<PAGE>

                                                                     EXHIBIT 4.3






                            STRATOS LIGHTWAVE, INC.
                              401(K) SAVINGS PLAN
<PAGE>

                               TABLE OF CONTENTS
                               -----------------

                                                                           PAGE
                                                                           ----
     Year of Service.....................................................    13
     Hour of Service.....................................................    13
- EMPLOYER CONTRIBUTIONS.................................................    14
     Before-Tax Savings..................................................    14
     Before-Tax Savings Election.........................................    14
     Limitations on the Amount of Before-Tax Savings.....................    15
     Nondiscrimination in Before-Tax Savings.............................    15
     Non-elective Employer Contributions.................................    17
     Compensation........................................................    18
     Uniformed Services Employment and Reemployment Rights Act of 1994...    18
- ROLLOVER CONTRIBUTIONS AND VESTED TRANSFERS............................    18
     Rollover Contributions..............................................    18
     Vested Transfers....................................................    18
-  PARTICIPANTS' ACCOUNTS................................................    18
     Participants' Accounts..............................................    18
     Allocation and Crediting of Employer Contributions..................    19
     Limitation on Amount Credited to Participants.......................    19
- THE TRUST FUND, INVESTMENT FUNDS AND INVESTMENTELECTIONS...............    19
     The Investment Funds................................................    19
     Investment Elections................................................    22
     Transfers Between Investment Funds..................................    22
     Designation of Plan and Trust as an ERISA Section 404(c) Plan.......    22
- PLAN ACCOUNTING........................................................    23
     Earnings and Losses.................................................    23
     Statement of Accounts...............................................    24
- TERMINATION DATE.......................................................    24
- DISTRIBUTION OF ACCOUNT BALANCES.......................................    24
     Manner of Making Payments...........................................    24
     Time for Distribution...............................................    25
     Facility of Payment.................................................    25
     Interests Not Transferable..........................................    25
     Absence of Guaranty.................................................    26
     Designation of Beneficiary..........................................    26
     Missing Participants or Beneficiaries...............................    26
     Loans to Participants...............................................    26
     Hardship Withdrawals................................................    28
     Withdrawals After Age 59-1/2........................................    28
     Qualified Domestic Relations Order..................................    28
     Direct Rollovers....................................................    29
     Federal Income Tax Withholding......................................    30
- THE COMMITTEE..........................................................    30
     Membership..........................................................    30
     Rights, Powers and Duties...........................................    30
     Delegation by Committee.............................................    31
<PAGE>

     Application of Rules................................................    31
     Information to be Furnished to the Committee........................    31
     Committee's Decision Final..........................................    31
     Remuneration and Expenses...........................................    31
     Exercise of Committee's Duties......................................    31
     Indemnification of the Committee....................................    31
     Resignation or Removal of Committee Member..........................    32
     Appointment of Successor Committee Member...........................    32
     Interested Committee Member.........................................    32
- AMENDMENT AND TERMINATION..............................................    32
     Amendment...........................................................    32
     Termination.........................................................    32
     Merger and Consolidation of Plan, Transfer of Plan Assets...........    32
     Vesting and Distribution on Termination and Partial Termination.....    32
     Notice of Amendment, Termination or Partial Termination.............    33
- TOP-HEAVY PROVISIONS...................................................    33
- SPECIAL PROVISIONS.....................................................    33
<PAGE>

                            STRATOS LIGHTWAVE, INC.
                              401 (K) SAVINGS PLAN
                              --------------------

SECTION 1 - GENERAL

     1.1  Purpose and Effective Date.  Effective as of April 29, 2001, STRATOS
          --------------------------
LIGHTWAVE, INC., a Delaware corporation (the "Company"), hereby establishes this
savings plan known as the STRATOS LIGHTWAVE, INC. 401(K) SAVINGS PLAN (the
"Plan") to assist its eligible employees engaged in active employment in
providing for their future security.

     1.2  The Employers and Related Companies.  The Company and each Related
          -----------------------------------
Company which adopts the Plan are referred to below collectively as the
"Employers" and individually as an "Employer".  The term "Related Company" means
any corporation or trade or business during any period that it is, along with
any Employer, a member of a controlled group of corporations, a controlled group
of trades or businesses, or an affiliated service group, as described in
sections 414(b), 414(c), 414(m) and 414(o), respectively, of the Internal
Revenue Code of 1986, as amended (the "Code"), and the regulations issued
thereunder.

     1.3  Trust Agreement, Plan Administration.  All contributions made under
          ------------------------------------
the Plan will be held, managed and controlled by the trustees (the "Trustees")
acting under a Trust which forms a part of the Plan.  The terms of the Trust are
set forth in a Trust Agreement known as the STRATOS LIGHTWAVE, INC. 401(K)
SAVINGS TRUST (the "Trust").  Copies of the Trust and the Plan are on file at
the office of the Secretary of the Company where they may be examined by any
Participant.  The provisions of and benefits under the Plan are subject to the
terms and provisions of the Trust.  The authority to control and manage the
operation and administration of the Plan shall be vested in a committee (the
"Committee") (as described in Section 11).  The members of the Committee shall
be "named fiduciaries", as described in section 402 of the Employee Retirement
Income Security Act of 1974, as amended ("ERISA"), with respect to its authority
under the Plan.  The Company, acting through the Committee, whose members are
appointed by the Company's Board of Directors, shall be the Administrator of the
Plan and shall have the rights, duties and obligations of an "administrator" as
that term is defined in section 3(16)(A) of ERISA and of a "plan administrator"
as that term is defined in section 414(g) of the Code.

     1.4  Plan Year.  The term "Plan Year" means the Company's fiscal year which
          ---------
ends on the Saturday closest to April 30.

     1.5  Accounting Date.  The term "Accounting Date" means each business day
          ---------------
of a Plan Year.

     1.6  Applicable Laws.  The Plan shall be construed and administered in
          ---------------
accordance with the laws of the state of Illinois to the extent that such laws
are not preempted by the laws of the United States of America.

     1.7  Gender and Number.  Where the context admits, words in any gender
          -----------------
shall include any other gender, words in the plural shall include the singular,
and the singular shall include the plural.

     1.8  Notices.  Any notice or document required to be filed with any
          -------
Employer or the Committee under the Plan may be delivered in person or mailed by
registered mail, postage pre-
<PAGE>

paid, to such person in care of the Company at its principal administrative
office. Any notice required under the Plan may be waived by the person entitled
to notice.

     1.9  Evidence.  Evidence required of anyone under the Plan may be by
          --------
certificate, affidavit, document or other information which the person acting on
it considers pertinent and reliable, and signed, made or presented by the proper
party or parties.

     1.10  Action by Employers.  Any action required or permitted to be taken by
           -------------------
an Employer under the Plan shall be by resolution of its Board of Directors, or
by a person or persons authorized by its Board of Directors.

     1.11  No Reversion to Employers.  No part of the corpus or income of the
           -------------------------
Trust Fund shall revert to any Employer or be used for or diverted to purposes
other than for the exclusive benefit of Participants and other persons entitled
to benefits under the Plan, except as otherwise specifically provided under
paragraph IV-7 of the Trust.

     1.12  References.  All references to the Code also refer to any comparable
           ----------
provisions of any future legislation that amends, supplements or supersedes the
referenced sections.

SECTION 2 - PARTICIPATION

     2.1  Participants.  Subject to the conditions and limitations of the Plan,
          ------------
each employee of an Employer who was a Participant in the Methode Electronics,
Inc. 401(k) Savings Plan immediately prior to the Effective Date will become a
Participant in the Plan on the Effective Date.  Subject to the conditions and
limitations of the Plan, each other employee of an Employer will become a
Participant in the Plan on the first day of any quarter of the Plan Year
coincident with or following the date that he is employed as a member of a group
of employees to which the Plan has been and continues to be extended, either by
the unilateral action of an Employer, in the case of an employee who is not
represented by a collective bargaining representative, or, if he is a member of
a group of employees represented by a collective bargaining representative,
through a currently effective collective bargaining agreement between his
Employer and the collective bargaining representative of the group of employees
of which he is a member.  Notwithstanding anything herein to the contrary,
employees who are nonresident aliens with no U.S. source income are not eligible
to participate in the Plan.

     2.2  Participation Not Contract of Employment.  The Plan does not
          ----------------------------------------
constitute a contract of employment, and participation in the Plan will not give
any employee the right to be retained in the employ of any Employer nor any
right or claim to any benefit under the Plan unless such right or claim has
specifically accrued under the terms of the Plan.

     2.3  Extended Participation.  Subject to the terms and conditions of the
          ----------------------
Plan, when distribution of part or all of the benefits to which a Participant is
entitled under the Plan is deferred beyond or cannot be made until after his
Termination Date, during any period that a Participant is employed by an
Employer but fails to meet the requirement set forth in subsection 2.1 and
during any period that a Participant continues in the employ of a Related
Company, the
<PAGE>

Participant or, in the event of his death, his Beneficiary (as defined in
subsection 10.6), will be considered and treated as a Participant for all
purposes of the Plan, except as follows:

     (1)  no Before-Tax Savings or Non-elective Employer Contributions will be
          credited to his Account (as described in subsection 6.1) for any
          period that he is employed by a Related Company, after his Termination
          Date or during any period that a Participant is employed by an
          Employer but fails to meet the requirement set forth in subsection
          2.1; and

     (2)  the Beneficiary of a deceased Participant cannot designate a
          Beneficiary under subsection 10.6.

SECTION 3 - SERVICE

     3.1  Year of Service.  The term "Year of Service" means, with respect to
          ---------------
any employee or Participant, any twelve (12) consecutive month period commencing
on the date on which the employee first completes an Hour of Service (as defined
in subsection 3.2), or any anniversary thereof, during which he completes at
least 1000 Hours of Service.  Hours of Service completed prior to the
establishment of the Plan will be considered for the eligibility of all
employees.

Hour of Service.  Subject to the following provisions of this subsection 3.2,
---------------
the term "Hour of Service" means, with respect to any employee or Participant,
each hour for which he is paid or entitled to payment for the performance of
duties for an Employer or a Related Company or for which back pay, irrespective
of mitigation of damages, has been awarded to the employee or Participant or
agreed to by an Employer or a Related Company.  An employee or Participant shall
be credited with 8 Hours of Service per day (to a maximum of 40 Hours of Service
per week) for any period during which he is directly or indirectly compensated
but performs no duties for an Employer or a Related company (irrespective of
whether the employment relationship has terminated) by reason of:

vacation,

holiday,

illness,

incapacity,

layoff,

jury duty,

military duty, or

leave of absence for which he is directly or indirectly paid or entitled to
payment by an Employer or a Related Company;

provided, however, an employee or Participant shall not be credited with more
than 501 Hours of Service under this subsection for any single continuous period
during which he performs no duties for an
<PAGE>

Employer or Related Company. Payments considered for purposes of the foregoing
shall include payments unrelated to the length or the period during which no
duties are performed but shall not include payments made solely as reimbursement
for medically-related expenses or solely for the purpose of complying with
applicable workmen's compensation, unemployment compensation or disability
insurance laws. The Department of Labor regulations section 2530.200 (b) and (c)
are incorporated herein by reference.

- EMPLOYER CONTRIBUTIONS

Before-Tax Savings.  Subject to the following provisions of this subsection 4.1,
------------------
each Employer shall contribute to the Trustee on behalf of each Participant for
whom a Before Tax Savings Election (as described in subsection 4.2) is in effect
within 30 days after the end of each calendar month, "Before-Tax Savings" equal
to the amount by which the Participant's Compensation (as defined in subsection
4.5) from that Employer has been reduced during that month pursuant to the terms
of the Before-Tax Savings Election.  To the extent that Before-Tax Savings made
on behalf of a Participant to this Plan and all other qualified employer plans
(as defined in section 219(e)(3) of the Code) for any calendar year exceed
$10,500 (adjusted each Plan Year to take into account any applicable cost-of-
living adjustment provided for that year pursuant to regulations promulgated by
the Secretary of the Treasury or his delegate under section 415(d) of the Code),
they are "Excess Deferrals".  Before the March 1 following the close of the
calendar year, the Participant may allocate, by a writing filed with the
Committee, any Excess Deferrals to the Plan and may specify the Investment Fund
(as defined in subsection 7.1) from which such Excess Deferrals are to be
distributed.  No later than the April 15 following the close of the calendar
year, the Plan will distribute to the Participant any Excess Deferrals so
designated and the income attributable to those amounts.  Such distributions
will not require the consent of the Participant's spouse and will not violate
outstanding Qualified Domestic Relations Orders (as defined in subsection
10.10).

Before-Tax Savings Election. For purposes of the Plan, the term "Before-Tax
---------------------------
Savings Election" means an election by a Participant, filed with the Committee
in such form and at such time as it may require, to have the amount of
Compensation that would otherwise be payable to him each pay period during which
the election is in effect reduced by an amount that is not less than two percent
nor more than fifteen percent of Compensation for the relevant calendar year, in
multiples of one percent thereof.  A Participant may prospectively change the
rate of reduction of his Compensation (within the limits set forth above), by
making an advance election at such time and in such manner as the Committee may
require.  Any such change shall become effective as soon as reasonably
practicable in the month following the month in which the election is made.  A
Participant may at any time suspend his Before-Tax Savings Election, and he may
thereafter resume his Before-Tax Savings Election by making an advance election
at such time and in such manner as the Committee may require to be effective as
soon as reasonably practicable in the month following the month in which the
election is made.  Solely to conform the operation of the Plan to the
requirements of subsections 4.3, 4.4 and 6.3, the Committee may unilaterally
modify or revoke any Before-Tax Savings Election made by any Highly Compensated
Employees (as defined in subsection 4.4) on the basis of any potential Excess
Contributions attributable to each of such Highly Compensated Employees.
Moreover, the Committee shall direct the Trustees to distribute to such Highly
Compensated Employees the amount of actual Excess Contributions (and any income
allocable thereto) for any Plan Year not later than the last day of the next
following Plan Year, on the basis of the respective portions of the Excess
Contributions attributable to each such Highly Compensated Employee (determined
in accordance with the provisions of this subsection 4.2).  The term "Excess
Contributions" means, with respect to any Plan Year, the excess of (i) the
aggregate amount of Before-Tax Savings paid to the Trustee on behalf of Highly
Compensated Employees for such Plan Year, over (ii) the maximum amount of such
contributions permitted under subsection 4.4 (determined by reducing
contributions made on behalf of Highly Compensated Employees in order of the
Actual Deferral Percentage beginning with the highest of such percentages).  In
accordance with regulations issued by the Secretary of the Treasury, a
<PAGE>

Participant's Excess Deferrals are to be calculated and distributed first and
then the Excess Contributions are to be allocated among the Highly Compensated
Employees and distributed. Such distributions will not require the consent of
the Participant's spouse and will not violate outstanding Qualified Domestic
Relations Orders.

Limitations on the Amount of Before-Tax Savings.  In no event will the sum of
-----------------------------------------------
Before-Tax Savings under the Plan for any Plan Year exceed an amount equal to
the lesser of:

the maximum amount deductible for that Plan Year as an expense for Federal
income tax purposes; or

the amount which can be credited in accordance with subsections 6.2 and 6.3,
including any amounts held in a Suspense Account (as described in subsection
6.2).

Nondiscrimination in Before-Tax Savings.  The amount of Before-Tax Savings
---------------------------------------
(including any Excess Deferrals) to be credited to a Participant's Accounts for
any Plan Year shall satisfy the following test:
<PAGE>

     If the Non-Highly       The Highly Compensated
     Compensated Group       Group may contribute
     contributes an          an average of:
     average of:

--------------------------------------------------------------------------------

     Under 2% of             2 times the rate of
     Compensation            the Non-Highly
                             Compensated Group

     Between 2% - 8%         2% of pay more than
     of Compensation         the Non-Highly
                             Compensated Group

     Over 8% of              1 1/4 times the rate
     Compensation            of the Non-Highly
                             Compensated Group

     The term "Highly Compensated Employee" means any employee who:

was at any time during the Plan Year or the preceding Plan Year a 5% owner (as
defined in section 416(i) of the Code) of any Employer; or

for the Plan Year:

          (1)  had compensation from the Employers and Related Companies in
               excess of $85,000 (as adjusted by the Secretary of the Treasury
               in accordance with Code Section 415(d)); and

          (2)  if the Employer elects the application of this clause for such
               Plan Year, was in the top paid group of employees for such Plan
               Year.  For purposes of this subsection, an employee is in the top
               paid group of employees for any year if the employee is in the
               group consisting of the top 20% of the employees when ranked on
               the basis of compensation paid during such year.

     A former employee will be considered a Highly Compensated Employee, if such
former employee was a Highly Compensated Employee either when he separated from
service with the Employers, or at any time after he attained age 55.  The
determination of whether an employee is a Highly Compensated Employee will be
made with reference to the definitions provided in section 414(q) of the Code
and any regulations issued by the Secretary of the Treasury thereunder
(including any cost-of-living adjustments after the 1994 Plan Year to the dollar
figures above).  Compensation for this subsection 4.4 is compensation within the
meaning of Code section 415(c) (3), including elective contributions to a Code
Section 125 plan, a cash or deferred plan or a tax deferred annuity, if
applicable.

     For purposes of this subsection and subsection 4.5, the "Highly Compensated
Group" includes every Participant who is a Highly Compensated Employee.  The
"Non-Highly Compensated Group" includes every Participant who is not a Highly
Compensated Employee.
<PAGE>

     The "Actual Deferral Percentage" for a group of Participants is the average
of the "Actual Deferral Ratios" of the Participants in that group for any Plan
Year. A Participant's "Actual Deferral Ratio" is the sum of the Participant's
Before-Tax Savings allocated to his Participant Before-Tax Savings Account in
any Plan Year divided by the Participant's Compensation for that Plan Year.

     Solely to conform the operation of the Plan to the requirements of this
subsection, the Committee may unilaterally modify or revoke any Before-Tax
Savings Election made by any Highly Compensated Employees on the basis of any
potential Excess Contributions (as defined below) attributable to each of such
Highly Compensated Employees.  Moreover, the Committee shall direct the Trustees
to distribute to such Highly Compensated Employees the amount of actual Excess
Contributions (and any income or losses allocable thereto) for any Plan Year,
within 2-1/2 months after the close of the Plan Year, but in no event later than
the last day of the next following Plan Year, on the basis of the respective
portions of the Excess Contributions attributable to each such Highly
Compensated Employee, determined in accordance with Treas. Reg. 1.401(k)-1(f)(2)
and in the following manner.  First, the dollar amount of Before-Tax Savings of
the Highly Compensated Employee with the highest dollar amount of Before-Tax
Savings is reduced to the extent necessary to meet the Actual Deferral
Percentage Test or to cause the dollar amount of his Before-Tax Savings to equal
the dollar amount of Before-Tax Savings of the Highly Compensated Employee with
the next highest dollar amount of Before-Tax Savings.  The process is repeated
until the Actual Deferral Percentage Test is satisfied.

     The term "Excess Contributions" means, with respect to any Plan Year, the
excess of:

     (a)  the aggregate amount of Before-Tax Savings paid to the Trustee on
          behalf of Highly Compensated Employees for such Plan Year, over

     (b)  the maximum amount of such contributions permitted under the Actual
          Deferral Percentage Test.

     In accordance with regulations issued by the Secretary of the Treasury, a
Participant's Excess Deferrals are to be calculated and distributed first and
then the Excess Contributions are to be allocated among the Highly Compensated
Employees and distributed.  Such distributions will not require the consent of
the Participant's spouse, will not violate outstanding Qualified Domestic
Relations Orders and will not be subject to the hardship withdrawal provisions.

Non-elective Employer Contributions.  A Participant shall become eligible to
-----------------------------------
receive Non-elective Employer Contributions under this subsection 4.5 beginning
on the first day of any quarter of the Plan Year coincident with or following
the date that he has completed one Year of Service (as defined in subsection
3.1).  For each Plan Year, each Employer shall contribute to the Trustee on
behalf of each Participant who is eligible for such contributions an amount
equal to 3% of such Participant's Compensation for the portion of the Plan Year
in which the individual was a Participant in the Plan and was eligible to
receive contributions under this subsection 4.5.  Contributions made under this
subsection 4.5 shall be called "Non-elective Employer Contributions."  Non-
elective Employer Contributions shall be 100% vested and nonforfeitable at all
times.

     Each Employer shall notify its employees within a reasonable period before
the beginning of the Plan Year of the employees' rights and obligations under
the Plan at such time and in such manner as is required by Code section
401(k)(12) and the regulations thereunder.

     This subsection is intended to satisfy the requirements of Code section
401(k)(12).  For each Plan Year in which contributions are made under this
subsection 4.5, the test described in subsection 4.4 above
<PAGE>

shall be deemed satisfied with respect to those Participants eligible for
contributions under this subsection 4.5.

Compensation.  For all purposes of the Plan, a Participant's "Compensation"
-------------
means the total compensation paid to him by reason of his employment with the
Employer (determined prior to any reduction thereof by operation of a Before-Tax
Savings Election) which is includable on the Participant's W-2 Form.  However, a
Participant's Compensation in excess of $170,000 (adjusted each Plan Year
beginning after 2000 to take into account any applicable cost-of-living
adjustment provided for that year pursuant to provisions of Section 401(a) (17)
of the Code and the regulations promulgated by the Secretary of the Treasury or
his delegate under section 415(d) of the Code) for a Plan Year shall be
disregarded.  In addition, the term "Compensation" shall not include:

          (1) amounts realized from the exercise of a non-qualified stock
          option, or when restricted stock (or property) held by a Participant
          either becomes freely transferable or is no longer subject to a
          substantial risk of forfeiture;

          (2) amounts realized upon grant of stock awards or receipt of stock
          dividends;

          (3) long-term and short-term disability benefits; and

          (4) the cost of excess group-term life insurance that is included as
          W-2 pay.

Uniformed Services Employment and Reemployment Rights Act of 1994.
-----------------------------------------------------------------
Notwithstanding any provision of this Plan to the contrary, contributions,
benefits and service credit with respect to qualified military service will be
provided in accordance with `414(u) of the Code.

- ROLLOVER CONTRIBUTIONS AND VESTED TRANSFERS

Rollover Contributions.  An employee or Participant may, with the consent of the
----------------------
Committee, make a Rollover Contribution (as defined below) to the Plan.
Immediately following the receipt of the Rollover Contribution, the Committee
shall maintain a special account that reflects the amount of the Rollover
Contribution and any income, losses, appreciation and depreciation attributable
thereto.  The term "Rollover Contribution" means a rollover contribution as
described in section 402(c)(5), 403(a)(4), or 408(d)(3) of the Code.

Vested Transfers.  An employee or Participant may, with the consent of the
----------------
Committee, make a Vested Transfer (as defined below) to the Plan.  Immediately
following the receipt of the Vested Transfer, the Committee shall maintain a
special account that reflects the amount of the Vested Transfer and any income,
losses, appreciation and depreciation attributable thereto.  The term "Vested
Transfer" means an amount directly transferred from the Trustee of another tax-
qualified retirement plan to this Plan to be held for the benefit of a
Participant, except that the Committee will in no event accept such a transfer
from a tax-qualified retirement plan to which section 401(a)(11)(B) of the Code
is applicable.

-  PARTICIPANTS' ACCOUNTS

Participants' Accounts.  On and after the Effective Date, the Trustees will
----------------------
maintain a "Before-Tax Savings Account" in the name of each Participant which
will reflect his Before-Tax Savings and the income, losses, appreciation and
depreciation attributable thereto and a Non-elective Employer Contribution
Account which will reflect the Non-elective Employer Contributions made on his
behalf and
<PAGE>

the income, losses, appreciation and depreciation attributable thereto.
Reference to a Participant's "Accounts" means the Before-Tax Savings Account,
the Non-elective Employer Contribution Account and Rollover and Vested Transfer
Account, if any, maintained in his name. A Participant's interest in all of his
Accounts will be fully vested and nonforfeitable at all times.

Allocation and Crediting of Employer Contributions.  Subject to the limitations
--------------------------------------------------
of subsection 6.3, as of each Accounting Date, the Before-Tax Savings made on
behalf of each Participant who elected to have Before-Tax Savings made on his
behalf for the period ending on that date will be allocated and credited to the
Participant's Before-Tax Savings Account and the Non-elective Employer
Contributions made on behalf of each Participant for the period ending on that
date will be allocated and credited to the Participants' Non-elective Employer
Contribution Account.  If, after the allocations specified above, any portion of
such contributions remains unallocated, then, to the extent permitted by the
provisions of subsection 6.3, such portion shall be credited to and held in a
Suspense Account in the Participant's name, to the extent that it does not
exceed the sum of the amount contributed by the Employers for that Plan Year as
a result of a reasonable error in estimating Participants' Section 415
Compensation (as defined in subsection 6.3) or as a result of such other
circumstances as the Commissioner of Internal Revenue may determine.  The amount
held in the Participant's Suspense Account will be used to reduce the amount of
Before-Tax Savings and Non-elective Employer Contributions for that Participant
for the next Plan Year (or Plan Years, if necessary).

Limitation on Amount Credited to Participants.  Notwithstanding any other
---------------------------------------------
provision of the Plan, the Annual Additions (as described below) credited to a
Participant's Accounts under this Plan for any Plan Year shall not exceed an
amount equal to the lesser of:

$30,000, adjusted for each Plan Year to take into account any applicable cost-
of-living adjustment provided for that year pursuant to regulations promulgated
by the Secretary of the Treasury or his delegate under section 415(d) of the
Code; and

25 percent of the Section 415 Compensation (as described below) paid to the
Participant in that Plan Year.

A Participant's "Section 415 Compensation" for any Plan Year includes all
amounts received as compensation for personal services rendered to an Employer
as an employee, including, but not limited to, wages, salaries, bonuses,
commissions and fees, but excluding amounts contributed by an Employer to a
deferred compensation plan (unless such amounts are elective deferrals), amounts
realized from the exercise of a non-qualified stock option or lapse of
restrictions on restricted property, or amounts realized from the sale, exchange
or other disposition of stock acquired under a qualified stock option.  The term
"Annual Additions" means the Before-Tax Savings and Non-elective Employer
Contributions credited to a Participant's Accounts during the Plan Year.  In the
event a Participant herein is also a participant at any time in another defined
contribution plan (as described in section 414(i) of the Code) maintained by the
Employer or a Related Company, the sum of annual additions (as defined in
section 415(c)(2) of the Code) under all plans which are credited to a
Participant's accounts in any Plan Year shall not exceed the limitations
described in (a) or (b) above, but such limitations shall first be applied to
reduce the annual additions under such other defined contribution plan before
being applied to reduce annual additions under this Plan.

- THE TRUST FUND, INVESTMENT FUNDS AND INVESTMENT ELECTIONS

The Investment Funds.
--------------------
<PAGE>

     (a)  The "Trust Fund" at any date will consist of all property of every
          kind then held by the Trustees.  The Trust Fund at all times shall
          consist of at least three investment alternatives (the "Investments
          Funds") from which the Participants will be entitled to make their
          investment elections pursuant to Section 7.2. The  Trust Fund shall
          include the following as additional Investment Funds:  the Methode
          Class A Common Stock Fund, the Methode Class B Common Stock Fund and
          the Stratos Common Stock Fund.  The Investment Funds shall be
          diversified and materially different in terms of risk and return
          characteristics.  A separate "Fund Account" will be established by the
          Trustees to reflect the portion, if any, of the Participant's Accounts
          that is invested in each of the Investment Funds.  The Trustees shall
          also maintain a Loan Fund to reflect the portion, if any, of the
          Participant's Accounts attributable to any outstanding loans made by
          the Plan in accordance with subsection 10.8.

     (b)  The Methode Class A Common Stock Fund is invested primarily in Class A
          Common Stock of Methode Electronics, Inc., a Delaware corporation
          (hereinafter "Methode Class A Common Stock").  The Trustee will
          exercise voting and tender rights attributable to all Methode Class A
          Common Stock held in the Methode Class A Common Stock Fund as directed
          by the Committee.  In directing the Trustee, the Committee will follow
          the instructions of Participants or Beneficiaries with interests in
          the Methode Class A Common Stock Fund.  With respect to each matter as
          to which holders of Methode Class A Common Stock have a right to vote,
          each Participant or Beneficiary will be allocated a number of voting
          instruction rights reflecting his proportionate interest in the
          Methode Class A Common Stock Fund as of the most recent Accounting
          Date.  If a Participant or Beneficiary fails or refuses to give the
          Committee timely instructions as to how to vote any Methode Class A
          Common Stock, the Committee, to the extent permitted by law, shall
          instruct the Trustee to vote such Methode Class A Common Stock in the
          same proportions as results of the instructions received by the
          Committee from Participants and Beneficiaries on that issue.  In the
          event of a tender offer, each Participant or Beneficiary will be
          allocated a number of tender instruction rights reflecting his
          proportionate interest in the Methode Class A Common Stock Fund as of
          the most recent Accounting Date.  The Committee will instruct the
          Trustee to tender the shares of Methode Class A Common Stock held in
          the Methode Class A Common Stock Fund in accordance with the total
          number of tender instruction rights received by the Committee from
          Participants and Beneficiaries in favor of tendering.

          Notwithstanding any other provisions herein to the contrary, stock of
          the Company credited to the Methode Class A Common Stock Fund as a
          result of the distribution of Methode Electronics, Inc.'s interest in
          the Company to the shareholders of Methode Electronics, Inc. shall
          automatically be transferred to the Stratos Common Stock Fund
          immediately upon receipt by the Trust.

          Notwithstanding anything herein to the contrary, no transfers or
          contributions can be made to or from the Methode Class A Common Stock
          Fund until the Methode Class A Common Stock and interests under the
          Plan are registered on a Form S-8 with the Securities and Exchange
          Commission.

     (c)  The Methode Class B Common Stock Fund is invested primarily in Class B
          Common Stock of Methode Electronics, Inc. (hereinafter "Methode Class
          B Common Stock").  The Trustee will exercise voting and tender rights
          attributable to all Methode Class B Common Stock held in the Methode
          Class B Common Stock Fund as directed by the Committee.  In directing
          the Trustee, the Committee will follow the instructions of
<PAGE>

          Participants or Beneficiaries with interests in the Methode Class B
          Common Stock Fund.  With respect to each matter as to which holders of
          Methode Class B Common Stock have a right to vote, each Participant or
          Beneficiary will be allocated a number of voting instruction rights
          reflecting his proportionate interest in the Methode Class B Common
          Stock Fund as of the most recent Accounting Date.  If a Participant or
          Beneficiary fails or refuses to give the Committee timely instructions
          as to how to vote any Methode Class B Common Stock, the Committee, to
          the extent permitted by law, shall instruct the Trustee to vote such
          Methode Class B Common Stock in the same proportions as results of the
          instructions received by the Committee from Participants and
          Beneficiaries on that issue.  In the event of a tender offer, each
          Participant or Beneficiary will be allocated a number of tender
          instruction rights reflecting his proportionate interest in the
          Methode Class B Common Stock Fund as of the most recent Accounting
          Date.  The Committee will instruct the Trustee to tender the shares of
          Methode Class B Common Stock held in the Methode Class B Common Stock
          Fund in accordance with the total number of tender instruction rights
          received by the Committee from Participants and Beneficiaries in favor
          of tendering.

          Notwithstanding any other provisions herein to the contrary, stock of
          the Company credited to the Methode Class B Common Stock Fund as a
          result of the distribution of Methode Electronics, Inc.'s interest in
          the Company to the shareholders of Methode Electronics, Inc. shall
          automatically be transferred to the Stratos Common Stock Fund
          immediately upon receipt by the Trust.

          Notwithstanding anything herein to the contrary, no contributions or
          transfers may be made to the Methode Class B Common Stock Fund except
          for plan-to-plan transfers or direct rollovers from the Methode
          Electronics, Inc. Employee Stock Ownership Plan, or the Methode
          Electronics, Inc. 401(k) Savings Plan.

          Notwithstanding anything herein to the contrary, no transfers or
          contributions can be made to or from the Methode Class B Common Stock
          Fund until the Methode Class B Common Stock and interests under the
          Plan are registered on a Form S-8 with the Securities and Exchange
          Commission.

     (d)  The Stratos Common Stock Fund is invested primarily in common stock of
          the Company (hereinafter "Stratos Stock").  The Trustee will exercise
          voting and tender rights attributable to all Stratos Stock held in the
          Stratos Common Stock Fund as directed by the Committee.  In directing
          the Trustee, the Committee will follow the instructions of
          Participants or Beneficiaries with interests in the Stratos Common
          Stock Fund.  With respect to each matter as to which holders of
          Stratos Stock have a right to vote, each Participant or Beneficiary
          will be allocated a number of voting instruction rights reflecting his
          proportionate interest in the Stratos Common Stock Fund as of the most
          recent Accounting Date.  If a Participant or Beneficiary fails or
          refuses to give the Committee timely instructions as to how to vote
          any Stratos Stock, the Committee, to the extent permitted by law,
          shall instruct the Trustee to vote such Stratos Stock in the same
          proportions as results of the instructions received by the Committee
          from Participants and Beneficiaries on that issue.  In the event of a
          tender offer, each Participant or Beneficiary will be allocated a
          number of tender instruction rights reflecting his proportionate
          interest in the Stratos Common Stock Fund as of the most recent
          Accounting Date.  The Committee will instruct the Trustee to tender
          the shares of Stratos Stock held in the Stratos Common Stock Fund in
          accordance with the total number of tender instruction
<PAGE>

          rights received by the Committee from Participants and Beneficiaries
          in favor of tendering.

          Notwithstanding anything herein to the contrary, no transfers or
          contributions can be made to or from the Stratos Common Stock Fund
          until the Stratos Stock and interests under the Plan are registered on
          a Form S-8 with the Securities and Exchange Commission and the Stratos
          Stock is publicly traded.

Investment Elections.  Each Participant shall elect in whole number multiples of
--------------------
1% the percentage of contributions made on his behalf that are to be invested in
each of the Investment Funds.  A Participant may elect to change the Investment
Funds in which his future allocations are invested, subject to the following:

     (a)  the election must be in whole number multiples of 1%;

     (b)  the election shall be effective only as of the first pay period of the
          next month; and

     (c)  the election must be made in advance at such time and in such manner
          as the Committee may require.

During any period for which no investment directions for a Participant are on
file with the Committee, his contributions will be invested in the American Fund
Balanced Fund.  Any Suspense Account balances will also be invested in the
American Fund Balanced Fund.

Transfers Between Investment Funds.  A Participant (or a Beneficiary to whom
----------------------------------
benefits are being distributed in accordance with subsection 10.1), may direct
that all or a portion of his Account balance (in whole multiples of one percent
(1%) thereof) be transferred between the Investment Funds, effective as of the
business day made by notifying the Committee in such manner as it may require.

Designation of Plan and Trust as an ERISA Section 404(c) Plan.  Notwithstanding
-------------------------------------------------------------
any provision in the Plan or Trust to the contrary, when a Participant or
Beneficiary makes an Investment Fund Election, the Plan and Trust shall
constitute a plan described in Section 404(c) of ERISA and the corresponding
regulations (29 USC `2550.404c-1 to 2) issued by the United States Department of
Labor (the "404(c) Regulations").  Accordingly, the Committee shall administer
the Plan and Trust in compliance with the 404(c) Regulations and, to that end,
shall undertake such actions as are necessary to provide Participants and
Beneficiaries with the requisite information, including but not limited to:

A statement that the Plan and Trust are intended to be an ERISA Section 404(c)
plan and that the fiduciaries may therefore be relieved of liability for any
losses which are the direct and necessary result of investment instructions
given by the Participants or Beneficiaries;

A description of the Investment Funds available under the Trust, including a
general description of each Fund's objectives, risk and return characteristics
and the type and diversification of assets comprising the Fund's investment
portfolio;

An identification of any designated investment managers of the Investment Funds;

A description of the Trust's procedures on how and when investment instructions
may be given and that voting, tender and similar direction rights (collectively
referred to herein as Shareholder's Rights") may be passed through to the
Participants and Beneficiaries under each Investment Fund (to the extent that
such rights exist);
<PAGE>

A description of any transaction fees which may be charged to the Plan Accounts
in connection with the Investment Funds;

The name, address and telephone number of the fiduciary from whom the
Participant or Beneficiary can obtain, upon request, the information described
in paragraph (b)(2)(i)(B)(2) of the 404(c) Regulations pertaining to expenses of
the Investment Funds, copies of prospectuses, financial statements and reports,
listing of assets comprising the portfolio of an Investment Fund;

A copy of the most recent prospectus of an Investment Fund immediately following
the initial investment of a Participant or Beneficiary, but only if the
Investment Fund is subject to the Securities Act of 1933 or the Investment
Advisers Act of 1940;

After the investment direction of a Participant or Beneficiary is implemented,
any materials provided to the Plan or Trust relating to the exercise of
Shareholder's Rights which correspond and are incidental to a Plan Account of an
ownership interest in an Investment Fund, but only to the extent that such
rights exist and are derived from an Investment Fund election hereunder, and a
description of or reference to the Plan provisions relating to the exercise of
such rights;

A description of the annual operating expenses which reduce the rate of return
of each designated investment alternative, and the aggregate amount of such
expenses expressed as a percentage of the average net assets;

Copies of any prospectuses, financial statements and reports relating to the
investment alternatives;

A list of the assets comprising the portfolio of each designated investment
alternative, the value of each asset, and where there is a fixed rate investment
contract issued by a bank, savings and loan or insurance company, the name of
the issuer of the contract, the contract's term and the rate of return; and

Information concerning the value of shares in available investment alternatives,
including past and current investment performance, as well as information
concerning investment alternatives held in the account of the participant or
beneficiary.

          Notwithstanding any provision contained herein to the contrary, to the
extent that a Participant or Beneficiary is entitled to exercise a Shareholder's
Right, then such Shareholder's Rights shall be voted or exercised by the Trustee
as directed by the Participant or Beneficiary. The Committee shall implement
procedures designed to inform the Participants and Beneficiaries of any
Shareholder's Rights and to obtain directions to implement such rights.  In the
event that no direction is provided by a Participant or Beneficiary, then the
Trustee and the Committee shall be under no obligation to implement a
Shareholder's Right.

- PLAN ACCOUNTING

Earnings and Losses.
-------------------

On each Accounting Date the Trustees shall determine for the period then ended
the sum of the net earnings and losses of each Investment Fund (excluding any
gains or losses attributable to Participant loans), which shall reflect accrued
but unpaid interest, dividends, gains or losses realized from the sale, exchange
or collection of assets, other income received, appreciation or depreciation in
the fair market value of assets, administration expenses, and taxes and other
expenses paid.  The determination of fair market value and net earnings and
losses may be made in part or entirely by the Trustees, or in part or entirely
by such other persons, or with such other assistance, as the Trustees in their
sole discretion shall
<PAGE>

deem desirable. In determining the fair market value of Trust assets, the
Trustees shall use current market prices or quotations, or for those assets for
which they are unavailable, the Trustees shall use such values as they deem
fair; and the Trustees' determination shall be conclusive upon all persons.

On each Accounting Date before any other allocations as of such date, the
Committee shall allocate the net income or net loss of each Investment Fund
determined under subsection (a) above for the period then ended, among and
credit it to, the Accounts of Participants having credits in the Plan on said
Accounting Date (adjusted for all withdrawals, distributions, and loans if any,
made since the last Accounting Date).  Such allocations shall be made in the
proportion that the net credit in the Accounts of each Participant on said date
in the Investment Fund bears to the total net credits in the Accounts of all
such Participants invested in the Investment Fund on said date.

Statement of Accounts.  As soon as practicable after the last day of each Plan
---------------------
Year and October 31 of each Plan Year (or more often, as the Committee may
determine from time to time), the Committee will cause the Trustees to deliver
to each Participant a statement of his Investment Fund Account balances as of
that date.  The statement shall include all contributions, earnings and losses,
loan activity and transfers, as well as the Participant's opening and closing
balances for each Account and each Investment Fund.

- TERMINATION DATE

     A Participant's "Termination Date" will be the date on which his employment
with the Employers and the Related Companies is terminated for any reason.

- DISTRIBUTION OF ACCOUNT BALANCES

Manner of Making Payments.  Subject to the following provisions of this Section
-------------------------
10, the entire balances of the Accounts of a Participant, as at the Accounting
Date coincident with or next following his Termination Date (after all
adjustments then required under the Plan are made), will be distributable to or
for the benefit of the Participant or, in the event of his death, to the benefit
of his Beneficiary by either of the following methods:

By payment in a lump sum; or

By payment in a series of substantially equal annual or more frequent
installments over a period not exceeding the greater of:

          (a) the Participant's life expectancy, or

          (b)  the joint and last survivor life expectancy of the Participant
               and a Designated Beneficiary.

If a distribution is made to or for the benefit of a Participant's Beneficiary
on account of the Participant's death before commencement of payment in
accordance with either paragraph (1) or (2) above, such distribution will
normally be completed within five (5) years after the Participant's death,
except that:

          (A)  if the distribution is payable to a Designated Beneficiary who is
               not the Participant's surviving spouse, it may be payable over a
               period not extending beyond the life expectancy of such person,
               commencing not later than one year after the date of the
               Participant's death (or such later date as the Secretary of the
               Treasury may prescribe), or
<PAGE>

          (B)  if the distribution is payable to a Designated Beneficiary who is
               the surviving spouse of the Participant, it may be payable over a
               period not extending beyond the life expectancy of such surviving
               spouse, and it may commence not later than one year after the
               date of the Participant's death or, if later, the date the
               Participant would have attained age 70-1/2 years had he lived.

     A Participant whose Account balance exceeds $5,000 shall select the method
of distributing his benefits to him, subject to this subsection 10.1.  Any
Participant whose Account balance is $5,000 or below will receive a lump-sum
distribution.  A Participant, if he so desires, may direct how his benefits are
to be paid to his Beneficiary.  The Committee shall select the method of
distributing the Participant's benefits to his Beneficiary if the deceased
Participant did not file a direction with the Committee.  However, where
distribution has commenced, pursuant to paragraph (2) of this subsection, prior
to the Participant's death, the remaining portions of the Participant's Accounts
will be distributed to the Participant's Beneficiary at least as rapidly as the
installment payments otherwise selected by the Participant prior to death.  The
Committee may direct the Trustees to make distributions in cash or in property,
or partly in each, provided property is distributed at its fair market value as
of the date of distribution, as determined by the Committee.  For purposes of
this subsection, the life expectancy of a Participant, the life expectancy of
the Participant's spouse and the joint and last survivor expectancy of the
Participant and the Participant's spouse may be redetermined on an annual basis.
Furthermore, under regulations prescribed by the Secretary of the Treasury
pursuant to section 401(a) (9) of the Code, any amount paid to a child of a
deceased Participant shall be treated as if it had been paid to the
Participant's surviving spouse if such amount will become payable to the
surviving spouse upon such child reaching the age of majority (or other
designated event permitted under said regulations).

Time for Distribution.  Distribution of a Participant's benefits will normally
---------------------
be made or commenced as soon as practicable following a Participant's
Termination Date, but not later than the 60th day next following the close of
the Plan Year during which his Termination Date occurs.  Such distribution may
not, however, be made or commenced later than the April 1 of the calendar year
next following the later of (a) the calendar year in which he attains age 70-1/2
years; or (b) except in the case of a Participant who is a 5% owner of an
Employer, the calendar year in which he retires.   However, an active
Participant may elect to commence benefit payments as of the April 1 of the
calendar year next following the calendar year in which he attains age 70-1/2 .

     Notwithstanding the times prescribed above, if a Participant dies before
his entire account balances have been distributed, distributions will be made
not later than the times prescribed in subsection 10.1.

Facility of Payment.  Notwithstanding the provisions of subsection 10.1, if a
-------------------
Participant or other person entitled to benefits under the Plan is under a legal
disability, the Committee shall direct the Trustees to make payment to a
relative or a friend of that person for his benefit, until claim is made by a
conservator or other person legally charged with the care of that person or of
his estate.  Thereafter, any benefits under the Plan to which such Participant
or other person is entitled shall be paid to such conservator or other person
legally charged with the care of his person or his estate.  Any payment of a
benefit or installment thereof in accordance with the provisions of this
subsection 10.3 shall be a complete discharge of any liability for the making of
such payment under the provisions of the Plan.

Interests Not Transferable.  The interests of Participants and other persons
--------------------------
entitled to benefits under the Plan are not subject to the claims of their
creditors and may not be voluntarily or involuntarily assigned, alienated or
encumbered, except as otherwise provided in subsection 10.10.
<PAGE>

Absence of Guaranty.  Neither the Employers, the Committee, nor the Trustees in
-------------------
any way guarantee the Trust Fund from loss or depreciation.  The liability of
the Trustees to make any payment is limited to the available assets of the Trust
Fund.

Designation of Beneficiary.  In the event of the death of a married Participant,
--------------------------
the Participant's entire account balances will be paid to his surviving spouse,
except as otherwise provided below.  Each Participant from time to time, by
signing a form furnished by the Committee, may designate any legal or natural
person or persons (who may be designated contingently or successively) to whom
his benefits are to be paid if he dies before he receives all of his benefits,
provided, however, if a married Participant designates a beneficiary other than
his spouse, his spouse must consent in writing to such designation and
acknowledge in writing the effect of such designation and such consent and
acknowledgment must be witnessed by a notary public or a Committee member.  Any
such designation by an unmarried Participant shall be rendered ineffective by
any subsequent marriage and any consent of a spouse shall be effective only as
to that spouse.  A beneficiary designation form will be effective only when the
signed form is filed with the Committee while the Participant is alive and will
cancel all beneficiary designation forms signed earlier.  If a deceased
Participant failed to designate a Beneficiary as provided above, or if the
Designated Beneficiary of a deceased Participant dies before him or before
complete payment of the Participant's benefits, the Committee will direct the
Trustees to pay the Participant's benefits as follows:

to the surviving spouse of the Participant, if any; or

if the Participant leaves no surviving spouse, to the estate of the Participant.

The term "Designated Beneficiary" as used in the Plan means the person or
persons designated by a Participant as his Designated Beneficiary on the last
effective beneficiary designation form filed with the Committee under this
subsection 10.6 and to whom a deceased Participant's benefits are payable under
the Plan.  The term "Beneficiary" as used in the Plan means the person or
persons to whom a deceased Participant's benefits are payable under this
subsection.

Missing Participants or Beneficiaries.  Each Participant and each Designated
-------------------------------------
Beneficiary must file with the Committee from time to time in writing his
mailing address and each change of mailing address.  Any communication,
statement or notice addressed to a Participant or Designated Beneficiary at his
last post office address filed with the Committee, or if no address is filed
with the Committee then, in the case of a Participant, at his last mailing
address as shown on the Employers' records, will be binding on the Participant
and his Designated Beneficiary for all purposes of the Plan.  Neither the
Employers, the Committee nor the Trustees will be required to search for or
locate a Participant or Designated Beneficiary.

Loans to Participants.  While it is the primary purpose of the Plan to
---------------------
accumulate funds for the Participants when they retire, it is recognized that
under some circumstances it is in the best interests of Participants to permit
loans to be made to the Participants while they continue to be employed by the
Employers.  Accordingly, the Committee, in its sole discretion and upon written
request by a Participant or a "Qualifying Individual" (as defined below) and
submitted on a form furnished by the Committee, may, in a nondiscriminatory
manner, make a loan from the Trust Fund to the Participant or Qualifying
Individual for any purpose which the Committee believes would be desirable and
in the best interest of such Participant or Qualifying Individual.  Participants
and Qualifying Individuals may borrow against their Before-Tax Savings Account
and Rollover and Vested Transfer Account balances.  A Qualifying Individual is a
Participant who has experienced a Termination Date, has an Account balance under
the Plan and is a "party in interest" (including employees, officers and
directors of an Employer, Plan fiduciaries and other individuals specified in
section 3(14) of ERISA).  Notwithstanding any other provision, the amount of
such loan shall not be less than $1,000 and together with the unpaid balances of
<PAGE>

any other outstanding loans and accrued interest under this Plan and all other
qualified employer plans (as defined in sections 401(a), 403(a) and 403(b) of
the Code), shall be within the following limits:

If the total balance of the Participant's or Qualifying Individual's Accounts is
between $2,000 and $50,000, the Participant or Qualifying Individual may borrow
up to one-half of the balance of his Accounts; or

If the total balance of the Participant's or Qualifying Individual's Accounts
are $50,000 or more, the Participant or Qualifying Individual may borrow up to
the lesser of:

one-half of the balance of his Accounts; or

$50,000, reduced by the excess (if any) of:

the highest outstanding balance of loans under the Plan and all other qualified
employer plans during the 1-year period ending on the day before the date on
which such loan was made, over

the outstanding balance of such outstanding loans on the date on which such loan
was made.

The Participant or Qualifying Individual may pledge as security for such loan
the balances of his Accounts.  The principal of such loan must be repaid within
5 years after the date the loan is made, unless the proceeds of the loan are
used to purchase the Participant's or Qualifying Individual's principal place of
residence, in which case the Committee may authorize a repayment schedule of up
to 15 years.  Each such loan shall be evidenced by a written note providing for
repayment over a fixed period and interest at one percentage point above the
prime commercial lending rate then in effect at Bank of America.  The
Participant must authorize that repayment of the amount of the loan be made by
payroll deduction.  Qualifying Individuals must repay the loan by cash, check or
automatic deposit to the Plan.  Repayment shall be made in substantially equal
amounts and not less frequently than quarterly.  All repayments of principal and
payments of interest will be credited in accordance with the provisions of
subsection 8.1.  Prepayment of the entire principal is permitted at any time
without penalty.

     If, on the date on which a Participant or Qualifying Individual is entitled
to a distribution, any loan or portion of a loan made to him, together with the
accrued interest thereon, remains in default, an amount equal to such loan or
any part thereof, together with the accrued interest thereon, shall be charged
to the Participant's or Qualifying Individual's Accounts after all other
adjustments required under the Plan have been made, but before any payment or
distribution is made pursuant to the foregoing provisions of this Section 10.
In the event of default by a Participant or Qualifying Individual, any portion
of the loan remaining unpaid, together with the interest accrued thereon, shall
be charged to the Participant's or Qualifying Individual's Accounts as of the
Accounting Date next following the earlier of the date the Participant or
Qualifying Individual attains age 59 2 or terminates employment with the
Employers and Related Companies, unless such default is corrected by such
Accounting Date.

     Subject to the provisions of Section 7, when a Participant or Qualifying
Individual receives a loan, his promissory note will be held in a Loan Fund
Investment Account earmarked for his benefit.  A Participant or Qualifying
Individual shall select the Fund Account to which the amount is charged for loan
purposes, subject to the sufficiency of the applicable Investment Fund at the
time the loan is made.  There will be charged to the Participant's or Qualifying
Individual's Accounts an annual maintenance fee and a service charge for
processing the loan in such amount as the Committee shall decide.  The
Participant's or Qualifying Individual's Loan Fund Investment Account will not
share in any income, expense, gain or loss of the Trust Fund, and other
Participants' Accounts will not share in payments made with respect to the Loan.
The balance of a Participant's or Qualifying Individual's Accounts, upon which
<PAGE>

a loan under this subsection 10.8 may be made, will be determined as of the next
preceding Accounting Date.  A Participant may have only one outstanding loan at
any time and may only file one loan application per year.  The Committee may
establish reasonable procedures for processing loan requests.

Hardship Withdrawals.  A hardship withdrawal may be made only if:  (1) the
--------------------
withdrawal is on account of an immediate and heavy financial need of the
Participant; and (2) the withdrawal does not exceed the amount necessary to
satisfy the immediate and heavy financial need.  The Participant may withdraw
only Before-Tax Savings credited to his Before-Tax Savings Account (and the
earnings thereon, if any, credited prior to January 1, 1989), and amounts
credited to his Rollover and Vested Transfer Account.  Any request for a
withdrawal in accordance with this subsection 10.9 shall be in writing filed
with the Committee in such form and at such time as the Committee may require.
A Participant will be deemed to have an immediate and heavy financial need if
such withdrawal is for the purpose of:  (1) unpaid medical expenses of the
Participant, his spouse or a dependent, whether previously incurred, or to be
incurred, which may not be reimbursed by a health care insurer, (2) down payment
or closing costs for the purchase of a Participant's principal residence; (3)
the post-secondary tuition for up to 12 months following the date of the
hardship withdrawal request of the Participant, his spouse or dependent; or (4)
the prevention of the eviction from or the foreclosure on a Participant's
principal residence.  A distribution will be deemed not to exceed the amount
necessary to meet the immediate and heavy financial need if:  (1) the amount of
withdrawal under this subsection 10.9 does not exceed the amount necessary to
satisfy his immediate and heavy financial need; (2) he has received all
permissible distributions under this Plan and has taken all loans available
under any other tax-qualified plan of an Employer; (3) his ability to make
Before-Tax Savings is suspended for a period of 12 months following a withdrawal
under this subsection 10.9; and (4) the amount of the Participant's Before-Tax
Savings for the Plan Year next following the Plan Year in which a hardship
withdrawal pursuant to this subsection 10.9 is made, is reduced by the amount of
Before-Tax Savings, if any, made by the Participant during the Plan Year in
which such a withdrawal was made.  The Fund Account(s) to be charged for
hardship withdrawal purposes shall be selected by the Participant.

Withdrawals After Age 59-1/2.  A Participant may withdraw all or any of the
----------------------------
balances in his Accounts after he has attained age 59-1/2.  Pursuant to
procedures adopted by the Committee and pursuant to Section 10.12 of the Plan,
in lieu of a withdrawal under this Section 10.10, a Participant may direct that
all or part of the balances in his Accounts be transferred to an "eligible
retirement plan" as defined in Code section 401(a)(31)(D); provided, however,
that any such transfer is $200 or more.

Qualified Domestic Relations Order.  In addition to payments made under this
----------------------------------
Section 10 on account of a Participant's Termination Date, payments may be made
to an Alternate Payee (as defined below) prior to, coincident with, or after a
Participant's Termination Date if made pursuant to a Qualified Domestic
Relations Order.  In any event, however, payments to an Alternate Payee pursuant
to a Qualified Domestic Relations Order may not commence prior to the earlier of
(i) the date on which the Participant to whom the Qualified Domestic Relations
Order relates is entitled to a distribution under the Plan; or (ii) the later of
(a) the date on which such Participant attains age 50 or (b) the earliest date
on which such Participant could begin receiving benefits under the Plan if the
Participant had separated from service.  In addition, a distribution may also be
made to an Alternate Payee under a Qualified Domestic Relations Order regardless
of whether the Participant has attained the earliest retirement age (as defined
above and in section 414(p)) if:

          (1)  the order specifies distribution at the earlier date or permits
               an agreement between the Plan and the Alternate Payee authorizing
               an earlier distribution; and
<PAGE>

          (2)  the Alternate Payee consents to a distribution prior to the
               Participant's earliest retirement age if the present value of the
               Alternate Payee's benefits under the Plan exceeds $5,000.

     The term "Qualified Domestic Relations Order" means any judgment, decree or
order (including approval of a property settlement agreement) which:

relates to the provision of child support, alimony payments, or marital property
rights to a spouse, child or other dependent of a Participant;

is made pursuant to a State domestic relations law (including a community
property law);

creates or recognizes the existence of an Alternative Payee's right to, or
assigns to an Alternate Payee the right to, receive all or a portion of the
benefits payable with respect to the Participant;

clearly specifies the name and last known mailing address, if any, of the
Participant and the name and mailing address of each Alternate Payee covered by
the order, the amount and percentage of the Participant's benefits to be paid by
the Plan to each Alternate Payee, or the manner in which such amount or
percentage is to be determined, the number of payments or period to which such
order applies and each plan to which such order applies; and

does not require the Plan to provide (i) any form or type of benefit, or any
option, not otherwise provided under the Plan,  (ii) increased benefits, or
(iii) benefits to an Alternate Payee which are required to be paid to another
payee under another order previously determined by the Committee to be a
Qualified Domestic Relations Order.

The Committee shall establish reasonable procedures to determine the qualified
status of domestic relations orders and to administer distributions under such
qualified orders, including the establishment of segregated accounts for
Alternate Payees.  The term "Alternate Payee" means any spouse, former spouse,
child or other dependent of a Participant who is recognized by a Qualified
Domestic Relations Order as having a right to receive all, or a portion of, the
benefits payable under the Plan with respect to the Participant.

Direct Rollovers.
----------------

Notwithstanding any provisions of the Plan to the contrary that would otherwise
limit a Distributee's election under this Section, a Distributee may elect, at
the time and in the manner prescribed by the Committee, to have any portion of
an Eligible Rollover Distribution paid directly to an Eligible Retirement Plan
specified by the Distributee in a Direct Rollover.

Definitions
-----------

Eligible Rollover Distribution:  An "Eligible Rollover Distribution" is any
distribution of all or any portion of the balance to the credit of the
Distributee, except that an Eligible Rollover Distribution does not include:
any distribution that is one of a series of substantially equal periodic
payments (not less frequently than annually) made for the life (or life
expectancy) of the Distributee or the joint lives (or joint life expectancies)
of the Distributee and the Distributee's designated beneficiary, or for a
specified period of ten years or more; any distribution to the extent such
distribution is required under section 401(a) (9) of the Code; any hardship
distribution described in section 401(k)(2)(B)(i)(IV); and the portion of any
distribution that is not includable in gross income (determined without regard
to the exclusion for net unrealized appreciation with respect to employer
securities).
<PAGE>

Eligible Retirement Plan:  An "Eligible Retirement Plan" is an individual
retirement account described in section 408(a) of the Code, an individual
retirement annuity described in section 408(b) of the Code, an annuity plan
described in section 403(a) of the Code, or a qualified trust described in
section 401(a) of the Code, that accepts the Distributee's Eligible Rollover
Distribution.  However, in the case of an Eligible Rollover Distribution to the
surviving spouse, an Eligible Retirement Plan is an individual retirement
account or individual retirement annuity.

Distributee:  A "Distributee" includes an employee or former employee.  In
addition, the employee's or former employee's surviving spouse and the
employee's or former employee's spouse or former spouse who is the alternate
payee under a qualified domestic relations order, as defined in section 414(p)
of the Code, are distributees with regard to the interest of the spouse or
former spouse.

Direct Rollover:  A "Direct Rollover" is a payment by the Plan to the Eligible
Retirement Plan specified by the Distributee.

If a distribution is one to which Sections 401(a) (11) and 417 of the Internal
Revenue Code do not apply, such distribution may commence less than 30 days
after the notice required under Section l.411(a)-11(c) of the Income Tax
Regulations is given, provided that:

the Committee clearly informs the Participant that the Participant has a right
to a period of at least 30 days after receiving the notice to consider the
decision of whether or not to elect a distribution (and, if applicable, a
particular distribution option), and

the Participant, after receiving the notice, affirmatively elects a
distribution.

Federal Income Tax Withholding.  The amount distributed to a Participant or
------------------------------
Beneficiary under the Plan shall, notwithstanding any provision herein to the
contrary, be reduced to the extent necessary to comply with income tax
withholding rules under the Code.

- THE COMMITTEE

Membership.  The Committee referred to in subsection 1.3 shall consist of one or
----------
more members appointed by the Board of Directors of the Company.  The members of
the Committee shall be the "named fiduciaries" (as described in section 402 of
ERISA) under the Plan.  In controlling and managing the operation and
administration of the Plan, the Committee shall act by the concurrence of a
majority of its then members by meeting or by writing without a meeting.  The
Committee, by unanimous written consent, may authorize any one of its members to
execute any document, instrument or direction on its behalf.  A written
statement by a majority of the Committee members or by an authorized Committee
member shall be conclusive in favor of any person (including the Trustees)
acting in reliance thereon.

Rights, Powers and Duties.  The Committee shall have such authority as may be
-------------------------
necessary to discharge its responsibilities under the Plan, including the
following rights, powers and duties:

To interpret and construe the provisions of the Plan.

To adopt such rules of procedure and regulations as are consistent with the
provisions of the Plan and as it deems necessary and proper.

To determine all questions relating to eligibility, benefits and other Plan
rights of employees, Participants and Beneficiaries.
<PAGE>

To maintain adequate records concerning the Plan and concerning its proceedings
and acts in such form and detail as the Committee may decide.

To direct all benefit payments under the Plan.

To furnish the Employers with such information with respect to the Plan as may
be required by them for tax or other purposes.

To establish the investment policy and objectives for the Plan.

Delegation by Committee.  In exercising its authority to control and manage the
-----------------------
operations and administration of the Plan, the Committee may employ agents and
counsel (who may also be employed by the Employers) and to delegate to them such
powers as the Committee deems desirable.

Application of Rules.  The Committee shall operate and administer the Plan in a
--------------------
uniform and nondiscriminatory manner.

Information to be Furnished to the Committee.  The Employers shall furnish to
--------------------------------------------
the Committee such data and information as may be required.  The records of the
Employers as to an employee's or Participant's period of employment, termination
of employment, leave of absence, reemployment and Section 415 Compensation will
be conclusive on all persons unless determined to be incorrect.  Participants
and other persons entitled to benefits under the Plan must furnish to the
Committee such evidence, data or information as it considers desirable to carry
out the Plan.

Committee's Decision Final.  To the extent permitted by law, any interpretation
--------------------------
of the Plan and any decision on any matter within the discretion of the
Committee made by it in good faith is binding on all persons.  A misstatement or
other mistake of fact shall be corrected when it becomes known, and the
committee shall make such adjustments on account thereof as it considers
equitable and practicable.

Remuneration and Expenses.   No remuneration shall be paid to any Committee
-------------------------
member as such.  However, the reasonable expenses of a Committee member incurred
in the performance of a Committee function shall be reimbursed by the Company.

Exercise of Committee's Duties.  Notwithstanding any other provisions of the
------------------------------
Plan, the Committee shall discharge its duties hereunder solely in the interests
of the Participants in the Plan and other persons entitled to benefits
thereunder, and;

for the exclusive purpose of providing benefits to Participants and other
persons entitled to benefits thereunder; and

with the care, skill, prudence and diligence under the circumstances then
prevailing that a prudent person acting in a like capacity and familiar with
such matters would use in the conduct of an enterprise of a like character and
with like aims.

Indemnification of the Committee.  To the extent permitted under ERISA and other
--------------------------------
applicable law, the Committee and the individual members thereof shall be
indemnified by the Employers against any and all liabilities, losses, costs, and
expenses (including reasonable legal fees and expenses) of whatever kind and
nature which may be imposed on, incurred by or asserted against the Committee if
the Committee or such member did not, in the opinion of the Board of Directors
of the Company, act dishonestly or in willful violation of the law or regulation
under which such liability, loss, cost or expense arises.
<PAGE>

Resignation or Removal of Committee Member.  A Committee member may resign at
------------------------------------------
any time by giving ten days' advance written notice to the Employers, the
Trustees and the Committee members.  The Company may remove a Committee member
by giving written notice to him, the other Employers, the Trustees and the other
Committee members.

Appointment of Successor Committee Member.  The Company may fill any vacancy in
-----------------------------------------
the membership of the Committee and shall give prompt written notice thereof to
the other members, the other Employers and the Trustees.  While there is a
vacancy in the membership of the Committee, the remaining members shall have the
same powers as the full Committee until the vacancy is filled.

Interested Committee Member.  A member of the Committee may not decide or
---------------------------
determine any matter or question concerning his own benefits under the Plan or
as to how they are to be paid to him unless such decision could be made by him
under the Plan if he were not a member of the Committee.

- AMENDMENT AND TERMINATION

Amendment.   While the Employers expect and intend to continue the Plan, the
---------
Company must necessarily reserve and does reserve the right, subject to the
provisions of Article VII of the Trust Agreement, to amend the Plan at any time,
except that no amendment shall reduce a Participant's benefits to less than the
amount he would be entitled to receive if he had resigned from the employ of the
Employers and the Related Companies on the date of the amendment.

Termination.  The Plan will terminate as to all of the Employers on any day
-----------
specified by the Company.  The Plan will terminate as to any Employer on the
first to occur of the following:

the date it is terminated by that Employer;

the date that Employer formally elects to completely discontinue its
contributions under the Plan;

the date that Employer is judicially declared bankrupt or insolvent; or

the dissolution, merger, consolidation or reorganization of that Employer, or
the sale by that Employer of all or substantially all of its assets, except
that, subject to the provisions of subsection 12.3, with the consent of the
Company, in any such event arrangements may be made whereby the Plan will be
continued by any successor to that Employer or any purchaser of all or
substantially all of that Employer's assets, in which case the successor or
purchaser will be substituted for the Employer under the Plan.

Merger and Consolidation of Plan, Transfer of Plan Assets.  In the case of any
---------------------------------------------------------
merger or consolidation with, or transfer of assets and liabilities to, any
other Plan, provisions shall be made so that each affected Participant in the
Plan on the date thereof (if the Plan then terminated) would receive a benefit
immediately after the merger, consolidation or transfer which is equal to or
greater than the benefit he would have been entitled to receive immediately
prior to the merger, consolidation or transfer if the Plan had then terminated.

Vesting and Distribution on Termination and Partial Termination.  On termination
---------------------------------------------------------------
of the Plan in accordance with subsection 12.2 or on partial termination of the
Plan, as applied to any Employer, by operation of law the date of termination or
partial termination, as the case may be, will be an Accounting Date and, after
all adjustments then required have been made, each affected Participant's
benefits will be nonforfeitable.  If, on termination of the Plan, as applied to
any Employer, a Participant remains an
<PAGE>

employee of an Employer or Related Company, the amount of his benefits shall be
retained in the Trust until after his termination of employment with all of the
Employers and Related Companies and shall be paid to him or, in the event of his
death, to his Beneficiary in accordance with the provisions of Section 10. The
benefits payable to a Participant whose employment with all the Employers and
Related Companies is terminated coincident with the termination of the Plan as
applied to his Employer (and the benefits payable to an affected Participant on
partial termination of the Plan) shall be paid to him in accordance with the
provisions of Section 10. All appropriate accounting provisions of the Plan will
continue to apply until the benefits of all affected Participants have been
distributed to them.

Notice of Amendment, Termination or Partial Termination.  Affected Participants
-------------------------------------------------------
and Beneficiaries will be notified of an amendment, termination or partial
termination of the Plan as required by law.

- TOP-HEAVY PROVISIONS

     If, as of the day next preceding the beginning of any Plan Year or, in the
case of the Plan Year which commences on the Effective Date, the last day of
that Plan Year (the "Determination Date"), the Plan is a "top-heavy plan"
(determined in accordance with the provisions of section 416(g) of the Code),
that is, the aggregate present value of the accrued benefits and account
balances of all "Key Employees" (within the meaning of section 416(i) of the
Code and for this purpose using the definition of Compensation described in
subsection 4.7) and their Beneficiaries exceeds sixty percent of the aggregate
present value of the accrued benefits and account balances of all Participants
and Beneficiaries, the amendments specified in this Section 13 will
automatically become effective as of the first day of the Plan Year.  For
purposes of the above sentence, the aggregate present value of the accrued
benefits and account balances of a Participant who has not performed any
services for the Employer during the five year period ending on the
Determination Date shall not be taken into account.  This calculation is made in
accordance with section 416(g) of the Code, taking into consideration plans
which are considered part of the Aggregation Group.  The term "Aggregation
Group" shall include each plan of an Employer or Related Company which includes
a Key Employee and each plan of the Employer or Related Company which allows the
Plan to meet the requirements of sections 401(a) (4) or 410 of the Code and may
include any other plan of an Employer or Related Company, if the Aggregation
Group would continue to meet the requirements of sections 401(a) (4) and 410 of
the Code.  The amendment that will take effect under this Section 13 is as
follows:

     Subsection 6.2 will be modified to provide that the aggregate amount of
     Employer contributions allocated in each Plan Year to the accounts of each
     Participant who is not a Key Employee under this Plan for any Plan Year,
     may not be less than the lesser of:

     (i)  three percent of his Compensation for the Plan Year; or

     (ii) a percentage of his Compensation equal to the largest percentage
          obtained by dividing the sum of the amount credited to the accounts
          under this Plan for any Plan Year of any Key Employee divided by that
          employee's Compensation.

The preceding provisions will remain in effect for the period in which the Plan
is top-heavy.  If, for any particular year thereafter, the Plan is no longer
top-heavy, the Company may amend or delete such provisions from the Plan.

- SPECIAL PROVISIONS

     Effect of Spinoff of Stratos Lightwave, Inc. from Methode.   Following the
     ---------------------------------------------------------
spinoff of the Company from Methode Electronics, Inc., the account balances of
Participants employed and former
<PAGE>

Participants previously employed by the Company may at the election of the
Committee be spun off into this Plan in a transaction that complies with Code
section 414(l). In the event of such a plan spinoff, and if elected by a
Participant, Methode Class A Common Stock and Methode Class B Common Stock that
would otherwise be transferred to the spunoff plan may prior to the transfer be
exchanged for Stratos Common Stock or disposed of and the proceeds used to
purchase Stratos Common Stock within 90 days following the spinoff (or such
longer period as may be permitted by Code section 402(j)).

     IN WITNESS WHEREOF, the Company has caused this Plan to be signed by a duly
authorized officer on its behalf as of the 29th day of April, 2001.


                              STRATOS LIGHTWAVE, INC.



                              By:___________________________________