##### Table of Contents



Exhibit 10.2
   ADC
    TELECOMMUNICATIONS, INC.
   2008
    GLOBAL STOCK INCENTIVE PLAN




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TABLE OF
    CONTENTS
   
 PageSection 1.

Purpose


3Section 2.

Definitions


3Section 3.

Administration


5(a)

Power and Authority of the Committee


5(b)

Delegation


5(c)

Power and Authority of the Board of Directors


5Section 4.

Shares Available for Awards


6(a)

Shares Available


6(b)

Accounting for Awards


6(c)

Adjustments


6(d)

Award Limitations Under the Plan


6Section 5.

Eligibility


7Section 6.

Awards


7(a)

Options


7(b)

Stock Appreciation Rights


7(c)

Restricted Stock and Restricted Stock Units


7(d)

Dividend Equivalents


8(e)

Performance Awards


8(f)

Stock Awards


9(g)

Other Stock-Based Awards


9(h)

General


9Section 7.

Amendment and Termination; Corrections


10(a)

Amendments to the Plan


10(b)

Amendments to Awards


10(c)

Correction of Defects, Omissions and Inconsistencies


10Section 8.

Income Tax Withholding


10Section 9.

General Provisions


11(a)

No Rights to Awards


11(b)

Award Agreements


11(c)

No Rights of Shareholders


11(d)

No Limit on Other Compensation Plans or Arrangements


11(e)

No Right to Employment or Directorship


11(f)

Governing Law


11(g)

Severability


11(h)

No Trust or Fund Created


11(i)

No Fractional Shares


11(j)

Headings


11Section 10.

Effective Date of the Plan


12Section 11.

Term of the Plan


12   2




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##### Table of Contents



ADC
    TELECOMMUNICATIONS, INC.
    2008 GLOBAL STOCK INCENTIVE PLAN  Section 1.  Purpose.
    Section 2.  Definitions.
              Rule 16b-3, Rule 16b-3
             3




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(x) Rule 16b-3 Rule 16b-3
   4




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##### Table of Contents



Section 3.  Administration.
  Power and Authority of the
    Committee.
  Delegation.
  Power and Authority of the Board of
    Directors.
 5




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##### Table of Contents



Section 4.  Shares Available for Awards.
  Shares Available.
  Accounting for Awards.
  Adjustments. split-up,
  Award Limitations Under the Plan.
  Section 162(m) Limitation for Certain Types of
    Awards.
  Section 162(m) Limitation for Performance
    Awards.
 6




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##### Table of Contents



Section 5.  Eligibility.
    Section 6.  Awards.
  Options.
  Exercise Price.
  Option Term.
  Time and Method of Exercise.
  Stock Appreciation Rights.
  Restricted Stock and Restricted Stock
    Units.
 7




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##### Table of Contents



Restrictions.
  Issuance and Delivery of Shares.
  Forfeiture.
  Dividend Equivalents.
  Performance Awards.
 8




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##### Table of Contents



Stock Awards.
  Other Stock-Based Awards.
  General.
  Consideration for Awards.
  Awards May Be Granted Separately or
    Together.
  Forms of Payment under
    Awards.
  Term of Awards.
  Limits on Transfer of Awards. Form S-8 i.e.
 9




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##### Table of Contents



Restrictions; Securities Exchange
    Listing.
  Section 7.  Amendment and Termination; Corrections.
  Amendments to the Plan.
              Amendments to Awards.
  Correction of Defects, Omissions and
    Inconsistencies.
  Section 8.  Income Tax Withholding.
   10




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##### Table of Contents



Section 9.  General Provisions.
  No Rights to Awards.
  Award Agreements.
  No Rights of Shareholders.
  No Limit on Other Compensation Plans or
    Arrangements.
  No Right to Employment or
    Directorship.
  Governing Law.
  Severability.
  No Trust or
    Fund Created.
  No Fractional Shares.
  Headings.
 11




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Section 10.  Effective Date of the Plan.
    Section 11.  Term of the Plan.
  10-year
 12