<PAGE>
As filed with the Securities and Exchange Commission on December 8, 1999
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
(State or other jurisdiction of incorporation or organization)
52-1893632
(I.R.S. Employee Identification No.)
__________________________________
6801 Rockledge Drive
Bethesda, Maryland 20817
(301) 897-6000
(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices)
________________________________________
Lockheed Martin Energy Systems, Inc.
Savings Program
(Full title of the plan)
______________________
Marian S. Block, Esquire
Vice President and Associate General Counsel
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>
- ---------------------------------------------------------------------------------------------------------------------------------
Maximum
Title of Amount to be Proposed Maximum Offering Proposed Maximum Aggregate Amount of
Securities to be Registered Registered(*) Price per share(**) Offering Price(**) Registration Fee(**)
- ---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Common Stock, par 350,000 $19.40 $6,790,000 $1,793
value $1.00 per share
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(*) 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. This Registration Statement also covers an indeterminable
number of additional shares that may be issued as a result of an adjustment in
the shares in the event of a stock split, stock dividend or similar capital
adjustment, as required by the Program.
(**) Estimated solely for calculating the amount of registration fee
pursuant to Rule 457(h) promulgated under the Securities Act of 1933, as
amended. The proposed maximum aggregate offering price is the product resulting
from multiplying the number of shares by 19.40, the average of the high and low
prices of shares of the Common Stock on the New York Stock Exchange on December
7, 1999.
<PAGE>
EXPLANATORY NOTE AND INCORPORATION
OF CERTAIN INFORMATION BY REFERENCE
PURSUANT TO GENERAL INSTRUCTION E OF FORM S-8
This Registration Statement registers additional securities for the Lockheed
Martin Energy Systems, Inc. Savings Program. The contents of the Registration
Statement on Form S-8 relating to the Program (file no. 333-06255) filed June
18, 1996 are hereby incorporated by reference (including all exhibits thereto
and any documents incorporated by reference therein, including any documents
subsequently filed by the Registrant) (the "Prior Registration Statement"). The
Prior Registration Statement currently is effective. This Registration
Statement relates to securities (a) of the same class as those to which the
Prior Registration Statement relates and (b) to be issued pursuant to the
Program.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. Exhibits.
5 Opinion of Broc Romanek, Esquire.
23-A Consent of Ernst & Young LLP, Independent Auditors.
23-B Consent of Broc Romanek, Esquire (contained in Exhibit 5 hereof).
24 Powers of Attorney.
Lockheed Martin Energy Systems, Inc. has received a determination letter from
the Internal Revenue Service that the plan is qualified under Section 401 of the
Internal Revenue Code.
<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 Bethesda, State of Maryland.
LOCKHEED MARTIN CORPORATION
Date: December 6, 1999 /s/ Marian S. Block
--------------------------
By: Marian S. Block
Vice President and Associate General Counsel
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 Andersen, State of Tennessee.
LOCKHEED MARTIN ENERGY
SYSTEMS, INC. SAVINGS PROGRAM
Date: December 6, 1999 /s/ Norman E. Sparks
---------------------------
By: Norman E. Sparks
Director--Employee Benefits
Lockheed Martin Energy
Systems, Inc.
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons on behalf
of the Registrant and in the capacities and on the date indicated.
Signature Title Date
--------- ----- ----
* Chairman and Chief Executive December 6, 1999
-------------------
Vance D. Coffman Officer (Principal
Executive Officer)
* Executive Vice President and December 6, 1999
-------------------
Robert J. Stevens Chief Financial Officer
(Principal Financial Officer)
* Vice President and Controller December 6, 1999
----------------------
Christopher E. Kubasik (Principal Accounting Officer)
The registration statement also has been signed on the date indicated by the
following directors, who constitute a majority of the Board of Directors:
Norman R. Augustine* Caleb B. Hurtt*
Marcus C. Bennett* Gwendolyn S. King*
Lynne V. Cheney* Eugene F. Murphy*
Vance D. Coffman* Frank Savage*
Houston I. Flournoy* James F. Gibbons*
Carlisle A.H. Trost* James R. Ukropina*
Edward E. Hood, Jr.* Douglas C. Yearley*
By: /s/ Marian S. Block December 6, 1999
- ------------------------
*Marian S. Block
(Attorney-in-fact**)
**By authority of Powers of Attorney filed with this Registration Statement on
Form S-8.
<PAGE>
EXHIBIT INDEX
Exhibit
Number Description
------ -----------
5 Opinion of Broc Romanek, Esquire.
23-A Consent of Ernst & Young LLP, Independent Auditors.
23-B Consent of Broc Romanek, Esquire (contained in Exhibit 5 hereof).
24 Powers of Attorney.
<PAGE>
EXHIBIT 5
[LETTERHEAD OF LOCKHEED MARTIN CORPORATION]
December 6, 1999
Lockheed Martin Corporation
6801 Rockledge Drive
Bethesda, Maryland 20817
Re: Opinion re: Legality - Registration of Securities
for use with respect to Lockheed Martin Energy
Systems, Inc. Savings Program
Ladies and Gentleman:
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 350,000 shares of Lockheed Martin Corporation (the "Corporation")
common stock (the "Common Stock") for use in connection with the Lockheed Martin
Energy Systems, Inc. Savings Program (the "Plan") which is maintained by
Lockheed Martin Energy Systems, Inc. a wholly-owned subsidiary of the
Corporation.
The Plan contemplates that the Common Stock used in connection with the
Plan may be treasury or authorized but unissued shares or may be acquired in the
open market. As Assistant 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 purposes of this
opinion.
Based upon that examination and review, I advise you that in my opinion:
(i) the Corporation, has been duly incorporated and is validly existing
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, such shares of Common Stock have been duly and validly
authorized and, when issued in accordance with the terms set forth in 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 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/ Broc Romanek
----------------
Broc Romanek
Assistant General Counsel
Lockheed Martin Corporation
cc: Frank H. Menaker, Jr.
<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 Energy Systems, Inc. Savings Program of
our report dated January 22, 1999, except for the third paragraph of Note 4, as
to which the date is February 11, 1999, with respect to the consolidated
financial statements of Lockheed Martin Corporation included in its Annual
Report (Form 10-K) for the year ended December 31, 1998, filed with the
Securities and Exchange Commission.
/s/ Ernst & Young LLP
Washington, D.C.
December 3, 1999
<PAGE>
EXHIBIT 24
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Norman R. Augustine
Director
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Marcus C. Bennett
Director
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Vance D. Coffman
Chairman and Chief Executive Officer
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Lynne V. Cheney
Director
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Houston I. Flournoy
Director
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/James F. Gibbons
Director
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Edward E. Hood, Jr.
Director
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Caleb B. Hurtt
Director
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Gwendolyn S. King
Director
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Eugene F. Murphy
Director
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Frank Savage
Director
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Carlisle A. H. Trost
Director
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/James R. Ukropina
Director
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Douglas C. Yearley
Director
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Robert J. Stevens
Executive Vice President and
Chief Financial Officer
<PAGE>
POWER OF ATTORNEY
LOCKHEED MARTIN CORPORATION
The undersigned hereby constitutes Marian S. Block and Broc Romanek, 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") securities
to be issued under the Lockheed Martin Energy Systems Savings Program and
amendments thereto (including post-effective amendments), and all matters
required by the Commission in connection with such registration statements under
the Securities Act, 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
attorney's-in-fact and agents, and each of them, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
__________________________________ December 2, 1999
/s/Christopher E. Kubasik
Vice President and Controller
