Supplemental Savings Plan Of Lockheed Corporation

EXHIBIT 10.10


SUPPLEMENTAL SAVINGS PLAN
OF
LOCKHEED CORPORATION


(AS AMENDED AND RESTATED MARCH 15, 1995)


ARTICLE I


PURPOSE OF THE PLAN


This Plan is established to supplement the benefits of certain employees under the Lockheed Salaried Employees Savings Plan Plus ("Savings Plan") whose benefits are reduced by (1) the limitation on Annual Additions under Code Section 415 and (2) the compensation limit under Code Section 401(a)(17). It is intended that this Plan shall be an Excess Benefit Plan as defined in Section 3 (36) of the Employee Retirement Income Security Act of 1974.


The terms and definitions used in the Savings Plan are incorporated by reference in this Plan unless superseded by this Plan's terms.


ARTICLE II


DEFINITIONS


1. PLAN -- Supplemental Savings Plan of Lockheed Corporation


2. ANNUAL ADDITION -- The term defined in Section 5.02(c)(1) of the Savings Plan.


3. BOARD OF DIRECTORS -- The Board of Directors of Lockheed Corporation.


4. CODE -- The Internal Revenue Code of 1986, as amended from time to time.


5. COMMITTEE -- The Management Development and Compensation Committee of the Board of Directors appointed by the Board of Directors.


6. CORPORATION -- Lockheed Corporation and its Subsidiaries.


7. PARTICIPANT -- Any employee who meets the Article III eligibility requirements.


8. SAVINGS PLAN -- The Lockheed Salaried Employees Savings Plan Plus.


9. EXCESS SAVINGS AMOUNT -- The amount a Participant specifies to be credited to the Participant's Account in lieu of paying such amount to the Participant in cash, in accordance with the Participant's election to defer such payment.


ARTICLE III


ELIGIBILITY FOR PARTICIPATION


Employees of the Corporation who are Participants in the Savings Plan and (1) whose benefits in that Plan are affected by (a) the Annual Additions limitation of Code Section 415 or (b) the Code Section 401(a) (17) compensation limit, or (2) who, prior to August 29, 1994, entered into a Termination Benefits Agreement with Lockheed Corporation, may participate in the Plan. No member of the Committee shall be eligible to participate in the Plan.


1 2


ARTICLE IV


PLAN BENEFITS


Each Participant shall be entitled to receive a benefit under this Plan which is the difference between the Participant's benefit under the Savings Plan and the approximate benefits that would have been payable under that Plan except for (1) the limitations on Annual Additions to a Participant's Account under Code Section 415, as provided in Section 5.02 of the Savings Plan, and/or (2) the Elective Deferral limitation of Code Section 402(g), and/or the compensation limit under Code Section 401(a)(17). In addition, if a Participant becomes entitled to the benefits described in Section 6(c) of his or her Termination Benefits Agreement on account of the merger of Lockheed Corporation contemplated by the Agreement and Plan of Reorganization, dated as of August 29, 1994, by and among Lockheed Martin Corporation, Martin Marietta Corporation, and Lockheed Corporation, such benefits shall be paid at the same time and in the same manner as the other benefits payable under this Plan.


ARTICLE V


EXCESS SAVINGS AMOUNT


1. An eligible employee may become a Participant by Filing With the Committee documents specifying the Excess Savings Amount to be deducted from his wages and credited to his Participant's Account. The Excess Savings Amount deducted and credited shall be equal to the difference between the percentage requested by the Participant on the election form in accordance with Section 3 of the Savings Plan and


(a) the Participant's actual Elective Deferral Percentage under the
Savings Plan as limited by the Annual Additions limit, or


(b) the Participant's actual Elective Deferral Percentage under the
Savings Plan as limited by the Code Section 402(g) Elective Deferral limit,
or


(c) the Code Section 401(a)(17) compensation limit.


2. Such amount shall be effective coincident with the effective date of the Participant's Elective Deferral under the Savings Plan, and shall be irrevocable for that Plan Year.


ARTICLE VI


PARTICIPANT'S ACCOUNT


A separate Participant's Account shall be maintained for each Participant which shall show in dollars (1) the Excess Savings Amount specified by the Participant and (2) the corresponding Corporation Matching Contributions, and in terms of Units, (3) the portion of the Participant's Account in the Bond Fund, the Securities Fund, and/or the short term investment fund ("STIF Fund") (the "Funds"). The Units shall be valued in accordance with the procedures followed in the Savings Plan.


ARTICLE VII


CORPORATION MATCHING CONTRIBUTION


When the Participant's Excess Savings Amounts are credited to his Participant's Account, the Corporation will contribute for credit to the account an amount equal to sixty percent (60%) of such Excess Savings Amounts. The Corporation Matching Contributio ...