Prospectus Supplement No. 2 (to Prospectus dated April 16, 2008, as supplemented by Prospectus Supplement No. 1 dated August 1, 2008)		Filed Pursuant to Rule 424(b)(7) Registration No. 333-150273

$475,000,000

General Cable Corporation

1.00% Senior Convertible Notes due 2012
Common Stock Issuable Upon Conversion of the Notes

     The following information supplements and amends the prospectus dated April 16, 2008, as supplemented and amended by Prospectus Supplement No. 1 dated August 1, 2008, relating to the resale by the selling securityholders of our 1.00% Senior Convertible Notes due 2012, which we issued in a private placement on October 2, 2007, and common stock issuable upon conversion of the notes.

     This prospectus supplement is not complete without, and may not be delivered or utilized except in combination with, the prospectus dated April 16, 2008, as supplemented and amended. This prospectus supplement is incorporated by reference into, and should be read in conjunction with, the prospectus dated April 16, 2008, as supplemented and amended.

     Our common stock is listed on the New York Stock Exchange under the symbol “BGC.” On November 21, 2008, the closing price of our common stock on the New York Stock Exchange was $7.62 per share.

     Investing in the notes and our common stock involves risks that are described in the “Risk Factors” section beginning on page 8 of the prospectus and in the documents incorporated by reference therein.

     Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is November 24, 2008.

SELLING SECURITYHOLDERS

          The following table sets forth information as of November 21, 2008, with respect to the selling securityholders named therein and other information regarding the beneficial ownership of the notes and shares of our common stock by each of the selling securityholders named therein. This information is based on information provided by or on behalf of the selling securityholders. The selling securityholders may from time to time offer and sell any or all of the securities under the prospectus (as amended and supplemented hereby). Because the selling securityholders are not obligated to sell the notes or any shares of common stock issuable upon conversion of the notes, we cannot estimate the amount of the notes or how many shares of common stock that the selling securityholders will hold upon consummation of any such sales. In addition, since the date on which a selling securityholder provided this information to us, such selling securityholder may have sold, transferred or otherwise disposed of all or a portion of its notes or common stock issuable upon conversion of its notes. As a result, the sum of the principal amount of notes listed as beneficially owned by selling securityholders in the table in the prospectus dated April 16, 2008, as supplemented by Prospectus Supplement No. 1 dated August 1, 2008 and this prospectus supplement, may be more than $475,000,000 because certain selling securityholders listed in the table sold, transferred or otherwise disposed of some or all of their notes since they last reported their beneficial ownership to us without informing us of such transactions, while the new beneficial owners have provided us with information as to their ownership of the notes, reflected in the table. For the sake of clarity, the maximum principal amount of notes that may be sold under this prospectus will not exceed $475,000,000.

          Based upon information provided by the selling securityholders named below, none of the selling securityholders nor any of their affiliates, officers, directors or principal equity holders (5% or more) has held any position or office or has had any other material relationship with us or our affiliates during the past three years.

          Information concerning the selling securityholders may change from time to time and any changed information will be set forth in supplements to this prospectus when and if necessary. In addition, the conversion rate and, therefore, the number of shares of common stock issuable upon conversion of the notes, is subject to adjustment in certain circumstances.

          The table in the section captioned “Selling Securityholders” of the prospectus dated April 16, 2008 is hereby supplemented and amended to reflect the selling securityholders identified below and to reflect the notes, and common stock issuable upon conversion of the notes, for such selling securityholders. For purposes of the table below, we assume that the selling securityholders will sell all of their notes and shares of common stock issuable upon conversion of their notes pursuant to this prospectus.

Principal

Principal

Principal

Number of

Amount

Number

Amount of

Number

Amount

Percent

Shares

of Notes to

of Shares

Notes

of Shares

of Notes

of

Beneficially

be Sold

to be Sold

Beneficially

Beneficially

Beneficially

Principal

Owned Prior

Pursuant

Pursuant

Owned

Owned

Name of Selling

Owned Prior

Amount

to

to this

to this

After

After

Securityholder

to Offering

of Notes

Offering(1)

Prospectus

Prospectus(1)

Offering

Offering

Credit Suisse Securities (USA) LLC(a)(54)

42,000,000

8.84

%

500,396

42,000,000

500,396

—

—

JABCAP Multi Strategy Master Fund Limited(55)

15,000,000

3.16

%

178,713

15,000,000

178,713

—

—

South Dakota Retirement System(56)

5,000,000

1.05

%

59,571

5,000,000

59,571

—

—

Value Line Convertible Fund, Inc.(57)

300,000

*

3,574

300,000

3,574

—

—