SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

LYNCH THOMAS J

(Last)

(First)

(Middle)

1050 WESTLAKES DRIVE

(Street)

BERWYN

19312

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Tyco Electronics Ltd. [ TEL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/29/2007

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	06/29/2007		A	V	49,625⁽¹⁾	A	$0	49,625	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$0⁽²⁾	06/29/2007		A		102,020⁽²⁾		⁽²⁾	⁽²⁾	Common Shares	102,020	$0	102,020	D
Stock Option (Right to Buy)	$33.523	06/29/2007		A		121,111⁽³⁾		⁽³⁾	11/21/2015	Common Shares	121,111	$0	121,111	D
Stock Option (Right to Buy)	$34.4767	06/29/2007		A		359,007⁽³⁾		⁽³⁾	09/26/2014	Common Shares	359,007	$0	359,007	D
Stock Option (Right to Buy)	$35.0257	06/29/2007		A		216,269⁽³⁾		⁽³⁾	11/20/2016	Common Shares	216,269	$0	216,269	D
Stock Option (Right to Buy)	$41.3778	06/29/2007		A		173,015⁽³⁾		⁽³⁾	03/09/2015	Common Shares	173,015	$0	173,015	D

Explanation of Responses:

1. Shares distributed to the reporting person in connection with the pro-rata distribution of the shares of Tyco Electronics Ltd. (the "Issuer") to the stockholders of Tyco International Ltd. on June 29, 2007 (the "Distribution"). Pursuant to the exemption under Rule 16a-9 of the Securities Exchange Act of 1934, this transaction is not required to be reported.

2. Includes 69,840 previously granted Restricted Stock Unit ("RSU") awards adjusted pursuant to the terms of the original grant agreements to reflect the Distribution. Also includes 32,180 RSUs that were originally granted as Performance Share Unit awards on November 22, 2005 that were adjusted pursuant to the terms of the original grant agreement to reflect the Distribution, and that will vest on the third anniversary of the original grant date, without regard to the attainment of performance metrics.

3. Consists of previously granted Stock Options adjusted pursuant to the terms of the original grant agreement to reflect the Distribution. The Stock Options vest and are exercisable on the schedule set forth in the original grant agreement. Generally Stock Options are fully exercisable on the fourth anniversary of the original grant date and expire on the ten year anniversary date of the original grant date.

Remarks:

	H. Gregory Barksdale, attorney-in-fact	07/03/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.