-officer employees are automatically exercised on the vesting date.

Prior to fiscal 2009, stock options granted to non-officer employees were options to purchase Class A Common Stock at an exercise price that is generally 50% of the fair market value of the stock on the grant date. These grants generally vest 25% per year beginning the first anniversary date of the grant with a term of five years. Discounted stock options to U.S.-based non-officer employees are automatically exercised on the vesting date.

The stock options that are approved for grant to executive officers and directors are generally options to purchase Class A Common Stock at an exercise price that is 100% of the fair market value of the stock on the grant date. These grants generally vest 25% per year beginning the first anniversary date of the award with a term of 10 years. The total number of shares authorized for stock option grants to employees, executive officers and directors is 30.0 million.

71

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

Stock option transactions are summarized as follows (exercise price represents a weighted-average, shares in thousands):

				Exercise
	Shares			Price
Outstanding at June 30, 2006		10,420		$	20.02
Granted		2,264			20.65
Exercised		(2,122	)		17.46
Forfeited or expired		(343	)		21.93
Outstanding at June 30, 2007		10,219		$	20.98
Granted		1,728			17.63
Exercised		(1,433	)		15.91
Forfeited or expired		(1,111	)		27.81
Outstanding at June 30, 2008		9,403		$	20.38
Granted		2,573			17.95
Exercised		(343	)		12.27
Forfeited or expired		(815	)		23.32
Outstanding at June 30, 2009		10,818		$	19.83
Exercisable at June 30, 2009		4,436		$	23.32

At June 30, 2009, exercisable options had an aggregate intrinsic value of $1.0 million with a weighted-average remaining contractual life of 1.6 years. In addition, there were 6.1 million options expected to vest, after consideration of expected forfeitures, with an aggregate intrinsic value of $4.9 million. Total options outstanding had an aggregate intrinsic value of $6.2 million with a weighted-average remaining contractual life of 3.5 years. The total intrinsic value of options exercised during fiscal 2009, 2008 and 2007 was $1.7 million, $14.5 million and $10.6 million, respectively.

We use the Black-Scholes option-pricing model to estimate the fair value of each option grant as of the date of grant. Expected volatilities are based on historical volatility of our common stock. We estimate the expected life of the option using historical data pertaining to option exercises and employee terminations. Separate groups of employees that have similar historical exercise behavior are considered separately for estimating the expected life. The risk-free interest rate is based on U.S. Treasury yields in effect at the time of grant. The estimated weighted-average fair values of and related assumptions for options granted were as follows:

	2009			2008			2007
Weighted-average fair value of options granted:
At market value of underlying stock	$	3.91		$	6.22		$	9.82
At less than market value of underlying stock	$	10.73		$	11.36		$	14.68
Assumptions:
Dividend yield		3.61	%		1.95	%		1.06	%
Expected volatility		32.33	%		27.44	%		28.44	%
Risk-free interest rate		2.53	%		3.55	%		4.79	%
Expected life of option (years)		5.37			4.14			3.94

As of June 30, 2009, there were options outstanding to purchase 0.1 million shares of Common Stock and 10.7 million shares of Class A Common Stock.

72

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

Stock Awards

Stock awards are generally comprised of stock units that are convertible into shares of Class A Common Stock. Generally, these grants vest 25% per year over four years beginning the first anniversary date of the award. Stock awards transactions are summarized as follows (shares in thousands):

				Fair Market
	Shares			Value
Nonvested shares at June 30, 2006		500		$	24.33
Granted		271			29.51
Vested		(168	)		23.57
Forfeited		(62	)		25.05
Nonvested shares at June 30, 2007		541		$	27.08
Granted		295			22.82
Vested		(233	)		26.47
Forfeited		(32	)		26.80
Nonvested shares at June 30, 2008		571		$	25.14
Granted		944			19.48
Vested		(196	)		25.26
Forfeited		(23	)		23.38
Nonvested shares at June 30, 2009		1,296		$	21.03

As of June 30, 2009, there was $18.6 million of total unrecognized compensation cost related to the above nonvested stock awards. We expect to recognize the cost of these stock awards over a weighted-average period of 2.5 years. The total fair value of shares vested during fiscal 2009, 2008 and 2007 was $5.0 million, $6.2 million and $4.7 million, respectively.

Directors’ Deferred Compensation Plan

Our non-employee directors are eligible to participate in a deferred compensation plan under which they may elect on a yearly basis to defer all or a portion of the following year’s compensation. A participant may elect to have the deferred amount (a) accrue interest during each calendar quarter at a rate equal to the average six month Treasury Bill rate in effect at the beginning of each calendar quarter, or (b) credited as stock “units” whereby each unit is equal to one share of Common Stock. The cumulative amount that is deferred for each participating director is subject to the claims of our general creditors.

If a non-employee director elects to have his or her compensation deferred as stock units, the compensation earned for a given quarter is converted to stock units at the closing price of common stock on the date the compensation would otherwise be paid. Stock units are distributed in shares of common stock.

18.   Segment and Related Information

During fiscal 2009, we reorganized our operations, which changed the configuration of our reportable segments into the Connector and Custom & Electrical segments. Our former Transportation segment was operationally merged into the Connector segment under the direction of one global

73

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

Executive Vice President. Our reportable segments are an aggregation of three operating segments. Prior year segment disclosures have been restated to reflect this organizational change.

•  The Connector segment designs and manufactures products for high-speed, high-density, high signal-integrity applications as well as fine-pitch, low-profile connectors for the consumer and commercial markets. It also designs and manufactures products that withstand environments such as heat, cold, dust, dirt, liquid and vibration for automotive and other transportation applications.

•  The Custom & Electrical segment designs and manufactures integrated and customizable electronic components across all industries that provide original, differentiated solutions to customer requirements. It also leverages expertise in the use of signal, power and interface technology in industrial automation and other harsh environment applications.

Information by segment for the years ended June 30 is summarized as follows (in thousands):

				Custom &			Corporate
	Connector			Electrical			& Other			Total
2009:
Revenues from external customers	$	1,789,139		$	790,601		$	2,101		$	2,581,841
Income (loss) from operations(1)		(125,604	)		(152,443	)		(68,149	)		(346,196	)
Depreciation & amortization		201,303			33,283			17,316			251,902
Capital expenditures		144,176			18,613			15,153			177,942
2008:
Revenues from external customers	$	2,377,584		$	941,365		$	9,398		$	3,328,347
Income (loss) from operations		317,596			94,076			(93,722	)		317,950
Depreciation & amortization		201,677			35,495			15,172			252,344
Capital expenditures		180,889			22,705			31,032			234,626
2007:
Revenues from external customers	$	2,357,688		$	892,756		$	15,430		$	3,265,874
Income (loss) from operations		361,834			52,898			(93,182	)		321,550
Depreciation & amortization		178,613			41,197			18,102			237,912
Capital expenditures		242,476			34,100			20,285			296,861

(1) Fiscal 2009 operating results include the following charges (in thousands):

			Custom &		Corporate
	Connector		Electrical		& Other		Total
Restructuring costs and asset impairments	$	93,876	$	23,012	$	18,343	$	135,231
Goodwill impairments		93,140		171,000		—		264,140
Intangible asset impairments		—		16,300		—		16,300

Corporate & Other includes expenses primarily related to corporate operations that are not allocated to segments such as executive management, human resources, legal, finance and information technology. We also include in Corporate & Other the assets of certain plants that are not specific to a particular division.

74

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

Customer revenue and net property, plant and equipment by significant foreign country are summarized as follows (in thousands):

	2009		2008		2007
Customer revenue:
United States	$	535,079	$	888,941	$	896,625
Japan		444,043		517,087		484,613
China		613,743		735,657		717,735
Net property, plant and equipment:
United States	$	274,840	$	296,843	$	313,109
Japan		272,753		299,447		280,246
China		233,487		231,764		188,670

Segment assets, which are comprised of accounts receivable, inventory and fixed assets, are summarized as follows for the years ended June 30 (in thousands):

			Custom &		Corporate
	Connector		Electrical		& Other		Total
2009	$	1,388,110	$	390,906	$	184,645	$	1,963,661
2008		1,706,575		500,197		164,745		2,371,517

The reconciliation of segment assets to consolidated total assets is as follows (in thousands):

	June 30,		June 30,
	2009		2008
Segment assets	$	1,963,661	$	2,371,517
Other current assets		564,329		583,838
Other non current assets		414,167		644,182
Consolidated total assets	$	2,942,157	$	3,599,537

19.   Quarterly Financial Information (Unaudited)

The following is a condensed summary of our unaudited quarterly results of operations and quarterly earnings per share data for fiscal 2009 (in thousands, except per share data):

	First		Second			Third			Fourth
	Quarter		Quarter			Quarter			Quarter
Net revenue	$	838,985	$	666,728		$	505,539		$	570,589
Gross profit		249,472		176,072			93,396			137,237
Net income (loss)		44,297		(87,244	)		(58,600	)		(219,740	)
Basic earnings (loss) per share		0.25		(0.50	)		(0.34	)		(1.27	)
Diluted earnings (loss) per share		0.25		(0.50	)		(0.34	)		(1.27	)

75

Molex Incorporated

Notes to Consolidated Financial Statements — (Continued)

The following is a condensed summary of our unaudited quarterly results of operations and quarterly earnings per share data for fiscal 2008 (in thousands, except per share data):

	First		Second		Third		Fourth
	Quarter		Quarter		Quarter		Quarter
Net revenue	$	792,610	$	841,560	$	822,285	$	871,892
Gross profit		236,150		253,115		254,461		270,509
Net income		53,304		59,216		50,306		52,611
Basic earnings per share		0.29		0.33		0.28		0.30
Diluted earnings per share		0.29		0.33		0.28		0.29

During fiscal 2009, 2008 and 2007, we recognized restructuring expenses related to our restructuring plan, goodwill impairment charges and asset impairment charges (see Notes 5, 8 and 9) and during fiscal 2008 we recognized adjustments to foreign tax credits (see Note 10). The table below summarizes the impact on net income of these items on each of the quarters during fiscal 2009, 2008 and 2007 (in thousands):

	Restructuring
	Costs and
	Asset		Goodwill		Foreign
	Impairments		Impairment		Tax Credits
Fiscal 2009:
First quarter	$	15,666	$	—	$	—
Second quarter		29,899		93,140		—
Third quarter		34,009		—		—
Fourth quarter		32,224		171,000		—
Fiscal 2008:
First quarter	$	1,476	$	—	$	—
Second quarter		4,716		—		—
Third quarter		4,902		—		6,344
Fourth quarter		9,894		—		10,871

76

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholders of Molex Incorporated

We have audited the accompanying consolidated balance sheets of Molex Incorporated as of June 30, 2009 and 2008, and the related consolidated statements of operations, stockholders’ equity, and cash flows for each of the three years in the period ended June 30, 2009. Our audits also included the financial statement schedule listed in the Index of Part IV, Item 15. These financial statements and schedule are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and schedule based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Molex Incorporated at June 30, 2009 and 2008, and the consolidated results of its operations and its cash flows for each of the three years in the period ended June 30, 2009, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the effectiveness of Molex Incorporated’s internal control over financial reporting as of June 30, 2009, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated August 4, 2009 expressed an unqualified opinion thereon.

/s/ ERNST & YOUNG LLP

Chicago, Illinois

August 4, 2009

77

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholders of Molex Incorporated

We have audited Molex Incorporated’s internal control over financial reporting as of June 30, 2009, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria). Molex Incorporated’s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the company’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, Molex Incorporated maintained, in all material respects, effective internal control over financial reporting as of June 30, 2009, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of Molex Incorporated as of June 30, 2009 and 2008, and the related consolidated statements of operations, stockholders’ equity, and cash flows for each of the three years in the period ended June 30, 2009 of Molex Incorporated and our report dated August 4, 2009 expressed an unqualified opinion thereon.

/s/  ERNST & YOUNG LLP

Chicago, Illinois

August 4, 2009

78

Item 9.   Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None

Item 9A.   Controls and Procedures

Attached as exhibits to this Form 10-K are certifications of our Chief Executive Officer (CEO) and Chief Financial Officer (CFO), which are required in accordance with Rule 13a-14 under the Securities Exchange Act of 1934, as amended (the Exchange Act). This “Controls and Procedures” section includes information concerning the controls and controls evaluation referred to in the certifications. Immediately preceding Part II, Item 9 of this Form 10-K is the report of Ernst & Young LLP, our independent registered public accounting firm, regarding its audit of our internal control over financial reporting and of management’s assessment of internal control over financial reporting set forth below in this section. This section should be read in conjunction with the certifications and the Ernst & Young report for a more complete understanding of the topics presented.

Evaluation of Disclosure Controls and Procedures

Management conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (Disclosure Controls) as of the end of the period covered by this Form 10-K. The controls evaluation was conducted under the supervision and with the participation of management, including our CEO and CFO. Disclosure Controls are controls and procedures designed to reasonably assure that information required to be disclosed in our reports filed under the Exchange Act, such as this Form 10-K, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure Controls are also designed to reasonably assure that such information is accumulated and communicated to management, including the CEO and CFO, as appropriate to allow timely decisions regarding required disclosure. Our quarterly evaluation of Disclosure Controls includes an evaluation of some components of our internal control over financial reporting, and internal control over financial reporting is also separately evaluated on an annual basis for purposes of providing the management report, which is set forth below.

The evaluation of our Disclosure Controls included a review of the controls’ objectives and design, our implementation of the controls and the effect of the controls on the information generated for use in this Form 10-K. In the course of the controls evaluation, management reviews identified data errors, control problems or acts of fraud, if any, and seeks to confirm that appropriate corrective actions, including process improvements, were being undertaken. This type of evaluation is performed on a quarterly basis so that the conclusions of management, including the CEO and CFO, concerning the effectiveness of the Disclosure Controls can be reported in our periodic reports on Form 10-Q and Form 10-K. Many of the components of our Disclosure Controls are also evaluated on an ongoing basis by our Internal Audit department and by other personnel in the Finance organization. The overall goals of these various evaluation activities are to monitor our Disclosure Controls, and to modify them as necessary. Our intent is to maintain the Disclosure Controls as dynamic systems that change as conditions warrant.

Based upon the controls evaluation, our CEO and CFO have concluded that, as of the end of the period covered by this report, our Disclosure Controls were effective to provide reasonable assurance that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified by the SEC, and that material information relating to us and our consolidated subsidiaries is made known to management, including the CEO and CFO, during the period when our periodic reports are being prepared.

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining an adequate system of internal control over financial reporting as required by the Sarbanes-Oxley Act of 2002 and as defined in

79

Exchange Act Rule 13a-15(f). A control system can provide only reasonable, not absolute, assurance that the objectives of the control system are met.

Our management assessed the effectiveness of our internal control over financial reporting as of June 30, 2009. Under management’s supervision, an evaluation of the design and effectiveness of our internal control over financial reporting was conducted based on the framework in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this evaluation, management concluded that our internal control over financial reporting was effective as of June 30, 2009.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting that occurred during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Inherent Limitations on Effectiveness of Controls

Our management, including the CEO and CFO, do not expect that our disclosure controls or our internal control over financial reporting will prevent or detect all error and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. The design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Further, because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation of controls effectiveness to future periods are subject to risks. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.

Item 9B.   Other Information

None.

PART III

Item 10.   Directors, Executive Officers and Corporate Governance

Code of Business Conduct and Ethics

We have adopted a Code of Business Conduct and Ethics applicable to all employees, officers and directors. The Code of Business Conduct incorporates our policies and guidelines designed to deter wrongdoing and to promote honest and ethical conduct and compliance with applicable laws and regulations. We have also adopted a Code of Ethics for Senior Financial Management applicable to our chief executive officer, chief financial officer, chief accounting officer and other senior financial managers. The Code of Ethics sets out our expectations that financial management produce full, fair, accurate, timely and understandable disclosure in our filings with the SEC and other public communications. Molex intends to post any amendments to or waivers from the Codes on its web site.

The full text of these Codes is published on the investor relations page of our web site at www.molex.com.

80

The information under the captions “Item 1 — Election of Directors,” “Board Independence” “Board and Committee Information,” “Corporate Governance Principles,” and “Section 16(a) Beneficial Ownership Reporting Compliance” in our 2009 Proxy Statement for the Annual Meeting of Stockholders to be held on October 30, 2009 (“2009 Proxy Statement”) is incorporated herein by reference. The information called for by Item 401 of Regulation S-K relating to the Executive Officers is furnished in Part I, Item 1 of this Form 10-K and is also incorporated herein by reference in this section.

Item 11.   Executive Compensation

The information under the captions “Compensation Discussion and Analysis,” “Report of the Compensation Committee” and “Executive Compensation” in our 2009 Proxy Statement is incorporated herein by reference.

Item 12.   Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information under the captions “Security Ownership of Directors and Executive Officers” and “Security Ownership of More than 5% Shareholders” in our 2009 Proxy Statement is incorporated herein by reference.

We currently maintain equity compensation plans that provide for the issuance of Molex stock to directors, executive officers and other employees. The following table sets forth information regarding outstanding options and shares available for future issuance under these plans as of June 30, 2009.

(c)

Number of securities

remaining available

(a)

(b)

for future issuance

Number of shares

Weighted-average

under equity

to be issued upon

exercise price

compensation plans

exercise of outstanding

of outstanding

(excluding shares

options

options

reflected in column (a))

Common

Class A

Common

Class A

Common

Class A

Plan Category

Stock

Stock

Stock

Stock

Stock

Stock

Equity compensation plans approved by stockholders

106,250

12,007,451

$

27.55

$

17.62

—

10,098,583

Equity compensation plans not approved by stockholders

—

—

—

—

—

—

Item 13.   Certain Relationships and Related Transactions, and Director Independence

The information under the captions “Corporate Governance — Board Independence,” and “Transactions with Related Persons,” in our 2009 Proxy Statement is incorporated herein by reference.

Item 14.   Principal Accountant Fees and Services

The information under the captions “Independent Auditor’s Fees” and “Policy on Audit Committee Pre-Approval of Services” in our 2009 Proxy Statement is incorporated herein by reference.

81

PART IV

Item 15.   Exhibits and Financial Statement Schedules

1. Financial Statements: See Item 8.

2. Financial Statement Schedule: See Schedule II — Valuation and Qualifying Accounts.

All other schedules are omitted because they are inapplicable, not required under the instructions, or the information is included in the consolidated financial statements or notes thereto.

Separate financial statements for the Company’s unconsolidated affiliated companies, accounted for by the equity method, have been omitted because they do not constitute significant subsidiaries.

3. Exhibits: Exhibits listed on the accompanying Index to Exhibits are filed or incorporated herein as part of this annual report on Form 10-K.

82

Molex Incorporated

Schedule II — Valuation and Qualifying Accounts

For the Years Ended June 30, 2009, 2008, and 2007
(in thousands)

	Balance at								Other/			Balance at
	Beginning		Charges						Currency			End
	of Period		to Income			Write-Offs			Translation			of Period
Receivable Reserves:
Year ended 2009	$	40,243	$	83,696		$	(89,794	)	$	(1,552	)	$	32,593
Year ended 2008	$	31,064	$	69,020		$	(62,520	)	$	2,679		$	40,243
Year ended 2007	$	26,513	$	71,245		$	(67,422	)	$	728		$	31,064
Inventory Reserves:
Year ended 2009:
Slow and Excess	$	39,395	$	21,607		$	(21,492	)	$	(1,329	)	$	38,181
Blocked Stock		1,063		272			—			(135	)		1,200
Other		2,344		(364	)		—			(309	)		1,671
Total	$	42,802	$	21,515		$	(21,492	)	$	(1,773	)	$	41,052
Year ended 2008:
Slow and Excess	$	39,956	$	15,453		$	(16,946	)	$	932		$	39,395
Blocked Stock		835		251			—			(23	)		1,063
Other		1,936		237			—			171			2,344
Total	$	42,727	$	15,941		$	(16,946	)	$	1,080		$	42,802
Year ended 2007:
Slow and Excess	$	30,309	$	23,607		$	(20,983	)	$	7,023		$	39,956
Blocked Stock		936		94			—			(195	)		835
Other		2,689		(299	)		—			(454	)		1,936
Total	$	33,934	$	23,402		$	(20,983	)	$	6,374		$	42,727
Deferred tax asset valuation allowance:
Year ended 2009	$	38,289	$	39,110		$	—		$	—		$	77,399
Year ended 2008	$	39,366	$	—		$	(1,077	)	$	—		$	38,289
Year ended 2007	$	33,920	$	1,308		$	—			4,138		$	39,366

83

Molex Incorporated

Index of Exhibits

Exhibit
Number			Description	Location
	3	.1	Certificate of Incorporation (as amended and restated)	Incorporated by reference to Exhibit 3.1 to our annual report on Form 10-K for the year ended June 30, 2000. (File No. 000-07491)
	3	.2	By-laws (as amended and restated)	Incorporated by reference to Exhibit 3.1(ii) to our Form 8-K filed on November 19, 2007. (File No. 000-07491)
	4		Instruments defining rights of security holders	See Exhibit 3.1
	10	.1	Foreign Service Employees Policies and Procedures	Incorporated by reference to Exhibit 10.15 to our quarterly report on Form 10-Q for the period ended March 31, 2005. (File No. 000-07491)
	10	.2	Employment Offer Letter to David D. Johnson	Incorporated by reference to Exhibit 10.18 to our quarterly report on Form 10-Q for the period ended March 31, 2005. (File No. 000-07491)
	10	.3	Deferred Compensation Agreement between Molex and Frederick A. Krehbiel	Incorporated by reference to Exhibit 10.12 to our quarterly report on Form 10-Q for the period ended March 31, 2005. (File No. 000-07491)
	10	.4	Deferred Compensation Agreement between Molex and John H. Krehbiel, Jr.	Incorporated by reference to Exhibit 10.13 to our quarterly report on Form 10-Q for the period ended March 31, 2005. (File No. 000-07491)
	10	.5	2005 Molex Supplemental Executive Retirement Plan	Incorporated by reference to Exhibit 10.5 to our annual report on Form 10-K for the year ended June 30, 2008. (File No. 000-07491)
	10	.6	Molex Executive Deferred Compensation Plan	Incorporated by reference to Exhibit 10.6 to our annual report on Form 10-K for the year ended June 30, 2008. (File No. 000-07491)
	10	.7	Summary of Non-Employee Director Compensation	Incorporated by reference to Exhibit 10.7 to our annual report on Form 10-K for the year ended June 30, 2008. (File No. 000-07491)
	10	.8	Molex Outside Directors’ Deferred Compensation Plan	Incorporated by reference to Exhibit 99.1 to our Form 8-K filed on August 1, 2006. (File No. 000-07491)
	10	.9	2000 Molex Long-Term Stock Plan, as amended and restated	Incorporated by reference to Appendix V to our 2007 Proxy Statement. (File No. 000-07491)
	10	.10	Form of Stock Option Agreement under the 2000 Molex Long-Term Stock Plan	Incorporated by reference to Exhibit 10.10 to our annual report on Form 10-K for the year ended June 30, 2008. (File No. 000-07491)
	10	.11	Form of Restricted Stock Agreement under the 2000 Molex Long-Term Stock Plan	Incorporated by reference to Exhibit 10.11 to our annual report on Form 10-K for the year ended June 30, 2008. (File No. 000-07491)
	10	.12	2005 Molex Incentive Stock Option Plan, as amended and restated	Incorporated by reference to Appendix VI to our 2007 Proxy Statement. (File No. 000-07491)
	10	.13	Form of Stock Option Agreement under the 2005 Molex Incentive Stock Option Plan	Incorporated by reference to Exhibit 10.12 to our Form 10-K for the period ended June 30, 2007. (File No. 000-07491)
	10	.14	Molex Incorporated Annual Incentive Plan	Incorporated by reference to Appendix III to our 2008 Proxy Statement. (File No. 000-07491)
	10	.15	2008 Molex Stock Incentive Plan	Incorporated by reference to Appendix IV to our 2008 Proxy Statement. (File No. 000-07491)
	10	.16	Separation Agreement between David B. Root and Molex Incorporated dated April 6, 2009.	Incorporated by reference to Exhibit 10.1 to our Form 8-K filed on April 9, 2009. (File No. 000-07491)

84

Exhibit
Number			Description	Location
	10	.17	Credit Agreement dated June 24, 2009 among Molex Incorporated, the Lenders named therein, J.P. Morgan Chase Bank, N.A. as Administrative Agent, Standard Charter Bank as Syndication Agent, The Northern Trust Company as Documentation Agent	Incorporated by reference to Exhibit 10.1 to our Form 8-K filed on June 30, 2009. (File No. 000-07491)
	21		Subsidiaries of the Company	Filed herewith
	23		Consent of Ernst & Young, LLP	Filed herewith
	31	.1	Certification by the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
	31	.2	Certification by the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
	32	.1	Certification by the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Furnished herewith
	32	.2	Certification by the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Furnished herewith

(All other exhibits are either inapplicable or not required.)

85

Signatures

Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, the Company has duly caused this Annual Report to be signed on its behalf by the undersigned, there unto duly authorized.

MOLEX INCORPORATED
(Company)

By:  /s/  DAVID D. JOHNSON

David D. Johnson

Executive Vice President, Treasurer and Chief

Financial Officer (Principal Financial Officer)

August 4, 2009

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

August 4, 2009	Co-Chairman of the Board	/s/  FREDERICK A. KREHBIEL Frederick A. Krehbiel
August 4, 2009	Co-Chairman of the Board	/s/  JOHN H. KREHBIEL, JR. John H. Krehbiel, Jr.
August 4, 2009	Vice Chairman of the Board and Chief Executive Officer (Principal Executive Officer)	/s/  MARTIN P. SLARK Martin P. Slark
August 4, 2009	Executive Vice President, Treasurer and Chief Financial Officer (Principal Financial Officer)	/s/  DAVID D. JOHNSON David D. Johnson
August 4, 2009	Vice President, Corporate Controller and Chief Accounting Officer (Principal Accounting Officer)	/s/  K. TRAVIS GEORGE K. Travis George
August 4, 2009	Director	/s/  FRED L. KREHBIEL Fred L. Krehbiel
August 4, 2009	Director	/s/  MICHAEL J. BIRCK Michael J. Birck
August 4, 2009	Director	/s/  MICHELLE L. COLLINS Michelle L. Collins
August 4, 2009	Director	/s/  EDGAR D. JANNOTTA Edgar D. Jannotta

86

August 4, 2009	Director	/s/  DAVID L. LANDSITTEL David L. Landsittel
August 4, 2009	Director	/s/  JOE W. LAYMON Joe W. Laymon
August 4, 2009	Director	/s/  DONALD G. LUBIN Donald G. Lubin
August 4, 2009	Director	/s/  JAMES S. METCALF James S. Metcalf
August 4, 2009	Director	/s/  ROBERT J. POTTER Robert J. Potter

87

EX-21

Exhibit 21

Subsidiaries of the Company

Molex Incorporated
Delaware,

Cardell Corporation
Michigan,
Percentage Ownership Interest 100%

Molex (India) Private Limited
India,
Equity Shares .000004%

Molex India Tooling PVT Limited
India,
Equity Shares 1.999982%

Molex International, Inc.
Delaware,
Percentage Ownership Interest 100%

Molex Brazil Ltda
Brazil,
Common 96.180396%

Molex CV Holdings, Inc.
Delaware,
Percentage Ownership Interest 100%

MI European Holdings CV
Netherlands,
Percentage Ownership Interest 99%

Molex European Holdings BV
Netherlands,
Common 100%

Molex Zetronic S.r.l. Unico Socio
Italy,
Percentage Ownership Interest 100%

Molex Interconnect GmbH
Netherlands,
Common 100%

Molex Interconnect
Denmark,
Percentage Ownership Interest 100%

Molex B.V.
Netherlands,
Common 100%

Molex Deutschland GmbH
Germany,
Common 100%

Molex Ireland Ltd.
Ireland,
Common 100%

“Molex” Limited Liability Company
Ukraine,
Percentage Ownership Interest 49%

Molex Slovakia a.s.
Slovakia,
Common 100%

KYBERNEX s.r.o.
Slovakia,
Common 60%

Molex sp. z.o.o.
Poland,
Percentage Ownership Interest 98%

“Molex” Limited Liability Company
Ukraine,
Percentage Ownership Interest 51%

Molex (India) Private Limited
India,
Equity Shares 9.999976%

Molex Mafatlal Micron Private Limited
India,
Ordinary 100%

Molex India Tooling PVT Limited
India,
Equity Shares 49%

Automotive Connectors India Private Ltd.
India,
Equity Shares 99.9998%

Molex (Malaysia) Sdn. Bhd.
Malaysia,
Percentage Ownership Interest 100%

Molex Alin International, Incorporated
British Virgin Islands,
Percentage Ownership Interest 100%

Molex de Mexico S.A. de C.V.
Mexico,
Ordinary 99.999348%

Molex Automotive SARL
France,
Common 100%

Moltes s.r.o.
Slovakia,
Common 94.7%

Molex Electronics Ltd.
United Kingdom,
Common 100%

Molex Premise Networks Limited
United Kingdom,
Common 100%

Molex Far East-South Management Pte. Ltd.
Singapore,
Common 100%

MEC International Pte. Ltd.
Singapore,
Percentage Ownership Interest 29%

Molex Singapore Pte. Ltd.
Singapore,
Ordinary 100%
Reedeemable preference shares 100%

Molex Interconnect (Chengdu) Co., Ltd.
China,
Common 100%

Molex Interconnect (Shanghai) Co. Ltd.
Shanghai,
Common 100%

Novark Technologies, Inc.
China,
Common 19.99%

Molex Hong Kong/China Ltd.
Hong Kong,
Percentage Ownership Interest 100%

Molex Taiwan Ltd.
Taiwan,
Common 99.999653%

Land Win Electronic Corp.
Taiwan,
Common 20%

Molex Copper Flex Products Asia, Inc.
Taiwan,
Percentage Ownership Interest 100%

Molex (Thailand) Ltd.
Thailand,
Common 95.275%

Molex-Japan Co., Ltd.
Japan,
Common 100%

Molex (Dalian) Co. Ltd.
China,
Common 100%

Molex (Dalian) Logistics Co., Ltd.
China,
Common 100%

Tachibana ESCO Company, Limited
Japan,
Common 100%

Shanghai ESCO Electronics Co. Ltd.
Shanghai,
Common 100%

Shanghai ESCO Densou, Co., Ltd.
Shanghai,
Common 100%

Shanghai ESCO Precision Die and Mold Co., Ltd.
Shanghai,
Common 100%

Molex Kiire Co., Ltd.
Kagoshima, Kyushu,
Percentage Ownership Interest 100%

Onamba Co., Ltd.
Japan,
Percentage Ownership Interest 3.5%

S’Next
Japan,
Percentage Ownership Interest 98.73%

Molex Korea Co., Ltd.
South Korea,
Common 100%

Molex Conectores e Eletronicos Comercio e Servicos Ltda.
Brazil,
Common 99%

Molex Holding GmbH
Germany,
Percentage Ownership Interest 100%

Molex Polska Management SP z.o.o.
Poland,
Percentage Ownership Interest 100%

Woodhead Connectivity GmbH
Germany,
Common 100%

Molex Slovakia Management, s.r.o.
Slovakia,
Common 100%

Molex Elektronik GmbH
Germany,
Common 100%

Molex GmbH
Germany,
Common 100%

Dongguan Molex South-China Connector Co. Ltd.
China,
Percentage Ownership Interest 100%

Dongguan Molex Interconnect Co Ltd.
China,
Percentage Ownership Interest 100%

Molex Trading (Shanghai) Limited
Shanghai,
Common 99%

Molex Electronics Limited
New Brunswick,
Common 100%

G. Ostervig -Molex A/S
Denmark,
Common 30%

Hi-P International, Ltd.
Singapore,
Common 20.4%

MI European Holdings CV
Netherlands,
Percentage Ownership Interest 1%

Molex Vietnam Co., Ltd.
Vietnam,
Percentage Ownership Interest 100%

Molex Connector Corporation
Delaware,
Percentage Ownership Interest 100%

Molex (India) Private Limited
India,
Equity Shares .000004%

Molex Copper Flex Products, Inc.
Minnesota,
Percentage Ownership Interest 100%

Molex (India) Private Limited
India,
Equity Shares .000004%

Woodhead Industries, Inc.
Delaware,
Percentage Ownership Interest 100%

Woodhead Interconnect, Inc.
Delaware,
Percentage Ownership Interest 100%

Molex (India) Private Limited
India,
Equity Shares .000004%

WH One LLC
Delaware,
Percentage Ownership Interest 100%

Deerfield Partners CV
Netherlands,
Percentage Ownership Interest 1%

Woodhead International BV
Netherlands,
Percentage Ownership Interest 100%

Woodhead Connectivity Limited
United Kingdom,
Percentage Ownership Interest 100%

Woodhead France SARL
France,
Percentage Ownership Interest 100%

Woodhead Connectivity SASU
France,
Percentage Ownership Interest 100%

Woodhead Software & Electronic SASU
France,
Percentage Ownership Interest 100%

I.M.A. SrL
Italy,
Percentage Ownership Interest 99%

Micromedia SA
France,
Percentage Ownership Interest 33.33%

I.M.A. SrL
Italy,
Percentage Ownership Interest 1%

WH Two LLC
Delaware,
Percentage Ownership Interest 100%

Deerfield Partners CV
Netherlands,
Percentage Ownership Interest .1%

Woodhead Japan Corporation
Delaware / Japan,
Percentage Ownership Interest 100%

Aero-Motive Company
Michigan,
Percentage Ownership Interest 100%

Central Rubber Company
Illinois,
Percentage Ownership Interest 100%

Daniel Woodhead Company
Delaware,
Percentage Ownership Interest 100%

Molex (India) Private Limited
India,
Equity Shares .000004%

DW Holding LLC
Delaware,
Percentage Ownership Interest 100%

Woodhead LP
Texas,
Percentage Ownership Interest 1%

Woodhead LP
Texas,
Percentage Ownership Interest 99%

mPm S.r.L.
Italy,
Percentage Ownership Interest 5%

Woodhead Asia Pte Ltd
Singapore,
Common 100%

Woodhead de Mexico S.A. de C.V.
Mexico,
Common 99.999998%

Woodhead Canada Limited
Nova Scotia,
Percentage Ownership Interest 100%

mPm S.r.L.
Italy,
Percentage Ownership Interest 95%

Deerfield Partners CV
Netherlands,
Percentage Ownership Interest 98.9%

Molex (India) Private Limited
India,
Equity Shares .000004%

Molex India Tooling PVT Limited
India,
Equity Shares 49%

Automotive Connectors India Private Ltd.
India,
Equity Shares .0002%

Molex Premise Networks (Malaysia) Sdn Bhd
Malaysia,
Percentage Ownership Interest 100%

Molex S.A. de C.V.
Mexico,
Common 100%

Molex Premise Networks Pty Ltd.
Australia,
Percentage Ownership Interest 100%

MPN EE sp zo.o
Poland,
Common 99%

Molex Premise Networks sp zo.o
Poland,
Common 100%

HCS Kablolama Sistemleri Sanayi ve Ticaret A.S.
Turkey,
Percentage Ownership Interest 40%

Molex Conectores e Eletronicos Comercio e Servicos Ltda.
Brazil,
Common 1%

Molex Trading (Shanghai) Limited
Shanghai,
Common 1%

Molex Knutzen Holding AS
Norway,
Common 25%

Polymicro Technologies, LLC
Delaware,
Percentage Ownership Interest 100%

EX-23

EXHIBIT 23

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the following Registration Statements:

(1)	Registration Statement (Form S-8 No. 333-14177) pertaining to The Molex Incorporated Stock Purchase Plan,
(2)	Registration Statement (Form S-8 No. 333-38259) pertaining to The 1990 Molex Incorporated Stock Option Plan,
(3)	Registration Statement (Form S-8 No. 333-68481) pertaining to The 1998 Molex Incorporated Stock Option Plan,
(4)	Registration Statement (Form S-8 No. 333-44652) pertaining to The 1991 Molex Incorporated Incentive Stock Option Plan,
(5)	Registration Statement (Form S-8 No. 333-55700) pertaining to The 2000 Molex Incorporated Long-Term Stock Plan,
(6)	Registration Statement (Form S-8 No. 333-111014) pertaining to The 2000 Molex Incorporated Long-Term Stock Plan,
(7)	Registration Statement (Form S-8 No. 333-129559) pertaining to the 2005 Molex Employee Stock Award Plan,
(8)	Registration Statement (Form S-8 No. 333-129560) pertaining to the 2005 Molex Employee Stock Purchase Plan,
(9)	Registration Statement (Form S-8 No. 333-129561) pertaining to the 2005 Molex Incentive Stock Option Plan,
(10)	Registration Statement (Form S-8 No. 333-129562) pertaining to the Amended and Restated 2000 Molex Long-Term Stock Plan,
(11)	Registration Statement (Form S-8 No. 333-138901) pertaining to the 2000 Molex Incorporated Incentive Stock Option Plan, the Molex 2005 Outside Directors’ Deferred compensation Plan and the Molex Deferred Compensation Plan, and
(12)	Registration Statement (Form S-8 No. 333-155603) pertaining to the 2008 Molex Stock Incentive Plan
	of our reports dated August 4, 2009, with respect to the consolidated financial statements and schedule of Molex Incorporated, and the effectiveness of internal control over financial reporting of Molex Incorporated, included in the Annual Report (Form 10-K) for the year ended June 30, 2009.

/s/ Ernst & Young LLP

Chicago, Illinois
August 4, 2009

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO SECTION 302 OF SARBANES-OXLEY ACT OF 2002

I, Martin P. Slark, certify that:

1. I have reviewed this annual report on Form 10-K of Molex Incorporated;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the Audit Committee of the registrant’s Board of Directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting, which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 4, 2009 By: /s/  MARTIN P. SLARK
Martin P. Slark
Vice Chairman & Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO SECTION 302 OF SARBANES-OXLEY ACT OF 2002

I, David D. Johnson, certify that:

1. I have reviewed this annual report on Form 10-K of Molex Incorporated;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the Audit Committee of the registrant’s Board of Directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting, which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 4, 2009 By: /s/  DAVID D. JOHNSON
David D. Johnson
Executive Vice President, Treasurer & Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Molex Incorporated (the “Company”) on Form 10-K for the period ending June 30, 2009 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned hereby certifies, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, in his capacity as an officer of Molex Incorporated, that to his knowledge:

1. The Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 4, 2009 By: /s/  MARTIN P. SLARK
Martin P. Slark
Vice Chairman & Chief Executive Officer

The foregoing certification is being furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Section 1350, Chapter 63 of Title 18, United States Code) and is not being filed as part of the Report or as a separate disclosure document.

A signed original of this written statement required by Section 906 has been provided to Molex Incorporated and will be retained by Molex Incorporated and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Molex Incorporated (the “Company”) on Form 10-K for the period ending June 30, 2009 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned hereby certifies, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, in his capacity as an officer of Molex Incorporated, that to his knowledge:

1. The Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 4, 2009 By: /s/  DAVID D. JOHNSON
David D. Johnson
Executive Vice President, Treasurer & Chief Financial Officer

The foregoing certification is being furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Section 1350, Chapter 63 of Title 18, United States Code) and is not being filed as part of the Report or as a separate disclosure document.

A signed original of this written statement required by Section 906 has been provided to Molex Incorporated and will be retained by Molex Incorporated and furnished to the Securities and Exchange Commission or its staff upon request.