Exhibit 3.90

                                     BY-LAWS

                                       of

                            SHIP ANALYTICS USA, INC.

ARTICLE I. OFFICE(S)

The principal office of the Corporation shall be at such place within the State
of Connecticut as the Directors shall from time to time designate. The
Corporation may have such other offices within or without the State of
Connecticut as the Directors may from time to time determine.

ARTICLE II. MEETINGS OF STOCKHOLDERS

Section 1. Place of Meetings. All meetings of the stockholders shall be held at
the principal office or place of business of the Corporation, or at such place
within or without the State of Connecticut as from time to time may be
designated by the By-Laws or by resolution of the Board of Directors.

Section 2. Annual Meetings. (a) The annual meetings of the stockholders shall be
held on the second Monday in the month of September or on such day other than a
legal holiday in the month of September in each year and at such time and place
as may be designated by the Board of Directors. Such annual meeting shall be
held for the election of Directors and for the transaction of such other
business as may properly come before such meeting.

     (b) If the election of Directors shall not be held on the day here
designated for any annual meeting, or at any adjournment of such meeting, the
Board of Directors shall call a special meeting of the stockholders as soon as
conveniently possible thereafter. At such meeting, the election of Directors
shall take place, and such election of any other business transacted thereat
shall have the same force and effect as at an annual meeting duly called and
held.

     (c) No change in the time or place for a meeting for the election of
Directors shall be made within seven (7) days preceding the day on which the
election is to be held. Written notice of any such change shall be given each
stockholder at least seven (7) days before the election is held, either in
person or by letter mailed to him at the address last shown on the books of the
Corporation.

     (d) In the event the annual meeting is not held at the time prescribed in
Article II, Section 2(a) above, and if the Board of Directors shall not call a
special meeting as prescribed in Article II, Section 2(b) above within one month
after the date prescribed for the annual meeting, then any stockholder may call
such meeting, and at such meeting the stockholders may elect the Directors and
transact other business with the same force and effect as at an annual meeting
duly called and held.

Section 3. Notice of Meeting. A notice setting out the day, hour and place of
each meeting of stockholders shall be mailed, postage prepaid, to each
stockholder of record, at his last known post office address as the same appears
on the stock records of the Corporation, or said notice


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shall be left with each such stockholder at his residence or usual place of
business, not less than seven (7) days nor more than fifty (50) days before such
annual meeting.

Section 4. Adjournment of Stockholders' Meeting. If a quorum is not present at
any meeting of the stockholders, the holders of a majority of the voting power
of the shares entitled to vote present, in person or by proxy, may adjourn the
meeting to such future time as shall be agreed upon by them, and notice of such
adjournment shall be given to the stockholders not present or represented at the
meeting.

Section 5. Special Meetings. Special meetings of the stockholders may be called
at any time by the President or by resolution of the Board of Directors and
shall be called by the President upon the request of the majority of the elected
Directors or upon the written request of one (1) or more stockholders holding in
the aggregate at least one-tenth (1/10) of the total number of shares entitled
to vote at such meeting. The President or Secretary or the Directors calling the
meeting shall mail a notice of such meeting to each stockholder of record not
less than seven (7) days nor more than fifty (50) days before such meeting, and
such notice shall state the day, hour and place of such meeting and the purpose
or purposes thereof.

Section 6. Waiver of Notice. Notice of any stockholders' meeting may be waived
in writing by any stockholder either before or after the time stated therein
and, if any person present at a stockholders' meeting does not protest, prior to
or at the commencement of the meeting, the lack of proper notice, such person
shall be deemed to have waived notice of such meeting. Attendance at a meeting
for the express purpose of objecting that the meeting was not lawfully called or
convened shall not, however, constitute a waiver of notice. Except where
otherwise required by law or by these By-Laws, notice need not be given of any
adjourned meeting of the stockholders.

Section 7. Shareholders' Consent. Any resolution in writing approved and signed
by all the stockholders or their proxies or attorneys shall have the same force
and effect as if it were a vote passed by all the stockholders at a meeting duly
called and held for that purpose. In addition, actions taken at any meeting of
stockholders however called and with whatever notice, if any, are as valid as if
taken at a meeting duly called and held on notice, if:

     (a) All stockholders entitled to vote were present in person or by proxy
and no objection to holding the meeting was made by any stockholder; or

     (b) A quorum was present, either in person or by proxy, and no objection to
holding the meeting was made by any stockholder entitled to vote so present, and
it, either before or after the meeting, each of the persons entitled to vote,
not present in person or by proxy, signs a written waiver of notice, or a
consent to the holding of the meeting, or an approval of the action taken as
shown by the minutes thereof. All such resolutions, waivers, consents and
approvals shall be recorded in the minute book of the Corporation by the
Secretary.

Section 8. Quorum. The holders of a majority of the issued and outstanding stock
entitled to vote, either in person or by proxy, shall constitute a quorum for
the transaction of business at any meeting of the stockholders, except that if
no quorum be present, the holders of a majority of the stock entitled to vote
present in person or by proxy may adjourn the meeting to such time as they


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may determine and notice of such adjournment shall be given to the stockholders
not present or represented at such meeting.

Section 9. Proxies. At all meetings of the stockholders, any stockholder
entitled to vote may vote either in person or by proxy. Such proxy shall be in
writing, signed and dated.

Section 10. Number of Votes of Each Stockholder. Each outstanding share,
regardless of class, shall be entitled to one vote on each matter submitted to a
vote at a meeting of shareholders unless, and except to the extent that, voting
rights or shares of any class are increased, limited or denied by the
Certificate of Incorporation.

Section 11. Voting. In voting on any question on which a vote by ballot is
required by law or is demanded by any stockholder, the voting shall be by
ballot; on all other questions it may be viva voce. Cumulative voting permitted
by Sec. 33-325 of the Stock Corporation Act is not authorized by the Certificate
of Incorporation and is denied by these By-Laws.

Section 12. Closing of Transfer Books; Record Date. (a) In order to determine
the holders of record of the Corporation's stock who are entitled to notice of
meetings, to vote at a meeting or adjournment thereof, and to receive payment of
any dividend or to make a determination of the stockholders of record for any
other proper purpose, the Board of Directors of the Corporation may order that
the Stock Transfer Books be closed for a period not to exceed seventy (70) days.
If the purpose of such closing is to determine who is entitled to notice of a
meeting and to vote at such meeting, the Stock Transfer Books shall be closed
for at least ten (10) days preceding such meeting.

     (b) In lieu of closing the Stock Transfer Books, the Board of Directors may
fix a date as the record date for such determination of stockholders. Such date
shall be no more than seventy (70) days prior to the date of the action which
requires such determination, nor, in the case of a stockholders' meeting, shall
it be less than ten (10) days in advance of such meeting.

     (c) If the Stock Transfer Books are not closed and no record date is fixed
for such determination of the stockholders of record, the date of which notice
of the meeting is mailed, or on which the resolution of the Board of Directors
declaring a dividend is adopted, as the case may be, shall be the record date
for such determination of stockholders.

     (d) When a determination of stockholders entitled to vote at any meeting
has been made as provided in this section, such determination shall apply to any
adjournment of such meeting, except when the determination has been made by the
closing of the Stock Transfer Books and the stated period of closing has
expired.

Section 13. List of Stockholders. (a) A complete list of the stockholders of the
Corporation entitled to vote at the ensuing meeting, arranged in alphabetical
order, and showing the address of, and number of shares owned by, each
stockholder shall be prepared by the Secretary, or other officer of the
Corporation having charge of the Stock Transfer Books. This list shall be kept
on file for a period of at least seven (7) days prior to the meeting at the
registered office of the Corporation in the State of Connecticut and shall be
subject to inspection during the usual business hours of such period by any
stockholder. This list shall also be produced at the meeting and shall be
subject to inspection by any stockholder at any time during the meeting.

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     (b) The original Stock Transfer Books shall be prima facie evidence as to
who are the stockholders entitled to examine such list or to vote at any meeting
of the stockholders.

     (c) Failure to comply with the requirements of this section shall not
affect the validity of any action taken at such meeting of the stockholders.

Section 14. Presiding Officer. Meetings of the stockholders shall be presided
over by the Chairman of the Board, or, if he is not present, by the President,
or if he is not present, by a Vice President, or if neither the Chairman of the
Board nor the President nor the Vice President is present, by a chairman to be
chosen unanimously by the stockholders entitled to vote at the meeting who are
present in person or by proxy. The Secretary of the Corporation, or, in his/her
absence, an Assistant Secretary, shall act as secretary of every meeting, but if
neither the secretary nor an Assistant Secretary is present, the meeting shall
choose any person present to act as secretary of the meeting.

ARTICLE III. DIRECTORS

Section 1. Number, Election and Term of Office Qualifications. (a) The property,
business and affairs of the Corporation shall be managed by a Board of Directors
composed of not less than three (3) except that where all the issued and
outstanding shares are owned beneficially and of record by less than three (3)
shareholders the number of Directorships may be less than three (3) but not less
than the number of shareholders nor more than five (5) directorships. The actual
number of directorships shall be fixed from time to time as the Board of
Directors may determine pursuant to the requirements and limitations Sec. 33-314
of the Connecticut Stock Corporation Act. However, the number of directorships
for the Corporation's first Board of Directors shall be determined by the
incorporators and subscribers of stocks in accord with the provisions of these
By-Laws and the law. The number of directors may be increased or decreased from
time to time by an amendment to these By-Laws. Any increased number of directors
shall be elected unanimously by the stockholders at the next regular annual
meeting or at a special meeting called for that purpose. The number of directors
shall never be less than three (3) except as permitted by Sec. 33-314 of the
Connecticut Stock Corporation Act as amended.

     (b) Directors shall be elected by the stockholders at the annual meeting or
at a special meeting called for that purpose.

     (c) Each Director shall hold office for a one year term and until his
successor has been elected and qualified except that a Director shall cease to
be in office upon his death, resignation, lawful removal or court order
decreeing that he is no longer a Director in office.

     (d) Directors need not be stockholders of the corporation nor a resident of
the State of Connecticut.

Section 2. Vacancies. Any vacancy in the Board of Directors by reason of death,
resignation or other cause other than an increase in the number of directorships
may be filled for the unexpired portion of the term by the concurring vote of a
majority of the remaining Directors in office, or by action of the sole
remaining Director in office, though such remaining directors constitute less
than a quorum, though the number of directors at the meeting to fill such
vacancy constitutes less than a quorum and though such majority is less than a
quorum.


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Section 3. Powers of Directors. The Directors shall have the general management
and control of the property, business and affairs of the Corporation and may
exercise all the powers that may be exercised or performed by the Corporation
under the statutes, its Certification of Incorporation, and these By-Laws.

Section 4. Place of Meeting. the Directors may hold their meetings at such place
or places within or without the State of Connecticut as the Board may from time
to time determine.

Section 5. Meetings. Regular meetings of the Board of Directors shall be held at
such times as are fixed from time to time by resolution of the Board. Special
meetings may be held at any time upon call of the Chairman of the Board,
President or a Vice President, or the majority of elected directors, upon
written or telegraphic notice deposited in the U.S. mail or delivered to the
telegraph company at least three (3) days prior to the day of the meeting. A
meeting of the Board of Directors may be held without notice immediately
following the annual meeting of the stockholders. Notice need not be given of
regular meetings of the Board of Directors held at times fixed by resolution of
the Board of Directors nor need notice be given of adjourned meetings. Meetings
may be held at any time without notice if all the directors are present, or if,
before the meeting, those not present waive such notice in writing. Notice of a
meeting of the Board of Directors need not state the purpose of, nor the
business to be transacted, at such meeting.

Section 6. Directors Consent. Any resolution in writing concerning action to be
taken by the Corporation, which resolution is approved and signed by all the
Directors, severally or collectively, whose number shall constitute at least a
quorum for such action, shall have the same force and effect as if such action
were authorized at a meeting of the Board of Directors duly called and held for
that purpose, and such resolution, together with the Director's written approval
thereof shall be recorded by the Secretary in the minute book of the
Corporation.

Section 7. Quorum. A majority of the elected directorships shall constitute a
quorum for the transaction of business at all meetings of the Board of
Directors. If, at any meeting of the Board of Directors, there shall be less
than a quorum present, a majority of those present may adjourn the meeting,
without further notice, from time to time until a quorum shall have been
obtained. The act of a majority of the Directors present at a meeting at which a
quorum is present at the time of the act shall be the act of the Board of
Directors.

Section 8. Compensation of Directors. The Board of Directors shall have
authority to fix fees of Directors, including reasonable allowance for expenses
actually incurred in connection with their duties. Any director receiving
compensation under this section shall not be barred from serving the Corporation
in any other capacity and receiving reasonable compensation for such other
services.

Section 9. Indemnification. (a) The Corporation shall indemnify each of its
directors and officers, whether or not then in office (and his executor,
administrator and heirs), against all reasonable expenses actually and
necessarily incurred by him in connection with the defense of any litigation to
which he may have been made a party because he is or was a director or officer
of the Corporation. He shall have no right to reimbursement, however, in
relation to matters as to which he has been adjudged liable to the corporation
for negligence or misconduct in the


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performance of his duties. The right to indemnity for expenses shall also apply
to the expenses of suits which are compromised or settled if the court having
jurisdiction of the matter shall approve such settlement.

     (b) The foregoing right of indemnification shall be in addition to, and not
exclusive of, all other rights to which such Director or Officer may be entitled
and specifically the rights granted by Section 33-320(a) of the State of
Connecticut Statutes.

Section 10. Committees. (a) The Board of Directors, by a resolution or
resolutions adopted by a majority of the members of the whole Board, may appoint
an Executive Committee and such other committees as it may deem appropriate.
Each such committee shall consist of at least two (2) members of the Board of
Directors. Each committee shall have and may exercise such powers as shall be
conferred or authorized by the resolution appointing it. A majority of any such
committee may determine its action and may fix the time and place of its
meetings, unless provided otherwise by the Board of Directors. The Board of
Directors shall have the power at any time to fill vacancies in, to change the
size or membership of, and to discharge any such committee.

     (b) Each such committee shall keep a written record of its acts and
proceedings and shall submit such record to the Board of Directors at each
regular meeting thereof and at such other times as requested by the Board of
Directors. Failure to submit such record, or failure of the Board to approve any
action indicated therein will not, however, invalidate such action to the extent
it has been carried out by the Corporation prior to the time the record of such
action was, or should have been, submitted to the Board of Directors as herein
provided.

Section 11. Dividends. Subject always to the provisions of the law and the
Articles of Incorporation, the Board of Directors shall have full power to
determine whether any, and, if so, what part, of the funds legally available for
the payment of dividends shall be declared in dividends and paid to the
stockholders of the Corporation. The Board of Directors may fix a sum which may
be set aside or reserved over and above the paid-in capital of the Corporation
for working capital or as a reserve for any proper purpose, and from time to
time may increase, diminish and vary such fund in the Board's absolute judgment
and discretion.

ARTICLE IV. OFFICERS

Section 1. Number. The officers of the Corporation shall be a Chairman of the
Board, a President, one or more Vice-Presidents, a Treasurer, a Secretary, and
one or more Assistant Secretaries. In addition, there may be such subordinate
officers as the Board of Directors may deem necessary. Any person may hold two
or more offices except that no person shall hold the offices of President and
Secretary simultaneously.

Section 2. Term of Office. The principal officers shall be chosen annually by
the Board of Directors at the first meeting of the Board following the
stockholders' annual meeting, or as soon thereafter as is conveniently possible.
Subordinate officers may be elected from time to time. Each officer shall serve
until his successor shall have been chosen and qualified, or until his death,
resignation or removal.


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Section 3. Removal. Any officer may be removed from office, with or without
cause, at any time by the affirmative vote of a majority of the Board of
Directors then in office. Such removal shall not prejudice the contract rights,
if any, of the person so removed nor such removal violate the terms of the
Stockholder's Agreement.

Section 4. Vacancies. Any vacancy in an office from any cause may be filled for
the unexpired portion of the term by the Board of Directors.

Section 5. Duties. (a) The Chairman of the Board shall preside at all meetings
of the stockholders and the Board of Directors. Except where, by law, the
signature of the President is required, the chairman shall possess the same
power as the President to sign all certificates, contracts, and other
instruments of the Corporation which may be authorized by the Board of
Directors.

     (b) The President, in the absence of the Chairman of the Board, shall
preside at all meetings of the stockholders and the Board of Directors. He shall
have general supervision of the affairs of the Corporation, shall sign or
countersign all certificates, contracts or other instruments of the Corporation
as authorized by the Board of Directors, shall make reports to the Board of
Directors and stockholders, and shall perform such other duties as are incident
to his office or are properly required of him by the Board of Directors.

     (c) The Vice-Presidents, in the order designated by the Board of Directors,
shall exercise the functions of the President during the absence or disability
of the President. Each Vice-President shall have such other duties as are
assigned to him from time to time by the Board of Directors.

     (d) The Secretary and the Treasurer shall perform such duties as are
incident to their offices, or are properly required of them by the Board of
Directors, or are assigned to them by the Articles of Incorporation or these
By-Laws. The Assistant Secretaries, in the order of their seniority, shall, in
the absence of the Secretary, perform the duties, and exercise the powers of the
Secretary, and shall perform such other duties as may be assigned by the Board
of Directors.

     (e) Other subordinate officers appointed by the Board of Directors shall
exercise such powers and perform such duties as may be delegated to them by the
resolutions appointing them, or by subsequent resolutions adopted from time to
time.

     (f) In case of the absence or disability of any officer of the Corporation
and of any person hereby authorized to act in his place during such period of
absence or disability, the Board of Directors may from time to time delegate the
powers and duties of such officer to any other officer, or any director, or any
other person whom it may select.

Section 6. Salaries. The salaries of all officers of the Corporation shall be
fixed by the Board of Directors. No officer shall be ineligible to receive such
salary by reason of the fact that he is also a Director of the Corporation and
receiving compensation therefore.


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ARTICLE V. CERTIFICATES OF STOCK

Section 1. Form. (a) The interest of each stockholder of the Corporation shall
be evidenced by certificates for shares of stock, certifying the number of
shares represented thereby and in such form not inconsistent with the Articles
of Incorporation as the Board of Directors may from time to time prescribe.

     (b) The certificates of stock shall be signed by the President or a
Vice-President and by the Secretary or an Assistant Secretary or the Treasurer,
and sealed with the seal of the Corporation. Such seal may be a facsimile,
engraved or printed. Where any certificate is manually signed by a transfer
agent or a transfer clerk and by a registrar, the signatures of the President,
Vice-President, Secretary, Assistant Secretary, or Treasurer upon such
certificate may be facsimiles, engraved or printed. In case any officer who has
signed or whose facsimile signature has been placed upon any certificate shall
have ceased to be such before the certificate is issued it may be issued by the
Corporation with the same effect as if such officer has not ceased to be such at
the time of its issue.

Section 2. Subscriptions for Shares. Unless the subscription agreement provides
otherwise, subscriptions for shares regardless of the time when they are made,
shall be paid in full at such time, or in such installments and at such periods,
as shall be specified by the Board of Directors. All calls for payments on
subscriptions shall carry the same terms with regard to all shares of the same
class.

Section 3. Transfers. (a) Transfers of shares of the capital stock of the
Corporation shall be made only on the books of the Corporation by the registered
owner thereof or by his duly authorized attorney, with a transfer clerk or
transfer agent appointed as provided in Section 5 of this Article of the
By-Laws, and on surrender of the certificate or certificates for such shares
properly endorsed and with all taxes thereon paid.

     (b) The person in whose name shares of stock stand on the books of the
Corporation shall be deemed by the Corporation to be the owner thereof for all
purposes. However, if any transfer of shares is made only for the purpose of
furnishing collateral security, and such fact is made known to the Secretary of
the Corporation, or to the Corporation transfer clerk or transfer agent, the
entry of the transfer shall record such fact.

Section 4. Lost, Destroyed, or Stolen Certificates. No certificate for shares of
stock in the corporation shall be issued in place of any certificate alleged to
have been lost, destroyed, or stolen except on production of evidence,
satisfactory to the Board of Directors, of such loss, destruction or theft, and,
if the Board of Directors so requires, upon the furnishing of an indemnity bond
in such amount (but not to exceed twice the value of the shares represented by
the certificate) and with such terms and such surety as the Board of Directors
may, in its discretion, require.

Section 5. Transfer Agent and Registrar. The Board of Directors may appoint one
or more transfer agents or transfer clerks and one or more registrars, and may
require all certificates for shares to bear the signature or signatures of any
of them.


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ARTICLE VI. ISSUANCE OF SHARES

Pursuant to Sections 33-341 and 33-348 of the State of Connecticut Statutes, the
Board of Directors of the Corporation, by resolution, may determine the terms of
issuance of shares of the Corporations' stock, and the consideration for
issuance of such shares.

ARTICLE VII. CORPORATE ACTIONS

Section 1. Deposits. The Board of Directors shall select banks, trust companies,
or other depositories in which all funds of the Corporation not otherwise
employed shall, from time to time, be deposited to the credit of the
Corporation.

Section 2. Voting Securities Held by the Corporation. Unless otherwise ordered
by the Board of Directors, the Chairman of the Board of Directors and/or the
President shall have full power and authority on behalf of the Corporation to
attend and to act and to vote at any meeting of security holders of other
corporations in which the Corporation may hold securities. At such meeting the
Chairman of the Board and/or the President shall possess and may exercise any
and all rights and powers incident to the ownership of such securities which the
Corporation might have possessed and exercised if it had been present. The Board
of Directors may, from time to time, confer like powers upon any other person or
persons. The Board of Directors shall approve proxies for the chairman of the
Board of Directors and/or President in accordance with the provisions of the
Stockholders Agreement then in effect.

ARTICLE VIII. SEAL

The seal of this corporation shall have inscribed thereon the name of this
Corporation, the word "Seal" and the word "Connecticut", and shall be in the
custody of the Secretary.

ARTICLE IX. FISCAL YEAR

The fiscal year of the Corporation shall be from July 1st to June 30th.

ARTICLE X. AMENDMENT OF BY-LAWS

The Board of Directors shall have the power to amend, alter or repeal these
By-Laws, and to adopt new By-Laws, from time to time, by an affirmative vote of
a majority of the whole Board as then constituted, provided that notice of the
proposal to make, alter, amend or repeal the By-Laws was included in the notice
of the Directors meeting at which such action takes place. At the next
stockholders meeting following any such action by the Board of Directors, the
stockholders, by a unanimous vote of those present and entitled to vote thereat,
shall have the power to alter or repeal By-Laws newly adopted by the Board of
Directors, or to restore to their original status By-Laws which they may have
altered or repealed, and the notice of such stockholders meeting shall include
notice that the stockholders will be called on to ratify the action taken by the
Board of Directors with regard to the By-Laws.