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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported) - April 5, 1996
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LOCKHEED MARTIN CORPORATION
(Exact name of registrant as specified in its charter)
MARYLAND 1-11437 52-1893632
(State or other jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
6801 ROCKLEDGE DRIVE, BETHESDA, MARYLAND 20817
(Address of principal executive offices) (Zip Code)
(301) 897-6000
(Registrant's telephone number, including area code)
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NOT APPLICABLE
(Former name or address, if changed since last report)
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ITEM 5. OTHER EVENTS
On March 15, 1995, Lockheed Corporation ("Lockheed") and Martin Marietta
Corporation ("Martin Marietta") consummated a transaction (the "Combination")
pursuant to which Lockheed and Martin Marietta became wholly-owned subsidiaries
of a new holding corporation, Lockheed Martin Corporation ("Lockheed Martin").
Effective January 28, 1996, Lockheed and Martin Marietta were merged with and
into Lockheed Martin.
Following the filing of a "Complaint for Permanent Injunction and Certain
Ancillary Relief" by the Securities and Exchange Commission (the "Commission")
in the United States District Court for the District of Columbia on April 13,
1976 (Securities and Exchange Commission v. Lockheed Aircraft Corporation, et.
al. Civil Action No. 76-0611), Lockheed (then known as Lockheed Aircraft
Corporation) consented to the entry of a Final Judgment of Permanent Injunction
which incorporates a Consent and Undertaking pursuant to which Lockheed, among
other things, represented to the Commission that its Board of Directors had
adopted, implemented and would maintain a Statement of Policies and Procedures
(the "Statement") with respect to payments by Lockheed to any official or
employee of any government or any official or employee of any entity owned
and/or controlled by any government which payments would be unlawful under the
laws of the United States or such foreign country.
In addition, Lockheed agreed to file a copy of the Statement with the
Commission as an Exhibit to a Current Report on Form 8-K and a copy of Lockheed
Management Policy Statement (MPS) 168 which contains the Statement was so filed
as Exhibit E to Lockheed's Current Report on Form 8-K, dated May 6, 1976.
Further, Lockheed represented to the Commission that, in the event that there
was an intent to change the policy embodied in the Statement, at least 10 days
prior to the effectiveness of the contemplated policy change, Lockheed would
file a copy of the revised Statement via a Current Report on Form 8-K.
As a result of the Combination, Lockheed no longer had securities
registered pursuant to Section 13 or 15(d) of the Securities and Exchange Act of
1934. Consequently, in accordance with Lockheed's representation, on May 4,
1996, Lockheed Martin filed on behalf of Lockheed a Current Report on Form 8-K
which included as an exhibit Lockheed Martin Procedure No.: INT-01. Lockheed
Martin Procedure INT-01 had as its subject consultants to Lockheed Martin and,
upon its effectiveness, supplanted MPS 168.
INT-01 was an interim procedure and Lockheed Martin proposes to replace it
with Lockheed Martin Corporate Policy Statements (CPS) CPS-703 and CPS-704
pertaining to domestic consultants and international consultants respectively.
Consequently, Lockheed Martin is filing this Current Report on Form 8-K on
behalf of its
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former subsidiary Lockheed and has included as an exhibit to this filing its
proposed procedure CPS-704.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
A. Financial Statements
None.
B. Exhibits
Exhibit No. Description
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99 Lockheed Martin Corporation Corporate Policy Statement No:
CPS-704 (International Consultants)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
LOCKHEED MARTIN CORPORATION
/s/ STEPHEN M. PIPER
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Stephen M. Piper
Assistant General Counsel
5 April 1996
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INDEX TO EXHIBITS
Exhibit No. Description Page
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99 Lockheed Martin Corporation
Corporate Policy Statement No: CPS-704
(International Consultants)