1 EXHIBIT 99.3 RAYTHEON EMPLOYEE SAVINGS AND INVESTMENT PLAN FINANCIAL STATEMENTS TO ACCOMPANY 1998 FORM 5500 ANNUAL REPORT OF EMPLOYEE BENEFIT PLAN UNDER ERISA OF 1974 FOR THE YEAR ENDED DECEMBER 31, 1998 The supplemental schedules to the Plan's Form 5500 are not required since the Plan's assets are held in a Master Trust. Accordingly, the Plan administrator must file detailed financial information, including the supplemental schedules, separately with the Department of Labor. 2 REPORT OF INDEPENDENT ACCOUNTANTS To the Participants and Administrator of the Raytheon Employee Savings and Investment Plan: In our opinion, the accompanying statements of net assets available for plan benefits and the related statement of changes in net assets available for plan benefits present fairly, in all material respects, the net assets available for benefits of the Raytheon Employee Savings and Investment Plan (the "Plan") at December 31, 1998 and 1997, and the changes in net assets available for benefits for the year ended December 31, 1998 in conformity with generally accepted accounting principles. These financial statements are the responsibility of the Plan's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with generally accepted auditing standards which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. PricewaterhouseCoopers LLP Boston, Massachusetts June 4, 1999 3 RAYTHEON EMPLOYEE SAVINGS AND INVESTMENT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS as of December 31, 1998 and 1997 1998 1997 Assets: Master trust investments: At contract value (Notes B, E and I) $ 21,118,702 $ 20,126,493 At fair value (Notes B, F and I) 57,350,890 41,496,932 ------------ ------------ 78,469,592 61,623,425 ------------ ------------ Receivables: Accrued investment income and other receivables 75,163 79,759 Transfer receivables (Note H) 210,313,280 - Cash and cash equivalents 2,117,237 422,687 ------------ ------------ Total assets 290,975,272 62,125,871 ------------ ------------ Liabilities: Payable for outstanding purchases 21,566 72,220 Accrued expenses and other payables 32,586 34,682 ------------ ------------ Total liabilities 54,152 106,902 ------------ ------------ Net assets available for plan benefits $290,921,120 $ 62,018,969 ============ ============ The accompanying notes are an integral part of the financial statements. 4 RAYTHEON EMPLOYEE SAVINGS AND INVESTMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS for the year ended December 31, 1998 Additions to net assets attributable to: Investment income (Notes B, E and I): Net appreciation of investments $ 7,179,846 Interest & Dividends 3,401,424 ------------ 10,581,270 Contributions and deferrals: Employee deferrals 10,671,948 Employer contributions 5,466,458 Transfers (Note G and H) 211,989,472 ------------ 228,127,878 Total additions 238,709,148 ------------ Deductions from net assets attributable to: Distributions to participants 9,761,895 Administrative expenses 5,356 Transfers (Note G) 39,746 ------------ Total deductions 9,806,997 Increase in net assets 228,902,151 Net assets, beginning of year 62,018,969 ------------ Net assets, end of year $290,921,120 ============ The accompanying notes are an integral part of the financial statements. 5 RAYTHEON EMPLOYEE SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS A. Description of Plan: General The following description of the Raytheon Employee Savings and Investment Plan (the "Plan") provides only general information. Participants should refer to the plan document for a complete description of the Plan's provisions. As more fully described in Note H, effective January 1, 1999, the participants and related account balances of several defined contribution plans (collectively referred to as "Prior Plans") were merged into the Plan. The Plan is a defined contribution plan and covers the employees of the Raytheon Support Services Company and the Range Systems Engineer Support Company, respectively, wholly-owned subsidiaries of Raytheon Company (the "Company"). To participate in the Plan, eligible employees must have three months of service and may enter the Plan only on the first day of each month. Effective January 1, 1999, certain union employees of Raytheon Systems Company, Cedarapids, Inc. and Raytheon Aircraft Company who participated in Prior Plans were merged into the Plan and all eligible employees, including those from Prior Plans, may join the Plan immediately. In addition, the Raytheon Stock Ownership Plan for Specified Hourly Payroll Employees (referred to as the "Prior ESOP Plan") was merged into the Plan and created an additional employee stock ownership portion (ESOP) of the Plan. The purpose of the Plan is to provide participants with a tax-effective means of meeting both short and long-term investment objectives. The Plan is intended to be a "qualified cash or deferred arrangement" under the Internal Revenue Code (the "Code"). The ESOP is intended to be an employee stock ownership arrangement in compliance with all of the related requirements for a qualified stock bonus plan as defined in the Code. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). The Plan's investments are combined with the investments of other similar defined contribution plans of Raytheon Company and subsidiaries into the Raytheon Company Master Trust for Defined Contribution Plans ("Master Trust"). The trustee of the Master Trust maintains a separate account reflecting the equitable share in the Master Trust of each plan. Investment income and administrative expenses relating to the Master Trust are allocated to the individual plan based upon average monthly balances invested by each plan. Contributions and Deferrals Eligible employees are allowed to defer to the Plan up to 17% of their salaries. In 1995, the Company began to make qualified non-elective contributions (QNECs) to certain accounts based on specific employee agreements. For 1998, the annual employee deferral for a participant cannot exceed $10,000. Rollover contributions from other qualified plans are accepted by the Plan. 6 Effective January 1, 1999, eligible employees at certain divisions of Raytheon Systems Company have different deferral limitations ranging from 10% to 20%, depending upon division. In addition, for certain union employees at Raytheon Systems Company, Cedarapids, Inc. and Raytheon Aircraft Company, the Company will match amounts at 100%, 50% of the first 6% or 50% of the first 3% of elective deferrals. The maximum match varies by division and is 4%, 3% or 1.5% of compensation. The Company match is participant directed at certain divisions. At divisions where the Company match is not participant directed, the match shall be made to the Raytheon Common Stock Fund and must be held in that fund until the beginning of the fifth Plan Year following the Plan Year for which the contribution was made. For certain divisions, the Company will also make QNECs, employer contributions based on hours of service or percent of pay and/or ESOP contributions. When applicable, ESOP contributions are equal to one-half of one percent of the participant's compensation. The ESOP portion of the Plan provides for investment, primarily in Raytheon Company Class B common stock; however, as required by the Code, the Plan permits limited diversification after a participant attains age 55 or completes 10 years of plan participation (including participation in the Prior ESOP Plan). Participants may invest their deferrals in increments of 1% in any combination of seven funds: (a) a Fixed Income Fund under which assets are invested primarily in contracts providing for fixed rates of interest for specified periods of time, (b) the Fidelity Equity Income Fund which invests in shares of a mutual fund consisting primarily of income-producing equity securities, (c) a Raytheon Common Stock Fund which invests in shares of Raytheon Company common stock, (d) a Stock Index Fund which invests in a commingled pool consisting primarily of equity securities and is designed to track the S&P 500 Index, (e) the Fidelity Balanced Fund which invests in shares of a mutual fund consisting primarily of equity securities, bonds and money market instruments, (f) the Fidelity Magellan Fund, a growth fund which invests primarily in equities of companies of all types and sizes, and (g) the Fidelity Blue Chip Fund, a growth fund which invests primarily in equities of well known and established companies. Dividends and distributions from all fund options are reinvested in their respective funds; stock dividends, stock splits and similar changes are also reflected in the funds. Effective January 1, 1999, the Plan will offer several additional fund options that were available in prior plans. These options include: Templeton Foreign I Fund - a long-term capital growth fund which invests in stocks and debt obligations of companies and governments of any nation. Vanguard Morgan Growth Fund - investments consist primarily of common stocks of corporations with either established growth patterns, emerging growth potential, or cyclical growth patterns. 7 Vanguard Windsor Fund - investments consist of a portfolio of common stocks, the objective of which is primarily long-term growth and secondarily, current income through dividends. Vanguard Wellesley Income Fund - investments consist of about 60% fixed-income securities and 40% common stocks. The Fund objective is primarily current income through dividends, and secondarily, moderate capital growth. T. Rowe Price Small Cap Stock Fund - invests in equity securities of small, high growth potential companies. RTN-A Wasting Fund and GMH Wasting Fund - hold shares of Raytheon Company Class A common stock or General Motors Class H common stock, respectively, that were transferred into the Plan from Prior Plans. These options will not be open for additional contributions and will only be available through December 31, 2002. Participant Accounts Each participant's account is credited with the participant's deferral, any applicable employer contributions (QNECs, matching contributions, employer or ESOP) and an allocation of Plan earnings. Plan earnings are allocated based on account balances by fund. Vesting Participants are immediately vested in their voluntary deferrals and employer contributions plus actual earnings thereon. Certain union employees at Raytheon Systems Company, Cedarapids, Inc. and Raytheon Aircraft Company, whose accounts merged into the Plan effective January 1, 1999, will retain the vesting schedule from their Prior Plans. Vesting requirements for employer contributions plus earnings thereon may vary depending upon when an employee became eligible to participate in the Prior Plans. Vesting generally occurs upon completion of five years of service or upon three years of Plan participation or upon retirement, death, disability, or attainment of normal retirement age. Forfeitures of the non-vested portions of terminated participants' accounts are used to reduce required contributions of the Company. Distributions to Participants A participant may withdraw all or a portion of deferrals, employer contributions and related earnings upon attainment of age 59 1/2. For reasons of financial hardship, as defined in the plan document, a participant may withdraw all or a portion of deferrals. On termination of employment, a participant will receive a lump-sum distribution unless the vested account is valued in excess of $3,500 ($5,000 effective January 1, 1999) and the participant elects to defer distribution. A retiree or a beneficiary of a deceased participant may defer the distribution until January of the year following attainment of age 65. 8 Loans to Participants A participant may borrow against a portion of the balance in the participant's account, subject to certain restrictions. The maximum amount of a loan is the lesser of one-half of the participant's account balance or $50,000. The minimum loan which may be granted is $500. The interest rate applied is equal to the prime rate published in the Wall Street Journal on the first business day in June and December of each year. Loans must be repaid over a period of up to five years by means of payroll deductions. In certain cases, the repayment period may be extended up to 15 years. Interest paid to the Plan on loans to participants is credited to the borrower's account in the investment fund to which repayments are made. Administrative Expenses The Plan participants pay substantially all expenses of administering the Plan. B. Summary of Significant Accounting Policies: The accompanying financial statements are prepared on the accrual basis of accounting. The Plan's investment contracts are fully benefit-responsive and are therefore included in the financial statements at their contract value, defined as net employee contributions plus interest earned on the underlying investments at contracted rates. Contract value approximates fair value. Investments in mutual funds and the commingled pool are valued at the closing net asset value reported on the last business day of the year. Investments in securities (common stocks) traded on a national ecurities exchange are valued at the last reported sales price on the last business day of the year. Cash equivalents are short-term money market instruments and are valued at cost, which approximates fair value. Participant loans are valued at cost, which approximates fair value. Security transactions are recorded on the trade date. Except for its investment contracts (Note E), the Plan's investments are held by bank-administered trust funds. Payables for outstanding security transactions represent trades which have occurred but have not yet settled. The Plan presents in the statement of changes in net assets the net appreciation (depreciation) in the fair value of its investments, which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those investments. Dividend income is recorded on the ex-dividend date. Income from other investments is recorded as earned on an accrual basis. Investment income includes both dividend and interest income. Benefits are recorded when paid. Certain items in the 1997 financial statements have been reclassified to conform to the 1998 presentation. 9 The preparation of the financial statements in conformity with generally accepted accounting principles requires the Plan administrator to make significant estimates and assumptions that affect the reported amounts of net assets and liabilities available for benefits at the date of the financial statements and the changes in net assets available for benefits during the reporting period and, when applicable, disclosures of contingent assets and liabilities at the date of the financial statements. Actual results could differ from the estimates included in the financial statements. The Plan provides for various investment options in any combination of stocks, bonds, fixed income securities, mutual funds and other investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit risk. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term would materially affect participants' account balances and the amounts reported in the statement of net assets available for plan benefits and the statement of changes in net assets available for plan benefits. C. Federal Income Tax Status: The Internal Revenue Service has determined and informed the Company by letter dated June 1995 that the Plan and related trust are designed in accordance with applicable sections of the Code. The Plan has been amended since receiving the determination letter. However, the Plan administrator and the Plan's legal counsel believe that the Plan is currently designed and being operated in compliance with applicable requirements of the Code. Therefore, no provision for income taxes has been included in the Plan's financial statements. D. Plan Termination: Although it has not expressed any intention to do so, the Company reserves the right under the Plan at any time or times to discontinue its contributions and to terminate the Plan subject to the provisions of ERISA. In the event of plan termination, after payment of all expenses and proportional adjustment of accounts to reflect such expenses, fund losses or profits, and reallocations, each participant shall be entitled to receive any amounts then credited to his or her account. E. Investment Contracts: The Plan invests in collateralized fixed income investment portfolios which are managed by insurance companies and investment management firms. The credited interest rates are adjusted semiannually to reflect the experienced and anticipated yields to be earned on such investments, based on their book value. The annualized average yield and credited interest rates were as follows: 10 Annualized Credited Average Yield Interest Rate For the year ended December 31, 1998: Banker's Trust (WBS 92-485) 6.85% 6.85% Metropolitan Life Insurance Company (GIC GA-12908) 6.58% 6.58% Metropolitan Life Insurance Company (GIC GA-13659) 6.10% 6.10% Prudential Asset Management Company (GIC 917163-001) 6.75% 6.75% Connecticut General (GIC 0025174) 5.58% 5.58% Fidelity IPL (633-GCDC) 5.62% 5.62% Monumental Life Insurance Company (GIC BDA00463FR-00) 7.84% 7.84% For the year ended December 31, 1997: Banker's Trust (WBS 92-485) 6.95% 6.95% Metropolitan Life Insurance Company (GIC GA-12908) 6.86% 6.86% Metropolitan Life Insurance Company (GIC GA-13659) 6.43% 6.43% Prudential Asset Management Company (GIC 917163-001) 6.99% 6.99% The contract values are subject to limitations in certain situations including large workforce reductions and plan termination. In the financial statements, the two Metropolitan Life Insurance Company contracts are recorded as one investment option. F. Related Party Transactions: The Plan's trustee is Fidelity Management Trust Company (the "Trustee"). The Trustee holds the funds for the Plan and is responsible for managing the Plan's investment assets, executing all investment transactions, recording approved transactions, and, therefore these transactions qualify as party-in-interest. In accordance with the provisions of the Plan, the Trustee acts as the Plan's agent for purchases and sales of shares of Raytheon Company common stock. These transactions are performed on a Master Trust level. For the Master Trust, purchases amounted to $288,116,995 and sales amounted to $257,878,566 for the year ended December 31, 1998. G. Transfers: Transfers include transfers of participant accounts, individually and/or in groups, between the Plan and all other plans included in the Raytheon Company Master Trust for those participants and/or groups of participants who changed plans during the year. Transfers also include transfers of participant accounts, individually and/or in-groups, between the Plan and similar savings plans of other companies for those participants who changed companies during the year. 11 H. Transfer Receivables: As part of an overall effort to minimize plan design differences and increase administrative efficiencies, the Board of Directors of Raytheon Company voted on December 16, 1998 to merge the participants and their account balances from several Prior Plans into the Plan. The Prior Plans ceased to exist on December 31, 1998 and effective January 1, 1999, the provisions of the Plan govern. The transfer receivable by Prior Plan is as follows: Raytheon Savings and Investment Plan for Specified Hourly Payroll Employees $109,994,457 Raytheon Tucson Bargaining Unit Employees Savings and Investment Plan 46,783,076 Raytheon Savings and Investment Plan (10014) 18,676,997 Serv-Air, Inc. Savings and Retirement Plan 18,053,874 Raytheon Stock Ownership Plan for Specified Hourly Payroll Employees 16,804,876 ------------ Total $210,313,280 ============ 12 I. Fund Data: The following is a summary of net assets available for plan benefits by fund as of December 31, 1998: Fixed Raytheon Stock Income Equity Common Index Balanced Magellan Blue Chip Fund Fund Stock Fund Fund Fund Fund Fund Assets: Master trust investments: At contract value: Bankers Trust $ 7,434,772 Prudential Life Insurance Company of America 3,723,037 Metropolitan Life Insurance Company 9,344,894 Fidelity 405,365 Connecticut General 102,718 Monumental Life Insurance Company 107,916 At fair value: Fidelity Equity Income Fund $10,975,776 Raytheon Company Common Stock Fund $8,925,215 BT Pyramid Equity Index Fund $10,496,295 Fidelity Balanced Fund $4,014,520 Fidelity Magellan Fund $7,549,319 Fidelity Blue Chip Fund $9,160,057 Fund Loans receivable from participants ------------ ----------- ----------- ----------- ---------- ----------- ----------- Total investments 21,118,702 10,975,776 8,925,215 10,496,295 4,014,520 7,549,319 9,160,057 ------------ ----------- ----------- ----------- ---------- ----------- ----------- Receivables: Accrued investment income and other receivables 53,010 22,153 Cash and cash equivalents 1,947,524 122,833 46,880 ----------- ----------- ----------- ----------- ---------- ---------- ---------- Total assets 23,066,226 10,975,776 9,101,058 10,565,328 4,014,520 7,549,319 9,160,057 ------------ ----------- ----------- ----------- ---------- ---------- ---------- Liabilities: Payable for outstanding purchases 21,566 Accrued expenses and other payables 20,691 11,895 ------------ ----------- ----------- ----------- ---------- ---------- ---------- Total liabilities - - 42,257 11,895 - - - ------------ ----------- ----------- ----------- ---------- ---------- ---------- Net assets available for plan benefits $ 23,066,226 $10,975,776 $9,058,801 $10,553,433 $4,014,520 $7,549,319 $9,160,057 ============ =========== ========== =========== ========== ========== ========== 13 Loan Fund Other(1) Total Assets: Master trust investments: At contract value: Bankers Trust $ 7,434,772 Prudential Insurance Company of America 3,723,037 Metropolitan Life Insurance Company 9,344,894 Fidelity 405,365 Connecticut General 102,718 Monumental Life Insurance Company 107,916 At fair value: Fidelity Equity Income Fund 10,975,776 Raytheon Company Common Stock Fund 8,925,215 BT Pyramid Equity Index Fund 10,496,295 Fidelity Balanced Fund 4,014,520 Fidelity Magellan Fund 7,549,319 Fidelity Blue Chip Fund 9,160,057 Loans receivable from participants $ 6,229,708 6,229,708 ----------- ------------ ------------ Total investments 6,229,708 - 78,469,592 ----------- ------------ ------------ Receivables: Accrued investment income and other receivables 75,163 Transfer Receivables $210,313,280 210,313,280 Cash and cash equivalents 2,117,237 ----------- ------------ ------------ Total assets 6,229,708 210,313,280 290,975,272 ----------- ------------ ------------ Liabilities: Payable for outstanding purchases 21,566 Accrued expenses and other payables 32,586 ----------- ------------ ------------ Total liabilities - - 54,152 ----------- ------------ ------------ Net assets available for plan benefits $ 6,229,708 $210,313,280 $290,921,120 =========== ============ ============ (1) See Note H. 14 I. Fund Data, Continued: The following is a summary of net assets available for plan benefits by fund as of December 31, 1997: Raytheon Fixed Equity Common Stock Balanced Magellan Income Fund Fund Stock Fund Index Fund Fund Fund Assets: Master trust investments: At contract value: Bankers Trust* $ 7,516,950 Prudential Insurance Company of America* 4,662,435 Metropolitan Life Insurance Company* 7,947,108 At fair value: Fidelity Equity Income Fund* $ 9,742,698 Raytheon Company Common Stock* $ 8,495,820 BT Pyramid Equity Index Fund* $ 7,213,874 Fidelity Balanced Fund $2,923,744 Fidelity Magellan Fund* $3,910,859 Fidelity Blue Chip Fund* Loans receivable from participants* ------------ ----------- ----------- ----------- ---------- ---------- Total investments 20,126,493 9,742,698 8,495,820 7,213,874 2,923,744 3,910,859 ------------ ----------- ----------- ----------- ---------- ---------- Receivables: Accrued investment income and other receivables 62,529 17,230 Cash and cash equivalents 198,284 153,750 70,653 ------------ ----------- ----------- ----------- ---------- ---------- Total assets 20,324,777 9,742,698 8,712,099 7,301,757 2,923,744 3,910,859 ------------ ----------- ----------- ----------- ---------- ---------- Liabilities: Payable for outstanding purchases 72,220 Accrued expenses and other payables 16,868 17,814 ------------ ----------- ----------- ---------- ----------- ---------- Total liabilities - - 89,088 17,814 - - ------------ ----------- ----------- ---------- ----------- ---------- Net assets available for plan benefits $ 20,324,777 $ 9,742,698 $ 8,623,011 $ 7,283,943 $2,923,744 $3,910,859 ============ =========== =========== =========== ========== ========== *Represents more than 5% of net assets available for plan benefits 15 Blue Chip Loan Fund Fund Total Assets: Master trust investments: At contract value: Bankers Trust* $ 7,516,950 Prudential Insurance Company of America* 4,662,435 Metropolitan Life Insurance Company* 7,947,108 At fair value: Fidelity Equity Income Fund* 9,742,698 Raytheon Company Common Stock* 8,495,820 BT Pyramid Equity Index Fund* 7,213,874 Fidelity Balanced Fund 2,923,744 Fidelity Magellan Fund* 3,910,859 Fidelity Blue Chip Fund* $4,599,412 4,599,412 Loans receivable from participants* $ 4,610,525 4,610,525 ---------- ----------- ----------- Total investments 4,599,412 4,610,525 61,623,425 ---------- ----------- ------------ Receivables: Accrued investment income and other receivables 79,759 Cash and cash equivalents 422,687 ---------- ----------- ------------ Total assets 4,599,412 4,610,525 62,125,871 ---------- ----------- ------------ Liabilities: Payable for outstanding purchases 72,220 Accrued expenses and other payables 34,682 ---------- ----------- ------------ Total liabilities - - 106,902 ---------- ----------- ------------ Net assets available for plan benefits $4,599,412 $ 4,610,525 $ 62,018,969 ========== =========== ============ *Represents more than 5% of net assets available for plan benefits 16 I. Fund Data, Continued: The following is a summary of changes in net assets available for plan benefits by fund for the year ended December 31, 1998: Fixed Raytheon Stock Income Equity Common Index Balanced Magellan Blue Chip Fund Fund Stock Fund Fund Fund Fund Fund Additions to net assets attributable to: Investment income: Net appreciation of investments $ 783 $ 549,040 $ 995,655 $ 2,336,298 $ 267,944 $ 1,350,108 $ 1,680,018 Interest & Dividends 1,380,765 623,016 376,854 321,620 339,826 ----------- ------------ ----------- ----------- ----------- ------------ ------------ 1,381,548 1,172,056 995,655 2,336,298 644,798 1,671,728 2,019,844 ----------- ------------ ----------- ----------- ----------- ------------ ------------ Contributions and deferrals: Employee deferrals 1,717,217 1,720,660 1,619,094 1,708,027 627,263 1,570,913 1,708,774 Employer contributions 3,341,633 380,809 500,677 376,096 138,312 347,345 381,586 Transfers 329,389 23,545 203,917 173,239 986 25,517 47,976 ------------ ------------ ----------- ----------- ----------- ------------ ------------ 5,388,239 2,125,014 2,323,688 2,257,362 766,561 1,943,775 2,138,336 ------------ ------------ ----------- ----------- ----------- ------------ ------------ Total additions 6,769,787 3,297,070 3,319,343 4,593,660 1,411,359 3,615,503 4,158,180 ------------ ------------ ----------- ----------- ----------- ------------ ------------ Deductions from net assets attributable to: Distributions to participants 4,202,881 1,133,189 838,121 991,231 388,044 583,103 780,586 Administrative expenses 1,796 884 811 708 278 401 478 Transfers 6,061 21,342 12,343 ------------ ------------ ----------- ----------- ----------- ------------ ------------ Total deductions 4,204,677 1,140,134 838,932 991,939 409,664 595,847 781,064 ------------ ------------ ----------- ----------- ----------- ------------ ------------ Interfund transfers 176,339 (923,858) (2,044,621) (332,231) 89,081 618,804 1,183,529 ------------ ------------ ----------- ----------- ----------- ----------- ------------ Increase in net assets 2,741,449 1,233,078 435,790 3,269,490 1,090,776 3,638,460 4,560,645 ------------ ------------ ----------- ----------- ------------ ------------ ------------ Net assets, beginning of year 20,324,777 9,742,698 8,623,011 7,283,943 2,923,744 3,910,859 4,599,412 ------------ ------------ ----------- ----------- ------------ ------------ ------------ Net assets, end of year $ 23,066,226 $ 10,975,776 $ 9,058,801 $10,553,433 $ 4,014,520 $ 7,549,319 $ 9,160,057 ============ ============ =========== =========== ============ ============ ============ 17 Loan Fund Other Total Additions to net assets attributable to: Investment income: Net appreciation of investments $ 7,179,846 Interest & Dividends $ 359,343 3,401,424 ----------- ------------- ------------- 359,343 - 10,581,270 ------------ ------------- ------------- Contributions and deferrals: Employee deferrals 10,671,948 Employer contributions 5,466,458 Transfers 871,623 $210,313,280 211,989,472 ------------ ------------- ------------- 871,623 210,313,280 228,127,878 ------------ ------------- ------------- Total additions 1,230,966 210,313,280 238,709,148 ------------ ------------- ------------- Deductions from net assets attributable to: Distributions to participants 844,740 9,761,895 Administrative expenses 5,356 Transfers 39,746 ------------ -------------- ------------- Total deductions 844,740 - 9,806,997 ------------ -------------- ------------- Interfund transfers 1,232,957 ----------- -------------- ------------- Increase in net assets 1,619,183 210,313,280 228,902,151 ----------- -------------- ------------- Net assets, beginning of year 4,610,525 - 62,018,969 ----------- -------------- ------------- Net assets, end of year $ 6,229,708 $ 210,313,280 $ 290,921,120 =========== ============== ============= 18 J. Master Trust: All plan investments are included under the Master Trust. At December 31, 1998, assets of the Plan represented 4.08% of the total assets under the Master Trust. This has decreased from 1.8% at December 31, 1997. The following is a summary of net assets available for plan benefits by fund under the Master Trust as of December 31, 1998: Fixed Raytheon Stock Income Equity Common Index Balanced Magellan Fund Fund Stock Fund Fund Fund Fund Assets: Investments: At contract value: Bankers Trust* $ 473,258,791 Prudential Life Insurance Company of America 236,989,116 Metropolitan Life Insurance Company* 594,847,154 Fidelity 25,803,449 Connecticut General 6,538,482 Monumental Life Insurance Company 6,869,338 At fair value: Fidelity Equity Income Fund* $1,464,615,296 Raytheon Company Common Stock Fund* $ 799,542,751 BT Pyramid Equity Index Fund* $ 745,602,791 Fidelity Balanced Fund* $ 442,796,289 Fidelity Magellan Fund* $ 379,680,454 Fidelity Blue Chip Fund* Templeton Foreign I Fund Fidelity Investment Grade Bond Fund Fidelity Retirement Money Market Vanguard Winsor Vanguard Wellesley TRP Small Cap Stock Raytheon Class A Wasting Stock Fund Raytheon GMH Wasting Stock Fund Loans receivable from participants -------------- -------------- -------------- -------------- -------------- -------------- Total investments 1,344,306,330 1,464,615,296 799,542,751 745,602,791 442,796,289 379,680,454 -------------- -------------- -------------- -------------- -------------- -------------- Receivables: Employer contribution Accrued investment income and other receivables 4,748,948 1,573,604 Transfer receivables 580,261,670 762,142,416 440,085,027 216,741,687 312,377,329 236,688,803 Cash and cash equivalents 123,969,201 11,004,025 3,330,147 -------------- -------------- -------------- -------------- -------------- -------------- Total assets 2,048,537,201 2,226,757,712 1,255,380,751 967,248,229 755,173,618 616,369,257 -------------- -------------- -------------- -------------- -------------- -------------- Liabilities: Payable for outstanding purchases 1,932,125 Accrued expenses and other payables 1,853,618 844,977 Transfer payables 580,261,670 762,142,416 440,085,027 216,741,687 312,377,329 236,688,803 -------------- -------------- -------------- -------------- -------------- -------------- Total liabilities 580,261,670 762,142,416 443,870,770 217,586,664 312,377,329 236,688,803 -------------- -------------- -------------- -------------- -------------- -------------- Net assets available for plan benefits $1,468,275,531 $1,464,615,296 $ 811,509,981 $ 749,661,565 $ 442,796,289 $ 379,680,454 ============== ============== ============== ============== ============== ============== 19 Templeton Investment Retirement Vanguard Vanguard Blue Chip Foreign I Grade Money Winsor Wellesley Fund Fund Bond Fund Market Fund Fund Fund Assets: Investments: At contract value: Bankers Trust* Prudential Life Insurance Company of America Metropolitan Life Insurance Company* Fidelity Connecticut General Monumental Life Insurance Company At fair value: Fidelity Equity Income Fund* Raytheon Company Common Stock Fund* BT Pyramid Equity Index Fund* Fidelity Balanced Fund* Fidelity Magellan Fund* Fidelity Blue Chip Fund* $ 391,787,509 Templeton Foreign I Fund $ 6,966,704 Fidelity Investment Grade Bond Fund $ - Fidelity Retirement Money Market $ 13,202,524 Vanguard Winsor $ 41 Vanguard Wellesley $ 18 TRP Small Cap Stock Raytheon Class A Wasting Stock Fund Raytheon GMH Wasting Stock Fund Loans receivable from participants -------------- -------------- -------------- ------------- ------------- -------------- Total investments 391,787,509 6,966,704 - 13,202,524 41 18 -------------- -------------- -------------- ------------- ------------- -------------- Receivables: Employer contribution 3,595,261 Accrued investment income and other receivables Transfer receivables 191,269,141 6,966,652 16,715,590 Cash and cash equivalents -------------- -------------- -------------- ------------- ------------- -------------- Total assets 583,056,650 13,933,356 - 33,513,375 41 18 -------------- -------------- -------------- ------------- ------------- -------------- Liabilities: Payable for outstanding purchases Accrued expenses and other payables Transfer payables 191,269,141 6,966,652 16,715,590 -------------- -------------- -------------- ------------- ------------- -------------- Total liabilities 191,269,141 6,966,652 - 16,715,590 - - -------------- -------------- -------------- ------------- ------------- -------------- Net assets available for plan benefits $ 391,787,509 $ 6,966,704 $ - $ 16,797,785 $ 41 $ 18 ============== ============== ============== ============== ============== ============== 20 TRP Small RTN.A GMH Cap Stock Wasting Wasting Loan Fund Fund Fund Fund Other(1) Total Assets: Investments: At contract value: Bankers Trust* $ 473,258,791 Prudential Life Insurance Company of America 236,989,116 Metropolitan Life Insurance Company* 594,847,154 Fidelity 25,803,449 Connecticut General 6,538,482 Monumental Life Insurance Company 6,869,338 At fair value: Fidelity Equity Income Fund* 1,464,615,296 Raytheon Company Common Stock Fund* 799,542,751 BT Pyramid Equity Index Fund* 745,602,791 Fidelity Balanced Fund* 442,796,289 Fidelity Magellan Fund* 379,680,454 Fidelity Blue Chip Fund* 391,787,509 Templeton Foreign I Fund 6,966,704 Fidelity Investment Grade Bond Fund - Fidelity Retirement Money Market 13,202,524 Vanguard Winsor 41 Vanguard Wellesley 18 TRP Small Cap Stock $ 348 348 Raytheon Class A Wasting Stock Fund $ 116,129,149 116,129,149 Raytheon GMH Wasting Stock Fund $ 172,859,819 172,859,819 Loans receivable from participants $ 250,687,865 250,687,865 -------------- -------------- -------------- -------------- ------------- -------------- Total investments 348 116,129,149 172,859,819 250,687,865 - 6,128,177,888 -------------- -------------- -------------- -------------- ------------- -------------- Receivables: Employer contribution 3,595,261 Accrued investment income and other receivables 1,193,397 23,640 7,539,589 Transfer receivables 120,761,325 178,295,618 117,046,618 $ 855,826,675 4,035,178,551 Cash and cash equivalents 3,480,490 5,474,220 147,258,083 -------------- -------------- -------------- ------------- -------------- -------------- Total assets 348 241,564,361 356,653,297 367,734,483 855,826,675 10,321,749,372 -------------- -------------- -------------- ------------- -------------- -------------- Liabilities: Payable for outstanding purchases 1,932,125 Accrued expenses and other payables 41,711 62,061 2,802,367 Transfer payables 120,761,325 178,295,618 117,046,618 3,179,351,876 -------------- -------------- -------------- ------------- -------------- -------------- Total liabilities - 120,803,036 178,357,679 117,046,618 - 3,184,086,368 -------------- -------------- -------------- ------------- -------------- -------------- Net assets available for plan benefits $ 348 $120,761,325 $ 178,295,618 $ 250,687,865 $ 855,826,675 $7,137,663,004 ============== ============== ============== ============== ============== ============== Percentage of Master Trust that are Plan assets - 4.08% *Represent more than 5% of net assets available for plan benefits (1) Other represents Raytheon plans merging in from outside the Master Trust. Note: Not all funds within the Master Trust are available options to participants in the Plan. 21 J. Master Trust, Continued: The following is a summary of net assets available for plan benefits by fund under the Master Trust as of December 31, 1997: Fixed Raytheon Stock Income Equity Common Index Balanced Magellan Fund Fund Stock Fund Fund Fund Fund Assets: Investments: At contract value: Bankers Trust* $351,035,073 Prudential Life Insurance Company of America* 217,731,699 Metropolitan Life Insurance Company* 371,123,080 At fair value: Fidelity Equity Income Fund* $782,799,011 Raytheon Company Common Stock Fund* $745,980,294 BT Pyramid Equity Index Fund* $484,781,406 Fidelity Balanced Fund $117,556,481 Fidelity Magellan Fund $91,863,155 Fidelity Blue Chip Fund Templeton Foreign I Fund Fidelity Investment Grade Bond Fund Fidelity Retirement Money Market Fund Loans receivable from participants ------------ ------------ ------------ ------------ ------------ ----------- Total investments 939,889,852 782,799,011 745,980,294 484,781,406 117,556,481 91,863,155 ------------ ------------ ------------ ------------ ------------ ----------- Receivables: Employer contribution Accrued investment income and other receivables 5,489,592 1,161,112 Cash and cash equivalents 9,232,100 13,498,051 4,761,268 ------------ ------------ ------------ ------------ ------------ ----------- Total assets 949,121,952 782,799,011 764,967,937 490,703,786 117,556,481 91,863,155 ------------ ------------ ------------ ------------ ------------ ----------- Liabilities: Payable for outstanding purchases 6,340,318 Accrued expenses and other payables 1,480,875 1,200,471 ------------- ------------ ------------ ------------ ------------ ----------- Total liabilities - - 7,821,193 1,200,471 - - ------------- ------------ ------------ ------------ ------------ ----------- Net assets available for plan benefits $949,121,952 $782,799,011 $757,146,744 $489,503,315 $117,556,481 $91,863,155 ============ ============ ============ ============ ============ =========== 22 Templeton Investment Retirement Blue Chip Foreign I Grade Money Loan Fund Fund Bond Fund Market Fund Fund Total Assets: Investments: At contract value: Bankers Trust* $351,035,073 Prudential Life Insurance Company of America* 217,731,699 Metropolitan Life Insurance Company* 371,123,080 At fair value: Fidelity Equity Income Fund* 782,799,011 Raytheon Company Common Stock Fund* 745,980,294 BT Pyramid Equity Index Fund* 484,781,406 Fidelity Balanced Fund 117,556,481 Fidelity Magellan Fund 91,863,155 Fidelity Blue Chip Fund $136,586,123 136,586,123 Templeton Foreign I Fund $5,471,176 5,471,176 Fidelity Investment Grade Bond Fund $1,548,125 1,548,125 Fidelity Retirement Money Market Fund $12,186,085 12,186,085 Loans receivable from participants $166,395,767 166,395,767 ------------ ---------- ---------- ----------- ------------ -------------- Total investments 136,586,123 5,471,176 1,548,125 12,186,085 166,395,767 3,485,057,475 ------------ ---------- ---------- ----------- ------------ -------------- Receivables: Employer contribution 4,015,100 4,015,100 Accrued investment income and other receivables 6,650,704 Cash and cash equivalents 27,491,419 ------------ ---------- ---------- ----------- ------------ -------------- Total assets 136,586,123 5,471,176 1,548,125 16,201,185 166,395,767 3,523,214,698 ------------ ---------- ---------- ----------- ------------ -------------- Liabilities: Payable for outstanding purchases 6,340,318 Accrued expenses and other payables 2,681,346 ------------ ---------- ---------- ----------- ------------ -------------- Total liabilities - - - - - 9,021,664 ------------ ---------- ---------- ----------- ------------ -------------- Net assets available for plan benefits $136,586,123 $5,471,176 $1,548,125 $16,201,185 $166,395,767 $3,514,193,034 ============ ========== ========== =========== ============ ============== Percentage of Master Trust that are Plan assets - 1.76% *Represent more than 5% of net assets available for plan benefits Note: Not all funds within the Master Trust are available options to participants in the Plan. 23 J. Master Trust, Continued: The following is a summary of investment income by fund under the Master Trust for the year ended December 31, 1998: Fixed Raytheon Stock Income Equity Common Index Balanced Magellan Fund Fund Stock Fund Fund Fund Fund Investment income: Net appreciation (depreciation) of assets $ 30,695 $ 49,019,748 $74,202,083 $149,571,006 $16,091,158 $62,195,801 Interest & Dividends 81,886,632 86,279,682 1,792 42,537,357 13,255,763 ----------- ------------ ----------- ------------ ----------- ----------- Total investment income/(loss) $81,917,327 $135,299,430 $74,203,875 $149,571,006 $58,628,515 $75,451,564 =========== ============ =========== ============ =========== =========== 24 Templeton Investment Retirement Vanguard Vanguard Blue Chip Foreign I Grade Money Winsor Wellesley Fund Fund Bond Fund Market Fund Fund Fund Investment income: Net appreciation (depreciation) of assets $60,264,181 $(1,095,980) $ 17,635 $2,864,378 $1,379,950 Interest & Dividends 13,550,491 752,610 162,858 $ 349,740 ----------- ----------- -------- ---------- ---------- ---------- Total investment income/(loss) $73,814,672 $ (343,370) $180,493 $ 349,740 $2,864,378 $1,379,950 =========== =========== ======== ========== ========== ========== 25 TRP Small RTN.A GMH Cap Stock Wasting Wasting Loan Fund Fund Fund Fund Total Investment income: Net appreciation (depreciation) of assets $ 15 $ (35,268) $44,604,025 $459,109,427 Interest & Dividends $15,334,403 254,111,328 ----------- ---------- ----------- ----------- ------------ Total investment income/(loss) $ 15 $ (35,268) $44,604,025 $15,334,403 $713,220,755 =========== ========== =========== =========== ============