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                                                                   EXHIBIT 10.1

                                 THOMAS & BETTS
                            PENSION RESTORATION PLAN

              (AS AMENDED AND RESTATED EFFECTIVE DECEMBER 31, 2000)

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                                TABLE OF CONTENTS
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                                                                                 PAGE
<S>                    <C>                                                       <C>
ARTICLE I                  DEFINITIONS.............................................1

       Section 1.1     Applicable Code Limits......................................2
       Section 1.2     Beneficiary.................................................2
       Section 1.3     Board.......................................................2
       Section 1.4     Code........................................................2
       Section 1.5     Committee...................................................2
       Section 1.6     Company.....................................................2
       Section 1.7     Compensation................................................2
       Section 1.8     Eligible Employee...........................................2
       Section 1.9     Employer....................................................2
       Section 1.10    Normal Annuity Option.......................................2
       Section 1.11    Normal Retirement Date......................................3
       Section 1.12    Participant.................................................3
       Section 1.13    Pension Plan................................................3
       Section 1.14    Pension Restoration Benefit.................................3
       Section 1.15    Plan........................................................3
       Section 1.16    Plan Year...................................................3
       Section 1.17    SEIP........................................................3
       Section 1.18    Surviving Spouse Benefit....................................3
       Section 1.19    Gender and Number...........................................3

ARTICLE II                 PARTICIPATION...........................................3
       Section 2.1     Participation...............................................3
       Section 2.2     Former Employees............................................4

ARTICLE III                PENSION RESTORATION BENEFIT.............................4
       Section 3.1     Amount of Benefit...........................................4
       Section 3.2     Form and Time of Payment of Pension Restoration Benefit.....4
       Section 3.3     Payment of Small Benefits...................................5
       Section 3.4     Nonduplication of Benefits..................................5

ARTICLE IV                 SURVIVING SPOUSE BENEFIT................................5
       Section 4.1     Amount of Benefit...........................................5
       Section 4.2     Form and Time of Payment of Surviving Spouse Benefit........6
       Section 4.3     Payment of Small Benefits...................................6
       Section 4.4     Nonduplication of Benefits..................................7

ARTICLE V                  OTHER BENEFIT PROVISIONS................................7
       Section 5.1     Vesting; Termination of Employment..........................7
       Section 5.2     Payment to Guardian.........................................7
       Section 5.3     Withholding; Payroll Taxes..................................8
       Section 5.4     Domestic Relations Orders...................................8
</Table>

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                                TABLE OF CONTENTS
                                  (continued)
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<Caption>
                                                                                 PAGE
<S>                    <C>                                                       <C>
       Section 5.5     Nonalienation of Benefits...................................8

ARTICLE VI                 SOURCE OF FUNDS.........................................8
       Section 6.1     Source of Funds.............................................8

ARTICLE VII                ADMINISTRATION..........................................9
       Section 7.1     The Committee...............................................9
       Section 7.2     Records and Reports.........................................9
       Section 7.3     Payment of Expenses.........................................9
       Section 7.4     Indemnification for Liability...............................9
       Section 7.5     Claims Procedure...........................................10

ARTICLE VIII               AMENDMENT AND TERMINATION..............................12
       Section 8.1     Amendment..................................................12
       Section 8.2     Termination................................................12
       Section 8.3     Limitations................................................12

ARTICLE IX                 MISCELLANEOUS PROVISIONS...............................12
       Section 9.1     No Contract of Employment..................................12
       Section 9.2     Applicable Law.............................................12
       Section 9.3     Headings...................................................12
       Section 9.4     Entire Agreement...........................................13
       Section 9.5     Successors.................................................13
</Table>

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                                 THOMAS & BETTS
                            PENSION RESTORATION PLAN

              (AS AMENDED AND RESTATED EFFECTIVE DECEMBER 31, 2000)


     WHEREAS, Thomas & Betts Corporation (the "Company") established the Thomas
& Betts Pension Restoration Plan (the "Plan") effective January 1, 1995 in order
to provide certain employees with benefits which they would otherwise lose under
The Thomas & Betts Pension Plan (the "Pension Plan") as a result of (i) certain
Internal Revenue Code limitations on benefits which may be provided under the
Pension Plan or (ii) elective deferrals of compensation under The Thomas & Betts
Supplemental Executive Investment Plan (the "SEIP");

     WHEREAS, the Company intends that the Plan be unfunded and be maintained
"primarily for the purpose of providing deferred compensation for a select group
of management or highly compensated employees," within the meaning of sections
201(2), 301(a)(3) and 401(a)(1) of the Employee Retirement Income Security Act
of 1974, as amended; and

     WHEREAS, the Company wishes to amend the Plan to permit benefits, the
present value of which exceeds $25,000, to be paid in a lump sum at the sole
discretion of the Retirement Plans Committee;

     NOW, THEREFORE, effective December 31, 2000, the Company hereby amends and
restates the Thomas & Betts Pension Restoration Plan as follows:

                                    ARTICLE I

                                   DEFINITIONS

     The following words and phrases, as used herein, shall have the following
meanings unless the context clearly indicates otherwise:


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     Section 1.1 APPLICABLE CODE LIMITS: The limitations on benefits
contained in Section 401(a)(17) and Section 415 of the Code, including any
amendments or modifications of such provisions or any successor provisions of
the Code.

     Section 1.2 BENEFICIARY: The person or persons designated (or deemed to be
designated) by a Participant or Beneficiary to receive benefits under the
Pension Plan payable upon the death of the Participant or Beneficiary,
respectively, as provided under the Pension Plan.

     Section 1.3 BOARD: The Board of Directors of the Company.

     Section 1.4 CODE: The Internal Revenue Code of 1986, as amended.

     Section 1.5 COMMITTEE: The Retirement Plans Committee appointed by the
Board.

     Section 1.6 COMPANY: Thomas & Betts Corporation and its successors and
assigns.

     Section 1.7 COMPENSATION: An Eligible Employee's compensation from the
Employer which is taken into account for purposes of determining his accrued
benefit under the Pension Plan.

     Section 1.8 ELIGIBLE EMPLOYEE: An individual employed by the Employer on or
after January 1, 1995 (a) who is a participant in the Pension Plan, and (b) who
is eligible to participate in the SEIP and/or whose benefit under the Pension
Plan is reduced by the Applicable Code Limits.

     Section 1.9 EMPLOYER: The Company and any subsidiary of the Company which
participates in the Pension Plan.

     Section 1.10 NORMAL ANNUITY OPTION: An annuity providing monthly payments
to the Participant for his lifetime with a guaranteed minimum of 120 monthly
payments, as defined in and administered under the Pension Plan.

                                      -2-

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     Section 1.11 NORMAL RETIREMENT DATE: The Participant's normal retirement
date under the Pension Plan.

     Section 1.12 PARTICIPANT: An Eligible Employee who is accruing, or who has
accrued, a Pension Restoration Benefit under the Plan.

     Section 1.13 PENSION PLAN: The Thomas & Betts Pension Plan, as amended from
time to time.

     Section 1.14 PENSION RESTORATION BENEFIT: The supplemental retirement
benefit described in Article III of the Plan.

     Section 1.15 PLAN: The Thomas & Betts Pension Restoration Plan, as set
forth herein and as amended from time to time.

     Section 1.16 PLAN YEAR: A period of twelve consecutive months beginning on
January 1 and ending on the following December 31.

     Section 1.17 SEIP: The Thomas & Betts Supplemental Executive Investment
Plan, as it presently exists and as it may be amended from time to time.

     Section 1.18 SURVIVING SPOUSE BENEFIT: The supplemental pre-retirement
survivor benefit described in Article IV of the Plan.

     Section 1.19 GENDER AND NUMBER: The masculine pronoun wherever used shall
include the feminine and the singular may include the plural, and vice versa, as
the context may require.

                                   ARTICLE II

                                  PARTICIPATION

     Section 2.1 PARTICIPATION. An Eligible Employee shall be a Participant if
he is accruing, or has accrued, a benefit under the Pension Plan, and if the
amount of such benefit is

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reduced by reason of the Applicable Code Limits and/or because he has elected to
defer any of his Compensation under the SEIP.

     Section 2.2 FORMER EMPLOYEES. An individual shall not be an Eligible
Employee or a Participant if his employment with the Employer terminated before
January 1, 1995.

                                   ARTICLE III

                           PENSION RESTORATION BENEFIT

     Section 3.1 AMOUNT OF BENEFIT. The amount of the Pension Restoration
Benefit payable under the Plan shall be equal to the monthly benefit which would
be payable under the Pension Plan to or on behalf of a Participant if:

          (a) the Applicable Code Limits were inapplicable; and

          (b) the Participant had not elected to defer any of his Compensation
     under the SEIP, less the monthly benefit actually payable to or on behalf
     of the Participant under the Pension Plan.

     The amounts described in (a) and (b) above shall be expressed as the
monthly benefit payable in the form of the Normal Annuity Option commencing at
the Participant's Normal Retirement Date, or the date of determination, if
later.

     Section 3.2 FORM AND TIME OF PAYMENT OF PENSION RESTORATION BENEFIT. Except
as otherwise provided in Section 3.3, the Pension Restoration Benefit payable to
or on behalf of a Participant, as determined under Section 3.1, shall be paid in
the same form and at the same time as the benefit paid to or on behalf of the
Participant under the Pension Plan, and shall be adjusted by the factors used
under the Pension Plan to reflect the payment option chosen by the Participant
and the Participant's annuity starting date.

                                      -4-

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     Section 3.3 PAYMENT OF SMALL BENEFITS. Notwithstanding the provisions of
Section 3.2, if the actuarial equivalent present value of the Pension
Restoration Benefit to which a Participant is entitled does not exceed $25,000,
such present value shall be distributed to the Participant in a lump sum. If the
actuarial equivalent present value of the Pension Restoration Benefit to which a
Participant is entitled exceeds $25,000, the Retirement Plans Committee may, in
its sole discretion, require that the present value be distributed to the
Participant in a lump sum. For purposes of this Section 3.3, the actuarial
equivalent present value of a Participant's Pension Restoration Benefit shall be
determined as of February 1 of the calendar year following the calendar year in
which he terminates employment with the Employer and all affiliates, using the
interest and mortality assumptions which would be used under the Pension Plan
for purposes of determining lump sum present values as of such determination
date. Any lump sum benefit payable under this Section 3.3 shall be paid within
60 days following the applicable determination date.

     Section 3.4 NONDUPLICATION OF BENEFITS. Notwithstanding any other provision
of this Plan, if a Participant is also covered by The Thomas & Betts Executive
Retirement Plan, the amount of the Pension Restoration Benefit otherwise payable
under this Plan shall be reduced by the value of any benefit which such
Participant is entitled to receive under the Executive Retirement Plan.

                                   ARTICLE IV

                            SURVIVING SPOUSE BENEFIT

     Section 4.1 AMOUNT OF BENEFIT. If a Participant who has accrued a Pension
Restoration Benefit dies prior to the distribution, or commencement of
distribution, of such Pension Restoration Benefit, and if a pre-retirement
survivor annuity is payable from the Pension Plan to his surviving spouse, a
Surviving Spouse Benefit shall be payable from this Plan. The

                                      -5-

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amount of such Surviving Spouse Benefit shall be equal to the monthly
benefit which would be payable under the Pension Plan to the surviving spouse
if:

          (a) the Applicable Code Limits were inapplicable; and

          (b) the Participant had not elected to defer any of his Compensation
     under the SEIP, less the monthly benefit actually payable to the surviving
     spouse under the Pension Plan.

     The amounts described in (a) and (b) above shall be expressed in the form
of the pre-retirement survivor annuity payable under the Pension Plan.

     Section 4.2 FORM AND TIME OF PAYMENT OF SURVIVING SPOUSE BENEFIT. Except as
otherwise provided in Section 4.3, the Surviving Spouse Benefit payable under
Section 4.1 shall be paid in the same form and at the same time as the
pre-retirement survivor annuity paid to the surviving spouse under the Pension
Plan, and shall be adjusted by the factors used under the Pension Plan to
reflect the annuity starting date.

     Section 4.3 PAYMENT OF SMALL BENEFITS. Notwithstanding the provisions of
Section 4.2, if the actuarial equivalent present value of the Surviving Spouse
Benefit to which a surviving spouse is entitled does not exceed $25,000, such
present value shall be distributed to the surviving spouse in a lump sum. If the
actuarial equivalent present value of the Surviving Spouse Benefit to which a
surviving spouse is entitled exceeds $25,000, the Retirement Plans Committee
may, in its sole discretion, require that the present value be distributed to
the surviving spouse in a lump sum. For purposes of this Section 4.3, the
actuarial equivalent present value of a surviving spouse's Surviving Spouse
Benefit shall be determined as of February 1 of the calendar year following the
calendar year in which the Participant dies, using the interest and mortality
assumptions which would be used under the Pension Plan for purposes of
determining lump sum present values as of

                                      -6-

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such determination date. Any lump sum benefit payable under this Section 4.3
shall be paid within 60 days following the applicable determination date.

     Section 4.4 NONDUPLICATION OF BENEFITS. Notwithstanding any other provision
of this Plan, if a Participant is also covered by The Thomas & Betts Executive
Retirement Plan, the amount of the Surviving Spouse Benefit otherwise payable
under this Plan upon such Participant's death shall be reduced by the value of
any pre-retirement death benefit which such surviving spouse is entitled to
receive under the Executive Retirement Plan.

                                    ARTICLE V

                            OTHER BENEFIT PROVISIONS

     Section 5.1 VESTING; TERMINATION OF EMPLOYMENT. No benefit shall be payable
under this Plan to, or with respect to, any Participant who has not earned a
vested right to his accrued benefit under the Pension Plan.

     No benefit shall be payable under this Plan to, or with respect to, a
Participant prior to his termination of employment with the Employer and all
affiliates.

     Section 5.2 PAYMENT TO GUARDIAN. If an amount is payable under this Plan to
a minor, a person declared incompetent or a person incapable of handling the
disposition of property, the Committee or its appointed representative may
direct the payment of the amount to the guardian, legal representative or person
having the care and custody of the minor, incompetent or incapable person. The
Committee or its appointed representative may require proof of incompetency,
minority, incapacity or guardianship as it may deem appropriate prior to the
distribution of the amount. The distribution shall completely discharge the
Committee and its appointed representative and the Employer from all liability
with respect to the amount distributed.

                                      -7-

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     Section 5.3 WITHHOLDING; PAYROLL TAXES. The Employer shall withhold from
payments made under the Plan any taxes required to be withheld from a
Participant's wages for federal, state or local government income or other
payroll taxes.

     Section 5.4 DOMESTIC RELATIONS ORDERS. In the event a Participant's pension
benefit under the Pension Plan is subject to a qualified domestic relations
order, the Pension Restoration Benefit provided by this Plan shall be paid
without regard to the order, unless the order specifically applies to benefits
payable under this Plan.

     Section 5.5 NONALIENATION OF BENEFITS. Except as provided in Section 5.4
with respect to certain domestic relations orders, none of the benefits or
rights of a Participant or any Beneficiary under this Plan shall be subject to
the claim of any creditor. In particular, to the fullest extent permitted by
law, all such benefits and rights shall be free from attachment, garnishment or
any other legal or equitable process available to any creditor of the
Participant or his Beneficiary. Neither the Participant nor his Beneficiary
shall have the right to alienate, anticipate, commute, pledge, encumber or
assign any of the payments which he may expect to receive, contingently or
otherwise, under this Plan.

                                   ARTICLE VI

                                 SOURCE OF FUNDS

     Section 6.1 SOURCE OF FUNDS. This Plan shall be unfunded, and payment of
benefits hereunder shall be made from the general assets of the Employer. Any
asset which may be set aside, earmarked or identified as being intended for the
provision of benefits under this Plan, shall remain an asset of the Employer and
shall be subject to the claims of its general creditors. Each Participant and
Beneficiary shall be a general creditor of the Employer to the extent of the
value of his benefit accrued hereunder, and he shall have no right, title or
interest in any specific

                                      -8-

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asset that the Employer may set aside or designate as intended to be applied to
the payment of benefits under this Plan. The Employer's obligation under the
Plan shall be merely an unfunded and unsecured promise to pay money in the
future.

                                   ARTICLE VII

                                 ADMINISTRATION

     Section 7.1 THE COMMITTEE. This Plan shall be administered by the
Retirement Plans Committee appointed by the Board. The Committee and/or its
appointed representative shall have sole discretion to construe and interpret
the provisions of the Plan and to determine all questions concerning benefit
entitlements, including the power to construe and determine disputed or doubtful
terms. To the maximum extent permissible under law, the determinations of the
Committee and/or its appointed representative on all such matters shall be final
and binding upon all persons involved.

     Section 7.2 RECORDS AND REPORTS. The Committee or its appointed
representative shall keep a record of its proceedings and actions and shall
maintain all books of account, records and other data as shall be necessary for
the proper administration of the Plan. Such records shall contain all relevant
data pertaining to individual Participants and their rights under the Plan. The
Committee or its appointed representative shall have the duty to carry into
effect all rights or benefits provided hereunder to the extent assets of the
Employer are properly available therefor.

     Section 7.3 PAYMENT OF EXPENSES. The Employer shall pay all expenses of
administering the Plan. Such expenses shall include any expenses incident to the
functioning of the Committee or its appointed representative.

     Section 7.4 INDEMNIFICATION FOR LIABILITY. The Employer shall indemnify the
members of the Committee, and the employees of the Employer to whom the
Committee delegates duties

                                      -9-

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under the Plan, against any and all claims, losses, damages, expenses and
liabilities arising from their carrying out of their responsibilities in
connection with the Plan, unless the same is determined to be due to gross
negligence or willful misconduct.

     Section 7.5 CLAIMS PROCEDURE. The procedure for presenting claims under the
Plan and appealing denials thereof shall be as follows:

          (a) FILING OF CLAIMS. Any Participant or Beneficiary (the "claimant")
     may file a written claim for a Plan benefit with the Committee or its
     appointed representative.

          (b) NOTICE OF DENIAL OF CLAIM. In the event of a denial of any benefit
     requested by any claimant, the claimant shall be given a written
     notification containing specific reasons for the denial. The written
     notification shall contain specific reference to the pertinent Plan
     provisions on which the denial is based. In addition, it shall contain a
     description of any additional material or information necessary for the
     claimant to perfect a claim and an explanation of why such material or
     information is necessary. The notification shall also provide appropriate
     information as to the steps to be taken if the claimant wishes to submit
     his claim for review.

          The written notification shall be given to the claimant within 90 days
     after receipt of his claim by the Committee or its appointed representative
     unless special circumstances require an extension of time for processing,
     in which case written notice of the extension shall be furnished to the
     claimant prior to the termination of the original 90-day period, and such
     notice shall indicate the special circumstances which make the extension
     appropriate. In no event shall the extension exceed a total of 180 days
     from the date of the original receipt of the claim.

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          (c) RIGHT OF REVIEW. In the event of a denial of a claim for benefits,
     the claimant shall be permitted to review the pertinent documents and to
     submit to the Committee or its appointed representative issues and comments
     in writing. In addition, the claimant may make a written request for a
     review of his claim and its denial by the Committee or its appointed
     representative. Such written request must be received by the Committee or
     its appointed representative within 60 days after receipt by the claimant
     of written notification of the denial of the claim.

          (d) DECISION ON REVIEW.

               (1) A decision shall be rendered by the Committee or its
          appointed representative within 60 days after the receipt of the
          request for review. However, where special circumstances make a longer
          period for decision necessary or appropriate, the decision of the
          Committee or its appointed representative may be postponed on written
          notice to the claimant (prior to the expiration of the initial 60-day
          period) for an additional 60 days. In no event shall the decision of
          the Committee or its appointed representative be rendered more than
          120 days after the receipt of the request for review.

               (2) Any decision by the Committee or its appointed representative
          shall be furnished to the claimant in writing in a manner calculated
          to be understood by the claimant and shall set forth the specific
          reason(s) for the decision and the specific Plan provision(s) on which
          the decision is based.

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                                  ARTICLE VIII

                            AMENDMENT AND TERMINATION


     Section 8.1 AMENDMENT. The Board shall have the right to amend or modify
the Plan at any time and for any reason. The Committee shall have such authority
to amend the Plan as shall be delegated to it by the Board in the Retirement
Plans Committee Charter or by resolution.

     Section 8.2 TERMINATION. The Board shall have the right to terminate the
Plan, in whole or in part, at any time and for any reason.

     Section 8.3 LIMITATIONS. No amendment or termination of the Plan shall
decrease the amount of any Participant's Pension Restoration Benefit accrued or
in pay status as of the date of amendment or termination (determined as if the
Participant had terminated employment as of such date, or, if earlier, as of his
actual date of termination).

                                   ARTICLE IX

                            MISCELLANEOUS PROVISIONS

     Section 9.1 NO CONTRACT OF EMPLOYMENT. Nothing contained herein shall be
construed as conferring upon any person the right to be employed by the Employer
or to continue in the employ of the Employer, and nothing contained herein shall
be construed to limit the right of the Employer to terminate the employment of
any Eligible Employee.

     Section 9.2 APPLICABLE LAW. The provisions of this Plan shall be construed
and interpreted according to the laws of the State of Tennessee, to the extent
not superseded by federal law.

     Section 9.3 HEADINGS. The headings of the Articles and Sections of the Plan
are for reference only. In the event of a conflict between a heading and the
contents of an Article or Section, the contents of the Article or Section shall
control.

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     Section 9.4 ENTIRE AGREEMENT. This Plan contains the entire agreement by
the Employer with respect to the subject matter hereof. No modification or claim
of waiver of any of the provisions hereof shall be valid unless in writing and
signed by the party against whom such modification or waiver is sought to be
enforced.

     Section 9.5 SUCCESSORS. The provisions of this Plan shall bind and inure to
the benefit of the Employer and its successors and assigns. The term
"successors" as used herein shall include any corporate or other business entity
which shall, whether by merger, consolidation, share exchange, amalgamation,
purchase or otherwise, acquire all or substantially all of the business and
assets of the Employer and successors of any such corporation or other business
entity.

     IN WITNESS WHEREOF, Thomas & Betts Corporation has caused these presents to
be duly executed this 5th day of September, 2001.

Attest:                             THOMAS & BETTS CORPORATION


/s/ Jerry Kronenberg                By:  /s/ Connie C. Muscarella
------------------------                -----------------------------
Jerry Kronenberg                         Connie C. Muscarella
Secretary                                Vice President-Human Resources
                                           and Administration

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