Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

     Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

     Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

     Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yeso Noþ

     On April 22,October 21, 2010, the following numbers of shares of the Company’s common stock were outstanding:

Section 302 Certification of Chief Executive Officer
Section 302 Certification of Chief Financial Officer
Section 906 Certification of Chief Executive Officer
Section 906 Certification of Chief Financial Officer

     Molex Incorporated (together with its subsidiaries, except where the context otherwise requires, “we,” “us,” and “our”) manufactures electronic components, including electrical and fiber optic interconnection products and systems, switches and integrated products in 4039 manufacturing locations in 1716 countries.

     The accompanying Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) for interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments consisting of normal recurring accruals considered necessary for a fair statement of results for the interim period have been included. Operating results for the three and nine months ended March 31,September 30, 2010 are not necessarily an indication of the results that may be expected for the year ending June 30, 2010.2011. The Condensed Consolidated Balance Sheet as of June 30, 20092010 was derived from our audited consolidated financial statements for the year ended June 30, 2009.2010. These financial statements and related notes should be read in conjunction with the financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended June 30, 2009.2010.

     The preparation of the unaudited financial statements in conformity with GAAP requires the use of estimates and assumptions related to the reporting of assets, liabilities, revenues, expenses and related disclosures. Significant estimates and assumptions are used in the estimation of income taxes, pension and retiree health care benefit obligations, stock options, accrual for unauthorized activities in Japan, allowances for accounts receivable and inventory and impairment reviews for goodwill, intangible and other long-lived assets. Estimates are revised periodically. Actual results could differ from these estimates. Material subsequent events are evaluated and disclosed through the report issuance date.

     InAs we previously reported, in April 2010, we launched an investigation into unauthorized activities in Molex Japan. We learned that an individual working in Molex Japan’s finance group obtained unauthorized loans from third party lenders, that included in at least one instance the attempted unauthorized lienspledge of Molex Japan facilities as security, in Molex Japan’s name which we believethat were used to cover losses resulting from unauthorized trading, activities, including margin trading, in Molex Japan’s name. We also believelearned that the individual has misappropriated cashfunds from Molex JapanJapan’s accounts to cover losses from unauthorized trading activities.trading. The individual has admitted to forging documentation in arranging and concealing the transactions. We have retained outside legal counsel, and they have retained forensic accountants, to investigate the matter and the extent of Molex Japan’s liability, if any, for the unauthorized loans and any possible recourse to recover the misappropriated cash.matter. The investigation includes a review of the facts and circumstances surrounding the unauthorized transactions, including a search of relevant physical and electronic documents and interviews with officers and employees.

     Based on the results of the completed investigation, and extent of ourwe recorded for accounting purposes an accrued liability if any. The total amountfor the effect of unauthorized activities pending the resolution of these matters including the legal proceedings reported in Note 12. Cumulative investigative and legal costs through September 30, 2010 were $10.3 million, including $5.5 million in the first quarter of fiscal 2011. We believe these unauthorized activities and related losses occurred from at least as early as 1988 through 2010, with approximately $167.4 million of losses occurring prior to June 30, 2007. The accrued liability for these potential net losses was $175.1 million as of September 30, 2010, including $9.3 million in foreign currency translation, which was recorded as a component of other comprehensive income. To the extent we prevail in not having to pay all or any portion of the outstanding unauthorized loans, we would recognize a gain in that amount.

     In addition, we have a contingent liability of $11.2 million for other loan-related expenses, interest expense and misappropriated cash referred to above are baseddelay damages on the status of the investigation.outstanding unauthorized loans.

     During fiscal 2007,On June 30, 2010 we undertookcompleted a multi-year restructuring plan designed to reduce costs and to improve return on invested capital in connection with a new global organization that was effective July 1, 2007. A majority of the plan relatesrelated to facilities located in North America, Europe and EuropeJapan and, in general, the movement of manufacturing activities atfrom these plants to otherlower-cost facilities. Net restructuring cost during the three months ended March 31, 2010 was $9.0 million, consisting of $8.9 million of severance costs and $0.1 million in asset impairments. Net restructuring cost during the three months ended December 31, 2009 was $25.6 million, consisting of $18.8 million for severance costs and $6.8 million of asset impairments. Net restructuring costs during the three months ended March 31, 2009, was $44.3 million, consisting of $28.9 million of severance costs and $15.4 million in asset impairments. The cumulative restructuring costs and related asset impairments since we announced the restructuring plan totaled $288.5 million.

     We expect to incur total restructuring and asset impairment costs related to restructuring actions approximating $300 million. Management approved several actions related to this plan. The total cost estimates increased as we formulated detailed plans for the latest additions to the restructuring actions, which included reorganization of our global product divisions in fiscal 2009. A portion of this plan involves cost savings or other actions that do not result in incremental expense, such as better utilization of assets, reduced spending and organizational efficiencies. This plan includes employee reduction targets throughout the company, and we expect to achieve these targets through ongoing employee attrition and terminations.

     We had available linesTotal debt consisted of creditthe following:

     In September 2009, Molex Japan issued unsecured bonds totaling $197.2¥10 billion with a term of three years, an interest rate of approximately 1.65% and scheduled principal payments of ¥1.6 billion every six months. At September 30, 2010, the outstanding balance of the unsecured bonds approximated $81.0 million, at March 31, 2010 expiring between 2010 and 2013.of which $38.3 million was current.

     In June 2009, we entered into a $195.0 million committed, unsecured, three-year revolving credit facility in the United States, amended in January 2010, that matures in June 2012 (the “U.S. Credit Facility)Facility”). Borrowings under the U.S. Credit Facility bear interest at a fluctuating interest rate (based on London InterBank Offered Rate) plus an applicable percentage based on our consolidated leverage. The applicable percentage was 250 basis points as of March 31,September 30, 2010. On upIn September 2010, we exercised the feature to two occasions we may, at our option, increase the credit line by an amount not to exceed $75.0$270.0 million upon satisfaction of certain conditions.and added three lenders. The instrument governing the U.S. Credit Facility contains customary covenants regarding liens, debt, substantial asset sales and mergers, dividends and investments. The U.S. Credit Facility also requires us to maintain financial covenants pertaining to, among other things, our consolidated leverage, fixed charge coverage and liquidity. As of March 31,September 30, 2010, we were in compliance with these covenants and had outstanding borrowings of $100.0$110.0 million. We obtained waiver letters from the participating banks for any default of the U.S. Credit Facility arising from the unauthorized activities in Japan.

     We have three unsecured borrowing agreements in Japan totaling ¥18 billion ($194.7 million) with weighted average fixed rates of 1.53%. As of March 31, 2010, we hadCertain assets, including land, buildings and equipment, secure a remaining balance on these agreements of ¥16.4 billion ($177.4 million).

     We had available lines of credit totaling $258.1 million including an outstanding balance of $100.0 million on the Credit Facility at March 31,September 30, 2010 the Japanese yen borrowings approximating $77.9 millionexpiring between 2010 and other unsecured term loans and capital lease obligations approximating $6.1 million.2013.

     We are subject to tax in U.S. Federal, State and foreign tax jurisdictions. We have substantially completed all U.S. federal income tax matters for tax years through 2005.2006. The tax years 20062007 through 2009 remain open to examination by all major taxing jurisdictions to which we are subject.

     It is our practice to recognize interest and/or penalties related to income tax matters in tax expense. As of March 31,September 30, 2010, there were no material interest or penalty amounts to accrue.

     The following table summarizes our financial assets and liabilities as of March 31,September 30, 2010, which are measured at fair value on a recurring basis (in thousands):

     We determine the fair value of our marketable and available for sale securities based on quoted market prices (Level 1). We generally use derivatives for hedging purposes, which are valued based on Level 2 inputs in the fair value hierarchy. The fair value of our financial instruments is determined by a mark-to-market valuation based on forward curves using observable market prices.

     The carrying value of our long-term debt approximates fair value.

     Effective September 30, 2009, we adopted ASC 105,In January 2010, the Financial Accounting Standards Board (the FASB) Accounting Standards Codification (ASC)issued new guidance to enhance disclosure requirements related to fair value measurements by requiring certain new disclosures and the Hierarchy of Generally Accepted Accounting Principles.clarifying certain existing disclosures. The Codification is now the single source of authoritative GAAP for all non-governmental entities. ASC 105, which was effective July 1, 2009, changes the referencing and organization of accounting guidance. The adoption of ASC 105 will only affect how specific referencesnew guidance requires additional information related to GAAP literature are disclosedactivities in the notesreconciliation of Level 3 fair value measurements. The new guidance also expands the disclosures related to our consolidated financial statements.

     On August 31, 2010, Mizuho Bank, which holds the unauthorized loans, filed a complaint in Tokyo District Court requesting the court to find Molex Japan liable for the payment of the VIE provisionsoutstanding unauthorized loans and to enter a judgment for such payment. Mizuho is claiming payment of ASC 810-10, but do not expect itoutstanding principal borrowings of ¥3 billion ($35.7 million), ¥5 billion ($59.6 million), ¥5 billion ($59.6 million) and ¥2 billion ($23.8 million), other loan-related expenses of approximately ¥106 million ($1.3 million) and interest and delay damages of approximately ¥832 million yen ($9.9 million) as of September 30, 2010. On October 13, 2010, Molex Japan filed a written answer requesting the court to have a material impact on our consolidated financial statements.dismiss the complaint. We intend to vigorously contest the enforceability of the outstanding unauthorized loans and any attempt by the lender to obtain payment. See Note 2 of the “Notes to the Condensed Consolidated Financial Statements” for accounting treatment of the accrual for unauthorized activities in Japan.

     Our reportable segments consist of the Connector and Custom & Electrical segments:

     Information by segment is summarized as follows (in thousands):

     Unless otherwise indicated or the content otherwise requires, the terms “we,” “us” and “our” and other similar terms in this Quarterly Report on Form 10-Q refer to Molex Incorporated and its subsidiaries.

     The following discussion and analysis should be read in conjunction with our condensed consolidated financial statements and accompanying notes contained herein and our consolidated financial statements and accompanying notes and management’s discussion and analysis of results of operations and financial condition contained in our Annual Report on Form 10-K for the fiscal year ended June 30, 2009.2010. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including but not limited to those described below under the heading “Cautionary Statement Regarding Forward-Looking Information ”.Information.”

     Our core business is the manufacture and sale of electromechanical components. Our products are used by a large number of leading original equipment manufacturers (OEMs) throughout the world. We design, manufacture and sell more than 100,000 products including terminals, connectors, planar cables, cable assemblies, interconnection systems, backplanes, integrated products and mechanical and electronic switches in 4039 manufacturing locations in 1716 countries. We also provide manufacturing services to integrate specific components into a customer’s product.

     Our reportable segments consist of theWe have two global product segments: Connector and Custom & Electrical segments:Electrical.

     Worldwide economic conditions and instability in the global economy led to a significant drop in demand for our products beginning in the second quarter of fiscal 2009. The drop in revenue was significant as our customers attempted to manage their inventory. Customer demand and revenue has improved significantly in fiscal 2010 and 2011 due to rapid recovery in the world’s gross domestic product from the instability in the global economy in fiscal 2009, particularly in Asia. The stronger end market demand and release of new products increased our net revenue and gross margins during the three and nine months ended March 31,September 30, 2010 compared with the prior year periods.period. Selling, general and administrative expenses as a percent of revenue also decreased during the three and nine months ended March 31,September 30, 2010 compared with the prior year periodsperiod due to higher net revenue and our lower cost structure resulting from our restructuring effortsprogram and specific cost containment activities.

     During fiscal 2007,On June 30, 2010 we undertookcompleted a multi-year restructuring plan designed to reduce costs and to improve return on invested capital in connection with a new global organization that was effective July 1, 2007. A majority of the plan relatesrelated to facilities located in North America, Europe and EuropeJapan and, in general, the movement of manufacturing activities atfrom these plants to otherlower-cost facilities. Net restructuring costRestructuring costs during the three months ended March 31,fiscal 2010 was $9.0were $116.9 million, consisting of $8.9$79.6 million of severance costs and $0.1 million in asset impairments. Net restructuring cost during the three months ended December 31, 2009 was $25.6 million, consisting of $18.8$37.3 million for severance costs and $6.8 million of asset impairments. Net restructuring costs during the three months ended March 31, 2009, was $44.3 million, consisting of $28.9 million of severance costs and $15.4 million in asset impairments. The cumulative restructuring costs and related asset impairments since we announced the restructuring plan totaled $288.5 million.

our business strategy successfully will require that we meet a number of challenges, including our ability to accurately forecast sales demand and calibrate manufacturing to such demand, manage volatile raw material costs, develop, manufacture and successfully market new and enhanced products and product lines, control operating costs, and attract, motivate and retain key personnel to manage our operational, financial and management information systems. Our sales are also dependent on end markets impacted by consumer, industrial and infrastructure spending, and our operating results can be adversely affected by reduced demand in those end markets.

     InAs we previously reported, in April 2010, we launched an investigation into unauthorized activities in Molex Japan. We learned that an individual working in Molex Japan’s finance group obtained unauthorized loans from third party lenders, that included in at least one instance the attempted unauthorized lienspledge of Molex Japan facilities as security, in Molex Japan’s name which we believethat were used to cover losses resulting from unauthorized trading, activities, including margin trading, in Molex Japan’s name. We also believelearned that the individual has misappropriated cashfunds from Molex JapanJapan’s accounts to cover losses from unauthorized trading activities.trading. The individual has admitted to forging documentation in arranging and concealing the transactions. We have retained outside legal counsel, and they have retained forensic accountants, to investigate the matter and the extent of Molex Japan’s liability, if any, for the unauthorized loans and any possible recourse to recover the misappropriated cash.matter. The investigation includes a review of the facts and circumstances surrounding the unauthorized transactions, including a search of relevant physical and electronic documents and interviews with officers and employees.

     The following table sets forth consolidated statements of operations data as a percentage of net revenue for the three months ended March 31September 30 (in thousands):

     Infotech market net revenue increased against the comparable quarter primarily because of depressed enterprise spending in the prior year and increased demand for networking and storage products in the current period. Infotech market net revenue increased modestly against the sequential quarter reflecting backlog reduction.

     Consumer market net revenue increased against both the comparable and sequential quarters due to government incentives in certain countries, customers replenishing inventory levels and increased demand for our components in portable navigation devices, home appliances, digital cameras and flat panel display televisions partially offset by a decline in gaming equipment.and digital cameras. Consumer market net revenue declinedincreased modestly against the sequential quarter as the second quarter benefitted fromdue to pre-holiday production volumes in home entertainment and gaming equipment based on our customers’ anticipation of increased consumer spending during the holiday season.

     TelecommunicationsIndustrial market net revenue increased substantially against the comparable quarter as global economic conditions improved over the prior year period. Demand for industrial instruments and production equipment improved as our customers’ increased production to meet demand after delaying many industrial automation projects in the prior year period due to uncertainties about the economic conditions. Sequentially, industrial market net revenue increased infrastructure spending, highermodestly as the backlog of demand for smartphones and our customers’ introduction of smartphone models that include our connector products. Revenue declined slightly against the sequential quarter as seasonal decline in mobile phone business was partially offsetcaused by increased infrastructure spending.delayed projects has been reduced.

     Automotive market net revenue increased substantially against the comparable quarter as global car sales have increased, particularly in North America China and Europe,China, as improving global economic conditions led to our customers increasing vehicle builds to replenish inventory levels.levels and meet demand. The automotive market also benefited from our customers’ increasing electronic content in automobiles, such as rear view cameras, navigational systems, mobile communication and entertainment systems.

partially offset by a weaker euro against the dollar. The following tables show the effect on the change in geographic net revenue from foreign currency translations to the U.S. dollar (in thousands):