-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UbJkVphrsIEkJfP2KoubzBeP1+xmnmOAvKB2mmm4KpA68ucna2yXHRCVEFPd4B+6 4V/SncL9TVyEiAJL+L413w== 0001181431-03-015937.txt : 20030729 0001181431-03-015937.hdr.sgml : 20030729 20030729163100 ACCESSION NUMBER: 0001181431-03-015937 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030728 FILED AS OF DATE: 20030729 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MERCURY COMPUTER SYSTEMS INC CENTRAL INDEX KEY: 0001049521 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 042741391 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 199 RIVERNECK RD CITY: CHELMSFORD STATE: MA ZIP: 01824 BUSINESS PHONE: 9782561300 MAIL ADDRESS: STREET 1: 199 RIVERNECK ROAD CITY: CHELMSFORD STATE: MA ZIP: 01824 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MANCUSO VINCENT CENTRAL INDEX KEY: 0001053919 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-23599 FILM NUMBER: 03808983 BUSINESS ADDRESS: STREET 1: 12725 MAIDEN BOWER DRIVE CITY: POTOMAC STATE: MD ZIP: 20854 MAIL ADDRESS: STREET 1: 12725 MAIDEN BOWER DRIVE CITY: POTOMAC STATE: MD ZIP: 20854 4 1 rrd13950.xml OPTION GRANT X0201 42003-07-280 0001049521 MERCURY COMPUTER SYSTEMS INC MRCY 0001053919 MANCUSO VINCENT 9213 VENDOME DRIVE BETHESDA 20817 0100VP & GM Corporate MarketingStock Option (Right to buy)19.032003-07-284A040000A2004-07-282013-07-28Common40004000DOption vests as to 1,000 shares on each of July 28, 2004, 2005, 2006 & 2007.Field N/A to this transaction but was completed to allow for electronic filing only.Joseph M. Hartnett, Chief Accounting Officer2003-07-29 EX-24. 3 rrd5821_6428.htm POWER OF ATTORNEY rrd5821_6428.html LIMITED POWER OF ATTORNEY
FOR
MERCURY COMPUTER SYSTEMS, INC.
SECTION 16(a) FILINGS


Know all by these presents, that the undersigned hereby constitutes and appoints each of Joe Hartnett and Jack Alexander, the undersigned's true and lawful attorney-in-fact to:

(1)        execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director and/or stockholder of Mercury Computer Systems, Inc. (the "Company"), Forms 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

(2)        do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 4 or 5 and timely file such form with the United States Securities and Exchange Commission (the "SEC") and any stock exchange or similar authority; and

(3)        take any o ther action of any type whatsoever which, in the opinion of such attorney-in-fact, may be necessary or desirable in connection with the foregoing authority, it being understood that the documents executed by each such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve, provided, however, that the undersigned does not grant to each such power-of-attorney the right to engage in any transactions involving the securities of the Company on behalf of the undersigned, including without limitation, the right to purchase or sell any securities of the Company.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if perso nally present, with full power of substitution or revocation, hereby ratifying and confirming all that each such attorney-in-fact, or each such attorney-in-fact's substitute or substitutes (any such substitute also being referred to herein as an "attorney-in-fact"), shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that each attorney-in-fact, in serving in such capacity at the request of the undersigned or such attorney-in-fact, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934


The undersigned agrees that each such attorney-in-fact shall not be liable for any error of judgment or for any act done or omitted to be done or for any mistake of fact or law except for each such attorney-in-fact's own bad faith, and the undersigned agrees to indemnify and to hold each such attorney-in-fact harmless against any los s, claim, damage, liability or cost incurred on each such attorney-in-fact's part arising out of or in connection with acts undertaken or omitted to be taken as an attorney-in-fact hereunder.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of
and transactions in securities of the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact. This Power of Attorney may be filed with the SEC as a confirming statement of the authority granted herein.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 9 day of October 2002.


/s/ Vincent A. Mancuso


LIBC/1640386.1

2


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