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ADC
 Management Incentive Plan Document
Fiscal Year 2007




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MANAGEMENT INCENTIVE PLAN DOCUMENT
Fiscal Year 2007
 Plan Name and Effective Date
  Purpose
  Eligibility
  Timing of Payment
  Plan Goals
  Page 2




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Plan Goal
    
    DefinitionPro Forma Operating 
Income
    
    Net Sales less all relevant expenses incurred to produce the products or deliver
services. Expenses include direct material and labor costs as well as regional and
Business Unit costs, including engineering, sales & marketing expenses, and
corporate overhead costs. Pro Forma Operating Income does not include interest
income, interest expense, income tax or other non-operating income. It also
excludes restructuring and other one-time expenses that are not reflective of the
ongoing business.Beginning in FY07, corporate overhead costs not directly attributable to the
Business Unit will be assessed as a shared service charge set at a fixed percentage
of Revenue. ADC-level Pro Forma Operating Income will reflect absorption of ALL
corporate expenses including variances above or below the level of the shared
service charge.Net Sales / Revenue
    
    The amount ADC can recognize in accordance with Generally Accepted Accounting
Principles (GAAP) for goods shipped or services provided to third party customers,
net of returns received and discounts.Free Cash Flow
    
    ADC cash from operations (including restructuring charges) less capital expenditures.Cash Conversion 
Cycle (Days)
    
    Represents the average number of days between ADC cash payments for products,
services, labor, and operating expenses, and ADC cash receipts from customers: days
of receivables plus days of inventory supply less days payables. 

Above metrics are based upon monthly average balances of inventory, receivables, andpayables relative to 3rd party Net Sales and 3rd party cost of
sales.Inventory Turns*
    
    Represents a measure of how many times per year ADC sells through its inventory
balance: 3rd party cost of sales divided by average monthly net
inventory balance.Days Sales 
Outstanding
    
    A measure of the amount of uncollected 3rd party obligations to ADC
(Accounts Receivable) relative to average daily sales. The calculation is average
monthly net accounts receivable balance divided by average quarterly 3rd
party Revenues divided by 90. (Also called Days of Receivables)Product Pull Through
    
    ADC product sales that are sold through ADC Professional Services channels.Business Unit 
Contribution Margin
    
    Net Sales less the cost to produce the products or services sold and less certain
costs directly associated with that Business Unit including but not limited to
engineering, product management, and administrative expenses. It does not take into
account operating expenses deemed regional during the budgeting process, corporate
allocations, interest income, interest expense, other income/loss or income tax. It
also excludes restructuring and other one-time expenses that are not reflective of
the ongoing business.
 
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Goal Weightings
  ADC
    
    BU or RegionalGrade
    
    Weighting
    
    WeightingGrade 19+:
    
    
    50
    %
    
    
    50
    %Grades 15-18
    
    
    30
    %
    
    
    70
    %
  Individual Performance
  Performance Gates
  Calculation of Payment
  1.
    
    Target Incentive Opportunity Determined on the basis of the ADC salary grade
associated with an individuals job and country of work. It is expressed as a
percentage of an individuals FY 2007 Eligible Base Salary earnings.2.
    
    FY2007 Eligible Base Salary This is the amount paid to the participant during
the fiscal year in Base Salary.3.
    
    Business Performancein comparison with the established goals.
 
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hypothetical
  Target Opportunity:
    
    15% of Eligible Base Salary earningsFY07 Eligible Base Salary:
    
    70,000 EURBusiness Performance Percentages:
    
    Hypothetical ADC and GCS regional
results shown in the following table
 Metrics
    
    Measure Weighting
    
    Performance
    
    Wtd. Perf.ADC Level MetricsPro Forma Operating Income
    
    
    60
    %
    
    
    107
    %
    
    
    64.2
    %Free Cash Flow
    
    
    20
    %
    
    
    95
    %
    
    
    19.0
    %Net Sales
    
    
    20
    %
    
    
    102
    %
    
    
    20.4
    %103.6
    %GCS EMEA Regional Level MetricsPro Forma Operating Income
    
    
    60
    %
    
    
    110
    %
    
    
    66.0
    %Adjusted Inventory Turns
    
    
    20
    %
    
    
    95
    %
    
    
    19.0
    %Net Sales
    
    
    20
    %
    
    
    108
    %
    
    
    21.6
    %106.6
    %Overall Weighted PerformanceADC Metrics
    
    
    30
    %
    
    
    103.6
    %
    
    
    31.1
    %GCS EMEA Regional Metrics
    
    
    70
    %
    
    
    106.6
    %
    
    
    74.6
    %105.7
    %Payment Calculation:70,000 (Eligible Base Salary)
* 15% (incentive target) * 105.7%
(Business Performance) = 11,099 EUR
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Effect of Change in Employment Status
 Termination of Employment.
 Transfer, Promotion or Demotion to another position with a different ADC incentive plan, Target
Incentive Opportunity or business goals.
 Administration
  Right to Modify
  Page 6




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Governing Law
  Severability
  Assignment
  Entire Understanding
  No Acquired Rights or Entitlements/Plan Amendment or Termination
  Page 7