Three Fiscal Months Ended
                                         April 3, 2009          March 28, 2008
                                       Amount         %        Amount         %
            Net sales:
            North America             $   369.2        35 %   $   540.7        35 %
            Europe and North Africa       370.5        36 %       553.3        35 %
            ROW                           301.6        29 %       474.4        30 %

            Total net sales           $ 1,041.3       100 %   $ 1,568.4       100 %


            Operating income:
            North America             $    26.9        29 %   $    31.2        27 %
            Europe and North Africa        33.2        36 %        49.1        43 %
            ROW                            32.4        35 %        35.0        30 %

            Total operating income    $    92.5       100 %   $   115.3       100 %

General Cable's reported net sales are directly influenced by the price of copper, and to a lesser extent, aluminum. The price of copper and aluminum as traded on the London Metal Exchange ("LME") and COMEX has historically been subject to considerable volatility, during the past few years, global copper prices steadily increased to new average record highs. The daily selling price of copper cathode on the COMEX averaged $1.57 and $3.53 per pound in the first quarter of 2009 and 2008, respectively, and the daily price of aluminum rod averaged $0.66 and $1.28 per pound in the first quarter of 2009 and 2008, respectively. This copper and aluminum price volatility is representative of all reportable segments.
General Cable generally passes changes in copper and aluminum prices along to its customers, although there are timing delays of varying lengths depending upon the volatility of metals prices, the type of product, competitive conditions and particular customer arrangements. A significant portion of the Company's electric utility and telecommunications business and, to a lesser extent, the Company's electrical infrastructure business has metal escalators written into customer contracts under a variety of price setting and recovery formulas. The remainder of the Company's business requires that volatility in the cost of metals be recovered through negotiated price changes with customers. In these instances, the ability to change the Company's selling prices may lag the movement in metal prices by a period of time as the customer price changes are implemented. As a result of this and a number of other business practices intended to match copper and aluminum purchases with sales, profitability over time has historically not been significantly affected by changes in copper and aluminum prices. General Cable does not engage in speculative metals trading.

The Company has experienced volatility on raw materials other than copper and aluminum used in cable manufacturing, such as insulating compounds, steel and wood reels, freight costs and energy costs. Generally, the Company attempts to adjust selling prices in most of its markets in order to offset the impact of this raw material price and other cost volatility on reported earnings. The Company's ability to execute and ultimately realize price adjustments are influenced by competitive conditions in its markets, including manufacturing capacity utilization. In addition, a sudden change in raw material prices when combined with the normal lag time between an announced customer price adjustment and its effective date in the market may have an impact on the Company's reported earnings. If the Company were not able to adequately adjust selling prices in a period of increasing raw material costs, the Company may experience a decrease in reported earnings; reported earnings may increase in periods of decreasing raw material costs.
General Cable generally has experienced and expects to continue to experience certain seasonal trends in construction related product sales and customer demand. Demand for construction related products during winter months in certain geographies is usually lower than demand during spring and summer months. Generally larger amounts of cash are required during winter months in order to build inventories in anticipation of higher demand during the spring and summer months, when construction activity increases. In turn, receivables related to higher sales activity during the spring and summer months are generally collected during the fourth quarter of the year. Additionally, the Company has historically experienced changes in demand resulting from poor or unusual weather.
Current Business Environment
The wire and cable industry is competitive, mature and cost driven with minimal differentiation for many product offerings among industry participants from a manufacturing or technology standpoint. During recent years, the Company's end markets recovered from the previous low points of demand experienced in 2003; however the global economic slowdown has resulted in lower demand as measured in metal pounds shipped during the first three fiscal months of 2009 as compared to the first three fiscal months of 2008. In the past several years, there has been significant merger and acquisition activity in the industry which the Company believes has led to a reduction in inefficient, high cost capacity. In addition to the factors previously mentioned, General Cable is currently being affected by the following macro-level trends:
• Slowing global growth and in many markets recessionary conditions;

• Weakness in demand for low-voltage electric utility products in North America and construction products in Europe, particularly as a result of the accelerated deterioration in the Spanish construction markets;

• Slowing demand and lower pricing across a broad spectrum of product lines as a result of weak economic conditions, a heightened competitive environment and lower levels of capacity utilization in the industry relative to recent history;

• Continued decline in demand for copper based telecommunication products;

• Continued political uncertainty and currency volatility in certain developing markets;

• Worldwide underlying long term growth trends in electric utility and infrastructure markets;

• Demand for natural resources, such as oil and gas, and alternative energy initiatives; and

• Increasing demand for further deployment of submarine power and fiber optic communication systems.

The Company's overall financial results discussed in the following MD&A demonstrate the diversification of the Company's product offering. In addition to the aforementioned macro-level trends, the Company anticipates that the following trends may affect the financial results of the Company during 2009. The Company's working capital requirements have been and are expected to be impacted by continued volatile raw materials costs, including metals and insulating materials as well as freight and energy costs. Certain currencies around the world have been and are anticipated to remain volatile, particularly in developing markets located in certain countries in South America and Sub-Sahara Africa. Additionally, credit markets in the United States and other regions around the world remain increasingly restrictive due to economic conditions and as a result access to capital will need to be actively managed, as more fully discussed below.
General Cable believes its global investment in Lean Six Sigma ("Lean") training, coupled with effectively utilized manufacturing assets, provides a cost advantage compared to many of its competitors and generates cost savings which help offset high raw material prices and other high general economic costs over time. In addition, General Cable's customer and supplier integration capabilities, one-stop selling and geographic and product balance are sources of competitive advantage. As a result, the Company believes it is well positioned, relative to many of its competitors, in the current business environment.

As more fully discussed below in the Liquidity and Capital Resources section, the Company's current business environment encompasses credit markets in the United States and in certain other regions around the world that have grown increasingly restrictive. The Company has access to various credit facilities around the world and believes that it can adequately fund its global working capital requirements through both internal operating cash flow and use of the various credit facilities. Overall, the capital structure changes made in the recent years should allow the Company to maintain financial flexibility. The Company anticipates upward pressure on interest rates on certain of its credit facilities outside of North America at the time of renewal in the coming year. Additionally, as a result of the rapid and significant volatility in metal prices beginning in September 2008, the Company's working capital requirements are expected to be variable for the foreseeable future. Acquisitions and Divestitures
General Cable actively seeks to identify key trends in the industry to capitalize on expanding markets and new niche markets or exit declining or non-strategic markets in order to achieve better returns. The Company also sets aggressive performance targets for its business and intends to refocus or divest those activities which fail to meet targets or do not fit long-term strategies. On June 30, 2008, the Company and its joint venture partner, A. Soriano Corporation (Anscor), announced that the Company acquired and consolidated Phelps Dodge Philippines (PDP) through an increase of its equity investment from 40% to 60%. The Company paid approximately $16.4 million (at prevailing exchange rates) in cash to the sellers in consideration for the additional equity interest in PDP and incurred insignificant fees and expenses related to the transaction. PDP is a joint venture established in 1955 by Anscor, a Philippine public holding company with diverse investments, and Phelps Dodge International Corporation (PDIC), a subsidiary of the Company which was acquired in the fourth quarter of 2007. PDP employs approximately 277 associates and operates one of the largest wire and cable manufacturing facilities in the Philippines. The investment complements the Company's strategy in the region by providing a platform for further penetration into Southeast Asia markets as well as supporting ongoing operations in Australia, the Middle East and South Africa. In 2007, the last full year before the purchase of additional equity ownership, PDP reported net revenues of approximately $100 million. Net assets and pro forma results of the PDP acquisition are immaterial.
On May 21, 2008, the Company entered a joint venture for majority ownership of E.P.E / EN.I.CA.BISKRA/SPA (Enica Biskra), an Algerian state-owned manufacturer of low and medium voltage power and construction cables. Enica Biskra employs approximately 1,000 associates and is a leading provider of utility cables to the principal Algerian state-owned power utility and gas producer. The Company paid approximately $64.9 million in cash for its investment in Enica Biskra and assumed existing debt of $43.0 million (at prevailing foreign currency exchange rates on the date of purchase). Fees and expenses related to the acquisition totaled approximately $1.0 million. In 2007, the last full year before the joint venture was established, Enica Biskra reported net sales of approximately $102.0 million (based on 2007 average exchange rates). Net assets and pro forma results of the Enica Biskra acquisition are immaterial.
The results of operations of the acquired businesses discussed above have been included in the condensed consolidated financial statements since the respective dates of acquisition.
Critical Accounting Policies and Estimates During the three fiscal months ended April 3, 2009, the Company did not change any of its critical accounting policies as disclosed in the Company's Annual Report on Form 10-K as filed with the Securities and Exchange Commission on March 2, 2009. The accounting policies used in preparing the Company's interim fiscal 2009 Condensed Consolidated Financial Statements are the same as those described in the Company's Form 10-K, except as it relates to the adoption of new accounting standards as discussed in Notes 2, 7, 8, 11, 14 and 18 to the Company's Condensed Consolidated Financial statements included in this Form10-Q. New Accounting Standards
In December 2008, the FASB issued Staff Position No. FAS 132(R)-1, "Employers' Disclosures about Postretirement Benefit Plan Assets" (FSP No. FAS 132(R)-1). FSP No. FAS 132(R)-1 amends FASB Statement No. 132 (revised 2003), "Employers' Disclosures about Pensions and Other Postretirement Benefits," to provide guidance on an employer's disclosures about plan assets of a defined benefit pension or other postretirement plan. The additional requirements of FSP No. FAS
132(R)-1 are designed to enhance disclosures regarding (i) investment policies and strategies, (ii) categories of plan assets, (iii) fair value measurements of plan assets, and (iv) significant concentrations of risk. FSP No. FAS 132(R)-1 is effective for fiscal years ending after December 15, 2009, with earlier application permitted. Because FSP No. FAS 132(R)-1 affects only disclosure requirements, the adoption of FSP No. FAS 132(R)-1 will not affect our financial position or results of operations.

Results of Operations
The following table sets forth, for the periods indicated, statement of
operations data in millions of dollars and as a percentage of net sales.
Percentages may not add due to rounding.

                                                      Three Fiscal Months Ended
                                            April 3, 2009                  March 28, 2008
                                        Amount            %            Amount            %
Net sales                              $ 1,041.3          100.0 %     $ 1,568.4          100.0 %
Cost of sales                              853.8           82.0 %       1,355.7           86.4 %

Gross profit                               187.5           18.0 %         212.7           13.6 %
Selling, general and administrative
expenses                                    95.0            9.1 %          97.4            6.2 %

Operating income                            92.5            8.9 %         115.3            7.4 %
Other income                                 3.5            0.3 %           1.4            0.1 %
Interest expense, net                      (21.3 )         (2.0 )%        (20.9 )         (1.3 )%

Income before income taxes                  74.7            7.2 %          95.8            6.1 %
Income tax provision                       (25.0 )         (2.4 )%        (34.2 )         (2.2 )%
Equity in net earning of affiliated
companies                                    0.1              - %           1.1            0.1 %

Net income                                  49.8            4.8 %          62.7            4.0 %
Less: preferred stock dividends             (0.1 )            - %          (0.1 )            - %
Less: net income attributable to
noncontrolling interest                     (1.4 )         (0.1 )%         (3.6 )         (0.2 )%

Net income attributable to GCC
common shareholders                    $    48.3            4.6 %     $    59.0            3.8 %

Three Fiscal Months Ended April 3, 2009 Compared with Three Fiscal Months Ended March 28, 2008
Net Sales
The following tables set forth net sales, metal-adjusted net sales and metal pounds sold by segment, in millions. For the metal-adjusted net sales results, net sales for the first quarter of 2008 have been adjusted to reflect the first quarter of 2009 copper COMEX average price of $1.57 per pound (a $1.96 decrease compared to the same period in 2008) and the aluminum rod average price of $0.66 per pound (a $0.62 decrease compared to the same period in 2008). Metal-adjusted net sales, a non-GAAP financial measure, is provided herein in order to eliminate an estimate of metal price volatility from the comparison of revenues from one period to another. See previous discussion of metal price volatility in the "Overview" section.

                                                       Net Sales
                                               Three Fiscal Months Ended
                                         April 3, 2009          March 28, 2008
                                       Amount         %        Amount         %
            North America             $   369.2        35 %   $   540.7        35 %
            Europe and North Africa       370.5        36 %       553.3        35 %
            ROW                           301.6        29 %       474.4        30 %

            Total net sales           $ 1,041.3       100 %   $ 1,568.4       100 %




                                                   Metal-Adjusted Net Sales
                                                   Three Fiscal Months Ended
                                             April 3, 2009          March 28, 2008
                                           Amount         %        Amount         %
         North America                    $   369.2        35 %   $   540.7        35 %
         Europe and North Africa              370.5        36 %       553.3        35 %
         ROW                                  301.6        29 %       474.4        30 %

         Total metal-adjusted net sales   $ 1,041.3       100 %   $ 1,568.4       100 %

         Metal adjustment                                            (412.0 )

         Total net sales                  $ 1,041.3               $ 1,156.4

                                                   Metal Pounds Sold
                                               Three Fiscal Months Ended
                                         April 3, 2009          March 28, 2008
                                        Pounds        %        Pounds         %
             North America                 82.3        33 %        92.3        33 %
             Europe and North Africa       79.9        32 %        86.9        31 %
             ROW                           87.9        35 %        98.1        36 %

             Total metal pounds sold      250.1       100 %       277.3       100 %

Net sales decreased $527.1 million in the first quarter of 2009 from $1,568.4 million in the first quarter of 2008. After adjusting 2008 net sales to reflect the $1.96 decrease in the average monthly COMEX price per pound of copper and the $0.62 decrease in the average aluminum rod price per pound in 2008, net sales of $1,041.3 million reflect a decrease of $115.1 million or 10%, from the metal adjusted net sales of $1,156.4 million in 2008. Volume, as measured by metal pounds sold decreased 27.2 million pounds or 10% to 250.1 million pounds in the first quarter of 2009 as compared to 277.3 million pounds in the first quarter of 2008. The net sales decrease is partially offset by $41.2 million of incremental sales attributable to the previously mentioned acquisitions of PDP in June 2008 and Enica Biskra in May 2008. Excluding the impact of recent acquisitions, metal pounds sold decreased by 39.1 million pounds. Metal pounds sold is provided herein as the Company believes this metric to be an alternative measure of sales volume since it is not impacted by metal prices or foreign currency exchange rate changes. Decreased volume as measured in metal pounds sold and unfavorable foreign currency exchange rate changes on the translation of reported revenues of approximately $158.0 million have been partially offset by increases in selling prices/product mix improvements of approximately $50.2 million. Generally, the Company attempts to recover upward inflationary pressure on non-metal raw materials used in cable manufacturing, such as insulating compounds and steel and wood reels, as well as increased freight and energy costs through increased selling prices.
Metal-adjusted net sales in the North America segment decreased $31.9 million, or 8%. Product mix improvements of approximately $7.1 million have been more than offset by unfavorable foreign currency exchange rate changes of $21.2 million, principally related to the Canadian dollar and lower sales volume of $17.8 million, primarily the result of ongoing weak economic conditions in the United States and Canada and weakness in demand for electric infrastructure related products combined with an overall decrease in demand for copper intensive outside plant telecommunications cable from the Regional Bell Operating Companies (RBOCs) and communications distribution products. A broad spectrum of other product lines in North America also experienced reduced demand and pricing pressure as a result of the weak economy and competitive environment.
The following additional trends in the first three fiscal months of 2009 also affected the results of North America. Weakness in the housing industry in the United States and Canada continued to negatively impact the demand for low-voltage and smaller gauge size cables used in electric power distribution. While the passage of energy legislation in the United States in 2005 aimed at improving the transmission grid infrastructure is expected to contribute to the increase in demand for the Company's products over time, growth rates continue to be and are expected to be variable depending on related product business cycles and the approval and funding cycle times for large utility projects. The Company believes that utilities may also be curtailing capital expenditures or taking a more guarded approach to grid reliability problems in the face of the economic conditions and tightened credit markets in the United States. Demand trends for telecommunication products from the RBOCs continue to decline due to the RBOCs broadband investment, weakness in the U.S. housing market, RBOC merger activity, fiber-to-the-home initiatives, and budgetary constraints caused partially by volatile copper costs, which have reduced both RBOC and distributor purchasing volume in this segment. The negative trends discussed above may over time be offset by increasing demand for alternative energy products as well as products used for energy exploration in the mining, oil, gas, and petrochemical markets partly as a result of volatile energy prices. Additionally, the Company believes the economic stimulus package recently passed by Congress contains legislation that should enhance investment in the electric transmission infrastructure, high-speed broadband infrastructure and alternative energy sources which over time may lead to an increase in demand for the Company's products.
Metal-adjusted net sales in the Europe and North Africa segment decreased $56.1 million, or 13%. Incremental net sales attributable to the results of acquired business of $22.9 million and product mix improvements of approximately $7.3 million have been more than offset by unfavorable foreign currency exchange rate changes of $67.7 million, primarily due to the strength of the Euro relative to the dollar and lower sales volume of $18.6 million. Lower demand for low-voltage and building wire products in the Spanish domestic construction markets as well as weakness across certain other European markets has been partially offset by stronger demand for high-voltage and extra-high-voltage cables to upgrade the electricity grid as well as projects involving submarine energy cables and other alternative energy projects.

Metal-adjusted net sales in the ROW segment decreased $27.1 million or 8%. Incremental net sales attributable to the results of acquired business of $18.3 million and favorable price and product mix improvements of approximately $35.9 million have been more than offset by unfavorable foreign currency exchange rate changes of $69.1 million, primarily due to the strength of the certain currencies in Central and South America relative to the dollar and lower sales volume of $12.2 million. Broadly, economic conditions in certain markets in the Company's ROW segment, particularly in Central and South America have been negatively impacted by slowing global growth, credit restrictions, investment curtailment and commodity volatility resulting in lower than expected demand for the Company's construction and electrical infrastructure products. Gross Profit
Gross profit decreased from $212.7 million in the first quarter of 2008 to $187.5 million in the first quarter of 2009. Gross profit as a percentage of metal-adjusted net sales was relatively flat for the three fiscal months ended April 3, 2009 as compared to the three fiscal months ended March 28, 2008, 18.0% and 18.4%, respectively. This reduction in gross profit margin on a metal-adjusted net sales basis is principally related to lower plant utilization and softening end user demand.
Selling, General and Administrative Expense Selling, general and administrative expense decreased to $95.0 million in the first quarter of 2009 from $97.4 million in the first quarter of 2008. The decrease in SG&A was primarily the result of favorable foreign currency exchange rate changes of $7.5 million. SG&A as a percentage of metal adjusted net sales . . .