As filed with the Securities and Exchange Commission on May 22, 2001
Registration No. 333-06255
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------------------
POST-EFFECTIVE AMENDMENT NO. 1
TO FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
--------------------
LOCKHEED MARTIN CORPORATION
(Exact name of registrant as specified in its charter)
MARYLAND 52-1893632
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6801 ROCKLEDGE DRIVE
BETHESDA, MARYLAND 20817
(Address of principal executive offices)
--------------------
LOCKHEED MARTIN ENERGY SYSTEMS, INC. SAVINGS PROGRAM
(Full Title of Plan)
--------------------
MARIAN S. BLOCK, ESQUIRE
VICE PRESIDENT AND ASSOCIATE GENERAL COUNSEL
LOCKHEED MARTIN CORPORATION
6801 ROCKLEDGE DRIVE
BETHESDA, MARYLAND 20817
(301) 897-6000
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
================================================================================
EXPLANATORY STATEMENT
On June 18, 1996, Lockheed Martin Corporation (the "Corporation") filed a
Registration Statement on Form S-8 (Reg. No. 333-06255) (the "Registration
Statement") registering 1,000,000 shares of Lockheed Martin Corporation Common
Stock, and an indeterminate number of plan interests, for use in connection with
the Lockheed Martin Energy Systems, Inc. Savings Program (the "Plan").
Effective November 1, 2000, the Corporation transferred the Plan to, and the
Plan was assumed by, BWXT Y-12, LLC as a result of the participants in the Plan
becoming employees of BWXT Y-12, LLC. As a consequence of the transfer and
assumption of the Plan described in the preceding sentence, shares of Lockheed
Martin Corporation Common Stock previously registered on the Registration
Statement for use in connection with the Plan and not already issued will not be
issued in connection with the Plan by the Corporation.
Pursuant to the Corporation's undertakings in the Registration Statement,
the Corporation is filing this Post-Effective Amendment No. 1 to the
Registration Statement to remove from registration under the Registration
Statement the shares of Lockheed Martin Corporation Common Stock registered
thereunder which will not be issued in connection with the Plan.
Item 8. Exhibits.
---------
Exhibit No. Description
---------- -----------
24 Powers of Attorney (incorporated by reference to Exhibit
No. 24 to Registration Statement on Form S-8 (Reg. No.
333-06255) filed with the Commission on June 18, 1996).
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Post-Effective
Amendment No. 1 to Registration Statement No. 333-06255 to be signed on its
behalf by the undersigned, thereunto duly authorized, in the County of
Montgomery, State of Maryland and on the date indicated below.
LOCKHEED MARTIN CORPORATION
Date: May 22, 2001
By: /s/ Marian S. Block
-----------------------------------
Marian. S. Block
Vice President and Associate
General Counsel
Pursuant to the requirements of the Securities Act of 1933, the Trustees
(or other persons who administer the Plan) have duly caused this Post-Effective
Amendment No. 1 to Registration Statement No. 333-06255 to be signed on its
behalf by the undersigned, thereunto duly authorized, in the County of
Montgomery, State of Maryland and on the date indicated below.
LOCKHEED MARTIN ENERGY SYSTEMS, INC.
SAVINGS PROGRAM
Date: May 22, 2001 /s/ Norman E. Sparks
--------------------------------------
By: Norman E. Sparks
Plan Administrator
Pursuant to the requirements of the Securities Act of 1933, this Post
Effective Amendment No. 1 to Registration Statement on Form S-8 (Reg. No. 333-
06255) has been signed below by the following persons on behalf of the
Corporation and in the capacities and on the date indicated.
Signature Title Date
--------- ----- ----
/s/ Vance D. Coffman Chairman and Chief Executive May 22, 2001
---------------------------- Officer and Director
Vance D. Coffman (Principal Executive Officer)
/s/ Christopher E. Kubasik Vice President and Chief May 22, 2001
---------------------------- Financial Officer and Acting
Christopher E. Kubasik Controller (Principal
Financial Officer and
Principal Accounting Officer)
This Post Effective Amendment No. 1 to Registration Statement on Form S-8 (Reg.
No. 333-06255) also has been signed on the date indicated by the following
directors, who constitute a majority of the Board of Directors:
Norman R. Augustine* Caleb B. Hurtt*
Marcus C. Bennett* Gwendolyn S. King*
Vance D. Coffman* Eugene F. Murphy*
James F. Gibbons* Frank Savage*
James R. Ukropina*
Douglas C. Yearley*
By: /s/Marian S. Block
----------------------------
*Marian S. Block May 22, 2001
(Attorney-in-fact**)
** By authority of Powers of Attorney incorporated by reference into this Post
Effective Amendment No. 1 to Registration Statement on Form S-8.
EXHIBIT INDEX
Exhibit
Number Description
------ -----------
24 Powers of Attorney (incorporated by reference to Exhibit
No. 24 to Registration Statement on Form S-8 (Reg.
No. 333-06255) filed with the Commission on June 18, 1996).