AMPHENOL CORP /DE/ — Director's Dealing 2010

Nov 3, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMPHENOL CORP /DE/ (APH)
CIK: 0000820313
Period of Report: 2010-11-01

Reporting Person: WETMORE EDWARD C (VP, SECRETARY & GEN COUNSEL)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-11-01	Class A Common Stock	M	20000	$18.395	Acquired	21392	Direct
2010-11-01	Class A Common Stock	S	20000	$50.142	Disposed	1392	Direct
2010-11-02	Class A Common Stock	M	22000	$18.395	Acquired	23392	Direct
2010-11-02	Class A Common Stock	S	22000	$51.0143	Disposed	1392	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-11-01	Stock Option	$18.395	M	20000	Disposed	2015-04-12	Class A Common Stock (20000)	Direct
2010-11-02	Stock Option	$18.395	M	22000	Disposed	2015-04-12	Class A Common Stock (22000)	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $50.62 to $51.281.

F2: The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: 100% Vested