ALLIANT TECHSYSTEMS INC
S-8, 1997-08-11
ORDNANCE & ACCESSORIES, (NO VEHICLES/GUIDED MISSILES)
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<PAGE>
 
As filed with the Securities and Exchange Commission on August 11, 1997
                                                     Registration No.33-________
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                          ____________________________

                                    FORM S-8

            REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                          ____________________________

                            ALLIANT TECHSYSTEMS INC.
             (Exact name of registrant as specified in its charter)

                DELAWARE                            41-1672694
    (State or other jurisdiction of              (I.R.S. Employer
     incorporation or organization)             Identification No.)

600 Second Street N.E., Hopkins, MN                 55343-8384
(Address of Principal Executive Offices)            (Zip Code)

           ALLIANT TECHSYSTEMS INC. 1997 EMPLOYEE STOCK PURCHASE PLAN
                            (Full title of the plan)

                                Daryl L. Zimmer
                       Vice President and General Counsel
                             600 Second Street N.E.
                             Hopkins, MN 55343-8384
                    (Name and address of agent for service)

                                 (612) 931-6140
         (Telephone number, including area code, of agent for service)

                        CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------
                                                                             Proposed
                                                      Proposed                maximum
    Title of Securities        Amount to be       maximum offering      aggregate offering        Amount of
     to be registered           registered         price per unit              price          registration fee
- ---------------------------------------------------------------------------------------------------------------
<S>                           <C>                 <C>                   <C>                   <C>

Common Stock, par value,
$.01 per share, together      360,000 shares          $51.625*             $18,585,000*          $5,631.82
with associated Preferred
Stock Purchase Rights
- ---------------------------------------------------------------------------------------------------------------
</TABLE>

*  Estimated solely for the purpose of calculating the registration fee, based
   upon the average of the reported high and low prices of the registrant's
   Common Stock on the Consolidated Transaction Reporting System of the New York
   Stock Exchange on August 5, 1997.

================================================================================
<PAGE>
 
                            ALLIANT TECHSYSTEMS INC.

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

                    Not applicable to registration statement

                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.
        ----------------------------------------

     The following documents, previously filed (File No. 1-10582) with the
Securities and Exchange Commission (the "Commission") pursuant to the Securities
Act of 1934, as amended (the "Exchange Act"), are, as of their respective dates,
incorporated in this registration statement by reference and made a part herof:

     (a) The Annual Report on Form 10-K of Alliant Techsystems Inc. (the
"registrant") for the fiscal year ended March 31, 1997, filed pursuant to
Section 13(a) or 15(d) of the Exchange Act.

     (b) All other reports filed by the registrant pursuant to Section 13(a) or
15(d) of the Exchange Act since the end of the fiscal year covered by the Annual
Report on Form 10-K referred to in (a) above.

     (c) The description of the registrant's Common Stock, $.01 par value,
together with Preferred Stock Purchase Rights contained in the Registration
Statement on Form 10 (the "Form 10") filed by the registrant with the Commission
under the Exchange Act on July 20, 1990, including the Amendment on Form 8 to
the Form 10, filed by the registrant with the Commission on September 17, 1990,
and any other amendments or reports filed by the registrant for the purpose of
updating such description, is hereby incorporated herein by reference.

     All documents subsequently filed by the registrant 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 have been sold
or which deregisters all securities then remaining unsold, shall be deemed to be
incorporated herein by reference, and to be a 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.
        ---------------------------------------

     Daryl L. Zimmer, who will issue an opinion of counsel with respect to the
securities to which this registration statement relates, is an employee and
officer (Vice President and General Counsel) of the registrant.  As of June 30,
1997, Mr. Zimmer owned, directly or indirectly, 3,941 shares of the registrant's
Common Stock.

Item 6. Indemnification of Directors and Officers.
        ------------------------------------------

     Section 145 of the Delaware General Corporation Law grants to the
registrant the power to indemnify the officers and directors of the registrant,
under certain circumstances and subject to certain conditions and limitations as
stated therein, against all expenses and liabilities incurred by or imposed upon
them as a result of suits brought against them as such officers and directors if
they act in good faith and in a manner they reasonably believe to be in or not
opposed to the best interests of the 
<PAGE>
 
registrant, and, with respect to any criminal action or proceeding, have no
reasonable cause to believe their conduct was unlawful.

     Article IX of the registrant's By-Laws provides, among other things, that
the registrant shall, under certain circumstances and subject to certain
conditions and limitations as stated therein, indemnify any current or former
director, officer, employee or agent thereof for expenses (including attorney's
fees), judgments, fines and settlements actually and reasonably incurred by such
person for any action, suit or proceeding to which such person is made a party
by reason of such person's position with the registrant or while acting as an
agent on behalf of the registrant if, in connection with such action, suit or
proceeding, such person acted in good faith and in a manner such person
reasonably believed to be in or not opposed to the best interests of the
registrant, and, with respect to any criminal action or proceeding, such person
had no reasonable cause to believe such person's conduct was unlawful.  Such
rights of indemnification are not deemed exclusive of any other right available
to the individual under any policy of insurance, agreement, statute or
otherwise.

     The registrant also purchases and maintains directors' and officers'
liability insurance and corporate reimbursement policies insuring directors and
officers against loss arising from claims made arising out of the performance of
their duties.  In addition, the registrant has indemnification agreements with
each of its directors and officers that, among other things, require the
registrant to indemnify such individuals to the fullest extent permitted by law.

Item 7. Exemption from Registration Claimed.
        ------------------------------------

     Not applicable.

Item 8. Exhibits.
        ---------

     The Exhibit Index included in this registration statement indicates whether
the method of filing of the exhibits listed below is incorporation by reference
(File No. 1-10582) or electronic filing herewith.

<TABLE>
<CAPTION>
Exhibit
Number                                     Description
- ------                                     -----------

<S>        <C>
  4        Alliant Techsystems Inc. 1997 Employee Stock Purchase Plan

  5        Opinion of Daryl L. Zimmer as to the legality of the shares being registered

23.1       Consent of Daryl L. Zimmer is contained in the opinion filed as Exhibit 5

23.2       Consent of Deloitte & Touche LLP

24         Powers of Attorney
</TABLE>

Item 9. Undertakings.
        -------------

     (a) Rule 415 Offering. The 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:

          (i)  To include any prospectus required by section 10(a)(3) of the
     Securities Act of 1933 (the "Securities Act");

          (ii) To reflect in the prospectus any facts or events arising after
     the effective date of the registration statement (or the most recent post-
     effective amendment thereof) which, individually
<PAGE>
 
     or in the aggregate, represent a fundamental change in the information set
     forth in the registration statement; and

          (iii) 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;


     Provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if
the registration statement is on Form S-3 or Form S-8, and the information
required to be included in a post-effective amendment by those paragraphs is
contained in periodic reports filed by the registrant pursuant to section 13 or
section 15(d) of the Exchange Act that are incorporated by reference in the
registration statement.

     (2) That, for the purpose of determining any liability under the Securities
Act, 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.

     (b) Filings incorporating subsequent Exchange Act documents by reference.
The undersigned registrant hereby undertakes that, for purposes of determining
any liability under the Securities Act, each filing of the registrant's annual
report pursuant to section 13(a) or section 15(d) of the Exchange Act (and,
where applicable, each filing of an employee benefit plan's annual report
pursuant to section 15(d) of the Exchange Act) 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.

     (c) Filing of registration statement on Form S-8. Insofar as
indemnification for liabilities arising under the Securities Act 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 Commission such indemnification is against
public policy as expressed in the Securities 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 Securities Act and will be governed by the final
adjudication of such issue.
<PAGE>
 
                                  SIGNATURES

     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 City of Hopkins, State of Minnesota, on August 6, 1997.

                                       ALLIANT TECHSYSTEMS INC.



                                       By: /s/Charles H. Gauck
                                           -------------------
                                              Charles H. Gauck
                                              Secretary
<PAGE>
 
     Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities indicated on August 6, 1997.


<TABLE>
<CAPTION>
             Signature                            Title
             ---------                            -----
      <S>                       <C>
                           
      Richard Schwartz*         Director, Chairman of the Board,
      ----------------          President and Chief Executive Officer 
      Richard Schwartz          (Principal Executive Officer)
                           
      Scott S. Meyers*          Vice President and Chief Financial
      ----------------          Officer (Principal Financial Officer)
      Scott S. Meyers           
                           
      Paula J. Patineau*        Vice President and Controller (Principal
      ------------------        Accounting Officer)
      Paula J. Patineau    
                           
      Vincent J. Corbo*         Director
      -----------------    
      Vincent J. Corbo     
                           
      R. Keith Elliott*         Director
      -----------------          
      R. Keith Elliott     
                           
      Thomas L. Gossage*        Director
      ------------------          
      Thomas L. Gossage    
                           
      Joel M. Greenblatt*       Director
      -------------------         
      Joel M. Greenblatt   
                           
      Jonathan G. Guss*         Director
      -----------------    
      Jonathan G. Guss     
                           
      Gaynor N. Kelley*         Director
      -----------------    
      Gaynor N. Kelley     
                           
      Joseph F. Mazzella*       Director
      -------------------  
      Joseph F. Mazzella   
                           
      Daniel L. Nir*            Director
      --------------             
      Daniel L. Nir        
</TABLE> 
                                *By: /s/ Charles H. Gauck
                                     --------------------  
                                         Charles H. Gauck
                                         Attorney-in-Fact
         
<PAGE>
 
                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit
Number                       Description                                  Method of Filing
- -------                      -----------                                  ----------------

<S>        <C>                                                 <C>
 4         Alliant Techsystems Inc. 1997 Employee Stock        Incorporated by reference to Appendix B to the
           Purchase Plan                                       proxy statement dated July 3, 1997

 5         Opinion of Daryl L. Zimmer as to the legality of    Filed herewith electronically
           the shares being registered

23.1       Consent of Daryl L. Zimmer                          Filed herewith electronically as part of Exhibit 5

23.2       Consent of Deloitte & Touche LLP                    Filed herewith electronically

24         Powers of Attorney                                  Filed herewith electronically
</TABLE>

<PAGE>
 
                                                                       Exhibit 5
                                                                             and
                                                                    Exhibit 23.1

                            ALLIANT TECHSYSTEMS INC.
                             600 Second Street N.E.
                             Hopkins, MN 55343-8384



August  6, 1997



Board of Directors
Alliant Techsystems Inc.
600 Second Street N.E.
Hopkins, MN 55343-8384

Gentlemen:

     A Registration Statement on Form S-8 (the "Registration Statement") is
being filed on or about the date of this letter with the Securities and Exchange
Commission relating to 360,000 shares of the common stock (the "Securities"),
par value $.01 per share of Alliant Techsystems Inc. (the "Company") issuable
under the Alliant Techsystems Inc. 1997 Employee Stock Purchase Plan (the
"Plan").

     As Vice President and General Counsel of the Company, I, or other attorneys
reporting to me, have acted as counsel to the Company in connection with the
preparation and filing of the Registration Statement. In such capacity, I, or
other attorneys reporting to me, have examined the corporate records of the
Company, including its Restated Certificate of Incorporation, as amended; its
By-Laws; and minutes of all meetings of its directors and stockholders; and
other documents which I have deemed relevant or necessary as the basis for my
opinion as hereinafter set forth.

     Based upon the foregoing, and to the best of my knowledge and belief, it is
my opinion that:

1.   The Company is duly incorporated and validly existing in good standing
     under the laws of the State of Delaware.

2.   The issuance of the Securities has been duly authorized and the Securities,
     when sold pursuant to the Plan, will be legally issued, fully paid and non-
     assessable.

     I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement, and to the reference to me under the caption "Interests
of Named Experts and Counsel" contained in the Registration Statement.

Very truly yours,



/s/Daryl L. Zimmer
Daryl L. Zimmer
Vice President and General Counsel

<PAGE>
 
                                                                    Exhibit 23.2



CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS


We consent to the incorporation by reference in this Registration Statement on
Form S-8 of Alliant Techsystems Inc. relating to the Alliant Techsystems Inc.
1997 Employee Stock Purchase Plan on Form S-8 of our reports dated May 14, 1997,
appearing in and incorporated by reference in the Annual Report on Form 10-K of
Alliant Techsystems Inc. for the year ended March 31, 1997.



                                            /s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP
Minneapolis, Minnesota
August 6, 1997

<PAGE>
 
                                                                      Exhibit 24





                           ALLIANT TECHSYSTEMS INC.

                               POWER OF ATTORNEY
                          OF DIRECTOR AND/OR OFFICER


     KNOW ALL MEN BY THESE PRESENTS that the undersigned officer and/or director
of Alliant Techsystems Inc., a Delaware corporation (the "Corporation"), (a)
hereby constitutes and appoints Richard Schwartz, Scott S. Meyers, Daryl L.
Zimmer and Charles H. Gauck, and each of them (with full power to each of them
to act alone), the undersigned's true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution for the undersigned in the
undersigned's name, place and stead, in any and all capacities, (i) to sign the
Registration Statement on Form S-8 relating to shares of the Common Stock, par
value $.01 of the Corporation to be offered under the Alliant Techsystems Inc.
1997 Employee Stock Purchase Plan (the "Plan"), and, if required, corresponding
separate employee participation interests in the Plan, including any and all 
pre-effective and post-effective amendments to such Registration Statement, and
any and all documents in connection therewith, (ii) to file the same, together
with all exhibits thereto, and all documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and (iii) to perform each and every act and do each and every thing requisite
and necessary to be done in order to effectuate the same as fully to all intents
and purposes as the undersigned might or could do if personally present; and (b)
hereby ratifies, approves and confirms all that each of the above-named
attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to
be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 5th day of August, 1997.
     ---        ------


                                            /s/ Vincent J. Corbo
                                            --------------------

<PAGE>
 
                           ALLIANT TECHSYSTEMS INC.

                               POWER OF ATTORNEY
                          OF DIRECTOR AND/OR OFFICER


     KNOW ALL MEN BY THESE PRESENTS that the undersigned officer and/or director
of Alliant Techsystems Inc., a Delaware corporation (the "Corporation"), (a)
hereby constitutes and appoints Richard Schwartz, Scott S. Meyers, Daryl L.
Zimmer and Charles H. Gauck, and each of them (with full power to each of them
to act alone), the undersigned's true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution for the undersigned in the
undersigned's name, place and stead, in any and all capacities, (i) to sign the
Registration Statement on Form S-8 relating to shares of the Common Stock, par
value $.01 of the Corporation to be offered under the Alliant Techsystems Inc.
1997 Employee Stock Purchase Plan (the "Plan"), and, if required, corresponding
separate employee participation interests in the Plan, including any and all
pre-effective and post-effective amendments to such Registration Statement, and
any and all documents in connection therewith, (ii) to file the same, together
with all exhibits thereto, and all documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and (iii) to perform each and every act and do each and every thing requisite
and necessary to be done in order to effectuate the same as fully to all intents
and purposes as the undersigned might or could do if personally present; and (b)
hereby ratifies, approves and confirms all that each of the above-named
attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to
be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 3rd day of August, 1997.
     ---        ------


                                            /s/ R. Keith Elliott
                                            --------------------
<PAGE>
 
                           ALLIANT TECHSYSTEMS INC.

                               POWER OF ATTORNEY
                           OF DIRECTOR AND/OR OFFICER


     KNOW ALL MEN BY THESE PRESENTS that the undersigned officer and/or director
of Alliant Techsystems Inc., a Delaware corporation (the "Corporation"), (a)
hereby constitutes and appoints Richard Schwartz, Scott S. Meyers, Daryl L.
Zimmer and Charles H. Gauck, and each of them (with full power to each of them
to act alone), the undersigned's true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution for the undersigned in the
undersigned's name, place and stead, in any and all capacities, (i) to sign the
Registration Statement on Form S-8 relating to shares of the Common Stock, par
value $.01 of the Corporation to be offered under the Alliant Techsystems Inc.
1997 Employee Stock Purchase Plan (the "Plan"), and, if required, corresponding
separate employee participation interests in the Plan, including any and all
pre-effective and post-effective amendments to such Registration Statement, and
any and all documents in connection therewith, (ii) to file the same, together
with all exhibits thereto, and all documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and (iii) to perform each and every act and do each and every thing requisite
and necessary to be done in order to effectuate the same as fully to all intents
and purposes as the undersigned might or could do if personally present; and (b)
hereby ratifies, approves and confirms all that each of the above-named
attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to
be done by virtue hereof.

  IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this
5th day of August, 1997.
- ---        ------


                                            /s/ Thomas L. Gossage
                                            ---------------------
<PAGE>

                           ALLIANT TECHSYSTEMS INC.

                               POWER OF ATTORNEY
                          OF DIRECTOR AND/OR OFFICER


     KNOW ALL MEN BY THESE PRESENTS that the undersigned officer and/or director
of Alliant Techsystems Inc., a Delaware corporation (the "Corporation"), (a)
hereby constitutes and appoints Richard Schwartz, Scott S. Meyers, Daryl L.
Zimmer and Charles H. Gauck, and each of them (with full power to each of them
to act alone), the undersigned's true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution for the undersigned in the
undersigned's name, place and stead, in any and all capacities, (i) to sign the
Registration Statement on Form S-8 relating to shares of the Common Stock, par
value $.01 of the Corporation to be offered under the Alliant Techsystems Inc.
1997 Employee Stock Purchase Plan (the "Plan"), and, if required, corresponding
separate employee participation interests in the Plan, including any and all
pre-effective and post-effective amendments to such Registration Statement, and
any and all documents in connection therewith, (ii) to file the same, together
with all exhibits thereto, and all documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and (iii) to perform each and every act and do each and every thing requisite
and necessary to be done in order to effectuate the same as fully to all intents
and purposes as the undersigned might or could do if personally present; and (b)
hereby ratifies, approves and confirms all that each of the above-named
attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to
be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 30th day of July, 1997.
     ----        ----



                                           /s/ Joel M. Greenblatt
                                           ----------------------
<PAGE>

                           ALLIANT TECHSYSTEMS INC.

                               POWER OF ATTORNEY
                          OF DIRECTOR AND/OR OFFICER


     KNOW ALL MEN BY THESE PRESENTS that the undersigned officer and/or director
of Alliant Techsystems Inc., a Delaware corporation (the "Corporation"), (a)
hereby constitutes and appoints Richard Schwartz, Scott S. Meyers, Daryl L.
Zimmer and Charles H. Gauck, and each of them (with full power to each of them
to act alone), the undersigned's true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution for the undersigned in the
undersigned's name, place and stead, in any and all capacities, (i) to sign the
Registration Statement on Form S-8 relating to shares of the Common Stock, par
value $.01 of the Corporation to be offered under the Alliant Techsystems Inc.
1997 Employee Stock Purchase Plan (the "Plan"), and, if required, corresponding
separate employee participation interests in the Plan, including any and all
pre-effective and post-effective amendments to such Registration Statement, and
any and all documents in connection therewith, (ii) to file the same, together
with all exhibits thereto, and all documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and (iii) to perform each and every act and do each and every thing requisite
and necessary to be done in order to effectuate the same as fully to all intents
and purposes as the undersigned might or could do if personally present; and (b)
hereby ratifies, approves and confirms all that each of the above-named
attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to
be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 30th day of July, 1997.
     ----        ----



                                            /s/ Jonathan G. Guss
                                            --------------------
<PAGE>

                           ALLIANT TECHSYSTEMS INC.

                               POWER OF ATTORNEY
                          OF DIRECTOR AND/OR OFFICER


     KNOW ALL MEN BY THESE PRESENTS that the undersigned officer and/or director
of Alliant Techsystems Inc., a Delaware corporation (the "Corporation"), (a)
hereby constitutes and appoints Richard Schwartz, Scott S. Meyers, Daryl L.
Zimmer and Charles H. Gauck, and each of them (with full power to each of them
to act alone), the undersigned's true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution for the undersigned in the
undersigned's name, place and stead, in any and all capacities, (i) to sign the
Registration Statement on Form S-8 relating to shares of the Common Stock, par
value $.01 of the Corporation to be offered under the Alliant Techsystems Inc.
1997 Employee Stock Purchase Plan (the "Plan"), and, if required, corresponding
separate employee participation interests in the Plan, including any and all
pre-effective and post-effective amendments to such Registration Statement, and
any and all documents in connection therewith, (ii) to file the same, together
with all exhibits thereto, and all documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and (iii) to perform each and every act and do each and every thing requisite
and necessary to be done in order to effectuate the same as fully to all intents
and purposes as the undersigned might or could do if personally present; and (b)
hereby ratifies, approves and confirms all that each of the above-named
attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to
be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 30th day of July, 1997.
     ----        ----



                                            /s/ Gaynor N. Kelley
                                            --------------------
<PAGE>

                           ALLIANT TECHSYSTEMS INC.

                               POWER OF ATTORNEY
                          OF DIRECTOR AND/OR OFFICER


     KNOW ALL MEN BY THESE PRESENTS that the undersigned officer and/or director
of Alliant Techsystems Inc., a Delaware corporation (the "Corporation"), (a)
hereby constitutes and appoints Richard Schwartz, Scott S. Meyers, Daryl L.
Zimmer and Charles H. Gauck, and each of them (with full power to each of them
to act alone), the undersigned's true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution for the undersigned in the
undersigned's name, place and stead, in any and all capacities, (i) to sign the
Registration Statement on Form S-8 relating to shares of the Common Stock, par
value $.01 of the Corporation to be offered under the Alliant Techsystems Inc.
1997 Employee Stock Purchase Plan (the "Plan"), and, if required, corresponding
separate employee participation interests in the Plan, including any and all
pre-effective and post-effective amendments to such Registration Statement, and
any and all documents in connection therewith, (ii) to file the same, together
with all exhibits thereto, and all documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and (iii) to perform each and every act and do each and every thing requisite
and necessary to be done in order to effectuate the same as fully to all intents
and purposes as the undersigned might or could do if personally present; and (b)
hereby ratifies, approves and confirms all that each of the above-named
attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to
be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 5th day of August, 1997.
     ---        ------



                                            /s/ Joseph F. Mazzella
                                            ----------------------
<PAGE>

                           ALLIANT TECHSYSTEMS INC.

                               POWER OF ATTORNEY
                          OF DIRECTOR AND/OR OFFICER


     KNOW ALL MEN BY THESE PRESENTS that the undersigned officer and/or director
of Alliant Techsystems Inc., a Delaware corporation (the "Corporation"), (a)
hereby constitutes and appoints Richard Schwartz, Scott S. Meyers, Daryl L.
Zimmer and Charles H. Gauck, and each of them (with full power to each of them
to act alone), the undersigned's true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution for the undersigned in the
undersigned's name, place and stead, in any and all capacities, (i) to sign the
Registration Statement on Form S-8 relating to shares of the Common Stock, par
value $.01 of the Corporation to be offered under the Alliant Techsystems Inc.
1997 Employee Stock Purchase Plan (the "Plan"), and, if required, corresponding
separate employee participation interests in the Plan, including any and all
pre-effective and post-effective amendments to such Registration Statement, and
any and all documents in connection therewith, (ii) to file the same, together
with all exhibits thereto, and all documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and (iii) to perform each and every act and do each and every thing requisite
and necessary to be done in order to effectuate the same as fully to all intents
and purposes as the undersigned might or could do if personally present; and (b)
hereby ratifies, approves and confirms all that each of the above-named
attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to
be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 5th day of August, 1997.
     ---        ------



                                            /s/ Daniel L. Nir
                                            -----------------
<PAGE>

                           ALLIANT TECHSYSTEMS INC.

                               POWER OF ATTORNEY
                           OF DIRECTOR AND/OR OFFICER


     KNOW ALL MEN BY THESE PRESENTS that the undersigned officer and/or director
of Alliant Techsystems Inc., a Delaware corporation (the "Corporation"), (a)
hereby constitutes and appoints Richard Schwartz, Scott S. Meyers, Daryl L.
Zimmer and Charles H. Gauck, and each of them (with full power to each of them
to act alone), the undersigned's true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution for the undersigned in the
undersigned's name, place and stead, in any and all capacities, (i) to sign the
Registration Statement on Form S-8 relating to shares of the Common Stock, par
value $.01 of the Corporation to be offered under the Alliant Techsystems Inc.
1997 Employee Stock Purchase Plan (the "Plan"), and, if required, corresponding
separate employee participation interests in the Plan, including any and all
pre-effective and post-effective amendments to such Registration Statement, and
any and all documents in connection therewith, (ii) to file the same, together
with all exhibits thereto, and all documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and (iii) to perform each and every act and do each and every thing requisite
and necessary to be done in order to effectuate the same as fully to all intents
and purposes as the undersigned might or could do if personally present; and (b)
hereby ratifies, approves and confirms all that each of the above-named
attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to
be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 3rd day of August, 1997.
     ---        ------  



                                            /s/ Richard Schwartz
                                            --------------------
<PAGE>

                           ALLIANT TECHSYSTEMS INC.

                               POWER OF ATTORNEY
                           OF DIRECTOR AND/OR OFFICER


     KNOW ALL MEN BY THESE PRESENTS that the undersigned officer and/or director
of Alliant Techsystems Inc., a Delaware corporation (the "Corporation"), (a)
hereby constitutes and appoints Richard Schwartz, Scott S. Meyers, Daryl L.
Zimmer and Charles H. Gauck, and each of them (with full power to each of them
to act alone), the undersigned's true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution for the undersigned in the
undersigned's name, place and stead, in any and all capacities, (i) to sign the
Registration Statement on Form S-8 relating to shares of the Common Stock, par
value $.01 of the Corporation to be offered under the Alliant Techsystems Inc.
1997 Employee Stock Purchase Plan (the "Plan"), and, if required, corresponding
separate employee participation interests in the Plan, including any and all
pre-effective and post-effective amendments to such Registration Statement, and
any and all documents in connection therewith, (ii) to file the same, together
with all exhibits thereto, and all documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and (iii) to perform each and every act and do each and every thing requisite
and necessary to be done in order to effectuate the same as fully to all intents
and purposes as the undersigned might or could do if personally present; and (b)
hereby ratifies, approves and confirms all that each of the above-named
attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to
be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 30th day of July, 1997.
     ----        ---- 



                                            /s/ Scott S. Meyers
                                            ------------------
<PAGE>

                           ALLIANT TECHSYSTEMS INC.

                               POWER OF ATTORNEY
                           OF DIRECTOR AND/OR OFFICER


     KNOW ALL MEN BY THESE PRESENTS that the undersigned officer and/or director
of Alliant Techsystems Inc., a Delaware corporation (the "Corporation"), (a)
hereby constitutes and appoints Richard Schwartz, Scott S. Meyers, Daryl L.
Zimmer and Charles H. Gauck, and each of them (with full power to each of them
to act alone), the undersigned's true and lawful attorneys-in-fact and agents,
with full power of substitution and resubstitution for the undersigned in the
undersigned's name, place and stead, in any and all capacities, (i) to sign the
Registration Statement on Form S-8 relating to shares of the Common Stock, par
value $.01 of the Corporation to be offered under the Alliant Techsystems Inc.
1997 Employee Stock Purchase Plan (the "Plan"), and, if required, corresponding
separate employee participation interests in the Plan, including any and all
pre-effective and post-effective amendments to such Registration Statement, and
any and all documents in connection therewith, (ii) to file the same, together
with all exhibits thereto, and all documents in connection therewith, with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and (iii) to perform each and every act and do each and every thing requisite
and necessary to be done in order to effectuate the same as fully to all intents
and purposes as the undersigned might or could do if personally present; and (b)
hereby ratifies, approves and confirms all that each of the above-named
attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to
be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 30th day of July, 1997.
     ----        ----   



                                            /s/ Paula J. Patineau
                                            ---------------------


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