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GE AEROSPACE TO MERGE INTO MARTIN MARIETTA TO CREATE BROADLY DIVERSIFIED GLOBAL TECHNOLOGY LEADER

 WASHINGTON, Nov. 23 ~PRNewswire~ -- The Martin Marietta Corporation (NYSE: ML) and General Electric Company (NYSE: GE) announced today that they have reached a definitive agreement to merge GE's Aerospace businesses into Martin Marietta. The merger will combine two of the nation's leading aerospace research and development organizations and will expand the new Martin Marietta's competitive position in such diversified markets as space, communications, defense, electronics, information, technical services, materials and energy.
 With the addition of the GE operations, Martin Marietta's annual revenues will nearly double, approaching $11 billion, including approximately $3 billion in sales from commercial and civil government customers. Martin Marietta's backlog will increase to $19 billion, not including $9 billion in Department of Energy operating contracts. Martin Marietta's employment will be about 94,000 people, including 27,000 engineers and scientists.
 The transaction is valued at $3.05 billion. GE will receive cash and $1 billion in convertible preferred stock in Martin Marietta. Martin Marietta will support GE's nomination of two additional members to its expanded board of directors.
 Norman R. Augustine, chairman and chief executive officer of Martin Marietta, and John F. Welch, Jr., chairman and chief executive officer of General Electric, said the merger is "a significant milestone in the creation of stronger, healthier, more competitive companies as the aerospace industries undergo necessary consolidation.
 "We expect substantial benefits for our customers, shareowners and employees as a result of this agreement," Augustine and Welch said. "The GE and Martin Marietta businesses are very complementary. Through the more efficient use of facilities and resources and with the application of a broader range of advanced technologies, Martin Marietta will enhance its effectiveness in meeting the nation's substantial ongoing national security and commercial aerospace requirements. The new company will be a lower cost, more competitive and more innovative global supplier."
 The GE Aerospace businesses that will join Martin Marietta are major suppliers of satellites, radar and sonar systems, simulation systems, communications systems, government technical services and other aerospace and defense systems. Revenue from these operations in 1991 exceeded $6 billion. The merger also provides for Martin Marietta's use of General Electric's Corporate Research and Development Center as part of a continuing cooperative agreement between the two firms.
 Augustine said: "This agreement brings together two outstanding organizations to create an even stronger one and will have both immediate and long-term value. We often have been partners with GE Aerospace and we have a great deal of admiration for its excellent employees as well as for the quality of their technology and products. This new Martin Marietta meets our three strategic objectives for continued prosperity: strengthening of our core businesses, expansion into closely-related civil and commercial markets, and enhancement of shareowner value."
 Welch said: "This merger is consistent with a belief central to GE management strategy over the past decade: that businesses must be number-one or number-two in their marketplace to succeed in the highly competitive global arena, or have a way of getting there. This merger will allow the new company to walk into the global arena as number-one in its industry, with twice the resources and a fraction of the overhead of the two companies that created it. We at GE have a long-term commitment to this new company. The agreement presents a unique opportunity for GE Aerospace employees to be part of a dynamic enterprise that is well-positioned for the challenging business environment ahead."
 The merger has been approved by both Martin Marietta's and General Electric's Boards of Directors. It is subject to government review and the approval of Martin Marietta shareowners. The transaction is expected to close during the first half of 1993.
 Included in the transaction are GE Aerospace, headquartered in Valley Forge, Pa., and with major locations in Syracuse, Binghamton and Utica, N.Y.; Moorestown, Cherry Hill, East Windsor and Camden, N.J.; Pittsfield, Mass.; Burlington, Vt.; and Daytona Beach, Fla. Also included in the transaction are GE Government Services, headquartered in Cherry Hill, N.J.; Knolls Atomic Power Laboratory in Niskayuna, N.Y.; and the Machinery Apparatus Operation in Schenectady, N.Y.
 Martin Marietta sales were $6.1 billion in 1991. Principal products and services include aerospace, electronics, information management, energy and materials for construction and industrial applications.
 -0- 11~23~92 R
 ~CONTACT: Phil Giaramita of Martin Marietta, 301-897-6121 or (home) 703-450-7990; or Bruce Bunch, 203-373-2039, or (home) 203-263-5595, or George Jamison, 203-373-3044, or (home) 203-426-7912, both of General Electric Company~
 (GE ML)


CO: General Electric Company; Martin Marietta Corporation ST: District of Columbia IN: SU:

GK -- NY008R -- 0434 11~23~92 11:07 EST
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Date:Nov 23, 1992
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