AMPHENOL CORP /DE/ — Director's Dealing 2012

Feb 7, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMPHENOL CORP /DE/ (APH)
CIK: 0000820313
Period of Report: 2012-02-03

Reporting Person: ANDERSON GARY (SR VP & GGM AERO & IND OPS)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-03	Class A Common Stock	M	22500	$18.395	Acquired	22500	Direct
2012-02-06	Class A Common Stock	M	5000	$18.395	Acquired	27500	Direct
2012-02-03	Class A Common Stock	S	22500	$55.1843	Disposed	5000	Direct
2012-02-06	Class A Common Stock	S	5000	$55.106	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-03	Stock Option	$18.395	M	22500	Disposed	2015-04-12	Class A Common Stock (22500)	Direct
2012-02-06	Stock Option	$18.395	M	5000	Disposed	2015-04-12	Class A Common Stock (5000)	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $55.00 to $55.42.

F2: this transaction was executed in multiple trades at prices ranging from $55.05 to $55.18.

F3: 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.