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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) May 28, 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
(Address of principal executive officer)
20817
(Zip Code)
(301) 897-6000
(Registrant's telephone number, including area code)
________________
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 (the "Consent") 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. Consequently, following the filing by
Lockheed Martin of a Current Report on Form 8-K on behalf of its former
subsidiary Lockheed as contemplated by the Consent, Lockheed Martin replaced
Lockheed Martin Procedure No. INT-01 with Lockheed Martin Corporate Policy
Statements
(CPS) CPS-703 and CPS-704 pertaining to domestic consultants and international
consultants respectively. Lockheed Martin has issued additional procedures
which it intends to implement related to the subject of the Consent and
therefore is filing this Current Report on Form 8-K on behalf of its former
subsidiary Lockheed which includes as an exhibit CPS-730 pertaining to
compliance with the Foreign Corrupt Practices Act.
Item 7. Financial Statements and Exhibits
Financial Statements
None
Exhibits
99 Lockheed Martin Corporate Policy Statement No.: CPS-730 - Compliance
with the Foreign Corrupt Practices Act.
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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By: Stephen M. Piper
Its: Assistant General Counsel
Date: 28 May 1996
INDEX TO EXHIBITS
Exhibit No. Description Page
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99 Lockheed Martin Corporate Policy Statement
No.: CPS-730 - Compliance with the Foreign
Corrupt Practices Act.