Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On July 14, 2009, the Board of Directors of each of L-3 Communications
Holdings, Inc. and L-3 Communications Corporation (together, the "Company")
elected Lewis Kramer to serve as a Class III director of the Company. Mr. Kramer
was appointed to serve on the Audit Committee. The Company expects Mr. Kramer to
stand for election at the annual meeting of stockholders in April 2010.
Mr. Kramer's compensation for his services as a director will be consistent with
that of the Company's other non-employee directors. Other than the standard
compensation arrangements, there are no arrangements or understandings between
Mr. Kramer and any other person pursuant to which he was elected as a director.
Mr. Kramer is not a party to any transaction with the Company that would require
disclosure under item 404(a) of Regulation S-K.
L-3 Communications Holdings, Inc. issued a press release on June 14, 2009,
announcing the election of Mr. Kramer. The press release is attached hereto as
Exhibit 99.1.