COMMSCOPE, INC.

              POLICY ON DISCRETIONARY PERFORMANCE COMPENSATION
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                     (Effective as of January 1, 2006)


     Section 1. Introduction. This Policy is maintained by CommScope, Inc.
(the "Company") on behalf of the eligible employees described below. This
is a payroll policy; it does not provide for the deferral of compensation
and, as a result, is not an "employee pension benefit plan" or "employee
benefit plan" covered by the Employee Retirement Income Security Act of
1974 (ERISA). Also, it is not a plan of deferred compensation subject to
section 409A of the Internal Revenue Code of 1986, as amended ("Code").

     Section 2. Effective Date. This Policy, as it may be amended from time
to time, shall be effective for the 2006 calendar year and each calendar
year thereafter until amended or terminated.

     Section 3. Eligibility. An "eligible employee" is an employee of any
Participating Company, as defined below, who has completed at least 12
consecutive full months of employment with one or more of the Participating
Companies and is employed on the date on which the Discretionary
Performance Compensation is paid. An employee who is classified as a
"temporary employee" and an employee whose terms and conditions of
employment are covered by a collective bargaining agreement that does not
provide for his participation in this Policy is not an eligible employee.

     Section 4. Annual Base Compensation. Annual Base Compensation means
the annualized base rate of earnings paid to an employee by the
Participating Company as of the end of the preceding calendar year.
Earnings include amounts paid for personal services, but exclude bonuses,
overtime pay and commissions. Earnings are determined before taking into
account any reduction resulting from an election to have Salary Deferral
Contributions made on his behalf pursuant to the CommScope, Inc. Retirement
Savings Plan or salary reduction contributions made to any plan established
under Code Section 125 and maintained by the Company or Participating
Company. It does not include Discretionary Performance Compensation or any
deferred compensation in connection with a plan of deferred compensation
maintained by the Company or Participating Company, and it does not include
special allowances (such as amounts paid to an employee during an
authorized leave of absence, moving expenses, car expenses, tuition
reimbursement, meal allowances, the cost of excess group life insurance
income includible in taxable income, and similar items).

     Section 5. Percentage. The Percentage is a whole, half or quarter
percent designated by the Board of Directors of the Company, in its
absolute discretion, for the calendar year. The maximum Percentage for any
calendar year is two percent (2%). If the Board does not designate a
Percentage for a calendar year, the Percentage for that calendar year will
be zero.

     Section 6. Discretionary Performance Compensation. The Discretionary
Performance Compensation for the calendar year for each eligible employee
is the Percentage for the year multiplied by the eligible employee's Annual
Base Compensation.

     Section 7. Payment of Discretionary Performance Compensation. The
Discretionary Performance Compensation for the calendar year shall be paid
in that calendar year at such time and in such manner as the Company shall
determine. Only eligible employees who are actively employed by the Company
on the payment date shall receive a payment of the Discretionary
Performance Compensation for that year.

     Section 8. Participating Companies. For purposes of this Policy, the
following companies are Participating Companies: CommScope, Inc.,
CommScope, Inc. of North Carolina, Cable Transport, Inc., Vextra
Technologies, LLC., CommScope Nevada Operations, LLC, CommScope Properties,
LLC, CommScope Solutions, Inc., CommScope Solutions Properties, LLC,
Connectivity Solutions Manufacturing, Inc. (except for employees whose
employment is covered by a collective bargaining agreement) and any member
of the Company's controlled group (as that term is defined in section
414(b) or (c) of the Internal Revenue Code of 1986) that adopts the policy
with the consent of the Company.

     Section 9. Amendment or Termination. This Policy shall be subject to
amendment or termination by the Company at any time for any reason.

     Section 10. No Contract of Employment. This Policy and the potential
or actual Discretionary Performance Compensation shall not confer upon any
employee the right to continued employment with the Company or any of its
subsidiaries or affect in any way the right of the Company and its
subsidiaries to terminate the employment of any employee at any time and
for any reason.

     Section 11. No Assignment. No potential or actual payment of
Discretionary Performance Compensation shall be assigned, transferred,
pledged, or otherwise encumbered by an employee.

     This Policy is signed this 27th day of October, 2005.

                                        COMMSCOPE, INC.



                                        By: /s/ Jim Wright
                                           ------------------------------------
                                           Jim Wright, Senior Vice President,
                                           Human Resources and Environment