EXHIBIT 2(a) FIRST AMENDMENT TO THE AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER FIRST AMENDMENT TO THE AMENDED AND RESTATWED AGREEMENT AND PLAN OF MERGER, dated as of October 15, 1997 (the "Amendment"), among CTS Corporation, an Indiana...

                                                                    EXHIBIT 2(a)


                     FIRST AMENDMENT TO THE AMENDED AND RESTATED
                             AGREEMENT AND PLAN OF MERGER

              FIRST AMENDMENT TO THE AMENDED AND RESTATWED AGREEMENT AND PLAN
    OF MERGER, dated as of October 15, 1997 (the "Amendment"), among CTS
    Corporation, an Indiana corporation ("Parent"), CTS First Acquisition
    Corp., a New York corporation and a wholly owned subsidiary of Parent
    ("Sub"), and Dynamics Corporation of America, a New York corporation (the
    "Company").

              WHEREAS, Parent, Sub and the Company have entered into the
    Amended and Restated Agreement and Plan of Merger, dated as of May 9, 1997
    and amended and restated on July 17, 1997 (the "Merger Agreement"), which
    sets forth the terms and conditions upon which the Company will merge with
    and into Sub (the "Merger");

              WHEREAS, Parent, Sub and the Company desire that after the
    Effective Time of the Merger, the certificate of incorporation of Sub shall
    be amended to change the name of Sub to Dynamics Corporation of America;
    and

              WHEREAS, Parent, Sub and the Company desire to amend the Merger
    Agreement to make the change set forth below.

              NOW, THEREFORE, in consideration of the agreement herein set
    forth, the parties agree as follows:

              1.   DEFINITIONS. Capitalized terms used and not otherwise
    defined herein shall have the respective meanings assigned to them in the
    Merger Agreement.

              2.   AMENDMENT TO SECTION 2.05 OF THE MERGER AGREEMENT.
    Subsection (a) of Section 2.05 is hereby amended and restated in its
    entirety to read as follows:

              "(a) The certificate of incorporation of Sub will be the
         certificate of incorporation of the Surviving Corporation, amended to
         change the name of the Surviving Corporation to `Dynamics Corporation
         of America', until thereafter changed or amended as provided therein
         or by Law."



                   IN WITNESS WHEREOF, Parent, Sub and the Company have caused
         this Amendment to be signed by their respective officers thereunto
         duly authorized, all as of the date first written above.


                                            CTS CORPORATION



                                            By: /s/ Xxxxxx X. Xxxxxx
                                               --------------------------
                                                 Name: Xxxxxx X. Xxxxxx
                                                 Title: Chairman of the Board,
                                                        President and Chief
                                                        Executive Officer


                                            CTS FIRST ACQUISITION CORP.


                                            By: /s/ Xxxxxx X. Xxxxxx
                                               ---------------------------
                                                 Name:  Xxxxxx X. Xxxxxx
                                                 Title: President


                                            DYNAMICS CORPORATION OF AMERICA



                                            By: /s/ Xxxxxx Xxxxxxxx
                                               ----------------------------
                                                 Name:  Xxxxxx Xxxxxxxx
                                                 Title: Chairman of the Board
                                                        And President




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