Edgar Filing: LOCKHEED MARTIN CORP

11-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 11-K

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended December 31, 2013

Commission File Number: 1-11437

LOCKHEED MARTIN CORPORATION

SALARIED SAVINGS PLAN

(Full title of the plan and the address of the plan, if different from that of the issuer named below)

LOCKHEED MARTIN CORPORATION

6801 Rockledge Drive

Bethesda, MD 20817

(Name of issuer of the securities held pursuant to the plan and the address of its principal executive office)

Lockheed Martin Corporation

Salaried Savings Plan

Financial Statements and Supplemental Schedule

Table of Contents


Report of Independent Registered Public Accounting Firm			1

Financial Statements:

Statements of Net Assets Available for Benefits as of December 31, 2013 and 2012			2-3
Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2013			4
Notes to Financial Statements			5

Supplemental Schedule:

Schedule H, Line 4i - Schedule of Assets (Held at End of Year)			14

Signature			26

Exhibit Index			27

Report of Independent Registered Public Accounting Firm

Plan Administrator

Lockheed Martin Corporation

Salaried Savings Plan

We have audited the accompanying statements of net assets available for benefits of the Lockheed Martin Corporation Salaried Savings Plan as of December 31, 2013 and 2012, and the related statement of changes in net assets available for benefits for the year ended December 31, 2013. 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 in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also 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 our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Lockheed Martin Corporation Salaried Savings Plan at December 31, 2013 and 2012, and the changes in its net assets available for benefits for the year ended December 31, 2013, in conformity with U.S. generally accepted accounting principles.

Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2013, is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. Such information has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.

/s/ Mitchell & Titus, LLP

Washington, D.C.

June 24, 2014

Lockheed Martin Corporation Salaried Savings Plan

Statement of Net Assets Available for Benefits

December 31, 2013

(in thousands)


	ESOP Fund		401(h) account		Participant- Directed Investments		Total
Assets
Investments:
Interest in Lockheed Martin Corporation Defined Contribution Plans Master Trust	$	4,737,141	$	—	$	21,817,496	$	26,554,637
Net assets held in 401(h) account		—		340,670		—		340,670
Receivables:
Participant contributions		—		—		15,026		15,026
Employer contributions		5,113		—		—		5,113
Notes receivable from participants		—		—		235,704		235,704

Total assets		4,742,254		340,670		22,068,226		27,151,150

Liabilities
Administrative expenses payable		—		—		1,985		1,985
Amounts related to obligation of 401(h) account		—		340,670		—		340,670

Total liabilities		—		340,670		1,985		342,655


Net assets reflecting investments at fair value		4,742,254		—		22,066,241		26,808,495
Adjustment from fair value to contract value for fully benefit-responsive investment contracts		—		—		(14,670)		(14,670)

Total net assets available for benefits	$	4,742,254	$	—	$	22,051,571	$	26,793,825

The accompanying notes are an integral part of these financial statements.

Lockheed Martin Corporation Salaried Savings Plan

Statement of Net Assets Available for Benefits

December 31, 2012

(in thousands)


	ESOP Fund		401(h) account		Participant- Directed Investments		Total
Assets
Investments:
Interest in Lockheed Martin Corporation Defined Contribution Plans Master Trust	$	3,201,786	$	—	$	18,612,961	$	21,814,747
Net assets held in 401(h) account		—		340,745		—		340,745
Receivables:
Participant contributions		—		—		15,173		15,173
Employer contributions		5,179		—		—		5,179
Notes receivable from participants		—		—		234,353		234,353

Total assets		3,206,965		340,745		18,862,487		22,410,197

Liabilities
Administrative expenses payable		—		—		2,246		2,246
Amounts related to obligation of 401(h) account		—		340,745		—		340,745

Total liabilities		—		340,745		2,246		342,991


Net assets reflecting investments at fair value		3,206,965		—		18,860,241		22,067,206
Adjustment from fair value to contract value for fully benefit-responsive investment contracts		—		—		(87,819)		(87,819)

Total net assets available for benefits	$	3,206,965	$	—	$	18,772,422	$	21,979,387

The accompanying notes are an integral part of these financial statements.

Lockheed Martin Corporation Salaried Savings Plan

Statement of Changes in Net Assets Available for Benefits

Year Ended December 31, 2013

(in thousands)


	ESOP Fund		Participant- Directed Investments		Total

Net assets available for benefits at beginning of year	$	3,206,965	$	18,772,422	$	21,979,387

Additions to net assets:
Contributions:
Participant		33,181		857,348		890,529
Employer		284,394		95		284,489

Total contributions		317,575		857,443		1,175,018

Interest in net investment gain from participation in Lockheed Martin Corporation Defined Contribution Plans Master Trust		1,992,429		3,442,908		5,435,337
Interest income on notes receivable from participants		—		10,935		10,935

Total additions		2,310,004		4,311,286		6,621,290

Deductions from net assets:
Distributions and withdrawals		774,509		1,057,303		1,831,812
Administrative expenses		206		28,737		28,943

Total deductions		774,715		1,086,040		1,860,755

Change in net assets		1,535,289		3,225,246		4,760,535
Transfers from other plans		—		53,903		53,903

Net assets available for benefits at end of year	$	4,742,254	$	22,051,571	$	26,793,825

The accompanying notes are an integral part of these financial statements.

Lockheed Martin Corporation Salaried Savings Plan

Notes to Financial Statements

1.	Description of the Plan

The following description of the Lockheed Martin Corporation Salaried Savings Plan (the Plan) provides only general information about the Plan’s provisions. Participants should refer to the Plan document and Summary Plan Description for a more complete description of the Plan’s provisions.

General

The Plan is a defined contribution plan covering all salaried employees of Lockheed Martin Corporation (Lockheed Martin or the Corporation) in groups to which Plan participation is extended by the Corporation, including employees in the U.S. and certain U.S. citizens working abroad. Eligible employees are automatically enrolled in the Plan when they are hired, unless they affirmatively decline to participate.

The Plan includes an Employee Stock Ownership Plan (ESOP) feature. Cash dividends paid on Lockheed Martin common stock in both the Employee Stock Ownership Plan Fund (ESOP Fund) and the Lockheed Martin Stock Fund are automatically reinvested in those funds, unless the participant elects to receive the dividend directly as taxable income.

The assets of the Plan, excluding receivables, are held and invested on a commingled basis in the Lockheed Martin Corporation Defined Contribution Plans Master Trust (the Master Trust) under an agreement between Lockheed Martin and State Street Bank and Trust Company (the Trustee). The recordkeeper is ING. Lockheed Martin is the Plan Sponsor and the Plan Administrator.

Plan Merger and Transfer of Assets

On July 19, 2013, the Lockheed Martin Corporation Retirement Savings Plan for Salaried Employees (RSP) was merged into the Plan. As a result, net assets of $34,159,000 were transferred to the Plan from the RSP on the merger date. The amount transferred represents participants’ account balances.

Effective January 1, 2010, most salaried employees in the Corporation’s Information Systems & Global Solutions business segment who were participating in the Lockheed Martin Corporation Operations Support Savings Plan (OSSP) stopped participating in the OSSP and began participating in the Plan. In 2011, most of these employees had their account balances transferred from the OSSP to the Plan. Account balances of these employees with outstanding loans in the OSSP were not transferred; however, these account balances are subject to transfer to the Plan when the loans are repaid. During 2013, assets of the OSSP in amount of $14,799,000 were transferred to the Plan.

In addition to the transfers of assets discussed above, net assets of $4,945,000 were transferred to the Plan during 2013, primarily related to the mergers of defined contribution plans associated with certain businesses acquired by the Corporation in 2012.

Contributions

The Plan allows eligible employees to make contributions on a before-tax, after-tax, or Roth 401(k) basis. Each year, eligible employees can make contributions of up to 25% of the employee’s base salary, subject to regulatory limitations. If automatically enrolled, a participant’s contribution is set at 3% of their base salary in before-tax contributions. The Plan has an auto-escalation feature whereby contributions for those automatically enrolled are increased 1% each year up to 8% unless changed by the participant. The Plan permits catch-up contributions for participants age 50 or older as permitted by the provisions of the Economic Growth and Tax Relief Reconciliation Act of 2001. The Corporation generally contributes an amount equal to 50% of the first 8% of the participant’s basic contribution. Substantially all employer contributions to the Plan consist of the Corporation’s common stock invested in the ESOP Fund. Participants are immediately vested in all employer contributions.

Participant contributions may be invested in one or more of the available investment funds at the participant’s election. Participants may change the investment mix of their account balance up to 12 times during a calendar year. In addition, the participant will always be provided at least one trading opportunity each calendar quarter regardless of the number of prior investment trades they placed for the year. The participant will have one final opportunity to transfer all or part of their account balance to the Stable Value Fund during the fourth quarter of each year. Amounts that are transferred out of the Stable Value Fund must remain invested in a Core or Target Date Fund for at least 90 days before they are eligible to be transferred into the Government Short Term Fund, the Treasury Inflation-Protected Securities (TIPS) Fund, or the Self-Managed Account (SMA). Participants may make an unlimited number of transfers out of the Lockheed Martin Stock Fund or the ESOP Fund.

An option available to participants is the SMA, whereby a participant may elect to invest up to 75% of the participant’s transferable account balance in stocks, mutual funds, bonds, or other investments offered by the Plan at the participant’s direction. A participant’s initial transfer to the SMA must be at least $3,000, and subsequent transfers must be at least $1,000. No distribution, withdrawal, or loan may be made directly from the assets in the SMA.

Lockheed Martin Corporation Salaried Savings Plan

Notes to Financial Statements (continued)

Participant Accounts

Each participant’s account is credited with the participant’s contribution, the employer’s matching contribution and the respective investment earnings or losses, less expenses, of the individual funds in which the account is invested.

Notes Receivable from Participants

Each participant may borrow from their total account balance a minimum of $500 and up to a maximum amount equal to the lesser of 50% of their account balance or $50,000 (minus their highest outstanding loan balance from the past 12 months, if any). The loans are secured by the balance in the participant’s account and bear interest of 1% over a published prime rate. Principal and interest are paid ratably through weekly payroll deductions. Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest.

Payment of Benefits

On termination of service due to death, disability or retirement, a participant or beneficiary may elect to receive his or her account balance through a number of payout options. A participant is entitled to the account balance at the time his or her employment with the Corporation ends.

Plan Termination

Although it has not expressed any intent to do so, the Board of Directors of Lockheed Martin has the right to amend, suspend or terminate the Plan at any time, subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). In the event of Plan termination, participants will receive a payment equal to the total value of their accounts.

ESOP Feature

There were 31,755,856 and 34,653,315 shares of the Corporation’s common stock in the ESOP Fund as of December 31, 2013 and 2012, respectively.

401(h) Arrangement

The Plan has an arrangement that qualifies under Section 401(h) of the Internal Revenue Code (IRC). The 401(h) arrangement is used by the Corporation to fund in part the Corporation’s portion of post-retirement medical expenses incurred under various medical plans sponsored by the Corporation for salaried employees who retired on or after January 1, 1993. In accordance with Section 401(h) of the IRC, the Plan’s investment in the 401(h) account may not be used, or diverted for any purpose other than providing health and welfare benefits for retirees. Plan participants do not contribute to the 401(h) account. Employer contributions or qualified transfers to the 401(h) account are determined annually at the discretion of the Corporation. The assets of the 401(h) account are held by the Northern Trust Company.

2.	Summary of Significant Accounting Policies

Basis of Accounting

The financial statements of the Plan are prepared on the accrual basis of accounting. Certain amounts in the prior year have been reclassified to conform to the current year presentation.

The Plan, through the Master Trust, invests in a Stable Value Fund which holds fully benefit-responsive investment contracts (see Note 4). The Plan is required to report fully benefit-responsive investment contracts at fair value. However, contract value is the relevant measurement attribute for fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The Statement of Net Assets Available for Benefits presents the fair value of the fully benefit-responsive investment contracts as well as the adjustment of the fully benefit-responsive investment contracts from fair value to contract value. The Statement of Changes in Net Assets Available for Benefits is prepared using the contract value basis for fully benefit-responsive investment contracts.

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

Lockheed Martin Corporation Salaried Savings Plan

Notes to Financial Statements (continued)

Payment of Benefits

Benefits are recorded when paid.

Risks and Uncertainties

The Plan, through the Master Trust, invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the Statements of Net Assets Available for Benefits.

Investment Valuation and Income Recognition

Investments in the Master Trust are reported at fair value. Fair value is the price that would have been received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. See Note 4 for discussion of fair value measurements.

Purchases and sales of securities in the Master Trust are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Gains and losses on investments bought and sold as well as held during the year are included in interest in net investment gain from the Master Trust on the Statement of Changes in Net Assets Available for Benefits. Interest income on notes receivable from participants is recorded on the accrual basis.

Administrative Expenses

Direct administrative expenses are paid by the Master Trust and generally allocated to the Plan proportionally based on the Plan’s interest in the Master Trust’s net assets or directly if specifically related to the Plan. Other indirect administrative expenses are paid by the Corporation.

3.	Reconciliation of Financial Statements to Form 5500

The following is a reconciliation of the net assets available for benefits as of December 31, 2013 and 2012 per the financial statements to the Form 5500 (in thousands):


	December 31,
	2013		2012
Net assets available for benefits per the financial statements	$	26,793,825	$	21,979,387
Add: Net assets held in 401(h) account per Form 5500 and other^(a)		355,340		340,745

Net assets available for benefits per the Form 5500	$	27,149,165	$	22,320,132



^(a) The 2013 amount includes the adjustment from fair value to contract value for fully benefit-responsive investment contracts of $14,670,000 since these investments are recorded at fair value on the Form 5500 while in the accompanying financial statements these investments are recorded at contract value.

The net assets of the 401(h) account are reflected as net assets available for benefits on the Form 5500, but not in these financial statements as they may only be used to pay retiree medical benefits.

Lockheed Martin Corporation Salaried Savings Plan

Notes to Financial Statements (continued)

The following is a reconciliation of the changes in net assets available for benefits for the year ended December 31, 2013, per the financial statements to the Form 5500 (in thousands):


	Amounts per Financial Statements		401(h) account		Amounts per Form 5500

Interest and dividend income	$	—	$	6,088	$	6,088
Net realized and unrealized loss		—		(5,765)		(5,765)
Administrative expense		—		(398)		(398)

	Amounts per Financial Statements		Differences		Amounts per Form 5500

Interest in net investment gain from participation in Lockheed Martin Corporation Defined Contribution Plans Master Trust	$	5,435,337	$	(1,353)	$	5,433,984
Administrative expenses		(28,943)		26,958		(1,985)
Interest income on notes receivable from participants		10,935		(10,935)		—

Differences in the Plan’s interest in the net investment gain in the Master Trust and administrative expenses reported in the financial statements arose from the classification of certain administrative expenses and interest income on notes receivable from participants, which are included in the net investment gain in the Master Trust for Form 5500 reporting purposes. The Plan’s interest in the net investment gain in the Master Trust reported in the financial statements also differed from the related amount per the Form 5500 as a result of the adjustment from fair value to contract value for fully benefit-responsive investment contracts.

4.	Master Trust & 401(h) account

General

The Plan’s interest in the Master Trust is stated at the fair value of the underlying net assets in the Master Trust. The assets, realized and unrealized gains and losses, and investment income of the Master Trust are allocated among the participating plans included therein proportionally based on each plan’s interest in the Master Trust’s net assets. The Plan’s interest in the Master Trust’s net assets as of December 31, 2013 and 2012 was 90.54% and 90.22%, respectively.

The Plan, through the Master Trust, invests in a Stable Value Fund which holds synthetic guaranteed investment contracts (synthetic GICs) and managed separate accounts. A synthetic GIC, also known as a wrap contract, is an investment contract issued by an insurance company or other financial institution paired with an underlying investment or investments, usually a portfolio of high quality fixed income securities. These investment contracts provide that realized and unrealized gains and losses on the underlying investments are amortized over the duration of the underlying investments through adjustments to the future interest-crediting rates. The primary factors affecting the future interest-crediting rates of the wrap contracts include the level of market interest rates, the amount and timing of participant contributions, transfers, and withdrawals into or out of the wrap contracts, the investment returns generated by the investments that back the wrap contracts, and the duration of the underlying investments covered by the wrap contracts. The future interest-crediting rates may not be less than 0% and are adjusted monthly or quarterly based on the yield to maturity of the underlying investments, a market value to contract value ratio of the underlying investments, and the durations of the underlying investments. The contracts guarantee that all qualified participant withdrawals will occur at contract value, which represents contributions made under the contract, plus earnings, less withdrawals and contract administrative expenses.

In certain circumstances the amount withdrawn from the contract would be payable at fair value rather than at contract value. These events include termination of the Plan, a material adverse change to the provisions of the Plan, a withdrawal from a wrap contract in order to switch to a different investment provider, or adoption of a successor plan that does not meet the wrap contract issuer’s underwriting criteria for issuance of a duplicate wrap contract. The Plan Administrator does not believe that the occurrence of any of these events is probable. Also, the following events would permit the contract issuers to terminate the contracts prior to their scheduled maturity date: the Plan’s loss of its qualified status, uncured material breaches of responsibilities, or material and adverse changes to the provisions of the Plan. If one of these events were to occur, the contract issuer could terminate the contract at the market value of the underlying investments.

Lockheed Martin Corporation Salaried Savings Plan

Notes to Financial Statements (continued)

The average yield of the synthetic GICs based on actual earnings was approximately 1.49% and 1.01% for the years ended December 31, 2013 and 2012, respectively. The average yield of the synthetic GICs based on interest rate credited to participants was approximately 1.45% and 2.04% for the years ended December 31, 2013 and 2012, respectively.

The Master Trust invests in a Short-Term Investment Fund or Government Short-Term Investment Fund, consisting of U.S. Treasury obligations and commercial paper, that is used as a temporary investment to hold contributions from the day the cash is transferred from the Corporation to the Trustee until the day the cash is invested in a particular fund. The related earnings from the Short-Term Investment Fund or Government Short-Term Investment Fund are used to pay certain expenses related to participant accounts.

In order to provide appropriate liquidity to meet ongoing daily cash outflow requirements for the Lockheed Martin stock funds and the other investment funds that are investment alternatives for the Plan that are beneficiaries of the Master Trust, the Master Trust may be able to receive advances from the Stable Value Fund or the Corporation. The Stable Value Fund may make an advance only after considering its own liquidity needs. Any investment fund that receives an advance will compensate the Stable Value Fund for income lost due to any such advance by paying interest on such advance calculated on a compounded daily basis based on an annual rate equal to the interest crediting rate to the Short Term Investment Fund or the Government Short-Term Investment Fund portion of the Stable Value Fund, as appropriate. The Lockheed Martin stock funds may borrow, without interest, up to $200,000,000 from the Corporation, as evidenced by a promissory note, which requires repayment within three business days after the advance. As of December 31, 2013 and 2012, there were no such advances payable to the Corporation. Occasionally, the Master Trust and 401(h) account invest in derivative financial instruments for liquidity or asset allocation purposes. At December 31, 2013 and 2012, there were no material investments in derivatives.

Fair Value of Assets

The accounting standard for fair value measurements defines fair value, establishes a market-based framework or hierarchy for measuring fair value, and requires disclosures regarding fair value measurements. The standard is applicable whenever assets and liabilities are measured and included in the financial statements at fair value.

The fair value hierarchy established in the standard prioritizes the inputs used in valuation techniques into three levels as follows:

•

Level 1 – Observable inputs – quoted prices in active markets for identical assets and liabilities;

•

Level 2 – Observable inputs other than the quoted prices in active markets for identical assets and liabilities – includes quoted prices for similar instruments, quoted prices for identical or similar instruments in inactive markets, and amounts derived from valuation models where all significant inputs are observable in active markets; and

•

Level 3 – Unobservable inputs – includes amounts derived from valuation models where one or more significant inputs are unobservable and require us to develop relevant assumptions.

Lockheed Martin Corporation Salaried Savings Plan

Notes to Financial Statements (continued)

The following table presents the fair value of the assets in the Master Trust by asset category and their level within the fair value hierarchy as of December 31, 2013 and their appreciation (depreciation) for the year ended December 31, 2013 (in thousands):


	Level 1		Level 2		Level 3		Total		Appreciation (Depreciation)

Cash and cash equivalents	$	740,972	$	—	$	—	$	740,972	$	(31)
Equity:
U.S. equity securities		2,451,804		—		—		2,451,804		606,780
U.S. equity securities - Lockheed Martin		6,648,103		—		—		6,648,103		2,568,947
International equity securities		566,954		—		—		566,954		61,580
Commingled equity funds		1,738,218		10,287,343		—		12,025,561		2,408,388
Fixed income:
Corporate debt securities		—		99,553		—		99,553		(5,670)
U.S. Government securities		—		1,002,045		—		1,002,045		(63,188)
Other fixed income securities		74,758		5,762,505		—		5,837,263		(58,225)
Alternative investments:
Wrap contract		—		—		956		956		(323)

Total Investment Assets at Fair Value	$	12,220,809	$	17,151,446	$	956	$	29,373,211	$	5,518,258


Payables, net								(37,837)
Adjustment from fair value to contract value for fully benefit-responsive investment contracts								(16,201)

Total net assets							$	29,319,173

Interest and dividend income earned by the Master Trust for the year ended December 31, 2013 was $422,532,000.

The following table presents the fair value of the assets in the Master Trust by asset category and their level within the fair value hierarchy as of December 31, 2012 (in thousands):


	Level 1		Level 2		Level 3		Total

Cash and cash equivalents	$	801,678	$	—	$	—	$	801,678
Equity:
U.S. equity securities		2,318,655		—		—		2,318,655
U.S. equity securities - Lockheed Martin		4,491,512		—		—		4,491,512
International equity securities		479,775		—		—		479,775
Commingled equity funds		2,537,140		8,632,264		—		11,169,404
Fixed income:
Corporate debt securities		—		95,215		—		95,215
U.S. Government securities		—		1,701,640		—		1,701,640
Other fixed income securities		6,763		3,156,228		—		3,162,991
Alternative investments:
Wrap contract		—		—		1,279		1,279

Total Investment Assets at Fair Value	$	10,635,523	$	13,585,347	$	1,279	$	24,222,149


Payables, net								(33,312)
Adjustment from fair value to contract value for fully benefit-responsive investment contracts								(97,353)

Total net assets							$	24,091,484

Lockheed Martin Corporation Salaried Savings Plan

Notes to Financial Statements (continued)

The fair value of the wrap contract of $956,000 and $1,279,000 at December 31, 2013 and 2012, respectively, are considered Level 3 investments due to certain unobservable inputs as described below. The change in the fair value during 2013 was primarily due to unrealized losses.

The Master Trust recognizes transfers between levels of the fair value hierarchy as of the date of the change in circumstances that causes the transfer. During 2013, there were no transfers between Levels 1, 2, and 3.

401(h) account

The assets in the 401(h) account are held outside the Master Trust in a separate trust. The following table presents the fair value of the assets in the 401(h) account by asset category and their level within the fair value hierarchy as of December 31, 2013 (in thousands):


	Level 1		Level 2		Level 3		Total

Cash and cash equivalents	$	109,619	$	—	$	—	$	109,619
Equity:
U.S. equity securities		66,592		—		—		66,592
International equity securities		37,786		—		—		37,786
Commingled equity funds		21,449		—		—		21,449
Fixed income:
U.S. Government securities		—		100,984		—		100,984
Other fixed income securities		—		1,412		1,387		2,799

Total assets	$	235,446	$	102,396	$	1,387	$	339,229

Receivables, net								1,441

Total net assets							$	340,670

The following table presents the fair value of the assets in the 401(h) account by asset category and their level within the fair value hierarchy as of December 31, 2012 (in thousands):


	Level 1		Level 2		Level 3		Total

Cash and cash equivalents	$	100,571	$	—	$	—	$	100,571
Equity:
U.S. equity securities		53,127		—		—		53,127
International equity securities		36,277		18		—		36,295
Commingled equity funds		32,385		—		—		32,385
Fixed income:
U.S. Government securities		—		114,776		—		114,776
Other fixed income securities		—		322		2,162		2,484

Total assets	$	222,360	$	115,116	$	2,162	$	339,638

Receivables, net								1,107

Total net assets							$	340,745

The following table presents the changes during 2013 in the fair value of 401(h) account assets categorized as Level 3 in the preceding tables (in thousands) :


	Balance, beginning of year		Realized gains		Unrealized losses		Purchases		Sales		Settlements		Balance, end of year
Other fixed income securities	$	2,162	$	83	$	(49)	$	862	$	(1,104)	$	(567)	$	1,387

Lockheed Martin Corporation Salaried Savings Plan

Notes to Financial Statements (continued)

The 401(h) account recognizes transfers between levels of the fair value hierarchy as of the date of the change in circumstances that causes the transfer. During 2013, there were no transfers between Levels 1, 2, and 3.

Valuation Techniques

Cash equivalents are mostly comprised of short-term money-market instruments and are valued at cost, which approximates fair value.

U.S. equity securities and international equity securities categorized as Level 1 are traded on active national and international exchanges and are valued at their closing prices on the last trading day of the year. International equity securities categorized as Level 2 are not traded on an active exchange, or if the closing price is not available, the Trustee obtains corroborated, indicative quotes from a pricing vendor, broker, or investment manager.

Commingled equity funds are investment vehicles valued using the Net Asset Value (NAV) provided by the fund managers. The NAV is the total value of the fund divided by the number of shares outstanding. Commingled equity funds are categorized as Level 1 if traded at their NAV on a nationally recognized securities exchange or categorized as Level 2 if the NAV is corroborated by observable market data (e.g., purchases or sales activity). These funds may be redeemed on a daily or monthly basis, depending upon notification requirements, liquidity, and other matters.

Other fixed income securities categorized as Level 1 are traded on active national and international exchanges and are valued at their closing prices on the last trading day of the year. Corporate debt securities, U.S. Government securities, and other fixed income securities categorized as Level 2 are valued by the Trustee using pricing models that use verifiable observable market data (e.g., interest rates and yield curves observable at commonly quoted intervals), bids provided by brokers or dealers, or quoted prices of securities with similar characteristics. Other fixed income securities are categorized at Level 3 when valuations using observable inputs are unavailable. The Trustee obtains pricing based on indicative quotes or bid evaluations from vendors, brokers or the investment manager.

Other fixed income securities in the Master Trust categorized as Level 2 also include the Stable Value Fund. Securities within the Stable Value Fund for which market quotations are readily available are valued in accordance with such market quotations. If market quotations are not available with respect to any such security, the fair value of the security is determined in good faith by the issuer of the Stable Value Fund.

Individual assets of the synthetic GICs categorized as Level 2 are valued at representative quoted market prices. The fair value of the wrap contracts associated with the synthetic GICs is determined by discounting the related cash flows based on current yields of similar instruments with comparable durations considering the credit-worthiness of the issuer.

The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while management believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

5.	Parties-in-Interest Transactions

The Plan makes certain investments through the Master Trust, which are considered to be party-in-interest transactions for which a statutory exemption from the prohibited transaction regulation exists. Also, the Master Trust owes the Corporation $1,000,000 and $1,200,000 as of December 31, 2013 and 2012, respectively, for certain expenses incurred by the Corporation in providing services to the Plan.

In addition, notes receivable from participants are considered to be party-in-interest transactions for which a statutory exemption from the prohibited transaction regulation exists.

Certain funds are sponsored by Northern Trust Investments, a wholly-owned subsidiary of The Northern Trust Company. The Northern Trust Company is the Trustee of the 401(h) account. Therefore, investments in these funds are considered to be party-in-interest transactions for which a statutory exemption from the prohibited transaction regulation exists.

The Master Trust held 44,675,225 and 48,627,663 shares of the Corporation’s common stock as of December 31, 2013 and 2012, respectively. Dividends earned by the Master Trust on the Corporation’s common stock were $220,238,000 for the year ended December 31, 2013.

Lockheed Martin Corporation Salaried Savings Plan

Notes to Financial Statements (continued)

The Master Trust invests in certain investments that are sponsored by State Street, the Trustee. These investments include the following: Government Short Term Fund, S&P 500 Indexed Equity Fund, Small Mid-Cap Indexed Equity Fund, and MSCI EAFE Indexed Equity Fund.

The 401(h) account invests in common stock of the ING Groep NV, the parent company of the recordkeeper. Therefore, investments in ING Groep NV common stock are considered to be party-in-interest transactions for which a statutory exemption from the prohibited transaction regulation exists.

6.	Income Tax Status

The Internal Revenue Service (IRS) has determined and informed the Corporation by letter dated October 17, 2013, that the Plan is designed in accordance with applicable sections of the IRC and, therefore, the related trust is exempt from taxation. The Plan has been amended since issuance of the determination letter. However, the Plan Administrator and the Plan’s counsel believe that the Plan is designed and is currently being operated in compliance with the applicable provisions of the IRC.

GAAP requires plan management to evaluate tax positions taken by the Plan to determine whether the Plan has taken any uncertain positions that more likely than not would not be sustained upon examination by the IRS. The Plan Administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2013, there are no uncertain positions taken or expected to be taken that would require recognition of a liability or asset or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions, but no tax audits are in progress. The Plan Administrator believes the Plan is no longer subject to income tax examinations for years prior to 2010.

Lockheed Martin Corporation Salaried Savings Plan

Employer Identification Number 52-1893632, Plan Number 017

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)***

(in thousands, excluding shares or units)

December 31, 2013


(a)	(b) Identity of Issue, Borrower, Lessor, or Similar Party and Description	(c) Number of Shares or Units		(d) Cost		(e) Current Value
(a)		(c) Number of Shares or Units		(d) Cost		(e) Current Value
	401(h) account **
	U.S. Government Securities
	CMO Small Business Admin Gtd Dev Partn Ctf 5.49% 02/01/27		279	$	278	$	305
	Small Business Admin Gtd Dev Partn CD 5.24% Due 1-23/02-1-10		154		154		166
	Small Business Admin Gtd Dev Partn Ctf 5.31% Due 08-01-2022		87		90		95
	Small Business Admin Gtd Dev Partn Ctf 5.1% Due 09-01-2023		100		100		107
	Small Business Admin Gtd Dev Partn Ctf 5.35% Due 02-01-2026		235		235		257
	U.S. Treasury Bonds 0.625% Due 02-15-2043		1,300		1,097		1,015
	U.S. Treasury Bonds 2.125% Due 02-15-2041		2,090		2,768		2,505
	U.S. Treasury Bonds 2.75% Due 08-15-2042		1,775		1,772		1,406
	U.S. Treasury Bonds 2.875% Due 05-15-2043		1,140		987		924
	U.S. Treasury Bonds 3.125% Due 02-15-2043		2,465		2,258		2,111
	U.S. Treasury Bonds 3.625% Due 08-15-2043		3,075		3,037		2,904
	U.S. Treasury Bonds 4.25% Due 11-15-2040		4,735		4,662		5,039
	U.S. Treasury Bonds 4.375% Due 05-15-2040		2,340		2,960		2,692
	U.S. Treasury Bonds 4.75% Due 02-15-2041		6,865		8,271		7,449
	U.S. Treasury Bonds 5.081% Due 04-15-2028		1,565		2,788		2,990
	U.S. Treasury Bonds 6% Due 02-15-2026		3,220		4,280		4,111
	U.S. Treasury Bonds 6.25% Due 05-15-2030		2,460		3,330		3,286
	U.S. Treasury Bonds 5.375% Due 02-15-2031		2,905		3,765		3,560
	U.S. Treasury Bonds 4.375% Due 05-15-2041		1,015		1,219		1,322
	U.S. Treasury Bonds 6.25% Due 08-15-2023		2,640		3,673		3,505
	U.S. Treasury Bonds 6.375% Due 08-15-2027		2,075		1,999		1,641
	U.S. Treasury Bonds 2.75% Due 11-15-2042		1,495		1,587		1,784
	U.S. Treasury Bonds 3.875% Due 08-15-2040		27,025		28,437		27,033
	U.S. Treasury Inflation Indexed Bonds 1.75% Due 01-15-2028		2,935		3,022		3,363
	U.S. Treasury Inflation Indexed Bonds 2.00% Due 01-15-2026		1,055		1,398		1,503
	U.S. Treasury Inflation Indexed Bonds 2.375% Due 01-15-2025		765		818		731
	U.S. Treasury Inflation Indexed Bonds 2.625% Due 07-15-2017		2,740		3,295		3,473
	U.S. Treasury Inflation Indexed Notes 0.125% Due 01-15-2022		1,460		1,813		1,849
	U.S. Treasury Inflation Indexed Notes 0.125% Due 04-15-2018		520		531		536
	U.S. Treasury Inflation Indexed Notes 0.125% Due 04-15-2016		220		219		216
	U.S. Treasury Inflation Indexed Notes 1.25% Due 07-15-2020		4,975		5,371		5,404
	U.S. Treasury Inflation Indexed Notes 1.875% Due 07-15-2015		910		1,086		1,141
	U.S. Treasury Inflation Indexed Notes 2.00% Due 01-15-2016		1,115		1,187		1,106
	U.S. Treasury Inflation Indexed Notes 2.00% Due 07-15-2014		1,020		1,130		1,073
	U.S. Treasury Inflation Indexed Notes 0.625% Due 07-15-2021		1,895		1,928		2,059
	U.S. Treasury Notes 0.125% Due 01-15-2023		575		592		557
	U.S. Treasury Notes 2.125% Due 08-15-2021		1,395		1,775		1,766

	Total U.S. Government Securities			$	103,912	$	100,984

Lockheed Martin Corporation Salaried Savings Plan

Employer Identification Number 52-1893632, Plan Number 017

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)***

(in thousands, excluding shares or units)

December 31, 2013


(a)	(b) Identity of Issue, Borrower, Lessor, or Similar Party and Description	(c) Number of Shares or Units		(d) Cost		(e) Current Value
(a)		(c) Number of Shares or Units		(d) Cost		(e) Current Value

	Common Stock
	Abb LTD		2,494	$	46	$	66
	Abbott Laboratories		21,600		615		828
	Accenture PLC		2,500		155		206
	Actavis PLC		1,100		174		185
	Adidas AG		338		43		43
	Aeon Co LTD		3,400		40		46
	Aetna Inc		3,400		222		233
	Agrium Inc		2,161		165		198
	AIA Group LTD		56,255		200		282
	Aisin Seiki Co		1,100		44		45
	Akzo Nobel NV		561		34		44
	Alaska Air Group Inc		5,000		323		367
	Alcatel-Lucent		35,608		121		160
	Allergan Inc		12,906		1,050		1,433
	Allianz SE		1,619		224		291
	Alstom		1,980		86		72
	America Movil SAB		917		20		21
	American Express Co		7,400		405		671
	American International Group Inc		9,400		370		480
	Ameriprise Financial Inc		3,600		237		414
	Amerisourcebergen Corp		7,300		288		513
	Anadarko Petro Corp		3,500		327		278
	Analog Devices Inc		12,111		483		617
	Andritz AG		1,060		41		67
	Anglo American		1,888		47		41
	Anheuser Busch Inbev		11,795		875		1,256
	Apple Inc		2,896		1,251		1,625
	Asahi Group Holdings LTD		700		15		20
	Asciano LTD		9,753		52		50
	ASML Holding NV		1,952		93		183
	Astellas Pharma		600		24		36
	Astrazeneca		5,139		251		304
	AT&T Inc		6,400		168		225
	ATCO LTD		1,252		56		55
	Aurizon Holdings LTD		19,380		80		85
	Australia and New Zealand Banking Group		7,121		181		206
	Avago Technologies LTD		8,100		349		428
	Aviva		4,242		27		32
	Baidu Inc		750		127		133
	Balfour Beatty		3,134		11		15

Lockheed Martin Corporation Salaried Savings Plan

Employer Identification Number 52-1893632, Plan Number 017

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)***

(in thousands, excluding shares or units)

December 31, 2013


(a)	(b) Identity of Issue, Borrower, Lessor, or Similar Party and Description	(c) Number of Shares or Units		(d) Cost		(e) Current Value
(a)		(c) Number of Shares or Units		(d) Cost		(e) Current Value

	Common Stock (continued)
	Banco Bradesco SA		10,497	$	157	$	131
	Banco Santander		17,731		132		159
	Bank of America Corp		37,100		454		578
	Bank of Montreal		1,190		73		79
	Bank of Nova Scotia		1,516		84		95
	Bank of Yokohama		6,000		28		33
	Barclays		43,181		182		194
	Barrick Gold Corp		2,357		81		42
	BASF		1,935		188		207
	Baxter International Inc		4,309		185		300
	Bayer AG		4,386		348		616
	Bayerische Motoren Werke AG		923		96		108
	BBVA		8,963		89		111
	BCE Inc		3,956		165		171
	Bed Bath & Beyond Inc		4,428		255		356
	Belgacom SA		2,015		54		60
	Berkshire Hathaway Inc		8,761		692		1,039
	BG Group PLC		19,487		433		419
	BHP Billiton LTD		5,112		173		174
	BHP Billiton PLC		4,948		145		153
	Biogen Idec Inc		2,528		409		707
	Blackrock Inc		762		132		241
	BNP Paribas		3,315		147		258
	Boeing Co		4,014		303		548
	BP PLC		89,878		659		727
	Brambles LTD		4,729		31		39
	Bridgestone Corp		1,400		35		53
	British American Tobacco		3,969		206		213
	British Sky Broadcasting Group		3,850		40		54
	Broadcom Corp		12,800		346		380
	BT Group		7,519		26		47
	Burberry Group		1,444		36		36
	Canon Inc		5,200		228		165
	Capital One Financial		4,100		290		314
	Celestica Inc		3,506		39		36
	Central Japan Railway		600		81		71
	Centrica		13,983		80		81
	Chevron Corp		5,700		451		712
	China Life Insurance Company LTD		595		24		28
	China Mobile LTD		370		20		19

Lockheed Martin Corporation Salaried Savings Plan

Employer Identification Number 52-1893632, Plan Number 017

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)***

(in thousands, excluding shares or units)

December 31, 2013


(a)	(b) Identity of Issue, Borrower, Lessor, or Similar Party and Description	(c) Number of Shares or Units		(d) Cost		(e) Current Value
(a)		(c) Number of Shares or Units		(d) Cost		(e) Current Value

	Common Stock (continued)
	Chubb Corp		2,400	$	131	$	232
	Chubu Electric Power Co Inc		3,200		48		41
	Chunghwa Telecom Co LTD		1,156		37		36
	Cie Financiere Richemont SA		4,265		238		426
	Cisco Systems Inc		18,200		365		409
	Citigroup Inc		9,993		405		521
	Citrix System Inc		10,100		581		639
	Clariant AG		4,400		76		81
	Coca Cola Co		16,100		479		665
	Colgate-Palmolive Co		9,300		400		606
	Coloplast AS		709		41		47
	Comcast Corp		13,349		569		666
	Comerica Inc		2,600		81		124
	Commonwealth Bank of Australia		1,841		99		128
	Compagnie de Saint Gobain SA		2,500		129		138
	Compass Group		6,363		64		102
	Consol Energy Inc		6,200		221		236
	Costco Wholesale Corp		3,800		251		452
	Covidien PLC		10,396		478		708
	Credit Suisse AG		7,945		249		244
	CVS Caremark Corp		5,200		166		372
	D R Horton Inc		23,042		497		514
	Daimler AG		543		46		47
	Daiwa Securities Group Inc		16,000		148		160
	Danone SA		1,012		67		73
	DBS Group Holdings		11,426		134		155
	Denso Corp		700		23		37
	Deutsche Bank AG		2,470		114		118
	Deutsche Post AG		1,259		31		46
	Deutsche Telekom AG		8,819		108		151
	Diageo PLC		8,128		199		269
	DNB ASA		8,200		100		147
	Don Quijote Holdings Co LTD		2,700		103		164
	E.On SE		5,993		113		111
	Eagle Material Inc		2,400		165		186
	East Japan Railway Co		1,500		109		120
	Eastman Chemical Co		2,900		202		234
	Ebara Corp		25,700		138		165
	Ebay Inc		10,900		469		598
	Eli Lilly & Co		1,187		45		61

Lockheed Martin Corporation Salaried Savings Plan

Employer Identification Number 52-1893632, Plan Number 017

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)***

(in thousands, excluding shares or units)

December 31, 2013


(a)	(b) Identity of Issue, Borrower, Lessor, or Similar Party and Description	(c) Number of Shares or Units		(d) Cost		(e) Current Value

	Common Stock (continued)
	EMC Corp		44,412	$	1,114	$	1,117
	Empire Company		856		67		58
	Enel Spa		6,665		28		29
	Ericsson		4,640		51		57
	Essilor International SA		260		23		28
	Estee Lauder Companies Inc		9,100		621		685
	Exxon Mobil Corp		12,652		951		1280
	Familymart Co		900		37		41
	Fanuc Corp		200		31		37
	Ford Motor Co		19,400		226		299
	Fortescue Metals Group LTD		4,828		25		25
	Fresenius SE&KGaA		1,620		145		249
	Franklin Resources Inc		4,600		225		266
	Gazprom Sponsor		5,221		48		45
	GDF Suez		5,530		150		130
	General Motors Co		4,800		170		196
	General Dynamics Corp		1,300		88		124
	General Electric Co		37,900		770		1062
	Gilead Sciences Inc		10,600		682		797
	Glaxosmithkline PLC		10,148		232		271
	Glencore Xstrata PLC		71,369		430		370
	Google Inc		1,472		1042		1650
	Hanesbrands Inc		3,600		181		253
	HCC Insurance Holdings Inc		2,600		73		120
	Heineken NV		976		52		66
	Helmerich & Payne Inc		3,683		268		310
	Hennes & Mauritz		2,053		69		95
	Hewlett Packard Co		22,000		516		616
	Hitachi		12,463		79		94
	Home Depot Inc		4,188		141		345
	Hon Hai Precision		2,648		15		14
	Honda Motor Co		6,600		260		272
	Honeywell International Inc		9,689		578		885
	Hoya Corp		2,200		55		61
	HSBC Holdings		31,654		317		347
	Huntington Bancshares Inc		25,600		215		247
	Iamgold Corp		7,623		78		25
	Iberdrola SA		15,296		89		98
	Imperial Tobacco		4,000		154		155
	Inditex		255		34		42

Lockheed Martin Corporation Salaried Savings Plan

Employer Identification Number 52-1893632, Plan Number 017

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)***

(in thousands, excluding shares or units)

December 31, 2013


(a)	(b) Identity of Issue, Borrower, Lessor, or Similar Party and Description	(c) Number of Shares or Units		(d) Cost		(e) Current Value

	Common Stock (continued)
	Industrial & Commercial Bank of China LTD		169,000	$	114	$	114
	Infineon Technologies AG		18,900		148		202
*	ING Groep NV		8,506		77		118
	Inpex Corporation		3,700		50		47
	Intact Financial Corp		892		53		58
	Intercontinental Hotels		1,078		36		36
	Intuit		7,121		450		543
	Investor AB		1,956		40		67
	Itochu Corp		3,500		44		43
	ITV		77,300		123		248
	Japan Tobacco Inc		9,900		294		322
	Jardine Matheson Holdings		2,400		133		126
	Johnson & Johnson		3,529		215		323
	Johnson Controls Inc		8,146		261		418
	JP Morgan Chase & Co		11,400		462		667
	Julius Baer Group		869		31		42
	Juniper Networks Inc		19,600		361		442
	Kansai Electric Power Co		3,300		45		38
	Kao Corp		2,900		95		91
	KBC Groep		4,600		137		261
	Kddi Corp		3,500		149		215
	Keppel Corp		13,900		94		123
	Keyence Corp		518		133		222
	Kirin Holdings Co		6,000		91		86
	Komatsu		1,300		34		26
	Koninklijke Ahold NV		3,065		53		55
	Koninklijke Dsm NV		19		1		1
	Koninklijke Philip		8,555		253		314
	Korea Electric Power Corp		1,930		24		32
	Kubota Corp		12,300		112		204
	Kyocera Corp		1,200		54		60
	Las Vegas Sands Corp		2,400		174		189
	Lawson Inc		500		39		37
	Legrand SA		3,600		153		199
	Liberty Global PLC		6,093		460		514
	Lloyds Banking Group		244,800		170		320
	London Stock Exchange Group		1,763		38		51
	L’Oreal		528		74		93
	Luxottica Group		527		28		28
	LVMH Moet Hennessy Louis Vuitton SA		476		78		87

Lockheed Martin Corporation Salaried Savings Plan

Employer Identification Number 52-1893632, Plan Number 017

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)***

(in thousands, excluding shares or units)

December 31, 2013


(a)	(b) Identity of Issue, Borrower, Lessor, or Similar Party and Description	(c) Number of Shares or Units		(d) Cost		(e) Current Value

	Common Stock (continued)
	Marathon Petroleum Corp		3,350	$	185	$	307
	Markel Corp Holding Co		1,231		547		714
	Marubeni Corp		4,000		31		29
	Mckesson Corp		2,192		360		354
	Mediaset		40,800		128		194
	Merck & Co Inc		1,017		49		51
	Merck KGAA		450		59		81
	MGM China Holdings LTD		11,600		37		50
	Michelin (CGDE)		3,228		239		344
	Mitsubishi Corp		2,800		60		54
	Mitsubishi Heavy Industries		7,000		43		43
	Mitsubishi UFJ Financial Group		30,499		150		201
	Mitsui & Co LTD		3,400		50		47
	Mizuho Financial Group		67,600		143		147
	Mondelez International Inc		40,488		932		1,429
	Monsanto Co		6,000		431		699
	Morgan Stanley		8,000		219		251
	MTN Group LTD		250		5		5
	Muenchener Rueckve		92		18		20
	National Australia Bank		4,300		113		134
	National Grid		8,656		101		113
	National Oilwell Varco		1,800		139		143
	Neopost		114		10		9
	Nestle SA		5,962		350		438
	Netapp Inc		10,300		439		424
	Newcrest Mining LTD		2,425		52		17
	Nextera Energy Inc		4,500		248		385
	Nike Inc		12,662		561		996
	Nintendo Co LTD		200		18		27
	Nippon Telegraph & Telephone Corp		3,100		149		167
	Nissan Motor Co LTD		12,900		137		108
	Nordea Bank AB		5,665		64		76
	Nordstrom Inc		1,900		72		117
	Novartis AG		9,431		582		755
	Novo-Nordisk AS		1,150		181		211
	NTT Docomo Inc		10,800		164		177
	Occidental Petroleum Corp		18,152		1,447		1,726
	Oracle Corp		26,823		733		1,026
	Orange		7,587		154		94
	Orix Corp		4,240		45		75

Lockheed Martin Corporation Salaried Savings Plan

Employer Identification Number 52-1893632, Plan Number 017

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)***

(in thousands, excluding shares or units)

December 31, 2013


(a)	(b) Identity of Issue, Borrower, Lessor, or Similar Party and Description	(c) Number of Shares or Units		(d) Cost		(e) Current Value

	Common Stock (continued)
	Osaka Gas Co LTD		18,000	$	77	$	71
	OSRAM Licht AG		102		3		6
	Owens Corning		8,800		356		358
	Pan American Silver Corp		1,776		36		21
	Partners Group Holding		163		35		44
	Pearson		1,564		24		35
	Pentair LTD		3,500		219		272
	Pepsico Inc		15,549		1,062		1,290
	Petsmart Inc		1,600		79		116
	Pfizer Inc		9,600		175		294
	Philip Morris International		4,500		405		392
	Portugal Telecom SGPS		5,879		29		26
	Potash Corp Saskatchewan Inc		10,200		398		336
	Prada Spa		17,600		101		157
	Praxair Inc		3,854		322		501
	Proassurance Corp		2,000		87		97
	Procter & Gamble		13,828		886		1,126
	Prudential Financial Inc		5,400		320		498
	Prudential PLC		18,179		198		403
	Qualcomm Inc		17,886		835		1,328
	Ralph Lauren Corp		2,622		442		463
	Randgold Resources		404		33		25
	Recall Holdings LTD		945		3		3
	Reckitt Benckiser Group PLC		1,827		112		145
	Renault SA		1,800		124		145
	Rentokil Initial		83,200		147		160
	Resona Holdings		6,100		32		31
	Rio Tinto LTD		9,557		547		547
	Roche Holdings AG Genusscheine		1,752		335		491
	Rolls Royce Holdings		12,834		230		271
	Ross Stores Inc		4,000		196		300
	Royal Bank of Canada		1,509		83		101
	Royal Dutch Shell		11,621		395		431
	RWE AG		753		22		28
	Ryohin Keikaku Co		1,900		153		206
	Sabmiller PLC		2,308		117		119
	Sainsbury PLC		4,321		27		26
	Sandisk Corp		2,700		167		190
	Sands China LTD		3,600		20		29
	Sandvik AB		2,818		39		40

Lockheed Martin Corporation Salaried Savings Plan

Employer Identification Number 52-1893632, Plan Number 017

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)***

(in thousands, excluding shares or units)

December 31, 2013


(a)	(b) Identity of Issue, Borrower, Lessor, or Similar Party and Description	(c) Number of Shares or Units		(d) Cost		(e) Current Value

	Common Stock (continued)
	Sanofi		6,627	$	531	$	705
	Santen Pharmceutical Co		800		29		37
	SAP AG		3,515		220		302
	Schlumberger LTD		7,248		505		653
	Seadrill LTD		4,847		164		198
	Sensata Technologies Holdings		10,597		406		411
	Seven & I Holdings Co LTD		2,800		87		111
	SGS SA		99		161		228
	Shaw Communications		3,776		93		92
	Shin-Etsu Chemical		600		32		35
	Shire PLC		3,690		121		174
	Shoppers Drug Mart Company		1,106		50		61
	Siemens AG		1,192		125		163
	Singapore Telecommunications		16,000		39		46
	SJM Holdings LTD		24,698		61		83
	Skand Enskilda Banken		2,946		27		39
	Skanska AB		1,622		30		33
	SMC Corp		600		98		151
	Smith & Nephew		8,922		90		127
	Sodexho		465		34		47
	Softbank Corp		4,500		160		394
	SPX Corp		2,100		162		209
	SSE PLC		2,894		67		66
	St. Jude Medical Inc		7,989		302		495
	Standard Chartered PLC		9,261		227		209
	Starbucks Corp		10,746		521		842
	State Street Corp		8,022		538		589
	Statoil ASA		11,045		258		268
	Stryker Corp		5,300		291		398
	Sumitomo Corp		4,300		56		54
	Sumitomo Mitsui Financial Group		11,599		451		598
	Sumitomo Mitsui Trust Holdings Inc		18,840		86		99
	Suzuki Motor Corp		2,600		62		70
	Svenska Cellulosa AB		3,087		78		95
	Svenska Handelsbkn		830		34		41
	Swatch Group		45		26		30
	Swedbank AG		1,507		25		42
	Swedish Match		785		25		25
	Swisscom AG		111		56		59
	Syngenta AG		1,055		331		422

Lockheed Martin Corporation Salaried Savings Plan

Employer Identification Number 52-1893632, Plan Number 017

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)***

(in thousands, excluding shares or units)

December 31, 2013


(a)	(b) Identity of Issue, Borrower, Lessor, or Similar Party and Description	(c) Number of Shares or Units		(d) Cost		(e) Current Value

	Common Stock (continued)
	Takeda Pharmaceutical Co		1,200	$	56	$	55
	TE Connectivity LTD		4,300		214		237
	Teck Resources LTD		2,701		64		70
	Tele2 AB		12,100		147		137
	Telefonica SA		10,742		171		175
	Telenor ASA		2,049		37		49
	Teliasonera AB		8,033		64		67
	Telstra Corp LTD		19,760		92		93
	Telus Corp		1,711		53		59
	Tesco		23,360		139		129
	Teva Pharmaceutical Industries		8,425		405		338
	The Priceline Group Inc		345		328		401
	Thermo Fisher Corp		9,938		672		1,107
	TJX Companies Inc		8,700		268		554
	Tokio Marine Holdings Inc		7,600		217		254
	Tokyo Gas Co LTD		16,000		87		79
	Total SA		11,344		599		696
	Toyo Suisan Kaisha		1,000		31		30
	Toyota Motor Corp		8,100		414		495
	Transalta Corp		4,423		84		56
	Transcanada Corp		1,417		62		65
	Transdigm Group Inc		4,309		644		694
	Treasury Wine Estates		43,500		240		188
	Turkiye Garanti Bankasi		3,494		14		11
	Twenty-First Century Fox Inc		21,277		583		749
	Tyson Foods Inc (Delaware)		12,000		343		402
	UBS AG		8,249		147		157
	Unicharm Corp		700		44		40
	Unicredit SPA		27,000		167		200
	Unilever N V New York		10,955		420		441
	Unilever NV CVA		4,382		156		177
	Unilever PLC		7,375		217		303
	Union Pacific Corp		2,541		253		427
	United Parcel Service Inc		8,500		604		893
	United Technologies Corp		6,230		445		709
	United Health Group Inc		6,400		233		482
	Universal Health Services Inc		5,800		364		471
	United Oversea Bank		3,000		53		50
	Visa Inc		5,019		414		1,118
	Vivendi SA		3,284		81		87

Lockheed Martin Corporation Salaried Savings Plan

Employer Identification Number 52-1893632, Plan Number 017

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)***

(in thousands, excluding shares or units)

December 31, 2013


(a)	(b) Identity of Issue, Borrower, Lessor, or Similar Party and Description	(c) Number of Shares or Units		(d) Cost		(e) Current Value

	Common Stock (continued)
	Vodafone Group		172,142	$	494	$	676
	Volvo AB		11,600		164		152
	Wal-Mart De Mexico		711		20		19
	Walt Disney Co		17,004		615		1,299
	Wells Fargo & Co		28,100		933		1,275
	Wesfarmers LTD		2,273		80		90
	West Japan Railway		2,100		94		91
	Westpac Banking Corp		3,156		76		91
	Wirecard AG		5,584		83		221
	WM Morrison Supermarkets PLC		22,981		99		99
	Woolworths LTD		1,811		50		55
	WPP PLC		17,500		192		400
	Wynn Macau LTD		22,083		61		100
	Yamada Denki Co LTD		5,900		26		19
	Yamato Holdings		1,200		25		24
	Zurich Insurance Group AG		455		99		132

	Total Common Stock			$	78,259	$	101,709

	Preferred Stock
	Itau Unibanco Holding SA		2,116	$	29	$	29
	Petroleo Brasileiro Petrobras SA		1,387		25		20
	Rolls Royce Holdings		1,103,724		—		2
	Volkswagen AG		1,006		207		283

	Total Preferred Stock			$	261	$	334

	Value of Interest in Registered Investment Companies
	China Large-Cap ETF		2,740	$	98	$	105
	Ishares Core MSCI Emerging Markets ETF		141,200		7,300		7,033
	Ishares India 50 ETF		1,027		23		24
	Ishares MSCI Germany ETF		4,143		131		132
	Ishares MSCI Malaysia Free ETF		670		10		10
	Ishares MSCI South Korea Capped ETF		7,571		436		490
	Ishares MSCI Switzerland Capped ETF		9,970		319		329
	Ishares MSCI United Kingdom ETF		2,279		47		47
	MSCI Emerging Markets Index Fund		13,678		552		571
*	Northern Institutional Funds Government Portfolio		97,888,821		97,889		97,889
	Powershares DB Commodity Index Tracking Fund		55,000		1,521		1,411
	S&P Latin America 40 Index Fund		156		7		6
	Van Eck International Investor Gold Fund		104		3		1
	Vanguard FTSE Developed Markets ETF		270,300		8,779		11,266

	Total Value of Interest in Registered Investment Companies			$	117,115	$	119,314

Lockheed Martin Corporation Salaried Savings Plan

Employer Identification Number 52-1893632, Plan Number 017

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)***

(in thousands, excluding shares or units)

December 31, 2013


(a)	(b) Identity of Issue, Borrower, Lessor, or Similar Party and Description	(c) Number of Shares or Units		(d) Cost		(e) Current Value

	Cash		—	$	12,010	$	12,010

	Other Investments
	American Tower Corp		18,696	$	1,182	$	1,492
	Brazil 10% Bonds due 01/01/2017		2,155		914		907
	Brazil 10% Treasury Notes due 01/01/2021		425		199		165
	Brazil 6% Index-Linked Notes due 05/15/2045		75		98		71
	Brookfield Renewable Energy Partners LP		892		24		23
	Extra Space Storage Inc Com		3,800		162		160
	Germany1.5% Bonds due 02/15/2023		200,000		266		268
	Mexico 3.5% Bonds Due 12/14/2017		21,950		911		918
	Mexico 7.75% Notes Due 11/13/2042		20,900		161		163
	Mexico 8.5% Bonds Due 11/18/2038		36,050		317		306
	Mirvac Group Stapled Securities		61,238		82		92
	Simon Property Group Inc		1,600		153		244
	SL Green Realty Corp		2,000		179		185
	Stockland Stapled Units		20,604		77		67
	Westfield Group Stapled Units		10,755		104		97

	Total Other Investments			$	4,829	$	5,158


	Total 401(h) account**			$	316,386	$	339,509


*	Notes receivable from participants (Interest rates ranging from 3.25% to 10.50%; varying maturities)			$	—	$	235,704

*	Party-in-interest for which a statutory exemption exists.

**	The 401(h) account’s net assets include interest and dividends receivable of $1,441,000 and pending trades receivable of $16,806,000 and payable of $17,086,000.

***	This schedule reflects the assets held in the 401(h) account and notes receivable from participants and excludes assets held in the Lockheed Martin Corporation Defined Contribution Plans Master Trust.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, Lockheed Martin Corporation, as Plan Administrator, has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.


	Lockheed Martin Corporation Salaried Savings Plan, by Lockheed Martin Corporation as Plan Administrator

Date: June 24, 2014	by:	/s/ Robin L. LaChapelle
		Robin L. LaChapelle, Vice President,
		Total Rewards and Performance Management

EXHIBIT INDEX


Exhibit Number		Description

23		Consent of Independent Registered Public Accounting Firm