10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 26, 2014

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                 to                 

Commission file numbers 001-14141 and 333-46983

L-3 COMMUNICATIONS HOLDINGS, INC.

L-3 COMMUNICATIONS CORPORATION

(Exact names of registrants as specified in their charters)

Delaware	13-3937434 and 13-3937436
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Nos.)
600 Third Avenue, New York, NY	10016
(Address of principal executive offices)	(Zip Code)

(212) 697-1111

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days.    x  Yes    ¨  No

Indicate by check mark whether the registrants have submitted electronically and posted on their corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrants were required to submit and post such files).    x  Yes    ¨  No

Indicate by check mark whether the registrant, L-3 Communications Holdings, Inc., is a large accelerated filer, accelerated filer, non-accelerated filer, or smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant, L-3 Communications Corporation, Inc., is a large accelerated filer, accelerated filer, non-accelerated filer, or smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	x  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrants are shell companies (as defined in Rule 12b-2 of the Act).    ¨  Yes    x  No

There were 85,133,193 shares of L-3 Communications Holdings, Inc. common stock with a par value of $0.01 outstanding as of the close of business on October 24, 2014.

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

INDEX TO QUARTERLY REPORT ON FORM 10-Q

For the quarterly period ended September 26, 2014

		Page No.
	PART I — FINANCIAL INFORMATION
ITEM 1.	Financial Statements
	Condensed Consolidated Balance Sheets as of September 26, 2014 (Unaudited) and December 31, 2013		1
	Unaudited Condensed Consolidated Statements of Operations for the Quarterly and Year-to-Date periods ended September 26, 2014 and September 27, 2013		2
	Unaudited Condensed Consolidated Statements of Comprehensive Income for the Quarterly and Year-to-Date periods ended September 26, 2014 and September 27, 2013		4
	Unaudited Condensed Consolidated Statements of Equity for the Year-to-Date periods ended September 26, 2014 and September 27, 2013		5
	Unaudited Condensed Consolidated Statements of Cash Flows for the Year-to-Date periods ended September 26, 2014 and September 27, 2013		6
	Notes to Unaudited Condensed Consolidated Financial Statements		7
ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		41
ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk		62
ITEM 4.	Controls and Procedures		62
	PART II — OTHER INFORMATION
ITEM 1.	Legal Proceedings		65
ITEM 1A.	Risk Factors		65
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds		66
ITEM 6.	Exhibits		66
Signature			67

PART I — FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions, except share data)

	(Unaudited) September 26, 2014			December 31, 2013
ASSETS
Current assets:
Cash and cash equivalents	$	508		$	500
Billed receivables, net of allowances of $24 in 2014 and $26 in 2013		871			991
Contracts in process		2,546			2,431
Inventories		371			359
Deferred income taxes		145			147
Other current assets		215			166
Total current assets		4,656			4,594
Property, plant and equipment, net		1,072			1,042
Goodwill		7,784			7,796
Identifiable intangible assets		263			285
Deferred debt issue costs		28			24
Other assets		238			247
Total assets	$	14,041		$	13,988
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable, trade	$	415		$	541
Accrued employment costs		577			545
Accrued expenses		400			458
Advance payments and billings in excess of costs incurred		609			576
Income taxes		25			31
Other current liabilities		366			383
Total current liabilities		2,392			2,534
Pension and postretirement benefits		684			727
Deferred income taxes		649			635
Other liabilities		399			406
Long-term debt		3,938			3,630
Total liabilities		8,062			7,932
Commitments and contingencies (see Note 18)
Equity:
L-3 shareholders’ equity:
L-3 Communications Holdings, Inc.’s common stock: $.01 par value; 300,000,000 shares authorized, 85,053,114 shares outstanding at September 26, 2014 and 85,828,485 shares outstanding at December 31, 2013 (L-3 Communications Corporation’s common stock: $.01 par value, 100 shares authorized, issued and outstanding)		5,736			5,653
L-3 Communications Holdings, Inc.’s treasury stock (at cost), 69,683,610 shares at September 26, 2014 and 66,118,406 shares at December 31, 2013		(5,701	)		(5,288	)
Retained earnings		6,028			5,726
Accumulated other comprehensive loss		(160	)		(110	)
Total L-3 shareholders’ equity		5,903			5,981
Noncontrolling interests		76			75
Total equity		5,979			6,056
Total liabilities and equity	$	14,041		$	13,988

See notes to unaudited condensed consolidated financial statements

1

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions, except per share data)

	Third Quarter Ended
	September 26, 2014			September 27, 2013
Net sales:
Products	$	1,644		$	1,697
Services		1,296			1,305
Total net sales		2,940			3,002
Cost of sales:
Products		(1,480	)		(1,487	)
Services		(1,203	)		(1,209	)
Total cost of sales		(2,683	)		(2,696	)
Operating income		257			306
Interest expense		(47	)		(44	)
Interest and other income, net		5			4
Income before income taxes		215			266
Provision for income taxes		(58	)		(62	)
Net income	$	157		$	204
Net income attributable to noncontrolling interests		(3	)		(4	)
Net income attributable to L-3	$	154		$	200
Earnings per share attributable to L-3 Holdings’ common shareholders:
Basic	$	1.81		$	2.23
Diluted	$	1.78		$	2.19
Cash dividends paid per common share	$	0.60		$	0.55
L-3 Holdings’ weighted average common shares outstanding:
Basic		85.1			89.6
Diluted		86.6			91.3

See notes to unaudited condensed consolidated financial statements

2

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions, except per share data)

	Year-to-Date Ended
	September 26, 2014			September 27, 2013
Net sales:
Products	$	4,991		$	5,321
Services		3,925			4,067
Total net sales		8,916			9,388
Cost of sales:
Products		(4,498	)		(4,732	)
Services		(3,636	)		(3,750	)
Total cost of sales		(8,134	)		(8,482	)
Operating income		782			906
Interest expense		(129	)		(131	)
Interest and other income, net		14			14
Income before income taxes		667			789
Provision for income taxes		(197	)		(217	)
Net income	$	470		$	572
Net income attributable to noncontrolling interests		(9	)		(6	)
Net income attributable to L-3	$	461		$	566
Earnings per share attributable to L-3 Holdings’ common shareholders:
Basic	$	5.38		$	6.30
Diluted	$	5.21		$	6.20
Cash dividends paid per common share	$	1.80		$	1.65
L-3 Holdings’ weighted average common shares outstanding:
Basic		85.7			89.9
Diluted		88.4			91.3

See notes to unaudited condensed consolidated financial statements

3

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions)

	Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
Net income	$	157		$	204		$	470		$	572
Other comprehensive (loss) income:
Foreign currency translation adjustments		(63	)		34			(57	)		(18	)
Unrealized (losses) gains on hedging instruments(1)		(3	)		3			—			(1	)
Pension and postretirement benefit plans:
Amortization of net loss and prior service cost previously recognized(2)		2			13			7			40
Total other comprehensive (loss) income		(64	)		50			(50	)		21
Comprehensive income		93			254			420			593
Comprehensive income attributable to noncontrolling interests		(3	)		(4	)		(9	)		(6	)
Comprehensive income attributable to L-3	$	90		$	250		$	411		$	587

⁽¹⁾  Amounts are net of income tax benefits of $1 million and income taxes of $1 million for the quarterly periods ended September 26, 2014 and September 27, 2013, respectively, and an income tax benefit of $1 million for the year-to-date period ended September 27, 2013.

⁽²⁾  Amounts are net of income taxes of $1 million and $7 million for the quarterly periods ended September 26, 2014 and September 27, 2013, respectively, and income taxes of $4 million and $23 million for the year-to-date periods ended September 26, 2014 and September 27, 2013, respectively.

See notes to unaudited condensed consolidated financial statements

4

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(in millions, except per share data)

	L-3 Holdings’ Common Stock					Additional Paid-in Capital									Accumulated Other Comprehensive (Loss) Income
	Shares Outstanding			Par Value					Treasury Stock			Retained Earnings						Noncontrolling Interests			Total Equity
For the Year-to-Date Period Ended September 26, 2014:
Balance at December 31, 2013		85.8		$	1	$	5,652		$	(5,288	)	$	5,726		$	(110	)	$	75		$	6,056
Net income													461						9			470
Other comprehensive loss																(50	)					(50	)
Distributions to noncontrolling interests																			(8	)		(8	)
Cash dividends paid on common stock ($1.80 per share)													(155	)								(155	)
Shares issued:
Employee savings plans		1.0					105															105
Exercise of stock options		1.1					102															102
Employee stock purchase plan		0.3					18															18
Stock-based compensation expense							39															39
Treasury stock purchased		(3.6	)							(413	)											(413	)
Retirement of Convertible Contingent Debt Securities							(160	)														(160	)
Other		0.5					(21	)					(4	)								(25	)
Balance at September 26, 2014		85.1		$	1	$	5,735		$	(5,701	)	$	6,028		$	(160	)	$	76		$	5,979
For the Year-to-Date Period Ended September 27, 2013:
Balance at December 31, 2012		90.4		$	1	$	5,313		$	(4,488	)	$	5,175		$	(550	)	$	76		$	5,527
Net income													566						6			572
Other comprehensive income																21						21
Distributions to noncontrolling interests																			(7	)		(7	)
Cash dividends paid on common stock ($1.65 per share)													(149	)								(149	)
Shares issued:
Employee savings plans		1.3					97															97
Exercise of stock options		1.3					90															90
Employee stock purchase plan		0.5					18															18
Stock-based compensation expense							42															42
Treasury stock purchased		(4.8	)							(404	)											(404	)
Other		0.3					(6	)					(3	)								(9	)
Balance at September 27, 2013		89.0		$	1	$	5,554		$	(4,892	)	$	5,589		$	(529	)	$	75		$	5,798

See notes to unaudited condensed consolidated financial statements

5

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

	Year-to-Date Ended
	September 26, 2014			September 27, 2013
Operating activities:
Net income	$	470		$	572
Depreciation of property, plant and equipment		127			122
Amortization of intangibles and other assets		38			36
Deferred income tax provision		91			38
Stock-based employee compensation expense		39			42
Contributions to employee savings plans in L-3 Holdings’ common stock		105			90
Amortization of pension and postretirement benefit plans net loss and prior service cost		11			63
Amortization of bond discounts and deferred debt issue costs (included in interest expense)		5			5
Other non-cash items		(5	)		1
Changes in operating assets and liabilities, excluding amounts from acquisitions and divestitures:
Billed receivables		118			(117	)
Contracts in process		(157	)		(70	)
Inventories		(17	)		(60	)
Other assets		—			(48	)
Accounts payable, trade		(125	)		54
Accrued employment costs		26			37
Accrued expenses		(51	)		(45	)
Advance payments and billings in excess of costs incurred		39			(61	)
Income taxes		(4	)		31
Excess income tax benefits related to share-based payment arrangements		(16	)		(3	)
Other current liabilities		(21	)		(5	)
Pension and postretirement benefits		(40	)		(23	)
All other operating activities		(28	)		(42	)
Net cash from operating activities		605			617
Investing activities:
Business acquisitions, net of cash acquired		(57	)		(2	)
Proceeds from the sale of a business and product line		5			4
Capital expenditures		(115	)		(147	)
Dispositions of property, plant and equipment		4			10
Other investing activities		1			(6	)
Net cash used in investing activities		(162	)		(141	)
Financing activities:
Proceeds from sale of senior notes		996			—
Retirement of CODES		(935	)		—
Borrowings under revolving credit facility		1,367			1,382
Repayment of borrowings under revolving credit facility		(1,367	)		(1,382	)
Common stock repurchased		(413	)		(404	)
Dividends paid on L-3 Holdings’ common stock		(158	)		(151	)
Proceeds from exercises of stock options		87			91
Proceeds from employee stock purchase plan		27			28
Excess income tax benefits related to share-based payment arrangements		16			3
Debt issue costs		(8	)		—
Other financing activities		(38	)		(13	)
Net cash used in financing activities		(426	)		(446	)
Effect of foreign currency exchange rate changes on cash and cash equivalents		(9	)		(2	)
Net increase in cash and cash equivalents		8			28
Cash and cash equivalents, beginning of the period		500			349
Cash and cash equivalents, end of the period	$	508		$	377

See notes to unaudited condensed consolidated financial statements

6

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS

1.  Description of Business

L-3 Communications Holdings, Inc. derives all of its operating income and cash flows from its wholly-owned subsidiary, L-3 Communications Corporation (L-3 Communications). L-3 Communications Holdings, Inc. (L-3 Holdings and, together with its subsidiaries, referred to herein as L-3 or the Company) is a prime contractor in aerospace systems and national security solutions. L-3 is also a leading provider of a broad range of communication and electronic systems and products used on military and commercial platforms. The Company’s customers include the United States (U.S.) Department of Defense (DoD) and its prime contractors, U.S. government intelligence agencies, the U.S. Department of Homeland Security (DHS), U.S. Department of State (DoS), allied international governments, and domestic and international commercial customers.

In the first quarter of 2014, the Company completed a realignment of its segments to better align its organizational structure with customer priorities and increase operational efficiencies. As a result of the realignment, L-3’s structure consists of four segments: (1) Electronic Systems, (2) Aerospace Systems, (3) Communication Systems and (4) National Security Solutions (NSS). Electronic Systems provides a broad range of components, products, subsystems, systems and related services for military and commercial customers in several niche markets across several business areas. These business areas include precision engagement & training, sensor systems, power & propulsion systems, marine systems international, aviation products, warrior systems and security & detection systems. Aerospace Systems delivers integrated solutions for the global Intelligence, Surveillance and Reconnaissance (ISR) market and provides modernization, upgrade, sustainment, and maintenance and logistics support for a wide variety of aircraft and ground systems. Communication Systems delivers products and services for the global communications market, specializing in strategic and tactical airborne, space, ground and sea-based communication systems. NSS provides cybersecurity solutions, high-performance computing, enterprise information technology (IT) services, analytics and intelligence analysis to the DoD, U.S. Government intelligence agencies, federal civilian agencies and allied international governments.

Financial information with respect to the Company’s segments is included in Note 22 to the unaudited condensed consolidated financial statements and Note 23 to the audited consolidated financial statements included in its Form 10-K/A. Financial information for the quarterly and year-to-date periods ended September 27, 2013 in these unaudited condensed consolidated financial statements has been revised for the segment realignment discussed above and the revision to previously issued financial statements discussed in Note 3 to the unaudited condensed consolidated financial statements.

2.  Basis of Presentation

These unaudited condensed consolidated financial statements for the quarterly and year-to-date periods ended September 26, 2014 should be read in conjunction with the audited consolidated financial statements of L-3 Holdings and L-3 Communications included in their Form 10-K/A filed on October 10, 2014.

Principles of Consolidation and Reporting

The accompanying financial statements comprise the consolidated financial statements of L-3 Holdings and L-3 Communications. L-3 Holdings’ only asset is its investment in the common stock of L-3 Communications, its wholly-owned subsidiary, and its only obligations are: (1) its guarantee of borrowings under the Amended and Restated Revolving Credit Facility of L-3 Communications and (2) its guarantee of other contractual obligations of L-3 Communications and its subsidiaries. As of the date of this report, L-3 Holdings’ obligation for its

7

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

3% Convertible Contingent Debt Securities (CODES) due 2035, which were issued on July 29, 2005, have been fully retired. See Note 10 to these unaudited financial statements. L-3 Holdings’ obligations relating to the CODES were jointly, severally, fully and unconditionally guaranteed by L-3 Communications and certain of its wholly-owned domestic subsidiaries. Accordingly, such debt was reflected as debt of L-3 Communications in its consolidated financial statements at December 31, 2013 in accordance with the accounting standards for pushdown accounting. All issuances of and conversions into L-3 Holdings’ equity securities, including grants of stock options, restricted stock, restricted stock units and performance units by L-3 Holdings to employees and directors of L-3 Communications and its subsidiaries, have been reflected in the consolidated financial statements of L-3 Communications. As a result, the consolidated financial positions, results of operations and cash flows of L-3 Holdings and L-3 Communications are substantially the same. See Note 24 for additional information regarding the unaudited financial information of L-3 Communications and its subsidiaries.

The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the disclosures required by U.S. GAAP for a complete set of annual audited financial statements. The December 31, 2013 condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. In the opinion of management, all adjustments (consisting of normal and recurring adjustments) considered necessary for a fair presentation of the results for the interim periods presented have been included. The results of operations for the interim periods are not necessarily indicative of results for the full year.

It is the Company’s established practice to close its books for the quarters ending March, June and September on the Friday nearest to the end of the calendar quarter. The interim unaudited condensed consolidated financial statements included herein have been prepared and are labeled based on that convention. The Company closes its books for annual periods on December 31 regardless of what day it falls on.

Accounting Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of sales and costs of sales during the reporting period. The most significant of these estimates and assumptions for L-3 relate to contract revenue, profit and loss recognition, fair values of assets acquired and liabilities assumed in business combinations, market values for inventories reported at lower of cost or market, pension and post-retirement benefit obligations, stock-based employee compensation expense, income taxes, including the valuation of deferred tax assets, litigation reserves and environmental obligations, accrued product warranty costs, and the recoverability, useful lives and valuation of recorded amounts of long-lived assets, identifiable intangible assets and goodwill. Changes in estimates are reflected in the periods during which they become known. Actual amounts will differ from these estimates and could differ materially.

Sales and profits on contracts that are covered by accounting standards for construction-type and production-type contracts and federal government contractors are recognized using percentage-of-completion (POC) methods of accounting. Approximately 47% of the Company’s net sales in 2013 were accounted for under contract accounting standards, of which approximately 38% were fixed-price type contracts and approximately

8

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

9% were cost-plus type contracts. For contracts accounted for under contract accounting standards, sales and profits are recognized based on: (1) a POC method of accounting (fixed-price contracts), (2) allowable costs incurred plus the estimated profit on those costs (cost-plus contracts), or (3) direct labor hours expended multiplied by the contractual fixed rate per hour plus incurred costs for material (time-and-material contracts). Sales and profits on fixed-price production contracts under which units are produced and delivered in a continuous or sequential process are recorded as units are delivered based on their contractual selling prices (the “units-of-delivery” method). Sales and profits on each fixed-price production contract under which units are not produced and delivered in a continuous or sequential process, or under which a relatively few number of units are produced, are recorded based on the ratio of actual cumulative costs incurred to total estimated costs at completion of the contract multiplied by the total estimated contract revenue, less cumulative sales recognized in prior periods (the “cost-to-cost” method). Under both POC methods of accounting, a single estimated total profit margin is used to recognize profit for each contract over its entire period of performance, which can exceed one year.

Accounting for the sales and profit on these fixed-price type contracts requires the preparation of estimates of: (1) the total contract revenue, (2) the total costs at completion, which is equal to the sum of the actual incurred costs to date on the contract and the estimated costs to complete the contract’s statement of work, and (3) the measurement of progress towards completion. The estimated profit or loss at completion on a contract is equal to the difference between the total estimated contract revenue and the total estimated cost at completion. The profit recorded on a contract in any period using either the units-of-delivery method or cost-to-cost method is equal to the current estimated total profit margin multiplied by the cumulative sales recognized, less the amount of cumulative profit previously recorded for the contract.

Sales and profits on cost-plus type contracts that are covered by contract accounting standards are recognized as allowable costs are incurred on the contract, at an amount equal to the allowable costs plus the estimated profit on those costs. The estimated profit on a cost-plus type contract is fixed or variable based on the contractual fee arrangement. Incentive and award fees are the primary variable fee contractual arrangement types for the Company. Incentive and award fees on cost-plus type contracts are included as an element of total estimated contract revenues and are recorded to sales when a basis exists for the reasonable prediction of performance in relation to established contractual targets and the Company is able to make reasonably dependable estimates for them.

Sales and profits on time-and-material type contracts are recognized on the basis of direct labor hours expended multiplied by the contractual fixed rate per hour, plus the actual costs of materials and other direct non-labor costs.

Revisions or adjustments to estimates for a contract’s revenue, estimated costs at completion and estimated profit or loss are often required as work progresses under a contract, as experience is gained, as facts and circumstances change and as new information is obtained, even though the scope of work required under the contract may not change. Revisions or adjustments may also be required if contract modifications occur. The impact of revisions in profit (loss) estimates for all types of contracts subject to POC accounting are recognized on a cumulative catch-up basis in the period in which the revisions are made. The revisions in contract estimates, if significant, can materially affect the Company’s results of operations and cash flows, as well as reduce the valuations of receivables and inventories, and in some cases result in liabilities to complete contracts in a loss position. Aggregate net changes in contract estimates increased consolidated operating income by $62 million, or 8%, for the year-to-date period ended September 26, 2014 and $92 million, or 10%, for the year-to-date period ended September 27, 2013.

9

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

For a more complete discussion of these estimates and assumptions, see the Form 10-K/A filed on October 10, 2014.

3.  Revisions to Previously Issued Financial Statements

As disclosed on October 10, 2014, the Company is revising its previously issued financial statements for the quarterly and year-to-date periods ended September 27, 2013 to update for: (1) accounting adjustments due to the internal review at its Aerospace Systems segment, (2) accounting related to a sales-type lease transaction for flight simulator systems within its Electronic Systems segment, and (3) previously identified immaterial errors already recognized in its financial statements but not recorded in the appropriate periods. The accounting errors related to the sales-type lease transaction and immaterial out of period amounts are not related to the internal review at its Aerospace Systems segment.

Internal Review of Aerospace Systems Segment: The Company conducted an internal review related to instances of misconduct and accounting errors at its Aerospace Systems segment. This review was conducted with the assistance of outside legal and accounting advisors, and has been completed. As a result of the internal review, the Company identified and recorded aggregate pre-tax charges as follows: (1) $75 million for the six months ended June 27, 2014, (2) $60 million for 2013, (3) $25 million for 2012, (4) $5 million for 2011, and (5) $4 million for periods prior to 2011. The pre-tax charges related to the quarterly and year-to-date periods ended September 27, 2013 were approximately $7 million and $36 million, respectively.

The adjustments related to the internal review only affected the Logistics Solutions and Platform Systems sectors of the Aerospace Systems segment. The cumulative aggregate adjustments attributable to the Logistics Solutions sector are approximately $117 million, and at the Platform Systems sector are approximately $52 million through June 27, 2014. The Logistics Solutions sector adjustments relate to: (1) losses of $69 million with respect to the U.S. Army C-12 fixed-price maintenance and logistics support contract due to cost overruns inappropriately deferred, sales invoices inappropriately prepared, and the failure to timely and accurately perform contract estimates at completion and valuation assessments of inventories and receivables, at the Army Sustainment Division, and (2) accounting errors of $48 million in connection with the valuation of inventories and receivables as well as the correction for certain accruals on other logistics support contracts. The Platform Systems sector adjustments are primarily due to: (1) losses of $37 million on two aircraft modification contracts and two contracts for rotary wing sub-assemblies and parts, and (2) write-offs of deferred costs of $15 million to design and test aerostructures for a new commercial aircraft.

Sales-Type Lease Transaction: The Company routinely performs on-site accounting and internal control review procedures on a rotational basis. As part of a previously planned review of the Simulation & Training business in its Electronic Systems segment and unrelated to the internal review at its Aerospace Systems segment, the Company evaluated the accounting treatment related to a sales-type lease transaction with the U.S. Army for rotary wing flight simulator systems. The period of performance under this contract began in 2004 and ends in 2023. Based on the results of this evaluation, the Company has adjusted its previously issued financial statements to: (1) increase interest income accretion on the net investment related to this sales-type lease transaction by an estimated aggregate amount of approximately $5 million for 2013, $3 million for each of 2012 and 2011, and $12 million for periods prior to 2011 and (2) decrease sales by approximately $8 million for 2014 and $7 million for 2013 and a related decrease in cost of sales by approximately $7 million for each of 2014 and 2013 and $5 million for periods prior to 2011.

Out of Period Amounts: The Company identified various out of period amounts included in its previously issued financial statements that were deemed to be immaterial individually and in the aggregate. In prior periods,

10

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

in accordance with Accounting Standards Codification (“ASC”) 250-10-S99 and S55 (formerly Staff Accounting Bulletins (“SAB”) No. 99 and No. 108), Accounting Changes and Error Corrections, the Company concluded that these errors were, individually, and in the aggregate, not material, quantitatively or qualitatively, to the financial statements in the period recorded or to the relevant prior periods. Accordingly, the Company recorded these errors in the financial statements in the period that the error was identified. The Company, on a voluntary basis, is revising its previously issued financial statements to correct for these errors already recognized in its financial statements but not recorded in the appropriate periods to reflect them in the appropriate period. These out of period amounts were not discovered as part of the internal review of the Aerospace Systems segment discussed above, but rather represent previously identified errors “resulting from mathematical mistakes, mistakes in application of generally accepted accounting principles, or oversight or misuse of facts that existed at the time the financial statements were prepared,” as defined in ASC 250-10-20 Accounting Changes and Error Corrections. The Company, therefore, is not treating these amounts as changes in estimates. These errors consist of: (1) increases in development and material costs related to Broadband Communication Systems that were recorded in the first quarter of 2013 but should have been recorded in the fourth quarter of 2012, (2) a sub-contractor subscription deposit that was recorded as sales and income in the fourth quarter of 2012 but should have been amortized to sales and income during 2013, (3) costs accrued in the fourth quarter of 2012 for goods or services received in the first quarter of 2013, (4) several unrecorded liabilities that were recorded in the first quarter of 2013 but should have been recorded in the fourth quarter of 2012, (5) a correction of accrued vacation that was recorded in the fourth quarter of 2013 but should have been recorded in the fourth quarter of 2012 and the first, second and third quarters of 2013, and (6) a warranty reserve reduction recorded in the third quarter of 2012 that should have been recorded in the fourth quarter of 2011.

With respect to each of these immaterial out of period amounts included in the Company’s previously issued financial statements, the table below presents the: (1) nature of the adjustments, (2) applicable segment and (3) amount of increase (or decrease) to sales and operating income for the quarters ended December 31, September 27, June 28, and March 29, 2013.

		December 31, 2013				September 27, 2013						June 28, 2013					March 29, 2013
Nature of Adjustment	Applicable Segment	Sales		Operating Income		Sales			Operating Income			Sales		Operating Income			Sales			Operating Income
		($ in millions)
Higher development and material costs for networked communications systems	Communication Systems	$	—	$	—	$	—		$	—		$	—	$	—		$	10		$	10
Sub-contractor subscription deposit	Aerospace Systems		5		—		7			1			7		1			7			1
Costs accruals for goods/services received	Aerospace Systems		—		—		—			—			—		—			5			1
Unrecorded liabilities	Aerospace Systems		—		—		—			—			—		—			(2	)		—
Accrued vacation	Aerospace Systems		—		6		—			(2	)		—		(2	)		—			(2	)
Overstated revenue	Aerospace Systems		4		—		(4	)		—			—		—			—			—
Total		$	9	$	6	$	3		$	(1	)	$	7	$	(1	)	$	20		$	10

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L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

The table below presents the impact of the matters discussed above on sales and pre-tax income in total, for the six month period ended June 27, 2014, years ended December 31, 2013, 2012, and 2011, and for the years ended prior to December 31, 2011.

	Total						Six Months 2014						2013						2012						2011						Prior to 2011
	Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income
	(in millions)
Army C-12 Contract	$	(32	)	$	(69	)	$	(3	)	$	(15	)	$	(25	)	$	(35	)	$	(3	)	$	(16	)	$	(1	)	$	(3	)	$	—		$	—
Other Logistics Support Contracts		(5	)		(48	)		—			(20	)		(2	)		(11	)		(2	)		(11	)		—			(2	)		(1	)		(4	)
Logistics Solutions		(37	)		(117	)		(3	)		(35	)		(27	)		(46	)		(5	)		(27	)		(1	)		(5	)		(1	)		(4	)
Platform Systems		(21	)		(52	)		(12	)		(40	)		(12	)		(14	)		3			2			—			—			—			—
Total Internal Review of Aerospace Systems Segment		(58	)		(169	)		(15	)		(75	)		(39	)		(60	)		(2	)		(25	)		(1	)		(5	)		(1	)		(4	)
Sales-Type Lease Transaction		(15	)		29			(8	)		1			(7	)		5			—			3			—			3			—			17
Out of Period Amounts		—			—			—			—			39			14			(36	)		(18	)		(3	)		4			—			—
Total Revisions	$	(73	)	$	(140	)	$	(23	)	$	(74	)	$	(7	)	$	(41	)	$	(38	)	$	(40	)	$	(4	)	$	2		$	(1	)	$	13

The table below presents the impact of the matters discussed above on sales and pre-tax income for the quarters ended June 27 and March 28, 2014, December 31, September 27, June 28, 2013 and March 29, 2013.

	June 27, 2014						March 28, 2014						December 31, 2013						September 27, 2013						June 28, 2013						March 29, 2013
	Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income
	(in millions)
Army C-12 Contract	$	(1	)	$	(11	)	$	(2	)	$	(4	)	$	(24	)	$	(20	)	$	3		$	(2	)	$	(3	)	$	(7	)	$	(1	)	$	(6	)
Other Logistics Support Contracts		—			(15	)		—			(5	)		(1	)		(2	)		(1	)		(5	)		—			(2	)		—			(2	)
Logistics Solutions		(1	)		(26	)		(2	)		(9	)		(25	)		(22	)		2			(7	)		(3	)		(9	)		(1	)		(8	)
Platform Systems		(6	)		(29	)		(6	)		(11	)		(2	)		(2	)		1			—			(6	)		(6	)		(5	)		(6	)
Total Internal Review of Aerospace Systems Segment		(7	)		(55	)		(8	)		(20	)		(27	)		(24	)		3			(7	)		(9	)		(15	)		(6	)		(14	)
Sales-Type Lease Transaction		(3	)		1			(5	)		—			(3	)		1			(1	)		2			(1	)		1			(2	)		1
Out of Period Amounts		—			—			—			—			9			6			3			(1	)		7			(1	)		20			10
Total Revisions	$	(10	)	$	(54	)	$	(13	)	$	(20	)	$	(21	)	$	(17	)	$	5		$	(6	)	$	(3	)	$	(15	)	$	12		$	(3	)

In accordance with ASC 250-10-S99 and S55, the Company performed an analysis to determine if the impact of the amounts disclosed above were material to its previously issued financial statements. Based on that analysis, the Company believes that its previously issued financial statements are not materially misstated on either a quantitative or qualitative basis. However, as a result of completing the review, the Company believed that correcting these errors in the quarterly report on Form 10-Q for the quarter ended June 27, 2014 would, in the aggregate, have caused a material misstatement to forecasted pre-tax income and net income for the fiscal year ending December 31, 2014. Accordingly, the Company is correcting these errors by revising its previously issued financial statements for the quarterly and year-to-date periods ended September 27, 2013 on this Form 10-Q to record all the adjustments in the tables above in the appropriate period. In addition, the Company revised its previously issued financial statements for the quarterly and first half periods ended June 28, 2013 on its Quarterly Report on Form 10-Q filed on October 10, 2014 for the quarterly and first half periods ended June 27, 2014, for the quarterly periods ended March 28, 2014 and March 29, 2013 on its Quarterly Report on Form 10-Q/A filed on October 10, 2014 for the quarterly period ended March 28, 2014, and its Annual Report on Form 10-K/A filed on October 10, 2014 for the years ended December 31, 2013, 2012 and 2011 to record all the adjustments in the tables above in the appropriate period.

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L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

The tables below present the Company’s: (1) As Previously Reported, (2) Adjustments, and (3) As Revised Condensed Consolidated Statements of Operations for the quarterly and year-to-date periods ended September 27, 2013 and the Operating Activities for the Statement of Cash Flows for the year-to-date period ended September 27, 2013. The Adjustments correct for: (1) the results of the Aerospace Systems internal review, (2) the accounting related to a sales-type lease transaction within the Company’s Electronic Systems segment and (3) immaterial out of period amounts previously recorded in the Company’s financial statements but not recorded in the appropriate period to reflect them in the appropriate period.

				Adjustments for:
	As Previously Reported			Aerospace Systems Segment Internal Review			Sales-Type Lease Transaction			Out of Period Amounts			As Revised
	(in millions, except per share data)
Unaudited Condensed Consolidated Statement of Operations, for the third quarter ended September 27, 2013:
Net sales:
Products	$	1,696		$	2		$	(1	)	$	—		$	1,697
Services		1,300			2			—			3			1,305
Total net sales		2,996			4	(1)		(1	)		3			3,002
Cost of sales:
Products		(1,486	)		(2	)		1			—			(1,487	)
Services		(1,196	)		(9	)		—			(4	)		(1,209	)
Total cost of sales		(2,682	)		(11	)		1			(4	)		(2,696	)
Operating income		314			(7	)		—			(1	)		306
Interest expense		(44	)		—			—			—			(44	)
Interest and other income, net		3			—			1			—			4
Income before income taxes		273			(7	)		1	(1)		(1	)		266
Provision for income taxes		(65	)		3			—			—			(62	)
Net income	$	208		$	(4	)	$	1		$	(1	)	$	204
Net income attributable to noncontrolling interests		(4	)		—			—			—			(4	)
Net income attributable to L-3	$	204		$	(4	)	$	1		$	(1	)	$	200
Earnings per share attributable to L-3 Holdings’ common shareholders:
Basic	$	2.28		$	(0.05	)	$	0.01		$	(0.01	)	$	2.23
Diluted	$	2.23		$	(0.04	)	$	0.01		$	(0.01	)	$	2.19
Cash dividends paid per common share	$	0.55		$	—		$	—		$	—		$	0.55
L-3 Holdings’ weighted average common shares outstanding:
Basic		89.6			—			—			—			89.6
Diluted		91.3			—			—			—			91.3

⁽¹⁾  Includes rounding of $1 million.

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L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

				Adjustments for:
	As Previously Reported			Aerospace Systems Segment Internal Review			Sales-Type Lease Transaction			Out of Period Amounts			As Revised
	(in millions, except per share data)
Unaudited Condensed Consolidated Statement of Operations, for the Year-to-Date Period Ended September 27, 2013:
Net sales:
Products	$	5,319		$	(9	)	$	(4	)	$	15		$	5,321
Services		4,054			(2	)		—			15			4,067
Total net sales		9,373			(11	)(1)		(4	)		30			9,388
Cost of sales:
Products		(4,729	)		(3	)		5			(5	)		(4,732	)
Services		(3,710	)		(22	)		—			(18	)		(3,750	)
Total cost of sales		(8,439	)		(25	)		5			(23	)		(8,482	)
Operating income		934			(36	)		1			7	(1)		906
Interest expense		(131	)		—			—			—			(131	)
Interest and other income, net		11			—			3			—			14
Income before income taxes		814			(36	)		4			7			789
Provision for income taxes		(226	)		13			(1	)		(3	)		(217	)
Net income	$	588		$	(23	)	$	3		$	4		$	572
Net income attributable to noncontrolling interests		(6	)		—			—			—			(6	)
Net income attributable to L-3	$	582		$	(23	)	$	3		$	4		$	566
Earnings per share attributable to L-3 Holdings’ common shareholders:
Basic	$	6.47		$	(0.25	)	$	0.04		$	0.04		$	6.30
Diluted	$	6.37		$	(0.25	)	$	0.04		$	0.04		$	6.20
Cash dividends paid per common share	$	1.65		$	—		$	—		$	—		$	1.65
L-3 Holdings’ weighted average common shares outstanding:
Basic		89.9			—			—			—			89.9
Diluted		91.3			—			—			—			91.3

⁽¹⁾  Includes rounding of $1 million.

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L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

	As Previously Reported			Net Adjustments			As Revised
	(in millions)
Unaudited Consolidated Statement of Cash Flows for the Year-to-Date Period Ended September 27, 2013:
Operating activities:
Net income	$	588		$	(16	)	$	572
Depreciation of property, plant and equipment		122			—			122
Amortization of intangibles and other assets		36			—			36
Deferred income tax provision		45			(7	)		38
Stock-based employee compensation expense		42			—			42
Contributions to employee savings plans in L-3 Holdings’ common stock		90			—			90
Amortization of pension and postretirement benefit plans net loss and prior service cost		63			—			63
Amortization of bond discounts and deferred debt issue costs (included in interest expense)		5			—			5
Other non-cash items		1			—			1
Changes in operating assets and liabilities, excluding amounts from acquisitions and divestitures:
Billed receivables		(117	)		—			(117	)
Contracts in process		(36	)		(34	)		(70	)
Inventories		(55	)		(5	)		(60	)
Other assets		(45	)		(3	)		(48	)
Accounts payable, trade		65			(11	)		54
Accrued employment costs		27			10			37
Accrued expenses		(41	)		(4	)		(45	)
Advance payments and billings in excess of costs incurred		(109	)		48			(61	)
Income taxes		32			(1	)		31
Excess income tax benefits related to share-based payment arrangements		(3	)		—			(3	)
Other current liabilities		(8	)		3			(5	)
Pension and postretirement benefits		(23	)		—			(23	)
All other operating activities		(62	)		20			(42	)
Net cash from operating activities	$	617		$	—		$	617

4.  Recently Issued Accounting Standards

Effective January 1, 2014, the Company adopted Financial Accounting Standards Board (FASB) issued amendments to an accounting standard that require an unrecognized tax benefit or portion of an unrecognized tax benefit to be presented as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except when certain conditions exist. The adoption of this standard did not impact the Company’s financial position, results of operations or cash flows.

In June 2014, the FASB issued Accounting Standard Update (ASU) 2014-12, which provides new guidance on accounting for share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period. The update requires a reporting entity to treat a performance target

15

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

that affects vesting and that could be achieved after the requisite service period as a performance condition under ASC 718 Compensation — Stock Compensation, and apply existing guidance as it relates to awards with performance conditions that affect vesting to account for such awards. The update is effective for the Company for the interim and annual periods beginning after December 15, 2015. The Company is currently evaluating the impact of the adoption of this standard, if any, on our consolidated financial statements.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which will replace numerous requirements in U.S. GAAP, including industry-specific requirements, and provide companies with a single revenue recognition model for recognizing revenue from contracts with customers. One of the core principles of the new standard is that a company should recognize revenue based on the satisfaction of performance obligations, which depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The new standard will be effective for the Company for interim and annual reporting periods beginning January 1, 2017. The two permitted transition methods under the new standard are the full retrospective method, in which case the standard would be applied to each prior reporting period presented, or the modified retrospective method, in which case the cumulative effect of applying the standard would be recognized at the date of initial application. The Company is currently evaluating the expected impact of the adoption of this standard on its consolidated financial statements and the transition alternatives available.

In April 2014, the FASB issued an accounting standards update that provides new guidance on the accounting and reporting of discontinued operations. Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. Those strategic shifts should have a major effect on the organization’s operations and financial results. Additionally, the new guidance requires additional disclosures about discontinued operations. The update is effective for the Company for interim and annual periods beginning January 1, 2015. The adoption of this standard is not expected to impact the Company’s financial position, results of operations or cash flows and will only affect the treatment of future discontinued operations.

5.  Acquisitions

The business acquisitions discussed below are included in the Company’s results of operations from their respective dates of acquisition.

2014 Business Acquisition

On March 4, 2014, the Company acquired Data Tactics Corporation, renamed L-3 Data Tactics, for a purchase price of $57 million, which was financed with cash on hand. The purchase price is subject to adjustment based on closing date net working capital. L-3 Data Tactics is a specialized provider of large-scale data analytics, cybersecurity and cloud computing solution services, primarily to the DoD. Based on the preliminary purchase price, the aggregate goodwill recognized for this business was $39 million, most of which is expected to be deductible for income tax purposes. The goodwill was assigned to the NSS reportable segment. The final purchase price allocation, which is expected to be completed in the fourth quarter of 2014, will be based on the final purchase price and final appraisals and other analysis of fair values of acquired assets and liabilities. The Company does not expect that differences between the preliminary and final purchase price allocations will have a material impact on its results of operations or financial position.

16

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

2013 Business Acquisition

On December 19, 2013, the Company acquired Mustang Technology Group, L.P. (Mustang) business for a purchase price of $54 million, which was financed with cash on hand. The purchase price and purchase price allocation for Mustang was finalized as of June 27, 2014, with no significant changes from preliminary amounts. Mustang develops and manufactures radar-based sensors and systems used in precision-guided weapons, electronic warfare, unmanned systems and other military applications. Based on the final purchase price allocation, the aggregate goodwill recognized for this business was $41 million, most of which is expected to be deductible for income tax purposes. The goodwill was assigned to the Electronic Systems reportable segment.

Unaudited Pro Forma Statements of Operations Data

The following unaudited pro forma Statements of Operations data present the combined results of the Company and its business acquisitions completed during the year-to-date period ended September 26, 2014 and the year ended December 31, 2013, in each case assuming that the business acquisitions completed during these periods had occurred on January 1, 2013.

	Third Quarter Ended				Year-to-Date Ended
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
	(in millions, except per share data)
Pro forma net sales	$	2,940	$	3,025	$	8,923	$	9,450
Pro forma net income attributable to L-3	$	154	$	200	$	460	$	567
Pro forma diluted earnings per share	$	1.78	$	2.19	$	5.20	$	6.21

The unaudited pro forma results disclosed in the table above are based on various assumptions and are not necessarily indicative of the results of operations that would have occurred had the Company completed these acquisitions on January 1, 2013.

6.  Contracts in Process

The components of contracts in process are presented in the table below.

	September 26, 2014			December 31, 2013
	(in millions)
Unbilled contract receivables, gross	$	2,449		$	2,502
Unliquidated progress payments		(900	)		(1,035	)
Unbilled contract receivables, net		1,549			1,467
Inventoried contract costs, gross		1,069			1,044
Unliquidated progress payments		(72	)		(80	)
Inventoried contract costs, net		997			964
Total contracts in process	$	2,546		$	2,431

Inventoried Contract Costs. In accordance with contract accounting standards, the Company’s U.S. Government contractor businesses account for the portion of their general and administrative (G&A),

17

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

independent research and development (IRAD) and bids and proposal (B&P) costs that are allowable and reimbursable indirect contract costs under U.S. Government procurement regulations on their U.S. Government contracts (revenue arrangements) as inventoried contract costs. G&A, IRAD and B&P costs are allocated to contracts for which the U.S. Government is the end customer and are charged to costs of sales when sales on the related contracts are recognized. The Company’s U.S. Government contractor businesses record the unallowable portion of their G&A, IRAD and B&P costs to expense as incurred, and do not include them in inventoried contract costs.

The table below presents a summary of G&A, IRAD and B&P costs included in inventoried contract costs and the changes to them, including amounts charged to cost of sales by the Company’s U.S. Government contractor businesses for the periods presented.

	Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions)
Amounts included in inventoried contract costs at beginning of the period:	$	151		$	115		$	138		$	110
IRAD and B&P costs		70			66			215			219
Other G&A costs		239			216			658			653
Total contract costs incurred		309			282			873			872
Amounts charged to cost of sales		(309	)		(271	)		(860	)		(856	)
Amounts included in inventoried contract costs at end of the period	$	151		$	126		$	151		$	126

The table below presents a summary of selling, general and administrative expenses and research and development expenses for the Company’s commercial businesses, which are expensed as incurred and not included in inventoried contract costs.

	Third Quarter Ended				Year-to-Date Ended
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
	(in millions)
Selling, general and administrative expenses	$	70	$	70	$	213	$	214
Research and development expenses		14		17		48		62
Total	$	84	$	87	$	261	$	276

18

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

7.  Inventories

Inventories at Lower of Cost or Market. The table below presents the components of inventories at the lower of cost (first-in, first-out or average cost) or realizable value.

	September 26, 2014		December 31, 2013
	(in millions)
Raw materials, components and sub-assemblies	$	156	$	160
Work in process		137		125
Finished goods		78		74
Total	$	371	$	359

8.  Goodwill and Identifiable Intangible Assets

Goodwill. In accordance with the accounting standards for business combinations, the Company records the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition (commonly referred to as the purchase price allocation). The table below presents the changes in goodwill by segment for the year-to-date period ended September 26, 2014.

	Electronic Systems			Aerospace Systems			Communication Systems		NSS		Consolidated Total
	(in millions)
Balance at December 31, 2013	$	4,085		$	1,751		$	992	$	968	$	7,796
Business acquisition(1)		(3	)		—			—		39		36
Foreign currency translation adjustments(2)		(39	)		(9	)		—		—		(48	)
Balance at September 26, 2014	$	4,043		$	1,742		$	992	$	1,007	$	7,784

⁽¹⁾  The decrease in goodwill for the Electronic Systems segment was due to the final purchase price allocation for the Mustang business acquisition. The increase in goodwill for the NSS segment was due to the L-3 Data Tactics business acquisition.

⁽²⁾  The decrease in goodwill presented in the Electronic Systems segment was primarily due to the strengthening of the U.S. dollar against the Euro, the Canadian dollar and the British pound during the year-to-date period ended September 26, 2014. The decrease in goodwill presented in the Aerospace Systems segment was due to the strengthening of the U.S. dollar against the Canadian dollar during the year-to-date period ended September 26, 2014.

The Company’s accumulated goodwill impairment losses were $58 million at September 26, 2014 and December 31, 2013, of which $43 million and $15 million were recorded in the Electronic Systems and Communication Systems segments, respectively.

19

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

Identifiable Intangible Assets. The table below presents information for the Company’s identifiable intangible assets that are subject to amortization.

			September 26, 2014						December 31, 2013
	Weighted Average Amortization Period		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
	(in years)						(in millions)
Customer contractual relationships		19	$	474	$	275	$	199	$	466	$	253	$	213
Technology		11		168		115		53		168		108		60
Other		18		27		16		11		27		15		12
Total		17	$	669	$	406	$	263	$	661	$	376	$	285

The table below presents amortization expense recorded by the Company for its identifiable intangible assets.

	Third Quarter Ended				Year-to-Date Ended
	(in millions)
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
Amortization Expense	$	11	$	10	$	32	$	29

Based on gross carrying amounts at September 26, 2014, the Company’s estimate of amortization expense for identifiable intangible assets for the years ending December 31, 2014 through 2018 is presented in the table below.

	Year Ending December 31,
	2014		2015		2016		2017		2018
	(in millions)
Estimated amortization expense	$	42	$	41	$	34	$	32	$	26

9.  Other Current Liabilities and Other Liabilities

The table below presents the components of other current liabilities.

	September 26, 2014		December 31, 2013
	(in millions)
Other Current Liabilities:
Accruals for pending and threatened litigation (see Note 18)	$	7	$	6
Accrued product warranty costs		79		75
Estimated costs in excess of estimated contract value to complete contracts in process in a loss position		71		78
Accrued interest		52		52
Deferred revenues		36		35
Notes payable and capital lease obligation		16		10
Other		105		127
Total other current liabilities	$	366	$	383

20

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

The table below presents the components of other liabilities.

	September 26, 2014		December 31, 2013
	(in millions)
Other Liabilities:
Non-current income taxes payable (see Note 11)	$	193	$	177
Deferred compensation		46		45
Accrued workers’ compensation		40		46
Accrued product warranty costs		26		24
Notes payable and capital lease obligations		2		15
Other		92		99
Total other liabilities	$	399	$	406

The table below presents the changes in the Company’s accrued product warranty costs.

	Year-to-Date Ended
	September 26, 2014			September 27, 2013
	(in millions)
Accrued product warranty costs:(1)
Balance at January 1	$	99		$	99
Accruals for product warranties issued during the period		53			56
Settlements made during the period		(46	)		(56	)
Foreign currency translation adjustments		(1	)		—
Balance at end of period	$	105		$	99

⁽¹⁾  Warranty obligations incurred in connection with long-term production contracts that are accounted for under the POC cost-to-cost method are included within the contract estimates at completion and are excluded from the above amounts. The balances above include both the current and non-current amounts.

21

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

10.  Debt

The components of debt and a reconciliation to the carrying amount of long-term debt is presented in the table below.

	September 26, 2014			December 31, 2013
	(in millions)
L-3 Communications:
Borrowings under Amended and Restated Revolving Credit Facility(1)	$	—		$	—
3.95% Senior Notes due 2016		500			500
1.50% Senior Notes due 2017		350			—
5.20% Senior Notes due 2019		1,000			1,000
4.75% Senior Notes due 2020		800			800
4.95% Senior Notes due 2021		650			650
3.95% Senior Notes due 2024		650			—
Subtotal		3,950			2,950
L-3 Holdings:
3% Convertible Contingent Debt Securities due 2035 (CODES)		—			689
Principal amount of long-term debt		3,950			3,639
Unamortized discounts		(12	)		(9	)
Carrying amount of long-term debt	$	3,938		$	3,630

⁽¹⁾  During the year-to-date period ended September 26, 2014, L-3 Communications’ aggregate borrowings and repayments under the Amended and Restated Revolving Credit Facility were $1,367 million. At September 26, 2014, L-3 Communications had the availability of all of its $1 billion Amended and Restated Revolving Credit Facility, which expires on February 3, 2017.

L-3 Communications

Senior Notes: On May 28, 2014, L-3 Communications issued two series of Senior Notes, which are unsecured senior obligations of L-3 Communications. The terms of each series of Senior Notes are presented in the table below.

Note	Date of Issuance		Amount Issued		Bond Discount(1)		Net Cash Proceeds(2)		Effective Interest Rate			Redemption at Treasury Rate(3)(4)
			(in millions)
1.50% Senior Notes due May 28, 2017 (2017 Notes)		May 28, 2014	$	350	$	1	$	347		1.55	%		10 bps
3.95% Senior Notes due May 28, 2024 (2024 Notes)		May 28, 2014	$	650	$	3	$	641		4.02	%		20 bps

⁽¹⁾  Bond discounts are recorded as a reduction to the principal amount of the notes and are amortized as interest expense over the term of the notes.

⁽²⁾  The net cash proceeds of $988 million (after deduction of the bond discount, underwriting expenses and commissions and other related expenses) were used primarily to fund the CODES Retirement as discussed below. The remaining net proceeds are available for general corporate purposes.

22

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

⁽³⁾  The 2017 Senior Notes may be redeemed at any time prior to their maturity and the 2024 Notes may be redeemed at any time prior to February 28, 2024 (three months prior to their maturity) at the option of L-3 Communications, in whole or in part, at a redemption price equal to the greater of (1) 100% of the principal amount, or (2) the present value of the remaining principal and interest payments discounted to the date of redemption, on a semi-annual basis, at the Treasury Rate (as defined in the Indentures governing the Senior Notes), plus the spread indicated in the table above. In addition, if the 2024 Senior Notes are redeemed at any time on or after February 28, 2024, the redemption price would be equal to 100% of the principal amount.

⁽⁴⁾  Upon the occurrence of a change in control (as defined in the Indentures governing the Senior Notes), each holder of the notes will have the right to require L-3 Communications to repurchase all or any part of such holder’s notes at a price in cash equal to 101% of the aggregate principal amount plus accrued and unpaid interest, if any, but not including, the date of purchase.

L-3 Holdings

On May 13, 2014, the Company called for full the redemption of all of its outstanding CODES effective on June 2, 2014 (the “Redemption Date”). The redemption price for the CODES was $1,000 per $1,000 principal amount of the CODES, plus accrued and unpaid interest to, but excluding, the Redemption Date. Holders of the CODES were entitled to convert all or a portion thereof (in integral multiples of $1,000) at any time prior to the close of business on the business day immediately preceding the Redemption Date (the “Redemption Conversion Period”). The conversion value of CODES of $935 million was calculated in accordance with the indenture governing the CODES based on the closing sales price of L-3 Holdings’ common stock and the conversion rate for each trading day in the 20 trading day period as follows: (1) for conversion notices received by May 16, 2014 (5 p.m.), the 20 trading day conversion period began on the third trading day following receipt of the conversion notice and (2) for conversion notices received after that time, the 20 trading day conversion period began on May 2, 2014 and ended on May 30, 2014, the trading day immediately preceding the Redemption Date. The Company settled the entire conversion value with respect to converted CODES in cash. As of June 27, 2014, the CODES were retired. As a result of the conversion, the Company recorded a reduction to shareholders’ equity of $160 million related to the excess conversion value over the fair value of the debt component of the CODES, net of deferred tax liability.

Interest expense recognized for the CODES was $2 million for the year-to-date period ended September 26, 2014 and $5 million and $15 million for the quarterly and year-to-date periods ended September 27, 2013.

11.  Income Taxes

The Company and its subsidiaries file income tax returns in the U.S. Federal jurisdiction and various state and foreign jurisdictions. As of September 26, 2014, the statutes of limitations for the Company’s U.S. Federal income tax returns for the years ended December 31, 2010 through 2013 were open. The U.S. Internal Revenue Service (IRS) commenced audits of the Company’s U.S. Federal income tax returns for 2011 and 2010. The Company cannot predict the outcome of the audits at this time.

The effective tax rate for the year-to-date period ended September 26, 2014 increased to 29.5% from 27.5% for the year-to-date period ended September 27, 2013. The increase was primarily due to a tax benefit in the year-to-date period ended September 27, 2013 of $28 million related to the retroactive reinstatement in January 2013 of the U.S. Federal research and experimentation tax credit for 2012 and 2013, which did not recur in 2014 and the reversal of previously accrued amounts of $10 million in the quarterly period ended September 27, 2013 for the expiration of the statutes of limitations for several tax returns.

23

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

As of September 26, 2014, the Company anticipates that unrecognized tax benefits will decrease by approximately $20 million over the next 12 months due to the potential resolution of unrecognized tax benefits involving several jurisdictions and tax periods. The actual amount of the decrease over the next 12 months could vary significantly depending on the ultimate timing and nature of any settlement.

Non-current income taxes payable include accrued potential interest of $14 million ($8 million after income taxes) at September 26, 2014 and $11 million ($7 million after income taxes) at December 31, 2013, and potential penalties of $8 million at both September 26, 2014 and December 31, 2013.

12.  Amounts Reclassified Out of Accumulated Other Comprehensive (Loss) Income

The amounts reclassified from Accumulated Other Comprehensive (Loss) Income (AOCI) for the year-to-date periods ended September 26, 2014 and September 27, 2013 are presented in the table below.

	Foreign currency translation			Unrealized gains (losses) on hedging instruments			Unrecognized (losses) and prior service cost, net			Total accumulated other comprehensive (loss) income
	(in millions)
Balance at December 31, 2012	$	167		$	3		$	(720	)	$	(550	)
Other comprehensive loss before reclassifications, net of tax		(18	)		(2	)		—			(20	)
Amounts reclassified from other comprehensive income, net of tax		—			1			40			41
Net current period other comprehensive (loss) income	$	(18	)	$	(1	)	$	40		$	21
Balance at September 27, 2013	$	149		$	2		$	(680	)	$	(529	)
Balance at December 31, 2013	$	142		$	1		$	(253	)	$	(110	)
Other comprehensive income before reclassifications, net of tax		(57	)		5			—			(52	)
Amounts reclassified from other comprehensive (loss) income, net of tax		—			(5	)		7			2
Net current period other comprehensive income		(57	)		—			7			(50	)
Balance at September 26, 2014	$	85		$	1		$	(246	)	$	(160	)

24

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

Further details regarding the amounts reclassified from AOCI for the quarterly and year-to-date periods ended September 26, 2014 and September 27, 2013 are presented in the table below.

	Amount Reclassified from AOCI												Affected Line Item in the Unaudited Condensed Consolidated Statements of Operations
	Third Quarter Ended						Year-to-Date Ended
Details About AOCI Components	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions)
Gain (loss) on hedging instruments	$	1		$	—		$	(6	)	$	1		Cost of sales-products
		1			—			(6	)		1		Income before income taxes
		(1	)		—			1			—		Benefit (Provision) for income taxes
	$	—		$	—		$	(5	)	$	1		Net income
Amortization of defined benefit pension items:
Net loss	$	3		$	20		$	11		$	63		(a)
		3			20			11			63		Income before income taxes
		(1	)		(7	)		(4	)		(23	)	Provision for income taxes
	$	2		$	13		$	7		$	40		Net Income
Total reclassification for the period	$	2		$	13		$	2		$	41		Net Income

^(a)  Amounts related to pension and postretirement benefit plans were reclassified from AOCI and recorded as a component of net periodic benefit cost (see Note 19 for additional information).

13.  Equity

On February 5, 2013, L-3 Holdings’ Board of Directors approved a share repurchase program that authorizes L-3 Holdings to repurchase up to $1.5 billion of its common stock through June 30, 2015. Repurchases of L-3 Holdings’ common stock under the share repurchase program are made at management’s discretion in accordance with applicable U.S. Federal securities laws in the open market or otherwise. The timing and actual number of shares to be repurchased in the future will depend on a variety of factors, including, but not limited to, the Company’s financial position, earnings, legal requirements, other investment opportunities (including acquisitions) and market conditions. L-3 Holdings repurchased 3.6 million shares of its common stock at an average price of $115.91 per share for an aggregate amount of $413 million from January 1, 2014 through September 26, 2014. All share repurchases of L-3 Holdings’ common stock have been recorded as treasury shares.

At September 26, 2014, the remaining dollar value of authorization under the share repurchase program was $455 million.

On June 24, 2014, L-3 Holdings’ Board of Directors declared a cash dividend of $0.60 per share, which resulted in the Company paying total cash dividends of $51 million on September 15, 2014. Also, on October 20, 2014, L-3 Holdings’ Board of Directors declared a quarterly cash dividend of $0.60 per share, payable on December 15, 2014, to shareholders of record at the close of business on November 17, 2014.

25

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

14.  L-3 Holdings’ Earnings Per Common Share

A reconciliation of basic and diluted earnings per share (EPS) is presented in the table below.

	Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions, except per share data)
Reconciliation of net income:
Net income	$	157		$	204		$	470		$	572
Net income attributable to noncontrolling interests		(3	)		(4	)		(9	)		(6	)
Net income attributable to L-3 Holdings’ common shareholders	$	154		$	200		$	461		$	566
Earnings per share attributable to L-3 Holdings’ common shareholders:
Basic:
Weighted average common shares outstanding		85.1			89.6			85.7			89.9
Basic earnings per share:
Net income	$	1.81		$	2.23		$	5.38		$	6.30
Diluted:
Common and potential common shares:
Weighted average common shares outstanding		85.1			89.6			85.7			89.9
Assumed exercise of stock options		2.8			4.7			3.0			3.9
Unvested restricted stock awards		1.5			1.8			1.6			1.8
Employee stock purchase plan contributions		—			0.2			0.1			0.2
Performance unit awards		0.1			0.1			0.1			0.1
Assumed purchase of common shares for treasury		(2.9	)		(5.2	)		(3.2	)		(4.7	)
Assumed conversion of the CODES(1)		—			0.1			1.1			0.1
Common and potential common shares		86.6			91.3			88.4			91.3
Diluted earnings per share:
Net income	$	1.78		$	2.19		$	5.21		$	6.20

⁽¹⁾  As of June 18, 2014, the final date of conversion, the conversion price during the year-to-date period ended June 27, 2014 was $88.71. Although the CODES were retired during the year-to-date period ended June 27, 2014, they were dilutive for the year-to-date period ended September 26, 2014 as the average market price of L-3 Holdings’ common stock during the period that the CODES were outstanding was greater than the price at which the CODES would have been convertible into L-3 Holdings’ common stock. See Note 10 regarding the retirement of the CODES.

26

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

The computation of diluted EPS excluded shares for stock options and employee stock purchase plan contributions of 0.6 million and 0.5 million for the quarterly and year-to-date periods ended September 26, 2014, respectively, and shares for stock options of 1.2 million for the year-to-date period ended September 27, 2013, as they were anti-dilutive.

15.  Fair Value Measurements

The following table presents the fair value hierarchy level for each of the Company’s assets and liabilities that are measured and recorded at fair value on a recurring basis.

	September 26, 2014						December 31, 2013
Description	Level 1(1)		Level 2(2)		Level 3(3)		Level 1(1)		Level 2(2)		Level 3(3)
	(in millions)
Assets
Cash equivalents	$	359	$	—	$	—	$	299	$	—	$	—
Derivatives (foreign currency forward contracts)		—		5		—		—		6		—
Total assets	$	359	$	5	$	—	$	299	$	6	$	—
Liabilities
Derivatives (foreign currency forward contracts)	$	—	$	4	$	—	$	—	$	5	$	—

⁽¹⁾  Level 1 is based on quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Cash equivalents are primarily held in registered money market funds, which are valued using quoted market prices.

⁽²⁾  Level 2 is based on pricing inputs other than quoted prices in active markets, which are either directly or indirectly observable. The fair value is determined using a valuation model based on observable market inputs, including quoted foreign currency forward exchange rates and consideration of non-performance risk.

⁽³⁾  Level 3 is based on pricing inputs that are not observable and not corroborated by market data. The Company has no Level 3 assets or liabilities.

16.  Financial Instruments

At September 26, 2014 and December 31, 2013, the Company’s financial instruments consisted primarily of cash and cash equivalents, billed receivables, trade accounts payable, Senior Notes, CODES and foreign currency forward contracts. The carrying amounts of cash and cash equivalents, billed receivables and trade accounts payable are representative of their respective fair values because of their short-term maturities or the expected settlement dates of these instruments. The carrying amounts and estimated fair values of the Company’s other financial instruments are presented in the table below.

	September 26, 2014				December 31, 2013
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
	(in millions)
Senior Notes(1)	$	3,938	$	4,181	$	2,941	$	3,121
CODES(1)		—		—		689		830
Foreign currency forward contracts(2)		1		1		1		1

⁽¹⁾  The Company measures the fair value of its Senior Notes (and its CODES prior to their redemption) using Level 2 inputs based primarily on current market yields for its existing debt traded in the secondary market.

⁽²⁾  See Note 17 for additional disclosures regarding the notional amounts and fair values of foreign currency forward contracts.

27

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

17.  Derivative Financial Instruments

The Company’s derivative financial instruments include foreign currency forward contracts, which are entered into for risk management purposes, and an embedded derivative, at December 31, 2013, representing the contingent interest payment provision related to the CODES.

Foreign Currency Forward Contracts. The Company’s U.S. and foreign businesses enter into contracts with customers, subcontractors or vendors that are denominated in currencies other than their functional currencies. To protect the functional currency equivalent cash flows associated with certain of these contracts, the Company enters into foreign currency forward contracts. The Company’s activities involving foreign currency forward contracts are designed to hedge the changes in the functional currency equivalent cash flows due to movements in foreign exchange rates compared to the functional currency. The foreign currencies hedged are primarily the Canadian dollar, the U.S. dollar, the Euro, and the British pound. The Company manages exposure to counterparty non-performance credit risk by entering into foreign currency forward contracts with major financial institutions that are expected to fully perform under the terms of such contracts. Foreign currency forward contracts are recorded in the Company’s condensed consolidated balance sheets at fair value and are generally designated and accounted for as cash flow hedges in accordance with the accounting standards for derivative instruments and hedging activities. Gains and losses on designated foreign currency forward contracts that are highly effective in offsetting the corresponding change in the cash flows of the hedged transactions are recorded net of income taxes in AOCI and then recognized in income when the underlying hedged transaction affects income. Gains and losses on foreign currency forward contracts that do not meet hedge accounting criteria are recognized in income immediately. Notional amounts are used to measure the volume of foreign currency forward contracts and do not represent exposure to foreign currency losses. The table below presents the notional amounts of the Company’s outstanding foreign currency forward contracts by currency at September 26, 2014.

Currency	Notional Amounts
	(in millions)
Canadian dollar	$	161
U.S. dollar		101
Euro		66
British pound		9
Total	$	337

At September 26, 2014, the Company’s foreign currency forward contracts had maturities through 2018.

28

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

The table below presents the location of the Company’s derivative instruments recorded at fair value on the condensed consolidated balance sheets.

	September 26, 2014								December 31, 2013
	Other Current Assets		Other Assets		Other Current Liabilities		Other Liabilities		Other Current Assets		Other Assets		Other Current Liabilities		Other Liabilities
	(in millions)
Derivatives designated as hedging instruments:
Foreign currency forward contracts(1)	$	4	$	1	$	3	$	1	$	5	$	1	$	3	$	2
Derivatives not designated as hedging instruments:
Foreign currency forward contracts(1)		—		—		—		—		—		—		—		—
Embedded derivative related to the CODES(2)		—		—		—		—		—		—		—		—
Total derivative instruments	$	4	$	1	$	3	$	1	$	5	$	1	$	3	$	2

⁽¹⁾  See Note 15 for a description of the fair value hierarchy related to the Company’s foreign currency forward contracts.

⁽²⁾  See Note 10 for a description of the CODES Retirement.

The effect of gains or losses from foreign currency forward contracts was not material to the unaudited condensed consolidated statements of operations for the quarterly or year-to-date periods ended September 26, 2014 and September 27, 2013. At September 26, 2014, the estimated amount of existing losses that are expected to be reclassified into income within the next 12 months is less than $1 million.

18.  Commitments and Contingencies

Guarantees

In connection with the spin-off of Engility Holdings, Inc. (Engility), L-3 entered into a Distribution Agreement and several other agreements that govern certain aspects of L-3’s relationship with Engility, including employee matters, tax matters, transition services, and the future supplier/customer relationship between L-3 and Engility. These agreements generally provide cross-indemnities that, except as otherwise provided, are principally designed to place the financial responsibility for the obligations and liabilities of each entity with that respective entity. Engility has joint and several liability with L-3 to the U.S. Internal Revenue Service (IRS) for the consolidated U.S. Federal income taxes of L-3’s consolidated group for taxable periods in which Engility was a part of that group. However, the Tax Matters Agreement specifies the portion of this tax liability for which L-3 and Engility will each bear responsibility, and L-3 and Engility have agreed to indemnify each other against any amounts for which the other is not responsible. The Tax Matters Agreement also allocates responsibility between L-3 and Engility for other taxes, including special rules for allocating tax liabilities in the event that the spin-off is determined not to be tax-free. Though valid as between the parties, the Tax Matters Agreement is not binding on the IRS.

Procurement Regulations

A substantial majority of the Company’s revenues are generated from providing products and services under legally binding agreements or contracts with U.S. Government and international government customers. U.S.

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L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

Government contracts are subject to extensive legal and regulatory requirements, and, from time to time, agencies of the U.S. Government investigate whether such contracts were and are being conducted in accordance with these requirements. The Company is currently cooperating with the U.S. Government on several investigations from which civil, criminal or administrative proceedings have or could result and give rise to fines, penalties, compensatory and treble damages, restitution and/or forfeitures. The Company does not currently anticipate that any of these investigations will have a material adverse effect, individually or in the aggregate, on its consolidated financial position, results of operations or cash flows. However, under U.S. Government regulations, an indictment of the Company by a federal grand jury, or an administrative finding against the Company as to its present responsibility to be a U.S. Government contractor or subcontractor, could result in the Company being suspended for a period of time from eligibility for awards of new government contracts or task orders or in a loss of export privileges. A conviction, or an administrative finding against the Company that satisfies the requisite level of seriousness, could result in debarment from contracting with the federal government for a specified term. In addition, all of the Company’s U.S. Government contracts: (1) are subject to audit and various pricing and cost controls, (2) include standard provisions for termination for the convenience of the U.S. Government or for default, and (3) are subject to cancellation if funds for contracts become unavailable. International government contracts generally include comparable provisions relating to terminations for convenience or default, as well as other procurement clauses relevant to the international government.

Litigation Matters

The Company is also subject to litigation, proceedings, claims or assessments and various contingent liabilities incidental to its businesses, including those specified below. Furthermore, in connection with certain business acquisitions, the Company has assumed some or all claims against, and liabilities of, such acquired businesses, including both asserted and unasserted claims and liabilities.

In accordance with the accounting standard for contingencies, the Company records a liability when management believes that it is both probable that a liability has been incurred and the Company can reasonably estimate the amount of the loss. Generally, the loss is recorded at the amount the Company expects to resolve the liability. The estimated amounts of liabilities recorded for pending and threatened litigation are disclosed in Note 9. Amounts recoverable from insurance contracts or third parties are recorded as assets when deemed probable. At September 26, 2014, the Company did not record any amounts for recoveries from insurance contracts or third parties in connection with the amount of liabilities recorded for pending and threatened litigation. Legal defense costs are expensed as incurred. The Company believes it has recorded adequate provisions for its litigation matters. The Company reviews these provisions quarterly and adjusts these provisions to reflect the impact of negotiations, settlements, rulings, advice of legal counsel and other information and events pertaining to a particular matter. While it is reasonably possible that an unfavorable outcome may occur in one or more of the following matters, unless otherwise stated below, the Company believes that it is not probable that a loss has been incurred in any of these matters. With respect to the litigation matters below for which it is reasonably possible that an unfavorable outcome may occur, an estimate of loss or range of loss is disclosed when such amount or amounts can be reasonably estimated. Although the Company believes that it has valid defenses with respect to legal matters and investigations pending against it, the results of litigation can be difficult to predict, particularly those involving jury trials. Accordingly, our current judgment as to the likelihood of our loss (or our current estimate as to the potential range of loss, if applicable) with respect to any particular litigation matter may turn out to be wrong. Therefore, it is possible that the financial position, results of operations or cash flows of the Company could be materially adversely affected in any particular period by the unfavorable resolution of one or more of these or other contingencies.

30

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

Class Action. In August 2014, Zubair Patel, Alan Nguyen and Carmen Valentino filed separate, putative class action complaints in the United States District Court for the Southern District of New York against the Company and certain of its officers. Each complaint alleges violations of federal securities laws related to misconduct and accounting errors identified by the Company at its Aerospace Systems segment, and seeks monetary damages, pre- and post-judgment interest, and fees and expenses. On October 20, 2014, these cases were consolidated into a single, putative class action in the United States District Court for the Southern District of New York. The Company believes the action lacks merit and intends to defend against it vigorously. The Company is unable to reasonably estimate any amount or range of loss, if any, that may be incurred in connection with this matter because the proceedings are in their early stages. For a discussion of the Company’s internal review relating to the accounting matters at issue, see Note 3.

Government Inquiries. On July 30, 2014, the Company voluntarily contacted the SEC to report information concerning its internal review related to misconduct and accounting errors identified by the Company at its Aerospace Systems segment. The Company is in contact with the SEC and the U.S. Department of Justice, has received subpoenas for documents and other materials from both agencies concerning these self-reported matters, and is fully cooperating. The Company is unable to reasonably estimate any amount or range of loss, if any, that may be incurred in connection with these inquiries because they are in their early stages.

Bashkirian Airways. On July 1, 2004, lawsuits were filed on behalf of the estates of 31 Russian children in the state courts of Washington, Arizona, California, Florida, New York and New Jersey against Honeywell, Honeywell TCAS, Thales USA, Thales France, the Company and Aviation Communications & Surveillance Systems (ACSS), which is a joint venture of L-3 and Thales. The suits relate to the crash over southern Germany of a Bashkirian Airways Tupelov TU 154M aircraft and a DHL Boeing 757 cargo aircraft. On-board the Tupelov aircraft were 9 crew members and 60 passengers, including 45 children. The Boeing aircraft carried a crew of two. Both aircraft were equipped with Honeywell/ACSS Model 2000, Change 7 Traffic Collision and Avoidance Systems (TCAS). Sensing the other aircraft, the on-board DHL TCAS instructed the DHL pilot to descend, and the Tupelov on-board TCAS instructed the Tupelov pilot to climb. However, the Swiss air traffic controller ordered the Tupelov pilot to descend. The Tupelov pilot disregarded the on-board TCAS and put the Tupelov aircraft into a descent striking the DHL aircraft in midair at approximately 35,000 feet. All crew and passengers of both planes were lost. Investigations by the National Transportation Safety Board after the crash revealed that both TCAS units were performing as designed. The suits allege negligence and strict product liability based upon the design of the units and the training provided to resolve conflicting commands and seek approximately $315 million in damages, including $150 million in punitive damages. The Company’s insurers have accepted defense of this matter and have retained counsel. The matters were consolidated in the U.S. District Court for the District of New Jersey, which then dismissed the actions on the basis of forum non conveniens. Plaintiffs representing 30 of the estates re-filed their complaint against ACSS on April 23, 2007 with the Barcelona Court’s Registry in Spain. On March 9, 2010, the court ruled in favor of the plaintiffs and entered judgment against ACSS in the amount of approximately $6.7 million, all of which represented compensatory damages. Both ACSS and the plaintiffs appealed the judgment. In May 2012, the appellate court ruled in favor of the plaintiffs and entered judgment against ACSS in the amount of $48 million. ACSS filed an appeal of the judgment with the Supreme Court of Spain on September 28, 2012. On July 1, 2013, the Supreme Court agreed to consider the appeal, and the parties are awaiting the Supreme Court’s decision. The Company believes that the ruling and the damages awarded are inconsistent with the law and evidence presented and, accordingly, that it is not probable that the Company has incurred a loss with respect to this matter. As of the date of this filing, 18 out of the 30 plaintiffs have released their claims against ACSS in consideration for payments made by the Company’s insurance carriers.

31

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

HVC Alkmaar. On July 23, 2014, a notice of claim was received by our JovyAtlas business unit. The notice relates to losses resulting from a fire that occurred at an HVC Alkmaar bio-energy plant on July 21, 2013. The notice states that the fire resulted from the failure of an uninterruptible power supply (UPS) to provide sufficient power to act as a back-up energy supply, alleges that JovyAtlas was the manufacturer and service provider for the UPS and claims €11 million in estimated property damages and €35 million in estimated business interruption damages. The Company has tendered the notice of claim to its insurance carriers, who have commenced their own investigation.

19.  Pension and Other Postretirement Benefits

The following table summarizes the components of net periodic benefit cost for the Company’s pension and other postretirement benefit plans.

	Pension Plans												Postretirement Benefit Plans
	Third Quarter Ended						Year-to-Date Ended						Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions)
Components of net periodic benefit cost:
Service cost	$	26		$	30		$	80		$	95		$	(2	)	$	1		$	—		$	3
Interest cost		37			33			110			99			4			2			8			5
Expected return on plan assets		(48	)		(41	)		(145	)		(124	)		(1	)		—			(3	)		(2	)
Amortization of prior service costs (credits)		—			1			1			1			—			(1	)		(1	)		(2	)
Amortization of net loss (gain)		4			20			13			63			(1	)		—			(2	)		1
Curtailment loss		—			2			1			2			(1	)		—			(1	)		—
Net periodic benefit cost	$	19		$	45		$	60		$	136		$	(1	)	$	2		$	1		$	5

Contributions. The Company contributed cash of $85 million to its pension plans and $5 million to its other postretirement benefit plans during the year-to-date period ended September 26, 2014. The Company expects to contribute an additional $12 million to its pension plans and $5 million to its other postretirement benefit plans during the remainder of 2014.

20.  Stock-Based Compensation

During the year-to-date period ended September 26, 2014, the Company granted stock-based compensation under the Amended and Restated 2008 Long Term Performance Plan (2008 LTPP) in the form of stock options, restricted stock units and performance units further discussed below.

Stock Options. The Company granted 472,992 stock options with an exercise price of $113.67 per option, which was equal to the closing price of L-3 Holdings’ common stock on the date of grant. The options expire after 10 years from the date of grant and vest ratably over a three-year period on the annual anniversary of the

32

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

date of grant. The options granted to our Chairman, President and Chief Executive Officer are also subject to performance-based vesting conditions. The weighted average grant date fair value for the options of $20.02 per option was estimated using the Black-Scholes option-pricing model. The weighted average assumptions used in the valuation model for this grant are presented in the table below.

Expected holding period (in years)	5.5
Expected volatility	24.4	%
Expected dividend yield	2.7	%
Risk-free interest rate	1.7	%

Restricted Stock Units. The Company granted 414,694 restricted stock units with a weighted average grant date fair value of $113.69 per share. Restricted stock units automatically convert into shares of L-3 Holdings’ common stock upon vesting, and are subject to forfeiture until certain restrictions have lapsed, including a three year cliff vesting period for employees and a one year cliff vesting period for non-employee directors, in each case starting on the date of grant.

Performance Units. The Company granted 47,467 performance units with a weighted average grant date fair value per unit of $113.67. The final payout for these units is based on the achievement of pre-determined EPS goals established by the compensation committee of the Company’s Board of Directors for the three-year period ending December 31, 2016. The payout can range from zero to 200% of the original number of units awarded, which are converted into shares of L-3 Holdings’ common stock based on the then existing closing price at the end of the performance period.

21.  Supplemental Cash Flow Information

	Year-to-Date Ended
	September 26, 2014		September 27, 2013
	(in millions)
Interest paid on outstanding debt	$	123	$	133
Income tax payments		116		168
Income tax refunds		8		20

22.  Segment Information

The Company has four reportable segments, as described in Note 1. The Company evaluates the performance of its operating segments and reportable segments based on their sales and operating income. All corporate expenses are allocated to the Company’s operating segments using an allocation methodology prescribed by U.S. Government regulations for government contractors. Accordingly, all costs and expenses are included in the Company’s measure of segment profitability.

33

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

The tables below present net sales, operating income, depreciation and amortization and total assets by reportable segment.

	Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions)
Net Sales:
Electronic Systems	$	1,128		$	1,139		$	3,349		$	3,438
Aerospace Systems		1,037			1,092			3,173			3,416
Communication Systems		507			486			1,562			1,667
NSS		307			323			948			987
Elimination of intercompany sales		(39	)		(38	)		(116	)		(120	)
Consolidated total	$	2,940		$	3,002		$	8,916		$	9,388
Operating Income:
Electronic Systems	$	125		$	144		$	383		$	388
Aerospace Systems		64			105			196			336
Communication Systems		49			31			147			116
NSS		19			26			56			66
Consolidated total	$	257		$	306		$	782		$	906
Depreciation and amortization:
Electronic Systems	$	30		$	28		$	89		$	87
Aerospace Systems		11			10			30			28
Communication Systems		13			12			38			35
NSS		2			2			8			8
Consolidated total	$	56		$	52		$	165		$	158

	September 26, 2014		December 31, 2013
	(in millions)
Total Assets:
Electronic Systems	$	6,998	$	6,928
Aerospace Systems		2,961		3,087
Communication Systems		2,076		2,130
NSS		1,312		1,247
Corporate		694		596
Consolidated total	$	14,041	$	13,988

23.  Employee Severance and Termination Costs

Consistent with the Company’s strategy to continuously improve its cost structure and right-size its businesses, especially in view of sequestration and other DoD budget reductions, L-3 is completing employment reduction actions across several of its businesses to reduce both direct and indirect costs, including overhead and general and administrative costs. As a result of these initiatives and due to the impact of sequestration at certain

34

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

affected business units, the Company recorded $23 million in employee severance and other termination costs with respect to approximately 1,500 employees during the year-to-date period ended September 26, 2014. During the year ended December 31, 2013, the Company recorded a total of $29 million in employee severance and other termination costs with respect to approximately 2,000 employees. Employee severance and other termination costs are reported within cost of sales on the unaudited condensed consolidated statement of operations. The remaining balance to be paid in connection with these initiatives was $11 million at September 26, 2014 and December 31, 2013. Employee severance and other termination costs incurred by reportable segment for the year-to-date periods ended September 26, 2014 and September 27, 2013 are presented in the table below.

	Year-to-Date Ended
	September 26, 2014		September 27, 2013
	(in millions)
Reportable Segment
Electronic Systems	$	14	$	11
Aerospace Systems		3		1
Communication Systems		5		6
NSS		1		1
Consolidated	$	23	$	19

24.  Condensed Combining Financial Information of L-3 Communications and Its Subsidiaries

L-3 Communications is a 100% owned subsidiary of L-3 Holdings. The debt of L-3 Communications, including the Senior Notes and borrowings under amounts drawn against the Amended and Restated Revolving Credit Facility is guaranteed, on a joint and several, full and unconditional basis, by certain of its domestic subsidiaries (the “Guarantor Subsidiaries”) and, in the case of the Amended and Restated Revolving Credit Facility, by L-3 Holdings. The CODES, prior to the CODES Retirement, were guaranteed on a joint and several, full and unconditional basis, by L-3 Communications and the Guarantor Subsidiaries. See Note 11 to the audited consolidated financial statements for the year ended December 31, 2013, included in the Company’s Form 10-K/A. The foreign subsidiaries and certain domestic subsidiaries of L-3 Communications (the “Non-Guarantor Subsidiaries”) do not guarantee the debt of L-3 Communications or L-3 Holdings. None of the debt of L-3 Communications has been issued by its subsidiaries. There are no restrictions on the payment of dividends from the Guarantor Subsidiaries to L-3 Communications or from L-3 Communications to L-3 Holdings.

Under the terms of the indentures governing the Senior Notes, the guarantees of the Senior Notes will automatically and unconditionally be released and discharged: (1) upon the release of all guarantees of all other outstanding indebtedness of L-3 Communications Corporation, or (2) upon the determination that such guarantor is no longer a “domestic subsidiary.” In addition, the guarantees of the Senior Notes will be automatically and unconditionally released and discharged in the event of a sale or other disposition of all of the assets of any guarantor, by way of merger, consolidation or otherwise, or a sale of all of the capital stock of such guarantor.

The following unaudited condensed combining financial information presents the results of operations, financial position and cash flows of: (1) L-3 Holdings, excluding L-3 Communications and its consolidated subsidiaries (the “Parent”), (2) L-3 Communications, excluding its consolidated subsidiaries, (3) the Guarantor Subsidiaries, (4) the Non-Guarantor Subsidiaries, and (5) the eliminations to arrive at the information for L-3 on a consolidated basis.

35

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

As discussed in Note 3, the Company is revising its previously issued financial statements. As part of that revision, the Company has revised the accompanying condensed combining financial statements contained herein. The adjustments related to the internal review of the Aerospace Systems segment, excluding certain adjustments related to the Platform Systems segment, were recorded as adjustments to the Guarantor Subsidiaries financial statement amounts. Adjustments from the internal review that related to a foreign subsidiary of the Platform Systems segment, with a cumulative operating impact through September 26, 2014 of $28 million, were recorded to the Non-Guarantor Subsidiaries financial statement amounts. The adjustments for the accounting related to a sales-type lease transaction for flight simulator systems within its Electronic Systems segment have been recorded as adjustments to the L-3 Communications financial statement amounts. The adjustments for the previously identified immaterial errors were recorded as adjustments to the Guarantor Subsidiaries financial statement amounts.

36

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

	L-3 Holdings (Parent)		L-3 Communications		Guarantor Subsidiaries		Non- Guarantor Subsidiaries		Eliminations			Consolidated L-3
	(in millions)
Condensed Combining Balance Sheets:
At September 26, 2014:
Current assets:
Cash and cash equivalents	$	—	$	330	$	1	$	239	$	(62	)	$	508
Billed receivables, net		—		296		348		227		—			871
Contracts in process		—		994		1,165		387		—			2,546
Other current assets		—		410		145		176		—			731
Total current assets		—		2,030		1,659		1,029		(62	)		4,656
Goodwill		—		2,324		4,320		1,140		—			7,784
Other assets		—		800		568		233		—			1,601
Investment in and amounts due from consolidated subsidiaries		5,903		6,993		4,049		—		(16,945	)		—
Total assets	$	5,903	$	12,147	$	10,596	$	2,402	$	(17,007	)	$	14,041
Current liabilities	$	—	$	872	$	999	$	583	$	(62	)	$	2,392
Amounts due to consolidated subsidiaries		—		—		—		366		(366	)		—
Other long-term liabilities		—		1,434		187		111		—			1,732
Long-term debt		—		3,938		—		—		—			3,938
Total liabilities		—		6,244		1,186		1,060		(428	)		8,062
L-3 shareholders’ equity		5,903		5,903		9,410		1,342		(16,655	)		5,903
Noncontrolling interests		—		—		—		—		76			76
Total equity		5,903		5,903		9,410		1,342		(16,579	)		5,979
Total liabilities and equity	$	5,903	$	12,147	$	10,596	$	2,402	$	(17,007	)	$	14,041
At December 31, 2013:
Current assets:
Cash and cash equivalents	$	—	$	258	$	—	$	261	$	(19	)	$	500
Billed receivables, net		—		364		401		226		—			991
Contracts in process		—		925		1,152		354		—			2,431
Other current assets		—		344		159		169		—			672
Total current assets		—		1,891		1,712		1,010		(19	)		4,594
Goodwill		—		2,324		4,320		1,152		—			7,796
Other assets		—		838		532		228		—			1,598
Investment in and amounts due from consolidated subsidiaries		6,670		6,923		3,750		—		(17,343	)		—
Total assets	$	6,670	$	11,976	$	10,314	$	2,390	$	(17,362	)	$	13,988
Current liabilities	$	—	$	914	$	1,011	$	628	$	(19	)	$	2,534
Amounts due to consolidated subsidiaries		—		—		—		259		(259	)		—
Other long-term liabilities		—		1,451		193		124		—			1,768
Long-term debt		689		3,630		—		—		(689	)		3,630
Total liabilities		689		5,995		1,204		1,011		(967	)		7,932
L-3 shareholders’ equity		5,981		5,981		9,110		1,379		(16,470	)		5,981
Noncontrolling interests		—		—		—		—		75			75
Total equity		5,981		5,981		9,110		1,379		(16,395	)		6,056
Total liabilities and equity	$	6,670	$	11,976	$	10,314	$	2,390	$	(17,362	)	$	13,988

37

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

	L-3 Holdings (Parent)			L-3 Communications			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated L-3
	(in millions)
Condensed Combining Statements of Operations:
For the quarter ended September 26, 2014:
Total net sales	$	—		$	860		$	1,628		$	525		$	(73	)	$	2,940
Total cost of sales		(10	)		(787	)		(1,500	)		(469	)		83			(2,683	)
Operating (loss) income		(10	)		73			128			56			10			257
Interest expense		—			(46	)		(2	)		1			—			(47	)
Interest and other income, net		—			4			—			1			—			5
(Loss) income before income taxes		(10	)		31			126			58			10			215
Benefit (provision) for income taxes		3			(8	)		(34	)		(16	)		(3	)		(58	)
Equity in net income of consolidated subsidiaries		161			131			—			—			(292	)		—
Net income		154			154			92			42			(285	)		157
Net income attributable to noncontrolling interests		—			—			—			—			(3	)		(3	)
Net income attributable to L-3	$	154		$	154		$	92		$	42		$	(288	)	$	154
Comprehensive income attributable to L-3	$	90		$	90		$	89		$	(22	)	$	(157	)	$	90
For the quarter ended September 27, 2013:
Total net sales	$	—		$	912		$	1,646		$	543		$	(99	)	$	3,002
Total cost of sales		(14	)		(854	)		(1,458	)		(483	)		113			(2,696	)
Operating (loss) income		(14	)		58			188			60			14			306
Interest expense		(5	)		(43	)		—			(1	)		5			(44	)
Interest and other income, net		—			3			1			—			—			4
(Loss) income before income taxes		(19	)		18			189			59			19			266
Benefit (provision) for income taxes		5			(3	)		(45	)		(14	)		(5	)		(62	)
Equity in net income of consolidated subsidiaries		214			185			—			—			(399	)		—
Net income		200			200			144			45			(385	)		204
Net income attributable to noncontrolling interests		—			—			—			—			(4	)		(4	)
Net income attributable to L-3	$	200		$	200		$	144		$	45		$	(389	)	$	200
Comprehensive income attributable to L-3	$	250		$	250		$	145		$	77		$	(472	)	$	250

38

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

	L-3 Holdings (Parent)			L-3 Communications			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated L-3
	(in millions)
Condensed Combining Statements of Operations:
For the Year-to-Date Period Ended September 26, 2014:
Total net sales	$	—		$	2,606		$	4,908		$	1,623		$	(221	)	$	8,916
Total cost of sales		(39	)		(2,354	)		(4,533	)		(1,468	)		260			(8,134	)
Operating (loss) income		(39	)		252			375			155			39			782
Interest expense		(2	)		(127	)		(2	)		—			2			(129	)
Interest and other income, net		—			12			—			2			—			14
(Loss) income before income taxes		(41	)		137			373			157			41			667
Benefit (provision) for income taxes		12			(41	)		(110	)		(46	)		(12	)		(197	)
Equity in net income of consolidated subsidiaries		490			365			—			—			(855	)		—
Net income		461			461			263			111			(826	)		470
Net income attributable to noncontrolling interests		—			—			—			—			(9	)		(9	)
Net income attributable to L-3	$	461		$	461		$	263		$	111		$	(835	)	$	461
Comprehensive income attributable to L-3	$	411		$	411		$	264		$	53		$	(728	)	$	411
For the Year-to-Date Period Ended September 27, 2013:
Total net sales	$	—		$	2,847		$	5,104		$	1,705		$	(268	)	$	9,388
Total cost of sales		(42	)		(2,625	)		(4,598	)		(1,527	)		310			(8,482	)
Operating (loss) income		(42	)		222			506			178			42			906
Interest expense		(15	)		(130	)		—			(1	)		15			(131	)
Interest and other income, net		—			9			1			4			—			14
(Loss) income before income taxes		(57	)		101			507			181			57			789
Benefit (provision) for income taxes		16			(28	)		(139	)		(50	)		(16	)		(217	)
Equity in net income of consolidated subsidiaries		607			493			—			—			(1,100	)		—
Net income		566			566			368			131			(1,059	)		572
Net income attributable to noncontrolling interests		—			—			—			—			(6	)		(6	)
Net income attributable to L-3	$	566		$	566		$	368		$	131		$	(1,065	)	$	566
Comprehensive income attributable to L-3	$	587		$	587		$	369		$	108		$	(1,064	)	$	587

39

L-3 COMMUNICATIONS HOLDINGS, INC.

AND L-3 COMMUNICATIONS CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS — (continued)

	L-3 Holdings (Parent)			L-3 Communications			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated L-3
	(in millions)
Condensed Combining Statements of Cash Flows:
For the Year-to-Date Period Ended September 26, 2014:
Operating activities:
Net cash from operating activities	$	1,506		$	201		$	382		$	69		$	(1,553	)	$	605
Investing activities:
Business acquisitions, net of cash acquired		—			(57	)		—			—			—			(57	)
Investments in L-3 Communications		(87	)		—			—			—			87			—
Other investing activities		—			(37	)		(52	)		(16	)		—			(105	)
Net cash used in investing activities		(87	)		(94	)		(52	)		(16	)		87			(162	)
Financing activities:
Proceeds from sale of senior notes		—			996			—			—			—			996
Retirement of CODES		(935	)		—			—			—			—			(935	)
Common stock repurchased		(413	)		—			—			—			—			(413	)
Dividends paid on L-3 Holdings common stock		(158	)		—			—			—			—			(158	)
Dividends paid to L-3 Holdings		—			(1,506	)		—			—			1,506			—
Investments from L-3 Holdings		—			87			—			—			(87	)		—
Other financing activities		87			388			(329	)		(66	)		4			84
Net cash used in financing activities		(1,419	)		(35	)		(329	)		(66	)		1,423			(426	)
Effect of foreign currency exchange rate changes on cash		—			—			—			(9	)		—			(9	)
Net increase (decrease) in cash		—			72			1			(22	)		(43	)		8
Cash and cash equivalents, beginning of the period		—			258			—			261			(19	)		500
Cash and cash equivalents, end of the period	$	—		$	330		$	1		$	239		$	(62	)	$	508
For the Year-to-Date Period Ended September 27, 2013:
Net cash from operating activities	$	555		$	86		$	523		$	101		$	(648	)	$	617
Investing activities:
Business acquisitions, net of cash acquired		—			(2	)		—			—			—			(2	)
Investments in L-3 Communications		(104	)		—			—			—			104			—
Other investing activities		—			(70	)		(53	)		(16	)		—			(139	)
Net cash used in investing activities		(104	)		(72	)		(53	)		(16	)		104			(141	)
Financing activities:
Common stock repurchased		(404	)		—			—			—			—			(404	)
Dividends paid on L-3 Holdings common stock		(151	)		—			—			—			—			(151	)
Dividends paid to L-3 Holdings		—			(555	)		—			—			555			—
Investments from L-3 Holdings		—			104			—			—			(104	)		—
Other financing activities		104			345			(469	)		(81	)		210			109
Net cash used in financing activities		(451	)		(106	)		(469	)		(81	)		661			(446	)
Effect of foreign currency exchange rate changes on cash		—			—			—			(2	)		—			(2	)
Net (decrease) increase in cash		—			(92	)		1			2			117			28
Cash and cash equivalents, beginning of the period		—			246			—			242			(139	)		349
Cash and cash equivalents, end of the period	$	—		$	154		$	1		$	244		$	(22	)	$	377

40

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS

Overview and Outlook

Controls and Procedures: As part of the internal review of our Aerospace Systems segment, discussed below, we identified material weaknesses in our internal controls over financial reporting (“ICFR”). The material weaknesses, further discussed in Item 4, Controls and Procedures are: (1) the Company did not maintain an effective control environment at its Aerospace Systems segment, with respect to: (i) inadequate execution of existing controls around the annual review and approval of contract (revenue arrangement) estimates; (ii) not following established Company accounting policies, controls and procedures, and (iii) intentional override of numerous transactional and monitoring internal controls at our Army Sustainment division; and (2) Company personnel did not perform reviews of certain employee concerns regarding violations of our accounting policies and ICFR in a sufficient and effective manner.

As disclosed on October 10, 2014, we are revising our previously issued financial statements for the quarterly and year-to-date periods ended September 27, 2013 to update for: (1) accounting adjustments due to the internal review at our Aerospace Systems segment, (2) accounting error related to a sales-type lease transaction for flight simulator systems within our Electronic Systems segment, and (3) previously identified immaterial errors already recognized in its financial statements but not recorded in the appropriate periods. The accounting errors related to the sales-type lease and immaterial out of period amounts are not related to the internal review at our Aerospace Systems segment.

Internal Review of Aerospace Systems Segment: The Company conducted an internal review related to instances of misconduct and accounting errors at its Aerospace Systems segment. This review was conducted with the assistance of outside legal and accounting advisors, and has been completed. As a result of the internal review, the Company identified and recorded aggregate pre-tax charges as follows: (1) $75 million for the six months ended June 27, 2014, (2) $60 million for 2013, (3) $25 million for 2012, (4) $5 million for 2011, and (5) $4 million for periods prior to 2011. The pre-tax charges related to the quarterly and year-to-date periods ended September 27, 2013 were approximately $7 million and $36 million, respectively.

The adjustments related to the internal review only affected the Logistics Solutions and Platform Systems sectors of the Aerospace Systems segment. The cumulative aggregate adjustments attributable to the Logistics Solutions sector are approximately $117 million, and at the Platform Systems sector are approximately $52 million through June 27, 2014. The Logistics Solutions sector adjustments relate to: (1) losses of $69 million with respect to the U.S. Army C-12 fixed-price maintenance and logistics support contract due to cost overruns inappropriately deferred, sales invoices inappropriately prepared, and the failure to timely and accurately perform contract estimates at completion and valuation assessments of inventories and receivables, at our Army Sustainment Division, and (2) accounting errors of $48 million in connection with the valuation of inventories and receivables, as well as the correction for certain accruals on other logistics support contracts. The Platform Systems sector adjustments are primarily due to: (1) losses of $37 million on two aircraft modification contracts and two contracts for rotary wing sub-assemblies and parts, and (2) write-offs of deferred costs of $15 million to design and test aerostructures for a new commercial aircraft.

Sales-Type Lease Transaction: We routinely perform on-site accounting and internal control review procedures on a rotational basis. As part of a previously planned review of our Simulation & Training business in the Electronic Systems segment and unrelated to the internal review at the Aerospace Systems segment, we evaluated the accounting treatment related to a sales-type lease transaction with the U.S. Army for rotary wing flight simulator systems. The period of performance under this contract began in 2004 and ends in 2023. Based on the results of this evaluation, we have adjusted our previously issued financial statements to: (1) increase interest

41

income accretion on the net investment related to this sales-type lease transaction by an estimated aggregate amount of approximately $5 million for 2013, $3 million for each of 2012 and 2011 and $12 million for periods prior to 2011, and (2) decrease sales by approximately $8 million for 2014 and $7 million for 2013 and a related decrease cost of sales by approximately $7 million for each of 2014 and 2013 and $5 million for periods prior to 2011.

Out of Period Amounts: We had identified various out of period amounts included in our previously issued financial statements that were deemed to be immaterial individually and in the aggregate. In prior periods, in accordance with Accounting Standards Codification (“ASC”) 250-10-S99 and S55 (formerly Staff Accounting Bulletins (“SAB”) No. 99 and No. 108), Accounting Changes and Error Corrections, we concluded that these errors were, individually, and in the aggregate, not material, quantitatively or qualitatively, to the financial statements in the period recorded or to the relevant prior periods. Accordingly, we recorded these errors in our financial statements in the period that the error was identified. We are, on a voluntary basis, revising our previously issued financial statements to correct for these errors already recognized in our financial statements but not recorded in the appropriate periods to reflect them in the appropriate period. These out of period amounts were not discovered as part of the internal review of the Aerospace Systems segment discussed above, but rather represent previously identified errors “resulting from mathematical mistakes, mistakes in application of generally accepted accounting principles, or oversight or misuse of facts that existed at the time the financial statements were prepared,” as defined in ASC 250-10-20 Accounting Changes and Error Corrections. We are, therefore, not treating these amounts as changes in estimates. These errors consist of: (1) increases in development and material costs related to Broadband Communication Systems that were recorded in the first quarter of 2013 but should have been recorded in the fourth quarter of 2012, (2) a sub-contractor subscription deposit that was recorded as sales and income in the fourth quarter of 2012 but should have been amortized to sales and income during 2013, (3) costs accrued in the fourth quarter of 2012 for goods or services received in the first quarter of 2013, (4) several unrecorded liabilities that were recorded in the first quarter of 2013 but should have been recorded in the fourth quarter of 2012, (5) a correction of accrued vacation that was recorded in the fourth quarter of 2013 but should have been recorded in the fourth quarter of 2012 and the first, second and third quarters of 2013, and (6) a warranty reserve reduction recorded in the third quarter of 2012 that should have been recorded in the fourth quarter of 2011.

With respect to each of these immaterial out of period amounts included in the Company’s previously issued financial statements, the table below presents the: (1) nature of the adjustments, (2) applicable segment, and (3) amount of increase (or decrease) to sales and operating income for the quarters ended December 31, September 27, June 28, and March 29, 2013.

		December 31, 2013				September 27, 2013						June 28, 2013					March 29, 2013
Nature of Adjustment	Applicable Segment	Sales		Operating Income		Sales			Operating Income			Sales		Operating Income			Sales			Operating Income
												($ in millions)
Higher development and material costs for networked communications systems	Communication Systems	$	—	$	—	$	—		$	—		$	—	$	—		$	10		$	10
Sub-contractor subscription deposit	Aerospace Systems		5		—		7			1			7		1			7			1
Costs accruals for goods/services received	Aerospace Systems		—		—		—			—			—		—			5			1
Unrecorded liabilities	Aerospace Systems		—		—		—			—			—		—			(2	)		—
Accrued vacation	Aerospace Systems		—		6		—			(2	)		—		(2	)		—			(2	)
Overstated revenue	Aerospace Systems		4		—		(4	)		—			—		—			—			—
Total		$	9	$	6	$	3		$	(1	)	$	7	$	(1	)	$	20		$	10

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The table below presents the impact of the matters discussed above on sales and pre-tax income in total, for the six month period ended June 27, 2014, years ended December 31, 2013, 2012, and 2011, and for the years ended prior to December 31, 2011.

	Total						Six Months 2014						2013						2012						2011						Prior to 2011
	Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income
																(in millions)
Army C-12 Contract	$	(32	)	$	(69	)	$	(3	)	$	(15	)	$	(25	)	$	(35	)	$	(3	)	$	(16	)	$	(1	)	$	(3	)	$	—		$	—
Other Logistics Support Contracts		(5	)		(48	)		—			(20	)		(2	)		(11	)		(2	)		(11	)		—			(2	)		(1	)		(4	)
Logistics Solutions		(37	)		(117	)		(3	)		(35	)		(27	)		(46	)		(5	)		(27	)		(1	)		(5	)		(1	)		(4	)
Platform Systems		(21	)		(52	)		(12	)		(40	)		(12	)		(14	)		3			2			—			—			—			—
Total Internal Review of Aerospace Systems Segment		(58	)		(169	)		(15	)		(75	)		(39	)		(60	)		(2	)		(25	)		(1	)		(5	)		(1	)		(4	)
Sales-Type Lease Transaction		(15	)		29			(8	)		1			(7	)		5			—			3			—			3			—			17
Out of Period Amounts		—			—			—			—			39			14			(36	)		(18	)		(3	)		4			—			—
Total Revisions	$	(73	)	$	(140	)	$	(23	)	$	(74	)	$	(7	)	$	(41	)	$	(38	)	$	(40	)	$	(4	)	$	2		$	(1	)	$	13

The table below presents the impact of the matters discussed above on sales and pre-tax income for the quarters ended June 27 and March 28, 2014, December 31, September 27, June 28, 2013 and March 29, 2013.

	June 27, 2014						March 28, 2014						December 31, 2013						September 27, 2013						June 28, 2013						March 29, 2013
	Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income
	(in millions)
Army C-12 Contract	$	(1	)	$	(11	)	$	(2	)	$	(4	)	$	(24	)	$	(20	)	$	3		$	(2	)	$	(3	)	$	(7	)	$	(1	)	$	(6	)
Other Logistics Support Contracts		—			(15	)		—			(5	)		(1	)		(2	)		(1	)		(5	)		—			(2	)		—			(2	)
Logistics Solutions		(1	)		(26	)		(2	)		(9	)		(25	)		(22	)		2			(7	)		(3	)		(9	)		(1	)		(8	)
Platform Systems		(6	)		(29	)		(6	)		(11	)		(2	)		(2	)		1			—			(6	)		(6	)		(5	)		(6	)
Total Internal Review of Aerospace Systems Segment		(7	)		(55	)		(8	)		(20	)		(27	)		(24	)		3			(7	)		(9	)		(15	)		(6	)		(14	)
Sales-Type Lease Transaction		(3	)		1			(5	)		—			(3	)		1			(1	)		2			(1	)		1			(2	)		1
Out of Period Amounts		—			—			—			—			9			6			3			(1	)		7			(1	)		20			10
Total Revisions	$	(10	)	$	(54	)	$	(13	)	$	(20	)	$	(21	)	$	(17	)	$	5		$	(6	)	$	(3	)	$	(15	)	$	12		$	(3	)

For additional information regarding the effect the adjustments above had on previously issued financial statements, see Note 3.

In accordance with ASC 250-10-S99 and S55, we performed an analysis to determine if the impact of the amounts disclosed above were material to previously issued financial statements. Based on that analysis, we believe that previously issued financial statements are not materially misstated on either a quantitative or qualitative basis. However, we believed that correcting these errors in the Form 10-Q for the quarter ended June 27, 2014 would, in the aggregate, have caused a material misstatement to forecasted pre-tax income and net income for the fiscal year ending December 31, 2014. Accordingly, we are correcting these errors by revising our previously issued financial statements for the quarterly and year-to-date periods ended September 27, 2013 on this Form 10-Q to record all the adjustments in the tables above in the appropriate period. In addition, we revised our previously issued financial statements for the quarterly and first half periods ended June 28, 2013 on our Quarterly Report on Form 10-Q filed on October 10, 2014 for the quarterly and first half periods ended June 27, 2014, for the quarterly periods ended March 28, 2014 and March 29, 2013 on our Quarterly Report on Form 10-Q/A filed on October 10, 2014 for the quarterly period ended March 28, 2014 and our Annual Report on Form 10-K/A filed on October 10, 2014 for the years ended December 31, 2013, 2012 and 2011 to record all the adjustments in the tables above in the appropriate period.

43

This Management’s Discussion and Analysis of Financial Condition and Results of Operations gives effect to the revisions for the quarter ended September 27, 2013 (2013 Third Quarter) and the Year-to-Date Period ended September 27, 2013 (2013 Year-to-Date Period) as described under Note 3 to our unaudited condensed consolidated financial statements contained in this Form 10-Q, which accompany the financial statements in Part I, Item 1 of this Form 10-Q.

L-3’s Business

L-3 Holdings derives all of its operating income and cash flows from its wholly-owned subsidiary, L-3 Communications. L-3 Holdings is a prime contractor in aerospace systems and national security solutions. L-3 is also a leading provider of a broad range of communication and electronic systems and products used on military and commercial platforms. The Company’s customers include the United States (U.S.) Department of Defense (DoD) and its prime contractors, U.S. government intelligence agencies, the U.S. Department of Homeland Security (DHS), U.S. Department of State (DoS), allied international governments, and domestic and international commercial customers.

In the first quarter of 2014, the Company completed a realignment of its segments to better align its organizational structure with customer priorities and increase operational efficiencies. As a result of the realignment, L-3’s structure consists of four segments: (1) Electronic Systems, (2) Aerospace Systems, (3) Communication Systems, and (4) National Security Solutions (NSS). Electronic Systems provides a broad range of components, products, subsystems, systems, and related services for military and commercial customers in several niche markets across several business areas. These business areas include precision engagement & training, sensor systems, power & propulsion systems, marine systems international, aviation products, warrior systems and security & detection systems. Aerospace Systems delivers integrated solutions for the global Intelligence, Surveillance and Reconnaissance (ISR) market and provides modernization, upgrade, sustainment, and maintenance and logistics support for a wide variety of aircraft and ground systems. Communication Systems delivers products and services for the global communications market, specializing in strategic and tactical airborne, space, ground and sea-based communication systems. NSS provides cybersecurity solutions, high-performance computing, enterprise information technology (IT) services, analytics and intelligence analysis to the DoD, U.S. Government intelligence agencies, federal civilian agencies and allied international governments.

Financial information with respect to our segments is included in Results of Operations within this section, Note 22 to our unaudited condensed consolidated financial statements and Note 23 to our audited consolidated financial statements included in our Form 10-K/A. Financial information for the quarterly and year-to-date periods ended September 27, 2013 in this section has been revised for the segment realignment discussed above and the revision to previously issued financial statements discussed in Note 3 to our unaudited condensed consolidated financial statements.

For the year ended December 31, 2013, we generated sales of $12,622 million. Our primary customer was the DoD. The table below presents a summary of our consolidated 2013 sales by major category of end customer and the percent contributed by each to our consolidated 2013 sales.

	2013 Sales		% of 2013 Sales
	(in millions)
DoD	$	8,589		68	%
Other U.S. Government		597		5
Total U.S. Government		9,186		73	%
International (foreign governments)		1,747		14
Commercial — international		1,067		8
Commercial — domestic		622		5
Total sales	$	12,622		100	%

44

We currently expect the percentage of our consolidated sales to the U.S. Government to decline from 73% of our consolidated 2013 sales to approximately 71% of our consolidated 2014 sales. U.S. Government sales include sales to the DoD, which we expect to decrease from approximately 68% of our consolidated 2013 sales to 66% of our consolidated 2014 sales. We also expect sales to commercial and international customers to increase to approximately 29% of our 2014 sales compared to 27% of our consolidated 2013 sales.

Business Environment

U.S. Government Markets. Sales to U.S. Government customers represented 73% of our consolidated 2013 sales, and were primarily to DoD customers, which comprised 68% of our consolidated sales. Therefore, our annual sales are generally highly correlated to changes in U.S. Government spending levels, especially DoD budget levels.

The DoD budget peaked in the fiscal year ended September 30, 2010 (FY 2010) at $690 billion and has declined since. The total DoD budget for FY 2013 was $578 billion, which declined 10% compared to the FY 2012 budget, with the base budget 6% lower than FY 2012 and the Overseas Contingency Operations (OCO) budget 29% lower than FY 2012. The total DoD enacted budget for FY 2014 is $581 billion.

The enacted FY 2013 and FY 2014 DoD budgets comply with the sequestration cuts required by the Budget Control Act of 2011 (BCA), as amended by The American Taxpayer Relief Act (ATRA) and the Bipartisan Budget Act of 2013 (BBA). ATRA, enacted on January 2, 2013, delayed the effective date of the BCA sequester cuts by two months to March 1, 2013 and reduced the sequester cuts to the FY 2013 DoD budget by $9 billion. The BBA, enacted on December 26, 2013, reduced budget sequester cuts to the DoD base budget by approximately $22 billion for FY 2014 and $9 billion for FY 2015 and increased the FY 2014 OCO budget by $6 billion compared to the amount requested by the Obama Administration (“Administration”).

On March 4, 2014, the Administration submitted its FY 2015 DoD Proposed Budget Request (PBR). The FY 2015 base budget request of $496 billion complies with the BCA sequestration cut spending caps, as amended by the BBA. The FY 2015 budget request also includes a $79 billion estimate for OCO. The total FY 2015 DoD budget request is $575 billion, a decline of 1% compared to the enacted FY 2014 DoD budget. On June 27, 2014, the Administration submitted to Congress an OCO Budget Amendment to update the FY 2015 DoD OCO request to $58.6 billion. For FY 2015, the Administration’s budget included a request for an additional $56 billion for the Opportunity, Growth and Security (OGS) Initiative. The OGS Initiative includes defense related funding for the DoD of $26.4 billion spread across military departments. However, Congress has not approved the FY 2015 budget. On September 19, 2014, the President signed a continuing resolution enacted by Congress, which funds the DoD through December 11, 2014. This continuing resolution funds the DoD at levels similar to the DoD FY 2014 budget.

45

The table below presents the FY 2011 through FY 2014 enacted DoD budgets and the FY 2015 PBR. The FY 2015 PBR, submitted to Congress in March 2014 (as amended by the June 2014 OCO update), exceeds the BCA sequestration cut spending caps by $35 billion in FY 2016, $31 billion in FY 2017, $27 billion for FY 2018 and $22 billion for FY 2019. The table below excludes these amounts that exceed the BCA spending caps for FY 2016 to FY 2019 and the OGS Initiative of $26.4 billion.

	DoD Budget (includes   Sequestration Cuts/BBA)						Annual Total Budget Change
Fiscal Year (Ending September 30)	Base		OCO		Total
	(in billions)
2011	$	528	$	159	$	687		0	%
2012	$	530	$	115	$	645		-6	%
2013	$	496	$	82	$	578		-10	%
2014	$	496	$	85	$	581		1	%
2015	$	496	$	59	$	555		-4	%
2016	$	500	$	30	$	530		-5	%
2017	$	512	$	30	$	542		+2	%
2018	$	525	$	30	$	555		+2	%
2019	$	537	$	30	$	567		+2	%

While we believe that L-3 is well positioned to benefit from several of the DoD’s focus areas, declining DoD budgets will generally pressure and possibly reduce funding for some of our contracts, which could reduce our sales and operating income and negatively impact our results of operations and cash flows. Uncertainty continues to exist, even with the recent passage of the BBA, regarding how sequestration cuts will be implemented in future fiscal year DoD budgets and what challenges this may present for the defense industry, including L-3, our customers and suppliers. Furthermore, while members of Congress and the Administration continue to discuss various options to address sequestration and the U.S. Government’s overall fiscal challenges, we cannot predict the outcome of these efforts. We do not believe the FY 2014 sequester cuts to the DoD budget will have a significant negative impact on our results of operations or cash flows for the year ending December 31, 2014. However, depending on how future sequestration cuts are implemented, sequestration could have a material, negative impact on our results of operations and cash flows in the future. In addition, declining DoD budgets due to sequestration or other reductions could also potentially trigger non-cash goodwill impairment charges depending on how these reductions impact each of our reporting units. (See the discussion regarding goodwill in “Part II — Item 7 — Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Policies” included in our Form 10-K/A.)

International and Commercial Markets. Sales to end customers other than the U.S. Government represented 27% of our consolidated 2013 sales and we expect those sales to represent 30% of our consolidated 2014 sales. These sales are generally affected by international government security and military priorities, as well as the fiscal situations of our international government end customers, global economic conditions for our commercial end markets and our competitive success in winning new business and increasing market share.

Key Performance Measures

The primary financial performance measures that we use to manage our businesses and monitor results of operations are sales and operating income trends. Management believes that these financial performance measures are the primary growth drivers for our earnings and cash flow per common share. Generally, in evaluating our businesses and contract performance, we focus on net sales, operating income and operating margin, which we define as operating income as a percentage of sales, and not by type or amount of operating costs.

One of our primary business objectives is to increase sales organically and through select business acquisitions. We define organic sales growth as the increase or decrease in sales for the current period compared

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to the prior period, excluding sales in the: (1) current period from business acquisitions that are included in our actual results of operations for less than twelve months, and (2) prior period from business divestitures that are included in our actual results of operations for the twelve-month period prior to the divestiture date. We expect to supplement, strengthen and enhance our existing businesses by selectively acquiring businesses that: (1) add important new technologies and products, (2) provide access to select customers, programs and contracts and (3) provide attractive returns on investment. Another important financial performance measure that we use is operating margin, because sales growth combined with operating margin levels determine our operating income levels.

Sales Trend. For the quarter ended September 26, 2014 (2014 Third Quarter), consolidated net sales of $2,940 million decreased by $62 million, or 2%, due to a decrease in organic sales of $85 million, or 3%, partially offset by net sales from acquisitions of $23 million, or 1%, compared to the quarter ended September 27, 2013 (2013 Third Quarter).

For the year-to-date period ended September 26, 2014 (2014 Year-to-Date Period), consolidated net sales of $8,916 million decreased by $472 million, or 5%, due primarily to a decrease in organic sales of $530 million, or 6%, partially offset by net sales from acquisitions of $58 million, or 1%, compared to the year-to-date Period ended September 27, 2013 (2013 Year-to-Date Period). See “—Results of Operations”, including segment results below for a discussion of sales.

For the year ended December 31, 2013, our largest contract (revenue arrangement) in terms of annual sales was the Fort Rucker Maintenance Support contract with the U.S. Army Aviation and Missile Life Cycle Management Command (AMCOM), which is included in our Aerospace Systems segment. Under this contract, which generated approximately 4% of our 2013 sales, we provide maintenance, logistics and other related sustainment support services for rotary wing aircraft assigned to Fort Rucker and satellite units in Alabama. Our period of performance, including unexercised annual options, continues through September 30, 2017.

We derived approximately 68% of our 2013 sales from DoD customers and, as a result, our sales trends are generally highly correlated to DoD budget levels. DoD budgets are a function of several factors and uncertainties beyond our control, including, but not limited to, changes in U.S. procurement policies, budget considerations, current and future economic conditions, presidential administration priorities, U.S. military engagements, changing national security and defense requirements, geo-political developments, actual fiscal year congressional appropriations for defense budsets, and sequestration and other DoD budget reductions. Any of these factors could result in a significant increase, decrease or redirection of DoD budgets and impact our future results of operations, including our sales and operating income growth rates. Additionally, our future results of operations will be affected by our ability to retain our existing business, including our revenue arrangements with DoD customers, and to successfully compete for new business, which largely depends on: (1) our successful performance on existing contracts, (2) the effectiveness and innovation of our technologies and research and development activities, (3) our ability to offer better program performance than our competitors at an affordable cost and (4) our ability to retain our employees and hire new ones, particularly those employees who have U.S. Government security clearances. We expect our 2014 consolidated sales to decline by approximately 4% compared to 2013, primarily due to the decline in DoD budgets.

Operating Income Trend. Operating income for the 2014 Third Quarter was $257 million, a decrease of 16% from $306 million for the 2013 Third Quarter. Our operating margin was 8.7% for the 2014 Third Quarter, a decrease of 150 basis points from 10.2% for the 2013 Third Quarter.

Operating income for the 2014 Year-to-Date Period was $782 million, a decrease of 14% from $906 million for the 2013 Year-to-Date Period. Our operating margin was 8.8% for the 2014 Year-to-Date Period, a decrease of 90 basis points from 9.7% for the 2013 Year-to-Date Period. See “—Results of Operations”, including segment results below for a discussion of operating margin.

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While we continue to undertake cost management actions, such as reducing our indirect costs, resizing select business units, and improving our productivity and contract performance in an effort to maintain or even increase operating margin, these efforts may not be successful. Changes in the competitive environment and DoD procurement practices, reductions to the DoD budget, lower consolidated sales and changes in our annual pension expense and severance costs could result in lower operating margin. Furthermore, select business acquisitions and select new business, including contract renewals and new contracts, could have lower operating margins than L-3’s operating margins on existing business and contracts. We expect our 2014 annual consolidated operating margin to decrease as compared to 2013, primarily due to lower sales, mix changes and legal and advisory costs and charges in connection with the internal review of the Aerospace Systems segment.

Other Events

Debt Issuance CODES Retirement. On May 28, 2014, L-3 Communications issued $350 million in principal amount of 1.50% Senior Notes that mature on May 28, 2017 (2017 Senior Notes) and $650 million in principal amount of 3.95% Senior Notes that mature on May 28, 2024 (2024 Senior Notes). The 2017 Senior Notes and 2024 Senior Notes (together referred to as the “Senior Notes”) were issued at a bond discount of $1 million and $3 million, respectively. The net cash proceeds of $988 million from this Senior Notes offering were used primarily to fund the CODES Retirement as discussed below. The remaining net proceeds are available for general corporate purposes.

On May 13, 2014, the Company called for full redemption of all of its outstanding CODES effective on June 2, 2014 (the “Redemption Date”). The redemption price for the CODES was $1,000 per $1,000 principal amount of the CODES, plus accrued and unpaid interest to, but excluding, the Redemption Date. Holders of the CODES were entitled to convert all or a portion of thereof (in integral multiples of $1,000) at any time prior to the close of business on the business day immediately preceding the Redemption Date (the “Redemption Conversion Period”). The conversion value of CODES of $935 million was calculated in accordance with the indenture governing the CODES based on the closing sales price of L-3 Holdings’ common stock and the conversion rate for each trading day in the 20 trading day period as follows: (1) for conversion notices received by May 16, 2014 (5 p.m.), the 20 trading day conversion period began on the third trading day following receipt of the conversion notice and (2) for conversion notices received after that time, the 20 trading day conversion period began on May 2, 2014 and ended on May 30, 2014, the trading day immediately preceding the Redemption Date. The Company settled the entire conversion value with respect to converted CODES in cash. As of June 27, 2014, the CODES have been retired. As a result of the conversion, the Company recorded a reduction to shareholders’ equity of $160 million, related to the excess conversion value over the fair value of the debt component of the CODES, net of deferred tax liability.

See Note 10 to our unaudited condensed consolidated financial statements contained in this quarterly report for additional information regarding the issuance of the Senior Notes and the CODES Retirement.

Business Acquisitions and Dispositions

Our Form 10-K/A summarizes the business acquisitions and dispositions that we completed during the three years ended December 31, 2013. During the 2014 Year-to-Date Period, we acquired Data Tactics Corporation (L-3 Data Tactics) with $57 million of cash on hand. Business acquisitions are included in our consolidated results of operations from their dates of acquisition. See Note 5 to our unaudited condensed consolidated financial statements contained in this quarterly report for a discussion of our business acquisitions.

Results of Operations

The following information should be read in conjunction with our unaudited condensed consolidated financial statements contained in this quarterly report. Our results of operations for the periods presented are affected by our business acquisitions. See Note 5 to our unaudited condensed consolidated financial statements for a discussion of our business acquisitions.

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Consolidated Results of Operations

The table below provides selected financial data for L-3 for the 2014 Third Quarter compared with the 2013 Third Quarter and the 2014 Year-to-Date Period compared to the 2013 Year-to-Date Period.

	Third Quarter Ended									Year-to-Date Ended
	September 26, 2014			September 27, 2013			Increase/ (decrease)			September 26, 2014			September 27, 2013			Increase/ (decrease)
	(in millions, except per share data)
Net sales	$	2,940		$	3,002			(2	)%	$	8,916		$	9,388			(5)%
Operating income	$	257		$	306			(16	)%	$	782		$	906			(14)%
Operating margin		8.7	%		10.2	%		(150	) bpts		8.8	%		9.7	%		(90)	bpts
Interest expense	$	47		$	44			7	%	$	129		$	131			(2)%
Interest and other income, net	$	5		$	4			25	%	$	14		$	14			—
Effective income tax rate		27.0	%		23.3	%		370	bpts		29.5	%		27.5	%		200	bpts
Net income attributable to L-3	$	154		$	200			(23	)%	$	461		$	566			(19)%
Diluted earnings per share	$	1.78		$	2.19			(19	)%	$	5.21		$	6.20			(16)%
Diluted weighted average common shares outstanding		86.6			91.3			(5	)%		88.4			91.3			(3)%

Net Sales: For the 2014 Third Quarter, consolidated net sales of $2.9 billion decreased $62 million, or 2%, compared to the 2013 Third Quarter. Sales to the U.S. Government, including sales from acquired businesses of $23 million, declined 4%, or $88 million, to $2,098 million in the 2014 Third Quarter, compared to $2,186 million in the 2013 Third Quarter. This decrease was partially offset by an increase in net sales to international and commercial customers of 3%, or $26 million, to $842 million in the 2014 Third Quarter, compared to $816 million in the 2013 Third Quarter. Net sales to international and commercial customers, as a percentage of consolidated net sales, increased to 29% for the 2014 Third Quarter as compared to 27% for the 2013 Third Quarter.

Sales from products decreased by $53 million to $1,644 million for the 2014 Third Quarter, compared to $1,697 million for the 2013 Third Quarter. Sales from products represented approximately 56% of consolidated net sales for the 2014 Third Quarter, compared to 57% for the 2013 Third Quarter. Sales of products decreased for: (1) Platform Systems primarily due to reduced volume for U.S. Army and U.S. Navy aircraft modification contracts, lower volume to the U.S. Air Force (USAF) as contracts near completion, and reduced deliveries of aircraft cabin assemblies and (2) Warrior Systems due to lower demand for holographic weapons sights for the commercial sporting and recreational markets. These decreases were partially offset by increased volume at Security & Detection Systems for airport security products for international customers and the Transportation Security Administration (TSA).

Sales from services decreased by $9 million to $1,296 million for the 2014 Third Quarter, compared to $1,305 million for the 2013 Third Quarter. Sales from services represented approximately 44% of consolidated net sales for the 2014 Third Quarter, compared to 43% for the 2013 Third Quarter. Sales from services decreased primarily for Intelligence Solutions due to work scope reductions on a technical support contract for a U.S. Government Agency.

For the Year-to-Date Period ended September 26, 2014, consolidated net sales of $8.9 billion decreased $472 million, or 5%, compared to the 2013 Year-to-Date Period. Sales to the U.S. Government, including sales from acquired businesses of $58 million, declined 8%, or $556 million, to $6,376 in the 2014 Year-to-Date Period, compared to $6,932 million in the 2013 Year-to-Date Period. This decrease was partially offset by an increase in net sales to international and commercial customers of 3%, or $84 million, to $2,540 million in the 2014 Year-to-Date Period, compared to $2,456 million in the 2013 Year-to-Date Period. Net sales to international and commercial customers, as a percentage of consolidated net sales, increased to 28% for the 2014 Year-to-Date Period as compared to 26% for the 2013 Year-To-Date Period.

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Sales from products decreased by $330 million to $4,991 million, representing approximately 56% of consolidated net sales for the 2014 Year-to-Date Period, compared to $5,321 million, or approximately 57% of consolidated net sales for the 2013 Year-to-Date Period. Sales of products decreased for: (1) Broadband Communication Systems primarily due to lower volume as contracts near completion and demand declines due to sequestration, other DoD budget reductions and the U.S. military drawdown from Afghanistan, and the completion of a specialty radio frequency (RF) contract for the U.S. Army, (2) Platform Systems primarily due to trends similar to the 2014 Third Quarter, (3) Sensor Systems primarily due to the completion of a force protection contract and lower volume primarily for airborne EO/IR turrets due to the U.S. military drawdown from Afghanistan, (4) Precision Engagement & Training primarily due to reduced deliveries of training systems and volume for trainers and completed contracts for guidance products, (5) Tactical primarily due to lower demand and timing of deliveries of mobile and ground-based satellite communication systems for the U.S. military and (6) Warrior Systems due to trends similar to the 2014 Third Quarter. These decreases were partially offset by increased demand for Space & Power Systems primarily due to increased deliveries of power devices for commercial satellites and increased volume at Security & Detection Systems.

Sales from services decreased by $142 million to $3,925 million, representing approximately 44% of consolidated net sales for the 2014 Year-to-Date Period, compared to $4,067 million, or approximately 43% of consolidated net sales for the 2013 Year-to-Date Period. Sales of services decreased for: (1) Platform Systems primarily due to lower volume for aircraft maintenance for the DND and for USAF fleet management services, (2) ISR Systems primarily due to lower volume for logistics support and fleet management services to the DoD and (3) Intelligence Solutions primarily due to work scope reductions on a technical support contract for the U.S. Government. See the reportable segment results below for additional discussion of our sales trends.

Operating income and operating margin: Operating income for the 2014 Third Quarter of $257 million decreased $49 million, or 16%, compared to the 2013 Third Quarter. Operating income as a percentage of sales decreased by 150 basis points to 8.7% for the 2014 Third Quarter compared to 10.2% for the 2013 Third Quarter. Operating margin decreased by: (1) 100 basis points primarily due to less favorable contract performance adjustments at the Aerospace Systems segment and lower sales and mix changes at the Electronic Systems segment, (2) 90 basis points due to $24 million of outside accounting and legal advisory costs incurred for the Internal Review of the Aerospace Systems segment (Internal Review) and (3) 30 basis points due to an $8 million reduction in the estimated value of accrued contingent consideration for business acquisitions in the 2013 Third Quarter that did not recur. These decreases were partially offset by lower pension expense of $22 million, which increased operating margin by 70 basis points. See the reportable segment results below for additional discussion of sales and operating margin trends.

Operating income for the 2014 Year-to-Date Period of $782 million decreased $124 million, or 14%, compared to the 2013 Year-to-Date Period. Operating margin decreased by 90 basis points to 8.8% for the 2014 Year-to-Date Period compared to 9.7% for the 2013 Year-to-Date Period. Charges in correction with the Internal Review totaled $75 million in the 2014 Year-to-Date Period compared to $36 million in the 2013 Year-to-Date Period, which reduced operating margin by 40 basis points. Operating margin declined by 30 basis points due to $24 million of outside accounting and legal advisory costs incurred for the Internal Review. Additionally, operating margin decreased by: (1) 70 basis points primarily due to lower sales and mix changes at the Electronic Systems and Aerospace Systems segments, (2) 20 basis points primarily due to unfavorable contract performance adjustments for the Aerospace Systems segment and (3) 10 basis points due to the $8 million reduction in accrued contingent consideration for business acquisitions and an increase in severance charges of $4 million to $23 million. These decreases were partially offset by lower pension expense of $70 million, which increased operating margin by 80 basis points. See the reportable segment results below for additional discussion of sales and operating margin trends.

Effective income tax rate: The effective tax rate for the 2014 Third Quarter increased to 27.0% from 23.3%. The increase is primarily due to the reversal of accrued amounts of $10 million in the 2013 Third Quarter for the expiration of the statutes of limitations for several tax returns.

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The effective tax rate for the 2014 Year-to-Date Period increased to 29.5% from 27.5%. The increase is primarily due to the retroactive reinstatement in January 2013 of the U.S. Federal research and experimentation (R&E) tax credit for all of 2012 and the 2013 Year-to-Date Periods that did not recur in 2014, and the 2013 Year-to-Date Period reversal of the $10 million of accrued amounts discussed above.

Net income attributable to L-3 and diluted earnings per share (EPS): Net income attributable to L-3 in the 2014 Third Quarter decreased 23% to $154 million compared to the 2013 Third Quarter, and diluted EPS decreased 19% to $1.78 from $2.19. Net income attributable to L-3 in the 2014 Year-to-Date Period decreased 19% to $461 million compared to the 2013 Year-to-Date Period, and diluted EPS decreased 16% to $5.21 from $6.20.

Diluted weighted average common shares outstanding: Diluted weighted average common shares outstanding for the 2014 Third Quarter declined by 5% compared to the 2013 Third Quarter due to repurchases of L-3 common stock. Diluted weighted average common shares outstanding for the 2014 Year-to-Date Period declined by 3% compared to the 2013 Year-to-Date Period due to repurchases of L-3 common stock.

Reportable Segment Results of Operations

The table below presents selected data by reportable segment reconciled to consolidated totals. See Note 22 to our unaudited condensed consolidated financial statements contained in this quarterly report for additional reportable segment data.

	Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(dollars in millions)
Net sales:(1)
Electronic Systems	$	1,106		$	1,111		$	3,286		$	3,347
Aerospace Systems		1,035			1,091			3,169			3,412
Communication Systems		493			477			1,516			1,644
NSS		306			323			945			985
Consolidated net sales	$	2,940		$	3,002		$	8,916		$	9,388
Operating income:
Electronic Systems	$	125		$	144		$	383		$	388
Aerospace Systems		64			105			196			336
Communication Systems		49			31			147			116
NSS		19			26			56			66
Consolidated operating income	$	257		$	306		$	782		$	906
Operating margin:
Electronic Systems		11.3	%		13.0	%		11.7	%		11.6	%
Aerospace Systems		6.2	%		9.6	%		6.2	%		9.8	%
Communication Systems		9.9	%		6.5	%		9.7	%		7.1	%
NSS		6.2	%		8.0	%		5.9	%		6.7	%
Consolidated operating margin		8.7	%		10.2	%		8.8	%		9.7	%

⁽¹⁾  Net sales are after intercompany eliminations.

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Electronic Systems

	Third Quarter Ended									Year-to-Date Ended
	September 26, 2014			September 27, 2013			Decrease			September 26, 2014			September 27, 2013			Increase/ (decrease)
	(dollars in millions)
Net sales	$	1,106		$	1,111			(0.5	)%	$	3,286		$	3,347			(1.8	)%
Operating income	$	125		$	144			(13.2	)%	$	383		$	388			(1.3	)%
Operating margin		11.3	%		13.0	%		(170	) bpts		11.7	%		11.6	%		10	bpts

Electronic Systems net sales for the 2014 Third Quarter decreased by $5 million, or less than 1%, compared to the 2013 Third Quarter. Sales decreased: (1) $17 million for Sensor Systems primarily due to lower volume for airborne EO/IR turrets due to the U.S. military drawdown from Afghanistan, partially offset by new orders for EO/IR turrets on maritime patrol aircraft for the U.S. Navy, (2) $14 million for Warrior Systems due to lower demand for holographic weapons sights for the commercial sporting and recreational markets and (3) $9 million for Power & Propulsion Systems due to lower volume for power devices due to completed contracts with the U.S. military. These decreases were partially offset by sales increases of $25 million primarily for Security & Detection Systems due to increased volume for airport security system products for international customers and the TSA. The Mustang Technology Group acquisition increased sales by $10 million.

Electronic Systems operating income for the 2014 Third Quarter decreased by $19 million, or 13%, compared to the 2013 Third Quarter. Operating margin decreased by 170 basis points to 11.3%. Operating margin declined by 200 basis points primarily due to lower sales and mix changes for Sensor Systems, Aviation Products and Power & Propulsion Systems. Operating margin also declined by 50 basis points due to a $5 million reduction in the estimated value of accrued contingent consideration for business acquisitions in the 2013 Third Quarter that did not recur. These decreases were partially offset by 60 basis points due to lower pension expense of $7 million and 20 basis points due to lower severance costs of $2 million.

Electronic Systems net sales for the 2014 Year-to-Date Period period decreased by $61 million, or 2%, compared to the 2013 Year-to-Date Period. Sales decreased: (1) $89 million for Sensor Systems primarily due to the completion of a contract for force protection products for a foreign ministry of defense and lower volume for airborne EO/IR turrets due to the U.S. military drawdown from Afghanistan, (2) $83 million for Precision Engagement & Training due to reduced deliveries of U.S. Army rotary wing training systems for the Flight School XXI program, lower volume for upgrades for F/A-18 flight simulator trainers, completed contracts for guidance products and reduced volume for ordnance products for the U.S. Army and (3) $22 million primarily for Warrior Systems due to lower demand for holographic weapons sights for the commercial sporting and recreational markets. These decreases were partially offset by sales increases of: (1) $49 million for Power & Propulsion Systems due to increased volume on certain contracts, including an engine contract to a foreign military and the Missile Defense Agency, (2) $31 million primarily due to $20 million for the timing of deliveries of international and commercial shipbuilding products, and $11 million for foreign currency translation and (3) $24 million primarily for Security & Detection Systems due to increased volume for airport security system products from international customers and the TSA. The Mustang Technology Group acquisition increased sales by $29 million.

Electronic Systems operating income for the 2014 Year-to-Date Period decreased by $5 million, or 1%, compared to the 2013 Year-to-Date Period. Operating margin increased by 10 basis points to 11.7%. Operating margin increased by 70 basis points due to lower pension expense of $23 million and 40 basis points primarily due to improved contract performance, primarily for Precision Engagement & Training. These increases were partially offset by 80 basis points primarily due to lower sales at Sensor Systems, 10 basis points due to the $5 million reduction in accrued contingent consideration in the 2013 Year-to-Date Period and 10 basis points due to higher severance costs of $4 million.

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Aerospace Systems

	Third Quarter Ended									Year-to-Date Ended
	September 26, 2014			September 27, 2013			Decrease			September 26, 2014			September 27, 2013			Decrease
	(dollars in millions)
Net sales	$	1,035		$	1,091			(5.1	)%	$	3,169		$	3,412			(7.1	)%
Operating income	$	64		$	105			(39.0	)%	$	196		$	336			(41.7	)%
Operating margin		6.2	%		9.6	%		(340	) bpts		6.2	%		9.8	%		(360	) bpts

Aerospace Systems net sales for the 2014 Third Quarter decreased by $56 million, or 5%, compared to the 2013 Third Quarter. Sales decreased $82 million for Platform Systems. This decrease was partially offset by an increase in sales of $26 million for ISR Systems. Sales for Logistics Solutions remained substantially the same. Platform Systems sales decreased: (1) $29 million primarily due to lower volume from timing and contracts nearing completion for the USAF, (2) $24 million primarily due to lower volume for modification contracts for the U.S. Army and the U.S. Navy maritime patrol aircraft, (3) $17 million primarily due to reduced deliveries of aircraft cabin assemblies and subassemblies and (4) $16 million primarily due to lower volume for aircraft maintenance for the Canadian Department of National Defence (DND) due to timing and reduced funding. These decreases were partially offset by a sales increase of $4 million for the Australia C-27J aircraft. The increase in sales for ISR Systems was primarily due to higher volume for ISR aircraft systems, primarily due to the timing of aircraft modifications.

Aerospace Systems operating income for the 2014 Third Quarter decreased by $41 million, or 39%, compared to the 2013 Third Quarter. Operating margin declined by 340 basis points to 6.2%. Operating margin declined by: (1) 230 basis points due to $24 million of charges for outside accounting and legal advisory costs incurred for the Internal Review and (2) 200 basis points due to unfavorable contract performance adjustments on international head-of-state aircraft modification contracts in the 2014 Third Quarter, compared to favorable contract performance adjustments on a number of contracts in the 2013 Third Quarter, primarily at Platform Systems. These decreases were partially offset by 90 basis points due to lower pension expense of $9 million.

Aerospace Systems net sales for the 2014 Year-to-Date Period decreased by $243 million, or 7%, compared to the 2013 Year-to-Date Period. Sales decreased $213 million for Platform Systems and $30 million for ISR Systems. Sales for Logistics Solutions remained substantially the same. Platform Systems sales decreased: (1) $75 million due to lower USAF volume, (2) $74 million primarily due to lower volume for U.S. Navy maritime patrol aircraft, (3) $55 million primarily due to lower volume for the DND and commercial contracts nearing completion and (4) $41 million due to reduced deliveries of aircraft cabin assemblies and subassemblies. These decreases were partially offset by a sales increase of $32 million due to the timing of contract deliverables for the Australia C-27J aircraft. ISR Systems sales declined primarily due to lower sales and volume for small ISR aircraft and aircraft systems due to the U.S. military drawdown in Afghanistan, partially offset by higher volume for ISR platforms primarily for foreign military customers.

Aerospace Systems operating income for the 2014 Year-to-Date Period decreased by $140 million, or 42%, compared to the 2013 Year-to-Date Period. Operating margin declined by 360 basis points to 6.2%. Operating margin declined by: (1) 150 basis points due to lower sales and mix changes, (2) 120 basis points due to $39 million of higher charges associated with the Internal Review, including unfavorable contract performance adjustments for Platform Systems and increases in reserves for excess and obsolete inventory and physical inventory adjustments for Logistics Solutions, (3) 100 basis points primarily due to unfavorable contract performance adjustments at Platform Systems and (4) 70 basis points due to $24 million of charges for outside accounting and legal advisory costs incurred for the Internal Review. These decreases were partially offset by 80 basis points due to lower pension expense of $25 million.

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Communication Systems

	Third Quarter Ended									Year-to-Date Ended
	September 26, 2014			September 27, 2013			Increase			September 26, 2014			September 27, 2013			Increase/ (decrease)
	(dollars in millions)
Net sales	$	493		$	477			3.4%		$	1,516		$	1,644			(7.8)%
Operating income	$	49		$	31			58.1%		$	147		$	116			26.7%
Operating margin		9.9	%		6.5	%		340 b	pts		9.7	%		7.1	%		260 b	pts

Communication Systems net sales for the 2014 Third Quarter increased by $16 million, or 3%, compared to the 2013 Third Quarter. Sales increased $11 million for Space & Power Systems primarily due to increased deliveries of power devices for commercial satellites and $11 million for Advanced Communication Systems primarily due to timing of deliveries for secure communications devices for a U.S. Government agency. Sales also increased $5 million for Broadband Communication Systems primarily due to increased volume for airborne datalinks for unmanned platforms for the USAF. These increases were partially offset by decreases of $11 million for Tactical Satellite Communications products due to lower demand and timing of deliveries of mobile and ground-based satellite communication systems for the U.S military.

Communication Systems operating income for the 2014 Third Quarter increased by $18 million, or 58%, compared to the 2013 Third Quarter. Operating margin increased by 340 basis points to 9.9%. Operating margin increased by 220 basis points primarily due to improved productivity and 120 basis points due to lower pension expense of $6 million.

Communication Systems net sales for the 2014 Year-to-Date Period decreased by $128 million, or 8%, compared to the 2013 Year-to-Date Period. Sales decreased $130 million for Broadband Communication Systems primarily due to: (1) lower volume for airborne and ground-based networked communication systems as contracts near completion and demand declines due to sequestration and other DoD budget reductions, (2) lower U.S. Army demand for remote video terminals and ISR support services driven by the U.S. military drawdown from Afghanistan and (3) the completion of a specialty RF contract for the U.S. Army. Sales also decreased $53 million for Tactical Satellite Communications products primarily due to lower demand and timing of deliveries of mobile and ground-based satellite communication systems for the U.S. military. These decreases were partially offset by an increase of $55 million for Space & Power Systems primarily due to increased deliveries of power devices for commercial satellites.

Communication Systems operating income for the 2014 Year-to-Date Period increased by $31 million, or 27%, compared to the 2013 Year-to-Date Period. Operating margin increased by 260 basis points to 9.7%. Operating margin increased by: (1) 140 basis points due to lower pension expense of $22 million, (2) 70 basis points due to improved productivity, (3) 40 basis points primarily due to lower development and production costs for Broadband Communication Systems and (4) 10 basis points due to lower severance costs of $1 million.

NSS

	Third Quarter Ended									Year-to-Date Ended
	September 26, 2014			September 27, 2013			Decrease			September 26, 2014			September 27, 2013			Decrease
	(dollars in millions)
Net sales	$	306		$	323			(5.3)%		$	945		$	985			(4.1	)%
Operating income	$	19		$	26			(26.9)%		$	56		$	66			(15.2	)%
Operating margin		6.2	%		8.0	%		(180) b	pts		5.9	%		6.7	%		(80	) bpts

NSS net sales for the 2014 Third Quarter decreased by $17 million, or 5%, compared to the 2013 Third Quarter. Sales declined by: (1) $20 million for Defense Solutions primarily due to lower demand and contracts

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nearing completion, partially offset by an IT services contract for the U.S. Army reserve that began in the 2013 third quarter and (2) $10 million for Intelligence Solutions due to work scope reductions on a technical support contract for a U.S. Government agency due to U.S. Government sequestration cuts. The Data Tactics acquisition increased sales by $13 million.

NSS operating income for the 2014 Third Quarter decreased by $7 million, or 27%, compared to the 2013 Third Quarter. Operating margin decreased by 180 basis points to 6.2%. Operating margin decreased by: (1) 120 basis points primarily due to lower sales, sales mix changes and lower margins on new business due to competitive pricing pressure and (2) 60 basis points due to unfavorable contract performance adjustments in the 2014 Third Quarter, compared to favorable contract performance adjustments in the 2013 Third Quarter.

NSS net sales for the 2014 year-to-date period decreased by $40 million, or 4%, compared to the 2013 year-to-date period. Sales declined by: (1) $31 million for Federal Solutions primarily due to the completion of a contract for the National Oceanic and Atmospheric Administration, (2) $25 million for Intelligence Solutions primarily due to U.S. Government sequestration cuts and (3) $13 million for Defense Solutions primarily due to lower demand and contracts nearing completion, partially offset by an IT services contract for the U.S. Army reserve. The Data Tactics acquisition increased sales by $29 million.

NSS operating income for the 2014 Year-to-Date Period decreased by $10 million, or 15%, compared to the 2013 Year-to-Date Period. Operating margin decreased by 80 basis points to 5.9%. Operating margin decreased by 40 basis points primarily due to lower margins on new business due to competitive pricing pressure and 40 basis points due to less favorable contract performance adjustments.

Liquidity and Capital Resources

Anticipated Sources and Uses of Cash Flow

At September 26, 2014, we had total cash and cash equivalents of $508 million as compared to $500 million at December 31, 2013. While no amounts of the cash and cash equivalents are considered restricted, $225 million was held by the Company’s foreign subsidiaries at September 26, 2014. The repatriation of cash held in non-U.S. jurisdictions is subject to local capital requirements, as well as income tax considerations. Our primary source of liquidity is cash flow generated from operations and our cash on hand. We generated $605 million of cash from operating activities during the 2014 Year-to-Date Period. We also received net cash proceeds of $988 million from the issuance of our new Senior Notes. Significant cash used during the 2014 Year-to-Date Period included $935 million for the CODES Retirement, $413 million to repurchase shares of our common stock, $158 million paid for dividends, $115 million for capital expenditures and $57 million for a business acquisition.

As of September 26, 2014, we had the availability of all of our $1 billion Amended and Restated Revolving Credit Facility (“Credit Facility”). Our Credit Facility expires on February 3, 2017. We currently believe that our cash from operating activities generated during the year, together with our cash on hand, and available borrowings under our Credit Facility will be adequate for the foreseeable future to meet our anticipated requirements for working capital, capital expenditures, defined benefit plan contributions, commitments, contingencies, research and development expenditures, business acquisitions (depending on the size), program and other discretionary investments, interest payments, income tax payments, L-3 Holdings’ dividends and share repurchases.

Our business may not continue to generate cash flow at current levels and, if we are unable to generate sufficient cash flow from operations to service our debt, we may be required to reduce costs and expenses, sell assets, reduce capital expenditures, reduce dividend payments, refinance all or a portion of our existing debt or obtain additional financing. We may not be able to do this on a timely basis, on satisfactory terms, or at all. Our ability to make scheduled principal payments or to pay interest on or to refinance our indebtedness depends on our future performance and financial results, which, to a certain extent, are subject to general conditions in or affecting the U.S. defense industry and to general economic, political, financial, competitive, legislative and regulatory factors beyond our control.

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Balance Sheet

Billed receivables decreased by $120 million to $871 million at September 26, 2014, from $991 million at December 31, 2013 primarily due to the timing of billings and collections primarily for ISR Systems, Logistics Solutions, Warrior Systems and Broadband Communications Systems, and $7 million of foreign currency translation adjustments. These decreases were partially offset by $4 million from the L-3 Data Tactics business acquisition.

Contracts in process increased by $115 million to $2,546 million at September 26, 2014, from $2,431 million at December 31, 2013. Contracts in process increased $3 million primarily from the L-3 Data Tactics business acquisition and by $157 million comprised of:

• Increases of $87 million in unbilled contracts receivables primarily due to sales exceeding billings for Power & Propulsion Systems, Advanced Communications, Platform Systems, NSS, and Logistics Solutions, partially offset by a decrease in Broadband Communications Systems due to the timing of shipments, and

• Increases of $70 million in inventoried contract costs due to the timing of deliveries across several business areas, primarily Sensor Systems and Warrior Systems.

These increases were partially offset by net transfers of $34 million to property, plant & equipment, primarily for a Company owned C-27J aircraft training system. The C-27J aircraft training system is no longer held for sale as the Company is utilizing it to provide training services to customers. Foreign currency translation adjustments increased contracts in process by $11 million.

L-3’s receivables days sales outstanding (DSO) was 72 at September 26, 2014, compared with 71 at December 31, 2013 and 76 at September 27, 2013. We calculate our DSO by dividing: (1) our aggregate end of period billed receivables and net unbilled contract receivables, by (2) our trailing 12 month sales adjusted, on a pro forma basis, to include sales from business acquisitions and exclude sales from business divestitures that we completed as of the end of the period, multiplied by the number of calendar days in the trailing 12 month period (364 days at September 26, 2014, 365 days at December 31, 2013 and 364 days at September 27, 2013). Our trailing 12 month pro forma sales were $12,174 million at September 26, 2014, $12,657 million at December 31, 2013 and $12,905 million at September 27, 2013.

The increase in other current assets was primarily due to estimated federal tax payments and short-term receivables for leased training systems.

Goodwill decreased by $12 million to $7,784 million at September 26, 2014 from $7,796 million at December 31, 2013. The table below presents the changes in goodwill by segment.

	Electronic Systems			Aerospace Systems			Communication Systems		NSS		Consolidated Total
	(in millions)
Balance at December 31, 2013	$	4,085		$	1,751		$	992	$	968	$	7,796
Business acquisition(1)		(3	)		—			—		39		36
Foreign currency translation adjustments(2)		(39	)		(9	)		—		—		(48	)
Balance at September 26, 2014	$	4,043		$	1,742		$	992	$	1,007	$	7,784

⁽¹⁾  The decrease in goodwill for the Electronic Systems segment was due to the final purchase price allocation for the Mustang business acquisition made in 2013. The increase in goodwill for the NSS segment was due to the L-3 Data Tactics business acquisition.

⁽²⁾  The decrease in goodwill presented in the Electronic Systems segment was primarily due to the strengthening of the U.S. dollar against the Euro, the Canadian dollar and the British pound during the 2014 Year-to-Date Period. The decrease in goodwill presented in the Aerospace Systems segment was due to the strengthening of the U.S. dollar against the Canadian dollar during the 2014 Year-to-Date Period.

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We review goodwill for impairment annually in the fourth quarter as of November 30. In addition, we review goodwill for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable. As disclosed in “Part II — Item 7 — Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Policies — Goodwill and Identifiable Intangible Assets” included in our Form 10-K/A, the NSS segment is re-competing its largest contract in terms of annual sales in 2014, which is expected to represent approximately 11% of NSS’s total estimated sales for 2014. If NSS is not successful with that re-competition, it would represent a change in circumstances that would require us to review the goodwill for NSS for impairment. While we expect to learn the outcome of the re-competition during the fourth quarter, we are unable to predict the outcome of the re-competition at this time.

The decrease in identifiable intangible assets was primarily due to amortization expense of $32 million partially offset by an increase for the L-3 Data Tactics and Mustang acquisitions.

The decrease in accounts payable was primarily due to the timing of payments for purchases from third party vendors and subcontractors.

Accrued employment costs increased due to: (1) an increase in accrued salaries and wages due to the timing of payroll dates at the end of the 2014 Third Quarter compared to the end of 2013 and (2) higher accrued vacation pay due to timing.

The decrease in accrued expenses was primarily due to reduced accruals for goods and services from third party vendors for ISR Systems, Logistics Solutions and Platform Systems due to timing of receipts and reduced sales, partially offset by higher accruals for outside accounting and legal advisory costs in connection with the Aerospace Systems segment internal review.

The increase in advance payments and billings in excess of costs incurred was primarily due to cash collections on performance based billings related to contracts with foreign customers for ISR Systems, partially offset by liquidation of balances on contracts for Platform Systems.

The decrease in pension and postretirement benefit plan liabilities was primarily due to cash contributions exceeding pension expense (excluding amortization of net losses) during the 2014 Year-to-Date Period. We expect to contribute cash of approximately $97 million to our pension plans in 2014, of which $85 million was contributed during the 2014 Year-to-Date Period.

Non-current deferred income tax liabilities increased primarily due to the amortization of certain goodwill and other identifiable intangible assets for tax purposes, partially offset by the retirement of the CODES.

Statement of Cash Flows

2014 Year-to-Date Period Compared with 2013 Year-to-Date Period

The table below provides a summary of our cash flows from (used in) operating, investing, and financing activities for the periods indicated.

	Year-to-Date Ended
	September 26, 2014			September 27, 2013			Increase/ (decrease)
	(in millions)
Net cash from operating activities	$	605		$	617		$	(12	)
Net cash used in investing activities		(162	)		(141	)		(21	)
Net cash used in financing activities		(426	)		(446	)		20

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Operating Activities

We generated $605 million of cash from operating activities during the 2014 Year-to-Date Period, a decrease of $12 million compared with $617 million generated from during the 2013 Year-to-Date Period 2014. The decrease was due to lower net income of $102 million. This decrease was partially offset by: (1) $76 million of less cash used for changes in operating assets and liabilities due to decreases in working capital primarily for billed receivables and advance payments and billings in excess of costs incurred, partially offset by accounts payable, trade and contracts in process, and (2) higher non-cash expenses of $14 million primarily due to higher deferred income taxes and contributions to employee savings plans in common stock, partially offset by lower non-cash amortization charges for pension and postretirement benefits. See the discussion above under “Liquidity and Capital Resources — Balance Sheet” for additional information on changes in operating assets and liabilities.

Investing Activities

During the 2014 Year-to-Date Period, we used $162 million of cash, which included $115 million for capital expenditures and $57 million for the acquisition of L-3 Data Tactics. The 2013 Year-to-Date Period included $147 million for capital expenditures.

Financing Activities

Debt

At September 26, 2014, total outstanding debt was $3,938 million all of which was senior debt compared to $3,630 million at December 31, 2013, of which $2,941 million was senior debt and $689 million was CODES. At September 26, 2014, there were no borrowings or letters of credit outstanding under our $1 billion Credit Facility and we had all of our $1 billion facility available for future borrowings. We also had $631 million of outstanding standby letters of credit with financial institutions covering performance and financial guarantees per contractual requirements with certain customers at September 26, 2014. These standby letters of credit may be drawn upon in the event that we do not perform on certain of our contractual requirements. At September 26, 2014, our outstanding senior notes mature between November 15, 2016 and May 28, 2024. See “Overview and Outlook — Other Events” within this section for information regarding the CODES Retirement. Also, see Note 10 to our unaudited condensed consolidated financial statements contained in this quarterly report for the components of our debt at September 26, 2014.

Debt Issuance and CODES Retirement. On May 13, 2014, the Company called for the full redemption of all of its outstanding CODES effective on June 2, 2014 (the “Redemption Date”). The redemption price for the CODES was $1,000 per $1,000 principal amount of the CODES, plus accrued and unpaid interest to, but excluding, the Redemption Date. Holders of the CODES were entitled to convert all or a portion of thereof (in integral multiples of $1,000) at any time prior to the close of business on the business day immediately preceding the Redemption Date (the “Redemption Conversion Period”). The conversion value of CODES of $935 million was calculated in accordance with the indenture governing the CODES based on the closing sales price of L-3 Holdings’ common stock and the conversion rate for each trading day in the 20 trading day period as follows: (1) for conversion notices received by May 16, 2014 (5 p.m.), the 20 trading day conversion period began on the third trading day following receipt of the conversion notice and (2) for conversion notices received after that time, the 20 trading day conversion period began on May 2, 2014 and ended on May 30, 2014, the trading day immediately preceding the Redemption Date. The Company settled the entire conversion value with respect to converted CODES in cash. As of June 27, 2014, the CODES have been retired. As a result of the conversion, the Company recorded a reduction to shareholders’ equity of $160 million, related to the excess conversion value over the fair value of the debt component of the CODES, net of deferred tax liability.

On May 28, 2014, L-3 Communications issued a total of $1 billion of new Senior Notes. The net cash proceeds of $988 million from the Senior Notes were used primarily to fund the CODES Retirement discussed above.

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See Note 10 to our unaudited condensed consolidated financial statements contained in this quarterly report for additional information regarding the issuance of the Senior Notes and the CODES Retirement.

Debt Covenants and Other Provisions. The Credit Facility and Senior Notes contain financial and/or other restrictive covenants. See Note 11 to our audited consolidated financial statements for the year ended December 31, 2013, included in our Form 10-K/A for a description of our debt, related financial covenants and cross default provisions. As of September 26, 2014, we were in compliance with our financial and other restrictive covenants.

Guarantees. The borrowings under the Credit Facility are fully and unconditionally guaranteed by L-3 Holdings and by substantially all of the material 100% owned domestic subsidiaries of L-3 Communications on an unsecured senior basis. The payment of principal and premium, if any, and interest on the Senior Notes is fully and unconditionally guaranteed, on an unsecured senior basis, jointly and severally, by L-3 Communications’ material 100% owned domestic subsidiaries that guarantee any of its other indebtedness.

Subordination: The guarantees of the Credit Facility and the Senior Notes rank pari passu with each other.

Equity

Repurchases of L-3 Holdings’ common stock, under the share repurchase program approved by the Board of Directors, are made from time to time at management’s discretion, in accordance with applicable U.S. Federal securities laws, in the open market or otherwise. The timing and actual number of shares to be repurchased in the future will depend on a variety of factors, including the Company’s financial position, earnings, legal requirements, other investment opportunities (including acquisitions), market conditions and other factors. All share repurchases of L-3 Holdings’ common stock have been recorded as treasury shares.

The table below presents our repurchases of L-3 Holdings’ common stock during the 2014 Year-to-Date Period.

	Total Number of Shares Purchased		Average Price Paid Per Share		Treasury Stock
					(at cost in millions)
January 1 — March 28, 2014		1,216,976	$	109.43	$	133
March 29 — June 27, 2014		1,680,426	$	119.06	$	200
June 28 — September 26, 2014		667,802	$	119.79	$	80

At September 26, 2014, the remaining dollar value under the share repurchase program approved on February 5, 2013 by L-3 Holdings’ Board of Directors was $455 million.

During the 2014 Year-to-Date Period, L-3 Holdings’ Board of Directors authorized the quarterly cash dividends in the table below.

Date Declared	Record Date		Cash Dividend Per Share		Date Paid		Total Dividends Paid
							(in millions)
February 11, 2014		March 3, 2014	$	0.60		March 17, 2014	$	52
May 6, 2014		May 19, 2014	$	0.60		June 16, 2014	$	52
June 24, 2014		August 18, 2014	$	0.60		September 15, 2014	$	51

In addition to the dividends in the table above, the Company paid $3 million of previously accrued dividends for employee held stock-awards during the 2014 Year-to-Date Period.

On October 20, 2014, L-3 Holdings’ Board of Directors declared a quarterly cash dividend of $0.60 per share, payable on December 15, 2014, to shareholders of record at the close of business on November 17, 2014.

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Legal Proceedings and Contingencies

For a discussion of legal proceedings and contingencies that could impact our results of operations, financial condition or cash flows, see Note 18 to our unaudited condensed consolidated financial statements contained in this quarterly report.

Forward-Looking Statements

Certain of the matters discussed in this report, including information regarding the Company’s 2014 financial outlook, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than historical facts may be forward-looking statements, such as “may,” “will,” “should,” “likely,” “projects,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions are used to identify forward-looking statements. The Company cautions investors that these statements are subject to risks and uncertainties many of which are difficult to predict and generally beyond the Company’s control that could cause actual results to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. Some of the factors that could cause actual results to differ include, but are not limited to, the following: the effect, if any, of the results of our Internal Review on our customer relationships, financial condition or results of operations or our internal controls over financial reporting; our dependence on the defense industry; backlog processing and program slips resulting from delayed awards and/or funding from the DoD and other major customers; the U.S. Government fiscal situation; changes in DoD budget levels and spending priorities; U.S. Government failure to raise the debt ceiling; our reliance on contracts with a limited number of customers and the possibility of termination of government contracts by unilateral government action or for failure to perform; the extensive legal and regulatory requirements surrounding many of our contracts; our ability to retain our existing business and related contracts; our ability to successfully compete for and win new business; or, identify, acquire and integrate additional businesses; our ability to maintain and improve our operating margin; the availability of government funding and changes in customer requirements for our products and services; our significant amount of debt and the restrictions contained in our debt agreements; our ability to continue to recruit, retain and train our employees; actual future interest rates, volatility and other assumptions used in the determination of pension benefits and equity based compensation, as well as the market performance of benefit plan assets; our collective bargaining agreements, our ability to successfully negotiate contracts with labor unions and our ability to favorably resolve labor disputes should they arise; the business, economic and political conditions in the markets in which we operate; global economic uncertainty; the DoD’s Better Buying Power and other efficiency initiatives; events beyond our control such as acts of terrorism; our ability to perform contracts on schedule; our international operations; our extensive use of fixed-price type revenue arrangements; the rapid change of technology and high level of competition in which our businesses participate; our introduction of new products into commercial markets or our investments in civil and commercial products or companies; the outcome of litigation matters; results of audits by U.S. Government agencies and of on-going governmental investigations; the impact on our business of improper conduct by our employees, agents or business partners; ultimate resolution of contingent matters, claims and investigations relating to acquired businesses, and the impact on the final purchase price allocations; and the fair values of our assets.

In addition, for a discussion of other risks and uncertainties that could impair our results of operations or financial condition, see “Part I — Item 1A — Risk Factors” and “Part II — Item 7 — Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Form 10-K/A for the year ended December 31, 2013 and in this quarterly report on Form 10-Q, and any material updates to these factors contained in any of our future filings.

Readers of this document are cautioned that our forward-looking statements are not guarantees of future performance and the actual results or developments may differ materially from the expectations expressed in the forward-looking statements.

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As for the forward-looking statements that relate to future financial results and other projections, actual results will be different due to the inherent uncertainties of estimates, forecasts and projections and may be better or worse than projected and such differences could be material. Given these uncertainties, you should not place any reliance on these forward-looking statements. These forward-looking statements also represent our estimates and assumptions only as of the date that they were made. We expressly disclaim a duty to provide updates to these forward-looking statements, and the estimates and assumptions associated with them, after the date of this filing, to reflect events or changes in circumstances or changes in expectations or the occurrence of anticipated events.

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ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

See “Part II — Item 7 — Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources — Derivative Financial Instruments and Other Market Risk,” of our Form 10-K/A for a discussion of our exposure to market risks. There were no material changes to our disclosure about market risks during the 2014 Year-to-Date Period. See Notes 15 and 17 to our unaudited condensed consolidated financial statements contained in this quarterly report for the aggregate fair values and notional amounts of our foreign currency forward contracts at September 26, 2014.

ITEM 4.

CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports under the Securities Exchange Act of 1934 related to L-3 Holdings and L-3 Communications is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chairman, President and Chief Executive Officer, and our Senior Vice President and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. Our Chairman, President and Chief Executive Officer, and our Senior Vice President and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of September 26, 2014. Based upon that evaluation, our Chairman, President and Chief Executive Officer and our Senior Vice President and Chief Financial Officer have concluded that, the design and operation of our disclosure controls and procedures were not effective as of September 26, 2014 to accomplish their objectives.

Description of Material Weaknesses

A material weakness is a deficiency, or a combination of deficiencies in internal control over financial reporting (“ICFR”), such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim consolidated financial statements will not be prevented or detected on a timely basis. Based on our assessment following the completion of the internal review of the Aerospace Systems segment discussed in Note 3, the following material weaknesses continue to exist as of September 26, 2014.

1. The Company did not maintain an effective control environment at its Aerospace Systems segment, with respect to: (a) inadequate execution of existing controls around the annual review and approval of contract (revenue arrangement) estimates, (b) not following established Company accounting policies, controls and procedures, and (c) intentional override of numerous transactional and monitoring internal controls at its Army Sustainment division, with regard to the: (i) valuation of inventories, unbilled contract receivables and billed receivables; (ii) preparation of contract invoices; (iii) preparation, review and approval of contract estimates; (iv) recognition of cost overruns on a fixed-price maintenance and logistics support contract; (v) review and analysis of division quarterly financial statements; (vi) physical counts of inventory; and (vii) preparation, review and approval of journal entries.

2. Company personnel did not perform reviews of certain employee concerns regarding violations of the Company’s accounting policies and ICFR in a sufficient and effective manner, including assigning those matters to the appropriate subject matter experts for resolution, and informing appropriate members of senior management and the audit committee about the nature of the concerns, and the scope and results of the reviews.

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These material weaknesses resulted in immaterial adjustments of the Company’s billed receivables, unbilled contract receivables, inventories, net sales, cost of sales, income tax expense and net income accounts, as well as earnings per share and related financial statements disclosures. Accordingly, the material weaknesses did not result in any material misstatements of the Company’s financial statements and disclosures for the years ended December 31, 2013, 2012, or 2011 or the quarterly or year-to-date periods ended June 27, 2014 or September 26, 2014. However, these material weaknesses, if not remediated, could result in material misstatements to the Company’s annual financial statements or to the interim consolidated financial statements and related disclosures that would not be prevented or detected.

Remediation Plans for Material Weaknesses in Internal Control over Financial Reporting

In response to these identified material weaknesses, our management, with oversight from our audit committee, is dedicating significant resources to improve our ICFR and to address the identified material weaknesses. These efforts are ongoing and are focused on strengthening the Company’s control environment and organizational structure by taking the following actions:

• The Company has terminated four employees at its Aerospace Systems segment and one employee at its Aerospace Systems segment resigned. The Company replaced its Aerospace Systems segment chief financial officer, the Logistics Solutions sector president, Logistics Solutions sector general counsel, the Army Sustainment division president and the Army Sustainment division vice president of finance at the time of misconduct.

• The Company has enhanced and reinforced its quarterly and annual financial statement certification process for the Company’s Aerospace Systems segment and its divisions.

The Company will also improve its policies and procedures by:

• conducting re-training sessions for its financial management at the Aerospace Systems segment and its divisions with regard to the Company’s accounting policies and ICFR for (i) valuation of inventories, unbilled contract receivables and billed receivables; (ii) the preparation of contract invoices; (iii) the preparation, review and approval of contract estimates; (iv) the recognition of incurred costs on fixed-price service contracts; (v) review and analysis of division quarterly financial statements; (vi) physical counts of inventory; and (vii) preparation, review and approval of journal entries. This training will be conducted by senior corporate financial management;

• expanding the testing of the compliance with the Company’s ICFR by the Aerospace Systems segment and its divisions; and

• strengthening the Company’s procedures for the review of employee concerns regarding violations of the Company’s accounting policies and ICFR by designating one or more senior employees that will be responsible for ensuring that such concerns are reviewed in an effective manner, including by (i) when appropriate, assigning these matters to subject matter experts for review and resolution, and (ii) informing the appropriate members of senior management and the audit committee on a timely basis about the nature of the employee concerns and the scope and results of such reviews. These senior employees will report to the Company’s chief executive officer and the audit committee with respect to such employee concerns.

We believe these additional internal controls will be effective in remediating the material weaknesses described above, and we will continue to devote significant time and attention to these remedial efforts. However, we do not expect that our ICFR will be considered effective as of December 31, 2014 because we do not expect to complete our testing of the remediated controls by such time. As we continue to evaluate and work to improve our ICFR, management may determine to take additional measures to address the material weaknesses or determine to modify the remediation plan described above. Until the remediation steps set forth above are fully implemented, the material weaknesses described above will continue to exist.

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Changes in Internal Control Over Financial Reporting

Other than the remediation actions discussed above, there have been no changes in our internal control over financial reporting that occurred during the quarter ended September 26, 2014 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II — OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS

The information required with respect to this item can be found in Note 18 to our unaudited condensed consolidated financial statements contained in this quarterly report and is incorporated by reference into this Item 1.

ITEM 1A.

RISK FACTORS

In addition to the other information set forth in this report, you should carefully consider the factors discussed in “Part I — Item 1A — Risk Factors” in our Form 10-K/A for the year ended December 31, 2013, including the risk factor discussed below, and “Part II — Item 7 — Management’s Discussion and Analysis of Financial Condition and Results of Operations — Overview and Outlook — Business Environment” in our Form 10-K/A, which could materially affect our business, financial condition or future results. Other than as described in “Business Environment”, there have been no material changes to the risk factors disclosed in “Part I — Item 1A — Risk Factors” in our Form 10-K/A, for the year ended December 31, 2013. The risks described in our Form 10-K/A and herein are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

We have determined that material weaknesses exist in our internal control over financial reporting which could, if not remediated, have a material adverse impact on our ability to produce timely and accurate financial statements.

We are responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 13a-15(f) under the Securities Exchange Act. As discussed in Part I — Item 4, we have material weaknesses in our internal control over financial reporting as of December 31, 2013, March 28, 2014, June 27, 2014 and September 26, 2014. Solely as a result of these material weaknesses, management concluded that our internal control over financial reporting were not effective as of December 31, 2013 and that our disclosure controls and procedures were not effective as of December 31, 2013, March 28, 2014, June 27, 2014 or September 26, 2014.

A material weakness is defined as a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. Although we continue to devote significant time and attention to remedy the identified material weaknesses in internal control over financial reporting, we do not expect that our internal control over financial reporting will be considered effective as of December 31, 2014 because we do not expect to complete our testing of the remediated controls by such time. In addition, our remedial efforts may not be successful. Until our remediation plan is fully implemented, our management will continue to devote significant time and attention to these efforts. If we do not complete our remediation in a timely fashion, or at all, or if our remediation plan is inadequate or we encounter difficulties in the implementation or maintenance of our internal control over financial reporting or disclosure controls and procedures, there will continue to be an increased risk that we will be unable to timely file future periodic reports with the SEC and/or remain in compliance with certain covenants included in our outstanding debt agreements. In addition, any failure to implement or any difficulties we encounter with our remediation plan could result in additional material weaknesses or deficiencies in our internal control or future material misstatements in our annual or interim consolidated financial statements.

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ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Issuer Purchases of Equity Securities

The following table provides information about share repurchases made by L-3 Holdings of its common stock during the 2014 Third Quarter. Repurchases are made from time to time at management’s discretion in accordance with applicable U.S. Federal securities laws. All share repurchases of L-3 Holdings’ common stock have been recorded as treasury shares.

	Total Number of Shares Purchased		Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Maximum Number (or Approximate Dollar Value) of Shares That May Yet be Purchased Under the Plans or Programs(1)
							(in millions)
June 28 — July 31, 2014		628,600	$	120.89		628,600	$	459
August 1 — August 31, 2014		39,202	$	102.08		39,202	$	455
September 1 — September 26, 2014		—	$	—		—	$	455
Total		667,802	$	119.79		667,802

⁽¹⁾  The share repurchases that were completed as described in the table above were made pursuant to the $1.5 billion share repurchase program authorized by L-3 Holdings’ Board of Directors on February 5, 2013, which expires on June  30, 2015.

ITEM 6.

EXHIBITS

For a list of exhibits, see the Exhibit Index in this Form 10-Q.

66

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned, thereunto duly authorized.

L-3 COMMUNICATIONS HOLDINGS, INC.
L-3 COMMUNICATIONS CORPORATION
By:	/s/    Ralph G. D’Ambrosio
Title:	Senior Vice President and Chief Financial Officer
	(Principal Financial Officer)

Date: October 30, 2014

67

EXHIBIT INDEX

Exhibits identified in parentheses below are on file with the SEC and are incorporated herein by reference to such previous filings.

Exhibit No.		Description of Exhibits
	2.1	Distribution Agreement between L-3 Communications Holdings, Inc. and Engility Holdings, Inc. dated as of July 16, 2012 (incorporated by reference to Exhibit 2.1 to the Registrants’ Quarterly Report on Form 10-Q for the period ended September 28, 2012 (File Nos. 001-14141 and 333-46983)).
	3.1	Amended and Restated Certificate of Incorporation of L-3 Communications Holdings, Inc. (incorporated by reference to Exhibit 3.1 to the Registrants’ Current Report on Form 8-K filed on May 2, 2013 (File Nos. 001-14141 and 333-46983)).
	3.2	Amended and Restated By-Laws of L-3 Communications Holdings, Inc. (incorporated by reference to Exhibit 3.2 to the Registrants’ Current Report on Form 8-K filed on May 2, 2013 (File Nos. 001-14141 and 333-46983)).
	3.3	Certificate of Incorporation of L-3 Communications Corporation (incorporated by reference to Exhibit 3.1 to L-3 Communications Corporation’s Registration Statement on Form S-4 (File No. 333-31649)).
	3.4	Amended and Restated By-Laws of L-3 Communications Corporation (incorporated by reference to Exhibit 3.2 to the Registrants’ Current Report on Form 8-K filed on December 17, 2007 (File Nos. 001-14141 and 333-46983)).
	4.1	Form of Common Stock Certificate of L-3 Communications Holdings, Inc. (incorporated by reference to Exhibit 4.1 to the Registrants’ Quarterly Report on Form 10-Q for the quarter ended June 25, 2010 (File Nos. 001-14141 and 333-46983)).
	4.2	Indenture dated as of October 2, 2009 among L-3 Communications Corporation, the guarantors named therein and The Bank of New York Mellon, as Trustee (incorporated by reference to Exhibit 4.15 to the Registrants’ Quarterly Report on Form 10-Q for the quarter ended September 25, 2009 (File Nos. 001-14141 and 333-46983)).
	4.3	Supplemental Indenture dated as of February 3, 2012 among L-3 Communications Corporation, The Bank of New York Mellon, as Trustee, and the guarantors named therein to the Indenture dated as of October 2, 2009 among L-3 Communications Corporation, the guarantors named therein and The Bank of New York Mellon, as Trustee (incorporated by reference to Exhibit 4.7 to the Registrants’ Annual Report on Form 10-K for the year ended December 31, 2011 (File Nos. 001-14141 and 333-46983)).
	4.4	Indenture, dated as of May 21, 2010, among L-3 Communications Corporation, the guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the Registrants’ Current Report on Form 8-K dated May 24, 2010 (File Nos. 001-14141 and 333-46983)).
	4.5	First Supplemental Indenture, dated as of May 21, 2010, among L-3 Communications Corporation, the guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.2 to the Registrants’ Current Report on Form 8-K dated May 24, 2010 (File Nos. 001-14141 and 333-46983)).
	4.6	Second Supplemental Indenture, dated as of February 7, 2011, among L-3 Communications Corporation, the guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.2 to the Registrants’ Current Report on Form 8-K dated February 8, 2011 (File Nos. 001-14141 and 333-46983)).
	4.7	Third Supplemental Indenture, dated as of November 22, 2011, among L-3 Communications Corporation, the guarantors named therein and The Bank of New York Mellon Trust Company, N.A, as Trustee (incorporated by reference to Exhibit 4.2 to the Registrants’ Current Report on Form 8-K dated November 22, 2011 (File Nos. 001-14141 and 333-46983)).

Exhibit No.		Description of Exhibits
	4.8	Fourth Supplemental Indenture, dated as of February 3, 2012, among L-3 Communications Corporation, the guarantors named therein and The Bank of New York Mellon Trust Company, N.A, as Trustee (incorporated by reference to Exhibit 4.12 to the Registrants’ Annual Report on Form 10-K for the fiscal year ended December 31, 2011 (File Nos. 001-14141 and 333-46983)).
	4.9	Fifth Supplemental Indenture, dated as of May 28, 2014, among L-3 Communications Corporation, the guarantors named therein and The Bank of New York Mellon Trust Company, N.A, as Trustee (incorporated by reference to Exhibit 4.2 to the Registrants’ Current Report on Form 8-K dated May 28, 2014 (File Nos. 001-14141 and 333-46983)).
	10.1	Amended and Restated Credit Agreement, dated as of February 3, 2012, among L-3 Communications Corporation, L-3 Communications Holdings, Inc. and certain subsidiaries of the Registrants from time to time party thereto as guarantors, certain lenders from time to time party thereto, and Bank of America, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to the Registrants’ Current Report on Form 8-K dated February 3, 2012 (File Nos. 001-14141 and 333-46983)).
	10.2	Tax Matters Agreement between L-3 Communications Holdings, Inc. and Engility Holdings, Inc. dated as of July 16, 2012 (incorporated by reference to Exhibit 10.2 to the Registrants’ Quarterly Report on Form 10-Q for the period ended September 28, 2012 (File Nos. 001-14141 and 333-46983)).
	**11	L-3 Communications Holdings, Inc. Computation of Basic Earnings Per Share and Diluted Earnings Per Common Share.
	*12	Ratio of Earnings to Fixed Charges.
	*31.1	Certification of Chairman, President and Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
	*31.2	Certification of Senior Vice President and Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
	*32	Section 1350 Certification.
	***101.INS	XBRL Instance Document.
	***101.SCH	XBRL Taxonomy Extension Schema Document.
	***101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
	***101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.
	***101.LAB	XBRL Taxonomy Extension Label Linkbase Document.
	***101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.

* Filed herewith.

** The information required in this exhibit is presented in Note 14 to the unaudited condensed consolidated financial statements as of September 26, 2014 contained in this quarterly report in accordance with the provisions of ASC 260, Earnings Per Share.

*** Filed electronically with this report.

† Represents management contract, compensatory plan or arrangement.

EX-12

Exhibit 12

L-3 Communications Holdings, Inc.

and L-3 Communications Corporation

Ratio of Earnings to Fixed Charges

	Year-to-Date Ended September 26, 2014
	($ in millions)
Earnings:
Income before income taxes	$	667
Net income attributable to noncontrolling interests		(9	)
Income before income taxes after noncontrolling interests	$	658
Add:
Interest expense		125
Amortization of debt expense		4
Interest component of rent expense		44
Earnings	$	831
Fixed charges:
Interest expense		125
Amortization of debt expense		4
Interest component of rent expense		44
Fixed charges	$	173
Ratio of earnings to fixed charges		4.8	x

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Michael T. Strianese, certify that:

1. I have reviewed this report on Form 10-Q for the quarter ended September 26, 2014 of L-3 Communications Holdings, Inc. and L-3 Communications Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrants as of, and for, the periods presented in this report;

4. The registrants’ other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrants and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrants, including their consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrants’ disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrants’ internal control over financial reporting that occurred during the registrants’ most recent fiscal quarter (the registrants’ fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants’ internal control over financial reporting; and

5. The registrants’ other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants’ auditors and the audit committee of the registrants’ board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting, which are reasonably likely to adversely affect the registrants’ ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants’ internal control over financial reporting.

Date: October 30, 2014

/s/ Michael T. Strianese

Michael T. Strianese

Chairman, President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Ralph G. D’Ambrosio, certify that:

1. I have reviewed this report on Form 10-Q for the quarter ended September 26, 2014 of L-3 Communications Holdings, Inc. and L-3 Communications Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrants as of, and for, the periods presented in this report;

4. The registrants’ other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrants and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrants, including their consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrants’ disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrants’ internal control over financial reporting that occurred during the registrants’ most recent fiscal quarter (the registrants’ fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants’ internal control over financial reporting; and

5. The registrants’ other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants’ auditors and the audit committee of the registrants’ board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting, which are reasonably likely to adversely affect the registrants’ ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants’ internal control over financial reporting.

Date: October 30, 2014

/s/ Ralph G. D’Ambrosio

Ralph G. D’Ambrosio

Senior Vice President and Chief Financial Officer

EX-32

Exhibit 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of L-3 Communications Holdings, Inc. (“L-3 Holdings”) and L-3 Communications Corporation (“L-3 Communications”; together with L-3 Holdings referred to as “L-3”) on Form 10-Q for the quarter ended September 26, 2014 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Michael T. Strianese, Chairman, President and Chief Executive Officer and Ralph G. D’Ambrosio, Senior Vice President and Chief Financial Officer, in each case, of L-3 Holdings and L-3 Communications, each certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of L-3.

Date: October 30, 2014

/s/ Michael T. Strianese	/s/ Ralph G. D’Ambrosio
Michael T. Strianese	Ralph G. D’Ambrosio
Chairman, President and Chief Executive Officer	Senior Vice President and Chief Financial Officer

XML

Goodwill and Identifiable Intangible Assets (Tables)

9 Months Ended

Sep. 26, 2014

Goodwill and Intangible Assets Disclosure [Abstract]

Changes in Goodwill by Segment

The table below presents the changes in goodwill by segment for the year-to-date period ended September 26, 2014.

	Electronic Systems			Aerospace Systems			Communication Systems		NSS		Consolidated Total
	(in millions)
Balance at December 31, 2013	$	4,085		$	1,751		$	992	$	968	$	7,796
Business acquisition(1)		(3	)		—			—		39		36
Foreign currency translation adjustments(2)		(39	)		(9	)		—		—		(48	)
Balance at September 26, 2014	$	4,043		$	1,742		$	992	$	1,007	$	7,784

⁽¹⁾  The decrease in goodwill for the Electronic Systems segment was due to the final purchase price allocation for the Mustang business acquisition. The increase in goodwill for the NSS segment was due to the L-3 Data Tactics business acquisition.

⁽²⁾  The decrease in goodwill presented in the Electronic Systems segment was primarily due to the strengthening of the U.S. dollar against the Euro, the Canadian dollar and the British pound during the year-to-date period ended September 26, 2014. The decrease in goodwill presented in the Aerospace Systems segment was due to the strengthening of the U.S. dollar against the Canadian dollar during the year-to-date period ended September 26, 2014.

Identifiable Intangible Assets

The table below presents information for the Company’s identifiable intangible assets that are subject to amortization.

			September 26, 2014						December 31, 2013
	Weighted Average Amortization Period		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
	(in years)						(in millions)
Customer contractual relationships		19	$	474	$	275	$	199	$	466	$	253	$	213
Technology		11		168		115		53		168		108		60
Other		18		27		16		11		27		15		12
Total		17	$	669	$	406	$	263	$	661	$	376	$	285

Amortization Expense

The table below presents amortization expense recorded by the Company for its identifiable intangible assets.

	Third Quarter Ended				Year-to-Date Ended
	(in millions)
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
Amortization Expense	$	11	$	10	$	32	$	29

Estimated Amortization Expense

Based on gross carrying amounts at September 26, 2014, the Company’s estimate of amortization expense for identifiable intangible assets for the years ending December 31, 2014 through 2018 is presented in the table below.

	Year Ending December 31,
	2014		2015		2016		2017		2018
	(in millions)
Estimated amortization expense	$	42	$	41	$	34	$	32	$	26

XML

Basis of Presentation - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013
Summary Of Significant Accounting Policies [Line Items]
Percentage of sales accounted for under contract accounting standards	47.00%
Percentage of fixed-price type contracts	38.00%
Percentage of cost-plus type contracts	9.00%
Period of performance for contracts accounted for under the percentage-of-completion method of accounting, minimum	1 year
Increase in operating income due to changes in contract estimates	$ 62	$ 92
Percentage of increase in operating income due to changes in contract estimates	8.00%	10.00%
CODES Due 2035 [Member]
Summary Of Significant Accounting Policies [Line Items]
Interest rate on debt instruments	3.00%
Debt instruments, maturity year	2035

XML

Stock-Based Compensation (Tables)

9 Months Ended

Sep. 26, 2014

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Weighted Average Assumptions used in Valuation Model

The weighted average assumptions used in the valuation model for this grant are presented in the table below.

Expected holding period (in years)	5.5
Expected volatility	24.4	%
Expected dividend yield	2.7	%
Risk-free interest rate	1.7	%

XML

Goodwill and Identifiable Intangible Assets - Estimated Amortization Expense (Detail) (USD $) In Millions, unless otherwise specified	Sep. 26, 2014
Goodwill and Intangible Assets Disclosure [Abstract]
Estimated amortization expense, 2014	$ 42
Estimated amortization expense, 2015	41
Estimated amortization expense, 2016	34
Estimated amortization expense, 2017	32
Estimated amortization expense, 2018	$ 26

XML

Revisions to Previously Issued Financial Statements - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended		3 Months Ended						6 Months Ended	12 Months Ended			42 Months Ended	12 Months Ended	9 Months Ended	12 Months Ended			3 Months Ended						6 Months Ended	12 Months Ended			42 Months Ended	12 Months Ended		3 Months Ended						6 Months Ended	9 Months Ended	12 Months Ended			42 Months Ended	12 Months Ended	3 Months Ended						6 Months Ended	9 Months Ended	12 Months Ended			42 Months Ended	12 Months Ended	3 Months Ended					6 Months Ended	9 Months Ended	12 Months Ended			42 Months Ended	12 Months Ended	3 Months Ended						6 Months Ended	9 Months Ended	12 Months Ended			42 Months Ended	12 Months Ended	3 Months Ended						6 Months Ended	9 Months Ended	12 Months Ended			42 Months Ended	12 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013	Jun. 27, 2014 Aerospace Systems [Member]	Mar. 28, 2014 Aerospace Systems [Member]	Dec. 31, 2013 Aerospace Systems [Member]	Sep. 27, 2013 Aerospace Systems [Member]	Jun. 28, 2013 Aerospace Systems [Member]	Mar. 29, 2013 Aerospace Systems [Member]	Jun. 27, 2014 Aerospace Systems [Member]	Dec. 31, 2013 Aerospace Systems [Member]	Dec. 31, 2012 Aerospace Systems [Member]	Dec. 31, 2011 Aerospace Systems [Member]	Jun. 27, 2014 Aerospace Systems [Member]	Dec. 31, 2010 Prior to 2011 [Member] Aerospace Systems [Member]	Sep. 26, 2014 Sales-Type Lease Transaction [Member]	Dec. 31, 2013 Sales-Type Lease Transaction [Member]	Dec. 31, 2012 Sales-Type Lease Transaction [Member]	Dec. 31, 2011 Sales-Type Lease Transaction [Member]	Jun. 27, 2014 Sales-Type Lease Transaction [Member] Aerospace Systems [Member]	Mar. 28, 2014 Sales-Type Lease Transaction [Member] Aerospace Systems [Member]	Dec. 31, 2013 Sales-Type Lease Transaction [Member] Aerospace Systems [Member]	Sep. 27, 2013 Sales-Type Lease Transaction [Member] Aerospace Systems [Member]	Jun. 28, 2013 Sales-Type Lease Transaction [Member] Aerospace Systems [Member]	Mar. 29, 2013 Sales-Type Lease Transaction [Member] Aerospace Systems [Member]	Jun. 27, 2014 Sales-Type Lease Transaction [Member] Aerospace Systems [Member]	Dec. 31, 2013 Sales-Type Lease Transaction [Member] Aerospace Systems [Member]	Dec. 31, 2012 Sales-Type Lease Transaction [Member] Aerospace Systems [Member]	Dec. 31, 2011 Sales-Type Lease Transaction [Member] Aerospace Systems [Member]	Jun. 27, 2014 Sales-Type Lease Transaction [Member] Aerospace Systems [Member]	Dec. 31, 2010 Sales-Type Lease Transaction [Member] Prior to 2011 [Member]	Dec. 31, 2010 Sales-Type Lease Transaction [Member] Prior to 2011 [Member] Aerospace Systems [Member]	Jun. 27, 2014 Total Internal Review of Aerospace Systems Segment [Member] Aerospace Systems [Member]	Mar. 28, 2014 Total Internal Review of Aerospace Systems Segment [Member] Aerospace Systems [Member]	Dec. 31, 2013 Total Internal Review of Aerospace Systems Segment [Member] Aerospace Systems [Member]	Sep. 27, 2013 Total Internal Review of Aerospace Systems Segment [Member] Aerospace Systems [Member]	Jun. 28, 2013 Total Internal Review of Aerospace Systems Segment [Member] Aerospace Systems [Member]	Mar. 29, 2013 Total Internal Review of Aerospace Systems Segment [Member] Aerospace Systems [Member]	Jun. 27, 2014 Total Internal Review of Aerospace Systems Segment [Member] Aerospace Systems [Member]	Sep. 27, 2013 Total Internal Review of Aerospace Systems Segment [Member] Aerospace Systems [Member]	Dec. 31, 2013 Total Internal Review of Aerospace Systems Segment [Member] Aerospace Systems [Member]	Dec. 31, 2012 Total Internal Review of Aerospace Systems Segment [Member] Aerospace Systems [Member]	Dec. 31, 2011 Total Internal Review of Aerospace Systems Segment [Member] Aerospace Systems [Member]	Jun. 27, 2014 Total Internal Review of Aerospace Systems Segment [Member] Aerospace Systems [Member]	Dec. 31, 2010 Total Internal Review of Aerospace Systems Segment [Member] Prior to 2011 [Member] Aerospace Systems [Member]	Jun. 27, 2014 Logistics Solutions [Member] Aerospace Systems [Member]	Mar. 28, 2014 Logistics Solutions [Member] Aerospace Systems [Member]	Dec. 31, 2013 Logistics Solutions [Member] Aerospace Systems [Member]	Sep. 27, 2013 Logistics Solutions [Member] Aerospace Systems [Member]	Jun. 28, 2013 Logistics Solutions [Member] Aerospace Systems [Member]	Mar. 29, 2013 Logistics Solutions [Member] Aerospace Systems [Member]	Jun. 27, 2014 Logistics Solutions [Member] Aerospace Systems [Member]	Sep. 26, 2014 Logistics Solutions [Member] Aerospace Systems [Member]	Dec. 31, 2013 Logistics Solutions [Member] Aerospace Systems [Member]	Dec. 31, 2012 Logistics Solutions [Member] Aerospace Systems [Member]	Dec. 31, 2011 Logistics Solutions [Member] Aerospace Systems [Member]	Jun. 27, 2014 Logistics Solutions [Member] Aerospace Systems [Member]	Dec. 31, 2010 Logistics Solutions [Member] Prior to 2011 [Member] Aerospace Systems [Member]	Jun. 27, 2014 Platform Systems [Member] Aerospace Systems [Member]	Mar. 28, 2014 Platform Systems [Member] Aerospace Systems [Member]	Dec. 31, 2013 Platform Systems [Member] Aerospace Systems [Member]	Jun. 28, 2013 Platform Systems [Member] Aerospace Systems [Member]	Mar. 29, 2013 Platform Systems [Member] Aerospace Systems [Member]	Jun. 27, 2014 Platform Systems [Member] Aerospace Systems [Member]	Sep. 26, 2014 Platform Systems [Member] Aerospace Systems [Member]	Dec. 31, 2013 Platform Systems [Member] Aerospace Systems [Member]	Dec. 31, 2012 Platform Systems [Member] Aerospace Systems [Member]	Dec. 31, 2011 Platform Systems [Member] Aerospace Systems [Member]	Jun. 27, 2014 Platform Systems [Member] Aerospace Systems [Member]	Dec. 31, 2010 Platform Systems [Member] Prior to 2011 [Member] Aerospace Systems [Member]	Jun. 27, 2014 Army C-12 Contract [Member] Aerospace Systems [Member]	Mar. 28, 2014 Army C-12 Contract [Member] Aerospace Systems [Member]	Dec. 31, 2013 Army C-12 Contract [Member] Aerospace Systems [Member]	Sep. 27, 2013 Army C-12 Contract [Member] Aerospace Systems [Member]	Jun. 28, 2013 Army C-12 Contract [Member] Aerospace Systems [Member]	Mar. 29, 2013 Army C-12 Contract [Member] Aerospace Systems [Member]	Jun. 27, 2014 Army C-12 Contract [Member] Aerospace Systems [Member]	Sep. 26, 2014 Army C-12 Contract [Member] Aerospace Systems [Member]	Dec. 31, 2013 Army C-12 Contract [Member] Aerospace Systems [Member]	Dec. 31, 2012 Army C-12 Contract [Member] Aerospace Systems [Member]	Dec. 31, 2011 Army C-12 Contract [Member] Aerospace Systems [Member]	Jun. 27, 2014 Army C-12 Contract [Member] Aerospace Systems [Member]	Dec. 31, 2010 Army C-12 Contract [Member] Prior to 2011 [Member] Aerospace Systems [Member]	Jun. 27, 2014 Other Logistics Support Contracts [Member] Aerospace Systems [Member]	Mar. 28, 2014 Other Logistics Support Contracts [Member] Aerospace Systems [Member]	Dec. 31, 2013 Other Logistics Support Contracts [Member] Aerospace Systems [Member]	Sep. 27, 2013 Other Logistics Support Contracts [Member] Aerospace Systems [Member]	Jun. 28, 2013 Other Logistics Support Contracts [Member] Aerospace Systems [Member]	Mar. 29, 2013 Other Logistics Support Contracts [Member] Aerospace Systems [Member]	Jun. 27, 2014 Other Logistics Support Contracts [Member] Aerospace Systems [Member]	Sep. 26, 2014 Other Logistics Support Contracts [Member] Aerospace Systems [Member]	Dec. 31, 2013 Other Logistics Support Contracts [Member] Aerospace Systems [Member]	Dec. 31, 2012 Other Logistics Support Contracts [Member] Aerospace Systems [Member]	Dec. 31, 2011 Other Logistics Support Contracts [Member] Aerospace Systems [Member]	Jun. 27, 2014 Other Logistics Support Contracts [Member] Aerospace Systems [Member]	Dec. 31, 2010 Other Logistics Support Contracts [Member] Prior to 2011 [Member] Aerospace Systems [Member]
Change in Accounting Estimate [Line Items]
Aggregate pre-tax charges as a result of internal review	$ 215	$ 266	$ 667	$ 789	$ (54)	$ (20)	$ (17)	$ (6)	$ (15)	$ (3)	$ (74)	$ (41)	$ (40)	$ 2	$ (140)	$ 13					$ 1		$ 1	$ 2	$ 1	$ 1	$ 1	$ 5	$ 3	$ 3	$ 29		$ 17	$ (55)	$ (20)	$ (24)	$ (7)	$ (15)	$ (14)	$ (75)	$ (36)	$ (60)	$ (25)	$ (5)	$ (169)	$ (4)	$ (26)	$ (9)	$ (22)	$ (7)	$ (9)	$ (8)	$ (35)		$ (46)	$ (27)	$ (5)	$ (117)	$ (4)	$ (29)	$ (11)	$ (2)	$ (6)	$ (6)	$ (40)		$ (14)	$ 2		$ (52)		$ (11)	$ (4)	$ (20)	$ (2)	$ (7)	$ (6)	$ (15)		$ (35)	$ (16)	$ (3)	$ (69)		$ (15)	$ (5)	$ (2)	$ (5)	$ (2)	$ (2)	$ (20)		$ (11)	$ (11)	$ (2)	$ (48)	$ (4)
Cumulative aggregate adjustments, net																																																						(117)												(52)
Cumulative aggregate adjustments losses																																																																		37													69													48
Adjustment description																																																																		The Platform Systems sector adjustments are primarily due to: (1) losses of $37 million on two aircraft modification contracts and two contracts for rotary wing sub-assemblies and parts, and (2) write-offs of deferred costs of $15 million to design and test aerostructures for a new commercial aircraft.
Write-offs of deferred costs																																																																		15
Lease period																	The period of performance under this contract began in 2004 and ends in 2023.
Increase in interest income																		5	3	3												12
Decrease in sales																	(8)	(7)
Decrease in cost of sales																	$ (7)	$ (7)														$ (5)

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Debt - Information Regarding Outstanding Series of Senior Subordinated Note (Parenthetical) (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 26, 2014	Dec. 31, 2013
Debt Instrument [Line Items]
Net Cash Proceeds	$ 996
L-3 Communications Corporation [Member]
Debt Instrument [Line Items]
Net Cash Proceeds	988
Redemption price as percentage of principal amount	100.00%
Senior notes redemption price	101.00%
L-3 Communications Corporation [Member] | 1.50% Senior Notes due 2017 [Member]
Debt Instrument [Line Items]
Interest rate on Senior Notes	1.50%	1.50%
Senior Notes due	May 28, 2017
Net Cash Proceeds	347
L-3 Communications Corporation [Member] | 3.95% Senior Notes due 2024 [Member]
Debt Instrument [Line Items]
Interest rate on Senior Notes	3.95%	3.95%
Senior Notes due	May 28, 2024
Net Cash Proceeds	$ 641
L-3 Communications Corporation [Member] | Minimum [Member] | 3.95% Senior Notes due 2024 [Member]
Debt Instrument [Line Items]
Senior Notes due	Feb. 28, 2024

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Derivative Financial Instruments (Tables)

9 Months Ended

Sep. 26, 2014

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Notional Amounts of Company's Outstanding Foreign Currency Forward Contracts by Currency

The table below presents the notional amounts of the Company’s outstanding foreign currency forward contracts by currency at September 26, 2014.

Currency	Notional Amounts
	(in millions)
Canadian dollar	$	161
U.S. dollar		101
Euro		66
British pound		9
Total	$	337

Location of Company's Derivative Instruments Recorded at Fair Value on Condensed Consolidated Balance Sheets

The table below presents the location of the Company’s derivative instruments recorded at fair value on the condensed consolidated balance sheets.

	September 26, 2014								December 31, 2013
	Other Current Assets		Other Assets		Other Current Liabilities		Other Liabilities		Other Current Assets		Other Assets		Other Current Liabilities		Other Liabilities
	(in millions)
Derivatives designated as hedging instruments:
Foreign currency forward contracts(1)	$	4	$	1	$	3	$	1	$	5	$	1	$	3	$	2
Derivatives not designated as hedging instruments:
Foreign currency forward contracts(1)		—		—		—		—		—		—		—		—
Embedded derivative related to the CODES(2)		—		—		—		—		—		—		—		—
Total derivative instruments	$	4	$	1	$	3	$	1	$	5	$	1	$	3	$	2

⁽¹⁾  See Note 15 for a description of the fair value hierarchy related to the Company’s foreign currency forward contracts.

⁽²⁾  See Note 10 for a description of the CODES Retirement.

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Condensed Combining Financial Information of L-3 Communications and Its Subsidiaries

9 Months Ended

Sep. 26, 2014

Text Block [Abstract]

Condensed Combining Financial Information of L-3 Communications and Its Subsidiaries

24.  Condensed Combining Financial Information of L-3 Communications and Its Subsidiaries

L-3 Communications is a 100% owned subsidiary of L-3 Holdings. The debt of L-3 Communications, including the Senior Notes and borrowings under amounts drawn against the Amended and Restated Revolving Credit Facility is guaranteed, on a joint and several, full and unconditional basis, by certain of its domestic subsidiaries (the “Guarantor Subsidiaries”) and, in the case of the Amended and Restated Revolving Credit Facility, by L-3 Holdings. The CODES, prior to the CODES Retirement, were guaranteed on a joint and several, full and unconditional basis, by L-3 Communications and the Guarantor Subsidiaries. See Note 11 to the audited consolidated financial statements for the year ended December 31, 2013, included in the Company’s Form 10-K/A. The foreign subsidiaries and certain domestic subsidiaries of L-3 Communications (the “Non-Guarantor Subsidiaries”) do not guarantee the debt of L-3 Communications or L-3 Holdings. None of the debt of L-3 Communications has been issued by its subsidiaries. There are no restrictions on the payment of dividends from the Guarantor Subsidiaries to L-3 Communications or from L-3 Communications to L-3 Holdings.

Under the terms of the indentures governing the Senior Notes, the guarantees of the Senior Notes will automatically and unconditionally be released and discharged: (1) upon the release of all guarantees of all other outstanding indebtedness of L-3 Communications Corporation, or (2) upon the determination that such guarantor is no longer a “domestic subsidiary.” In addition, the guarantees of the Senior Notes will be automatically and unconditionally released and discharged in the event of a sale or other disposition of all of the assets of any guarantor, by way of merger, consolidation or otherwise, or a sale of all of the capital stock of such guarantor.

The following unaudited condensed combining financial information presents the results of operations, financial position and cash flows of: (1) L-3 Holdings, excluding L-3 Communications and its consolidated subsidiaries (the “Parent”), (2) L-3 Communications, excluding its consolidated subsidiaries, (3) the Guarantor Subsidiaries, (4) the Non-Guarantor Subsidiaries, and (5) the eliminations to arrive at the information for L-3 on a consolidated basis.

As discussed in Note 3, the Company is revising its previously issued financial statements. As part of that revision, the Company has revised the accompanying condensed combining financial statements contained herein. The adjustments related to the internal review of the Aerospace Systems segment, excluding certain adjustments related to the Platform Systems segment, were recorded as adjustments to the Guarantor Subsidiaries financial statement amounts. Adjustments from the internal review that related to a foreign subsidiary of the Platform Systems segment, with a cumulative operating impact through September 26, 2014 of $28 million, were recorded to the Non-Guarantor Subsidiaries financial statement amounts. The adjustments for the accounting related to a sales-type lease transaction for flight simulator systems within its Electronic Systems segment have been recorded as adjustments to the L-3 Communications financial statement amounts. The adjustments for the previously identified immaterial errors were recorded as adjustments to the Guarantor Subsidiaries financial statement amounts.

	L-3 Holdings (Parent)			L-3 Communications			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated L-3
	(in millions)
Condensed Combining Balance Sheets:
At September 26, 2014:
Current assets:
Cash and cash equivalents	$	—		$	330		$	1		$	239		$	(62	)	$	508
Billed receivables, net		—			296			348			227			—			871
Contracts in process		—			994			1,165			387			—			2,546
Other current assets		—			410			145			176			—			731
Total current assets		—			2,030			1,659			1,029			(62	)		4,656
Goodwill		—			2,324			4,320			1,140			—			7,784
Other assets		—			800			568			233			—			1,601
Investment in and amounts due from consolidated subsidiaries		5,903			6,993			4,049			—			(16,945	)		—
Total assets	$	5,903		$	12,147		$	10,596		$	2,402		$	(17,007	)	$	14,041
Current liabilities	$	—		$	872		$	999		$	583		$	(62	)	$	2,392
Amounts due to consolidated subsidiaries		—			—			—			366			(366	)		—
Other long-term liabilities		—			1,434			187			111			—			1,732
Long-term debt		—			3,938			—			—			—			3,938
Total liabilities		—			6,244			1,186			1,060			(428	)		8,062
L-3 shareholders’ equity		5,903			5,903			9,410			1,342			(16,655	)		5,903
Noncontrolling interests		—			—			—			—			76			76
Total equity		5,903			5,903			9,410			1,342			(16,579	)		5,979
Total liabilities and equity	$	5,903		$	12,147		$	10,596		$	2,402		$	(17,007	)	$	14,041
At December 31, 2013:
Current assets:
Cash and cash equivalents	$	—		$	258		$	—		$	261		$	(19	)	$	500
Billed receivables, net		—			364			401			226			—			991
Contracts in process		—			925			1,152			354			—			2,431
Other current assets		—			344			159			169			—			672
Total current assets		—			1,891			1,712			1,010			(19	)		4,594
Goodwill		—			2,324			4,320			1,152			—			7,796
Other assets		—			838			532			228			—			1,598
Investment in and amounts due from consolidated subsidiaries		6,670			6,923			3,750			—			(17,343	)		—
Total assets	$	6,670		$	11,976		$	10,314		$	2,390		$	(17,362	)	$	13,988
Current liabilities	$	—		$	914		$	1,011		$	628		$	(19	)	$	2,534
Amounts due to consolidated subsidiaries		—			—			—			259			(259	)		—
Other long-term liabilities		—			1,451			193			124			—			1,768
Long-term debt		689			3,630			—			—			(689	)		3,630
Total liabilities		689			5,995			1,204			1,011			(967	)		7,932
L-3 shareholders’ equity		5,981			5,981			9,110			1,379			(16,470	)		5,981
Noncontrolling interests		—			—			—			—			75			75
Total equity		5,981			5,981			9,110			1,379			(16,395	)		6,056
Total liabilities and equity	$	6,670		$	11,976		$	10,314		$	2,390		$	(17,362	)	$	13,988
Condensed Combining Statements of Operations:
For the quarter ended September 26, 2014:
Total net sales	$	—		$	860		$	1,628		$	525		$	(73	)	$	2,940
Total cost of sales		(10	)		(787	)		(1,500	)		(469	)		83			(2,683	)
Operating (loss) income		(10	)		73			128			56			10			257
Interest expense		—			(46	)		(2	)		1			—			(47	)
Interest and other income, net		—			4			—			1			—			5
(Loss) income before income taxes		(10	)		31			126			58			10			215
Benefit (provision) for income taxes		3			(8	)		(34	)		(16	)		(3	)		(58	)
Equity in net income of consolidated subsidiaries		161			131			—			—			(292	)		—
Net income		154			154			92			42			(285	)		157
Net income attributable to noncontrolling interests		—			—			—			—			(3	)		(3	)
Net income attributable to L-3	$	154		$	154		$	92		$	42		$	(288	)	$	154
Comprehensive income attributable to L-3	$	90		$	90		$	89		$	(22	)	$	(157	)	$	90
For the quarter ended September 27, 2013:
Total net sales	$	—		$	912		$	1,646		$	543		$	(99	)	$	3,002
Total cost of sales		(14	)		(854	)		(1,458	)		(483	)		113			(2,696	)
Operating (loss) income		(14	)		58			188			60			14			306
Interest expense		(5	)		(43	)		—			(1	)		5			(44	)
Interest and other income, net		—			3			1			—			—			4
(Loss) income before income taxes		(19	)		18			189			59			19			266
Benefit (provision) for income taxes		5			(3	)		(45	)		(14	)		(5	)		(62	)
Equity in net income of consolidated subsidiaries		214			185			—			—			(399	)		—
Net income		200			200			144			45			(385	)		204
Net income attributable to noncontrolling interests		—			—			—			—			(4	)		(4	)
Net income attributable to L-3	$	200		$	200		$	144		$	45		$	(389	)	$	200
Comprehensive income attributable to L-3	$	250		$	250		$	145		$	77		$	(472	)	$	250
Condensed Combining Statements of Operations:
For the Year-to-Date Period Ended September 26, 2014:
Total net sales	$	—		$	2,606		$	4,908		$	1,623		$	(221	)	$	8,916
Total cost of sales		(39	)		(2,354	)		(4,533	)		(1,468	)		260			(8,134	)
Operating (loss) income		(39	)		252			375			155			39			782
Interest expense		(2	)		(127	)		(2	)		—			2			(129	)
Interest and other income, net		—			12			—			2			—			14
(Loss) income before income taxes		(41	)		137			373			157			41			667
Benefit (provision) for income taxes		12			(41	)		(110	)		(46	)		(12	)		(197	)
Equity in net income of consolidated subsidiaries		490			365			—			—			(855	)		—
Net income		461			461			263			111			(826	)		470
Net income attributable to noncontrolling interests		—			—			—			—			(9	)		(9	)
Net income attributable to L-3	$	461		$	461		$	263		$	111		$	(835	)	$	461
Comprehensive income attributable to L-3	$	411		$	411		$	264		$	53		$	(728	)	$	411
For the Year-to-Date Period Ended September 27, 2013:
Total net sales	$	—		$	2,847		$	5,104		$	1,705		$	(268	)	$	9,388
Total cost of sales		(42	)		(2,625	)		(4,598	)		(1,527	)		310			(8,482	)
Operating (loss) income		(42	)		222			506			178			42			906
Interest expense		(15	)		(130	)		—			(1	)		15			(131	)
Interest and other income, net		—			9			1			4			—			14
(Loss) income before income taxes		(57	)		101			507			181			57			789
Benefit (provision) for income taxes		16			(28	)		(139	)		(50	)		(16	)		(217	)
Equity in net income of consolidated subsidiaries		607			493			—			—			(1,100	)		—
Net income		566			566			368			131			(1,059	)		572
Net income attributable to noncontrolling interests		—			—			—			—			(6	)		(6	)
Net income attributable to L-3	$	566		$	566		$	368		$	131		$	(1,065	)	$	566
Comprehensive income attributable to L-3	$	587		$	587		$	369		$	108		$	(1,064	)	$	587
Condensed Combining Statements of Cash Flows:
For the Year-to-Date Period Ended September 26, 2014:
Operating activities:
Net cash from operating activities	$	1,506		$	201		$	382		$	69		$	(1,553	)	$	605
Investing activities:
Business acquisitions, net of cash acquired		—			(57	)		—			—			—			(57	)
Investments in L-3 Communications		(87	)		—			—			—			87			—
Other investing activities		—			(37	)		(52	)		(16	)		—			(105	)
Net cash used in investing activities		(87	)		(94	)		(52	)		(16	)		87			(162	)
Financing activities:
Proceeds from sale of senior notes		—			996			—			—			—			996
Retirement of CODES		(935	)		—			—			—			—			(935	)
Common stock repurchased		(413	)		—			—			—			—			(413	)
Dividends paid on L-3 Holdings common stock		(158	)		—			—			—			—			(158	)
Dividends paid to L-3 Holdings		—			(1,506	)		—			—			1,506			—
Investments from L-3 Holdings		—			87			—			—			(87	)		—
Other financing activities		87			388			(329	)		(66	)		4			84
Net cash used in financing activities		(1,419	)		(35	)		(329	)		(66	)		1,423			(426	)
Effect of foreign currency exchange rate changes on cash		—			—			—			(9	)		—			(9	)
Net increase (decrease) in cash		—			72			1			(22	)		(43	)		8
Cash and cash equivalents, beginning of the period		—			258			—			261			(19	)		500
Cash and cash equivalents, end of the period	$	—		$	330		$	1		$	239		$	(62	)	$	508
For the Year-to-Date Period Ended September 27, 2013:
Net cash from operating activities	$	555		$	86		$	523		$	101		$	(648	)	$	617
Investing activities:
Business acquisitions, net of cash acquired		—			(2	)		—			—			—			(2	)
Investments in L-3 Communications		(104	)		—			—			—			104			—
Other investing activities		—			(70	)		(53	)		(16	)		—			(139	)
Net cash used in investing activities		(104	)		(72	)		(53	)		(16	)		104			(141	)
Financing activities:
Common stock repurchased		(404	)		—			—			—			—			(404	)
Dividends paid on L-3 Holdings common stock		(151	)		—			—			—			—			(151	)
Dividends paid to L-3 Holdings		—			(555	)		—			—			555			—
Investments from L-3 Holdings		—			104			—			—			(104	)		—
Other financing activities		104			345			(469	)		(81	)		210			109
Net cash used in financing activities		(451	)		(106	)		(469	)		(81	)		661			(446	)
Effect of foreign currency exchange rate changes on cash		—			—			—			(2	)		—			(2	)
Net (decrease) increase in cash		—			(92	)		1			2			117			28
Cash and cash equivalents, beginning of the period		—			246			—			242			(139	)		349
Cash and cash equivalents, end of the period	$	—		$	154		$	1		$	244		$	(22	)	$	377

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Income Taxes - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Dec. 31, 2013
Tax Credit Carryforward [Line Items]
Effective tax rate	29.50%	27.50%
Previously accrued income tax due to the expiration of the statue of limitations		$ 10
Anticipated decrease in unrecognized tax benefits over the next 12 months	20
Accrued potential interest included within non-current income taxes payable	14		11
Accrued potential interest included within non-current income taxes payable, after income taxes	8		7
Potential penalties	8		8
U.S. Federal Research and Experimentation Tax Credit [Member]
Tax Credit Carryforward [Line Items]
Tax benefit		$ 28

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Other Current Liabilities and Other Liabilities - Changes in Company's Accrued Product Warranty Costs (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013
Accrued product warranty costs:
Balance at January 1	$ 99	$ 99
Accruals for product warranties issued during the period	53	56
Settlements made during the period	(46)	(56)
Foreign currency translation adjustments	(1)
Balance at end of period	$ 105	$ 99

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Derivative Financial Instruments - Location of Company's Derivative Instruments Recorded at Fair Value on Condensed Consolidated Balance Sheets (Detail) (USD $) In Millions, unless otherwise specified	Sep. 26, 2014	Dec. 31, 2013
Other Current Assets [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, assets	$ 4	$ 5
Other Current Assets [Member] | Foreign Currency Forward Contracts [Member] | Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, assets	4	5
Other Current Assets [Member] | Foreign Currency Forward Contracts [Member] | Not Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, assets
Other Current Assets [Member] | CODES Due 2035 [Member] | Not Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, assets
Other Assets [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, assets	1	1
Other Assets [Member] | Foreign Currency Forward Contracts [Member] | Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, assets	1	1
Other Assets [Member] | Foreign Currency Forward Contracts [Member] | Not Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, assets
Other Assets [Member] | CODES Due 2035 [Member] | Not Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, assets
Other Current Liabilities [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, liabilities	3	3
Other Current Liabilities [Member] | Foreign Currency Forward Contracts [Member] | Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, liabilities	3	3
Other Current Liabilities [Member] | Foreign Currency Forward Contracts [Member] | Not Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, liabilities
Other Current Liabilities [Member] | CODES Due 2035 [Member] | Not Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, liabilities
Other Liabilities [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, liabilities	1	2
Other Liabilities [Member] | Foreign Currency Forward Contracts [Member] | Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, liabilities	1	2
Other Liabilities [Member] | Foreign Currency Forward Contracts [Member] | Not Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, liabilities
Other Liabilities [Member] | CODES Due 2035 [Member] | Not Designated as Hedging Instruments [Member]
Derivatives, Fair Value [Line Items]
Total derivative instruments, liabilities

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Revisions to Previously Issued Financial Statements - Schedule of Impact on Sales and Pre-tax Income (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended		3 Months Ended										6 Months Ended	12 Months Ended			42 Months Ended	3 Months Ended						6 Months Ended	12 Months Ended			42 Months Ended	3 Months Ended						6 Months Ended	12 Months Ended			42 Months Ended	3 Months Ended						6 Months Ended	12 Months Ended			42 Months Ended	3 Months Ended						6 Months Ended	12 Months Ended			42 Months Ended	3 Months Ended						6 Months Ended	9 Months Ended	12 Months Ended			42 Months Ended	3 Months Ended						6 Months Ended	12 Months Ended			42 Months Ended	3 Months Ended						6 Months Ended	12 Months Ended			42 Months Ended	12 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013	Dec. 31, 2013 Out of Period Amounts [Member]	Sep. 27, 2013 Out of Period Amounts [Member]	Jun. 28, 2013 Out of Period Amounts [Member]	Mar. 29, 2013 Out of Period Amounts [Member]	Jun. 27, 2014 Aerospace Systems [Member]	Mar. 28, 2014 Aerospace Systems [Member]	Dec. 31, 2013 Aerospace Systems [Member]	Sep. 27, 2013 Aerospace Systems [Member]	Jun. 28, 2013 Aerospace Systems [Member]	Mar. 29, 2013 Aerospace Systems [Member]	Jun. 27, 2014 Aerospace Systems [Member]	Dec. 31, 2013 Aerospace Systems [Member]	Dec. 31, 2012 Aerospace Systems [Member]	Dec. 31, 2011 Aerospace Systems [Member]	Jun. 27, 2014 Aerospace Systems [Member]	Jun. 27, 2014 Aerospace Systems [Member] Army C-12 Contract [Member]	Mar. 28, 2014 Aerospace Systems [Member] Army C-12 Contract [Member]	Dec. 31, 2013 Aerospace Systems [Member] Army C-12 Contract [Member]	Sep. 27, 2013 Aerospace Systems [Member] Army C-12 Contract [Member]	Jun. 28, 2013 Aerospace Systems [Member] Army C-12 Contract [Member]	Mar. 29, 2013 Aerospace Systems [Member] Army C-12 Contract [Member]	Jun. 27, 2014 Aerospace Systems [Member] Army C-12 Contract [Member]	Dec. 31, 2013 Aerospace Systems [Member] Army C-12 Contract [Member]	Dec. 31, 2012 Aerospace Systems [Member] Army C-12 Contract [Member]	Dec. 31, 2011 Aerospace Systems [Member] Army C-12 Contract [Member]	Jun. 27, 2014 Aerospace Systems [Member] Army C-12 Contract [Member]	Jun. 27, 2014 Aerospace Systems [Member] Other Logistics Support Contracts [Member]	Mar. 28, 2014 Aerospace Systems [Member] Other Logistics Support Contracts [Member]	Dec. 31, 2013 Aerospace Systems [Member] Other Logistics Support Contracts [Member]	Sep. 27, 2013 Aerospace Systems [Member] Other Logistics Support Contracts [Member]	Jun. 28, 2013 Aerospace Systems [Member] Other Logistics Support Contracts [Member]	Mar. 29, 2013 Aerospace Systems [Member] Other Logistics Support Contracts [Member]	Jun. 27, 2014 Aerospace Systems [Member] Other Logistics Support Contracts [Member]	Dec. 31, 2013 Aerospace Systems [Member] Other Logistics Support Contracts [Member]	Dec. 31, 2012 Aerospace Systems [Member] Other Logistics Support Contracts [Member]	Dec. 31, 2011 Aerospace Systems [Member] Other Logistics Support Contracts [Member]	Jun. 27, 2014 Aerospace Systems [Member] Other Logistics Support Contracts [Member]	Jun. 27, 2014 Aerospace Systems [Member] Logistics Solutions [Member]	Mar. 28, 2014 Aerospace Systems [Member] Logistics Solutions [Member]	Dec. 31, 2013 Aerospace Systems [Member] Logistics Solutions [Member]	Sep. 27, 2013 Aerospace Systems [Member] Logistics Solutions [Member]	Jun. 28, 2013 Aerospace Systems [Member] Logistics Solutions [Member]	Mar. 29, 2013 Aerospace Systems [Member] Logistics Solutions [Member]	Jun. 27, 2014 Aerospace Systems [Member] Logistics Solutions [Member]	Dec. 31, 2013 Aerospace Systems [Member] Logistics Solutions [Member]	Dec. 31, 2012 Aerospace Systems [Member] Logistics Solutions [Member]	Dec. 31, 2011 Aerospace Systems [Member] Logistics Solutions [Member]	Jun. 27, 2014 Aerospace Systems [Member] Logistics Solutions [Member]	Jun. 27, 2014 Aerospace Systems [Member] Platform Systems [Member]	Mar. 28, 2014 Aerospace Systems [Member] Platform Systems [Member]	Dec. 31, 2013 Aerospace Systems [Member] Platform Systems [Member]	Sep. 27, 2013 Aerospace Systems [Member] Platform Systems [Member]	Jun. 28, 2013 Aerospace Systems [Member] Platform Systems [Member]	Mar. 29, 2013 Aerospace Systems [Member] Platform Systems [Member]	Jun. 27, 2014 Aerospace Systems [Member] Platform Systems [Member]	Dec. 31, 2013 Aerospace Systems [Member] Platform Systems [Member]	Dec. 31, 2012 Aerospace Systems [Member] Platform Systems [Member]	Dec. 31, 2011 Aerospace Systems [Member] Platform Systems [Member]	Jun. 27, 2014 Aerospace Systems [Member] Platform Systems [Member]	Jun. 27, 2014 Aerospace Systems [Member] Total Internal Review of Aerospace Systems Segment [Member]	Mar. 28, 2014 Aerospace Systems [Member] Total Internal Review of Aerospace Systems Segment [Member]	Dec. 31, 2013 Aerospace Systems [Member] Total Internal Review of Aerospace Systems Segment [Member]	Sep. 27, 2013 Aerospace Systems [Member] Total Internal Review of Aerospace Systems Segment [Member]	Jun. 28, 2013 Aerospace Systems [Member] Total Internal Review of Aerospace Systems Segment [Member]	Mar. 29, 2013 Aerospace Systems [Member] Total Internal Review of Aerospace Systems Segment [Member]	Jun. 27, 2014 Aerospace Systems [Member] Total Internal Review of Aerospace Systems Segment [Member]	Sep. 27, 2013 Aerospace Systems [Member] Total Internal Review of Aerospace Systems Segment [Member]	Dec. 31, 2013 Aerospace Systems [Member] Total Internal Review of Aerospace Systems Segment [Member]	Dec. 31, 2012 Aerospace Systems [Member] Total Internal Review of Aerospace Systems Segment [Member]	Dec. 31, 2011 Aerospace Systems [Member] Total Internal Review of Aerospace Systems Segment [Member]	Jun. 27, 2014 Aerospace Systems [Member] Total Internal Review of Aerospace Systems Segment [Member]	Jun. 27, 2014 Aerospace Systems [Member] Sales-Type Lease Transaction [Member]	Mar. 28, 2014 Aerospace Systems [Member] Sales-Type Lease Transaction [Member]	Dec. 31, 2013 Aerospace Systems [Member] Sales-Type Lease Transaction [Member]	Sep. 27, 2013 Aerospace Systems [Member] Sales-Type Lease Transaction [Member]	Jun. 28, 2013 Aerospace Systems [Member] Sales-Type Lease Transaction [Member]	Mar. 29, 2013 Aerospace Systems [Member] Sales-Type Lease Transaction [Member]	Jun. 27, 2014 Aerospace Systems [Member] Sales-Type Lease Transaction [Member]	Dec. 31, 2013 Aerospace Systems [Member] Sales-Type Lease Transaction [Member]	Dec. 31, 2012 Aerospace Systems [Member] Sales-Type Lease Transaction [Member]	Dec. 31, 2011 Aerospace Systems [Member] Sales-Type Lease Transaction [Member]	Jun. 27, 2014 Aerospace Systems [Member] Sales-Type Lease Transaction [Member]	Jun. 27, 2014 Aerospace Systems [Member] Out of Period Amounts [Member]	Mar. 28, 2014 Aerospace Systems [Member] Out of Period Amounts [Member]	Dec. 31, 2013 Aerospace Systems [Member] Out of Period Amounts [Member]	Sep. 27, 2013 Aerospace Systems [Member] Out of Period Amounts [Member]	Jun. 28, 2013 Aerospace Systems [Member] Out of Period Amounts [Member]	Mar. 29, 2013 Aerospace Systems [Member] Out of Period Amounts [Member]	Jun. 27, 2014 Aerospace Systems [Member] Out of Period Amounts [Member]	Dec. 31, 2013 Aerospace Systems [Member] Out of Period Amounts [Member]	Dec. 31, 2012 Aerospace Systems [Member] Out of Period Amounts [Member]	Dec. 31, 2011 Aerospace Systems [Member] Out of Period Amounts [Member]	Jun. 27, 2014 Aerospace Systems [Member] Out of Period Amounts [Member]	Dec. 31, 2010 Prior to 2011 [Member] Aerospace Systems [Member]	Dec. 31, 2010 Prior to 2011 [Member] Aerospace Systems [Member] Army C-12 Contract [Member]	Dec. 31, 2010 Prior to 2011 [Member] Aerospace Systems [Member] Other Logistics Support Contracts [Member]	Dec. 31, 2010 Prior to 2011 [Member] Aerospace Systems [Member] Logistics Solutions [Member]	Dec. 31, 2010 Prior to 2011 [Member] Aerospace Systems [Member] Platform Systems [Member]	Dec. 31, 2010 Prior to 2011 [Member] Aerospace Systems [Member] Total Internal Review of Aerospace Systems Segment [Member]	Dec. 31, 2010 Prior to 2011 [Member] Aerospace Systems [Member] Sales-Type Lease Transaction [Member]	Dec. 31, 2010 Prior to 2011 [Member] Aerospace Systems [Member] Out of Period Amounts [Member]
Quantifying Misstatement in Current Year Financial Statements [Line Items]
Sales	$ 2,940	$ 3,002	$ 8,916	$ 9,388	$ 9	$ 3	$ 7	$ 20	$ (10)	$ (13)	$ (21)	$ 5	$ (3)	$ 12	$ (23)	$ (7)	$ (38)	$ (4)	$ (73)	$ (1)	$ (2)	$ (24)	$ 3	$ (3)	$ (1)	$ (3)	$ (25)	$ (3)	$ (1)	$ (32)			$ (1)	$ (1)				$ (2)	$ (2)		$ (5)	$ (1)	$ (2)	$ (25)	$ 2	$ (3)	$ (1)	$ (3)	$ (27)	$ (5)	$ (1)	$ (37)	$ (6)	$ (6)	$ (2)	$ 1	$ (6)	$ (5)	$ (12)	$ (12)	$ 3		$ (21)	$ (7)	$ (8)	$ (27)	$ 3	$ (9)	$ (6)	$ (15)		$ (39)	$ (2)	$ (1)	$ (58)	$ (3)	$ (5)	$ (3)	$ (1)	$ (1)	$ (2)	$ (8)	$ (7)			$ (15)			$ 9	$ 3	$ 7	$ 20		$ 39	$ (36)	$ (3)		$ (1)		$ (1)	$ (1)		$ (1)
Pre-tax Income	$ 215	$ 266	$ 667	$ 789					$ (54)	$ (20)	$ (17)	$ (6)	$ (15)	$ (3)	$ (74)	$ (41)	$ (40)	$ 2	$ (140)	$ (11)	$ (4)	$ (20)	$ (2)	$ (7)	$ (6)	$ (15)	$ (35)	$ (16)	$ (3)	$ (69)	$ (15)	$ (5)	$ (2)	$ (5)	$ (2)	$ (2)	$ (20)	$ (11)	$ (11)	$ (2)	$ (48)	$ (26)	$ (9)	$ (22)	$ (7)	$ (9)	$ (8)	$ (35)	$ (46)	$ (27)	$ (5)	$ (117)	$ (29)	$ (11)	$ (2)		$ (6)	$ (6)	$ (40)	$ (14)	$ 2		$ (52)	$ (55)	$ (20)	$ (24)	$ (7)	$ (15)	$ (14)	$ (75)	$ (36)	$ (60)	$ (25)	$ (5)	$ (169)	$ 1		$ 1	$ 2	$ 1	$ 1	$ 1	$ 5	$ 3	$ 3	$ 29			$ 6	$ (1)	$ (1)	$ 10		$ 14	$ (18)	$ 4		$ 13		$ (4)	$ (4)		$ (4)	$ 17

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Debt - Additional Information (Detail) (USD $)	0 Months Ended	9 Months Ended		3 Months Ended	9 Months Ended		0 Months Ended
	May 13, 2014	Sep. 26, 2014	May 13, 2014	Sep. 27, 2013 L-3 Communications Holdings, Inc. [Member]	Sep. 26, 2014 L-3 Communications Holdings, Inc. [Member]	Sep. 27, 2013 L-3 Communications Holdings, Inc. [Member]	May 28, 2014 L-3 Communications Corporation [Member] Instruments
Debt Instrument [Line Items]
Senior Notes issued							2
Principal amount of CODES			$ 1,000
Redemption price for CODES			1,000
Redemption date		Jun. 02, 2014
Conversion of converted securities	935,000,000	(160,000,000)
Number of trading days in the conversion period		20 days
Trading day conversion description		(1) for conversion notices received by May 16, 2014 (5 p.m.), the 20 trading day conversion period began on the third trading day following receipt of the conversion notice and (2) for conversion notices received
Excess of conversion value over fair value of the debt component			160,000,000
Interest expense recognized				$ 5,000,000	$ 2,000,000	$ 15,000,000

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Financial Instruments - Carrying Amounts and Estimated Fair Values of Company's Long-Term Debt and Foreign Currency Forward Contracts (Detail) (USD $) In Millions, unless otherwise specified	Sep. 26, 2014	Dec. 31, 2013
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior Notes, Carrying Amount	$ 3,938	$ 2,941
CODES, Carrying Amount		689
Senior Notes, Estimated Fair Value	4,181	3,121
CODES, Estimated Fair Value		830
Estimated Fair Value [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Foreign currency forward contracts	1	1
Carrying Amount [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Foreign currency forward contracts	$ 1	$ 1

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Equity - Additional Information (Detail) (USD $) Share data in Millions, except Per Share data, unless otherwise specified	0 Months Ended			9 Months Ended		0 Months Ended	9 Months Ended
	Sep. 15, 2014	Jun. 24, 2014	Feb. 05, 2013	Sep. 26, 2014	Sep. 27, 2013	Oct. 20, 2014 Subsequent Event [Member]	Sep. 26, 2014 Common Stock [Member]	Sep. 27, 2013 Common Stock [Member]
Class of Stock [Line Items]
Amount of shares authorized to be repurchased			$ 1,500,000,000
Average price per share of repurchased shares				$ 115.91
Number of common shares repurchased							3.6	4.8
Aggregate amount of repurchased shares				413,000,000	404,000,000
Remaining value under share repurchase program				455,000,000
Cash dividend, declared per share		$ 0.60				$ 0.60
Total cash dividends	$ 51,000,000			$ 155,000,000	$ 149,000,000
Dividend declared date				Oct. 20, 2014
Dividend payable date				Dec. 15, 2014
Dividend payable, record date				Nov. 17, 2014

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Derivative Financial Instruments - Notional Amounts of Company's Outstanding Foreign Currency Forward Contracts by Currency (Detail) (USD $) In Millions, unless otherwise specified	Sep. 26, 2014
Derivative [Line Items]
Notional amounts of foreign currency forward contracts	$ 337
Canadian Dollar [Member]
Derivative [Line Items]
Notional amounts of foreign currency forward contracts	161
U.S. Dollar [Member]
Derivative [Line Items]
Notional amounts of foreign currency forward contracts	101
Euro [Member]
Derivative [Line Items]
Notional amounts of foreign currency forward contracts	66
British Pound [Member]
Derivative [Line Items]
Notional amounts of foreign currency forward contracts	$ 9

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Debt - Information Regarding Outstanding Series of Senior Subordinated Note (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 26, 2014
Debt Instrument [Line Items]
Net Cash Proceeds	$ 996
L-3 Communications Corporation [Member]
Debt Instrument [Line Items]
Net Cash Proceeds	988
L-3 Communications Corporation [Member] | 1.50% Senior Notes due 2017 [Member]
Debt Instrument [Line Items]
Date of Issuance	May 28, 2014
Amount Issued	350
Bond Discount	1
Net Cash Proceeds	347
Effective Interest Rate	1.55%
Redemption at Treasury Rate	0.10%
L-3 Communications Corporation [Member] | 3.95% Senior Notes due 2024 [Member]
Debt Instrument [Line Items]
Date of Issuance	May 28, 2014
Amount Issued	650
Bond Discount	3
Net Cash Proceeds	$ 641
Effective Interest Rate	4.02%
Redemption at Treasury Rate	0.20%

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Other Current Liabilities and Other Liabilities - Other Current Liabilities (Detail) (USD $) In Millions, unless otherwise specified	Sep. 26, 2014	Dec. 31, 2013
Other Current Liabilities:
Accruals for pending and threatened litigation (see Note 18)	$ 7	$ 6
Accrued product warranty costs	79	75
Estimated costs in excess of estimated contract value to complete contracts in process in a loss position	71	78
Accrued interest	52	52
Deferred revenues	36	35
Notes payable and capital lease obligation	16	10
Other	105	127
Total other current liabilities	$ 366	$ 383

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Financial Instruments

9 Months Ended

Sep. 26, 2014

Investments, All Other Investments [Abstract]

Financial Instruments

16.  Financial Instruments

At September 26, 2014 and December 31, 2013, the Company’s financial instruments consisted primarily of cash and cash equivalents, billed receivables, trade accounts payable, Senior Notes, CODES and foreign currency forward contracts. The carrying amounts of cash and cash equivalents, billed receivables and trade accounts payable are representative of their respective fair values because of their short-term maturities or the expected settlement dates of these instruments. The carrying amounts and estimated fair values of the Company’s other financial instruments are presented in the table below.

	September 26, 2014				December 31, 2013
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
	(in millions)
Senior Notes(1)	$	3,938	$	4,181	$	2,941	$	3,121
CODES(1)		—		—		689		830
Foreign currency forward contracts(2)		1		1		1		1

⁽¹⁾  The Company measures the fair value of its Senior Notes (and its CODES prior to their redemption) using Level 2 inputs based primarily on current market yields for its existing debt traded in the secondary market.

⁽²⁾  See Note 17 for additional disclosures regarding the notional amounts and fair values of foreign currency forward contracts.

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Segment Information (Tables)

9 Months Ended

Sep. 26, 2014

Segment Reporting [Abstract]

Summary of Segment Information

The tables below present net sales, operating income, depreciation and amortization and total assets by reportable segment.

	Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions)
Net Sales:
Electronic Systems	$	1,128		$	1,139		$	3,349		$	3,438
Aerospace Systems		1,037			1,092			3,173			3,416
Communication Systems		507			486			1,562			1,667
NSS		307			323			948			987
Elimination of intercompany sales		(39	)		(38	)		(116	)		(120	)
Consolidated total	$	2,940		$	3,002		$	8,916		$	9,388
Operating Income:
Electronic Systems	$	125		$	144		$	383		$	388
Aerospace Systems		64			105			196			336
Communication Systems		49			31			147			116
NSS		19			26			56			66
Consolidated total	$	257		$	306		$	782		$	906
Depreciation and amortization:
Electronic Systems	$	30		$	28		$	89		$	87
Aerospace Systems		11			10			30			28
Communication Systems		13			12			38			35
NSS		2			2			8			8
Consolidated total	$	56		$	52		$	165		$	158

	September 26, 2014		December 31, 2013
	(in millions)
Total Assets:
Electronic Systems	$	6,998	$	6,928
Aerospace Systems		2,961		3,087
Communication Systems		2,076		2,130
NSS		1,312		1,247
Corporate		694		596
Consolidated total	$	14,041	$	13,988

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Amounts Reclassified Out of Accumulated Other Comprehensive (Loss) Income (Tables)

9 Months Ended

Sep. 26, 2014

Text Block [Abstract]

Summary of Amounts Reclassified Out of Accumulated Other Comprehensive (Loss) Income

The amounts reclassified from Accumulated Other Comprehensive (Loss) Income (AOCI) for the year-to-date periods ended September 26, 2014 and September 27, 2013 are presented in the table below.

	Foreign currency translation			Unrealized gains (losses) on hedging instruments			Unrecognized (losses) and prior service cost, net			Total accumulated other comprehensive (loss) income
	(in millions)
Balance at December 31, 2012	$	167		$	3		$	(720	)	$	(550	)
Other comprehensive loss before reclassifications, net of tax		(18	)		(2	)		—			(20	)
Amounts reclassified from other comprehensive income, net of tax		—			1			40			41
Net current period other comprehensive (loss) income	$	(18	)	$	(1	)	$	40		$	21
Balance at September 27, 2013	$	149		$	2		$	(680	)	$	(529	)
Balance at December 31, 2013	$	142		$	1		$	(253	)	$	(110	)
Other comprehensive income before reclassifications, net of tax		(57	)		5			—			(52	)
Amounts reclassified from other comprehensive (loss) income, net of tax		—			(5	)		7			2
Net current period other comprehensive income		(57	)		—			7			(50	)
Balance at September 26, 2014	$	85		$	1		$	(246	)	$	(160	)

Further details regarding the amounts reclassified from AOCI for the quarterly and year-to-date periods ended September 26, 2014 and September 27, 2013 are presented in the table below.

	Amount Reclassified from AOCI												Affected Line Item in the Unaudited Condensed Consolidated Statements of Operations
	Third Quarter Ended						Year-to-Date Ended
Details About AOCI Components	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions)
Gain (loss) on hedging instruments	$	1		$	—		$	(6	)	$	1		Cost of sales-products
		1			—			(6	)		1		Income before income taxes
		(1	)		—			1			—		Benefit (Provision) for income taxes
	$	—		$	—		$	(5	)	$	1		Net income
Amortization of defined benefit pension items:
Net loss	$	3		$	20		$	11		$	63		(a)
		3			20			11			63		Income before income taxes
		(1	)		(7	)		(4	)		(23	)	Provision for income taxes
	$	2		$	13		$	7		$	40		Net Income
Total reclassification for the period	$	2		$	13		$	2		$	41		Net Income

^(a)  Amounts related to pension and postretirement benefit plans were reclassified from AOCI and recorded as a component of net periodic benefit cost (see Note 19 for additional information).

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Debt - Components of Debt and Reconciliation to Carrying Amount of Long-Term Debt (Parenthetical) (Detail) (USD $)	9 Months Ended		0 Months Ended				0 Months Ended				0 Months Ended				0 Months Ended				0 Months Ended				0 Months Ended				0 Months Ended
	Sep. 26, 2014	Sep. 26, 2014 CODES Due 2035 [Member]	Sep. 26, 2014 L-3 Communications Corporation [Member] 3.95% Senior Notes due 2016 [Member]	Dec. 31, 2013 L-3 Communications Corporation [Member] 3.95% Senior Notes due 2016 [Member]	Sep. 26, 2014 L-3 Communications Corporation [Member] 3.95% Senior Notes due 2016 [Member]	Dec. 31, 2013 L-3 Communications Corporation [Member] 3.95% Senior Notes due 2016 [Member]	Sep. 26, 2014 L-3 Communications Corporation [Member] 1.50% Senior Notes due 2017 [Member]	Dec. 31, 2013 L-3 Communications Corporation [Member] 1.50% Senior Notes due 2017 [Member]	Sep. 26, 2014 L-3 Communications Corporation [Member] 1.50% Senior Notes due 2017 [Member]	Dec. 31, 2013 L-3 Communications Corporation [Member] 1.50% Senior Notes due 2017 [Member]	Sep. 26, 2014 L-3 Communications Corporation [Member] 5.20% Senior Notes due 2019 [Member]	Dec. 31, 2013 L-3 Communications Corporation [Member] 5.20% Senior Notes due 2019 [Member]	Sep. 26, 2014 L-3 Communications Corporation [Member] 5.20% Senior Notes due 2019 [Member]	Dec. 31, 2013 L-3 Communications Corporation [Member] 5.20% Senior Notes due 2019 [Member]	Sep. 26, 2014 L-3 Communications Corporation [Member] 4.75% Senior Notes due 2020 [Member]	Dec. 31, 2013 L-3 Communications Corporation [Member] 4.75% Senior Notes due 2020 [Member]	Sep. 26, 2014 L-3 Communications Corporation [Member] 4.75% Senior Notes due 2020 [Member]	Dec. 31, 2013 L-3 Communications Corporation [Member] 4.75% Senior Notes due 2020 [Member]	Sep. 26, 2014 L-3 Communications Corporation [Member] 4.95% Senior Notes due 2021 [Member]	Dec. 31, 2013 L-3 Communications Corporation [Member] 4.95% Senior Notes due 2021 [Member]	Sep. 26, 2014 L-3 Communications Corporation [Member] 4.95% Senior Notes due 2021 [Member]	Dec. 31, 2013 L-3 Communications Corporation [Member] 4.95% Senior Notes due 2021 [Member]	Sep. 26, 2014 L-3 Communications Corporation [Member] 3.95% Senior Notes due 2024 [Member]	Dec. 31, 2013 L-3 Communications Corporation [Member] 3.95% Senior Notes due 2024 [Member]	Sep. 26, 2014 L-3 Communications Corporation [Member] 3.95% Senior Notes due 2024 [Member]	Dec. 31, 2013 L-3 Communications Corporation [Member] 3.95% Senior Notes due 2024 [Member]	Sep. 26, 2014 L-3 Communications Holdings, Inc. [Member] CODES Due 2035 [Member]	Dec. 31, 2013 L-3 Communications Holdings, Inc. [Member] CODES Due 2035 [Member]	Sep. 26, 2014 L-3 Communications Holdings, Inc. [Member] CODES Due 2035 [Member]	Dec. 31, 2013 L-3 Communications Holdings, Inc. [Member] CODES Due 2035 [Member]
Debt Instrument [Line Items]
Interest rate on Senior Notes		3.00%			3.95%	3.95%			1.50%	1.50%			5.20%	5.20%			4.75%	4.75%			4.95%	4.95%			3.95%	3.95%			3.00%	3.00%
Debt instrument maturity period			2016	2016			2017	2017			2019	2019			2020	2020			2021	2021			2024	2024			2035	2035
Aggregate borrowings and repayments under the Amended and Restated Revolving Credit Facility	$ 1,367,000,000
Borrowings under Amended and Restated Revolving Credit Facility	$ 1,000,000,000
Revolving credit facility expiration date	Feb. 03, 2017

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Segment Information - Summary of Segment Information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended			3 Months Ended						6 Months Ended	12 Months Ended			42 Months Ended	3 Months Ended		9 Months Ended			3 Months Ended		9 Months Ended			3 Months Ended		9 Months Ended			3 Months Ended		9 Months Ended					3 Months Ended		9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013	Dec. 31, 2013	Jun. 27, 2014 Aerospace Systems [Member]	Mar. 28, 2014 Aerospace Systems [Member]	Dec. 31, 2013 Aerospace Systems [Member]	Sep. 27, 2013 Aerospace Systems [Member]	Jun. 28, 2013 Aerospace Systems [Member]	Mar. 29, 2013 Aerospace Systems [Member]	Jun. 27, 2014 Aerospace Systems [Member]	Dec. 31, 2013 Aerospace Systems [Member]	Dec. 31, 2012 Aerospace Systems [Member]	Dec. 31, 2011 Aerospace Systems [Member]	Jun. 27, 2014 Aerospace Systems [Member]	Sep. 26, 2014 Operating Segments [Member] Electronic Systems [Member]	Sep. 27, 2013 Operating Segments [Member] Electronic Systems [Member]	Sep. 26, 2014 Operating Segments [Member] Electronic Systems [Member]	Sep. 27, 2013 Operating Segments [Member] Electronic Systems [Member]	Dec. 31, 2013 Operating Segments [Member] Electronic Systems [Member]	Sep. 26, 2014 Operating Segments [Member] Aerospace Systems [Member]	Sep. 27, 2013 Operating Segments [Member] Aerospace Systems [Member]	Sep. 26, 2014 Operating Segments [Member] Aerospace Systems [Member]	Sep. 27, 2013 Operating Segments [Member] Aerospace Systems [Member]	Dec. 31, 2013 Operating Segments [Member] Aerospace Systems [Member]	Sep. 26, 2014 Operating Segments [Member] Communication Systems [Member]	Sep. 27, 2013 Operating Segments [Member] Communication Systems [Member]	Sep. 26, 2014 Operating Segments [Member] Communication Systems [Member]	Sep. 27, 2013 Operating Segments [Member] Communication Systems [Member]	Dec. 31, 2013 Operating Segments [Member] Communication Systems [Member]	Sep. 26, 2014 Operating Segments [Member] NSS [Member]	Sep. 27, 2013 Operating Segments [Member] NSS [Member]	Sep. 26, 2014 Operating Segments [Member] NSS [Member]	Sep. 27, 2013 Operating Segments [Member] NSS [Member]	Dec. 31, 2013 Operating Segments [Member] NSS [Member]	Sep. 26, 2014 Corporate [Member]	Dec. 31, 2013 Corporate [Member]	Sep. 26, 2014 Elimination of Intercompany Sales [Member]	Sep. 27, 2013 Elimination of Intercompany Sales [Member]	Sep. 26, 2014 Elimination of Intercompany Sales [Member]	Sep. 27, 2013 Elimination of Intercompany Sales [Member]
Net Sales:
Net Sales	$ 2,940	$ 3,002	$ 8,916	$ 9,388		$ (10)	$ (13)	$ (21)	$ 5	$ (3)	$ 12	$ (23)	$ (7)	$ (38)	$ (4)	$ (73)	$ 1,128	$ 1,139	$ 3,349	$ 3,438		$ 1,037	$ 1,092	$ 3,173	$ 3,416		$ 507	$ 486	$ 1,562	$ 1,667		$ 307	$ 323	$ 948	$ 987				$ (39)	$ (38)	$ (116)	$ (120)
Operating Income:
Operating income	257	306	782	906													125	144	383	388		64	105	196	336		49	31	147	116		19	26	56	66
Depreciation and amortization:
Depreciation and amortization	56	52	165	158													30	28	89	87		11	10	30	28		13	12	38	35		2	2	8	8
Total Assets:
Total Assets	$ 14,041		$ 14,041		$ 13,988												$ 6,998		$ 6,998		$ 6,928	$ 2,961		$ 2,961		$ 3,087	$ 2,076		$ 2,076		$ 2,130	$ 1,312		$ 1,312		$ 1,247	$ 694	$ 596

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Contracts in Process (Tables)

9 Months Ended

Sep. 26, 2014

Text Block [Abstract]

Components of Contracts in Process

The components of contracts in process are presented in the table below.

	September 26, 2014			December 31, 2013
	(in millions)
Unbilled contract receivables, gross	$	2,449		$	2,502
Unliquidated progress payments		(900	)		(1,035	)
Unbilled contract receivables, net		1,549			1,467
Inventoried contract costs, gross		1,069			1,044
Unliquidated progress payments		(72	)		(80	)
Inventoried contract costs, net		997			964
Total contracts in process	$	2,546		$	2,431

General and Administrative, Independent Research and Development and Bids and Proposal Costs

The table below presents a summary of G&A, IRAD and B&P costs included in inventoried contract costs and the changes to them, including amounts charged to cost of sales by the Company’s U.S. Government contractor businesses for the periods presented.

	Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions)
Amounts included in inventoried contract costs at beginning of the period:	$	151		$	115		$	138		$	110
IRAD and B&P costs		70			66			215			219
Other G&A costs		239			216			658			653
Total contract costs incurred		309			282			873			872
Amounts charged to cost of sales		(309	)		(271	)		(860	)		(856	)
Amounts included in inventoried contract costs at end of the period	$	151		$	126		$	151		$	126

Selling, General and Administrative Expenses and Research and Development Expenses

The table below presents a summary of selling, general and administrative expenses and research and development expenses for the Company’s commercial businesses, which are expensed as incurred and not included in inventoried contract costs.

	Third Quarter Ended				Year-to-Date Ended
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
	(in millions)
Selling, general and administrative expenses	$	70	$	70	$	213	$	214
Research and development expenses		14		17		48		62
Total	$	84	$	87	$	261	$	276

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Condensed Combining Financial Information of L-3 Communications and Its Subsidiaries (Tables)

9 Months Ended

Sep. 26, 2014

Text Block [Abstract]

Condensed Combining Balance Sheets

The following unaudited condensed combining financial information presents the results of operations, financial position and cash flows of: (1) L-3 Holdings, excluding L-3 Communications and its consolidated subsidiaries (the “Parent”), (2) L-3 Communications, excluding its consolidated subsidiaries, (3) the Guarantor Subsidiaries, (4) the Non-Guarantor Subsidiaries, and (5) the eliminations to arrive at the information for L-3 on a consolidated basis.

As discussed in Note 3, the Company is revising its previously issued financial statements. As part of that revision, the Company has revised the accompanying condensed combining financial statements contained herein. The adjustments related to the internal review of the Aerospace Systems segment, excluding certain adjustments related to the Platform Systems segment, were recorded as adjustments to the Guarantor Subsidiaries financial statement amounts. Adjustments from the internal review that related to a foreign subsidiary of the Platform Systems segment, with a cumulative operating impact through September 26, 2014 of $28 million, were recorded to the Non-Guarantor Subsidiaries financial statement amounts. The adjustments for the accounting related to a sales-type lease transaction for flight simulator systems within its Electronic Systems segment have been recorded as adjustments to the L-3 Communications financial statement amounts. The adjustments for the previously identified immaterial errors were recorded as adjustments to the Guarantor Subsidiaries financial statement amounts.

	L-3 Holdings (Parent)		L-3 Communications		Guarantor Subsidiaries		Non- Guarantor Subsidiaries		Eliminations			Consolidated L-3
	(in millions)
Condensed Combining Balance Sheets:
At September 26, 2014:
Current assets:
Cash and cash equivalents	$	—	$	330	$	1	$	239	$	(62	)	$	508
Billed receivables, net		—		296		348		227		—			871
Contracts in process		—		994		1,165		387		—			2,546
Other current assets		—		410		145		176		—			731
Total current assets		—		2,030		1,659		1,029		(62	)		4,656
Goodwill		—		2,324		4,320		1,140		—			7,784
Other assets		—		800		568		233		—			1,601
Investment in and amounts due from consolidated subsidiaries		5,903		6,993		4,049		—		(16,945	)		—
Total assets	$	5,903	$	12,147	$	10,596	$	2,402	$	(17,007	)	$	14,041
Current liabilities	$	—	$	872	$	999	$	583	$	(62	)	$	2,392
Amounts due to consolidated subsidiaries		—		—		—		366		(366	)		—
Other long-term liabilities		—		1,434		187		111		—			1,732
Long-term debt		—		3,938		—		—		—			3,938
Total liabilities		—		6,244		1,186		1,060		(428	)		8,062
L-3 shareholders’ equity		5,903		5,903		9,410		1,342		(16,655	)		5,903
Noncontrolling interests		—		—		—		—		76			76
Total equity		5,903		5,903		9,410		1,342		(16,579	)		5,979
Total liabilities and equity	$	5,903	$	12,147	$	10,596	$	2,402	$	(17,007	)	$	14,041
At December 31, 2013:
Current assets:
Cash and cash equivalents	$	—	$	258	$	—	$	261	$	(19	)	$	500
Billed receivables, net		—		364		401		226		—			991
Contracts in process		—		925		1,152		354		—			2,431
Other current assets		—		344		159		169		—			672
Total current assets		—		1,891		1,712		1,010		(19	)		4,594
Goodwill		—		2,324		4,320		1,152		—			7,796
Other assets		—		838		532		228		—			1,598
Investment in and amounts due from consolidated subsidiaries		6,670		6,923		3,750		—		(17,343	)		—
Total assets	$	6,670	$	11,976	$	10,314	$	2,390	$	(17,362	)	$	13,988
Current liabilities	$	—	$	914	$	1,011	$	628	$	(19	)	$	2,534
Amounts due to consolidated subsidiaries		—		—		—		259		(259	)		—
Other long-term liabilities		—		1,451		193		124		—			1,768
Long-term debt		689		3,630		—		—		(689	)		3,630
Total liabilities		689		5,995		1,204		1,011		(967	)		7,932
L-3 shareholders’ equity		5,981		5,981		9,110		1,379		(16,470	)		5,981
Noncontrolling interests		—		—		—		—		75			75
Total equity		5,981		5,981		9,110		1,379		(16,395	)		6,056
Total liabilities and equity	$	6,670	$	11,976	$	10,314	$	2,390	$	(17,362	)	$	13,988

Condensed Combining Statements of Operations

Condensed Combining Statements of Operations:
For the quarter ended September 26, 2014:
Total net sales	$	—		$	860		$	1,628		$	525		$	(73	)	$	2,940
Total cost of sales		(10	)		(787	)		(1,500	)		(469	)		83			(2,683	)
Operating (loss) income		(10	)		73			128			56			10			257
Interest expense		—			(46	)		(2	)		1			—			(47	)
Interest and other income, net		—			4			—			1			—			5
(Loss) income before income taxes		(10	)		31			126			58			10			215
Benefit (provision) for income taxes		3			(8	)		(34	)		(16	)		(3	)		(58	)
Equity in net income of consolidated subsidiaries		161			131			—			—			(292	)		—
Net income		154			154			92			42			(285	)		157
Net income attributable to noncontrolling interests		—			—			—			—			(3	)		(3	)
Net income attributable to L-3	$	154		$	154		$	92		$	42		$	(288	)	$	154
Comprehensive income attributable to L-3	$	90		$	90		$	89		$	(22	)	$	(157	)	$	90
For the quarter ended September 27, 2013:
Total net sales	$	—		$	912		$	1,646		$	543		$	(99	)	$	3,002
Total cost of sales		(14	)		(854	)		(1,458	)		(483	)		113			(2,696	)
Operating (loss) income		(14	)		58			188			60			14			306
Interest expense		(5	)		(43	)		—			(1	)		5			(44	)
Interest and other income, net		—			3			1			—			—			4
(Loss) income before income taxes		(19	)		18			189			59			19			266
Benefit (provision) for income taxes		5			(3	)		(45	)		(14	)		(5	)		(62	)
Equity in net income of consolidated subsidiaries		214			185			—			—			(399	)		—
Net income		200			200			144			45			(385	)		204
Net income attributable to noncontrolling interests		—			—			—			—			(4	)		(4	)
Net income attributable to L-3	$	200		$	200		$	144		$	45		$	(389	)	$	200
Comprehensive income attributable to L-3	$	250		$	250		$	145		$	77		$	(472	)	$	250
Condensed Combining Statements of Operations:
For the Year-to-Date Period Ended September 26, 2014:
Total net sales	$	—		$	2,606		$	4,908		$	1,623		$	(221	)	$	8,916
Total cost of sales		(39	)		(2,354	)		(4,533	)		(1,468	)		260			(8,134	)
Operating (loss) income		(39	)		252			375			155			39			782
Interest expense		(2	)		(127	)		(2	)		—			2			(129	)
Interest and other income, net		—			12			—			2			—			14
(Loss) income before income taxes		(41	)		137			373			157			41			667
Benefit (provision) for income taxes		12			(41	)		(110	)		(46	)		(12	)		(197	)
Equity in net income of consolidated subsidiaries		490			365			—			—			(855	)		—
Net income		461			461			263			111			(826	)		470
Net income attributable to noncontrolling interests		—			—			—			—			(9	)		(9	)
Net income attributable to L-3	$	461		$	461		$	263		$	111		$	(835	)	$	461
Comprehensive income attributable to L-3	$	411		$	411		$	264		$	53		$	(728	)	$	411
For the Year-to-Date Period Ended September 27, 2013:
Total net sales	$	—		$	2,847		$	5,104		$	1,705		$	(268	)	$	9,388
Total cost of sales		(42	)		(2,625	)		(4,598	)		(1,527	)		310			(8,482	)
Operating (loss) income		(42	)		222			506			178			42			906
Interest expense		(15	)		(130	)		—			(1	)		15			(131	)
Interest and other income, net		—			9			1			4			—			14
(Loss) income before income taxes		(57	)		101			507			181			57			789
Benefit (provision) for income taxes		16			(28	)		(139	)		(50	)		(16	)		(217	)
Equity in net income of consolidated subsidiaries		607			493			—			—			(1,100	)		—
Net income		566			566			368			131			(1,059	)		572
Net income attributable to noncontrolling interests		—			—			—			—			(6	)		(6	)
Net income attributable to L-3	$	566		$	566		$	368		$	131		$	(1,065	)	$	566
Comprehensive income attributable to L-3	$	587		$	587		$	369		$	108		$	(1,064	)	$	587

Condensed Combining Statements of Cash Flows

Condensed Combining Statements of Cash Flows:
For the Year-to-Date Period Ended September 26, 2014:
Operating activities:
Net cash from operating activities	$	1,506		$	201		$	382		$	69		$	(1,553	)	$	605
Investing activities:
Business acquisitions, net of cash acquired		—			(57	)		—			—			—			(57	)
Investments in L-3 Communications		(87	)		—			—			—			87			—
Other investing activities		—			(37	)		(52	)		(16	)		—			(105	)
Net cash used in investing activities		(87	)		(94	)		(52	)		(16	)		87			(162	)
Financing activities:
Proceeds from sale of senior notes		—			996			—			—			—			996
Retirement of CODES		(935	)		—			—			—			—			(935	)
Common stock repurchased		(413	)		—			—			—			—			(413	)
Dividends paid on L-3 Holdings common stock		(158	)		—			—			—			—			(158	)
Dividends paid to L-3 Holdings		—			(1,506	)		—			—			1,506			—
Investments from L-3 Holdings		—			87			—			—			(87	)		—
Other financing activities		87			388			(329	)		(66	)		4			84
Net cash used in financing activities		(1,419	)		(35	)		(329	)		(66	)		1,423			(426	)
Effect of foreign currency exchange rate changes on cash		—			—			—			(9	)		—			(9	)
Net increase (decrease) in cash		—			72			1			(22	)		(43	)		8
Cash and cash equivalents, beginning of the period		—			258			—			261			(19	)		500
Cash and cash equivalents, end of the period	$	—		$	330		$	1		$	239		$	(62	)	$	508
For the Year-to-Date Period Ended September 27, 2013:
Net cash from operating activities	$	555		$	86		$	523		$	101		$	(648	)	$	617
Investing activities:
Business acquisitions, net of cash acquired		—			(2	)		—			—			—			(2	)
Investments in L-3 Communications		(104	)		—			—			—			104			—
Other investing activities		—			(70	)		(53	)		(16	)		—			(139	)
Net cash used in investing activities		(104	)		(72	)		(53	)		(16	)		104			(141	)
Financing activities:
Common stock repurchased		(404	)		—			—			—			—			(404	)
Dividends paid on L-3 Holdings common stock		(151	)		—			—			—			—			(151	)
Dividends paid to L-3 Holdings		—			(555	)		—			—			555			—
Investments from L-3 Holdings		—			104			—			—			(104	)		—
Other financing activities		104			345			(469	)		(81	)		210			109
Net cash used in financing activities		(451	)		(106	)		(469	)		(81	)		661			(446	)
Effect of foreign currency exchange rate changes on cash		—			—			—			(2	)		—			(2	)
Net (decrease) increase in cash		—			(92	)		1			2			117			28
Cash and cash equivalents, beginning of the period		—			246			—			242			(139	)		349
Cash and cash equivalents, end of the period	$	—		$	154		$	1		$	244		$	(22	)	$	377

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Goodwill and Identifiable Intangible Assets - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	Sep. 26, 2014	Dec. 31, 2013
Goodwill [Line Items]
Accumulated goodwill impairment losses	$ 58	$ 58
Electronic Systems [Member]
Goodwill [Line Items]
Accumulated goodwill impairment losses	43	43
Communication Systems [Member]
Goodwill [Line Items]
Accumulated goodwill impairment losses	$ 15	$ 15

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Acquisitions - Unaudited Pro Forma Statements of Operations Data (Detail) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Business Combinations [Abstract]
Pro forma net sales	$ 2,940	$ 3,025	$ 8,923	$ 9,450
Pro forma net income attributable to L-3	$ 154	$ 200	$ 460	$ 567
Pro forma diluted earnings per share	$ 1.78	$ 2.19	$ 5.20	$ 6.21

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Pension and Other Postretirement Benefits (Tables)

9 Months Ended

Sep. 26, 2014

Compensation and Retirement Disclosure [Abstract]

Components of Net Periodic Benefit Cost

The following table summarizes the components of net periodic benefit cost for the Company’s pension and other postretirement benefit plans.

	Pension Plans												Postretirement Benefit Plans
	Third Quarter Ended						Year-to-Date Ended						Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions)
Components of net periodic benefit cost:
Service cost	$	26		$	30		$	80		$	95		$	(2	)	$	1		$	—		$	3
Interest cost		37			33			110			99			4			2			8			5
Expected return on plan assets		(48	)		(41	)		(145	)		(124	)		(1	)		—			(3	)		(2	)
Amortization of prior service costs (credits)		—			1			1			1			—			(1	)		(1	)		(2	)
Amortization of net loss (gain)		4			20			13			63			(1	)		—			(2	)		1
Curtailment loss		—			2			1			2			(1	)		—			(1	)		—
Net periodic benefit cost	$	19		$	45		$	60		$	136		$	(1	)	$	2		$	1		$	5

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Condensed Consolidated Statements of Cash Flows (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013
Operating activities:
Net income	$ 470	$ 572
Depreciation of property, plant and equipment	127	122
Amortization of intangibles and other assets	38	36
Deferred income tax provision	91	38
Stock-based employee compensation expense	39	42
Contributions to employee savings plans in L-3 Holdings' common stock	105	90
Amortization of pension and postretirement benefit plans net loss and prior service cost	11	63
Amortization of bond discounts and deferred debt issue costs (included in interest expense)	5	5
Other non-cash items	(5)	1
Changes in operating assets and liabilities, excluding amounts from acquisitions and divestitures:
Billed receivables	118	(117)
Contracts in process	(157)	(70)
Inventories	(17)	(60)
Other assets		(48)
Accounts payable, trade	(125)	54
Accrued employment costs	26	37
Accrued expenses	(51)	(45)
Advance payments and billings in excess of costs incurred	39	(61)
Income taxes	(4)	31
Excess income tax benefits related to share-based payment arrangements	(16)	(3)
Other current liabilities	(21)	(5)
Pension and postretirement benefits	(40)	(23)
All other operating activities	(28)	(42)
Net cash from operating activities	605	617
Investing activities:
Business acquisitions, net of cash acquired	(57)	(2)
Proceeds from the sale of a business and product line	5	4
Capital expenditures	(115)	(147)
Dispositions of property, plant and equipment	4	10
Other investing activities	1	(6)
Net cash used in investing activities	(162)	(141)
Financing activities:
Proceeds from sale of senior notes	996
Retirement of CODES	(935)
Borrowings under revolving credit facility	1,367	1,382
Repayment of borrowings under revolving credit facility	(1,367)	(1,382)
Common stock repurchased	(413)	(404)
Dividends paid on L-3 Holdings' common stock	(158)	(151)
Proceeds from exercises of stock options	87	91
Proceeds from employee stock purchase plan	27	28
Excess income tax benefits related to share-based payment arrangements	16	3
Debt issue costs	(8)
Other financing activities	(38)	(13)
Net cash used in financing activities	(426)	(446)
Effect of foreign currency exchange rate changes on cash and cash equivalents	(9)	(2)
Net increase in cash and cash equivalents	8	28
Cash and cash equivalents, beginning of the period	500	349
Cash and cash equivalents, end of the period	$ 508	$ 377

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Contracts in Process - Components of Contracts in Process (Detail) (USD $) In Millions, unless otherwise specified	Sep. 26, 2014	Dec. 31, 2013
Components of contracts in process
Unbilled contract receivables, gross	$ 2,449	$ 2,502
Unliquidated progress payments	(900)	(1,035)
Unbilled contract receivables, net	1,549	1,467
Inventoried contract costs, gross	1,069	1,044
Unliquidated progress payments	(72)	(80)
Inventoried contract costs, net	997	964
Total contracts in process	$ 2,546	$ 2,431

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L-3 Holdings' Earnings Per Common Share (Tables)

9 Months Ended

Sep. 26, 2014

Earnings Per Share [Abstract]

Reconciliation of Basic and Diluted Earnings Per Share

A reconciliation of basic and diluted earnings per share (EPS) is presented in the table below.

	Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions, except per share data)
Reconciliation of net income:
Net income	$	157		$	204		$	470		$	572
Net income attributable to noncontrolling interests		(3	)		(4	)		(9	)		(6	)
Net income attributable to L-3 Holdings’ common shareholders	$	154		$	200		$	461		$	566
Earnings per share attributable to L-3 Holdings’ common shareholders:
Basic:
Weighted average common shares outstanding		85.1			89.6			85.7			89.9
Basic earnings per share:
Net income	$	1.81		$	2.23		$	5.38		$	6.30
Diluted:
Common and potential common shares:
Weighted average common shares outstanding		85.1			89.6			85.7			89.9
Assumed exercise of stock options		2.8			4.7			3.0			3.9
Unvested restricted stock awards		1.5			1.8			1.6			1.8
Employee stock purchase plan contributions		—			0.2			0.1			0.2
Performance unit awards		0.1			0.1			0.1			0.1
Assumed purchase of common shares for treasury		(2.9	)		(5.2	)		(3.2	)		(4.7	)
Assumed conversion of the CODES(1)		—			0.1			1.1			0.1
Common and potential common shares		86.6			91.3			88.4			91.3
Diluted earnings per share:
Net income	$	1.78		$	2.19		$	5.21		$	6.20

⁽¹⁾  As of June 18, 2014, the final date of conversion, the conversion price during the year-to-date period ended June 27, 2014 was $88.71. Although the CODES were retired during the year-to-date period ended June 27, 2014, they were dilutive for the year-to-date period ended September 26, 2014 as the average market price of L-3 Holdings’ common stock during the period that the CODES were outstanding was greater than the price at which the CODES would have been convertible into L-3 Holdings’ common stock. See Note 10 regarding the retirement of the CODES.

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Stock-Based Compensation

9 Months Ended

Sep. 26, 2014

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock-Based Compensation

20.  Stock-Based Compensation

During the year-to-date period ended September 26, 2014, the Company granted stock-based compensation under the Amended and Restated 2008 Long Term Performance Plan (2008 LTPP) in the form of stock options, restricted stock units and performance units further discussed below.

Stock Options. The Company granted 472,992 stock options with an exercise price of $113.67 per option, which was equal to the closing price of L-3 Holdings’ common stock on the date of grant. The options expire after 10 years from the date of grant and vest ratably over a three-year period on the annual anniversary of the date of grant. The options granted to our Chairman, President and Chief Executive Officer are also subject to performance-based vesting conditions. The weighted average grant date fair value for the options of $20.02 per option was estimated using the Black-Scholes option-pricing model. The weighted average assumptions used in the valuation model for this grant are presented in the table below.

Expected holding period (in years)	5.5
Expected volatility	24.4	%
Expected dividend yield	2.7	%
Risk-free interest rate	1.7	%

Restricted Stock Units. The Company granted 414,694 restricted stock units with a weighted average grant date fair value of $113.69 per share. Restricted stock units automatically convert into shares of L-3 Holdings’ common stock upon vesting, and are subject to forfeiture until certain restrictions have lapsed, including a three year cliff vesting period for employees and a one year cliff vesting period for non-employee directors, in each case starting on the date of grant.

Performance Units. The Company granted 47,467 performance units with a weighted average grant date fair value per unit of $113.67. The final payout for these units is based on the achievement of pre-determined EPS goals established by the compensation committee of the Company’s Board of Directors for the three-year period ending December 31, 2016. The payout can range from zero to 200% of the original number of units awarded, which are converted into shares of L-3 Holdings’ common stock based on the then existing closing price at the end of the performance period.

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Pension and Other Postretirement Benefits

9 Months Ended

Sep. 26, 2014

Compensation and Retirement Disclosure [Abstract]

Pension and Other Postretirement Benefits

19.  Pension and Other Postretirement Benefits

The following table summarizes the components of net periodic benefit cost for the Company’s pension and other postretirement benefit plans.

	Pension Plans												Postretirement Benefit Plans
	Third Quarter Ended						Year-to-Date Ended						Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions)
Components of net periodic benefit cost:
Service cost	$	26		$	30		$	80		$	95		$	(2	)	$	1		$	—		$	3
Interest cost		37			33			110			99			4			2			8			5
Expected return on plan assets		(48	)		(41	)		(145	)		(124	)		(1	)		—			(3	)		(2	)
Amortization of prior service costs (credits)		—			1			1			1			—			(1	)		(1	)		(2	)
Amortization of net loss (gain)		4			20			13			63			(1	)		—			(2	)		1
Curtailment loss		—			2			1			2			(1	)		—			(1	)		—
Net periodic benefit cost	$	19		$	45		$	60		$	136		$	(1	)	$	2		$	1		$	5

Contributions. The Company contributed cash of $85 million to its pension plans and $5 million to its other postretirement benefit plans during the year-to-date period ended September 26, 2014. The Company expects to contribute an additional $12 million to its pension plans and $5 million to its other postretirement benefit plans during the remainder of 2014.

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Condensed Combining Financial Information of L-3 Communications and Its Subsidiaries - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 26, 2014
Condensed Financial Statements, Captions [Line Items]
Ownership percentage held in subsidiary	100.00%
Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Cumulative aggregate adjustments, net	$ 28

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Revisions to Previously Issued Financial Statements - Schedule of Nature of Adjustments, Applicable Segment, Amount of Increase (or Decrease) to Sales and Operating Income, Period Recorded and Correct Period (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended		3 Months Ended						6 Months Ended	12 Months Ended			42 Months Ended	3 Months Ended														6 Months Ended	12 Months Ended			42 Months Ended	3 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013	Jun. 27, 2014 Aerospace Systems [Member]	Mar. 28, 2014 Aerospace Systems [Member]	Dec. 31, 2013 Aerospace Systems [Member]	Sep. 27, 2013 Aerospace Systems [Member]	Jun. 28, 2013 Aerospace Systems [Member]	Mar. 29, 2013 Aerospace Systems [Member]	Jun. 27, 2014 Aerospace Systems [Member]	Dec. 31, 2013 Aerospace Systems [Member]	Dec. 31, 2012 Aerospace Systems [Member]	Dec. 31, 2011 Aerospace Systems [Member]	Jun. 27, 2014 Aerospace Systems [Member]	Dec. 31, 2013 Out of Period Amounts [Member]	Sep. 27, 2013 Out of Period Amounts [Member]	Jun. 28, 2013 Out of Period Amounts [Member]	Mar. 29, 2013 Out of Period Amounts [Member]	Dec. 31, 2013 Out of Period Amounts [Member] Communication Systems [Member] Higher Development and Material Costs for Networked Communications Systems [Member]	Sep. 27, 2013 Out of Period Amounts [Member] Communication Systems [Member] Higher Development and Material Costs for Networked Communications Systems [Member]	Jun. 28, 2013 Out of Period Amounts [Member] Communication Systems [Member] Higher Development and Material Costs for Networked Communications Systems [Member]	Mar. 29, 2013 Out of Period Amounts [Member] Communication Systems [Member] Higher Development and Material Costs for Networked Communications Systems [Member]	Jun. 27, 2014 Out of Period Amounts [Member] Aerospace Systems [Member]	Mar. 28, 2014 Out of Period Amounts [Member] Aerospace Systems [Member]	Dec. 31, 2013 Out of Period Amounts [Member] Aerospace Systems [Member]	Sep. 27, 2013 Out of Period Amounts [Member] Aerospace Systems [Member]	Jun. 28, 2013 Out of Period Amounts [Member] Aerospace Systems [Member]	Mar. 29, 2013 Out of Period Amounts [Member] Aerospace Systems [Member]	Jun. 27, 2014 Out of Period Amounts [Member] Aerospace Systems [Member]	Dec. 31, 2013 Out of Period Amounts [Member] Aerospace Systems [Member]	Dec. 31, 2012 Out of Period Amounts [Member] Aerospace Systems [Member]	Dec. 31, 2011 Out of Period Amounts [Member] Aerospace Systems [Member]	Jun. 27, 2014 Out of Period Amounts [Member] Aerospace Systems [Member]	Dec. 31, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Sub-Contractor Subscription Deposit [Member]	Sep. 27, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Sub-Contractor Subscription Deposit [Member]	Jun. 28, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Sub-Contractor Subscription Deposit [Member]	Mar. 29, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Sub-Contractor Subscription Deposit [Member]	Dec. 31, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Costs Accruals for Goods/Services Received [Member]	Sep. 27, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Costs Accruals for Goods/Services Received [Member]	Jun. 28, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Costs Accruals for Goods/Services Received [Member]	Mar. 29, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Costs Accruals for Goods/Services Received [Member]	Dec. 31, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Unrecorded Liabilities [Member]	Sep. 27, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Unrecorded Liabilities [Member]	Jun. 28, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Unrecorded Liabilities [Member]	Mar. 29, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Unrecorded Liabilities [Member]	Dec. 31, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Accrued Vacation [Member]	Sep. 27, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Accrued Vacation [Member]	Jun. 28, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Accrued Vacation [Member]	Mar. 29, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Accrued Vacation [Member]	Dec. 31, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Overstated Revenue [Member]	Sep. 27, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Overstated Revenue [Member]	Jun. 28, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Overstated Revenue [Member]	Mar. 29, 2013 Out of Period Amounts [Member] Aerospace Systems [Member] Overstated Revenue [Member]
Quantifying Misstatement in Current Year Financial Statements [Line Items]
Sales	$ 2,940	$ 3,002	$ 8,916	$ 9,388	$ (10)	$ (13)	$ (21)	$ 5	$ (3)	$ 12	$ (23)	$ (7)	$ (38)	$ (4)	$ (73)	$ 9	$ 3	$ 7	$ 20				$ 10			$ 9	$ 3	$ 7	$ 20		$ 39	$ (36)	$ (3)		$ 5	$ 7	$ 7	$ 7				$ 5				$ (2)					$ 4	$ (4)
Operating income	$ 257	$ 306	$ 782	$ 906												$ 6	$ (1)	$ (1)	$ 10				$ 10													$ 1	$ 1	$ 1				$ 1					$ 6	$ (2)	$ (2)	$ (2)

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Fair Value Measurements (Tables)

9 Months Ended

Sep. 26, 2014

Fair Value Disclosures [Abstract]

Company's Assets and Liabilities at Fair Value on Recurring Basis

The following table presents the fair value hierarchy level for each of the Company’s assets and liabilities that are measured and recorded at fair value on a recurring basis.

	September 26, 2014						December 31, 2013
Description	Level 1(1)		Level 2(2)		Level 3(3)		Level 1(1)		Level 2(2)		Level 3(3)
	(in millions)
Assets
Cash equivalents	$	359	$	—	$	—	$	299	$	—	$	—
Derivatives (foreign currency forward contracts)		—		5		—		—		6		—
Total assets	$	359	$	5	$	—	$	299	$	6	$	—
Liabilities
Derivatives (foreign currency forward contracts)	$	—	$	4	$	—	$	—	$	5	$	—

⁽¹⁾  Level 1 is based on quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Cash equivalents are primarily held in registered money market funds, which are valued using quoted market prices.

⁽²⁾  Level 2 is based on pricing inputs other than quoted prices in active markets, which are either directly or indirectly observable. The fair value is determined using a valuation model based on observable market inputs, including quoted foreign currency forward exchange rates and consideration of non-performance risk.

⁽³⁾  Level 3 is based on pricing inputs that are not observable and not corroborated by market data. The Company has no Level 3 assets or liabilities.

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Supplemental Cash Flow Information

9 Months Ended

Sep. 26, 2014

Supplemental Cash Flow Elements [Abstract]

Supplemental Cash Flow Information

21.  Supplemental Cash Flow Information

	Year-to-Date Ended
	September 26, 2014		September 27, 2013
	(in millions)
Interest paid on outstanding debt	$	123	$	133
Income tax payments		116		168
Income tax refunds		8		20

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Segment Information

9 Months Ended

Sep. 26, 2014

Segment Reporting [Abstract]

Segment Information

22.  Segment Information

The Company has four reportable segments, as described in Note 1. The Company evaluates the performance of its operating segments and reportable segments based on their sales and operating income. All corporate expenses are allocated to the Company’s operating segments using an allocation methodology prescribed by U.S. Government regulations for government contractors. Accordingly, all costs and expenses are included in the Company’s measure of segment profitability.

The tables below present net sales, operating income, depreciation and amortization and total assets by reportable segment.

	Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions)
Net Sales:
Electronic Systems	$	1,128		$	1,139		$	3,349		$	3,438
Aerospace Systems		1,037			1,092			3,173			3,416
Communication Systems		507			486			1,562			1,667
NSS		307			323			948			987
Elimination of intercompany sales		(39	)		(38	)		(116	)		(120	)
Consolidated total	$	2,940		$	3,002		$	8,916		$	9,388
Operating Income:
Electronic Systems	$	125		$	144		$	383		$	388
Aerospace Systems		64			105			196			336
Communication Systems		49			31			147			116
NSS		19			26			56			66
Consolidated total	$	257		$	306		$	782		$	906
Depreciation and amortization:
Electronic Systems	$	30		$	28		$	89		$	87
Aerospace Systems		11			10			30			28
Communication Systems		13			12			38			35
NSS		2			2			8			8
Consolidated total	$	56		$	52		$	165		$	158

	September 26, 2014		December 31, 2013
	(in millions)
Total Assets:
Electronic Systems	$	6,998	$	6,928
Aerospace Systems		2,961		3,087
Communication Systems		2,076		2,130
NSS		1,312		1,247
Corporate		694		596
Consolidated total	$	14,041	$	13,988

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Condensed Consolidated Statements of Equity (Parenthetical) (USD $)	9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013
Class of Stock [Line Items]
Cash dividends paid on common stock, per share	$ 1.80	$ 1.65
Retained Earnings [Member]
Class of Stock [Line Items]
Cash dividends paid on common stock, per share	$ 1.80	$ 1.65

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Employee Severance and Termination Costs

9 Months Ended

Sep. 26, 2014

Restructuring and Related Activities [Abstract]

Employee Severance and Termination Costs

23.  Employee Severance and Termination Costs

Consistent with the Company’s strategy to continuously improve its cost structure and right-size its businesses, especially in view of sequestration and other DoD budget reductions, L-3 is completing employment reduction actions across several of its businesses to reduce both direct and indirect costs, including overhead and general and administrative costs. As a result of these initiatives and due to the impact of sequestration at certain affected business units, the Company recorded $23 million in employee severance and other termination costs with respect to approximately 1,500 employees during the year-to-date period ended September 26, 2014. During the year ended December 31, 2013, the Company recorded a total of $29 million in employee severance and other termination costs with respect to approximately 2,000 employees. Employee severance and other termination costs are reported within cost of sales on the unaudited condensed consolidated statement of operations. The remaining balance to be paid in connection with these initiatives was $11 million at September 26, 2014 and December 31, 2013. Employee severance and other termination costs incurred by reportable segment for the year-to-date periods ended September 26, 2014 and September 27, 2013 are presented in the table below.

	Year-to-Date Ended
	September 26, 2014		September 27, 2013
	(in millions)
Reportable Segment
Electronic Systems	$	14	$	11
Aerospace Systems		3		1
Communication Systems		5		6
NSS		1		1
Consolidated	$	23	$	19

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L-3 Holdings' Earnings Per Common Share - Reconciliation of Basic and Diluted Earnings Per Share (Parenthetical) (Detail) (USD $)	Jun. 27, 2014
Earnings Per Share [Abstract]
Conversion price of L-3 Holdings' CODES	$ 88.71

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Other Current Liabilities and Other Liabilities (Tables)

9 Months Ended

Sep. 26, 2014

Text Block [Abstract]

Other Current Liabilities

The table below presents the components of other current liabilities.

	September 26, 2014		December 31, 2013
	(in millions)
Other Current Liabilities:
Accruals for pending and threatened litigation (see Note 18)	$	7	$	6
Accrued product warranty costs		79		75
Estimated costs in excess of estimated contract value to complete contracts in process in a loss position		71		78
Accrued interest		52		52
Deferred revenues		36		35
Notes payable and capital lease obligation		16		10
Other		105		127
Total other current liabilities	$	366	$	383

Other Liabilities

The table below presents the components of other liabilities.

	September 26, 2014		December 31, 2013
	(in millions)
Other Liabilities:
Non-current income taxes payable (see Note 11)	$	193	$	177
Deferred compensation		46		45
Accrued workers’ compensation		40		46
Accrued product warranty costs		26		24
Notes payable and capital lease obligations		2		15
Other		92		99
Total other liabilities	$	399	$	406

Changes in Company's Accrued Product Warranty Costs

The table below presents the changes in the Company’s accrued product warranty costs.

	Year-to-Date Ended
	September 26, 2014			September 27, 2013
	(in millions)
Accrued product warranty costs:(1)
Balance at January 1	$	99		$	99
Accruals for product warranties issued during the period		53			56
Settlements made during the period		(46	)		(56	)
Foreign currency translation adjustments		(1	)		—
Balance at end of period	$	105		$	99

⁽¹⁾  Warranty obligations incurred in connection with long-term production contracts that are accounted for under the POC cost-to-cost method are included within the contract estimates at completion and are excluded from the above amounts. The balances above include both the current and non-current amounts.

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Description of Business - Additional Information (Detail)	9 Months Ended
	Sep. 26, 2014 Segment
Disclosure Description Of Business Additional Information [Abstract]
Number of segments	4

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Other Current Liabilities and Other Liabilities - Other Liabilities (Detail) (USD $) In Millions, unless otherwise specified	Sep. 26, 2014	Dec. 31, 2013
Other Liabilities:
Non-current income taxes payable (see Note 11)	$ 193	$ 177
Deferred compensation	46	45
Accrued workers' compensation	40	46
Accrued product warranty costs	26	24
Notes payable and capital lease obligations	2	15
Other	92	99
Total other liabilities	$ 399	$ 406

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Condensed Consolidated Balance Sheets (USD $) In Millions, unless otherwise specified	Sep. 26, 2014	Dec. 31, 2013
Current assets:
Cash and cash equivalents	$ 508	$ 500
Billed receivables, net of allowances of $24 in 2014 and $26 in 2013	871	991
Contracts in process	2,546	2,431
Inventories	371	359
Deferred income taxes	145	147
Other current assets	215	166
Total current assets	4,656	4,594
Property, plant and equipment, net	1,072	1,042
Goodwill	7,784	7,796
Identifiable intangible assets	263	285
Deferred debt issue costs	28	24
Other assets	238	247
Total assets	14,041	13,988
Current liabilities:
Accounts payable, trade	415	541
Accrued employment costs	577	545
Accrued expenses	400	458
Advance payments and billings in excess of costs incurred	609	576
Income taxes	25	31
Other current liabilities	366	383
Total current liabilities	2,392	2,534
Pension and postretirement benefits	684	727
Deferred income taxes	649	635
Other liabilities	399	406
Long-term debt	3,938	3,630
Total liabilities	8,062	7,932
Commitments and contingencies (see Note 18)
L-3 shareholders' equity:
L-3 Communications Holdings, Inc.'s common stock: $.01 par value; 300,000,000 shares authorized, 85,053,114 shares outstanding at September 26, 2014 and 85,828,485 shares outstanding at December 31, 2013 (L-3 Communications Corporation's common stock: $.01 par value, 100 shares authorized, issued and outstanding)	5,736	5,653
L-3 Communications Holdings, Inc.'s treasury stock (at cost), 69,683,610 shares at September 26, 2014 and 66,118,406 shares at December 31, 2013	(5,701)	(5,288)
Retained earnings	6,028	5,726
Accumulated other comprehensive loss	(160)	(110)
Total L-3 shareholders' equity	5,903	5,981
Noncontrolling interests	76	75
Total equity	5,979	6,056
Total liabilities and equity	$ 14,041	$ 13,988

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Financial Instruments (Tables)

9 Months Ended

Sep. 26, 2014

Investments, All Other Investments [Abstract]

Carrying Amounts and Estimated Fair Values of Company's Long-Term Debt and Foreign Currency Forward Contracts

The carrying amounts and estimated fair values of the Company’s other financial instruments are presented in the table below.

	September 26, 2014				December 31, 2013
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
	(in millions)
Senior Notes(1)	$	3,938	$	4,181	$	2,941	$	3,121
CODES(1)		—		—		689		830
Foreign currency forward contracts(2)		1		1		1		1

⁽¹⁾  The Company measures the fair value of its Senior Notes (and its CODES prior to their redemption) using Level 2 inputs based primarily on current market yields for its existing debt traded in the secondary market.

⁽²⁾  See Note 17 for additional disclosures regarding the notional amounts and fair values of foreign currency forward contracts.

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Segment Information - Additional Information (Detail)	9 Months Ended
	Sep. 26, 2014 Segment
Segment Reporting [Abstract]
Number of segments	4

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Condensed Consolidated Statements of Comprehensive Income (Parenthetical) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Statement of Comprehensive Income [Abstract]
Income tax expense (benefit) on unrealized gains (losses) on hedging instruments	$ (1)	$ 1		$ (1)
Income taxes on amortization of net loss and prior service cost previously recognized	$ 1	$ 7	$ 4	$ 23

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Stock-Based Compensation - Weighted Average Assumptions used in Valuation Model (Detail)	9 Months Ended
	Sep. 26, 2014
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Expected holding period (in years)	5 years 6 months
Expected volatility	24.40%
Expected dividend yield	2.70%
Risk-free interest rate	1.70%

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Revisions to Previously Issued Financial Statements - Schedule of Condensed Consolidated Statement of Cash Flows (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013
Operating activities:
Net income	$ 470	$ 572
Depreciation of property, plant and equipment	127	122
Amortization of intangibles and other assets	38	36
Deferred income tax provision	91	38
Stock-based employee compensation expense	39	42
Contributions to employee savings plans in L-3 Holdings' common stock	105	90
Amortization of pension and postretirement benefit plans net loss and prior service cost	11	63
Amortization of bond discounts and deferred debt issue costs (included in interest expense)	5	5
Other non-cash items	(5)	1
Changes in operating assets and liabilities, excluding amounts from acquisitions and divestitures:
Billed receivables	118	(117)
Contracts in process	(157)	(70)
Inventories	(17)	(60)
Other assets		(48)
Accounts payable, trade	(125)	54
Accrued employment costs	26	37
Accrued expenses	(51)	(45)
Advance payments and billings in excess of costs incurred	39	(61)
Income taxes	(4)	31
Excess income tax benefits related to share-based payment arrangements	(16)	(3)
Other current liabilities	(21)	(5)
Pension and postretirement benefits	(40)	(23)
All other operating activities	(28)	(42)
Net cash from operating activities	605	617
As Previously Reported [Member]
Operating activities:
Net income		588
Depreciation of property, plant and equipment		122
Amortization of intangibles and other assets		36
Deferred income tax provision		45
Stock-based employee compensation expense		42
Contributions to employee savings plans in L-3 Holdings' common stock		90
Amortization of pension and postretirement benefit plans net loss and prior service cost		63
Amortization of bond discounts and deferred debt issue costs (included in interest expense)		5
Other non-cash items		1
Changes in operating assets and liabilities, excluding amounts from acquisitions and divestitures:
Billed receivables		(117)
Contracts in process		(36)
Inventories		(55)
Other assets		(45)
Accounts payable, trade		65
Accrued employment costs		27
Accrued expenses		(41)
Advance payments and billings in excess of costs incurred		(109)
Income taxes		32
Excess income tax benefits related to share-based payment arrangements		(3)
Other current liabilities		(8)
Pension and postretirement benefits		(23)
All other operating activities		(62)
Net cash from operating activities		617
Restatement Adjustments [Member]
Operating activities:
Net income		(16)
Depreciation of property, plant and equipment
Amortization of intangibles and other assets
Deferred income tax provision		(7)
Stock-based employee compensation expense
Contributions to employee savings plans in L-3 Holdings' common stock
Amortization of pension and postretirement benefit plans net loss and prior service cost
Amortization of bond discounts and deferred debt issue costs (included in interest expense)
Other non-cash items
Changes in operating assets and liabilities, excluding amounts from acquisitions and divestitures:
Billed receivables
Contracts in process		(34)
Inventories		(5)
Other assets		(3)
Accounts payable, trade		(11)
Accrued employment costs		10
Accrued expenses		(4)
Advance payments and billings in excess of costs incurred		48
Income taxes		(1)
Excess income tax benefits related to share-based payment arrangements
Other current liabilities		3
Pension and postretirement benefits
All other operating activities		20
Net cash from operating activities

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Employee Severance and Termination Costs - Employee Severance and Other Termination Costs Incurred by Reportable Segment (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended		12 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Dec. 31, 2013
Restructuring Cost and Reserve [Line Items]
Employee severance and other termination costs	$ 23	$ 19	$ 29
Electronic Systems [Member]
Restructuring Cost and Reserve [Line Items]
Employee severance and other termination costs	14	11
Aerospace Systems [Member]
Restructuring Cost and Reserve [Line Items]
Employee severance and other termination costs	3	1
Communication Systems [Member]
Restructuring Cost and Reserve [Line Items]
Employee severance and other termination costs	5	6
NSS [Member]
Restructuring Cost and Reserve [Line Items]
Employee severance and other termination costs	$ 1	$ 1

XML

Revisions to Previously Issued Financial Statements (Tables)

9 Months Ended

Sep. 26, 2014

Accounting Changes and Error Corrections [Abstract]

Schedule of Nature of Adjustments, Applicable Segment, Amount of Increase (or Decrease) to Sales and Operating Income, Period Recorded and Correct Period

With respect to each of these immaterial out of period amounts included in the Company’s previously issued financial statements, the table below presents the: (1) nature of the adjustments, (2) applicable segment and (3) amount of increase (or decrease) to sales and operating income for the quarters ended December 31, September 27, June 28, and March 29, 2013.

		December 31, 2013				September 27, 2013						June 28, 2013					March 29, 2013
Nature of Adjustment	Applicable Segment	Sales		Operating Income		Sales			Operating Income			Sales		Operating Income			Sales			Operating Income
		($ in millions)
Higher development and material costs for networked communications systems	Communication Systems	$	—	$	—	$	—		$	—		$	—	$	—		$	10		$	10
Sub-contractor subscription deposit	Aerospace Systems		5		—		7			1			7		1			7			1
Costs accruals for goods/services received	Aerospace Systems		—		—		—			—			—		—			5			1
Unrecorded liabilities	Aerospace Systems		—		—		—			—			—		—			(2	)		—
Accrued vacation	Aerospace Systems		—		6		—			(2	)		—		(2	)		—			(2	)
Overstated revenue	Aerospace Systems		4		—		(4	)		—			—		—			—			—
Total		$	9	$	6	$	3		$	(1	)	$	7	$	(1	)	$	20		$	10

Schedule of Impact on Sales and Pre-tax Income

The table below presents the impact of the matters discussed above on sales and pre-tax income in total, for the six month period ended June 27, 2014, years ended December 31, 2013, 2012, and 2011, and for the years ended prior to December 31, 2011.

	Total						Six Months 2014						2013						2012						2011						Prior to 2011
	Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income
	(in millions)
Army C-12 Contract	$	(32	)	$	(69	)	$	(3	)	$	(15	)	$	(25	)	$	(35	)	$	(3	)	$	(16	)	$	(1	)	$	(3	)	$	—		$	—
Other Logistics Support Contracts		(5	)		(48	)		—			(20	)		(2	)		(11	)		(2	)		(11	)		—			(2	)		(1	)		(4	)
Logistics Solutions		(37	)		(117	)		(3	)		(35	)		(27	)		(46	)		(5	)		(27	)		(1	)		(5	)		(1	)		(4	)
Platform Systems		(21	)		(52	)		(12	)		(40	)		(12	)		(14	)		3			2			—			—			—			—
Total Internal Review of Aerospace Systems Segment		(58	)		(169	)		(15	)		(75	)		(39	)		(60	)		(2	)		(25	)		(1	)		(5	)		(1	)		(4	)
Sales-Type Lease Transaction		(15	)		29			(8	)		1			(7	)		5			—			3			—			3			—			17
Out of Period Amounts		—			—			—			—			39			14			(36	)		(18	)		(3	)		4			—			—
Total Revisions	$	(73	)	$	(140	)	$	(23	)	$	(74	)	$	(7	)	$	(41	)	$	(38	)	$	(40	)	$	(4	)	$	2		$	(1	)	$	13

The table below presents the impact of the matters discussed above on sales and pre-tax income for the quarters ended June 27 and March 28, 2014, December 31, September 27, June 28, 2013 and March 29, 2013.

	June 27, 2014						March 28, 2014						December 31, 2013						September 27, 2013						June 28, 2013						March 29, 2013
	Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income
	(in millions)
Army C-12 Contract	$	(1	)	$	(11	)	$	(2	)	$	(4	)	$	(24	)	$	(20	)	$	3		$	(2	)	$	(3	)	$	(7	)	$	(1	)	$	(6	)
Other Logistics Support Contracts		—			(15	)		—			(5	)		(1	)		(2	)		(1	)		(5	)		—			(2	)		—			(2	)
Logistics Solutions		(1	)		(26	)		(2	)		(9	)		(25	)		(22	)		2			(7	)		(3	)		(9	)		(1	)		(8	)
Platform Systems		(6	)		(29	)		(6	)		(11	)		(2	)		(2	)		1			—			(6	)		(6	)		(5	)		(6	)
Total Internal Review of Aerospace Systems Segment		(7	)		(55	)		(8	)		(20	)		(27	)		(24	)		3			(7	)		(9	)		(15	)		(6	)		(14	)
Sales-Type Lease Transaction		(3	)		1			(5	)		—			(3	)		1			(1	)		2			(1	)		1			(2	)		1
Out of Period Amounts		—			—			—			—			9			6			3			(1	)		7			(1	)		20			10
Total Revisions	$	(10	)	$	(54	)	$	(13	)	$	(20	)	$	(21	)	$	(17	)	$	5		$	(6	)	$	(3	)	$	(15	)	$	12		$	(3	)

Schedule of As Previously Reported, Adjustments and As Revised Financial Statements

The tables below present the Company’s: (1) As Previously Reported, (2) Adjustments, and (3) As Revised Condensed Consolidated Statements of Operations for the quarterly and year-to-date periods ended September 27, 2013 and the Operating Activities for the Statement of Cash Flows for the year-to-date period ended September 27, 2013. The Adjustments correct for: (1) the results of the Aerospace Systems internal review, (2) the accounting related to a sales-type lease transaction within the Company’s Electronic Systems segment and (3) immaterial out of period amounts previously recorded in the Company’s financial statements but not recorded in the appropriate period to reflect them in the appropriate period.

				Adjustments for:
	As Previously Reported			Aerospace Systems Segment Internal Review			Sales-Type Lease Transaction			Out of Period Amounts			As Revised
	(in millions, except per share data)
Unaudited Condensed Consolidated Statement of Operations, for the third quarter ended September 27, 2013:
Net sales:
Products	$	1,696		$	2		$	(1	)	$	—		$	1,697
Services		1,300			2			—			3			1,305
Total net sales		2,996			4	(1)		(1	)		3			3,002
Cost of sales:
Products		(1,486	)		(2	)		1			—			(1,487	)
Services		(1,196	)		(9	)		—			(4	)		(1,209	)
Total cost of sales		(2,682	)		(11	)		1			(4	)		(2,696	)
Operating income		314			(7	)		—			(1	)		306
Interest expense		(44	)		—			—			—			(44	)
Interest and other income, net		3			—			1			—			4
Income before income taxes		273			(7	)		1	(1)		(1	)		266
Provision for income taxes		(65	)		3			—			—			(62	)
Net income	$	208		$	(4	)	$	1		$	(1	)	$	204
Net income attributable to noncontrolling interests		(4	)		—			—			—			(4	)
Net income attributable to L-3	$	204		$	(4	)	$	1		$	(1	)	$	200
Earnings per share attributable to L-3 Holdings’ common shareholders:
Basic	$	2.28		$	(0.05	)	$	0.01		$	(0.01	)	$	2.23
Diluted	$	2.23		$	(0.04	)	$	0.01		$	(0.01	)	$	2.19
Cash dividends paid per common share	$	0.55		$	—		$	—		$	—		$	0.55
L-3 Holdings’ weighted average common shares outstanding:
Basic		89.6			—			—			—			89.6
Diluted		91.3			—			—			—			91.3

⁽¹⁾  Includes rounding of $1 million.

				Adjustments for:
	As Previously Reported			Aerospace Systems Segment Internal Review			Sales-Type Lease Transaction			Out of Period Amounts			As Revised
	(in millions, except per share data)
Unaudited Condensed Consolidated Statement of Operations, for the Year-to-Date Period Ended September 27, 2013:
Net sales:
Products	$	5,319		$	(9	)	$	(4	)	$	15		$	5,321
Services		4,054			(2	)		—			15			4,067
Total net sales		9,373			(11	)(1)		(4	)		30			9,388
Cost of sales:
Products		(4,729	)		(3	)		5			(5	)		(4,732	)
Services		(3,710	)		(22	)		—			(18	)		(3,750	)
Total cost of sales		(8,439	)		(25	)		5			(23	)		(8,482	)
Operating income		934			(36	)		1			7	(1)		906
Interest expense		(131	)		—			—			—			(131	)
Interest and other income, net		11			—			3			—			14
Income before income taxes		814			(36	)		4			7			789
Provision for income taxes		(226	)		13			(1	)		(3	)		(217	)
Net income	$	588		$	(23	)	$	3		$	4		$	572
Net income attributable to noncontrolling interests		(6	)		—			—			—			(6	)
Net income attributable to L-3	$	582		$	(23	)	$	3		$	4		$	566
Earnings per share attributable to L-3 Holdings’ common shareholders:
Basic	$	6.47		$	(0.25	)	$	0.04		$	0.04		$	6.30
Diluted	$	6.37		$	(0.25	)	$	0.04		$	0.04		$	6.20
Cash dividends paid per common share	$	1.65		$	—		$	—		$	—		$	1.65
L-3 Holdings’ weighted average common shares outstanding:
Basic		89.9			—			—			—			89.9
Diluted		91.3			—			—			—			91.3

⁽¹⁾  Includes rounding of $1 million.

	As Previously Reported			Net Adjustments			As Revised
	(in millions)
Unaudited Consolidated Statement of Cash Flows for the Year-to-Date Period Ended September 27, 2013:
Operating activities:
Net income	$	588		$	(16	)	$	572
Depreciation of property, plant and equipment		122			—			122
Amortization of intangibles and other assets		36			—			36
Deferred income tax provision		45			(7	)		38
Stock-based employee compensation expense		42			—			42
Contributions to employee savings plans in L-3 Holdings’ common stock		90			—			90
Amortization of pension and postretirement benefit plans net loss and prior service cost		63			—			63
Amortization of bond discounts and deferred debt issue costs (included in interest expense)		5			—			5
Other non-cash items		1			—			1
Changes in operating assets and liabilities, excluding amounts from acquisitions and divestitures:
Billed receivables		(117	)		—			(117	)
Contracts in process		(36	)		(34	)		(70	)
Inventories		(55	)		(5	)		(60	)
Other assets		(45	)		(3	)		(48	)
Accounts payable, trade		65			(11	)		54
Accrued employment costs		27			10			37
Accrued expenses		(41	)		(4	)		(45	)
Advance payments and billings in excess of costs incurred		(109	)		48			(61	)
Income taxes		32			(1	)		31
Excess income tax benefits related to share-based payment arrangements		(3	)		—			(3	)
Other current liabilities		(8	)		3			(5	)
Pension and postretirement benefits		(23	)		—			(23	)
All other operating activities		(62	)		20			(42	)
Net cash from operating activities	$	617		$	—		$	617

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Inventories - Inventories at Lower of Cost or Market (Detail) (USD $) In Millions, unless otherwise specified	Sep. 26, 2014	Dec. 31, 2013
Inventory Disclosure [Abstract]
Raw materials, components and sub-assemblies	$ 156	$ 160
Work in process	137	125
Finished goods	78	74
Total	$ 371	$ 359

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Equity

9 Months Ended

Sep. 26, 2014

Text Block [Abstract]

Equity

13.  Equity

On February 5, 2013, L-3 Holdings’ Board of Directors approved a share repurchase program that authorizes L-3 Holdings to repurchase up to $1.5 billion of its common stock through June 30, 2015. Repurchases of L-3 Holdings’ common stock under the share repurchase program are made at management’s discretion in accordance with applicable U.S. Federal securities laws in the open market or otherwise. The timing and actual number of shares to be repurchased in the future will depend on a variety of factors, including, but not limited to, the Company’s financial position, earnings, legal requirements, other investment opportunities (including acquisitions) and market conditions. L-3 Holdings repurchased 3.6 million shares of its common stock at an average price of $115.91 per share for an aggregate amount of $413 million from January 1, 2014 through September 26, 2014. All share repurchases of L-3 Holdings’ common stock have been recorded as treasury shares.

At September 26, 2014, the remaining dollar value of authorization under the share repurchase program was $455 million.

On June 24, 2014, L-3 Holdings’ Board of Directors declared a cash dividend of $0.60 per share, which resulted in the Company paying total cash dividends of $51 million on September 15, 2014. Also, on October 20, 2014, L-3 Holdings’ Board of Directors declared a quarterly cash dividend of $0.60 per share, payable on December 15, 2014, to shareholders of record at the close of business on November 17, 2014.

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Acquisitions (Tables)

9 Months Ended

Sep. 26, 2014

Business Combinations [Abstract]

Unaudited Pro Forma Statements of Operations Data

The following unaudited pro forma Statements of Operations data present the combined results of the Company and its business acquisitions completed during the year-to-date period ended September 26, 2014 and the year ended December 31, 2013, in each case assuming that the business acquisitions completed during these periods had occurred on January 1, 2013.

	Third Quarter Ended				Year-to-Date Ended
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
	(in millions, except per share data)
Pro forma net sales	$	2,940	$	3,025	$	8,923	$	9,450
Pro forma net income attributable to L-3	$	154	$	200	$	460	$	567
Pro forma diluted earnings per share	$	1.78	$	2.19	$	5.20	$	6.21

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Employee Severance and Termination Costs - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended		12 Months Ended
	Sep. 26, 2014 Employees	Sep. 27, 2013	Dec. 31, 2013 Employees
Restructuring and Related Activities [Abstract]
Employee severance and other termination costs	$ 23	$ 19	$ 29
Number of employees terminated	1,500		2,000
Remaining balance of employee termination costs	$ 11		$ 11

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Fair Value Measurements

9 Months Ended

Sep. 26, 2014

Fair Value Disclosures [Abstract]

Fair Value Measurements

15.  Fair Value Measurements

The following table presents the fair value hierarchy level for each of the Company’s assets and liabilities that are measured and recorded at fair value on a recurring basis.

	September 26, 2014						December 31, 2013
Description	Level 1(1)		Level 2(2)		Level 3(3)		Level 1(1)		Level 2(2)		Level 3(3)
	(in millions)
Assets
Cash equivalents	$	359	$	—	$	—	$	299	$	—	$	—
Derivatives (foreign currency forward contracts)		—		5		—		—		6		—
Total assets	$	359	$	5	$	—	$	299	$	6	$	—
Liabilities
Derivatives (foreign currency forward contracts)	$	—	$	4	$	—	$	—	$	5	$	—

⁽¹⁾  Level 1 is based on quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Cash equivalents are primarily held in registered money market funds, which are valued using quoted market prices.

⁽²⁾  Level 2 is based on pricing inputs other than quoted prices in active markets, which are either directly or indirectly observable. The fair value is determined using a valuation model based on observable market inputs, including quoted foreign currency forward exchange rates and consideration of non-performance risk.

⁽³⁾  Level 3 is based on pricing inputs that are not observable and not corroborated by market data. The Company has no Level 3 assets or liabilities.

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Goodwill and Identifiable Intangible Assets - Identifiable Intangible Assets (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 26, 2014	Dec. 31, 2013
Finite-Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (in years)	17 years
Gross Carrying Amount	$ 669	$ 661
Accumulated Amortization	406	376
Net Carrying Amount	263	285
Customer Contractual Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (in years)	19 years
Gross Carrying Amount	474	466
Accumulated Amortization	275	253
Net Carrying Amount	199	213
Technology [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (in years)	11 years
Gross Carrying Amount	168	168
Accumulated Amortization	115	108
Net Carrying Amount	53	60
Other [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (in years)	18 years
Gross Carrying Amount	27	27
Accumulated Amortization	16	15
Net Carrying Amount	$ 11	$ 12

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Condensed Consolidated Statements of Equity (USD $) In Millions, unless otherwise specified	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Treasury Stock [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive (Loss) Income [Member]	Noncontrolling Interests [Member]
Beginning Balance at Dec. 31, 2012	$ 5,527	$ 1	$ 5,313	$ (4,488)	$ 5,175	$ (550)	$ 76
Beginning Balance, Shares at Dec. 31, 2012		90.4
Class of Stock [Line Items]
Net income	572				566		6
Other comprehensive income (loss)	21					21
Distributions to noncontrolling interests	(7)						(7)
Cash dividends paid on common stock	(149)				(149)
Shares issued:
Employee savings plans	97		97
Employee savings plans, Shares		1.3
Exercise of stock options	90		90
Exercise of stock options, Shares		1.3
Employee stock purchase plan	18		18
Employee stock purchase plan, Shares		0.5
Stock-based compensation expense	42		42
Treasury stock purchased	(404)			(404)
Treasury stock purchased, Shares		(4.8)
Other	(9)		(6)		(3)
Other, Shares		0.3
Ending Balance at Sep. 27, 2013	5,798	1	5,554	(4,892)	5,589	(529)	75
Ending Balance, Shares at Sep. 27, 2013		89.0
Beginning Balance at Dec. 31, 2013	6,056	1	5,652	(5,288)	5,726	(110)	75
Beginning Balance, Shares at Dec. 31, 2013		85.8
Class of Stock [Line Items]
Net income	470				461		9
Other comprehensive income (loss)	(50)					(50)
Distributions to noncontrolling interests	(8)						(8)
Cash dividends paid on common stock	(155)				(155)
Shares issued:
Employee savings plans	105		105
Employee savings plans, Shares		1.0
Exercise of stock options	102		102
Exercise of stock options, Shares		1.1
Employee stock purchase plan	18		18
Employee stock purchase plan, Shares		0.3
Stock-based compensation expense	39		39
Treasury stock purchased	(413)			(413)
Treasury stock purchased, Shares		(3.6)
Retirement of Convertible Contingent Debt Securities	(160)		(160)
Other	(25)		(21)		(4)
Other, Shares		0.5
Ending Balance at Sep. 26, 2014	$ 5,979	$ 1	$ 5,735	$ (5,701)	$ 6,028	$ (160)	$ 76
Ending Balance, Shares at Sep. 26, 2014		85.1

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Condensed Consolidated Balance Sheets (Parenthetical) (USD $) In Millions, except Share data, unless otherwise specified	Sep. 26, 2014	Dec. 31, 2013
Class of Stock [Line Items]
Net allowances for billed receivables	$ 24	$ 26
Treasury stock (at cost), shares	69,683,610	66,118,406
L-3 Communications Holdings, Inc. [Member]
Class of Stock [Line Items]
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares outstanding	85,053,114	85,828,485
L-3 Communications Corporation [Member]
Class of Stock [Line Items]
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	100	100
Common stock, shares issued	100	100
Common stock, shares outstanding	100	100

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Goodwill and Identifiable Intangible Assets

9 Months Ended

Sep. 26, 2014

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Identifiable Intangible Assets

8.  Goodwill and Identifiable Intangible Assets

Goodwill. In accordance with the accounting standards for business combinations, the Company records the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition (commonly referred to as the purchase price allocation). The table below presents the changes in goodwill by segment for the year-to-date period ended September 26, 2014.

	Electronic Systems			Aerospace Systems			Communication Systems		NSS		Consolidated Total
	(in millions)
Balance at December 31, 2013	$	4,085		$	1,751		$	992	$	968	$	7,796
Business acquisition(1)		(3	)		—			—		39		36
Foreign currency translation adjustments(2)		(39	)		(9	)		—		—		(48	)
Balance at September 26, 2014	$	4,043		$	1,742		$	992	$	1,007	$	7,784

⁽¹⁾  The decrease in goodwill for the Electronic Systems segment was due to the final purchase price allocation for the Mustang business acquisition. The increase in goodwill for the NSS segment was due to the L-3 Data Tactics business acquisition.

⁽²⁾  The decrease in goodwill presented in the Electronic Systems segment was primarily due to the strengthening of the U.S. dollar against the Euro, the Canadian dollar and the British pound during the year-to-date period ended September 26, 2014. The decrease in goodwill presented in the Aerospace Systems segment was due to the strengthening of the U.S. dollar against the Canadian dollar during the year-to-date period ended September 26, 2014.

The Company’s accumulated goodwill impairment losses were $58 million at September 26, 2014 and December 31, 2013, of which $43 million and $15 million were recorded in the Electronic Systems and Communication Systems segments, respectively.

Identifiable Intangible Assets. The table below presents information for the Company’s identifiable intangible assets that are subject to amortization.

			September 26, 2014						December 31, 2013
	Weighted Average Amortization Period		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
	(in years)						(in millions)
Customer contractual relationships		19	$	474	$	275	$	199	$	466	$	253	$	213
Technology		11		168		115		53		168		108		60
Other		18		27		16		11		27		15		12
Total		17	$	669	$	406	$	263	$	661	$	376	$	285

The table below presents amortization expense recorded by the Company for its identifiable intangible assets.

	Third Quarter Ended				Year-to-Date Ended
	(in millions)
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
Amortization Expense	$	11	$	10	$	32	$	29

Based on gross carrying amounts at September 26, 2014, the Company’s estimate of amortization expense for identifiable intangible assets for the years ending December 31, 2014 through 2018 is presented in the table below.

	Year Ending December 31,
	2014		2015		2016		2017		2018
	(in millions)
Estimated amortization expense	$	42	$	41	$	34	$	32	$	26

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Condensed Combining Financial Information of L-3 Communications and Its Subsidiaries - Condensed Combining Statements of Cash Flows (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013
Operating activities:
Net cash from operating activities	$ 605	$ 617
Investing activities:
Business acquisitions, net of cash acquired	(57)	(2)
Investments in L-3 Communications
Other investing activities	(105)	(139)
Net cash used in investing activities	(162)	(141)
Financing activities:
Proceeds from sale of senior notes	996
Retirement of CODES	(935)
Common stock repurchased	(413)	(404)
Dividends paid on L-3 Holdings common stock	(158)	(151)
Dividends paid to L-3 Holdings
Investments from L-3 Holdings
Other financing activities	84	109
Net cash used in financing activities	(426)	(446)
Effect of foreign currency exchange rate changes on cash	(9)	(2)
Net increase (decrease) in cash	8	28
Cash and cash equivalents, beginning of the period	500	349
Cash and cash equivalents, end of the period	508	377
L-3 Communications Holdings, Inc. [Member]
Operating activities:
Net cash from operating activities	1,506	555
Investing activities:
Business acquisitions, net of cash acquired
Investments in L-3 Communications	(87)	(104)
Other investing activities
Net cash used in investing activities	(87)	(104)
Financing activities:
Proceeds from sale of senior notes
Retirement of CODES	(935)
Common stock repurchased	(413)	(404)
Dividends paid on L-3 Holdings common stock	(158)	(151)
Dividends paid to L-3 Holdings
Investments from L-3 Holdings
Other financing activities	87	104
Net cash used in financing activities	(1,419)	(451)
Effect of foreign currency exchange rate changes on cash
Net increase (decrease) in cash
Cash and cash equivalents, beginning of the period
Cash and cash equivalents, end of the period
L-3 Communications Corporation [Member]
Operating activities:
Net cash from operating activities	201	86
Investing activities:
Business acquisitions, net of cash acquired	(57)	(2)
Investments in L-3 Communications
Other investing activities	(37)	(70)
Net cash used in investing activities	(94)	(72)
Financing activities:
Proceeds from sale of senior notes	996
Retirement of CODES
Common stock repurchased
Dividends paid on L-3 Holdings common stock
Dividends paid to L-3 Holdings	(1,506)	(555)
Investments from L-3 Holdings	87	104
Other financing activities	388	345
Net cash used in financing activities	(35)	(106)
Effect of foreign currency exchange rate changes on cash
Net increase (decrease) in cash	72	(92)
Cash and cash equivalents, beginning of the period	258	246
Cash and cash equivalents, end of the period	330	154
Guarantor Subsidiaries [Member]
Operating activities:
Net cash from operating activities	382	523
Investing activities:
Business acquisitions, net of cash acquired
Investments in L-3 Communications
Other investing activities	(52)	(53)
Net cash used in investing activities	(52)	(53)
Financing activities:
Proceeds from sale of senior notes
Retirement of CODES
Common stock repurchased
Dividends paid on L-3 Holdings common stock
Dividends paid to L-3 Holdings
Investments from L-3 Holdings
Other financing activities	(329)	(469)
Net cash used in financing activities	(329)	(469)
Effect of foreign currency exchange rate changes on cash
Net increase (decrease) in cash	1	1
Cash and cash equivalents, beginning of the period
Cash and cash equivalents, end of the period	1	1
Non-Guarantor Subsidiaries [Member]
Operating activities:
Net cash from operating activities	69	101
Investing activities:
Business acquisitions, net of cash acquired
Investments in L-3 Communications
Other investing activities	(16)	(16)
Net cash used in investing activities	(16)	(16)
Financing activities:
Proceeds from sale of senior notes
Retirement of CODES
Common stock repurchased
Dividends paid on L-3 Holdings common stock
Dividends paid to L-3 Holdings
Investments from L-3 Holdings
Other financing activities	(66)	(81)
Net cash used in financing activities	(66)	(81)
Effect of foreign currency exchange rate changes on cash	(9)	(2)
Net increase (decrease) in cash	(22)	2
Cash and cash equivalents, beginning of the period	261	242
Cash and cash equivalents, end of the period	239	244
Eliminations [Member]
Operating activities:
Net cash from operating activities	(1,553)	(648)
Investing activities:
Business acquisitions, net of cash acquired
Investments in L-3 Communications	87	104
Other investing activities
Net cash used in investing activities	87	104
Financing activities:
Proceeds from sale of senior notes
Retirement of CODES
Common stock repurchased
Dividends paid on L-3 Holdings common stock
Dividends paid to L-3 Holdings	1,506	555
Investments from L-3 Holdings	(87)	(104)
Other financing activities	4	210
Net cash used in financing activities	1,423	661
Effect of foreign currency exchange rate changes on cash
Net increase (decrease) in cash	(43)	117
Cash and cash equivalents, beginning of the period	(19)	(139)
Cash and cash equivalents, end of the period	$ (62)	$ (22)

XML

Stock-Based Compensation - Additional Information (Detail) (USD $)	9 Months Ended
	Sep. 26, 2014
Employee Restricted Equity Awards And Performance Stock Awards Vesting Activity [Line Items]
Exercise price	$ 113.67
Stock options granted	472,992
Expiration period of stock options granted from date of grant	10 years
Vesting period	3 years
Weighted average grant date fair value of stock options	$ 20.02
Restricted Stock Units [Member]
Employee Restricted Equity Awards And Performance Stock Awards Vesting Activity [Line Items]
Vesting period	3 years
Units granted	414,694
Weighted average grant date fair value	$ 113.69
Vesting period of units granted for non-employee directors	1 year
Performance Units [Member]
Employee Restricted Equity Awards And Performance Stock Awards Vesting Activity [Line Items]
Units granted	47,467
Weighted average grant date fair value	$ 113.67
Length of service after grant date	3 years
Minimum payout range	0.00%
Maximum payout range	200.00%

XML

Pension and Other Postretirement Benefits - Components of Net Periodic Benefit Cost (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Pension Plans [Member]
Components of net periodic benefit cost:
Service cost	$ 26	$ 30	$ 80	$ 95
Interest cost	37	33	110	99
Expected return on plan assets	(48)	(41)	(145)	(124)
Amortization of prior service costs (credits)		1	1	1
Amortization of net loss (gain)	4	20	13	63
Curtailment loss		2	1	2
Net periodic benefit cost	19	45	60	136
Postretirement Benefit Plans [Member]
Components of net periodic benefit cost:
Service cost	(2)	1		3
Interest cost	4	2	8	5
Expected return on plan assets	(1)		(3)	(2)
Amortization of prior service costs (credits)		(1)	(1)	(2)
Amortization of net loss (gain)	(1)		(2)	1
Curtailment loss	(1)		(1)
Net periodic benefit cost	$ (1)	$ 2	$ 1	$ 5

XML

Document and Entity Information	9 Months Ended
	Sep. 26, 2014	Oct. 24, 2014
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 26, 2014
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q3
Trading Symbol	LLL
Entity Registrant Name	L 3 COMMUNICATIONS HOLDINGS INC
Entity Central Index Key	0001056239
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		85,133,193

XML

Other Current Liabilities and Other Liabilities

9 Months Ended

Sep. 26, 2014

Text Block [Abstract]

Other Current Liabilities and Other Liabilities

9.  Other Current Liabilities and Other Liabilities

The table below presents the components of other current liabilities.

	September 26, 2014		December 31, 2013
	(in millions)
Other Current Liabilities:
Accruals for pending and threatened litigation (see Note 18)	$	7	$	6
Accrued product warranty costs		79		75
Estimated costs in excess of estimated contract value to complete contracts in process in a loss position		71		78
Accrued interest		52		52
Deferred revenues		36		35
Notes payable and capital lease obligation		16		10
Other		105		127
Total other current liabilities	$	366	$	383

The table below presents the components of other liabilities.

	September 26, 2014		December 31, 2013
	(in millions)
Other Liabilities:
Non-current income taxes payable (see Note 11)	$	193	$	177
Deferred compensation		46		45
Accrued workers’ compensation		40		46
Accrued product warranty costs		26		24
Notes payable and capital lease obligations		2		15
Other		92		99
Total other liabilities	$	399	$	406

The table below presents the changes in the Company’s accrued product warranty costs.

	Year-to-Date Ended
	September 26, 2014			September 27, 2013
	(in millions)
Accrued product warranty costs:(1)
Balance at January 1	$	99		$	99
Accruals for product warranties issued during the period		53			56
Settlements made during the period		(46	)		(56	)
Foreign currency translation adjustments		(1	)		—
Balance at end of period	$	105		$	99

⁽¹⁾  Warranty obligations incurred in connection with long-term production contracts that are accounted for under the POC cost-to-cost method are included within the contract estimates at completion and are excluded from the above amounts. The balances above include both the current and non-current amounts.

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Amounts Reclassified Out of Accumulated Other Comprehensive (Loss) Income - Summary of Amounts Reclassified Out of Accumulated Other Comprehensive (Loss) Income (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Beginning Balance			$ (110)	$ (550)
Other comprehensive (loss) income before reclassifications, net of tax			(52)	(20)
Amounts reclassified from other comprehensive (loss) income, net of tax			2	41
Net current period other comprehensive (loss) income			(50)	21
Ending Balance	(160)	(529)	(160)	(529)
Cost of sales-products	1,480	1,487	4,498	4,732
Income before income taxes	215	266	667	789
Benefit (Provision) for income taxes	(58)	(62)	(197)	(217)
Reclassification out of Accumulated Other Comprehensive Income [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Net income	2	13	2	41
Foreign Currency Translation [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Beginning Balance			142	167
Other comprehensive (loss) income before reclassifications, net of tax			(57)	(18)
Amounts reclassified from other comprehensive (loss) income, net of tax
Net current period other comprehensive (loss) income			(57)	(18)
Ending Balance	85	149	85	149
Unrealized Gains (Losses) on Hedging Instruments [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Beginning Balance			1	3
Other comprehensive (loss) income before reclassifications, net of tax			5	(2)
Amounts reclassified from other comprehensive (loss) income, net of tax			(5)	1
Net current period other comprehensive (loss) income				(1)
Ending Balance	1	2	1	2
Unrealized Gains (Losses) on Hedging Instruments [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Cost of sales-products	1		(6)	1
Income before income taxes	1		(6)	1
Benefit (Provision) for income taxes	(1)		1
Net income			(5)	1
Unrecognized (Losses) and Prior Service Cost, Net [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Beginning Balance			(253)	(720)
Other comprehensive (loss) income before reclassifications, net of tax
Amounts reclassified from other comprehensive (loss) income, net of tax			7	40
Net current period other comprehensive (loss) income			7	40
Ending Balance	(246)	(680)	(246)	(680)
Accumulated Defined Benefit Plans Adjustment [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Net loss	3	20	11	63
Income before income taxes	3	20	11	63
Benefit (Provision) for income taxes	(1)	(7)	(4)	(23)
Net income	$ 2	$ 13	$ 7	$ 40

XML

Commitments and Contingencies - Additional Information (Detail) In Millions, unless otherwise specified	0 Months Ended					0 Months Ended
	Jul. 01, 2013 Plaintiff	Apr. 23, 2007 Plaintiff	May 31, 2012 USD ($)	Mar. 09, 2010 USD ($)	Jul. 01, 2004 USD ($)	Jul. 23, 2014 Property Damages [Member] EUR (€)	Jul. 23, 2014 Business Interruption [Member] EUR (€)
Contingencies And Commitments [Line Items]
Total damages sought					$ 315
Punitive damages sought					150
Number of plaintiffs re-filed their complaint against ACSS		30
Compensatory damages			48.0	6.7
Number of plaintiffs released their claims against ACSS	18
Claims for estimated damages						€ 11	€ 35

XML

Condensed Consolidated Statements of Operations (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Net sales:
Products	$ 1,644	$ 1,697	$ 4,991	$ 5,321
Services	1,296	1,305	3,925	4,067
Total net sales	2,940	3,002	8,916	9,388
Cost of sales:
Products	(1,480)	(1,487)	(4,498)	(4,732)
Services	(1,203)	(1,209)	(3,636)	(3,750)
Total cost of sales	(2,683)	(2,696)	(8,134)	(8,482)
Operating income	257	306	782	906
Interest expense	(47)	(44)	(129)	(131)
Interest and other income, net	5	4	14	14
Income before income taxes	215	266	667	789
Provision for income taxes	(58)	(62)	(197)	(217)
Net income	157	204	470	572
Net income attributable to noncontrolling interests	(3)	(4)	(9)	(6)
Net income attributable to L-3	$ 154	$ 200	$ 461	$ 566
Earnings per share attributable to L-3 Holdings' common shareholders:
Basic	$ 1.81	$ 2.23	$ 5.38	$ 6.30
Diluted	$ 1.78	$ 2.19	$ 5.21	$ 6.20
Cash dividends paid per common share	$ 0.60	$ 0.55	$ 1.80	$ 1.65
L-3 Holdings' weighted average common shares outstanding:
Basic	85.1	89.6	85.7	89.9
Diluted	86.6	91.3	88.4	91.3

XML

Revisions to Previously Issued Financial Statements

9 Months Ended

Sep. 26, 2014

Accounting Changes and Error Corrections [Abstract]

Revisions to Previously Issued Financial Statements

3.  Revisions to Previously Issued Financial Statements

As disclosed on October 10, 2014, the Company is revising its previously issued financial statements for the quarterly and year-to-date periods ended September 27, 2013 to update for: (1) accounting adjustments due to the internal review at its Aerospace Systems segment, (2) accounting related to a sales-type lease transaction for flight simulator systems within its Electronic Systems segment, and (3) previously identified immaterial errors already recognized in its financial statements but not recorded in the appropriate periods. The accounting errors related to the sales-type lease transaction and immaterial out of period amounts are not related to the internal review at its Aerospace Systems segment.

Internal Review of Aerospace Systems Segment: The Company conducted an internal review related to instances of misconduct and accounting errors at its Aerospace Systems segment. This review was conducted with the assistance of outside legal and accounting advisors, and has been completed. As a result of the internal review, the Company identified and recorded aggregate pre-tax charges as follows: (1) $75 million for the six months ended June 27, 2014, (2) $60 million for 2013, (3) $25 million for 2012, (4) $5 million for 2011, and (5) $4 million for periods prior to 2011. The pre-tax charges related to the quarterly and year-to-date periods ended September 27, 2013 were approximately $7 million and $36 million, respectively.

The adjustments related to the internal review only affected the Logistics Solutions and Platform Systems sectors of the Aerospace Systems segment. The cumulative aggregate adjustments attributable to the Logistics Solutions sector are approximately $117 million, and at the Platform Systems sector are approximately $52 million through June 27, 2014. The Logistics Solutions sector adjustments relate to: (1) losses of $69 million with respect to the U.S. Army C-12 fixed-price maintenance and logistics support contract due to cost overruns inappropriately deferred, sales invoices inappropriately prepared, and the failure to timely and accurately perform contract estimates at completion and valuation assessments of inventories and receivables, at the Army Sustainment Division, and (2) accounting errors of $48 million in connection with the valuation of inventories and receivables as well as the correction for certain accruals on other logistics support contracts. The Platform Systems sector adjustments are primarily due to: (1) losses of $37 million on two aircraft modification contracts and two contracts for rotary wing sub-assemblies and parts, and (2) write-offs of deferred costs of $15 million to design and test aerostructures for a new commercial aircraft.

Sales-Type Lease Transaction: The Company routinely performs on-site accounting and internal control review procedures on a rotational basis. As part of a previously planned review of the Simulation & Training business in its Electronic Systems segment and unrelated to the internal review at its Aerospace Systems segment, the Company evaluated the accounting treatment related to a sales-type lease transaction with the U.S. Army for rotary wing flight simulator systems. The period of performance under this contract began in 2004 and ends in 2023. Based on the results of this evaluation, the Company has adjusted its previously issued financial statements to: (1) increase interest income accretion on the net investment related to this sales-type lease transaction by an estimated aggregate amount of approximately $5 million for 2013, $3 million for each of 2012 and 2011, and $12 million for periods prior to 2011 and (2) decrease sales by approximately $8 million for 2014 and $7 million for 2013 and a related decrease in cost of sales by approximately $7 million for each of 2014 and 2013 and $5 million for periods prior to 2011.

Out of Period Amounts: The Company identified various out of period amounts included in its previously issued financial statements that were deemed to be immaterial individually and in the aggregate. In prior periods, in accordance with Accounting Standards Codification (“ASC”) 250-10-S99 and S55 (formerly Staff Accounting Bulletins (“SAB”) No. 99 and No. 108), Accounting Changes and Error Corrections, the Company concluded that these errors were, individually, and in the aggregate, not material, quantitatively or qualitatively, to the financial statements in the period recorded or to the relevant prior periods. Accordingly, the Company recorded these errors in the financial statements in the period that the error was identified. The Company, on a voluntary basis, is revising its previously issued financial statements to correct for these errors already recognized in its financial statements but not recorded in the appropriate periods to reflect them in the appropriate period. These out of period amounts were not discovered as part of the internal review of the Aerospace Systems segment discussed above, but rather represent previously identified errors “resulting from mathematical mistakes, mistakes in application of generally accepted accounting principles, or oversight or misuse of facts that existed at the time the financial statements were prepared,” as defined in ASC 250-10-20 Accounting Changes and Error Corrections. The Company, therefore, is not treating these amounts as changes in estimates. These errors consist of: (1) increases in development and material costs related to Broadband Communication Systems that were recorded in the first quarter of 2013 but should have been recorded in the fourth quarter of 2012, (2) a sub-contractor subscription deposit that was recorded as sales and income in the fourth quarter of 2012 but should have been amortized to sales and income during 2013, (3) costs accrued in the fourth quarter of 2012 for goods or services received in the first quarter of 2013, (4) several unrecorded liabilities that were recorded in the first quarter of 2013 but should have been recorded in the fourth quarter of 2012, (5) a correction of accrued vacation that was recorded in the fourth quarter of 2013 but should have been recorded in the fourth quarter of 2012 and the first, second and third quarters of 2013, and (6) a warranty reserve reduction recorded in the third quarter of 2012 that should have been recorded in the fourth quarter of 2011.

With respect to each of these immaterial out of period amounts included in the Company’s previously issued financial statements, the table below presents the: (1) nature of the adjustments, (2) applicable segment and (3) amount of increase (or decrease) to sales and operating income for the quarters ended December 31, September 27, June 28, and March 29, 2013.

		December 31, 2013				September 27, 2013						June 28, 2013					March 29, 2013
Nature of Adjustment	Applicable Segment	Sales		Operating Income		Sales			Operating Income			Sales		Operating Income			Sales			Operating Income
		($ in millions)
Higher development and material costs for networked communications systems	Communication Systems	$	—	$	—	$	—		$	—		$	—	$	—		$	10		$	10
Sub-contractor subscription deposit	Aerospace Systems		5		—		7			1			7		1			7			1
Costs accruals for goods/services received	Aerospace Systems		—		—		—			—			—		—			5			1
Unrecorded liabilities	Aerospace Systems		—		—		—			—			—		—			(2	)		—
Accrued vacation	Aerospace Systems		—		6		—			(2	)		—		(2	)		—			(2	)
Overstated revenue	Aerospace Systems		4		—		(4	)		—			—		—			—			—
Total		$	9	$	6	$	3		$	(1	)	$	7	$	(1	)	$	20		$	10

The table below presents the impact of the matters discussed above on sales and pre-tax income in total, for the six month period ended June 27, 2014, years ended December 31, 2013, 2012, and 2011, and for the years ended prior to December 31, 2011.

	Total						Six Months 2014						2013						2012						2011						Prior to 2011
	Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income
	(in millions)
Army C-12 Contract	$	(32	)	$	(69	)	$	(3	)	$	(15	)	$	(25	)	$	(35	)	$	(3	)	$	(16	)	$	(1	)	$	(3	)	$	—		$	—
Other Logistics Support Contracts		(5	)		(48	)		—			(20	)		(2	)		(11	)		(2	)		(11	)		—			(2	)		(1	)		(4	)
Logistics Solutions		(37	)		(117	)		(3	)		(35	)		(27	)		(46	)		(5	)		(27	)		(1	)		(5	)		(1	)		(4	)
Platform Systems		(21	)		(52	)		(12	)		(40	)		(12	)		(14	)		3			2			—			—			—			—
Total Internal Review of Aerospace Systems Segment		(58	)		(169	)		(15	)		(75	)		(39	)		(60	)		(2	)		(25	)		(1	)		(5	)		(1	)		(4	)
Sales-Type Lease Transaction		(15	)		29			(8	)		1			(7	)		5			—			3			—			3			—			17
Out of Period Amounts		—			—			—			—			39			14			(36	)		(18	)		(3	)		4			—			—
Total Revisions	$	(73	)	$	(140	)	$	(23	)	$	(74	)	$	(7	)	$	(41	)	$	(38	)	$	(40	)	$	(4	)	$	2		$	(1	)	$	13

The table below presents the impact of the matters discussed above on sales and pre-tax income for the quarters ended June 27 and March 28, 2014, December 31, September 27, June 28, 2013 and March 29, 2013.

	June 27, 2014						March 28, 2014						December 31, 2013						September 27, 2013						June 28, 2013						March 29, 2013
	Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income			Sales			Pre-tax Income
	(in millions)
Army C-12 Contract	$	(1	)	$	(11	)	$	(2	)	$	(4	)	$	(24	)	$	(20	)	$	3		$	(2	)	$	(3	)	$	(7	)	$	(1	)	$	(6	)
Other Logistics Support Contracts		—			(15	)		—			(5	)		(1	)		(2	)		(1	)		(5	)		—			(2	)		—			(2	)
Logistics Solutions		(1	)		(26	)		(2	)		(9	)		(25	)		(22	)		2			(7	)		(3	)		(9	)		(1	)		(8	)
Platform Systems		(6	)		(29	)		(6	)		(11	)		(2	)		(2	)		1			—			(6	)		(6	)		(5	)		(6	)
Total Internal Review of Aerospace Systems Segment		(7	)		(55	)		(8	)		(20	)		(27	)		(24	)		3			(7	)		(9	)		(15	)		(6	)		(14	)
Sales-Type Lease Transaction		(3	)		1			(5	)		—			(3	)		1			(1	)		2			(1	)		1			(2	)		1
Out of Period Amounts		—			—			—			—			9			6			3			(1	)		7			(1	)		20			10
Total Revisions	$	(10	)	$	(54	)	$	(13	)	$	(20	)	$	(21	)	$	(17	)	$	5		$	(6	)	$	(3	)	$	(15	)	$	12		$	(3	)

In accordance with ASC 250-10-S99 and S55, the Company performed an analysis to determine if the impact of the amounts disclosed above were material to its previously issued financial statements. Based on that analysis, the Company believes that its previously issued financial statements are not materially misstated on either a quantitative or qualitative basis. However, as a result of completing the review, the Company believed that correcting these errors in the quarterly report on Form 10-Q for the quarter ended June 27, 2014 would, in the aggregate, have caused a material misstatement to forecasted pre-tax income and net income for the fiscal year ending December 31, 2014. Accordingly, the Company is correcting these errors by revising its previously issued financial statements for the quarterly and year-to-date periods ended September 27, 2013 on this Form 10-Q to record all the adjustments in the tables above in the appropriate period. In addition, the Company revised its previously issued financial statements for the quarterly and first half periods ended June 28, 2013 on its Quarterly Report on Form 10-Q filed on October 10, 2014 for the quarterly and first half periods ended June 27, 2014, for the quarterly periods ended March 28, 2014 and March 29, 2013 on its Quarterly Report on Form 10-Q/A filed on October 10, 2014 for the quarterly period ended March 28, 2014, and its Annual Report on Form 10-K/A filed on October 10, 2014 for the years ended December 31, 2013, 2012 and 2011 to record all the adjustments in the tables above in the appropriate period.

The tables below present the Company’s: (1) As Previously Reported, (2) Adjustments, and (3) As Revised Condensed Consolidated Statements of Operations for the quarterly and year-to-date periods ended September 27, 2013 and the Operating Activities for the Statement of Cash Flows for the year-to-date period ended September 27, 2013. The Adjustments correct for: (1) the results of the Aerospace Systems internal review, (2) the accounting related to a sales-type lease transaction within the Company’s Electronic Systems segment and (3) immaterial out of period amounts previously recorded in the Company’s financial statements but not recorded in the appropriate period to reflect them in the appropriate period.

				Adjustments for:
	As Previously Reported			Aerospace Systems Segment Internal Review			Sales-Type Lease Transaction			Out of Period Amounts			As Revised
	(in millions, except per share data)
Unaudited Condensed Consolidated Statement of Operations, for the third quarter ended September 27, 2013:
Net sales:
Products	$	1,696		$	2		$	(1	)	$	—		$	1,697
Services		1,300			2			—			3			1,305
Total net sales		2,996			4	(1)		(1	)		3			3,002
Cost of sales:
Products		(1,486	)		(2	)		1			—			(1,487	)
Services		(1,196	)		(9	)		—			(4	)		(1,209	)
Total cost of sales		(2,682	)		(11	)		1			(4	)		(2,696	)
Operating income		314			(7	)		—			(1	)		306
Interest expense		(44	)		—			—			—			(44	)
Interest and other income, net		3			—			1			—			4
Income before income taxes		273			(7	)		1	(1)		(1	)		266
Provision for income taxes		(65	)		3			—			—			(62	)
Net income	$	208		$	(4	)	$	1		$	(1	)	$	204
Net income attributable to noncontrolling interests		(4	)		—			—			—			(4	)
Net income attributable to L-3	$	204		$	(4	)	$	1		$	(1	)	$	200
Earnings per share attributable to L-3 Holdings’ common shareholders:
Basic	$	2.28		$	(0.05	)	$	0.01		$	(0.01	)	$	2.23
Diluted	$	2.23		$	(0.04	)	$	0.01		$	(0.01	)	$	2.19
Cash dividends paid per common share	$	0.55		$	—		$	—		$	—		$	0.55
L-3 Holdings’ weighted average common shares outstanding:
Basic		89.6			—			—			—			89.6
Diluted		91.3			—			—			—			91.3

⁽¹⁾  Includes rounding of $1 million.

				Adjustments for:
	As Previously Reported			Aerospace Systems Segment Internal Review			Sales-Type Lease Transaction			Out of Period Amounts			As Revised
	(in millions, except per share data)
Unaudited Condensed Consolidated Statement of Operations, for the Year-to-Date Period Ended September 27, 2013:
Net sales:
Products	$	5,319		$	(9	)	$	(4	)	$	15		$	5,321
Services		4,054			(2	)		—			15			4,067
Total net sales		9,373			(11	)(1)		(4	)		30			9,388
Cost of sales:
Products		(4,729	)		(3	)		5			(5	)		(4,732	)
Services		(3,710	)		(22	)		—			(18	)		(3,750	)
Total cost of sales		(8,439	)		(25	)		5			(23	)		(8,482	)
Operating income		934			(36	)		1			7	(1)		906
Interest expense		(131	)		—			—			—			(131	)
Interest and other income, net		11			—			3			—			14
Income before income taxes		814			(36	)		4			7			789
Provision for income taxes		(226	)		13			(1	)		(3	)		(217	)
Net income	$	588		$	(23	)	$	3		$	4		$	572
Net income attributable to noncontrolling interests		(6	)		—			—			—			(6	)
Net income attributable to L-3	$	582		$	(23	)	$	3		$	4		$	566
Earnings per share attributable to L-3 Holdings’ common shareholders:
Basic	$	6.47		$	(0.25	)	$	0.04		$	0.04		$	6.30
Diluted	$	6.37		$	(0.25	)	$	0.04		$	0.04		$	6.20
Cash dividends paid per common share	$	1.65		$	—		$	—		$	—		$	1.65
L-3 Holdings’ weighted average common shares outstanding:
Basic		89.9			—			—			—			89.9
Diluted		91.3			—			—			—			91.3

⁽¹⁾  Includes rounding of $1 million.

	As Previously Reported			Net Adjustments			As Revised
	(in millions)
Unaudited Consolidated Statement of Cash Flows for the Year-to-Date Period Ended September 27, 2013:
Operating activities:
Net income	$	588		$	(16	)	$	572
Depreciation of property, plant and equipment		122			—			122
Amortization of intangibles and other assets		36			—			36
Deferred income tax provision		45			(7	)		38
Stock-based employee compensation expense		42			—			42
Contributions to employee savings plans in L-3 Holdings’ common stock		90			—			90
Amortization of pension and postretirement benefit plans net loss and prior service cost		63			—			63
Amortization of bond discounts and deferred debt issue costs (included in interest expense)		5			—			5
Other non-cash items		1			—			1
Changes in operating assets and liabilities, excluding amounts from acquisitions and divestitures:
Billed receivables		(117	)		—			(117	)
Contracts in process		(36	)		(34	)		(70	)
Inventories		(55	)		(5	)		(60	)
Other assets		(45	)		(3	)		(48	)
Accounts payable, trade		65			(11	)		54
Accrued employment costs		27			10			37
Accrued expenses		(41	)		(4	)		(45	)
Advance payments and billings in excess of costs incurred		(109	)		48			(61	)
Income taxes		32			(1	)		31
Excess income tax benefits related to share-based payment arrangements		(3	)		—			(3	)
Other current liabilities		(8	)		3			(5	)
Pension and postretirement benefits		(23	)		—			(23	)
All other operating activities		(62	)		20			(42	)
Net cash from operating activities	$	617		$	—		$	617

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Basis of Presentation

9 Months Ended

Sep. 26, 2014

Accounting Policies [Abstract]

Basis of Presentation

2.  Basis of Presentation

These unaudited condensed consolidated financial statements for the quarterly and year-to-date periods ended September 26, 2014 should be read in conjunction with the audited consolidated financial statements of L-3 Holdings and L-3 Communications included in their Form 10-K/A filed on October 10, 2014.

Principles of Consolidation and Reporting

The accompanying financial statements comprise the consolidated financial statements of L-3 Holdings and L-3 Communications. L-3 Holdings’ only asset is its investment in the common stock of L-3 Communications, its wholly-owned subsidiary, and its only obligations are: (1) its guarantee of borrowings under the Amended and Restated Revolving Credit Facility of L-3 Communications and (2) its guarantee of other contractual obligations of L-3 Communications and its subsidiaries. As of the date of this report, L-3 Holdings’ obligation for its 3% Convertible Contingent Debt Securities (CODES) due 2035, which were issued on July 29, 2005, have been fully retired. See Note 10 to these unaudited financial statements. L-3 Holdings’ obligations relating to the CODES were jointly, severally, fully and unconditionally guaranteed by L-3 Communications and certain of its wholly-owned domestic subsidiaries. Accordingly, such debt was reflected as debt of L-3 Communications in its consolidated financial statements at December 31, 2013 in accordance with the accounting standards for pushdown accounting. All issuances of and conversions into L-3 Holdings’ equity securities, including grants of stock options, restricted stock, restricted stock units and performance units by L-3 Holdings to employees and directors of L-3 Communications and its subsidiaries, have been reflected in the consolidated financial statements of L-3 Communications. As a result, the consolidated financial positions, results of operations and cash flows of L-3 Holdings and L-3 Communications are substantially the same. See Note 24 for additional information regarding the unaudited financial information of L-3 Communications and its subsidiaries.

The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the disclosures required by U.S. GAAP for a complete set of annual audited financial statements. The December 31, 2013 condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. In the opinion of management, all adjustments (consisting of normal and recurring adjustments) considered necessary for a fair presentation of the results for the interim periods presented have been included. The results of operations for the interim periods are not necessarily indicative of results for the full year.

It is the Company’s established practice to close its books for the quarters ending March, June and September on the Friday nearest to the end of the calendar quarter. The interim unaudited condensed consolidated financial statements included herein have been prepared and are labeled based on that convention. The Company closes its books for annual periods on December 31 regardless of what day it falls on.

Accounting Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of sales and costs of sales during the reporting period. The most significant of these estimates and assumptions for L-3 relate to contract revenue, profit and loss recognition, fair values of assets acquired and liabilities assumed in business combinations, market values for inventories reported at lower of cost or market, pension and post-retirement benefit obligations, stock-based employee compensation expense, income taxes, including the valuation of deferred tax assets, litigation reserves and environmental obligations, accrued product warranty costs, and the recoverability, useful lives and valuation of recorded amounts of long-lived assets, identifiable intangible assets and goodwill. Changes in estimates are reflected in the periods during which they become known. Actual amounts will differ from these estimates and could differ materially.

Sales and profits on contracts that are covered by accounting standards for construction-type and production-type contracts and federal government contractors are recognized using percentage-of-completion (POC) methods of accounting. Approximately 47% of the Company’s net sales in 2013 were accounted for under contract accounting standards, of which approximately 38% were fixed-price type contracts and approximately 9% were cost-plus type contracts. For contracts accounted for under contract accounting standards, sales and profits are recognized based on: (1) a POC method of accounting (fixed-price contracts), (2) allowable costs incurred plus the estimated profit on those costs (cost-plus contracts), or (3) direct labor hours expended multiplied by the contractual fixed rate per hour plus incurred costs for material (time-and-material contracts). Sales and profits on fixed-price production contracts under which units are produced and delivered in a continuous or sequential process are recorded as units are delivered based on their contractual selling prices (the “units-of-delivery” method). Sales and profits on each fixed-price production contract under which units are not produced and delivered in a continuous or sequential process, or under which a relatively few number of units are produced, are recorded based on the ratio of actual cumulative costs incurred to total estimated costs at completion of the contract multiplied by the total estimated contract revenue, less cumulative sales recognized in prior periods (the “cost-to-cost” method). Under both POC methods of accounting, a single estimated total profit margin is used to recognize profit for each contract over its entire period of performance, which can exceed one year.

Accounting for the sales and profit on these fixed-price type contracts requires the preparation of estimates of: (1) the total contract revenue, (2) the total costs at completion, which is equal to the sum of the actual incurred costs to date on the contract and the estimated costs to complete the contract’s statement of work, and (3) the measurement of progress towards completion. The estimated profit or loss at completion on a contract is equal to the difference between the total estimated contract revenue and the total estimated cost at completion. The profit recorded on a contract in any period using either the units-of-delivery method or cost-to-cost method is equal to the current estimated total profit margin multiplied by the cumulative sales recognized, less the amount of cumulative profit previously recorded for the contract.

Sales and profits on cost-plus type contracts that are covered by contract accounting standards are recognized as allowable costs are incurred on the contract, at an amount equal to the allowable costs plus the estimated profit on those costs. The estimated profit on a cost-plus type contract is fixed or variable based on the contractual fee arrangement. Incentive and award fees are the primary variable fee contractual arrangement types for the Company. Incentive and award fees on cost-plus type contracts are included as an element of total estimated contract revenues and are recorded to sales when a basis exists for the reasonable prediction of performance in relation to established contractual targets and the Company is able to make reasonably dependable estimates for them.

Sales and profits on time-and-material type contracts are recognized on the basis of direct labor hours expended multiplied by the contractual fixed rate per hour, plus the actual costs of materials and other direct non-labor costs.

Revisions or adjustments to estimates for a contract’s revenue, estimated costs at completion and estimated profit or loss are often required as work progresses under a contract, as experience is gained, as facts and circumstances change and as new information is obtained, even though the scope of work required under the contract may not change. Revisions or adjustments may also be required if contract modifications occur. The impact of revisions in profit (loss) estimates for all types of contracts subject to POC accounting are recognized on a cumulative catch-up basis in the period in which the revisions are made. The revisions in contract estimates, if significant, can materially affect the Company’s results of operations and cash flows, as well as reduce the valuations of receivables and inventories, and in some cases result in liabilities to complete contracts in a loss position. Aggregate net changes in contract estimates increased consolidated operating income by $62 million, or 8%, for the year-to-date period ended September 26, 2014 and $92 million, or 10%, for the year-to-date period ended September 27, 2013.

For a more complete discussion of these estimates and assumptions, see the Form 10-K/A filed on October 10, 2014.

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L-3 Holdings' Earnings Per Common Share

9 Months Ended

Sep. 26, 2014

Earnings Per Share [Abstract]

L-3 Holdings' Earnings Per Common Share

14.  L-3 Holdings’ Earnings Per Common Share

A reconciliation of basic and diluted earnings per share (EPS) is presented in the table below.

	Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions, except per share data)
Reconciliation of net income:
Net income	$	157		$	204		$	470		$	572
Net income attributable to noncontrolling interests		(3	)		(4	)		(9	)		(6	)
Net income attributable to L-3 Holdings’ common shareholders	$	154		$	200		$	461		$	566
Earnings per share attributable to L-3 Holdings’ common shareholders:
Basic:
Weighted average common shares outstanding		85.1			89.6			85.7			89.9
Basic earnings per share:
Net income	$	1.81		$	2.23		$	5.38		$	6.30
Diluted:
Common and potential common shares:
Weighted average common shares outstanding		85.1			89.6			85.7			89.9
Assumed exercise of stock options		2.8			4.7			3.0			3.9
Unvested restricted stock awards		1.5			1.8			1.6			1.8
Employee stock purchase plan contributions		—			0.2			0.1			0.2
Performance unit awards		0.1			0.1			0.1			0.1
Assumed purchase of common shares for treasury		(2.9	)		(5.2	)		(3.2	)		(4.7	)
Assumed conversion of the CODES(1)		—			0.1			1.1			0.1
Common and potential common shares		86.6			91.3			88.4			91.3
Diluted earnings per share:
Net income	$	1.78		$	2.19		$	5.21		$	6.20

⁽¹⁾  As of June 18, 2014, the final date of conversion, the conversion price during the year-to-date period ended June 27, 2014 was $88.71. Although the CODES were retired during the year-to-date period ended June 27, 2014, they were dilutive for the year-to-date period ended September 26, 2014 as the average market price of L-3 Holdings’ common stock during the period that the CODES were outstanding was greater than the price at which the CODES would have been convertible into L-3 Holdings’ common stock. See Note 10 regarding the retirement of the CODES.

The computation of diluted EPS excluded shares for stock options and employee stock purchase plan contributions of 0.6 million and 0.5 million for the quarterly and year-to-date periods ended September 26, 2014, respectively, and shares for stock options of 1.2 million for the year-to-date period ended September 27, 2013, as they were anti-dilutive.

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Debt

9 Months Ended

Sep. 26, 2014

Debt Disclosure [Abstract]

Debt

10.  Debt

The components of debt and a reconciliation to the carrying amount of long-term debt is presented in the table below.

	September 26, 2014			December 31, 2013
	(in millions)
L-3 Communications:
Borrowings under Amended and Restated Revolving Credit Facility(1)	$	—		$	—
3.95% Senior Notes due 2016		500			500
1.50% Senior Notes due 2017		350			—
5.20% Senior Notes due 2019		1,000			1,000
4.75% Senior Notes due 2020		800			800
4.95% Senior Notes due 2021		650			650
3.95% Senior Notes due 2024		650			—
Subtotal		3,950			2,950
L-3 Holdings:
3% Convertible Contingent Debt Securities due 2035 (CODES)		—			689
Principal amount of long-term debt		3,950			3,639
Unamortized discounts		(12	)		(9	)
Carrying amount of long-term debt	$	3,938		$	3,630

⁽¹⁾  During the year-to-date period ended September 26, 2014, L-3 Communications’ aggregate borrowings and repayments under the Amended and Restated Revolving Credit Facility were $1,367 million. At September 26, 2014, L-3 Communications had the availability of all of its $1 billion Amended and Restated Revolving Credit Facility, which expires on February 3, 2017.

L-3 Communications

Senior Notes: On May 28, 2014, L-3 Communications issued two series of Senior Notes, which are unsecured senior obligations of L-3 Communications. The terms of each series of Senior Notes are presented in the table below.

Note	Date of Issuance		Amount Issued		Bond Discount(1)		Net Cash Proceeds(2)		Effective Interest Rate			Redemption at Treasury Rate(3)(4)
			(in millions)
1.50% Senior Notes due May 28, 2017 (2017 Notes)		May 28, 2014	$	350	$	1	$	347		1.55	%		10 bps
3.95% Senior Notes due May 28, 2024 (2024 Notes)		May 28, 2014	$	650	$	3	$	641		4.02	%		20 bps

⁽¹⁾  Bond discounts are recorded as a reduction to the principal amount of the notes and are amortized as interest expense over the term of the notes.

⁽²⁾  The net cash proceeds of $988 million (after deduction of the bond discount, underwriting expenses and commissions and other related expenses) were used primarily to fund the CODES Retirement as discussed below. The remaining net proceeds are available for general corporate purposes.

⁽³⁾  The 2017 Senior Notes may be redeemed at any time prior to their maturity and the 2024 Notes may be redeemed at any time prior to February 28, 2024 (three months prior to their maturity) at the option of L-3 Communications, in whole or in part, at a redemption price equal to the greater of (1) 100% of the principal amount, or (2) the present value of the remaining principal and interest payments discounted to the date of redemption, on a semi-annual basis, at the Treasury Rate (as defined in the Indentures governing the Senior Notes), plus the spread indicated in the table above. In addition, if the 2024 Senior Notes are redeemed at any time on or after February 28, 2024, the redemption price would be equal to 100% of the principal amount.

⁽⁴⁾  Upon the occurrence of a change in control (as defined in the Indentures governing the Senior Notes), each holder of the notes will have the right to require L-3 Communications to repurchase all or any part of such holder’s notes at a price in cash equal to 101% of the aggregate principal amount plus accrued and unpaid interest, if any, but not including, the date of purchase.

L-3 Holdings

On May 13, 2014, the Company called for full the redemption of all of its outstanding CODES effective on June 2, 2014 (the “Redemption Date”). The redemption price for the CODES was $1,000 per $1,000 principal amount of the CODES, plus accrued and unpaid interest to, but excluding, the Redemption Date. Holders of the CODES were entitled to convert all or a portion thereof (in integral multiples of $1,000) at any time prior to the close of business on the business day immediately preceding the Redemption Date (the “Redemption Conversion Period”). The conversion value of CODES of $935 million was calculated in accordance with the indenture governing the CODES based on the closing sales price of L-3 Holdings’ common stock and the conversion rate for each trading day in the 20 trading day period as follows: (1) for conversion notices received by May 16, 2014 (5 p.m.), the 20 trading day conversion period began on the third trading day following receipt of the conversion notice and (2) for conversion notices received after that time, the 20 trading day conversion period began on May 2, 2014 and ended on May 30, 2014, the trading day immediately preceding the Redemption Date. The Company settled the entire conversion value with respect to converted CODES in cash. As of June 27, 2014, the CODES were retired. As a result of the conversion, the Company recorded a reduction to shareholders’ equity of $160 million related to the excess conversion value over the fair value of the debt component of the CODES, net of deferred tax liability.

Interest expense recognized for the CODES was $2 million for the year-to-date period ended September 26, 2014 and $5 million and $15 million for the quarterly and year-to-date periods ended September 27, 2013.

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L-3 Holdings' Earnings Per Common Share - Additional Information (Detail) In Millions, unless otherwise specified	3 Months Ended	9 Months Ended
	Sep. 26, 2014	Sep. 26, 2014	Sep. 27, 2013
Earnings Per Share [Abstract]
Shares excluded from computation of diluted earnings per share and employee stock purchase plan contributions	0.6	0.5	1.2

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Contracts in Process

9 Months Ended

Sep. 26, 2014

Text Block [Abstract]

Contracts in Process

6.  Contracts in Process

The components of contracts in process are presented in the table below.

	September 26, 2014			December 31, 2013
	(in millions)
Unbilled contract receivables, gross	$	2,449		$	2,502
Unliquidated progress payments		(900	)		(1,035	)
Unbilled contract receivables, net		1,549			1,467
Inventoried contract costs, gross		1,069			1,044
Unliquidated progress payments		(72	)		(80	)
Inventoried contract costs, net		997			964
Total contracts in process	$	2,546		$	2,431

Inventoried Contract Costs. In accordance with contract accounting standards, the Company’s U.S. Government contractor businesses account for the portion of their general and administrative (G&A), independent research and development (IRAD) and bids and proposal (B&P) costs that are allowable and reimbursable indirect contract costs under U.S. Government procurement regulations on their U.S. Government contracts (revenue arrangements) as inventoried contract costs. G&A, IRAD and B&P costs are allocated to contracts for which the U.S. Government is the end customer and are charged to costs of sales when sales on the related contracts are recognized. The Company’s U.S. Government contractor businesses record the unallowable portion of their G&A, IRAD and B&P costs to expense as incurred, and do not include them in inventoried contract costs.

The table below presents a summary of G&A, IRAD and B&P costs included in inventoried contract costs and the changes to them, including amounts charged to cost of sales by the Company’s U.S. Government contractor businesses for the periods presented.

	Third Quarter Ended						Year-to-Date Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions)
Amounts included in inventoried contract costs at beginning of the period:	$	151		$	115		$	138		$	110
IRAD and B&P costs		70			66			215			219
Other G&A costs		239			216			658			653
Total contract costs incurred		309			282			873			872
Amounts charged to cost of sales		(309	)		(271	)		(860	)		(856	)
Amounts included in inventoried contract costs at end of the period	$	151		$	126		$	151		$	126

The table below presents a summary of selling, general and administrative expenses and research and development expenses for the Company’s commercial businesses, which are expensed as incurred and not included in inventoried contract costs.

	Third Quarter Ended				Year-to-Date Ended
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
	(in millions)
Selling, general and administrative expenses	$	70	$	70	$	213	$	214
Research and development expenses		14		17		48		62
Total	$	84	$	87	$	261	$	276

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Acquisitions - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	Sep. 26, 2014	Dec. 31, 2013	Mar. 04, 2014 2014 Business Acquisition [Member]	Jun. 27, 2014 2013 Business Acquisition [Member]	Dec. 19, 2013 2013 Business Acquisition [Member]
Business Acquisition [Line Items]
Purchase price of acquisition			$ 57		$ 54
Amount of goodwill recognized	7,784	7,796	39	41
Goodwill deductible for income tax purposes			$ 39	$ 41

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Recently Issued Accounting Standards

9 Months Ended

Sep. 26, 2014

Accounting Changes and Error Corrections [Abstract]

Recently Issued Accounting Standards

4.  Recently Issued Accounting Standards

Effective January 1, 2014, the Company adopted Financial Accounting Standards Board (FASB) issued amendments to an accounting standard that require an unrecognized tax benefit or portion of an unrecognized tax benefit to be presented as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except when certain conditions exist. The adoption of this standard did not impact the Company’s financial position, results of operations or cash flows.

In June 2014, the FASB issued Accounting Standard Update (ASU) 2014-12, which provides new guidance on accounting for share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period. The update requires a reporting entity to treat a performance target that affects vesting and that could be achieved after the requisite service period as a performance condition under ASC 718 Compensation — Stock Compensation, and apply existing guidance as it relates to awards with performance conditions that affect vesting to account for such awards. The update is effective for the Company for the interim and annual periods beginning after December 15, 2015. The Company is currently evaluating the impact of the adoption of this standard, if any, on our consolidated financial statements.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which will replace numerous requirements in U.S. GAAP, including industry-specific requirements, and provide companies with a single revenue recognition model for recognizing revenue from contracts with customers. One of the core principles of the new standard is that a company should recognize revenue based on the satisfaction of performance obligations, which depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The new standard will be effective for the Company for interim and annual reporting periods beginning January 1, 2017. The two permitted transition methods under the new standard are the full retrospective method, in which case the standard would be applied to each prior reporting period presented, or the modified retrospective method, in which case the cumulative effect of applying the standard would be recognized at the date of initial application. The Company is currently evaluating the expected impact of the adoption of this standard on its consolidated financial statements and the transition alternatives available.

In April 2014, the FASB issued an accounting standards update that provides new guidance on the accounting and reporting of discontinued operations. Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. Those strategic shifts should have a major effect on the organization’s operations and financial results. Additionally, the new guidance requires additional disclosures about discontinued operations. The update is effective for the Company for interim and annual periods beginning January 1, 2015. The adoption of this standard is not expected to impact the Company’s financial position, results of operations or cash flows and will only affect the treatment of future discontinued operations.

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Acquisitions

9 Months Ended

Sep. 26, 2014

Business Combinations [Abstract]

Acquisitions

5.  Acquisitions

The business acquisitions discussed below are included in the Company’s results of operations from their respective dates of acquisition.

2014 Business Acquisition

On March 4, 2014, the Company acquired Data Tactics Corporation, renamed L-3 Data Tactics, for a purchase price of $57 million, which was financed with cash on hand. The purchase price is subject to adjustment based on closing date net working capital. L-3 Data Tactics is a specialized provider of large-scale data analytics, cybersecurity and cloud computing solution services, primarily to the DoD. Based on the preliminary purchase price, the aggregate goodwill recognized for this business was $39 million, most of which is expected to be deductible for income tax purposes. The goodwill was assigned to the NSS reportable segment. The final purchase price allocation, which is expected to be completed in the fourth quarter of 2014, will be based on the final purchase price and final appraisals and other analysis of fair values of acquired assets and liabilities. The Company does not expect that differences between the preliminary and final purchase price allocations will have a material impact on its results of operations or financial position.

2013 Business Acquisition

On December 19, 2013, the Company acquired Mustang Technology Group, L.P. (Mustang) business for a purchase price of $54 million, which was financed with cash on hand. The purchase price and purchase price allocation for Mustang was finalized as of June 27, 2014, with no significant changes from preliminary amounts. Mustang develops and manufactures radar-based sensors and systems used in precision-guided weapons, electronic warfare, unmanned systems and other military applications. Based on the final purchase price allocation, the aggregate goodwill recognized for this business was $41 million, most of which is expected to be deductible for income tax purposes. The goodwill was assigned to the Electronic Systems reportable segment.

Unaudited Pro Forma Statements of Operations Data

The following unaudited pro forma Statements of Operations data present the combined results of the Company and its business acquisitions completed during the year-to-date period ended September 26, 2014 and the year ended December 31, 2013, in each case assuming that the business acquisitions completed during these periods had occurred on January 1, 2013.

	Third Quarter Ended				Year-to-Date Ended
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
	(in millions, except per share data)
Pro forma net sales	$	2,940	$	3,025	$	8,923	$	9,450
Pro forma net income attributable to L-3	$	154	$	200	$	460	$	567
Pro forma diluted earnings per share	$	1.78	$	2.19	$	5.20	$	6.21

The unaudited pro forma results disclosed in the table above are based on various assumptions and are not necessarily indicative of the results of operations that would have occurred had the Company completed these acquisitions on January 1, 2013.

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Inventories

9 Months Ended

Sep. 26, 2014

Inventory Disclosure [Abstract]

Inventories

7.  Inventories

Inventories at Lower of Cost or Market. The table below presents the components of inventories at the lower of cost (first-in, first-out or average cost) or realizable value.

	September 26, 2014		December 31, 2013
	(in millions)
Raw materials, components and sub-assemblies	$	156	$	160
Work in process		137		125
Finished goods		78		74
Total	$	371	$	359

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Contracts in Process - Selling, General and Administrative Expenses and Research and Development Expenses (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Inventory Disclosure [Abstract]
Selling, general and administrative expenses	$ 70	$ 70	$ 213	$ 214
Research and development expenses	14	17	48	62
Total	$ 84	$ 87	$ 261	$ 276

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Fair Value Measurements - Company's Assets and Liabilities at Fair Value on Recurring Basis (Detail) (USD $) In Millions, unless otherwise specified	Sep. 26, 2014	Dec. 31, 2013
Level 1 [Member]
Assets
Cash equivalents	$ 359	$ 299
Derivatives (foreign currency forward contracts)
Total assets	359	299
Liabilities
Derivatives (foreign currency forward contracts)
Level 2 [Member]
Assets
Cash equivalents
Derivatives (foreign currency forward contracts)	5	6
Total assets	5	6
Liabilities
Derivatives (foreign currency forward contracts)	4	5
Level 3 [Member]
Assets
Cash equivalents
Derivatives (foreign currency forward contracts)
Total assets
Liabilities
Derivatives (foreign currency forward contracts)

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Goodwill and Identifiable Intangible Assets - Changes in Goodwill by Segment (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 26, 2014
Goodwill [Line Items]
Balance, Beginning	$ 7,796
Business acquisition	36
Foreign currency translation adjustments	(48)
Balance, Ending	7,784
Electronic Systems [Member]
Goodwill [Line Items]
Balance, Beginning	4,085
Business acquisition	(3)
Foreign currency translation adjustments	(39)
Balance, Ending	4,043
Aerospace Systems [Member]
Goodwill [Line Items]
Balance, Beginning	1,751
Business acquisition
Foreign currency translation adjustments	(9)
Balance, Ending	1,742
Communication Systems [Member]
Goodwill [Line Items]
Balance, Beginning	992
Business acquisition
Foreign currency translation adjustments
Balance, Ending	992
NSS [Member]
Goodwill [Line Items]
Balance, Beginning	968
Business acquisition	39
Foreign currency translation adjustments
Balance, Ending	$ 1,007

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Condensed Combining Financial Information of L-3 Communications and Its Subsidiaries - Condensed Combining Statements of Operations (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Condensed Financial Statements, Captions [Line Items]
Total net sales	$ 2,940	$ 3,002	$ 8,916	$ 9,388
Total cost of sales	(2,683)	(2,696)	(8,134)	(8,482)
Operating (loss) income	257	306	782	906
Interest expense	(47)	(44)	(129)	(131)
Interest and other income, net	5	4	14	14
(Loss) income before income taxes	215	266	667	789
Benefit (Provision) for income taxes	(58)	(62)	(197)	(217)
Equity in net income of consolidated subsidiaries
Net income	157	204	470	572
Net income attributable to noncontrolling interests	(3)	(4)	(9)	(6)
Net income attributable to L-3	154	200	461	566
Comprehensive income attributable to L-3	90	250	411	587
L-3 Communications Holdings, Inc. [Member]
Condensed Financial Statements, Captions [Line Items]
Total net sales
Total cost of sales	(10)	(14)	(39)	(42)
Operating (loss) income	(10)	(14)	(39)	(42)
Interest expense		(5)	(2)	(15)
Interest and other income, net
(Loss) income before income taxes	(10)	(19)	(41)	(57)
Benefit (Provision) for income taxes	3	5	12	16
Equity in net income of consolidated subsidiaries	161	214	490	607
Net income	154	200	461	566
Net income attributable to noncontrolling interests
Net income attributable to L-3	154	200	461	566
Comprehensive income attributable to L-3	90	250	411	587
L-3 Communications Corporation [Member]
Condensed Financial Statements, Captions [Line Items]
Total net sales	860	912	2,606	2,847
Total cost of sales	(787)	(854)	(2,354)	(2,625)
Operating (loss) income	73	58	252	222
Interest expense	(46)	(43)	(127)	(130)
Interest and other income, net	4	3	12	9
(Loss) income before income taxes	31	18	137	101
Benefit (Provision) for income taxes	(8)	(3)	(41)	(28)
Equity in net income of consolidated subsidiaries	131	185	365	493
Net income	154	200	461	566
Net income attributable to noncontrolling interests
Net income attributable to L-3	154	200	461	566
Comprehensive income attributable to L-3	90	250	411	587
Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Total net sales	1,628	1,646	4,908	5,104
Total cost of sales	(1,500)	(1,458)	(4,533)	(4,598)
Operating (loss) income	128	188	375	506
Interest expense	(2)		(2)
Interest and other income, net		1		1
(Loss) income before income taxes	126	189	373	507
Benefit (Provision) for income taxes	(34)	(45)	(110)	(139)
Equity in net income of consolidated subsidiaries
Net income	92	144	263	368
Net income attributable to noncontrolling interests
Net income attributable to L-3	92	144	263	368
Comprehensive income attributable to L-3	89	145	264	369
Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Total net sales	525	543	1,623	1,705
Total cost of sales	(469)	(483)	(1,468)	(1,527)
Operating (loss) income	56	60	155	178
Interest expense	1	(1)		(1)
Interest and other income, net	1		2	4
(Loss) income before income taxes	58	59	157	181
Benefit (Provision) for income taxes	(16)	(14)	(46)	(50)
Equity in net income of consolidated subsidiaries
Net income	42	45	111	131
Net income attributable to noncontrolling interests
Net income attributable to L-3	42	45	111	131
Comprehensive income attributable to L-3	(22)	77	53	108
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Total net sales	(73)	(99)	(221)	(268)
Total cost of sales	83	113	260	310
Operating (loss) income	10	14	39	42
Interest expense		5	2	15
Interest and other income, net
(Loss) income before income taxes	10	19	41	57
Benefit (Provision) for income taxes	(3)	(5)	(12)	(16)
Equity in net income of consolidated subsidiaries	(292)	(399)	(855)	(1,100)
Net income	(285)	(385)	(826)	(1,059)
Net income attributable to noncontrolling interests	(3)	(4)	(9)	(6)
Net income attributable to L-3	(288)	(389)	(835)	(1,065)
Comprehensive income attributable to L-3	$ (157)	$ (472)	$ (728)	$ (1,064)

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Contracts in Process - General and Administrative, Independent Research and Development and Bids and Proposal Costs (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Inventory Disclosure [Abstract]
Amounts included in inventoried contract costs at beginning of the period:	$ 151	$ 115	$ 138	$ 110
IRAD and B&P costs	70	66	215	219
Other G&A costs	239	216	658	653
Total contract costs incurred	309	282	873	872
Amounts charged to cost of sales	(309)	(271)	(860)	(856)
Amounts included in inventoried contract costs at end of the period	$ 151	$ 126	$ 151	$ 126

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Pension and Other Postretirement Benefits - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 26, 2014
Pension Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Contribution to pension plans	$ 85
Expected contributions to plans	12
Postretirement Benefit Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Contribution to other postretirement benefit plans	5
Expected contributions to plans	$ 5

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Basis of Presentation (Policies)

9 Months Ended

Sep. 26, 2014

Accounting Changes and Error Corrections [Abstract]

Principles of Consolidation and Reporting

Principles of Consolidation and Reporting

The accompanying financial statements comprise the consolidated financial statements of L-3 Holdings and L-3 Communications. L-3 Holdings’ only asset is its investment in the common stock of L-3 Communications, its wholly-owned subsidiary, and its only obligations are: (1) its guarantee of borrowings under the Amended and Restated Revolving Credit Facility of L-3 Communications and (2) its guarantee of other contractual obligations of L-3 Communications and its subsidiaries. As of the date of this report, L-3 Holdings’ obligation for its 3% Convertible Contingent Debt Securities (CODES) due 2035, which were issued on July 29, 2005, have been fully retired. See Note 10 to these unaudited financial statements. L-3 Holdings’ obligations relating to the CODES were jointly, severally, fully and unconditionally guaranteed by L-3 Communications and certain of its wholly-owned domestic subsidiaries. Accordingly, such debt was reflected as debt of L-3 Communications in its consolidated financial statements at December 31, 2013 in accordance with the accounting standards for pushdown accounting. All issuances of and conversions into L-3 Holdings’ equity securities, including grants of stock options, restricted stock, restricted stock units and performance units by L-3 Holdings to employees and directors of L-3 Communications and its subsidiaries, have been reflected in the consolidated financial statements of L-3 Communications. As a result, the consolidated financial positions, results of operations and cash flows of L-3 Holdings and L-3 Communications are substantially the same. See Note 24 for additional information regarding the unaudited financial information of L-3 Communications and its subsidiaries.

The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the disclosures required by U.S. GAAP for a complete set of annual audited financial statements. The December 31, 2013 condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. In the opinion of management, all adjustments (consisting of normal and recurring adjustments) considered necessary for a fair presentation of the results for the interim periods presented have been included. The results of operations for the interim periods are not necessarily indicative of results for the full year.

It is the Company’s established practice to close its books for the quarters ending March, June and September on the Friday nearest to the end of the calendar quarter. The interim unaudited condensed consolidated financial statements included herein have been prepared and are labeled based on that convention. The Company closes its books for annual periods on December 31 regardless of what day it falls on.

Accounting Estimates

Accounting Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of sales and costs of sales during the reporting period. The most significant of these estimates and assumptions for L-3 relate to contract revenue, profit and loss recognition, fair values of assets acquired and liabilities assumed in business combinations, market values for inventories reported at lower of cost or market, pension and post-retirement benefit obligations, stock-based employee compensation expense, income taxes, including the valuation of deferred tax assets, litigation reserves and environmental obligations, accrued product warranty costs, and the recoverability, useful lives and valuation of recorded amounts of long-lived assets, identifiable intangible assets and goodwill. Changes in estimates are reflected in the periods during which they become known. Actual amounts will differ from these estimates and could differ materially.

Sales and profits on contracts that are covered by accounting standards for construction-type and production-type contracts and federal government contractors are recognized using percentage-of-completion (POC) methods of accounting. Approximately 47% of the Company’s net sales in 2013 were accounted for under contract accounting standards, of which approximately 38% were fixed-price type contracts and approximately 9% were cost-plus type contracts. For contracts accounted for under contract accounting standards, sales and profits are recognized based on: (1) a POC method of accounting (fixed-price contracts), (2) allowable costs incurred plus the estimated profit on those costs (cost-plus contracts), or (3) direct labor hours expended multiplied by the contractual fixed rate per hour plus incurred costs for material (time-and-material contracts). Sales and profits on fixed-price production contracts under which units are produced and delivered in a continuous or sequential process are recorded as units are delivered based on their contractual selling prices (the “units-of-delivery” method). Sales and profits on each fixed-price production contract under which units are not produced and delivered in a continuous or sequential process, or under which a relatively few number of units are produced, are recorded based on the ratio of actual cumulative costs incurred to total estimated costs at completion of the contract multiplied by the total estimated contract revenue, less cumulative sales recognized in prior periods (the “cost-to-cost” method). Under both POC methods of accounting, a single estimated total profit margin is used to recognize profit for each contract over its entire period of performance, which can exceed one year.

Accounting for the sales and profit on these fixed-price type contracts requires the preparation of estimates of: (1) the total contract revenue, (2) the total costs at completion, which is equal to the sum of the actual incurred costs to date on the contract and the estimated costs to complete the contract’s statement of work, and (3) the measurement of progress towards completion. The estimated profit or loss at completion on a contract is equal to the difference between the total estimated contract revenue and the total estimated cost at completion. The profit recorded on a contract in any period using either the units-of-delivery method or cost-to-cost method is equal to the current estimated total profit margin multiplied by the cumulative sales recognized, less the amount of cumulative profit previously recorded for the contract.

Sales and profits on cost-plus type contracts that are covered by contract accounting standards are recognized as allowable costs are incurred on the contract, at an amount equal to the allowable costs plus the estimated profit on those costs. The estimated profit on a cost-plus type contract is fixed or variable based on the contractual fee arrangement. Incentive and award fees are the primary variable fee contractual arrangement types for the Company. Incentive and award fees on cost-plus type contracts are included as an element of total estimated contract revenues and are recorded to sales when a basis exists for the reasonable prediction of performance in relation to established contractual targets and the Company is able to make reasonably dependable estimates for them.

Sales and profits on time-and-material type contracts are recognized on the basis of direct labor hours expended multiplied by the contractual fixed rate per hour, plus the actual costs of materials and other direct non-labor costs.

Revisions or adjustments to estimates for a contract’s revenue, estimated costs at completion and estimated profit or loss are often required as work progresses under a contract, as experience is gained, as facts and circumstances change and as new information is obtained, even though the scope of work required under the contract may not change. Revisions or adjustments may also be required if contract modifications occur. The impact of revisions in profit (loss) estimates for all types of contracts subject to POC accounting are recognized on a cumulative catch-up basis in the period in which the revisions are made. The revisions in contract estimates, if significant, can materially affect the Company’s results of operations and cash flows, as well as reduce the valuations of receivables and inventories, and in some cases result in liabilities to complete contracts in a loss position. Aggregate net changes in contract estimates increased consolidated operating income by $62 million, or 8%, for the year-to-date period ended September 26, 2014 and $92 million, or 10%, for the year-to-date period ended September 27, 2013.

For a more complete discussion of these estimates and assumptions, see the Form 10-K/A filed on October 10, 2014.

Adoption of New Accounting Standards

Effective January 1, 2014, the Company adopted Financial Accounting Standards Board (FASB) issued amendments to an accounting standard that require an unrecognized tax benefit or portion of an unrecognized tax benefit to be presented as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except when certain conditions exist. The adoption of this standard did not impact the Company’s financial position, results of operations or cash flows.

In June 2014, the FASB issued Accounting Standard Update (ASU) 2014-12, which provides new guidance on accounting for share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period. The update requires a reporting entity to treat a performance target that affects vesting and that could be achieved after the requisite service period as a performance condition under ASC 718 Compensation — Stock Compensation, and apply existing guidance as it relates to awards with performance conditions that affect vesting to account for such awards. The update is effective for the Company for the interim and annual periods beginning after December 15, 2015. The Company is currently evaluating the impact of the adoption of this standard, if any, on our consolidated financial statements.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which will replace numerous requirements in U.S. GAAP, including industry-specific requirements, and provide companies with a single revenue recognition model for recognizing revenue from contracts with customers. One of the core principles of the new standard is that a company should recognize revenue based on the satisfaction of performance obligations, which depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The new standard will be effective for the Company for interim and annual reporting periods beginning January 1, 2017. The two permitted transition methods under the new standard are the full retrospective method, in which case the standard would be applied to each prior reporting period presented, or the modified retrospective method, in which case the cumulative effect of applying the standard would be recognized at the date of initial application. The Company is currently evaluating the expected impact of the adoption of this standard on its consolidated financial statements and the transition alternatives available.

In April 2014, the FASB issued an accounting standards update that provides new guidance on the accounting and reporting of discontinued operations. Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. Those strategic shifts should have a major effect on the organization’s operations and financial results. Additionally, the new guidance requires additional disclosures about discontinued operations. The update is effective for the Company for interim and annual periods beginning January 1, 2015. The adoption of this standard is not expected to impact the Company’s financial position, results of operations or cash flows and will only affect the treatment of future discontinued operations.

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Employee Severance and Termination Costs (Tables)

9 Months Ended

Sep. 26, 2014

Restructuring and Related Activities [Abstract]

Employee Severance and Other Termination Costs Incurred by Reportable Segment

Employee severance and other termination costs incurred by reportable segment for the year-to-date periods ended September 26, 2014 and September 27, 2013 are presented in the table below.

	Year-to-Date Ended
	September 26, 2014		September 27, 2013
	(in millions)
Reportable Segment
Electronic Systems	$	14	$	11
Aerospace Systems		3		1
Communication Systems		5		6
NSS		1		1
Consolidated	$	23	$	19

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Amounts Reclassified Out of Accumulated Other Comprehensive (Loss) Income

9 Months Ended

Sep. 26, 2014

Text Block [Abstract]

Amounts Reclassified Out of Accumulated Other Comprehensive (Loss) Income

12.  Amounts Reclassified Out of Accumulated Other Comprehensive (Loss) Income

The amounts reclassified from Accumulated Other Comprehensive (Loss) Income (AOCI) for the year-to-date periods ended September 26, 2014 and September 27, 2013 are presented in the table below.

	Foreign currency translation			Unrealized gains (losses) on hedging instruments			Unrecognized (losses) and prior service cost, net			Total accumulated other comprehensive (loss) income
	(in millions)
Balance at December 31, 2012	$	167		$	3		$	(720	)	$	(550	)
Other comprehensive loss before reclassifications, net of tax		(18	)		(2	)		—			(20	)
Amounts reclassified from other comprehensive income, net of tax		—			1			40			41
Net current period other comprehensive (loss) income	$	(18	)	$	(1	)	$	40		$	21
Balance at September 27, 2013	$	149		$	2		$	(680	)	$	(529	)
Balance at December 31, 2013	$	142		$	1		$	(253	)	$	(110	)
Other comprehensive income before reclassifications, net of tax		(57	)		5			—			(52	)
Amounts reclassified from other comprehensive (loss) income, net of tax		—			(5	)		7			2
Net current period other comprehensive income		(57	)		—			7			(50	)
Balance at September 26, 2014	$	85		$	1		$	(246	)	$	(160	)

Further details regarding the amounts reclassified from AOCI for the quarterly and year-to-date periods ended September 26, 2014 and September 27, 2013 are presented in the table below.

	Amount Reclassified from AOCI												Affected Line Item in the Unaudited Condensed Consolidated Statements of Operations
	Third Quarter Ended						Year-to-Date Ended
Details About AOCI Components	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(in millions)
Gain (loss) on hedging instruments	$	1		$	—		$	(6	)	$	1		Cost of sales-products
		1			—			(6	)		1		Income before income taxes
		(1	)		—			1			—		Benefit (Provision) for income taxes
	$	—		$	—		$	(5	)	$	1		Net income
Amortization of defined benefit pension items:
Net loss	$	3		$	20		$	11		$	63		(a)
		3			20			11			63		Income before income taxes
		(1	)		(7	)		(4	)		(23	)	Provision for income taxes
	$	2		$	13		$	7		$	40		Net Income
Total reclassification for the period	$	2		$	13		$	2		$	41		Net Income

^(a)  Amounts related to pension and postretirement benefit plans were reclassified from AOCI and recorded as a component of net periodic benefit cost (see Note 19 for additional information).

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Derivative Financial Instruments

9 Months Ended

Sep. 26, 2014

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

17.  Derivative Financial Instruments

The Company’s derivative financial instruments include foreign currency forward contracts, which are entered into for risk management purposes, and an embedded derivative, at December 31, 2013, representing the contingent interest payment provision related to the CODES.

Foreign Currency Forward Contracts. The Company’s U.S. and foreign businesses enter into contracts with customers, subcontractors or vendors that are denominated in currencies other than their functional currencies. To protect the functional currency equivalent cash flows associated with certain of these contracts, the Company enters into foreign currency forward contracts. The Company’s activities involving foreign currency forward contracts are designed to hedge the changes in the functional currency equivalent cash flows due to movements in foreign exchange rates compared to the functional currency. The foreign currencies hedged are primarily the Canadian dollar, the U.S. dollar, the Euro, and the British pound. The Company manages exposure to counterparty non-performance credit risk by entering into foreign currency forward contracts with major financial institutions that are expected to fully perform under the terms of such contracts. Foreign currency forward contracts are recorded in the Company’s condensed consolidated balance sheets at fair value and are generally designated and accounted for as cash flow hedges in accordance with the accounting standards for derivative instruments and hedging activities. Gains and losses on designated foreign currency forward contracts that are highly effective in offsetting the corresponding change in the cash flows of the hedged transactions are recorded net of income taxes in AOCI and then recognized in income when the underlying hedged transaction affects income. Gains and losses on foreign currency forward contracts that do not meet hedge accounting criteria are recognized in income immediately. Notional amounts are used to measure the volume of foreign currency forward contracts and do not represent exposure to foreign currency losses. The table below presents the notional amounts of the Company’s outstanding foreign currency forward contracts by currency at September 26, 2014.

Currency	Notional Amounts
	(in millions)
Canadian dollar	$	161
U.S. dollar		101
Euro		66
British pound		9
Total	$	337

At September 26, 2014, the Company’s foreign currency forward contracts had maturities through 2018.

The table below presents the location of the Company’s derivative instruments recorded at fair value on the condensed consolidated balance sheets.

	September 26, 2014								December 31, 2013
	Other Current Assets		Other Assets		Other Current Liabilities		Other Liabilities		Other Current Assets		Other Assets		Other Current Liabilities		Other Liabilities
	(in millions)
Derivatives designated as hedging instruments:
Foreign currency forward contracts(1)	$	4	$	1	$	3	$	1	$	5	$	1	$	3	$	2
Derivatives not designated as hedging instruments:
Foreign currency forward contracts(1)		—		—		—		—		—		—		—		—
Embedded derivative related to the CODES(2)		—		—		—		—		—		—		—		—
Total derivative instruments	$	4	$	1	$	3	$	1	$	5	$	1	$	3	$	2

⁽¹⁾  See Note 15 for a description of the fair value hierarchy related to the Company’s foreign currency forward contracts.

⁽²⁾  See Note 10 for a description of the CODES Retirement.

The effect of gains or losses from foreign currency forward contracts was not material to the unaudited condensed consolidated statements of operations for the quarterly or year-to-date periods ended September 26, 2014 and September 27, 2013. At September 26, 2014, the estimated amount of existing losses that are expected to be reclassified into income within the next 12 months is less than $1 million.

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Supplemental Cash Flow Information - Supplemental Cash Flow Information (Detail) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013
Additional Cash Flow Elements and Supplemental Cash Flow Information [Abstract]
Interest paid on outstanding debt	$ 123	$ 133
Income tax payments	116	168
Income tax refunds	$ 8	$ 20

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Supplemental Cash Flow Information (Tables)

9 Months Ended

Sep. 26, 2014

Supplemental Cash Flow Elements [Abstract]

Supplemental Cash Flow Information

	Year-to-Date Ended
	September 26, 2014		September 27, 2013
	(in millions)
Interest paid on outstanding debt	$	123	$	133
Income tax payments		116		168
Income tax refunds		8		20

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Debt (Tables)

9 Months Ended

Sep. 26, 2014

Debt Disclosure [Abstract]

Components of Debt and Reconciliation to Carrying Amount of Long-Term Debt

The components of debt and a reconciliation to the carrying amount of long-term debt is presented in the table below.

	September 26, 2014			December 31, 2013
	(in millions)
L-3 Communications:
Borrowings under Amended and Restated Revolving Credit Facility(1)	$	—		$	—
3.95% Senior Notes due 2016		500			500
1.50% Senior Notes due 2017		350			—
5.20% Senior Notes due 2019		1,000			1,000
4.75% Senior Notes due 2020		800			800
4.95% Senior Notes due 2021		650			650
3.95% Senior Notes due 2024		650			—
Subtotal		3,950			2,950
L-3 Holdings:
3% Convertible Contingent Debt Securities due 2035 (CODES)		—			689
Principal amount of long-term debt		3,950			3,639
Unamortized discounts		(12	)		(9	)
Carrying amount of long-term debt	$	3,938		$	3,630

⁽¹⁾  During the year-to-date period ended September 26, 2014, L-3 Communications’ aggregate borrowings and repayments under the Amended and Restated Revolving Credit Facility were $1,367 million. At September 26, 2014, L-3 Communications had the availability of all of its $1 billion Amended and Restated Revolving Credit Facility, which expires on February 3, 2017.

Information Regarding Outstanding Series of Senior Subordinated Note

The terms of each series of Senior Notes are presented in the table below.

Note	Date of Issuance		Amount Issued		Bond Discount(1)		Net Cash Proceeds(2)		Effective Interest Rate			Redemption at Treasury Rate(3)(4)
			(in millions)
1.50% Senior Notes due May 28, 2017 (2017 Notes)		May 28, 2014	$	350	$	1	$	347		1.55	%		10 bps
3.95% Senior Notes due May 28, 2024 (2024 Notes)		May 28, 2014	$	650	$	3	$	641		4.02	%		20 bps

⁽¹⁾  Bond discounts are recorded as a reduction to the principal amount of the notes and are amortized as interest expense over the term of the notes.

⁽²⁾  The net cash proceeds of $988 million (after deduction of the bond discount, underwriting expenses and commissions and other related expenses) were used primarily to fund the CODES Retirement as discussed below. The remaining net proceeds are available for general corporate purposes.

⁽³⁾  The 2017 Senior Notes may be redeemed at any time prior to their maturity and the 2024 Notes may be redeemed at any time prior to February 28, 2024 (three months prior to their maturity) at the option of L-3 Communications, in whole or in part, at a redemption price equal to the greater of (1) 100% of the principal amount, or (2) the present value of the remaining principal and interest payments discounted to the date of redemption, on a semi-annual basis, at the Treasury Rate (as defined in the Indentures governing the Senior Notes), plus the spread indicated in the table above. In addition, if the 2024 Senior Notes are redeemed at any time on or after February 28, 2024, the redemption price would be equal to 100% of the principal amount.

⁽⁴⁾  Upon the occurrence of a change in control (as defined in the Indentures governing the Senior Notes), each holder of the notes will have the right to require L-3 Communications to repurchase all or any part of such holder’s notes at a price in cash equal to 101% of the aggregate principal amount plus accrued and unpaid interest, if any, but not including, the date of purchase.

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Condensed Consolidated Statements of Comprehensive Income (USD $) In Millions, unless otherwise specified	3 Months Ended				9 Months Ended
	Sep. 26, 2014		Sep. 27, 2013		Sep. 26, 2014		Sep. 27, 2013
Statement of Comprehensive Income [Abstract]
Net income	$ 157		$ 204		$ 470		$ 572
Other comprehensive (loss) income:
Foreign currency translation adjustments	(63)		34		(57)		(18)
Unrealized (losses) gains on hedging instruments	(3)	[1]	3	[1]			(1)	[1]
Pension and postretirement benefit plans:
Amortization of net loss and prior service cost previously recognized	2	[2]	13	[2]	7	[2]	40	[2]
Total other comprehensive (loss) income	(64)		50		(50)		21
Comprehensive income	93		254		420		593
Comprehensive income attributable to noncontrolling interests	(3)		(4)		(9)		(6)
Comprehensive income attributable to L-3	$ 90		$ 250		$ 411		$ 587

[1] Amounts are net of income tax benefits of $3 million and income taxes of $2 million for the quarterly periods ended September 26, 2014 and September 27, 2013, respectively, and an income tax benefit of $2 million for the year-to-date period ended September 27, 2013.

[2] Amounts are net of income taxes of $1 million and $7 million for the quarterly periods ended September 26, 2014 and September 27, 2013, respectively, and income taxes of $4 million and $23 million for the year-to-date periods ended September 26, 2014 and September 27, 2013, respectively.

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Derivative Financial Instruments - Additional Information (Detail) (USD $)	Sep. 26, 2014 Maximum [Member]	Dec. 31, 2013 CODES Due 2035 [Member]
Derivative [Line Items]
Fair value of embedded derivative related to the issuance of the CODES		$ 0
Estimated amount of existing losses expected to be reclassified into income within the next 12 months	$ (1,000,000)

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Description of Business

9 Months Ended

Sep. 26, 2014

Accounting Policies [Abstract]

Description of Business

1.  Description of Business

L-3 Communications Holdings, Inc. derives all of its operating income and cash flows from its wholly-owned subsidiary, L-3 Communications Corporation (L-3 Communications). L-3 Communications Holdings, Inc. (L-3 Holdings and, together with its subsidiaries, referred to herein as L-3 or the Company) is a prime contractor in aerospace systems and national security solutions. L-3 is also a leading provider of a broad range of communication and electronic systems and products used on military and commercial platforms. The Company’s customers include the United States (U.S.) Department of Defense (DoD) and its prime contractors, U.S. government intelligence agencies, the U.S. Department of Homeland Security (DHS), U.S. Department of State (DoS), allied international governments, and domestic and international commercial customers.

In the first quarter of 2014, the Company completed a realignment of its segments to better align its organizational structure with customer priorities and increase operational efficiencies. As a result of the realignment, L-3’s structure consists of four segments: (1) Electronic Systems, (2) Aerospace Systems, (3) Communication Systems and (4) National Security Solutions (NSS). Electronic Systems provides a broad range of components, products, subsystems, systems and related services for military and commercial customers in several niche markets across several business areas. These business areas include precision engagement & training, sensor systems, power & propulsion systems, marine systems international, aviation products, warrior systems and security & detection systems. Aerospace Systems delivers integrated solutions for the global Intelligence, Surveillance and Reconnaissance (ISR) market and provides modernization, upgrade, sustainment, and maintenance and logistics support for a wide variety of aircraft and ground systems. Communication Systems delivers products and services for the global communications market, specializing in strategic and tactical airborne, space, ground and sea-based communication systems. NSS provides cybersecurity solutions, high-performance computing, enterprise information technology (IT) services, analytics and intelligence analysis to the DoD, U.S. Government intelligence agencies, federal civilian agencies and allied international governments.

Financial information with respect to the Company’s segments is included in Note 22 to the unaudited condensed consolidated financial statements and Note 23 to the audited consolidated financial statements included in its Form 10-K/A. Financial information for the quarterly and year-to-date periods ended September 27, 2013 in these unaudited condensed consolidated financial statements has been revised for the segment realignment discussed above and the revision to previously issued financial statements discussed in Note 3 to the unaudited condensed consolidated financial statements.

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Revisions to Previously Issued Financial Statements - Schedule of Condensed Consolidated Statement of Operations (Detail) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended		3 Months Ended					9 Months Ended		3 Months Ended	9 Months Ended	3 Months Ended	9 Months Ended	3 Months Ended	9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013	Dec. 31, 2013 Out of Period Amounts [Member]	Sep. 27, 2013 Out of Period Amounts [Member]	Jun. 28, 2013 Out of Period Amounts [Member]	Mar. 29, 2013 Out of Period Amounts [Member]	Sep. 27, 2013 As Previously Reported [Member]	Sep. 27, 2013 As Previously Reported [Member]	Sep. 27, 2013 Restatement Adjustments [Member]	Sep. 27, 2013 Restatement Adjustments [Member] Aerospace Systems Segment Internal Review [Member ]	Sep. 27, 2013 Restatement Adjustments [Member] Aerospace Systems Segment Internal Review [Member ]	Sep. 27, 2013 Restatement Adjustments [Member] Sales-Type Lease Transaction [Member]	Sep. 27, 2013 Restatement Adjustments [Member] Sales-Type Lease Transaction [Member]	Sep. 27, 2013 Restatement Adjustments [Member] Out of Period Amounts [Member]	Sep. 27, 2013 Restatement Adjustments [Member] Out of Period Amounts [Member]
Net sales:
Products	$ 1,644	$ 1,697	$ 4,991	$ 5,321					$ 1,696	$ 5,319		$ 2	$ (9)	$ (1)	$ (4)		$ 15
Services	1,296	1,305	3,925	4,067					1,300	4,054		2	(2)			3	15
Total net sales	2,940	3,002	8,916	9,388	9	3	7	20	2,996	9,373		4	(11)	(1)	(4)	3	30
Cost of sales:
Products	(1,480)	(1,487)	(4,498)	(4,732)					(1,486)	(4,729)		(2)	(3)	1	5		(5)
Services	(1,203)	(1,209)	(3,636)	(3,750)					(1,196)	(3,710)		(9)	(22)			(4)	(18)
Total cost of sales	(2,683)	(2,696)	(8,134)	(8,482)					(2,682)	(8,439)		(11)	(25)	1	5	(4)	(23)
Operating income	257	306	782	906	6	(1)	(1)	10	314	934		(7)	(36)		1	(1)	7
Interest expense	(47)	(44)	(129)	(131)					(44)	(131)
Interest and other income, net	5	4	14	14					3	11				1	3
Income before income taxes	215	266	667	789					273	814		(7)	(36)	1	4	(1)	7
Provision for income taxes	(58)	(62)	(197)	(217)					(65)	(226)		3	13		(1)		(3)
Net income	157	204	470	572					208	588	(16)	(4)	(23)	1	3	(1)	4
Net income attributable to noncontrolling interests	(3)	(4)	(9)	(6)					(4)	(6)
Net income attributable to L-3	$ 154	$ 200	$ 461	$ 566					$ 204	$ 582		$ (4)	$ (23)	$ 1	$ 3	$ (1)	$ 4
Earnings per share attributable to L-3 Holdings' common shareholders:
Basic	$ 1.81	$ 2.23	$ 5.38	$ 6.30					$ 2.28	$ 6.47		$ (0.05)	$ (0.25)	$ 0.01	$ 0.04	$ (0.01)	$ 0.04
Diluted	$ 1.78	$ 2.19	$ 5.21	$ 6.20					$ 2.23	$ 6.37		$ (0.04)	$ (0.25)	$ 0.01	$ 0.04	$ (0.01)	$ 0.04
Cash dividends paid per common share	$ 0.60	$ 0.55	$ 1.80	$ 1.65					$ 0.55	$ 1.65
L-3 Holdings' weighted average common shares outstanding:
Basic	85.1	89.6	85.7	89.9					89.6	89.9
Diluted	86.6	91.3	88.4	91.3					91.3	91.3

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L-3 Holdings' Earnings Per Common Share - Reconciliation of Basic and Diluted Earnings Per Share (Detail) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Reconciliation of net income:
Net income	$ 157	$ 204	$ 470	$ 572
Net income attributable to noncontrolling interests	(3)	(4)	(9)	(6)
Net income attributable to L-3 Holdings' common shareholders	$ 154	$ 200	$ 461	$ 566
Basic:
Weighted average common shares outstanding	85.1	89.6	85.7	89.9
Basic earnings per share:
Net income	$ 1.81	$ 2.23	$ 5.38	$ 6.30
Common and potential common shares:
Weighted average common shares outstanding	85.1	89.6	85.7	89.9
Assumed purchase of common shares for treasury	(2.9)	(5.2)	(3.2)	(4.7)
Assumed conversion of the CODES		0.1	1.1	0.1
Common and potential common shares	86.6	91.3	88.4	91.3
Diluted earnings per share:
Net income	$ 1.78	$ 2.19	$ 5.21	$ 6.20
Stock Options [Member]
Common and potential common shares:
Common and potential common shares	2.8	4.7	3.0	3.9
Unvested Restricted Stock Awards [Member]
Common and potential common shares:
Common and potential common shares	1.5	1.8	1.6	1.8
Employee Stock Purchase Plan Contributions [Member]
Common and potential common shares:
Common and potential common shares		0.2	0.1	0.2
Performance Unit Awards [Member]
Common and potential common shares:
Common and potential common shares	0.1	0.1	0.1	0.1

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Goodwill and Identifiable Intangible Assets - Amortization Expense (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization Expense	$ 11	$ 10	$ 32	$ 29

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Commitments and Contingencies

9 Months Ended

Sep. 26, 2014

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

18.  Commitments and Contingencies

Guarantees

In connection with the spin-off of Engility Holdings, Inc. (Engility), L-3 entered into a Distribution Agreement and several other agreements that govern certain aspects of L-3’s relationship with Engility, including employee matters, tax matters, transition services, and the future supplier/customer relationship between L-3 and Engility. These agreements generally provide cross-indemnities that, except as otherwise provided, are principally designed to place the financial responsibility for the obligations and liabilities of each entity with that respective entity. Engility has joint and several liability with L-3 to the U.S. Internal Revenue Service (IRS) for the consolidated U.S. Federal income taxes of L-3’s consolidated group for taxable periods in which Engility was a part of that group. However, the Tax Matters Agreement specifies the portion of this tax liability for which L-3 and Engility will each bear responsibility, and L-3 and Engility have agreed to indemnify each other against any amounts for which the other is not responsible. The Tax Matters Agreement also allocates responsibility between L-3 and Engility for other taxes, including special rules for allocating tax liabilities in the event that the spin-off is determined not to be tax-free. Though valid as between the parties, the Tax Matters Agreement is not binding on the IRS.

Procurement Regulations

A substantial majority of the Company’s revenues are generated from providing products and services under legally binding agreements or contracts with U.S. Government and international government customers. U.S. Government contracts are subject to extensive legal and regulatory requirements, and, from time to time, agencies of the U.S. Government investigate whether such contracts were and are being conducted in accordance with these requirements. The Company is currently cooperating with the U.S. Government on several investigations from which civil, criminal or administrative proceedings have or could result and give rise to fines, penalties, compensatory and treble damages, restitution and/or forfeitures. The Company does not currently anticipate that any of these investigations will have a material adverse effect, individually or in the aggregate, on its consolidated financial position, results of operations or cash flows. However, under U.S. Government regulations, an indictment of the Company by a federal grand jury, or an administrative finding against the Company as to its present responsibility to be a U.S. Government contractor or subcontractor, could result in the Company being suspended for a period of time from eligibility for awards of new government contracts or task orders or in a loss of export privileges. A conviction, or an administrative finding against the Company that satisfies the requisite level of seriousness, could result in debarment from contracting with the federal government for a specified term. In addition, all of the Company’s U.S. Government contracts: (1) are subject to audit and various pricing and cost controls, (2) include standard provisions for termination for the convenience of the U.S. Government or for default, and (3) are subject to cancellation if funds for contracts become unavailable. International government contracts generally include comparable provisions relating to terminations for convenience or default, as well as other procurement clauses relevant to the international government.

Litigation Matters

The Company is also subject to litigation, proceedings, claims or assessments and various contingent liabilities incidental to its businesses, including those specified below. Furthermore, in connection with certain business acquisitions, the Company has assumed some or all claims against, and liabilities of, such acquired businesses, including both asserted and unasserted claims and liabilities.

In accordance with the accounting standard for contingencies, the Company records a liability when management believes that it is both probable that a liability has been incurred and the Company can reasonably estimate the amount of the loss. Generally, the loss is recorded at the amount the Company expects to resolve the liability. The estimated amounts of liabilities recorded for pending and threatened litigation are disclosed in Note 9. Amounts recoverable from insurance contracts or third parties are recorded as assets when deemed probable. At September 26, 2014, the Company did not record any amounts for recoveries from insurance contracts or third parties in connection with the amount of liabilities recorded for pending and threatened litigation. Legal defense costs are expensed as incurred. The Company believes it has recorded adequate provisions for its litigation matters. The Company reviews these provisions quarterly and adjusts these provisions to reflect the impact of negotiations, settlements, rulings, advice of legal counsel and other information and events pertaining to a particular matter. While it is reasonably possible that an unfavorable outcome may occur in one or more of the following matters, unless otherwise stated below, the Company believes that it is not probable that a loss has been incurred in any of these matters. With respect to the litigation matters below for which it is reasonably possible that an unfavorable outcome may occur, an estimate of loss or range of loss is disclosed when such amount or amounts can be reasonably estimated. Although the Company believes that it has valid defenses with respect to legal matters and investigations pending against it, the results of litigation can be difficult to predict, particularly those involving jury trials. Accordingly, our current judgment as to the likelihood of our loss (or our current estimate as to the potential range of loss, if applicable) with respect to any particular litigation matter may turn out to be wrong. Therefore, it is possible that the financial position, results of operations or cash flows of the Company could be materially adversely affected in any particular period by the unfavorable resolution of one or more of these or other contingencies.

Class Action. In August 2014, Zubair Patel, Alan Nguyen and Carmen Valentino filed separate, putative class action complaints in the United States District Court for the Southern District of New York against the Company and certain of its officers. Each complaint alleges violations of federal securities laws related to misconduct and accounting errors identified by the Company at its Aerospace Systems segment, and seeks monetary damages, pre- and post-judgment interest, and fees and expenses. On October 20, 2014, these cases were consolidated into a single, putative class action in the United States District Court for the Southern District of New York. The Company believes the action lacks merit and intends to defend against it vigorously. The Company is unable to reasonably estimate any amount or range of loss, if any, that may be incurred in connection with this matter because the proceedings are in their early stages. For a discussion of the Company’s internal review relating to the accounting matters at issue, see Note 3.

Government Inquiries. On July 30, 2014, the Company voluntarily contacted the SEC to report information concerning its internal review related to misconduct and accounting errors identified by the Company at its Aerospace Systems segment. The Company is in contact with the SEC and the U.S. Department of Justice, has received subpoenas for documents and other materials from both agencies concerning these self-reported matters, and is fully cooperating. The Company is unable to reasonably estimate any amount or range of loss, if any, that may be incurred in connection with these inquiries because they are in their early stages.

Bashkirian Airways. On July 1, 2004, lawsuits were filed on behalf of the estates of 31 Russian children in the state courts of Washington, Arizona, California, Florida, New York and New Jersey against Honeywell, Honeywell TCAS, Thales USA, Thales France, the Company and Aviation Communications & Surveillance Systems (ACSS), which is a joint venture of L-3 and Thales. The suits relate to the crash over southern Germany of a Bashkirian Airways Tupelov TU 154M aircraft and a DHL Boeing 757 cargo aircraft. On-board the Tupelov aircraft were 9 crew members and 60 passengers, including 45 children. The Boeing aircraft carried a crew of two. Both aircraft were equipped with Honeywell/ACSS Model 2000, Change 7 Traffic Collision and Avoidance Systems (TCAS). Sensing the other aircraft, the on-board DHL TCAS instructed the DHL pilot to descend, and the Tupelov on-board TCAS instructed the Tupelov pilot to climb. However, the Swiss air traffic controller ordered the Tupelov pilot to descend. The Tupelov pilot disregarded the on-board TCAS and put the Tupelov aircraft into a descent striking the DHL aircraft in midair at approximately 35,000 feet. All crew and passengers of both planes were lost. Investigations by the National Transportation Safety Board after the crash revealed that both TCAS units were performing as designed. The suits allege negligence and strict product liability based upon the design of the units and the training provided to resolve conflicting commands and seek approximately $315 million in damages, including $150 million in punitive damages. The Company’s insurers have accepted defense of this matter and have retained counsel. The matters were consolidated in the U.S. District Court for the District of New Jersey, which then dismissed the actions on the basis of forum non conveniens. Plaintiffs representing 30 of the estates re-filed their complaint against ACSS on April 23, 2007 with the Barcelona Court’s Registry in Spain. On March 9, 2010, the court ruled in favor of the plaintiffs and entered judgment against ACSS in the amount of approximately $6.7 million, all of which represented compensatory damages. Both ACSS and the plaintiffs appealed the judgment. In May 2012, the appellate court ruled in favor of the plaintiffs and entered judgment against ACSS in the amount of $48 million. ACSS filed an appeal of the judgment with the Supreme Court of Spain on September 28, 2012. On July 1, 2013, the Supreme Court agreed to consider the appeal, and the parties are awaiting the Supreme Court’s decision. The Company believes that the ruling and the damages awarded are inconsistent with the law and evidence presented and, accordingly, that it is not probable that the Company has incurred a loss with respect to this matter. As of the date of this filing, 18 out of the 30 plaintiffs have released their claims against ACSS in consideration for payments made by the Company’s insurance carriers.

HVC Alkmaar. On July 23, 2014, a notice of claim was received by our JovyAtlas business unit. The notice relates to losses resulting from a fire that occurred at an HVC Alkmaar bio-energy plant on July 21, 2013. The notice states that the fire resulted from the failure of an uninterruptible power supply (UPS) to provide sufficient power to act as a back-up energy supply, alleges that JovyAtlas was the manufacturer and service provider for the UPS and claims €11 million in estimated property damages and €35 million in estimated business interruption damages. The Company has tendered the notice of claim to its insurance carriers, who have commenced their own investigation.

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Debt - Components of Debt and Reconciliation to Carrying Amount of Long-Term Debt (Detail) (USD $) In Millions, unless otherwise specified	Sep. 26, 2014	Dec. 31, 2013
Debt Instrument [Line Items]
3% Convertible Contingent Debt Securities due 2035 (CODES)		$ 689
L-3 Communications Corporation [Member]
Debt Instrument [Line Items]
Borrowings under Amended and Restated Revolving Credit Facility
3.95% Senior Notes due 2016	500	500
1.50% Senior Notes due 2017	350
5.20% Senior Notes due 2019	1,000	1,000
4.75% Senior Notes due 2020	800	800
4.95% Senior Notes due 2021	650	650
3.95% Senior Notes due 2024	650
Subtotal	3,950	2,950
L-3 Communications Holdings, Inc. [Member]
Debt Instrument [Line Items]
3% Convertible Contingent Debt Securities due 2035 (CODES)		689
Principal amount of long-term debt	3,950	3,639
Unamortized discounts	(12)	(9)
Carrying amount of long-term debt	$ 3,938	$ 3,630

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Inventories (Tables)

9 Months Ended

Sep. 26, 2014

Inventory Disclosure [Abstract]

Inventories at Lower of Cost or Market

Inventories at Lower of Cost or Market. The table below presents the components of inventories at the lower of cost (first-in, first-out or average cost) or realizable value.

	September 26, 2014		December 31, 2013
	(in millions)
Raw materials, components and sub-assemblies	$	156	$	160
Work in process		137		125
Finished goods		78		74
Total	$	371	$	359

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Income Taxes

9 Months Ended

Sep. 26, 2014

Income Tax Disclosure [Abstract]

Income Taxes

11.  Income Taxes

The Company and its subsidiaries file income tax returns in the U.S. Federal jurisdiction and various state and foreign jurisdictions. As of September 26, 2014, the statutes of limitations for the Company’s U.S. Federal income tax returns for the years ended December 31, 2010 through 2013 were open. The U.S. Internal Revenue Service (IRS) commenced audits of the Company’s U.S. Federal income tax returns for 2011 and 2010. The Company cannot predict the outcome of the audits at this time.

The effective tax rate for the year-to-date period ended September 26, 2014 increased to 29.5% from 27.5% for the year-to-date period ended September 27, 2013. The increase was primarily due to a tax benefit in the year-to-date period ended September 27, 2013 of $28 million related to the retroactive reinstatement in January 2013 of the U.S. Federal research and experimentation tax credit for 2012 and 2013, which did not recur in 2014 and the reversal of previously accrued amounts of $10 million in the quarterly period ended September 27, 2013 for the expiration of the statutes of limitations for several tax returns.

As of September 26, 2014, the Company anticipates that unrecognized tax benefits will decrease by approximately $20 million over the next 12 months due to the potential resolution of unrecognized tax benefits involving several jurisdictions and tax periods. The actual amount of the decrease over the next 12 months could vary significantly depending on the ultimate timing and nature of any settlement.

Non-current income taxes payable include accrued potential interest of $14 million ($8 million after income taxes) at September 26, 2014 and $11 million ($7 million after income taxes) at December 31, 2013, and potential penalties of $8 million at both September 26, 2014 and December 31, 2013.

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Condensed Combining Financial Information of L-3 Communications and Its Subsidiaries - Condensed Combining Balance Sheets (Detail) (USD $) In Millions, unless otherwise specified	Sep. 26, 2014	Dec. 31, 2013	Sep. 27, 2013	Dec. 31, 2012
Current assets:
Cash and cash equivalents	$ 508	$ 500	$ 377	$ 349
Billed receivables, net	871	991
Contracts in process	2,546	2,431
Other current assets	731	672
Total current assets	4,656	4,594
Goodwill	7,784	7,796
Other assets	1,601	1,598
Investment in and amounts due from consolidated subsidiaries
Total assets	14,041	13,988
Current liabilities	2,392	2,534
Amounts due to consolidated subsidiaries
Other long-term liabilities	1,732	1,768
Long-term debt	3,938	3,630
Total liabilities	8,062	7,932
L-3 shareholders' equity	5,903	5,981
Noncontrolling interests	76	75
Total equity	5,979	6,056	5,798	5,527
Total liabilities and equity	14,041	13,988
L-3 Communications Holdings, Inc. [Member]
Current assets:
Cash and cash equivalents
Billed receivables, net
Contracts in process
Other current assets
Total current assets
Goodwill
Other assets
Investment in and amounts due from consolidated subsidiaries	5,903	6,670
Total assets	5,903	6,670
Current liabilities
Amounts due to consolidated subsidiaries
Other long-term liabilities
Long-term debt		689
Total liabilities		689
L-3 shareholders' equity	5,903	5,981
Noncontrolling interests
Total equity	5,903	5,981
Total liabilities and equity	5,903	6,670
L-3 Communications Corporation [Member]
Current assets:
Cash and cash equivalents	330	258	154	246
Billed receivables, net	296	364
Contracts in process	994	925
Other current assets	410	344
Total current assets	2,030	1,891
Goodwill	2,324	2,324
Other assets	800	838
Investment in and amounts due from consolidated subsidiaries	6,993	6,923
Total assets	12,147	11,976
Current liabilities	872	914
Amounts due to consolidated subsidiaries
Other long-term liabilities	1,434	1,451
Long-term debt	3,938	3,630
Total liabilities	6,244	5,995
L-3 shareholders' equity	5,903	5,981
Noncontrolling interests
Total equity	5,903	5,981
Total liabilities and equity	12,147	11,976
Guarantor Subsidiaries [Member]
Current assets:
Cash and cash equivalents	1		1
Billed receivables, net	348	401
Contracts in process	1,165	1,152
Other current assets	145	159
Total current assets	1,659	1,712
Goodwill	4,320	4,320
Other assets	568	532
Investment in and amounts due from consolidated subsidiaries	4,049	3,750
Total assets	10,596	10,314
Current liabilities	999	1,011
Amounts due to consolidated subsidiaries
Other long-term liabilities	187	193
Long-term debt
Total liabilities	1,186	1,204
L-3 shareholders' equity	9,410	9,110
Noncontrolling interests
Total equity	9,410	9,110
Total liabilities and equity	10,596	10,314
Non-Guarantor Subsidiaries [Member]
Current assets:
Cash and cash equivalents	239	261	244	242
Billed receivables, net	227	226
Contracts in process	387	354
Other current assets	176	169
Total current assets	1,029	1,010
Goodwill	1,140	1,152
Other assets	233	228
Investment in and amounts due from consolidated subsidiaries
Total assets	2,402	2,390
Current liabilities	583	628
Amounts due to consolidated subsidiaries	366	259
Other long-term liabilities	111	124
Long-term debt
Total liabilities	1,060	1,011
L-3 shareholders' equity	1,342	1,379
Noncontrolling interests
Total equity	1,342	1,379
Total liabilities and equity	2,402	2,390
Eliminations [Member]
Current assets:
Cash and cash equivalents	(62)	(19)	(22)	(139)
Billed receivables, net
Contracts in process
Other current assets
Total current assets	(62)	(19)
Goodwill
Other assets
Investment in and amounts due from consolidated subsidiaries	(16,945)	(17,343)
Total assets	(17,007)	(17,362)
Current liabilities	(62)	(19)
Amounts due to consolidated subsidiaries	(366)	(259)
Other long-term liabilities
Long-term debt		(689)
Total liabilities	(428)	(967)
L-3 shareholders' equity	(16,655)	(16,470)
Noncontrolling interests	76	75
Total equity	(16,579)	(16,395)
Total liabilities and equity	$ (17,007)	$ (17,362)