LMT » Topics » [CHECK A OR B AS APPLICABLE.]

This excerpt taken from the LMT 8-K filed Aug 31, 2006.

[CHECK A OR B AS APPLICABLE.]

 

¨ A.    We are a non-U.S. person (within the meaning of Regulation S under the Securities Act of 1933, as amended).

 

¨ B.    We are a U.S. person (within the meaning of Regulation S under the Securities Act of 1933, as amended) that purchased the Securities in a transaction that did not require registration under the Securities Act of 1933, as amended.

 

F-1


You and the Corporation are entitled to rely upon this Certificate and are irrevocably authorized to produce this Certificate or a copy hereof to any interested party in any administrative or legal proceeding or official inquiry with respect to the matters covered hereby.

 

Very truly yours,

[NAME OF BENEFICIAL OWNER]

By:

 

 

 

Name:

 

Title:

 

Address:

Date:                         

[FORM II]

Certificate of Beneficial Ownership

 

To:

 

[                ]

 

 

 

 

Attention: Corporate Trust Administration

 

  Re: Lockheed Martin Corporation

6.15% Notes due 2036 (the “Securities”)

Issued under the Indenture (the “Indenture”) dated as

as of August 30, 2006 relating to the Securities

Ladies and Gentlemen:

This is to certify that based solely on certifications we have received in writing or by electronic transmission from Institutions appearing in our records as persons being entitled to a portion of the principal amount of Securities represented by an Offshore Global Security issued under the above-referenced Indenture, that as of the date hereof, $             principal amount of Securities represented by the Offshore Global Security being submitted herewith for exchange is beneficially owned by persons that are either (i) non-U.S. persons (within the meaning of Regulation S under the Securities Act of 1933, as amended) or (ii) U.S. persons that purchased the Securities in a transaction that did not require registration under the Securities Act of 1933, as amended.

We further certify that (i) we are not submitting herewith for exchange any portion of such Offshore Global Security excepted in such certifications and (ii) as of the date hereof we have not received any notification from any Institution to the effect that the statements made by such Institution with respect to any portion of such Offshore Global Security submitted herewith for exchange are no longer true and cannot be relied upon as of the date hereof.

 

F-2


You and the Corporation are entitled to rely upon this Certificate and are irrevocably authorized to produce this Certificate or a copy hereof to any interested party in any administrative or legal proceeding or official inquiry with respect to the matters covered hereby.

 

Yours faithfully,

[Name of DTC Participant]

By:

 

 

 

Name:

 

Title:

 

Address:

Date:                         

 

F-3


"[CHECK A OR B AS APPLICABLE.]" elsewhere:

Seagate Technology plc (STX)
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