<PAGE>   1
    As filed with the Securities and Exchange Commission on March 24, 1999
                                                          Registration No.


                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                              -------------------

                                    FORM S-8

                             REGISTRATION STATEMENT
                                    UNDER THE
                             SECURITIES ACT OF 1933

                                   BELDEN INC.
             (Exact Name of Registrant as Specified in its Charter)

         DELAWARE                                                76-0412617
(State or Other Jurisdiction of                               (I.R.S. Employer
 Incorporation or Organization)                              Identification No.)

                        7701 FORSYTH BOULEVARD, SUITE 800
                            ST. LOUIS, MISSOURI 63105
              (Address of Principal Executive Offices and Zip Code)

                      BELDEN INC. LONG-TERM INCENTIVE PLAN
                            (Full Title of the Plan)

                              -------------------

                               KEVIN L. BLOOMFIELD
                                    SECRETARY
                        7701 FORSYTH BOULEVARD, SUITE 800
                            ST. LOUIS, MISSOURI 63105
                     (Name and Address of Agent for Service)

                                 (314) 854-8030
          (Telephone Number, Including Area Code, of Agent For Service)

                              -------------------

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>

====================================================================================================================

Title of Securities to       Amount to be         Proposed Maximum       Proposed Maximum           Amount of
     be Registered            Registered         Offering Price Per     Aggregate Offering      Registration Fee
                                                       Share(1)                 Price(1)
====================================================================================================================
<S>                            <C>                    <C>                    <C>                   <C>
Common Stock par value         1,300,000              $16.9375               $22,018,750           $6,121.21
$.01 per share
====================================================================================================================

</TABLE>

------------------------
         (1)Estimated solely for purposes of calculating the Registration Fee
based, pursuant to Rules 457(c) and 457(h)(1) under the Securities Act, on the
average of the high and low prices of the Common Stock on the New York Stock
Exchange on March 19, 1999.


--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>   2



                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Information required by Part I to be contained in the Section 10(a) prospectus
is omitted from this Registration Statement in accordance with Rule 428 under
the Securities Act of 1933, as amended, and the "Note" to Part I of Form S-8.

                                     PART II

                              INFORMATION REQUIRED
                          IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

The following documents, which have been filed with the Securities and Exchange
Commission (the "Commission") by Belden Inc. (the "Company"), are incorporated
herein by reference:

(a)      the Company's Annual Report on Form 10-K for the fiscal year ended
         December 31, 1997;

(b)      the Company's Quarterly Reports on Form 10-Q for the quarterly periods
         ended March 31, 1998, June 30, 1998 and September 30, 1998; and

(c)      the description of the Company's common stock incorporated by reference
         in the Registration Statement on Form 8-A for the registration of the
         common stock of the Company pursuant to Section 12(b) or (g) of the
         Securities Exchange Act of 1934, as amended (the "Exchange Act") filed
         with the Commission on August 25, 1993, including any amendment or
         report filed for the purpose of updating such description.

All documents subsequently filed by the Company pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a post-effective
amendment which indicates that all securities offered hereby have been sold or
which deregisters all securities then remaining unsold, shall be deemed to be
incorporated by reference herein and to be part hereof from the date of filing
of such documents.

ITEM 4.  DESCRIPTION OF SECURITIES.

Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

The opinion as to the legality of the securities registered hereunder is being
given by Kevin L. Bloomfield, Vice President, Secretary and General Counsel of
the Company.





                                      -2-

<PAGE>   3




ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

Reference is made to Section 145 of the General Corporation Law of the State of
Delaware (the "GCL"), which provides for indemnification of directors, officers
and other employees in certain circumstances, and to Section 102(b)(7) of the
GCL, which provides for the elimination or limitation of the personal liability
for monetary damages of directors under certain circumstances. Article VIII of
the Certificate of Incorporation of the Company eliminates the personal
liability for monetary damages of directors under certain circumstances and
provides indemnification to directors and officers of the Company to the fullest
extent permitted by the GCL. Among other things, these provisions provide
indemnification for officers and directors against liabilities for judgments in
and settlements of lawsuits and other proceedings and for the advance and
payment of fees and expenses reasonably incurred by the director or officer in
defense of any such lawsuit or proceeding.

The Company has obtained a directors' and officers' liability insurance policy
which insures the Company's directors and officers against certain liabilities,
including liabilities for which the Company may not be able to indemnify such
persons. The Company also has entered into indemnification agreements with each
of its directors and executive officers. These indemnification agreements
contain certain provisions for indemnification against expenses, judgments,
fines and settlements in connection with threatened or pending litigation,
inquiries or investigations that arise out of the director's or officer's acts
or omissions in his capacity as a director or officer of the Company.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

Not applicable.

ITEM 8.  EXHIBITS.

The following exhibits are filed as part of this Registration Statement:

4.1      Certificate of Incorporation of the Company (incorporated herein by
         reference to Exhibit 4.1 to the Company's Registration Statement on
         Form S-8 (File No. 33-83154))
4.2      Bylaws of the Company (incorporated herein by reference to Exhibit 4.2
         to the Company's Registration Statement on Form S-8 (File No.
         33-83154))
4.3      Specimen Common Stock Certificate (incorporated herein by reference to
         Exhibit 4.1 to the Company's Form 10-K for the fiscal year ended
         December 31, 1995)
4.4      Amendment to Specimen Common Stock Certificate (incorporated herein by
         reference to Exhibit 4.2 to the Company's Form 10-K for the fiscal year
         ended December 31, 1997)
4.5      Rights Agreement, dated as of July 6, 1995, between Belden Inc. and
         First Chicago Trust Company of New York, as Rights Agent; ChaseMellon
         Shareholder Services, L.L.C. has superseded First Chicago Trust Company
         of New York as Rights Agent (incorporated herein by reference to
         Exhibit 1 to the Company's Registration Statement on Form 8-A filed
         with the Commission and effective on July 25, 1995) 
4.6      Belden Inc. Long-Term Incentive Plan
5.1      Opinion of Kevin L. Bloomfield on the legality of securities being
         issued
23.1     Consent of Ernst & Young LLP




                                      -3-

<PAGE>   4


23.2     Consent of Kevin L. Bloomfield (included in Exhibit 5.1)
24.1     Powers of Attorney from Members of the Board of Directors of Belden
         Inc.

ITEM 9.  UNDERTAKINGS.

The undersigned registrant hereby undertakes:

(1)      To file, during any period in which offers or sales are being made, a
         post-effective amendment to this registration statement to include any
         material information with respect to the plan of distribution not
         previously disclosed in the registration statement or any material
         change to such information in the registration statement;

(2)      That, for the purpose of determining any liability under the Securities
         Act of 1933, each such post-effective amendment shall be deemed to be a
         new registration statement relating to the securities offered therein,
         and the offering of such securities at that time shall be deemed to be
         the initial bona fide offering thereof;

(3)      To remove from registration by means of a post-effective amendment any
         of the securities being registered which remain unsold at the
         termination of the offering; and

(4)      That, for purposes of determining any liability under the Securities
         Act of 1933, each filing of the registrant's annual report pursuant to
         Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (and,
         where applicable, each filing of an employee benefit plan's annual
         report pursuant to Section 15(d) of the Securities Exchange Act of
         1934) that is incorporated by reference in the registration statement
         shall be deemed to be a new registration statement relating to the
         securities offered therein, and the offering of such securities at that
         time shall be deemed to be the initial bona fide offering thereof.

Insofar as indemnification for liabilities arising under the Securities Act of
1933 may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the registrant of expenses incurred
or paid by a director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

                                   SIGNATURES

The Registrant. Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the County of St. Louis, State of Missouri, on March 23, 1999.



                                      -4-

<PAGE>   5


                                           BELDEN INC.



                                           By: /s/ C. BAKER CUNNINGHAM
                                               ---------------------------------
                                                    C. Baker Cunningham
                                                    Chairman, President and
                                                    Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this registration
statement has been signed by the following persons in the capacities and on the
date indicated.

<TABLE>
<CAPTION>

SIGNATURE                                    TITLE                                 DATE
<S>                                          <C>                                   <C>


/s/ C. BAKER CUNNINGHAM                      Chairman of the Board,                March 23, 1999
----------------------------------           President, Chief Executive
C. Baker Cunningham                          Officer and Director
                                             (Principal Executive Officer)



/s/ RICHARD K. REECE                         Vice President, Finance and           March 23, 1999
----------------------------------           Chief Financial Officer
Richard K. Reece                             (Principal Financial and
                                             Accounting Officer)



/s/ LORNE D. BAIN*                           Director                              March 23, 1999
----------------------------------
Lorne D. Bain



/s/ JOSEPH R. COPPOLA*
----------------------------------
Joseph R. Coppola                            Director                              March 23, 1999


/s/ ALAN E. RIEDEL*
----------------------------------
Alan E. Riedel                               Director                              March 23, 1999




/s/ CHRISTOPHER I. BYRNES*                   Director                              March 23, 1999
----------------------------------
Christopher I. Byrnes

</TABLE>




                                      -5-

<PAGE>   6


<TABLE>
<S>                                          <C>                                   <C>

/s/ JOHN R. DALLEPEZZE*                      Director                              March 23, 1999
----------------------------------
John R. Dallepezze


/s/ C. BAKER CUNNINGHAM
------------------------------------------

* By C. Baker Cunningham, Attorney-in-fact

</TABLE>




                                INDEX TO EXHIBITS

Exhibit                                                             
Number                                                              
                                                                    

4.1      Certificate of Incorporation of the Company (incorporated herein by
         reference to Exhibit 4.1 to the Company's Registration Statement on
         Form S-8 (File No. 33-83154))

4.2      Bylaws of the Company (incorporated herein by reference to Exhibit 4.2
         to the Company's Registration Statement on Form S-8 (File No.
         33-83154))

4.3      Specimen Common Stock Certificate (incorporated herein by reference to
         Exhibit 4.1 to the Company's Form 10-K for the fiscal year ended
         December 31, 1995) 

4.4      Amendment to Specimen Common Stock Certificate (incorporated herein by 
         reference to Exhibit 4.2 to the Company's Form 10-K for the fiscal 
         year ended December 31, 1997)

4.5      Rights Agreement, dated as of July 6, 1995, between Belden Inc. and
         First Chicago Trust Company of New York, as Rights Agent; ChaseMellon
         Shareholder Services, L.L.C. has superseded First Chicago Trust Company
         of New York as Rights Agent (incorporated herein by reference to
         Exhibit 1 to the Company's Registration Statement on Form 8-A filed
         with the Commission and effective on July 25, 1995)

4.6      Belden Inc. Long-Term Incentive Plan

5.1      Opinion of Kevin L. Bloomfield on the legality of securities being
         issued

23.1     Consent of Ernst & Young LLP

23.2     Consent of Kevin L. Bloomfield (included in Exhibit 5.1)


                                      -6-

<PAGE>   7


24.1     Powers of Attorney from Members of Board of Directors of Belden Inc.































                                      -7-
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 16502}]
{"company-data": {"conformed-name": "BELDEN INC", "cik": "0000910134", "assigned-sic": "3357", "irs-number": "760412617", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-74923", "film-number": "99571202"}, "business-address": {"street1": "7701 FORSYTH BLVD STE 800", "city": "ST LOUIS", "state": "MO", "zip": "63105", "phone": "3148548000"}, "mail-address": {"street1": "7701 FORSYTH BLVD", "street2": "STE 800", "city": "ST LOUIS", "state": "MO", "zip": "63105"}}
1
    As filed with the Securities and Exchange Commission on March 24, 1999
                                                          Registration No.

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                              -------------------

                                    FORM S-8

                             REGISTRATION STATEMENT
                                    UNDER THE
                             SECURITIES ACT OF 1933

                                   BELDEN INC.
             (Exact Name of Registrant as Specified in its Charter)

         DELAWARE                                                76-0412617
(State or Other Jurisdiction of                               (I.R.S. Employer
 Incorporation or Organization)                              Identification No.)

                        7701 FORSYTH BOULEVARD, SUITE 800
                            ST. LOUIS, MISSOURI 63105
              (Address of Principal Executive Offices and Zip Code)

                      BELDEN INC. LONG-TERM INCENTIVE PLAN
                            (Full Title of the Plan)

                              -------------------

                               KEVIN L. BLOOMFIELD
                                    SECRETARY
                        7701 FORSYTH BOULEVARD, SUITE 800
                            ST. LOUIS, MISSOURI 63105
                     (Name and Address of Agent for Service)

                                 (314) 854-8030
          (Telephone Number, Including Area Code, of Agent For Service)

                              -------------------

                         CALCULATION OF REGISTRATION FEE
====================================================================================================================

Title of Securities to       Amount to be         Proposed Maximum       Proposed Maximum           Amount of
     be Registered            Registered         Offering Price Per     Aggregate Offering      Registration Fee
                                                       Share(1)                 Price(1)
====================================================================================================================
Common Stock par value         1,300,000              $16.9375               $22,018,750           $6,121.21
$.01 per share
====================================================================================================================
------------------------
         (1)Estimated solely for purposes of calculating the Registration Fee
based, pursuant to Rules 457(c) and 457(h)(1) under the Securities Act, on the
average of the high and low prices of the Common Stock on the New York Stock
Exchange on March 19, 1999.

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
2

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Information required by Part I to be contained in the Section 10(a) prospectus
is omitted from this Registration Statement in accordance with Rule 428 under
the Securities Act of 1933, as amended, and the "Note" to Part I of Form S-8.

                                     PART II

                              INFORMATION REQUIRED
                          IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

The following documents, which have been filed with the Securities and Exchange
Commission (the "Commission") by Belden Inc. (the "Company"), are incorporated
herein by reference:

(a)      the Company's Annual Report on Form 10-K for the fiscal year ended
         December 31, 1997;

(b)      the Company's Quarterly Reports on Form 10-Q for the quarterly periods
         ended March 31, 1998, June 30, 1998 and September 30, 1998; and

(c)      the description of the Company's common stock incorporated by reference
         in the Registration Statement on Form 8-A for the registration of the
         common stock of the Company pursuant to Section 12(b) or (g) of the
         Securities Exchange Act of 1934, as amended (the "Exchange Act") filed
         with the Commission on August 25, 1993, including any amendment or
         report filed for the purpose of updating such description.

All documents subsequently filed by the Company pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a post-effective
amendment which indicates that all securities offered hereby have been sold or
which deregisters all securities then remaining unsold, shall be deemed to be
incorporated by reference herein and to be part hereof from the date of filing
of such documents.

ITEM 4.  DESCRIPTION OF SECURITIES.

Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

The opinion as to the legality of the securities registered hereunder is being
given by Kevin L. Bloomfield, Vice President, Secretary and General Counsel of
the Company.

                                      -2-
3

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

Reference is made to Section 145 of the General Corporation Law of the State of
Delaware (the "GCL"), which provides for indemnification of directors, officers
and other employees in certain circumstances, and to Section 102(b)(7) of the
GCL, which provides for the elimination or limitation of the personal liability
for monetary damages of directors under certain circumstances. Article VIII of
the Certificate of Incorporation of the Company eliminates the personal
liability for monetary damages of directors under certain circumstances and
provides indemnification to directors and officers of the Company to the fullest
extent permitted by the GCL. Among other things, these provisions provide
indemnification for officers and directors against liabilities for judgments in
and settlements of lawsuits and other proceedings and for the advance and
payment of fees and expenses reasonably incurred by the director or officer in
defense of any such lawsuit or proceeding.

The Company has obtained a directors' and officers' liability insurance policy
which insures the Company's directors and officers against certain liabilities,
including liabilities for which the Company may not be able to indemnify such
persons. The Company also has entered into indemnification agreements with each
of its directors and executive officers. These indemnification agreements
contain certain provisions for indemnification against expenses, judgments,
fines and settlements in connection with threatened or pending litigation,
inquiries or investigations that arise out of the director's or officer's acts
or omissions in his capacity as a director or officer of the Company.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

Not applicable.

ITEM 8.  EXHIBITS.

The following exhibits are filed as part of this Registration Statement:

4.1      Certificate of Incorporation of the Company (incorporated herein by
         reference to Exhibit 4.1 to the Company's Registration Statement on
         Form S-8 (File No. 33-83154))
4.2      Bylaws of the Company (incorporated herein by reference to Exhibit 4.2
         to the Company's Registration Statement on Form S-8 (File No.
         33-83154))
4.3      Specimen Common Stock Certificate (incorporated herein by reference to
         Exhibit 4.1 to the Company's Form 10-K for the fiscal year ended
         December 31, 1995)
4.4      Amendment to Specimen Common Stock Certificate (incorporated herein by
         reference to Exhibit 4.2 to the Company's Form 10-K for the fiscal year
         ended December 31, 1997)
4.5      Rights Agreement, dated as of July 6, 1995, between Belden Inc. and
         First Chicago Trust Company of New York, as Rights Agent; ChaseMellon
         Shareholder Services, L.L.C. has superseded First Chicago Trust Company
         of New York as Rights Agent (incorporated herein by reference to
         Exhibit 1 to the Company's Registration Statement on Form 8-A filed
         with the Commission and effective on July 25, 1995) 
4.6      Belden Inc. Long-Term Incentive Plan
5.1      Opinion of Kevin L. Bloomfield on the legality of securities being
         issued
23.1     Consent of Ernst & Young LLP

                                      -3-
4

23.2     Consent of Kevin L. Bloomfield (included in Exhibit 5.1)
24.1     Powers of Attorney from Members of the Board of Directors of Belden
         Inc.

ITEM 9.  UNDERTAKINGS.

The undersigned registrant hereby undertakes:

(1)      To file, during any period in which offers or sales are being made, a
         post-effective amendment to this registration statement to include any
         material information with respect to the plan of distribution not
         previously disclosed in the registration statement or any material
         change to such information in the registration statement;

(2)      That, for the purpose of determining any liability under the Securities
         Act of 1933, each such post-effective amendment shall be deemed to be a
         new registration statement relating to the securities offered therein,
         and the offering of such securities at that time shall be deemed to be
         the initial bona fide offering thereof;

(3)      To remove from registration by means of a post-effective amendment any
         of the securities being registered which remain unsold at the
         termination of the offering; and

(4)      That, for purposes of determining any liability under the Securities
         Act of 1933, each filing of the registrant's annual report pursuant to
         Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (and,
         where applicable, each filing of an employee benefit plan's annual
         report pursuant to Section 15(d) of the Securities Exchange Act of
         1934) that is incorporated by reference in the registration statement
         shall be deemed to be a new registration statement relating to the
         securities offered therein, and the offering of such securities at that
         time shall be deemed to be the initial bona fide offering thereof.

Insofar as indemnification for liabilities arising under the Securities Act of
1933 may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the registrant of expenses incurred
or paid by a director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

                                   SIGNATURES

The Registrant. Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the County of St. Louis, State of Missouri, on March 23, 1999.

                                      -4-
5

                                           BELDEN INC.

                                           By: /s/ C. BAKER CUNNINGHAM
                                               ---------------------------------
                                                    C. Baker Cunningham
                                                    Chairman, President and
                                                    Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this registration
statement has been signed by the following persons in the capacities and on the
date indicated.
SIGNATURE                                    TITLE                                 DATE
/s/ C. BAKER CUNNINGHAM                      Chairman of the Board,                March 23, 1999
----------------------------------           President, Chief Executive
C. Baker Cunningham                          Officer and Director
                                             (Principal Executive Officer)

/s/ RICHARD K. REECE                         Vice President, Finance and           March 23, 1999
----------------------------------           Chief Financial Officer
Richard K. Reece                             (Principal Financial and
                                             Accounting Officer)

/s/ LORNE D. BAIN*                           Director                              March 23, 1999
----------------------------------
Lorne D. Bain

/s/ JOSEPH R. COPPOLA*
----------------------------------
Joseph R. Coppola                            Director                              March 23, 1999

/s/ ALAN E. RIEDEL*
----------------------------------
Alan E. Riedel                               Director                              March 23, 1999

/s/ CHRISTOPHER I. BYRNES*                   Director                              March 23, 1999
----------------------------------
Christopher I. Byrnes
-5-
6
/s/ JOHN R. DALLEPEZZE*                      Director                              March 23, 1999
----------------------------------
John R. Dallepezze

/s/ C. BAKER CUNNINGHAM
------------------------------------------

* By C. Baker Cunningham, Attorney-in-fact
INDEX TO EXHIBITS

Exhibit                                                             
Number                                                              
                                                                    

4.1      Certificate of Incorporation of the Company (incorporated herein by
         reference to Exhibit 4.1 to the Company's Registration Statement on
         Form S-8 (File No. 33-83154))

4.2      Bylaws of the Company (incorporated herein by reference to Exhibit 4.2
         to the Company's Registration Statement on Form S-8 (File No.
         33-83154))

4.3      Specimen Common Stock Certificate (incorporated herein by reference to
         Exhibit 4.1 to the Company's Form 10-K for the fiscal year ended
         December 31, 1995) 

4.4      Amendment to Specimen Common Stock Certificate (incorporated herein by 
         reference to Exhibit 4.2 to the Company's Form 10-K for the fiscal 
         year ended December 31, 1997)

4.5      Rights Agreement, dated as of July 6, 1995, between Belden Inc. and
         First Chicago Trust Company of New York, as Rights Agent; ChaseMellon
         Shareholder Services, L.L.C. has superseded First Chicago Trust Company
         of New York as Rights Agent (incorporated herein by reference to
         Exhibit 1 to the Company's Registration Statement on Form 8-A filed
         with the Commission and effective on July 25, 1995)

4.6      Belden Inc. Long-Term Incentive Plan

5.1      Opinion of Kevin L. Bloomfield on the legality of securities being
         issued

23.1     Consent of Ernst & Young LLP

23.2     Consent of Kevin L. Bloomfield (included in Exhibit 5.1)

                                      -6-
7

24.1     Powers of Attorney from Members of Board of Directors of Belden Inc.

                                      -7-