Exhibit 99.3

                              HUBBELL INCORPORATED
                             PERFORMANCE SHARE AWARD
                 HUBBELL INCORPORATED 2005 INCENTIVE AWARD PLAN

GRANT:  _________ PERFORMANCE SHARES                      NAME:

GRANT DATE:                                               SIGNATURE:

Effective on the Grant Date Hubbell Incorporated (the "Company") has granted to
you an award (the "Award") of Performance Shares (the "Performance Shares") in
the amount set forth above, which is your "target." Each Performance Share
represents the right to receive a share of the Company's Class B Common Stock
(the "Common Stock") subject to the fulfillment of the conditions set forth
below. This Award is made pursuant to the terms of the Hubbell Incorporated 2005
Incentive Award Plan (the "Plan") and is subject to all of the terms and
conditions contained therein.

On any date, one Performance Share has a value equal to the Fair Market Value of
one share of Common Stock. Unless and until a Performance Share is earned, you
will have no right to any shares of Common Stock. Prior to actual payment vested
Performance Shares represent only an unsecured obligation of the Company,
payable (if at all) only from the general assets of the Company.

The number of Performance Shares actually earned, and therefore the number of
shares of Common Stock to be delivered will be measured on the third anniversary
of the Grant Date according to Exhibit A hereto. Notwithstanding the foregoing,
the target number of Performance Shares will be considered earned and Common
Stock equivalent to the target payable upon a Change in Control or your death or
disability while employed with the Company. "Disability" means that you are
unable to perform your duties by reason of any medically determined physical or
mental impairment which can be expected to result in death or which has lasted
or is expected to last for a continuous period of at least 12 months, as
reasonably determined by the Board of Directors in its discretion.

If your termination of employment is other than by reason of death, disability
or Cause on or after age 55 and having at least 15 years of service with the
Company (a "retirement") you will be eligible to receive the number of
Performance Shares you would have received if you had not retired prior to the
third anniversary of the Grant Date multiplied by a fraction, the denominator of
which is 36 and the numerator of which is the number of months elapsed from the
Grant Date to the date of your retirement. For this purpose "Cause" means (i)
misconduct which is reasonably deemed to be prejudicial to the interest of the
Company, (ii) utilization or disclosure of confidential information of the
Company (or of any other entity learned in the course of your job) for reasons
unrelated to your employment with the Company, (iii) willful failure to perform
the material duties of your job, (iv) fraud in connection with the business
affairs of the Company regardless of whether said conduct is designed to defraud
the Company or otherwise, (v) violation of material policies of the Company,
(vi) violation of any fiduciary duty owed to the Company, or (vii) conviction
of, plea of no contest or guilty to a felony or other crime involving moral
turpitude. Cause shall be determined by the Committee (or such officer of the
Company as the Committee may delegate such authority) in its sole and exclusive
discretion.

In the event of the termination of your employment or service with the Company
and all of its Subsidiaries for any reason other than death, disability or
retirement, whether such termination is occasioned by you, by the Company or any
of its Subsidiaries, with or without Cause or by mutual



agreement prior to the third anniversary of the Grant Date, you will forfeit all
rights to the Performance Shares.

Once a Performance Share is considered earned and payable, the Company will
cause to be issued the appropriate number of shares of Common Stock payable
thereunder. Such shares will be issued in book form, unless you request the
shares be issued in certificate form.

The Company has the authority to deduct or withhold, or require you to remit to
the Company, an amount sufficient to satisfy applicable federal, state, local
and foreign taxes (including your FICA obligation) required by law to be
withheld with respect to any taxable event arising from this Award. You may
satisfy your tax obligation, in whole or in part, by either: (i) electing to
have the Company withhold shares Common Stock otherwise to be delivered with a
fair market value equal to the minimum amount of the tax withholding obligation,
(ii) surrendering to the Company previously owned shares of Common Stock with a
Fair Market Value equal to the minimum amount of t he tax withholding
obligation, (iii) withholding from other cash compensation or (iv) paying the
amount of the tax withholding obligation directly to the Company in cash;
provided, however, that if the tax obligation arises during a period in which
you are prohibited from trading under any policy of the Company or by reason of
the Exchange Act, then the tax withholding obligation shall automatically be
satisfied in accordance with subsection (i) of this paragraph.

The Performance Shares or any right or interest therein or part thereof are not
transferable except by will or the laws of descent and distribution.

Until delivery of the Common Stock upon payment of the Performance Shares, you
have no rights or privileges of a stockholder of the Company by reason of this
Award.

Nothing in the Plan or this Agreement shall be interpreted to interfere with or
limit in any way the right of the Company or any Subsidiary to terminate your
services at any time, nor confer upon you the right to continue in the service
of the Company or any Subsidiary.

This Award is granted under and governed by the terms and conditions of the
Plan. You acknowledge and agree that the Plan has been introduced voluntarily by
the Company and in accordance with its terms it may be amended, cancelled, or
terminated by the Company, in its sole discretion, at any time. The grant of
this Award under the Plan is a one-time benefit and does not create any
contractual or other right to receive awards of performance shares or other
benefits in lieu of performance shares in the future. Future awards of
performance shares, if any, will be at the sole discretion of the Company,
including, but not limited to, the timing of the award, the number of shares and
vesting provisions. By execution of this Agreement, you consent to the
provisions of the Plan and this Agreement. Defined terms used herein shall have
the meaning set forth in the Plan, unless otherwise defined herein.


HUBBELL INCORPORATED

By:
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Its:
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