EXHIBIT 10(I)

[TELEFLEX LOGO]                                          Telefax Incorporated
                                                         155 South Limerick Road
Clark D. Handy                                           Limerick, PA 19488 USA
Executive Vice President
Human Resources                                          Phone: 610-948-5100
                                                         Fax    610-948-1702

                                                         www.teleflex.com

   July 2, 2004

   **SENT VIA FAX**
   Mr. Martin S. Headley
   1281 Tanglebrook Drive
   Athens, GA 30006

   Dear Martin:

   On behalf of Teleflex Incorporated, it is my pleasure to confirm our offer
   for the position of Chief Finance Officer, reporting to Jeff Black, President
   and CEO. The position will be based at our corporate headquarters in
   Limerick, Pennsylvania. The starting salary for this position is $400,000
   annually. Your start date will be on or before August 16, 2004.

   In addition to your salary, you will be considered for participation in the
   Profit Participation Plan with a target payout of 60% based on 100%
   performance to plan. This Plan is designed to provide a cash incentive award
   to eligible exempt employees who meet certain performance criteria. Any
   potential award would be based on your personal performance and the financial
   performance of the Corporation. Your guaranteed Bonus Payout for calendar
   year 2004 will be $203,000. In subsequent years, you will be subject to the
   normal terms and conditions of the plan.

   Additionally, you will be eligible for participation in the Long Term
   Incentive Plan (LTIP). Details of this plan will be explained shortly after
   your start date.

   You will also be eligible for a stock option grant to purchase 40,000 shares
   of Teleflex Stock and Restricte Stock in the amount of 6,000 shares. Your
   Option grant and Restricted Stock are subject to the approval at a future
   meeting of the Compensation Committee of the Teleflex Board of Directors
   after your date of employment. The Option Price will be the fair market
   value, as defined by the Plan, of the Company's Common Stock on the date the
   Option is granted. Your Stock Options will have a three year vesting period
   with the first one-third becoming exercisable one year from date of hire. You
   may also be eligible for future grants based on your performance and the
   company's financial performance.

   We are proud of the benefits offered to our employees. Your insurance
   coverage will be effective on your start date. An overview of the benefits
   the Company offers to employees accompanies this offer. In addition to the
   standard life insurance benefit of 1.5 times base salary at no cost to you,
   we are pleased to offer you, as a key executive, an additional $300,000,00 of
   group life insurance with the premiums paid by the Company. The Long Term
   Disability and Short Term Disability benefits are also provided by the
   company at no cost to you. You will receive four weeks of paid vacation
   annually until such time as you are eligible for more under the vacation
   policy. Though we do not have employment agreements or a severance policy at
   the time of this offer, you will be offered nine months of salary, medical
   and dental benefits after 90 days notice or if you are discharged for any
   reason other than for cause in exchange for a signed release from you. If we
   adopt employment agreements or a severance policy, you will be afforded the
   same benefits that others at your level



   Martin Headley
   July 2, 2004
   Page 2 of 2

   received under those policies or agreements. We will review all of the
   benefit plans and options with you in greater detail as part of your personal
   orientation program.

   As discussed, you are eligible for relocation assistance to assist your move
   in accordance with the Company's relocation policy managed by GMAC
   Relocations. You are eligible for Tier I relocation for Executives.
   Highlights include a house hunting trip to your new job location, temporary
   living expenses, marketing assistance selling your current residence, and
   financial assistance with the purchase of a new residence. You may contact a
   Pre-Transfer Consultant at GMAC Global Relocation Services, our relocation
   company at toll free 866-365-4440 for more information. Please be aware that
   you will be expected to repay any relocation payments made to you or on your
   behalf if you leave the Company before completion of one year of service.

   As Chief Finance Officer, you are also eligible for a company car or car
   allowance as per the Teleflex Corporate automobile lease policy.

   This offer is contingent upon your satisfactory completion of a drug screen
   and background check. Before beginning work at Teleflex Corporate
   Headquarters, you will be required to sign an acknowledgement form
   stipulating compliance with the Teleflex Code of Ethics Program as well as a
   copy of the Teleflex Invention and Confidentiality Agreement covering
   patents, inventions, and the treatment of confidential information.

   Please sign and return one copy of this letter to me to confirm your
   acceptance of this offer. The signed letter should be faxed to 610-948-1702.

   If you have any questions regarding our offer or any of the enclosed
   materials, please do not hesitate to contact me at (610) 948-2865.

   Jeff Black, John Sickler and I would like to welcome you to Teleflex.

   Sincerely,

   /s/ Clark D. Handy
   Clark D. Handy
   Executive Vice President, Human Resources

   cc: Jeff Black
       John Sickler

   Accepted: /s/ Martin S. Headley                                  Date: 7-2-04
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