<PAGE>
As filed with the Securities and Exchange Commission on June 30, 1998.
Registration No. 333-
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
____________________
LOCKHEED MARTIN CORPORATION
(Exact name of registrant as specified in its charter)
MARYLAND 52-1893632
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
6801 ROCKLEDGE DRIVE
BETHESDA, MARYLAND 20817
(Address of principal executive offices)
____________________
LOCKHEED MARTIN CORPORATION SALARIED SAVINGS PLAN
LOCKHEED MARTIN CORPORATION PERFORMANCE SHARING PLAN
LOCKHEED MARTIN CORPORATION OPERATIONS SUPPORT SAVINGS PLAN
(Full title of the plan)
____________________
STEPHEN M. PIPER, ESQUIRE
ASSOCIATE GENERAL COUNSEL AND
ASSISTANT SECRETARY
LOCKHEED MARTIN CORPORATION
6801 ROCKLEDGE DRIVE
BETHESDA, MARYLAND 20817
(301) 897-6000
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------
PROPOSED PROPOSED
MAXIMUM MAXIMUM AMOUNT OF
TITLE OF SECURITIES AMOUNT TO BE OFFERING PRICE AGGREGATE REGISTRATION
TO BE REGISTERED REGISTERED(1)(2)(3) PER SHARE(4) OFFERING PRICE(4) FEE(5)
- --------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
COMMON STOCK, PAR
VALUE $1.00 PER SHARE............ 1 $103.00 $103.00 $100.00
- --------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this
Registration Statement also covers an indeterminate amount of plan
interests to be offered or sold pursuant to the Plans to which this
Registration Statement relates.
(2) The Registrant previously has registered 3,600,000 shares of Lockheed
Martin Corporation Common Stock on Registration Statement on Form S-8 (Reg.
No. 333-06485), 350,000 shares of Lockheed Martin Corporation Common Stock
on Registration Statement on Form S-8 (Reg. No. 333-06481), 400,000 shares
of Lockheed Martin Corporation Common Stock on Registration Statement on
Form S-8 (Reg. No. 333-06517), 35,000 shares of Lockheed Martin Corporation
Common Stock on Registration Statement on Form S-8 (Reg. No. 333-06483),
125,000 shares of Lockheed Martin Corporation Common Stock on Registration
Statement on Form S-8 (Reg. No. 333-06487), 500,000 shares of Lockheed
Martin Corporation Common Stock on Registration Statement on Form S-8 (Reg.
No. 333-06515) and 2,700,000 shares of Lockheed Martin Corporation Common
Stock on Registration Statement on Form S-8 (Reg. No. 333-06479), which
shares may be issued and sold pursuant to the Plans to which this
Registration Statement relates and, therefore, are being registered
hereunder. See "Explanatory Statement."
(3) The securities registered are allocated among the plans as follows:
Lockheed Martin Corporation Salaried Savings Plan, 6,880,001 shares;
Lockheed Martin Corporation Performance Sharing Plan, 805,000 shares; and
Lockheed Martin Corporation Operations Support Savings Plan, 25,000
shares.
(4) The fee has been computed, pursuant to Rule 457(h)(1) and guidance provided
to the Corporation by the Office of Chief Counsel, based on the average of
the high and low prices reported on the New York Stock Exchange on June 26,
1998.
(5) A portion of the registration fee incurred in connection with the
registration of shares to be offered or sold in connection with the Plans
to which this Registration Statement relates was previously paid by the
Registrant in connection with the Registration Statements on Form S-8 (Reg.
Nos. 333-06485, 333-06481, 333-06517, 333-06483, 333-06487, 333-06515 and
333-06479). Accordingly, the amount previously paid has been applied as a
credit against the amount otherwise due hereunder in accordance with
guidance provided by the Chief Counsel's Office.
- --------------------------------------------------------------------------------
<PAGE>
EXPLANATORY NOTE
----------------
On March 15, 1995, Lockheed Martin Corporation (the "Corporation") filed a
registration statement on Form S-8 (Reg. No. 33-58083) (the "PSP Registration
Statement") registering 18,582,406 shares of Lockheed Martin Corporation Common
Stock for use in connection with one of the Corporation's benefit plans, the
Martin Marietta Corporation Performance Sharing Plan. This plan was subsequently
renamed the Lockheed Martin Corporation Performance Sharing Plan (the "PSP"). In
conjunction with the January 21, 1997 filing discussed below, 17,282,406 of the
shares of Lockheed Martin Corporation Common Stock so registered were removed
from registration under the PSP Registraton Statement. The remaining 1,300,000
shares of Lockheed Martin Corporation Common Stock remain registered under the
PSP Registration Statement for use in the PSP.
On January 21, 1997, the Corporation filed a registration statement on Form
S-8 (Reg. No. 333-20117) (the "SSP Registration Statement") registering, among
other things, 22,500,000 shares of Lockheed Martin Corporation Common Stock for
use in connection with the Lockheed Martin Corporation Salaried Savings Plan
(the "SSP") and 17,282,406 shares of Lockheed Martin Corporation Common Stock
for use in connection with the Lockheed Martin Corporation Salaried Savings Plan
II (the "SSPII") in anticipation of combining that portion of the PSP relating
to salaried employees with the SSPII and on October 1, 1997, the SSPII and
the SSP were combined.
On October 2, 1997, the Corporation filed a registration statement on Form
S-8 (Reg. No. 333-37069) (the "OSSP Registration Statement") registering, among
other things, 500,000 shares of Lockheed Martin Corporation Common Stock for use
in connection with the Lockheed Martin Corporation Operations Support Savings
Plan (the "OSSP").
On June 21, 1996, in connection with the Corporation's acquisition of Loral
Corporation, the Corporation filed registration statements on Form S-8 (Reg.
Nos. 333-06485, 333-06481, 333-06517, 333-06483, 333-06487, 333-06515 and 333-
06479) (the "Loral Heritage Plans Registration Statements") registering, in the
aggregate, 7,710,000 shares of Lockheed Martin Corporation Common Stock for use
in connection with the employee benefit plans referred to therein which were
Loral Corporation plans, the sponsorship of which was assumed by the Corporation
(collectively, the "Loral Heritage Plans").
The Corporation will combine effective July 1, 1998 the Loral Heritage
Plans with the SSP, PSP or OSSP, depending on job classification and business
unit of the employee.
This Registration Statement includes the 7,710,000 shares of Corporation's
common stock originally registered pursuant to the Loral Heritage Plans
Registration Statements, as well as 1 newly registered share of the
Corporation's common stock. To the extent that shares of Lockheed
-1-
<PAGE>
Martin Corporation Common Stock originally registered on the Loral Heritage
Plans Registration Statements have not been used in connection with the Loral
Heritage Plans as of July 1, 1998, those shares will be eligible for use in
connection with the Plans listed on the face of this Registration Statement on
Form S-8. By Post-Effective Amendment No. 1 to each of the Loral Heritage Plans
Registration Statements filed simultaneously with the filing of this
Registration Statement, these shares have been removed from registration
under the Loral Heritage Plans Registration Statements. The shares of Lockheed
Martin Corporation Common Stock remaining on the PSP Registration Statement, the
SSP Registration Statement and the OSSP Registration Statement remain registered
thereunder and are available for use in connection with those plans.
As described above, this Registration Statement applies to an aggregate of
7,710,001 shares of the Corporation's Common Stock. These shares are allocated
among the plans to which this Registration Statement pertains as follows:
Lockheed Martin Corporation Salaried Savings Plan, 6,880.001 shares; Lockheed
Martin Corporation Performance Sharing Plan, 805,000 shares; and Lockheed
Martin Corporation Operations Support Savings Plan, 25,000 shares. Any shares
which were previously issued under the Loral Heritage Plans Registration
Statements in connection with the operation of Loral Heritage Plans prior to
July 1, 1998 will not be available for issuance under this Registration
Statement.
-2-
<PAGE>
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
ITEM 3. Incorporation of Documents by Reference.
---------------------------------------
The following documents filed by the Registrant with the Securities and
Exchange Commission (the "Commission") are incorporated by reference and made a
part hereof:
(a) The Registrant's Annual Report on Form 10-K for the year ended
December 31, 1997 filed with the Commission on March 19, 1998;
(b) The description of the Registrant's Common Stock contained in the
Registrant's Registration Statement on Form 8-B filed with the Commission
pursuant to Section 12 of the Securities Exchange Act of 1934 (the "Exchange
Act") (as amended on Form 8-B/A filed on March 9, 1995), and any amendment or
report filed for the purpose of updating such description;
(c) The Registrant's Current Report on Form 8-K filed with the
Commission on January 21, 1998;
(d) The Registrant's Quarterly Report on Form 10-Q for the quarter
ended March 31, 1998 filed with the Commission on May 8, 1998;
(e) The Annual Reports on Forms 11-K filed with the Commission on June
29, 1998 by the Lockheed Martin Corporation Salaried Savings Plan, Lockheed
Martin Corporation Operations Support Savings Plan, and the Lockheed Martin
Corporation Performance Sharing Plan.
All documents subsequently filed by the Registrant or the Plans pursuant to
Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act prior to 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 by reference into this Registration Statement and to be a
part hereof from the date of the filing of such documents.
ITEM 4. Description of Securities.
-------------------------
Not Applicable
-3-
<PAGE>
ITEM 5. Interests of Named Experts and Counsel.
--------------------------------------
The Opinion of Counsel as to the legality of the securities being issued
(constituting Exhibit 5) has been rendered by counsel who is a full-time
employee of the Registrant. Counsel rendering such opinions is eligible to
participate in the SSP. Such counsel is not eligible to participate in the PSP
or OSSP.
ITEM 6. Indemnification of Directors and Officers.
-----------------------------------------
The Maryland General Corporation Law authorizes Maryland corporations to
limit the liability of directors and officers to the corporation or its
stockholders for money damages, except (a) to the extent that it is proved that
the person actually received an improper benefit or profit in money, property or
services, for the amount of the benefit or profit in money, property or services
actually received, (b) to the extent that a judgment or other final adjudication
adverse to the person is entered in a proceeding based on a finding that the
person's action or failure to act was the result of active and deliberate
dishonesty and was material to the cause of action adjudicated in the proceeding
or (c) in respect of certain other actions not applicable to the Registrant.
Under the Maryland General Corporation Law, unless limited by charter,
indemnification is mandatory if a director or an officer has been successful on
the merits or otherwise in the defense of any proceeding by reason of his or her
service as a director unless such indemnification is not otherwise permitted as
described in the following sentence. Indemnification is permissive unless it is
established that (a) the act or omission of the director was material to the
matter giving rise to the proceeding and was committed in bad faith or was the
result of active and deliberate dishonesty, (b) the director actually received
an improper personal benefit in money, property or services or (c) in the case
of any criminal proceeding, the director had reasonable cause to believe his or
her act or omission was unlawful. In addition to the foregoing, a court of
appropriate jurisdiction may under certain circumstances order indemnification
if it determines that the director or officer is fairly and reasonably entitled
to indemnification in view of all the relevant circumstances, whether or not the
director or officer has met the standards of conduct set forth in the preceding
sentence or has been adjudged liable on the basis that a personal benefit was
improperly received in a proceeding charging improper personal benefit to the
director or officer. If the proceeding was an action by or in the right of the
corporation or involved a determination that the director or officer received an
improper personal benefit, however, no indemnification may be made if the
individual is adjudged liable to the corporation, except to the extent of
expenses approved by a court of competent jurisdiction.
Article XI of the charter of the Registrant limits the liability of
directors and officers to the fullest extent permitted by the Maryland General
Corporation Law. Article XI of the charter
-4-
<PAGE>
of the Registrant also authorizes the Registrant to adopt by-laws or resolutions
to provide for the indemnification of directors and officers. Article VI of the
By-laws of the Registrant provides for the indemnification of the Registrant's
directors and officers to the fullest extent permitted by the Maryland General
Corporation Law. In addition, the Registrant's directors and officers are
covered by certain insurance policies maintained by the Registrant.
ITEM 7. Exemption from Registration Claimed.
-----------------------------------
Not Applicable
ITEM 8. Exhibits.
--------
5. Opinion of Stephen M. Piper, Esquire.
23-A. Consent of Ernst & Young LLP, Independent Auditors.
23-B. Consent of Stephen M. Piper, Esquire (contained in Exhibit 5 hereof).
24. Powers of Attorney.
The Registrant hereby represents that it will submit or has submitted the
Plans covered by this Registration Statement to the Internal Revenue Service in
a timely manner and has made or will make all changes required by the Internal
Revenue Service in order to qualify the Plans.
ITEM 9. Undertakings.
------------
(a) The undersigned 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;
(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 or in the aggregate, represent
a fundamental change in the information set forth in the registration statement;
(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;
-5-
<PAGE>
Provided, however, that subparagraphs (1)(i) and (1)(ii) do not apply if
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 Securities Exchange Act of 1934 that are
incorporated by reference in the registration statement.
(2) That, for the purpose of determining any liability under the
Securities Act of 1933, 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) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to section 13(a) or section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) 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) Insofar as indemnification for liabilities arising under the Securities
Act of 1933 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 Securities and Exchange
Commission such indemnification is against public policy as expressed in the 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 Act and will be governed by the final adjudication of
such issue.
-6-
<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 County of Montgomery, State of Maryland on the date indicated
below.
LOCKHEED MARTIN CORPORATION
Date: June 30, 1998 By:/s/ Stephen M. Piper
-----------------------------
Stephen M. Piper
Associate General Counsel and
Assistant Secretary
Pursuant to the requirements of the Securities Act of 1933, the trustees
(or other persons who administer the Plan) have duly caused this registration
statement to be signed on their behalf by the undersigned, thereunto duly
authorized, in the County of Montgomery, State of Maryland.
Date: June 30, 1998 LOCKHEED MARTIN CORPORATION SALARIED
SAVINGS PLAN
By:/s/Thomas F. Kinstle
--------------------
Thomas F. Kinstle
Vice President, Benefit Finance
& Administration
LOCKHEED MARTIN CORPORATION PERFORMANCE SHARING PLAN
By:/s/Thomas F. Kinstle
--------------------
Thomas F. Kinstle
Vice President, Benefit Finance
& Administration
LOCKHEED MARTIN CORPORATION OPERATIONS
SUPPORT SAVINGS PLAN
By:/s/Thomas F. Kinstle
--------------------
Thomas F. Kinstle
Vice President, Benefit Finance
& Administration
-7-
<PAGE>
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the date indicated.
<TABLE>
<CAPTION>
Signature Title Date
- ---------------------- ------------------------- -----------------------
<S> <C> <C>
/s/ Vance D. Coffman Chairman and Chief June 30, 1998
- ----------------------- Executive Officer
Vance D. Coffman*
/s/ Marcus C. Bennett Executive Vice President, June 30, 1998
- ----------------------- Chief Financial Officer
Marcus C. Bennett* and Director
/s/ Todd J. Kallman Chief Accounting Officer June 30, 1998
- -----------------------
Todd J. Kallman*
/s/ Norman R. Augustine Director June 30, 1998
- -----------------------
Norman R. Augustine*
/s/ Lynne V. Cheney Director June 30, 1998
- -----------------------
Lynne V. Cheney*
/s/ James F. Gibbons Director June 30, 1998
- -----------------------
James F. Gibbons*
/s/ Edward E. Hood, Jr. Director June 30, 1998
- -----------------------
Edward E. Hood, Jr.*
/s/ Caleb B. Hurtt Director June 30, 1998
- -----------------------
Caleb B. Hurtt*
/s/ Gwendolyn S. King Director June 30, 1998
- -----------------------
Gwendolyn S. King*
/s/ Vincent N. Marafino Director June 30, 1998
- -----------------------
Vincent N. Marafino*
/s/ Frank Savage Director June 30, 1998
- -----------------------
Frank Savage*
</TABLE>
-8-
<PAGE>
<TABLE>
<S> <C> <C>
/s/ Peter B. Teets Director June 30, 1998
- -----------------------
Peter B. Teets*
/s/ Carlisle A.H. Trost Director June 30, 1998
- -----------------------
Carlisle A.H. Trost*
/s/ James R. Ukropina Director June 30, 1998
- -----------------------
James R. Ukropina*
/s/ Douglas C. Yearley Director June 30, 1998
- -----------------------
Douglas C. Yearley*
*By:/s/ Stephen M. Piper June 30, 1998
--------------------
(Stephen M. Piper, Attorney-in-fact**)
</TABLE>
- --------------------
** By authority of Powers of Attorney filed with this Registration Statement on
Form S-8
-9-
<PAGE>
EXHIBIT INDEX
EXHIBIT PAGE
NUMBER DESCRIPTION NO.
- ------ ----------- ----
5. Opinion of Stephen M. Piper, Esquire.
23-A. Consent of Ernst & Young LLP, Independent Auditors.
23-B. Consent of Stephen M. Piper, Esquire
(contained in Exhibit 5 hereof).
24. Powers of Attorney.
-10-
<PAGE>
EXHIBIT 5
June 30, 1998
Lockheed Martin Corporation
6801 Rockledge Drive
Bethesda, Maryland 20817
Re: (i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
Ladies and Gentlemen:
I submit this opinion to you in connection with the filing with the
Securities and Exchange Commission of a Registration Statement on Form S-8 (the
"Registration Statement") on the date hereof. The Registration Statement
registers 7,710,001 shares of the common stock of Lockheed Martin Corporation
(the "Corporation") as well as an indeterminate amount of related plan interests
for use in connection with the plans delineated above, collectively the "Plans".
The shares of common stock are allocated among the Plans as follows: (i)
Lockheed Martin Corporation Salaried Savings Plan, 6,880,001 shares, (ii)
Lockheed Martin Corporation Performance Sharing Plan, 805,000 shares,
and (iii) Lockheed Martin Corporation Operations Support Savings Plan, 25,000
shares. The Plans contemplate that common stock may be treasury shares or
authorized but unissued shares or may be acquired in the open market.
Capitalized terms used but not defined herein shall have the meanings ascribed
to such terms in the Registration Statement.
As Associate General Counsel of the Corporation, I have examined such
corporate records, certificates and other documents and have reviewed such
questions of law as I deemed necessary or appropriate for the purpose of this
opinion. Based upon that examination and review, I advise you that in my
opinion:
(i) the Corporation has been duly incorporated, is validly existing and is
in good standing under the laws of the State of Maryland; and
(ii) to the extent that the operation of the Plan results in the issuance
of common stock of the Corporation, such shares of common stock have been duly
and validly authorized and, when issued in accordance with the terms set forth
in the Registration Statement, will be legally issued, fully paid and non
assessable.
-11-
<PAGE>
Lockheed Martin Corporation
June 30, 1998
Page 2
I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to my opinion in the Registration
Statement. In giving my consent, I do not admit that I am in the category of
persons whose consent is required under Section 7 of the Securities Act of 1933
nor the rules and regulations of the Securities and Exchange Commission
thereunder.
Very truly yours,
/s/ Stephen M. Piper
Stephen M. Piper
Associate General Counsel
Lockheed Martin Corporation
cc: Frank H. Menaker, Jr.
-12-
<PAGE>
EXHIBIT 23-A
------------
CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement
(Form S-8) pertaining to the Lockheed Martin Corporation Performance Sharing
Plan, Lockheed Martin Corporation Operations Support Savings Plan and Lockheed
Martin Corporation Salaried Savings Plan of our reports (a) dated January 19,
1998, except for Note 2 and the next to the last paragraph of Note 16, as to
which the date is March 12, 1998, with respect to the consolidated financial
statements of Lockheed Martin Corporation, incorporated by reference in its
Annual Report (Form 10-K) for the year ended December 31, 1997, and (b) dated
June 24, 1998 with respect to the financial statements and supplemental schedule
of the Lockheed Martin Corporation Performance Sharing Plan, Lockheed Martin
Corporation Operations Support Savings Plan and Lockheed Martin Corporation
Salaried Savings Plan included in the Plans' Annual Reports (Form 11-K), all for
the year ended December 31, 1997, filed with the Securities and Exchange
Commission.
/s/ Ernst & Young LLP
---------------------
Ernst & Young LLP
Washington, DC
June 24, 1998
-13-
<PAGE>
EXHIBIT 24
----------
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/Vance D. Coffman June 26, 1998
- -------------------
Vance D. Coffman
Chairman and Chief Executive Officer
-14-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/Marcus C. Bennett June 26, 1998
- --------------------
Marcus C. Bennett
Executive Vice President, Chief Financial
Officer and Director
-15-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/Todd J. Kallman June 26, 1998
- ------------------
Todd J. Kallman
Chief Accounting Officer
-16-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/Norman R. Augustine June 26, 1998
- ----------------------
Norman R. Augustine
Director
-17-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/Lynne V. Cheney June 26, 1998
- ------------------
Lynne V. Cheney
Director
-18-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/James F. Gibbons June 26, 1998
- -------------------
James F. Gibbons
Director
-19-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/Edward E. Hood, Jr. June 26, 1998
- ----------------------
Edward E. Hood, Jr.
Director
-20-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/Caleb B. Hurtt June 26, 1998
- -----------------
Caleb B. Hurtt
Director
-21-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/Gwendolyn S. King June 26, 1998
- --------------------
Gwendolyn S. King
Director
-22-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/Vincent N. Marafino June 26, 1998
- ----------------------
Vincent N. Marafino
Director
-23-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/Frank Savage June 26, 1998
- ---------------
Frank Savage
Director
-24-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/Peter B. Teets June 26, 1998
- -----------------
Peter B. Teets
Director
-25-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/Carlisle A.H. Trost June 26, 1998
- ----------------------
Carlisle A.H. Trost
Director
-26-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/James R. Ukropina June 26, 1998
- --------------------
James R. Ukropina
Director
-27-
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Frank H. Menaker, Jr. and Stephen M.
Piper, and each of them, jointly and severally, his or her lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him or
her and in his or her name, place and stead, in any and all capacities,
including, but not limited to, that listed below, to execute and file, or cause
to be filed, with exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission (hereinafter referred to as the
"Commission") one or more registration statements on Form S-8 for the purpose of
registering under the Securities Act of 1933, as amended, (the "Securities Act")
common stock of Lockheed Martin Corporation ("Lockheed Martin") for use in
connection with the employee benefit plans listed below maintained by Lockheed
Martin and amendments thereto (including post-effective amendments), and all
matters required by the Commission in connection with such registration
statements under the Securities Act (collectively "Filings"), granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, and
each of them, or his substitute or substitutes, may lawfully do or cause to be
done by virtue hereof. The foregoing Power of Attorney relates to Filings with
respect to the following employee benefit plans:
(i) Lockheed Martin Corporation Salaried Savings Plan
(ii) Lockheed Martin Corporation Performance Sharing Plan
(iii) Lockheed Martin Corporation Operations Support Savings Plan
/s/Douglas C. Yearley June 26, 1998
- ---------------------
Douglas C. Yearley
Director
-28-
