MARTIN MARIETTA

            EXECUTIVE SPECIAL EARLY RETIREMENT OPTION

                               AND

              PLANT CLOSING RETIREMENT OPTION PLAN









                          April 5, 1993


                          SECTION I.
Eligibility

     Employees who: (1) are Highly Compensated Employees as defined
under Section 414(q) of the Internal Revenue Code of 1986, as
amended, (2) are eligible to receive either a Special Early
Retirement Option or a Plant Closing Pension Option under
Paragraphs V 5 or 6 of the Martin Marietta Pension Plan for
Employees of Transferred GE Operations and (3) have their Pension
benefits and other payment limited under Paragraphs V 5 or 6 of the
Martin Marietta Pension Plan for Employees of Transferred GE
Operations shall be eligible to receive a SERO or Plant Closing
Supplement under this Plan in accordance with Section II.


SECTION II.

SERO Supplement

     The amount of the "SERO or Plant Closing Supplement" payable
under this Plan to an Employee, Surviving Spouse or beneficiary
shall be equal to the excess (if any) of:

     a.   the Pension, Survivor benefit or death benefit that the
          Employee, Surviving Spouse or beneficiary would have
          received under the Special Early Retirement option or
          Plant Closing Pension Option (whichever is applicable)
          under the Martin Marietta Pension Plan for Employees of
          Transferred GE Operations but for the limitations on such
          benefit imposed on Highly Compensated Employees by the
          Martin Marietta Pension Plan for Employees of Transferred
          GE Operations pursuant to Paragraphs V 5 or 6 thereof,
          over

     b.   the Pension, Survivor benefit or death benefit that the
          Employee, Surviving Spouse or beneficiary received under
          the Special Early Retirement Option or Plant Closing
          Pension Option under the Martin Marietta Pension Plan for
          Employees of Transferred GE Operations.


SECTION III.

Payment of SERO or Plant Closing Supplement

     1.   All SERO or Plant Closing Supplements provided for
hereunder shall be paid in the same form and manner as the Special
Early Retirement Option or Plant Closing Pension Option benefit is
payable to such Employee, Surviving Spouse or beneficiary under the
Martin Marietta Pension Plan for Employees of Transferred GE
Operations.





     2.   If an Employee's Pension under the Martin Marietta
Pension Plan for Employees of Transferred GE Operations is
suspended for any month in accordance with the re-employment
provisions thereof, the Employee's SERO or Plant Closing Supplement
for that month shall likewise be suspended under this Plan.


SECTION IV.

Beneficiary

     An Employee's beneficiary for the purposes of this Plan shall
be the beneficiary designated by him under the Martin Marietta
Pension Plan for Employees of Transferred GE Operations.


SECTION V.

Administration

     1.   This Plan shall be administered by the Administrative
Committee, which shall have authority to make, amend, interpret and
enforce all appropriate rules and regulations for the
administration of this Plan and decide or resolve any and all
questions which may arise in connection with this Plan.

     2.   In the administration of this Plan, the Administrative
Committee may, from time-to-time, employ agents and delegate to
them such administrative duties as it sees fit and may, from time-
to-time, consult with counsel, including counsel to the Company.

     3.   The decision or action of the Administrative Committee in
respect of any question arising out of or in connection with the
administration, interpretation and application of the Plan and the
rules and regulations thereunder shall be final and conclusive and
binding upon all persons having any interest in the Plan.


SECTION VI.

Amendment and Termination

     The Company reserves the right, by action of the Martin
Marietta Board of Directors, to amend, modify or terminate, either
retroactively or prospectively, any or all of the provisions of
this Plan; provided, however, that no such action on its part shall
adversely affect the rights of Employee, Surviving Spouse or
beneficiaries without the consent of such Employee (or Surviving
Spouse or beneficiaries, if the Employee is deceased) with respect
to any SERO or Plant Closing Supplement that is actually being paid
under this Plan.

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SECTION VII.

General Conditions

     1.   The Plan shall be unfunded, unsecured and nonassignable,
and shall not be a trust for the benefit of any Employee, Surviving
Spouse or beneficiary.

     2.   No Employee and no other person shall have any legal or
equitable rights or interest in this Plan that are not expressly
granted in this Plan.  Participation in the Plan does not give any
person any right to be retained in the Service of his employer.
The right and power of the Company to dismiss or discharge any
Employee is expressly reserved.

     3.   Terms used in the Plan shall have the same meaning as
under the Martin Marietta Pension Plan for Employees of Transferred
GE Operations unless otherwise noted.

     IN WITNESS WHEREOF, this Martin Marietta Executive Special
Early Retirement Option and Plant Closing Retirement Option Plan
was executed as of April 5, 1993.

                                   MARTIN MARIETTA CORPORATION



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Witness                            Title:












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