FIRST AMENDMENT TO TERMINATION PROTECTION AGREEMENT

Exhibit 10.51

FIRST AMENDMENT TO

TERMINATION PROTECTION AGREEMENT

     WHEREAS, a Termination Protection Agreement (the “Agreement”) was entered into between Stanley P. Locke (“Executive”) and Thomas and Betts Corporation and its successors and assigns (the “Company”) effective December 2, 2003;

     WHEREAS, the Company and Executive mutually consented to the amendment and restatement of the Agreement, effective January 1, 2005, to reflect the requirements of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”) and the related final Treasury Department regulations;

     WHEREAS, the Board approved the terms and provisions of such amended and restated Agreement at its meeting on September 5, 2007; and

     WHEREAS, the Company and Executive desire to amend and restate the Agreement further, in order to clarify certain of its provisions that are governed by, or are otherwise subject to, Section 409A of the Code;

     NOW, THEREFORE, the Company and Executive the Agreement is hereby amended as follows:

     1. Section 1 is hereby amended to read as follows:

      Defined Terms .

     Unless otherwise indicated herein, capitalized terms used in th