<PAGE>
As filed with the Securities and Exchange Commission on August 5, 1998
Registration No. 333-
================================================================================
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)
AMENDED AND RESTATED
ALLIANT TECHSYSTEMS INC.
1990 EQUITY INCENTIVE 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 with associated 700,000 shares* $65.53125** $45,871,875** $13,532.20
Preferred Stock Purchase Rights
- ---------------------------------------------------------------------------------------------------------------
</TABLE>
* Excludes shares previously registered for issuance under the plan as
follows: 1,620,679 shares (Registration No. 33-36981) and 1,000,000 shares
(Registration No. 33-91196).
** 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 July 31, 1998.
================================================================================
<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, 1998, 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,
1998, Mr. Zimmer owned, directly or indirectly, 10,009 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
1
<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.
Exhibit
Number Description
------ -----------
4 Amended and Restated Alliant Techsystems Inc. 1990 Equity
Incentive 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
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
2
<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.
3
<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 5, 1998.
ALLIANT TECHSYSTEMS INC.
By: /s/ Charles H. Gauck
-------------------------
Charles H. Gauck
Secretary
4
<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 5, 1998.
Signature Title
--------- -----
Richard Schwartz* Director, Chairman of the Board and Chief Executive
------------------ Officer (Principal Executive Officer)
Richard Schwartz
Peter A. Bukowick* Director, President and Chief Operating Officer
------------------
Peter A. Bukowick
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
Gilbert F. Decker* Director
------------------
Gilbert F. Decker
Thomas L. Gossage* Director
------------------
Thomas L. Gossage
Joel M. Greenblatt* Director
------------------
Joel M. Greenblatt
Jonathan G. Guss* Director
------------------
Jonathan G. Guss
David E. Jeremiah* Director
------------------
David E. Jeremiah
Gaynor N. Kelley* Director
------------------
Gaynor N. Kelley
Joseph F. Mazzella* Director
------------------
Joseph F. Mazzella
Daniel L. Nir* Director
------------------
Daniel L. Nir
Michael T. Smith* Director
------------------
Michael T. Smith
*By: /s/ Charles H. Gauck
---------------------
Charles H. Gauck
Attorney-in-Fact
5
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description Method of Filing
- ------ ----------- ----------------
<S> <C> <C>
4 Amended and Restated Alliant Techsystems Inc. Incorporated by reference to Appendix B to the
1990 Equity Incentive Plan registrant's proxy statement dated July 2, 1998
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 5, 1998
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 700,000 shares of the common stock (the "Securities"),
par value $.01 per share of Alliant Techsystems Inc. (the "Company") issuable
under the Amended and Restated Alliant Techsystems Inc. 1990 Equity Incentive
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 Amended and Restated
Alliant Techsystems Inc. 1990 Equity Incentive Plan on Form S-8 of our reports
dated May 11, 1998, appearing in and incorporated by reference in the Annual
Report on Form 10-K of Alliant Techsystems Inc. for the year ended March 31,
1998.
DELOITTE & TOUCHE LLP
Minneapolis, Minnesota
August 3, 1998
<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. Amended and Restated 1990 Equity Incentive
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
as of the 11th day of May, 1998.
/S/ Peter A. Bukowick
---------------------
<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. Amended and Restated 1990 Equity Incentive
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
as of the 11th day of May, 1998.
/S/ Gilbert F. Decker
---------------------
<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. Amended and Restated 1990 Equity Incentive
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
as of the 11th day of May, 1998.
/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. Amended and Restated 1990 Equity Incentive
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
as of the 11th day of May, 1998.
/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. Amended and Restated 1990 Equity Incentive
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
as of the 11th day of May, 1998.
/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. Amended and Restated 1990 Equity Incentive
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
as of the 11th day of May, 1998.
/S/ David E. Jeremiah
---------------------
<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. Amended and Restated 1990 Equity Incentive
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
as of the 11th day of May, 1998.
/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. Amended and Restated 1990 Equity Incentive
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
as of the 11th day of May, 1998.
/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. Amended and Restated 1990 Equity Incentive
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
as of the 11th day of May, 1998.
/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. Amended and Restated 1990 Equity Incentive
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
as of the 11th day of May, 1998.
/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. Amended and Restated 1990 Equity Incentive
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
as of the 11th day of May, 1998.
/S/ Michael T. Smith
--------------------
<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. Amended and Restated 1990 Equity Incentive
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
as of the 11th day of May, 1998.
/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. Amended and Restated 1990 Equity Incentive
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
as of the 11th day of May, 1998.
/S/ Paula J. Patineau
---------------------
