10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended March 28, 2014

or

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

For the transition period from                              to                             

Commission File Number: 1-3863

HARRIS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	34-0276860
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1025 West NASA Boulevard Melbourne, Florida	329l9
(Address of principal executive offices)	(Zip Code)

(321) 727-9l00

(Registrant’s telephone number, including area code)

No changes

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (l) has 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 registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.                                                                         þ   Yes    ¨  No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).                                                     þ  Yes    ¨  No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).      ¨  Yes    þ  No

The number of shares outstanding of the registrant’s common stock as of April 25, 2014 was 106,499,358 shares.

HARRIS CORPORATION

FORM 10-Q

For the Quarter Ended March 28, 2014

INDEX

	Page
Part I. Financial Information:
Item 1. Financial Statements (Unaudited):
Condensed Consolidated Statement of Income for the Quarter and Three Quarters ended March 28, 2014 and March 29, 2013		1
Condensed Consolidated Statement of Comprehensive Income for the Quarter and Three Quarters ended March 28, 2014 and March 29, 2013		2
Condensed Consolidated Balance Sheet at March 28, 2014 and June 28, 2013		3
Condensed Consolidated Statement of Cash Flows for the Three Quarters ended March 28, 2014 and March  29, 2013		4
Notes to Condensed Consolidated Financial Statements		5
Report of Independent Registered Certified Public Accounting Firm		15
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		16
Item 3. Quantitative and Qualitative Disclosures About Market Risk		28
Item 4. Controls and Procedures		29
Part II. Other Information:
Item 1. Legal Proceedings		29
Item 1A. Risk Factors		30
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		30
Item 3. Defaults Upon Senior Securities		31
Item 4. Mine Safety Disclosures		31
Item 5. Other Information		31
Item 6. Exhibits		31
Signature		32
Exhibit Index

This Quarterly Report on Form 10-Q contains trademarks, service marks and registered marks of Harris Corporation and its subsidiaries.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

HARRIS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF INCOME

(Unaudited)

	Quarter Ended						Three Quarters Ended
	March 28, 2014			March 29, 2013			March 28, 2014			March 29, 2013
	(In millions, except per share amounts)
Revenue from product sales and services	$	1,267.5		$	1,203.7		$	3,682.6		$	3,752.1
Cost of product sales and services		(841.0	)		(803.5	)		(2,410.9	)		(2,497.2	)
Engineering, selling and administrative expenses		(203.2	)		(202.5	)		(615.7	)		(613.8	)
Non-operating income (loss)		0.2			(0.5	)		4.7			(1.6	)
Interest income		0.7			0.8			2.0			1.8
Interest expense		(23.2	)		(27.6	)		(70.6	)		(83.1	)
Income from continuing operations before income taxes		201.0			170.4			592.1			558.2
Income taxes		(63.9	)		(45.8	)		(190.5	)		(166.8	)
Income from continuing operations		137.1			124.6			401.6			391.4
Discontinued operations, net of income taxes		4.1			(30.3	)		1.4			(338.3	)
Net income		141.2			94.3			403.0			53.1
Noncontrolling interests, net of income taxes		0.2			0.5			0.4			4.4
Net income attributable to Harris Corporation	$	141.4		$	94.8		$	403.4		$	57.5
Amounts attributable to Harris Corporation common shareholders
Income from continuing operations	$	137.3		$	125.1		$	402.0		$	395.8
Discontinued operations, net of income taxes		4.1			(30.3	)		1.4			(338.3	)
Net income	$	141.4		$	94.8		$	403.4		$	57.5
Net income per common share attributable to Harris Corporation common shareholders
Basic net income per common share attributable to Harris Corporation common shareholders
Continuing operations	$	1.28		$	1.12		$	3.75		$	3.52
Discontinued operations		0.04			(0.27	)		0.02			(3.01	)
	$	1.32		$	0.85		$	3.77		$	0.51
Diluted net income per common share attributable to Harris Corporation common shareholders
Continuing operations	$	1.27		$	1.12		$	3.72		$	3.50
Discontinued operations		0.04			(0.27	)		0.01			(2.99	)
	$	1.31		$	0.85		$	3.73		$	0.51
Cash dividends paid per common share	$	0.42		$	0.37		$	1.26		$	1.11
Basic weighted average common shares outstanding		106.2			110.6			106.3			111.5
Diluted weighted average common shares outstanding		107.4			111.2			107.4			112.1

See accompanying Notes to Condensed Consolidated Financial Statements (Unaudited).

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HARRIS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(Unaudited)

	Quarter Ended						Three Quarters Ended
	March 28, 2014			March 29, 2013			March 28, 2014			March 29, 2013
	(In millions)
Net income	$	141.2		$	94.3		$	403.0		$	53.1
Other comprehensive income (loss):
Foreign currency translation		(3.7	)		(55.5	)		14.8			(21.8	)
Net unrealized gain (loss) on hedging derivatives, net of income taxes		(0.1	)		0.3			(0.5	)		0.1
Net unrealized loss on securities available-for-sale, net of income taxes		—			—			—			(2.7	)
Amortization of loss on treasury lock, net of income taxes		0.1			0.1			0.4			0.4
Net unrecognized post-retirement obligations, net of income taxes		10.5			1.7			11.8			3.3
Other comprehensive income (loss), net of income taxes		6.8			(53.4	)		26.5			(20.7	)
Total comprehensive income		148.0			40.9			429.5			32.4
Comprehensive loss attributable to noncontrolling interests		0.2			0.5			0.4			4.4
Total comprehensive income attributable to Harris Corporation	$	148.2		$	41.4		$	429.9		$	36.8

See accompanying Notes to Condensed Consolidated Financial Statements (Unaudited).

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HARRIS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEET

(Unaudited)

	March 28, 2014			June 28, 2013
	(In millions, except shares)
Assets
Current Assets
Cash and cash equivalents	$	349.6		$	321.0
Receivables		772.7			696.8
Inventories		674.0			668.7
Income taxes receivable		53.8			36.2
Current deferred income taxes		113.4			121.2
Other current assets		89.8			77.2
Assets of discontinued operations		—			27.0
Total current assets		2,053.3			1,948.1
Non-current Assets
Property, plant and equipment		685.5			653.2
Goodwill		1,703.6			1,692.0
Intangible assets		270.8			308.1
Non-current deferred income taxes		87.9			124.8
Other non-current assets		157.5			132.2
Total non-current assets		2,905.3			2,910.3
	$	4,958.6		$	4,858.4
Liabilities and Equity
Current Liabilities
Short-term debt	$	81.3		$	144.6
Accounts payable		355.5			339.5
Compensation and benefits		176.7			234.3
Other accrued items		261.9			255.8
Advance payments and unearned income		298.2			308.0
Current deferred income taxes		0.9			1.8
Current portion of long-term debt		1.4			13.4
Total current liabilities		1,175.9			1,297.4
Non-current Liabilities
Long-term debt		1,575.8			1,577.1
Long-term contract liability		87.3			96.8
Other long-term liabilities		324.6			325.9
Total non-current liabilities		1,987.7			1,999.8
Equity
Shareholders’ Equity:
Preferred stock, without par value; 1,000,000 shares authorized; none issued		—			—
Common stock, $1.00 par value; 500,000,000 shares authorized; issued and outstanding 106,471,958 shares at March 28, 2014 and 106,933,188 shares at June 28, 2013		106.5			106.9
Other capital		522.0			433.1
Retained earnings		1,199.0			1,079.9
Accumulated other comprehensive loss		(32.1	)		(58.6	)
Total shareholders’ equity		1,795.4			1,561.3
Noncontrolling interests		(0.4	)		(0.1	)
Total equity		1,795.0			1,561.2
	$	4,958.6		$	4,858.4

See accompanying Notes to Condensed Consolidated Financial Statements (Unaudited).

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HARRIS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(Unaudited)

	Three Quarters Ended
	March 28, 2014			March 29, 2013
	(In millions)
Operating Activities
Net income	$	403.0		$	53.1
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		148.6			164.3
Share-based compensation		28.5			25.6
Non-current deferred income taxes		29.8			2.9
Gain on sale of securities available-for-sale		—			(9.0	)
(Gain) loss on sale of discontinued operations		(1.4	)		23.6
Impairment of assets of discontinued operations		—			320.7
(Increase) decrease in:
Accounts and notes receivable		(75.8	)		88.0
Inventories		(5.3	)		(31.7	)
Increase (decrease) in:
Accounts payable and accrued expenses		(46.2	)		(145.3	)
Advance payments and unearned income		(9.7	)		78.6
Income taxes		(10.8	)		(66.5	)
Other		(6.7	)		8.9
Net cash provided by operating activities		454.0			513.2
Investing Activities
Cash paid for intangible assets		(3.3	)		—
Cash paid for cost-method investment		—			(0.8	)
Additions of property, plant and equipment		(139.7	)		(124.9	)
Additions of capitalized software		—			(6.6	)
Proceeds from sale of discontinued operations		27.0			147.4
Proceeds from sale of securities available-for-sale		—			11.9
Net cash provided by (used in) investing activities		(116.0	)		27.0
Financing Activities
Proceeds from borrowings		5.6			17.1
Repayments of borrowings		(82.4	)		(140.9	)
Proceeds from exercises of employee stock options		133.9			84.7
Repurchases of common stock		(222.1	)		(274.6	)
Cash dividends		(135.5	)		(124.6	)
Net cash used in financing activities		(300.5	)		(438.3	)
Effect of exchange rate changes on cash and cash equivalents		(8.9	)		1.1
Net increase in cash and cash equivalents		28.6			103.0
Cash and cash equivalents, beginning of year		321.0			356.0
Cash and cash equivalents, end of quarter	$	349.6		$	459.0

See accompanying Notes to Condensed Consolidated Financial Statements (Unaudited).

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 28, 2014

Note A — Significant Accounting Policies and Recent Accounting Standards

Basis of Presentation

The accompanying condensed consolidated financial statements include the accounts of Harris Corporation and its consolidated subsidiaries. As used in these Notes to Condensed Consolidated Financial Statements (Unaudited) (these “Notes”), the terms “Harris,” “Company,” “we,” “our” and “us” refer to Harris Corporation and its consolidated subsidiaries. Intracompany transactions and accounts have been eliminated. The accompanying condensed consolidated financial statements have been prepared by Harris, without an audit, in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, such interim financial statements do not include all information and footnotes necessary for a complete presentation of financial position, results of operations and cash flows in conformity with U.S. GAAP for annual financial statements. In the opinion of management, such interim financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of financial position, results of operations and cash flows for the periods presented therein. The results for the quarter and three quarters ended March 28, 2014 are not necessarily indicative of the results that may be expected for the full fiscal year or any subsequent period. The balance sheet at June 28, 2013 has been derived from our audited financial statements but does not include all of the information and footnotes required by U.S. GAAP for annual financial statements. We provide complete, audited financial statements in our Annual Report on Form 10-K, which includes information and footnotes required by the rules and regulations of the SEC. The information included in this Quarterly Report on Form 10-Q (this “Report”) should be read in conjunction with the Management’s Discussion and Analysis of Financial Condition and Results of Operations and the Consolidated Financial Statements and accompanying Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended June 28, 2013 (our “Fiscal 2013 Form 10-K”).

See Note B — Discontinued Operations for information regarding discontinued operations. Except for disclosures related to our cash flows, or unless otherwise specified, disclosures in this Report relate solely to our continuing operations.

At the beginning of the first quarter of fiscal 2014, to leverage the breadth of our information technology (“IT”) enterprise network and information assurance capabilities for the IT Services market, we began managing our cyber security network testing operation as part of our Integrated Network Solutions segment rather than our Government Communications Systems segment. As a result, we reassigned $2.4 million of goodwill (determined on a relative fair value basis) from our Government Communications Systems segment to our Integrated Network Solutions segment. The historical results, discussion and presentation of our business segments as set forth in this Report have been adjusted to reflect the impact of this change to our business segment reporting structure for all periods presented in this Report.

Use of Estimates 

The preparation of financial statements in accordance with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the accompanying condensed consolidated financial statements and these Notes. These estimates and assumptions are based on experience and other information available prior to issuance of the accompanying condensed consolidated financial statements and these Notes. Materially different results can occur as circumstances change and additional information becomes known.

Adoption of New Accounting Standards

In the first quarter of fiscal 2014, we adopted an accounting standard issued by the Financial Accounting Standards Board (“FASB”) that requires entities to provide details of reclassifications in the disclosure of changes in accumulated other comprehensive income (“AOCI”) balances. In addition, for significant items reclassified out of AOCI in the fiscal quarter, entities must provide information about the effects on net income together, in one location, on the face of the statement where net income is presented, or as a separate disclosure in the notes. For items not reclassified to net income in their entirety in the fiscal quarter, entities must cross-reference to the note where additional details about the effects of the reclassifications are disclosed. The adoption of this update did not impact our financial position, results of operations or cash flows.

Accounting Standards Issued But Not Yet Effective

In March 2013, the FASB issued an accounting standards update that clarifies previous U.S. GAAP regarding the release of cumulative translation adjustment (“CTA”) into earnings in certain situations. When an entity ceases to have a controlling financial interest in a subsidiary or group of assets within a consolidated foreign entity and the sale or transfer of such subsidiary or group of assets results in the complete or substantially complete liquidation of such foreign entity, any related CTA should be reclassified from AOCI and included in the calculation of the gain or loss on the sale or transfer. Upon a sale or complete or substantially complete

5

liquidation of an investment in a consolidated foreign entity that results in either (1) a loss of a controlling financial interest in the foreign entity or (2) an acquirer obtaining control of an acquiree in which the acquirer held an equity interest immediately before the acquisition date in a business combination achieved in stages, any related CTA should be reclassified from AOCI and included in the calculation of the gain or loss on the sale or liquidation. For a sale of part of an ownership interest in a foreign investment that is accounted for as an equity method investment, a pro rata portion of CTA attributable to that investment should be reclassified from AOCI and included in the calculation of the gain or loss on the sale. This standard is to be applied prospectively and is effective for fiscal years, and interim reporting periods within those years, beginning after December 15, 2013, which for us is our fiscal 2015. The adoption of this standard will not have a material impact on our financial position, results of operations or cash flows.

In July 2013, the FASB issued an accounting standards update that requires unrecognized tax benefits to be presented as a decrease in a net operating loss, similar tax loss or tax credit carryforward if certain criteria are met. This standard is to be applied prospectively and is effective for fiscal years, and interim reporting periods within those years, beginning after December 15, 2013, which for us is our fiscal 2015. Retrospective application is permitted. The adoption of this standard is not expected to have a material impact on our financial position, results of operations or cash flows.

In April 2014, the FASB issued an accounting standards update that raises the threshold for disposals to qualify as discontinued operations and allows companies to have significant continuing involvement and continuing cash flows with discontinued operations. This standard also requires additional disclosures for discontinued operations and new disclosures for individually material disposal transactions that do not meet the definition of a discontinued operation. This standard is to be applied prospectively and is effective for fiscal years, and interim reporting periods within those years, beginning after December 15, 2014, which for us is our fiscal 2016. The adoption of this standard is not expected to have a material impact on our financial position, results of operations or cash flows.

Note B — Discontinued Operations

In the third quarter of fiscal 2012, our Board of Directors approved a plan to exit our cyber integrated solutions operation (“CIS”), which provided remote cloud hosting, and to dispose of the related assets, and we reported CIS as discontinued operations beginning with our financial results presented in our Quarterly Report on Form 10-Q for the third quarter of fiscal 2012. On August 27, 2013, we completed the sale of the remaining assets of CIS for $35 million, including $28 million in cash and a $7 million subordinated promissory note. In the fourth quarter of fiscal 2012, our Board of Directors approved a plan to divest our broadcast communications operation (“Broadcast Communications”), which provided digital media management solutions in support of broadcast customers, and we reported Broadcast Communications as discontinued operations beginning with our financial results presented in our Annual Report on Form 10-K for fiscal 2012. On February 4, 2013, we completed the sale of Broadcast Communications to an affiliate of The Gores Group, LLC pursuant to a definitive Asset Sale Agreement entered into December 5, 2012 for $225 million, including $160 million in cash, subject to customary adjustments (including a post-closing working capital adjustment, which is currently in litigation), a $15 million subordinated promissory note and an earnout of up to $50 million based on future performance. Should the litigation related to the post-closing working capital adjustment to the purchase price be resolved unfavorably to us, we believe such an outcome would not have a material adverse effect on our financial condition, results of operations or cash flows. Both CIS and Broadcast Communications were formerly part of our Integrated Network Solutions segment.

In the third quarter of fiscal 2014, discontinued operations reflected a $4.8 million tax benefit (primarily related to the realization of additional tax deductions in respect of Broadcast Communications on various fiscal 2013 tax returns compared with our recorded estimates at the end of fiscal 2013), partially offset by a $1.0 million ($0.7 million after-tax) increase in the loss on sale of Broadcast Communications from miscellaneous adjustments for contingencies related to the disposition. In the third quarter of fiscal 2013, discontinued operations reflected the results of operations for Broadcast Communications and CIS, including a loss of $23.4 million ($23.6 million after-tax) on the sale of Broadcast Communications during the third quarter of fiscal 2013.

In the first three quarters of fiscal 2014, discontinued operations reflected a $4.8 million tax benefit (primarily related to the realization of additional tax deductions in respect of Broadcast Communications on various fiscal 2013 tax returns compared with our recorded estimates at the end of fiscal 2013) and a $3.1 million ($1.9 million after-tax) gain on the sale of the remaining assets of CIS, partially offset by a $7.6 million ($5.3 million after-tax) increase in the loss on sale of Broadcast Communications from miscellaneous adjustments for contingencies related to the disposition. In the first three quarters of fiscal 2013, the results of operations for Broadcast Communications and CIS included non-cash impairment charges of $314.4 million ($297.3 million after-tax) and $6.3 million ($3.9 million after-tax), respectively.

6

Summarized financial information for our discontinued operations related to CIS and Broadcast Communications is as follows:

	Quarter Ended					Three Quarters Ended
	March 28, 2014		March 29, 2013			March 28, 2014		March 29, 2013
	(In millions)
Revenue from product sales and services	$	—	$	38.0		$	—	$	270.9
Loss before income taxes	$	—	$	(5.0	)	$	—	$	(331.6	)
Income taxes		—		(1.7	)		—		16.9
Loss from discontinued operations		—		(6.7	)		—		(314.7	)
Gain (loss) on sale of discontinued operations, net of income tax benefit of $5.1 million and $5.9 million for the quarter and three quarters ended March 28, 2014, respectively		4.1		(23.6	)		1.4		(23.6	)
Discontinued operations, net of income taxes	$	4.1	$	(30.3	)	$	1.4	$	(338.3	)

	March 28, 2014		June 28, 2013
	(In millions)
Property, plant and equipment	$	—	$	27.0

Unless otherwise specified, the information set forth in these Notes, other than this Note B — Discontinued Operations, relates solely to our continuing operations.

Note C — Stock Options and Other Share-Based Compensation

During the first three quarters ended March 28, 2014, we had two shareholder-approved employee stock incentive plans (“SIPs”) under which options or other share-based compensation was outstanding, and we had the following types of share-based awards outstanding under our SIPs: stock options, performance share awards, performance share unit awards, restricted stock awards and restricted stock unit awards. We believe that such awards more closely align the interests of employees with those of shareholders. Certain share-based awards provide for accelerated vesting if there is a change in control (as defined under our SIPs). The compensation cost related to our share-based awards that was charged against income for the quarter and three quarters ended March 28, 2014 was $10.1 million and $28.5 million, respectively. The compensation cost related to our share-based awards that was charged against income for the quarter and three quarters ended March 29, 2013 was $10.6 million and $25.6 million, respectively.

Grants to employees under our SIPs during the quarter ended March 28, 2014 consisted of 1,850 stock options, 400 performance share unit awards and 37,800 restricted stock unit awards. Grants to employees under our SIPs during the three quarters ended March 28, 2014 consisted of 1,398,050 stock options, 310,950 performance share unit awards and 268,150 restricted stock unit awards. The fair value as of the grant date of each option award was determined using the Black-Scholes-Merton option-pricing model which used the following assumptions: expected dividend yield of 2.80 percent; expected volatility of 30.65 percent; risk-free interest rates averaging 1.66 percent; and expected term in years of 5.10. The fair value as of the grant date of each performance share unit award was determined based on a fair value from a multifactor Monte Carlo valuation model that simulates our stock price and total shareholder return (“TSR”) relative to other companies in our TSR peer group, less a discount to reflect the delay in payment of cash dividend-equivalents that are made only upon vesting. The fair value as of the grant date of each restricted stock unit award was determined based on our stock price at the close of business on the grant date.

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Note D — Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss at March 28, 2014 and June 28, 2013 were as follows:

	March 28, 2014 (1)			June 28, 2013
	(In millions)
Foreign currency translation	$	(12.4	)	$	(27.2	)
Net unrealized gain on hedging derivatives, net of income taxes		0.3			0.8
Unamortized loss on treasury lock, net of income taxes		(2.0	)		(2.4	)
Unrecognized post-retirement obligations, net of income taxes of $8.4 million and $15.8 million at March 28, 2014 and June 28, 2013, respectively		(18.0	)		(29.8	)
	$	(32.1	)	$	(58.6	)

(1) Reclassifications out of accumulated other comprehensive loss to earnings were not material for the three quarters ended March 28, 2014 or for the three quarters ended March 29, 2013.

Note E — Receivables

Receivables are summarized below:

	March 28, 2014			June 28, 2013
	(In millions)
Accounts receivable	$	620.0		$	569.3
Unbilled costs and accrued earnings on cost-plus contracts		145.1			120.8
Notes receivable due within one year, net		15.1			15.2
		780.2			705.3
Less allowances for collection losses		(7.5	)		(8.5	)
	$	772.7		$	696.8

Note F — Inventories

Inventories are summarized below:

	March 28, 2014		June 28, 2013
	(In millions)
Unbilled costs and accrued earnings on fixed-price contracts	$	358.3	$	386.3
Finished products		122.0		123.9
Work in process		63.4		35.0
Raw materials and supplies		130.3		123.5
	$	674.0	$	668.7

Unbilled costs and accrued earnings on fixed-price contracts were net of progress payments of $121.9 million at March 28, 2014 and $145.3 million at June 28, 2013.

Note G — Property, Plant and Equipment

Property, plant and equipment are summarized below:

	March 28, 2014			June 28, 2013
	(In millions)
Land	$	12.6		$	13.0
Software capitalized for internal use		129.4			110.5
Buildings		473.9			420.4
Machinery and equipment		1,063.8			1,022.0
		1,679.7			1,565.9
Less allowances for depreciation and amortization		(994.2	)		(912.7	)
	$	685.5		$	653.2

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Depreciation and amortization expense related to property, plant and equipment for the quarter and three quarters ended March 28, 2014 was $32.6 million and $102.2 million, respectively. Depreciation and amortization expense related to property, plant and equipment for the quarter and three quarters ended March 29, 2013 was $33.9 million and $103.6 million, respectively.

Note H — Accrued Warranties

Changes in our liability for standard product warranties, which is included as a component of the “Other accrued items” and “Other long-term liabilities” line items in the accompanying Condensed Consolidated Balance Sheet (Unaudited), during the three quarters ended March 28, 2014 were as follows:

	(In millions)
Balance at June 28, 2013	$	39.9
Warranty provision for sales made during the three quarters ended March 28, 2014		10.2
Settlements made during the three quarters ended March 28, 2014		(11.8	)
Other adjustments to warranty liability, including those for foreign currency translation, during the three quarters ended March 28, 2014		(3.0	)
Balance at March 28, 2014	$	35.3

We also sell extended product warranties and recognize revenue from these arrangements over the warranty period. Costs of warranty services under these arrangements are recognized as incurred. Deferred revenue associated with extended product warranties at March 28, 2014 and June 28, 2013 was $34.3 million and $34.6 million, respectively, and is included within the “Advance payments and unearned income” and “Other long-term liabilities” line items in the accompanying Condensed Consolidated Balance Sheet (Unaudited).

Note I — Income From Continuing Operations Per Share

The computations of income from continuing operations per share are as follows (in this Note I, “income from continuing operations” refers to income from continuing operations attributable to Harris Corporation common shareholders):

	Quarter Ended						Three Quarters Ended
	March 28, 2014			March 29, 2013			March 28, 2014			March 29, 2013
	(In millions, except per share amounts)
Income from continuing operations	$	137.3		$	125.1		$	402.0		$	395.8
Adjustments for participating securities outstanding		(0.9	)		(0.9	)		(2.9	)		(3.1	)
Income from continuing operations used in per basic and diluted common share calculations (A)	$	136.4		$	124.2		$	399.1		$	392.7
Basic weighted average common shares outstanding (B)		106.2			110.6			106.3			111.5
Impact of dilutive stock options and equity awards		1.2			0.6			1.1			0.6
Diluted weighted average common shares outstanding (C)		107.4			111.2			107.4			112.1
Income from continuing operations per basic common share (A)/(B)	$	1.28		$	1.12		$	3.75		$	3.52
Income from continuing operations per diluted common share (A)/(C)	$	1.27		$	1.12		$	3.72		$	3.50

Potential dilutive common shares primarily consist of employee stock options and performance share and performance share unit awards. Employee stock options to purchase approximately 868,589 and 3,156,774 shares of our common stock were outstanding at March 28, 2014 and March 29, 2013, respectively, but were not included as dilutive stock options in the computations of income from continuing operations per diluted common share because the effect would have been antidilutive because the options’ exercise prices exceeded the average market price of our common stock.

9

Note J — Non-Operating Income (Loss)

The components of non-operating income (loss) were as follows:

	Quarter Ended					Three Quarters Ended
	March 28, 2014		March 29, 2013			March 28, 2014		March 29, 2013
	(In millions)
Gain on sale of securities available-for-sale	$	—	$	—		$	—	$	9.0
Impairment of cost-method investment		—		—			—		(5.8	)
Impairment of investment in joint venture		—		—			—		(6.4	)
Net income (loss) related to intellectual property matters		0.2		(0.5	)		4.7		1.5
Other		—		—			—		0.1
	$	0.2	$	(0.5	)	$	4.7	$	(1.6	)

Note K — Income Taxes

Our effective tax rate (income taxes as a percentage of income from continuing operations before income taxes) was 31.8 percent in the third quarter of fiscal 2014 compared with 26.9 percent in the third quarter of fiscal 2013. In the third quarter of fiscal 2014, our effective tax rate benefited from additional deductions (primarily related to manufacturing) and additional research credits claimed on our fiscal 2013 tax return compared with our recorded estimates at the end of fiscal 2013. In the third quarter of fiscal 2013, legislation was enacted that restored the U.S. Federal income tax credit for qualifying research and development expenses. This resulted in a benefit of approximately $7 million (approximately 4 percent of income from continuing operations before income taxes) in calculating our effective tax rate in the third quarter of fiscal 2013. Additionally, in the third quarter of fiscal 2013, our effective tax rate benefited from additional deductions (primarily related to manufacturing) claimed on our fiscal 2012 tax return compared with our recorded estimates at the end of fiscal 2012 and favorable tax settlements of approximately $2 million.

Our effective tax rate was 32.2 percent in the first three quarters of fiscal 2014 compared with 29.9 percent in the first three quarters of fiscal 2013. In the first three quarters of fiscal 2014, our effective tax rate benefited from the discrete items noted above regarding the third quarter of fiscal 2014, as well as from the settlement of a state tax audit and a refund resulting from a consolidation of foreign subsidiaries. In the first three quarters of fiscal 2013, our effective tax rate benefited from the discrete items noted above regarding the third quarter of fiscal 2013, as well as from tax elections resulting in the deductibility of certain expenses, a reduction in estimated non-U.S. tax liabilities, a reduction in state taxes due to changes in certain state tax laws and confirmation of the availability of certain acquired tax attributes due to audit resolution.

Note L — Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal market (or most advantageous market, in the absence of a principal market) for the asset or liability in an orderly transaction between market participants at the measurement date. Entities are required to maximize the use of observable inputs and minimize the use of unobservable inputs in measuring fair value, and to utilize a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. The three levels of inputs used to measure fair value are as follows:

• Level 1 — Quoted prices in active markets for identical assets or liabilities.

• Level 2 — Observable inputs other than quoted prices included within Level 1, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and inputs other than quoted prices that are observable or are derived principally from, or corroborated by, observable market data by correlation or other means.

• Level 3 — Unobservable inputs that are supported by little or no market activity, are significant to the fair value of the assets or liabilities, and reflect our own assumptions about the assumptions market participants would use when pricing the asset or liability developed using the best information available in the circumstances.

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The following table presents the fair value hierarchy of our assets and liabilities measured at fair value on a recurring basis (at least annually) as of March 28, 2014:

	Level 1		Level 2		Level 3		Total
	(In millions)
Assets
Deferred compensation plan investments: (1)
Money market fund	$	33.4	$	—	$	—	$	33.4
Stock fund		53.6		—		—		53.6
Equity security		33.3		—		—		33.3
Pension plan investments: (2)
Stock funds		47.1		—		—		47.1
Government securities		39.9		—		—		39.9
Foreign currency forward contracts (3)		—		0.8		—		0.8
Liabilities
Deferred compensation plans (4)		115.5		—		—		115.5
Foreign currency forward contracts (5)		—		0.5		—		0.5

(1) Represents investments held in a Rabbi Trust associated with our non-qualified deferred compensation plans, which we include in the “Other current assets” and “Other non-current assets” line items in the accompanying Condensed Consolidated Balance Sheet (Unaudited).

(2) Represents investments related to our defined benefit plan in the United Kingdom, which we include in the “Other non-current assets” line item in the accompanying Condensed Consolidated Balance Sheet (Unaudited).

(3) Includes derivatives designated as hedging instruments, which we include in the “Other current assets” line item in the accompanying Condensed Consolidated Balance Sheet (Unaudited). The fair value of these contracts was measured using a market approach based on quoted foreign currency forward exchange rates for contracts with similar maturities.

(4) Primarily represents obligations to pay benefits under certain non-qualified deferred compensation plans, which we include in the “Compensation and benefits” and “Other long-term liabilities” line items in the accompanying Condensed Consolidated Balance Sheet (Unaudited). Under these plans, participants designate investment options (including money market, stock and fixed-income funds), which serve as the basis for measurement of the notional value of their accounts.

(5) Includes derivatives designated as hedging instruments, which we include in the “Other accrued items” line item in the accompanying Condensed Consolidated Balance Sheet (Unaudited). The fair value of these contracts was measured using a market approach based on quoted foreign currency forward exchange rates for contracts with similar maturities.

The following table presents the carrying amounts and estimated fair values of our significant financial instruments that were not measured at fair value (carrying amounts of other financial instruments not listed in the table below approximate fair value due to the short-term nature of those items):

	March 28, 2014				June 28, 2013
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
	(In millions)
Financial Liabilities
Long-term debt (including current portion) (1)	$	1,577.2	$	1,779.0	$	1,590.5	$	1,763.1

(1) The fair value was estimated using a market approach based on quoted market prices for our debt traded in the secondary market. If our long-term debt in our balance sheet were measured at fair value, it would be categorized in Level 2 of the fair value hierarchy.

Note M — Derivative Instruments and Hedging Activities

In the normal course of doing business, we are exposed to global market risks, including the effect of changes in foreign currency exchange rates. We use derivative instruments to manage our exposure to such risks and formally document all relationships between hedging instruments and hedged items, as well as the risk-management objective and strategy for undertaking hedge transactions. We recognize all derivatives in the accompanying Condensed Consolidated Balance Sheet (Unaudited) at fair value. We do not hold or issue derivatives for trading purposes.

At March 28, 2014, we had open foreign currency forward contracts with a notional amount of $116.2 million, of which $100.9 million were classified as fair value hedges and $15.3 million were classified as cash flow hedges. This compares with open foreign currency forward contracts with a notional amount of $58.5 million at June 28, 2013, of which $47.7 million were classified as fair value hedges and $10.8 million were classified as cash flow hedges. At March 28, 2014, contract expiration dates ranged from less than 1 month to 4 months with a weighted average contract life of 1 month.

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Balance Sheet Hedges

To manage the exposure in our balance sheet to risks from changes in foreign currency exchange rates, we implement fair value hedges. More specifically, we use foreign currency forward contracts and options to hedge certain balance sheet items, including foreign currency denominated accounts receivable and inventory. Changes in the value of the derivatives and the related hedged items are reflected in earnings, in the “Cost of product sales and services” line item in the accompanying Condensed Consolidated Statement of Income (Unaudited). As of March 28, 2014, we had outstanding foreign currency forward contracts denominated in the British Pound, Norwegian Krone, Singapore Dollar, Mexican Peso, Euro and Australian Dollar to hedge certain balance sheet items. The net gains or losses on foreign currency forward contracts designated as fair value hedges were not material for the quarter and three quarters ended March 28, 2014 or for the quarter and three quarters ended March 29, 2013. In addition, no amounts were recognized in earnings in the quarter and three quarters ended March 28, 2014 or in the quarter and three quarters ended March 29, 2013 related to hedged firm commitments that no longer qualify as fair value hedges.

Cash Flow Hedges

To manage our exposure to currency risk and market fluctuation risk associated with anticipated cash flows that are probable of occurring in the future, we implement cash flow hedges. More specifically, we use foreign currency forward contracts and options to hedge off-balance sheet future foreign currency commitments, including purchase commitments to suppliers, future committed sales to customers and intersegment transactions. These derivatives are being used to hedge currency exposures from cash flows anticipated in all of our business segments, primarily related to programs in Brazil. We also have hedged U.S. Dollar payments to suppliers to maintain our anticipated profit margins in our international operations. As of March 28, 2014, we had outstanding foreign currency forward contracts denominated in the Brazilian Real, British Pound, Australian Dollar, Euro and Canadian Dollar to hedge certain forecasted transactions.

These derivatives have only nominal intrinsic value at the time of purchase and have a high degree of correlation to the anticipated cash flows they are designated to hedge. Hedge effectiveness is determined by the correlation of the anticipated cash flows from the hedging instruments and the anticipated cash flows from the future foreign currency commitments through the maturity dates of the derivatives used to hedge these cash flows. These financial instruments are marked-to-market using forward prices and fair value quotes with the offset to other comprehensive income, net of hedge ineffectiveness. Gains and losses from other comprehensive income are reclassified to earnings when the related hedged item is recognized in earnings. The ineffective portion of a derivative’s change in fair value is immediately recognized in earnings. The cash flow impact of our derivatives is included in the same category in the accompanying Condensed Consolidated Statement of Cash Flows (Unaudited) as the cash flows of the related hedged items.

The net gains or losses from cash flow hedges recognized in earnings or recorded in other comprehensive income, including gains or losses related to hedge ineffectiveness, were not material in the quarter and three quarters ended March 28, 2014 or in the quarter and three quarters ended March 29, 2013. We do not expect the net gains or losses recognized in the “Accumulated other comprehensive loss” line item in the accompanying Condensed Consolidated Balance Sheet (Unaudited) as of March 28, 2014 that will be reclassified to earnings from other comprehensive income within the next 12 months to be material.

Credit Risk

We are exposed to the risk of credit losses from non-performance by counterparties to the financial instruments discussed above, but we do not expect any of the counterparties to fail to meet their obligations. To manage credit risks, we select counterparties based on credit ratings, limit our exposure to any single counterparty under defined guidelines and monitor the market position with each counterparty.

See Note L — Fair Value Measurements for the amount of the assets and liabilities related to these foreign currency forward contracts in the accompanying Condensed Consolidated Balance Sheet (Unaudited) as of March 28, 2014, and see the accompanying Condensed Consolidated Statement of Comprehensive Income (Unaudited) for additional information on changes in accumulated other comprehensive loss for the quarter ended March 28, 2014.

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Note N — Changes in Estimates 

Estimates and assumptions, and changes therein, are important in connection with, among others, our segments’ revenue recognition policies related to development and production contracts. Revenue and profits related to development and production contracts are recognized using the percentage-of-completion method, generally based on the ratio of costs incurred to estimated total costs at completion (i.e., the cost-to-cost method). Revenue and profits on cost-reimbursable development and production contracts are recognized as allowable costs are incurred on the contract, and become billable to the customer, in an amount equal to the allowable costs plus the profit on those costs.

Development and production contracts are combined when specific aggregation criteria are met. Criteria generally include closely interrelated activities performed for a single customer within the same economic environment. Development and production contracts are generally not segmented. If development and production contracts are segmented, we have determined that they meet specific segmenting criteria. Change orders, claims or other items that may change the scope of a development and production contract are included in contract value only when the value can be reliably estimated and realization is probable. Possible incentives or penalties and award fees applicable to performance on development and production contracts are considered in estimating contract value and profit rates and are recorded when there is sufficient information to assess anticipated contract performance. Incentive provisions that increase earnings based solely on a single significant event are generally not recognized until the event occurs.

Under the percentage-of-completion method of accounting, a single estimated total profit margin is used to recognize profit for each development and production contract over its period of performance. Recognition of profit on development and production fixed-price contracts requires estimates of the total cost at completion and the measurement of progress toward completion. The estimated profit or loss on a development and production contract is equal to the difference between the estimated contract value and the estimated total cost at completion. Due to the long-term nature of many of our programs, developing the estimated total cost at completion often requires judgment. Factors that must be considered in estimating the cost of the work to be completed include the nature and complexity of the work to be performed, subcontractor performance, the risk and impact of delayed performance, availability and timing of funding from the customer and the recoverability of any claims outside the original development and production contract included in the estimate to complete. At the outset of each contract, we gauge its complexity and perceived risks and establish an estimated total cost at completion in line with these expectations. After establishing the estimated total cost at completion, we follow a standard estimate at completion (“EAC”) process in which management reviews the progress and performance on our ongoing development and production contracts at least quarterly and, in many cases, more frequently. If we successfully retire risks associated with the technical, schedule and cost aspects of a contract, we may lower our estimated total cost at completion commensurate with the retirement of these risks. Conversely, if we are not successful in retiring these risks, we may increase our estimated total cost at completion. Additionally, at the outset of a cost-reimbursable contract (for example, contracts containing award or incentive fees), we establish an estimate of total contract value, or revenue, based on our expectation of performance on the contract. As the cost-reimbursable contract progresses, our estimates of total contract value may increase or decrease if, for example, we receive higher or lower than expected award fees. When adjustments in estimated total costs at completion or in estimates of total contract value are determined, the related impact to operating income is recognized using the cumulative catch-up method, which recognizes in the current period the cumulative effect of such adjustments for all prior periods. Anticipated losses on development and production contracts or programs in progress are charged to operating income when identified. Net EAC adjustments resulting from changes in estimates favorably impacted our operating income in the quarter and three quarters ended March 28, 2014 by $18.4 million ($0.12 per diluted share) and $38.9 million ($0.24 per diluted share), respectively. Net EAC adjustments resulting from changes in estimates favorably impacted our operating income in the quarter and three quarters ended March 29, 2013 by $16.2 million ($0.11 per diluted share) and $41.9 million ($0.26 per diluted share), respectively.

Note O — Business Segments

We structure our operations primarily around the products and services we sell and the markets we serve, and we report the financial results of our operations in the following three reportable operating or business segments — RF Communications, Integrated Network Solutions and Government Communications Systems. Our RF Communications segment is a global supplier of secure tactical radio communications and embedded high-grade encryption solutions for military, government and commercial customers and also of secure communications systems and equipment for public safety, utility and transportation organizations. Our Integrated Network Solutions segment provides government, energy, maritime and healthcare customers with integrated communications and information technology and services, including mission-critical end-to-end IT services, managed satellite and terrestrial communications solutions and standards-based healthcare interoperability solutions. Our Government Communications Systems segment conducts advanced research and develops, produces, integrates and supports advanced communications and information systems that solve the mission-critical challenges of our civilian, intelligence and defense government customers worldwide, primarily the U.S. Government. Each business segment is comprised of multiple program areas and product and service lines that aggregate into such business segment.

13

See Note B — Discontinued Operations for information regarding discontinued operations. Except for disclosures related to our cash flows, or unless otherwise specified, disclosures in this Report relate solely to our continuing operations.

As discussed in Note A — Significant Accounting Policies and Recent Accounting Standards, at the beginning of the first quarter of fiscal 2014, to leverage the breadth of our IT enterprise network and information assurance capabilities for the IT Services market, we began managing our cyber security network testing operation as part of our Integrated Network Solutions segment rather than our Government Communications Systems segment. The historical results, discussion and presentation of our business segments as set forth in this Report have been adjusted to reflect the impact of this change to our business segment reporting structure for all periods presented in this Report.

The accounting policies of our business segments are the same as those described in Note 1: “Significant Accounting Policies” in our Notes to Consolidated Financial Statements in our Fiscal 2013 Form 10-K. We evaluate each segment’s performance based on its operating income or loss, which we define as profit or loss from operations before income taxes excluding interest income and expense, royalties and related intellectual property expenses, equity method investment income or loss and gains or losses from securities and other investments. Intersegment sales are generally transferred at cost to the buying segment and the sourcing segment recognizes a profit that is eliminated. The “Corporate eliminations” line items in the tables below represent the elimination of intersegment sales and their related profits. The “Unallocated corporate expense” line item in the tables below represents the portion of corporate expenses not allocated to our business segments.

Total assets by business segment are summarized below:

	March 28, 2014		June 28, 2013
	(In millions)
Total Assets
RF Communications	$	1,367.1	$	1,337.2
Integrated Network Solutions		1,765.7		1,747.6
Government Communications Systems		1,033.2		991.4
Corporate		792.6		755.2
Discontinued operations		—		27.0
	$	4,958.6	$	4,858.4

Segment revenue, segment operating income and a reconciliation of segment operating income to total income from continuing operations before income taxes follow:

	Quarter Ended						Three Quarters Ended
	March 28, 2014			March 29, 2013			March 28, 2014			March 29, 2013
	(In millions)
Revenue
RF Communications	$	457.2		$	417.7		$	1,334.8		$	1,348.4
Integrated Network Solutions		348.0			375.0			1,089.5			1,163.6
Government Communications Systems		476.6			430.6			1,321.2			1,313.3
Corporate eliminations		(14.3	)		(19.6	)		(62.9	)		(73.2	)
	$	1,267.5		$	1,203.7		$	3,682.6		$	3,752.1
Income From Continuing Operations Before Income Taxes
Segment Operating Income:
RF Communications	$	143.7		$	116.1		$	421.0		$	401.2
Integrated Network Solutions		21.4			30.7			83.8			96.7
Government Communications Systems		77.4			66.5			207.9			197.7
Unallocated corporate expense		(17.0	)		(14.0	)		(47.4	)		(48.4	)
Corporate eliminations		(2.2	)		(1.6	)		(9.3	)		(6.1	)
Non-operating income (loss) (1)		0.2			(0.5	)		4.7			(1.6	)
Net interest expense		(22.5	)		(26.8	)		(68.6	)		(81.3	)
	$	201.0		$	170.4		$	592.1		$	558.2

(1) “Non-operating income (loss)” includes equity method investment income (loss); income (expense) related to intellectual property matters; gains and losses on sales of investments and securities available-for-sale; and impairments of investments and securities available-for-sale. Additional information regarding non-operating income (loss) is set forth in Note J — Non-Operating Income (Loss).

14

REPORT OF INDEPENDENT REGISTERED CERTIFIED PUBLIC ACCOUNTING FIRM

The Board of Directors and Shareholders of Harris Corporation

We have reviewed the condensed consolidated balance sheet of Harris Corporation as of March 28, 2014, and the related condensed consolidated statements of income and comprehensive income for the quarter and three quarters ended March 28, 2014 and March 29, 2013, and the condensed consolidated statements of cash flows for the three quarters ended March 28, 2014 and March 29, 2013. These financial statements are the responsibility of the Company’s management.

We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to the condensed consolidated financial statements referred to above for them to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of Harris Corporation as of June 28, 2013, and the related consolidated statements of income, comprehensive income, cash flows, and equity for the year then ended (not presented herein) and we expressed an unqualified audit opinion on those consolidated financial statements in our report dated August 26, 2013. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of June 28, 2013, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

/s/ Ernst & Young LLP

Orlando, Florida

April 30, 2014

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

OVERVIEW

The following Management’s Discussion and Analysis (this “MD&A”) is intended to assist in an understanding of our financial condition and results of operations. This MD&A is provided as a supplement to, should be read in conjunction with, and is qualified in its entirety by reference to, our Condensed Consolidated Financial Statements (Unaudited) and accompanying Notes appearing elsewhere in this Report. In addition, reference should be made to our audited Consolidated Financial Statements and accompanying Notes to Consolidated Financial Statements and Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Fiscal 2013 Form 10-K. Except for the historical information contained herein, the discussions in this MD&A contain forward-looking statements that involve risks and uncertainties. Our future results could differ materially from those discussed herein. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below in this MD&A under “Forward-Looking Statements and Factors that May Affect Future Results.”

The following is a list of the sections of this MD&A, together with our perspective on their contents, which we hope will assist in reading these pages:

• Results of Operations — an analysis of our consolidated results of operations and of the results in each of our three business segments, to the extent the business segment operating results are helpful to an understanding of our business as a whole, for the periods presented in our Condensed Consolidated Financial Statements (Unaudited). In this section of this MD&A, “income from continuing operations” refers to income from continuing operations attributable to Harris Corporation common shareholders.

• Liquidity and Capital Resources — an analysis of cash flows, common stock repurchases, dividends, capital structure and resources, off-balance sheet arrangements and commercial commitments and contractual obligations.

• Critical Accounting Policies and Estimates — information about accounting policies that require critical judgments and estimates and about accounting standards that have been issued but are not yet effective for us and their potential impact on our financial position, results of operations and cash flows.

• Forward-Looking Statements and Factors that May Affect Future Results — cautionary information about forward-looking statements and a description of certain risks and uncertainties that could cause our actual results to differ materially from our historical results or our current expectations or projections.

Except for disclosures related to our cash flows, or unless otherwise specified, disclosures in this MD&A relate solely to our continuing operations.

RESULTS OF OPERATIONS

Highlights

Operations results for the third quarter of fiscal 2014 include:

• Revenue increased 5.3 percent to $1,267.5 million in the third quarter of fiscal 2014 from $1,203.7 million in the third quarter of fiscal 2013;

• Income from continuing operations increased 9.8 percent to $137.3 million in the third quarter of fiscal 2014 compared with $125.1 million in the third quarter of fiscal 2013;

• Income from continuing operations per diluted share increased 13.4 percent to $1.27 in the third quarter of fiscal 2014 compared with $1.12 in the third quarter of fiscal 2013;

• Our RF Communications segment revenue increased 9.5 percent to $457.2 million and operating income increased 23.8 percent to $143.7 million in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013;

• Our Integrated Network Solutions segment revenue decreased 7.2 percent to $348.0 million and operating income decreased 30.3 percent to $21.4 million in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013;

• Our Government Communications Systems segment revenue increased 10.7 percent to $476.6 million and operating income increased 16.4 percent to $77.4 million in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013; and

• Net cash provided by operating activities decreased 11.5 percent to $454.0 million in the first three quarters of fiscal 2014 compared with $513.2 million in the first three quarters of fiscal 2013.

As discussed in Note A — Significant Accounting Policies and Recent Accounting Standards and Note O — Business Segments in the Notes, at the beginning of the first quarter of fiscal 2014, to leverage the breadth of our IT enterprise network and information assurance capabilities for the IT Services market, we began managing our cyber security network testing operation as part of our Integrated Network Solutions segment rather than our Government Communications Systems segment. The historical results, discussion and presentation of our business segments as set forth in this Report have been adjusted to reflect the impact of this change to our business segment reporting structure for all periods presented in this Report.

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Consolidated Results of Operations

	Quarter Ended									Three Quarters Ended
	March 28, 2014			March 29, 2013			% Inc/ (Dec)			March 28, 2014			March 29, 2013			% Inc/ (Dec)
	(Dollars in millions, except per share amounts)
Revenue:
RF Communications	$	457.2		$	417.7			9.5	%	$	1,334.8		$	1,348.4			(1.0	)%
Integrated Network Solutions		348.0			375.0			(7.2	)%		1,089.5			1,163.6			(6.4	)%
Government Communications Systems		476.6			430.6			10.7	%		1,321.2			1,313.3			0.6	%
Corporate eliminations		(14.3	)		(19.6	)		(27.0	)%		(62.9	)		(73.2	)		(14.1	)%
Total revenue		1,267.5			1,203.7			5.3	%		3,682.6			3,752.1			(1.9	)%
Cost of product sales and services		(841.0	)		(803.5	)		4.7	%		(2,410.9	)		(2,497.2	)		(3.5	)%
Gross margin		426.5			400.2			6.6	%		1,271.7			1,254.9			1.3	%
% of total revenue		33.6	%		33.2	%					34.5	%		33.4	%
Engineering, selling and administrative expenses		(203.2	)		(202.5	)		0.3	%		(615.7	)		(613.8	)		0.3	%
% of total revenue		16.0	%		16.8	%					16.7	%		16.4	%
Non-operating income (loss)		0.2			(0.5	)		*			4.7			(1.6	)		*
Net interest expense		(22.5	)		(26.8	)		(16.0	)%		(68.6	)		(81.3	)		(15.6	)%
Income from continuing operations before income taxes		201.0			170.4			18.0	%		592.1			558.2			6.1	%
Income taxes		(63.9	)		(45.8	)		39.5	%		(190.5	)		(166.8	)		14.2	%
Effective tax rate		31.8	%		26.9	%					32.2	%		29.9	%
Income from continuing operations		137.1			124.6			10.0	%		401.6			391.4			2.6	%
Noncontrolling interests, net of income taxes		0.2			0.5			(60.0	)%		0.4			4.4			(90.9	)%
Income from continuing operations attributable to Harris Corporation common shareholders		137.3			125.1			9.8	%		402.0			395.8			1.6	%
% of total revenue		10.8	%		10.4	%					10.9	%		10.5	%
Discontinued operations, net of income taxes		4.1			(30.3	)		*			1.4			(338.3	)		*
Net income attributable to Harris Corporation common shareholders	$	141.4		$	94.8			49.2	%	$	403.4		$	57.5			*
Income from continuing operations per diluted common share attributable to Harris Corporation common shareholders	$	1.27		$	1.12			13.4	%	$	3.72		$	3.50			6.3	%

* Not meaningful

Revenue

Third Quarter 2014 Compared With Third Quarter 2013: Revenue increases in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013 in our RF Communications and Government Communications Systems segments were partially offset by a revenue decrease in our Integrated Network Solutions segment. The $40 million increase in revenue in our RF Communications segment was due to higher international revenue in Tactical Communications, partially offset by lower revenue from U.S. Department of Defense (“DoD”) customers in Tactical Communications and lower Public Safety and Professional Communications revenue. The $46 million increase in revenue in our Government Communications Systems segment was primarily due to higher revenue from the Aireon hosted payload program, the Federal Aviation Administration’s NextGen Data Communications Integrated Services (“DataComm”) program, the U.S. Army Modernization of Enterprise Terminals (“MET”) program and the F-35 program. The $27 million decrease in revenue in our Integrated Network Solutions segment was primarily due to lower revenue from U.S. Government customers across the segment.

First Three Quarters 2014 Compared With First Three Quarters 2013: Revenue decreases in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013 in our Integrated Network Solutions and RF Communications segments were partially offset by a revenue increase in our Government Communications Systems segment. The $74 million decrease in revenue in our Integrated Network Solutions segment was primarily due to the same reason as noted above regarding the third quarters of fiscal 2014 and 2013. The $14 million decrease in revenue in our RF Communications segment was primarily due to lower revenue from

17

DoD customers in Tactical Communications and lower Public Safety and Professional Communications revenue, mostly offset by higher international revenue in Tactical Communications. The $8 million increase in revenue in our Government Communications Systems segment was primarily due to higher revenue from the Aireon hosted payload program and the DataComm and MET programs, mostly offset by lower revenue from the Geostationary Operational Environmental Satellite — Series R (“GOES-R”) weather program for the National Oceanic and Atmospheric Administration (“NOAA”).

See the “Discussion of Business Segment Results of Operations” discussion below in this MD&A for further information.

Gross Margin Percentage

Third Quarter 2014 Compared With Third Quarter 2013: The increase in gross margin as a percentage of revenue (“gross margin percentage”) in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013 was primarily due to an increase in gross margin percentage in, and a higher percentage of our overall revenue generated by, our higher-margin RF Communications segment and operational excellence improvements, partially offset by an out-of-period adjustment made to revenue and cost of sales for satellite and terrestrial communications services. We experienced a gross margin percentage point increase of 2.4 in our RF Communications segment, and gross margin percentage point decreases of 1.9 and 0.7 in our Government Communications Systems and Integrated Network Solutions segments, respectively.

First Three Quarters 2014 Compared With First Three Quarters 2013: The increase in gross margin percentage in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013 was primarily due to good program execution and operational excellence improvements, including the benefit of restructuring actions in fiscal 2013, resulting in gross margin percentage point increases of 1.9, 0.5 and 0.4 in our RF Communications, Integrated Network Solutions and Government Communications Systems segments, respectively, as well as a lower percentage of our overall revenue generated by our lower-margin Integrated Network Solutions segment.

See the “Discussion of Business Segment Results of Operations” discussion below in this MD&A for further information.

Engineering, Selling and Administrative Expenses

Third Quarter 2014 Compared With Third Quarter 2013: Engineering, selling and administrative (“ESA”) expenses remained essentially unchanged although revenue increased in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013, resulting in slightly lower ESA expenses as a percentage of revenue (“ESA percentage”) in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013. ESA expenses in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013 reflected higher research and development expenses, mostly offset by a reduction in general and administrative expenses due to an out-of-period adjustment related to our post-employment benefit plan and due to operational excellence improvements.

First Three Quarters 2014 Compared With First Three Quarters 2013: ESA expenses remained essentially unchanged although revenue decreased in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013, resulting in a slightly higher ESA percentage in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013. ESA expenses in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013 reflected higher research and development expenses and an increase in general and administrative expenses in our RF Communications segment due to accruals in the first quarter of fiscal 2014 for legal matters, mostly offset by a reduction in general and administrative expenses due to the out-of-period adjustment related to our post-employment benefit plan in the third quarter of fiscal 2014 as noted above regarding the third quarters of fiscal 2014 and 2013, and due to operational excellence improvements.

See the “Discussion of Business Segment Results of Operations” discussion below in this MD&A for further information.

Non-Operating Income (Loss)

First Three Quarters 2014 Compared With First Three Quarters 2013: Non-operating income in the first three quarters of fiscal 2014 was due to net income related to intellectual property matters. The non-operating loss in the first three quarters of fiscal 2013 was primarily due to a $6.4 million impairment of an investment in a joint venture and a $5.8 million impairment of a cost-method investment, mostly offset by a $9.0 million gain on the sale of securities available-for-sale and $1.5 million of net income related to intellectual property matters.

See Note J — Non-Operating Income (Loss) in the Notes for further information.

Net Interest Expense

Third Quarter 2014 Compared With Third Quarter 2013: The decrease in net interest expense in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013 was primarily due to lower debt levels as a result of our optional redemption on May 28, 2013 of the entire outstanding $300 million principal amount of our 5% Notes due October 1, 2015.

18

First Three Quarters 2014 Compared With First Three Quarters 2013: The decrease in net interest expense in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013 was primarily due to the same reason as noted above regarding the third quarters of fiscal 2014 and 2013.

Income Taxes

Third Quarter 2014 Compared With Third Quarter 2013: In the third quarter of fiscal 2014, our effective tax rate benefited from additional deductions (primarily related to manufacturing) and additional research credits claimed on our fiscal 2013 tax return compared with our recorded estimates at the end of fiscal 2013. In the third quarter of fiscal 2013, legislation was enacted that restored the U.S. Federal income tax credit for qualifying research and development expenses. This resulted in a benefit of approximately $7 million (approximately 4 percent of income from continuing operations before income taxes) in calculating our effective tax rate in the third quarter of fiscal 2013. Additionally, in the third quarter of fiscal 2013, our effective tax rate benefited from additional deductions (primarily related to manufacturing) claimed on our fiscal 2012 tax return compared with our recorded estimates at the end of fiscal 2012 and favorable tax settlements of approximately $2 million.

First Three Quarters 2014 Compared With First Three Quarters 2013: In the first three quarters of fiscal 2014, our effective tax rate benefited from the discrete items noted above regarding the third quarter of fiscal 2014, as well as from the settlement of a state tax audit and a refund resulting from a consolidation of foreign subsidiaries. In the first three quarters of fiscal 2013, our effective tax rate benefited from the discrete items noted above regarding the third quarter of fiscal 2013, as well as from tax elections resulting in the deductibility of certain expenses, a reduction in estimated non-U.S. tax liabilities, a reduction in state taxes due to changes in certain state tax laws and confirmation of the availability of certain acquired tax attributes due to audit resolution.

Discontinued Operations, Net of Income Taxes

Third Quarter 2014 Compared With Third Quarter 2013: In the third quarter of fiscal 2014, discontinued operations reflected a $4.8 million tax benefit (primarily related to the realization of additional tax deductions in respect of Broadcast Communications on various fiscal 2013 tax returns compared with our recorded estimates at the end of fiscal 2013), partially offset by a $1.0 million ($0.7 million after-tax) increase in the loss on sale of Broadcast Communications from miscellaneous adjustments for contingencies related to the disposition. In the third quarter of fiscal 2013, discontinued operations reflected the results of operations for Broadcast Communications and CIS, including a loss of $23.4 million ($23.6 million after-tax) on the sale of Broadcast Communications during the third quarter of fiscal 2013.

First Three Quarters 2014 Compared With First Three Quarters 2013: In the first three quarters of fiscal 2014, discontinued operations reflected a $4.8 million tax benefit (primarily related to the realization of additional tax deductions in respect of Broadcast Communications on various fiscal 2013 tax returns compared with our recorded estimates at the end of fiscal 2013) and a $3.1 million ($1.9 million after-tax) gain on the sale of the remaining assets of CIS, partially offset by a $7.6 million ($5.3 million after-tax) increase in the loss on sale of Broadcast Communications from miscellaneous adjustments for contingencies related to the disposition. In the first three quarters of fiscal 2013, the results of operations for Broadcast Communications and CIS included non-cash impairment charges of $314.4 million ($297.3 million after-tax) and $6.3 million ($3.9 million after-tax), respectively.

See Note B — Discontinued Operations in the Notes for further information.

Income From Continuing Operations Per Diluted Common Share Attributable to Harris Corporation Common Shareholders

Third Quarter 2014 Compared With Third Quarter 2013: The increase in income from continuing operations per diluted common share in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013 was primarily due to the same reasons noted above in this MD&A regarding the third quarters of fiscal 2014 and 2013, as well as the reduction in average common shares outstanding as a result of shares repurchased.

First Three Quarters 2014 Compared With First Three Quarters 2013: The increase in income from continuing operations per diluted common share in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013 was primarily due to the same reasons as noted above regarding the third quarters of fiscal 2014 and 2013.

See the “Common Stock Repurchases” discussion below in this MD&A for further information.

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Discussion of Business Segment Results of Operations

RF Communications Segment

	Quarter Ended									Three Quarters Ended
	March 28, 2014			March 29, 2013			% Inc/ (Dec)			March 28, 2014			March 29, 2013			% Inc/ (Dec)
	(Dollars in millions)
Revenue	$	457.2		$	417.7			9.5	%	$	1,334.8		$	1,348.4			(1.0	)%
Cost of product sales and services		(218.8	)		(209.9	)		4.2	%		(635.1	)		(667.4	)		(4.8	)%
Gross margin		238.4			207.8			14.7	%		699.7			681.0			2.7	%
% of revenue		52.1	%		49.7	%					52.4	%		50.5	%
ESA expenses		(94.7	)		(91.7	)		3.3	%		(278.7	)		(279.8	)		(0.4	)%
% of revenue		20.7	%		22.0	%					20.9	%		20.8	%
Segment operating income	$	143.7		$	116.1			23.8	%	$	421.0		$	401.2			4.9	%
% of revenue		31.4	%		27.8	%					31.5	%		29.8	%

Third Quarter 2014 Compared With Third Quarter 2013: Segment revenue in the third quarter of fiscal 2014 included $335 million in Tactical Communications, an increase of 21 percent from $276 million in the third quarter of fiscal 2013; and $122 million in Public Safety and Professional Communications, a decrease of 14 percent from $142 million in the third quarter of fiscal 2013. The increase in Tactical Communications revenue was due to higher revenue in international markets, partially offset by lower revenue from DoD customers. The decrease in Public Safety and Professional Communications revenue was primarily due to continued weakness across system and terminal sales in state and local government markets.

Segment gross margin percentage in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013 increased, primarily driven by a higher gross margin percentage in Tactical Communications, reflecting a favorable mix of revenue, operational excellence improvements and the benefit of restructuring actions in fiscal 2013. Segment ESA expenses were higher and segment ESA percentage was lower in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013, primarily reflecting higher general and administrative expenses in Tactical Communications associated with higher revenue in international markets, partially offset by a reduction in segment general and administrative expenses due to an out-of-period adjustment related to our post-employment benefit plan. Segment operating income increased and operating income as a percentage of revenue (“operating margin percentage”) increased in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013, reflecting the items discussed above regarding this segment.

First Three Quarters 2014 Compared With First Three Quarters 2013: Segment revenue in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013 decreased due to a decrease in revenue in Public Safety and Professional Communications, partially offset by an increase in revenue in Tactical Communications. The decrease in revenue in Public Safety and Professional Communications and increase in revenue in Tactical Communications were due to the same reasons as noted above regarding this segment for the third quarters of fiscal 2014 and 2013.

Segment gross margin percentage in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013 increased due to the same reasons as noted above regarding this segment for the third quarters of fiscal 2014 and 2013. Segment ESA expenses and ESA percentage were essentially unchanged in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013, primarily reflecting higher general and administrative expenses in Tactical Communications associated with higher revenue in international markets and the impact of accruals in the first quarter of fiscal 2014 for legal matters related to a Public Safety and Professional Communications program, partially offset by a reduction in segment general and administrative expenses due to the out-of-period adjustment related to our post-employment benefit plan in the third quarter of fiscal 2014, as noted above regarding this segment for the third quarters of fiscal 2014 and 2013. Segment operating income and operating margin percentage both increased in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013, reflecting the items discussed above regarding this segment for the first three quarters of fiscal 2014 and 2013.

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Integrated Network Solutions Segment

	Quarter Ended									Three Quarters Ended
	March 28, 2014			March 29, 2013			% Inc/ (Dec)			March 28, 2014			March 29, 2013			% Inc/ (Dec)
	(Dollars in millions)
Revenue	$	348.0		$	375.0			(7.2	)%	$	1,089.5		$	1,163.6			(6.4	)%
Cost of product sales and services		(282.6	)		(301.9	)		(6.4	)%		(871.4	)		(936.7	)		(7.0	)%
Gross margin		65.4			73.1			(10.5	)%		218.1			226.9			(3.9	)%
% of revenue		18.8	%		19.5	%					20.0	%		19.5	%
ESA expenses		(44.0	)		(42.4	)		3.8	%		(134.3	)		(130.2	)		3.1	%
% of revenue		12.6	%		11.3	%					12.3	%		11.2	%
Segment operating income	$	21.4		$	30.7			(30.3	)%	$	83.8		$	96.7			(13.3	)%
% of revenue		6.1	%		8.2	%					7.7	%		8.3	%

Third Quarter 2014 Compared With Third Quarter 2013: Segment revenue in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013 decreased, primarily due to lower revenue from U.S. Government customers across the segment.

Segment gross margin percentage in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013 decreased, reflecting an out-of-period adjustment made to revenue and cost of sales for satellite and terrestrial communications services and margin pressure from a competitive market environment, partially offset by increases in gross margin percentage on satellite and terrestrial communications services due to operational excellence improvements. Segment ESA expenses and ESA percentage were higher in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013. These ESA results primarily reflected higher general and administrative expenses for satellite and terrestrial communications services, primarily due to a reduction in general and administrative expenses in the third quarter of fiscal 2013 related to a favorable adjustment of an indemnity claim. These higher ESA expenses were partially offset by a reduction in segment general and administrative expenses due to an out-of-period adjustment related to our post-employment benefit plan, as well as operational excellence improvements and the benefit of restructuring actions in fiscal 2013. Segment operating income and operating margin percentage both decreased in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013, reflecting the items discussed above regarding this segment.

First Three Quarters 2014 Compared With First Three Quarters 2013: Segment revenue in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013 decreased, primarily due to the same reasons as noted above regarding this segment for the third quarters of fiscal 2014 and 2013.

Segment gross margin percentage in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013 increased, primarily due to increases in gross margin percentage on satellite and terrestrial communications services, partially offset by the out-of-period adjustment made to revenue and cost of sales for satellite and terrestrial communications services in the third quarter of fiscal 2014, as noted above regarding this segment for the third quarters of fiscal 2014 and 2013, and margin pressure from a competitive market environment. Segment ESA expenses and ESA percentage were higher in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013. These ESA results primarily reflected higher general and administrative expenses for satellite and terrestrial communications services, primarily due to a reduction in general and administrative expenses in the third quarter of fiscal 2013 related to a favorable adjustment of an indemnity claim and to lower general and administrative expenses in the first quarter of fiscal 2013 due to a decrease in reserves for U.S. telecommunications fees and international business receipts taxes. These higher ESA expenses were partially offset by a reduction in segment general and administrative expenses due to the out-of-period adjustment related to our post-employment benefit plan in the third quarter of fiscal 2014, as noted above regarding this segment for the third quarters of fiscal 2014 and 2013, as well as operational excellence improvements and the benefit of restructuring actions in fiscal 2013. Segment operating income and operating margin percentage both decreased in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013, reflecting the items discussed above regarding this segment for the first three quarters of fiscal 2014 and 2013.

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Government Communications Systems Segment

	Quarter Ended									Three Quarters Ended
	March 28, 2014			March 29, 2013			% Inc/ (Dec)			March 28, 2014			March 29, 2013			% Inc/ (Dec)
	(Dollars in millions)
Revenue	$	476.6		$	430.6			10.7	%	$	1,321.2		$	1,313.3			0.6	%
Cost of product sales and services		(353.9	)		(311.7	)		13.5	%		(967.3	)		(966.7	)		0.1	%
Gross margin		122.7			118.9			3.2	%		353.9			346.6			2.1	%
% of revenue		25.7	%		27.6	%					26.8	%		26.4	%
ESA expenses		(45.3	)		(52.4	)		(13.5	)%		(146.0	)		(148.9	)		(1.9	)%
% of revenue		9.5	%		12.2	%					11.1	%		11.3	%
Segment operating income	$	77.4		$	66.5			16.4	%	$	207.9		$	197.7			5.2	%
% of revenue		16.2	%		15.4	%					15.7	%		15.1	%

Third Quarter 2014 Compared With Third Quarter 2013: Segment revenue in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013 increased, primarily due to higher revenue from the Aireon hosted payload program and the DataComm, MET and F-35 programs.

Segment gross margin percentage in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013 decreased, primarily due to a less favorable mix of revenue in the third quarter of fiscal 2014. Segment ESA expenses and ESA percentage were lower in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013, primarily reflecting a reduction in segment general and administrative expenses due to an out-of-period adjustment related to our post-employment benefit plan, as well as operational excellence improvements and the benefit of restructuring actions in fiscal 2013, partially offset by higher spending on research and development. Segment operating income and operating margin percentage both increased in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013, reflecting the items discussed above regarding this segment.

First Three Quarters 2014 Compared With First Three Quarters 2013: Segment revenue in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013 increased, primarily due to higher revenue from the Aireon hosted payload program and the DataComm and MET programs, mostly offset by lower revenue from the GOES-R weather program for NOAA.

The increases in segment gross margin and in segment gross margin percentage in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013 were due to continued strong program performance, including the retirement of risk on certain space programs. Segment ESA expenses and ESA percentage were essentially unchanged in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013, primarily due to the same reasons as noted above regarding this segment for the third quarters of fiscal 2014 and 2013. Segment operating income and operating margin percentage both increased in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013, reflecting the items discussed above regarding this segment for the first three quarters of fiscal 2014 and 2013.

Unallocated Corporate Expense and Corporate Eliminations

	Quarter Ended							Three Quarters Ended
	March 28, 2014		March 29, 2013		% Inc/ (Dec)			March 28, 2014		March 29, 2013		% Inc/ (Dec)
	(Dollars in millions)
Unallocated corporate expense	$	17.0	$	14.0		21.4	%	$	47.4	$	48.4		(2.1	)%
Corporate eliminations		2.2		1.6		37.5	%		9.3		6.1		52.5	%

Third Quarter 2014 Compared With Third Quarter 2013: The increase in unallocated corporate expense in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013 was primarily due to one-time employment-related costs. The increase in corporate eliminations in the third quarter of fiscal 2014 compared with the third quarter of fiscal 2013 was primarily due to higher intersegment eliminations for sales of services between our Integrated Network Solutions segment and our Government Communications Systems segment.

First Three Quarters 2014 Compared With First Three Quarters 2013: The increase in corporate eliminations in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013 was due to the same reason noted above regarding the third quarters of fiscal 2014 and 2013.

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LIQUIDITY AND CAPITAL RESOURCES

Cash Flows

	Three Quarters Ended
	March 28, 2014			March 29, 2013
	(In millions)
Net cash provided by operating activities	$	454.0		$	513.2
Net cash provided by (used in) investing activities		(116.0	)		27.0
Net cash used in financing activities		(300.5	)		(438.3	)
Effect of exchange rate changes on cash and cash equivalents		(8.9	)		1.1
Net increase in cash and cash equivalents		28.6			103.0
Cash and cash equivalents, beginning of year		321.0			356.0
Cash and cash equivalents, end of quarter	$	349.6		$	459.0

Cash and cash equivalents: Our Condensed Consolidated Statement of Cash Flows (Unaudited) includes cash flows from Broadcast Communications and CIS. Our Condensed Consolidated Balance Sheet (Unaudited) as of the end of fiscal 2013 reflects CIS as discontinued operations. Our consolidated cash flows in the first three quarters of fiscal 2014 include $27.0 million provided by investing activities from the net proceeds from our sale of the remaining assets of CIS in the first quarter of fiscal 2014. Our consolidated cash flows in the first three quarters of fiscal 2013 include $147.4 million of net proceeds from the sale of Broadcast Communications in the third quarter of fiscal 2013. Other impacts to our consolidated cash flows in the first three quarters of fiscal 2014 and 2013 from Broadcast Communications and CIS were not material.

Our cash and cash equivalents increased $28.6 million to $349.6 million at the end of the third quarter of fiscal 2014 from $321.0 million at the end of fiscal 2013. The increase was primarily due to $454.0 million of net cash provided by operating activities, $133.9 million of proceeds from exercises of employee stock options and $27.0 million of net proceeds from our sale of the remaining assets of CIS, mostly offset by $222.1 million used to repurchase shares of our common stock, $139.7 million used for additions of property, plant and equipment, $135.5 million used to pay cash dividends and $76.8 million used for net repayments of borrowings. Our cash and cash equivalents increased $103.0 million to $459.0 million at the end of the third quarter of fiscal 2013 from $356.0 million at the end of fiscal 2012. The increase was primarily due to $513.2 million of net cash provided by operating activities, $147.4 million of net proceeds from the sale of Broadcast Communications in the third quarter of fiscal 2013 as noted above and $84.7 million of net proceeds from exercises of employee stock options, partially offset by $274.6 million used to repurchase shares of our common stock, $131.5 million used for additions of property, plant, and equipment and capitalized software, $124.6 million used to pay cash dividends and $123.8 million used for net repayments of borrowings.

Our financial position remained strong at March 28, 2014. We ended the third quarter of fiscal 2014 with cash and cash equivalents of $349.6 million; we have no long-term debt maturing until December 1, 2017; we have a senior unsecured $1 billion revolving credit facility that expires in September 2017 (all of which was available to us as of March 28, 2014); and we do not have any material defined benefit pension plan obligations. Our $349.6 million of cash and cash equivalents at March 28, 2014 included $175 million held by our foreign subsidiaries, $127 million of which was available for use in the U.S. without incurring additional U.S. income taxes. We would be required to recognize U.S. income taxes of $13 million on the remaining $48 million if we were to repatriate such funds to the U.S., but we have no current plans to repatriate such funds.

Given our current cash position, outlook for funds generated from operations, credit ratings, available credit facility, cash needs and debt structure, we have not experienced to date, and do not expect to experience, any material issues with liquidity, although we can give no assurances concerning our future liquidity, particularly in light of the U.S. Government budget uncertainties and the state of global commerce and financial uncertainty.

We also currently believe that existing cash, funds generated from operations, our credit facility and access to the public and private debt and equity markets will be sufficient to provide for our anticipated working capital requirements, capital expenditures, dividend payments and repurchases under our share repurchase program for the next 12 months and for the reasonably foreseeable future thereafter. We anticipate tax payments over the next three years to be approximately equal to our tax expense for the same period. Other than those cash outlays noted in the “Commercial Commitments and Contractual Obligations” discussion below in this MD&A, capital expenditures, dividend payments, repurchases under our share repurchase program and potential acquisitions, no other significant cash outlays are anticipated during the remainder of fiscal 2014.

There can be no assurance, however, that our business will continue to generate cash flows at current levels or that the cost or availability of future borrowings, if any, under our commercial paper program or our credit facility or in the debt markets will not be

23

impacted by any potential future credit and capital markets disruptions. If we are unable to maintain cash balances or generate sufficient cash flow from operations to service our obligations, we may be required to sell assets, reduce capital expenditures, reduce or eliminate strategic acquisitions, reduce or terminate our share repurchases, reduce or eliminate dividends, refinance all or a portion of our existing debt or obtain additional financing. Our ability to make principal payments or pay interest on or 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 defense, government and integrated communications and information technology and services markets and to general economic, political, financial, competitive, legislative and regulatory factors beyond our control.

Net cash provided by operating activities: Our net cash provided by operating activities was $454.0 million in the first three quarters of fiscal 2014, compared with $513.2 million in the first three quarters of fiscal 2013. Cash flow from operations was positive in all of our business segments in the first three quarters of fiscal 2014. The decrease in net cash provided by operating activities in the first three quarters of fiscal 2014 compared with the first three quarters of fiscal 2013 was primarily due to the timing of product shipments and to slower collections.

Net cash provided by (used in) investing activities: Our net cash used in investing activities was $116.0 million in the first three quarters of fiscal 2014 compared with net cash provided by investing activities of $27.0 million in the first three quarters of fiscal 2013. The difference in cash flows from investing activities was primarily attributable to $147.4 million of net proceeds from the sale of Broadcast Communications in the third quarter of fiscal 2013, partially offset by $27.0 million of net proceeds from the sale of the remaining assets of CIS in the first quarter of fiscal 2014. Our total capital expenditures in fiscal 2014 are expected to be approximately $230 million.

Net cash used in financing activities: Our net cash used in financing activities decreased to $300.5 million in the first three quarters of fiscal 2014 from $438.3 million in the first three quarters of fiscal 2013. The decrease was primarily due to $52.5 million less in repurchases of our common stock, $49.2 million more of proceeds from exercises of employee stock options and $47.0 million less in net repayments of borrowings.

Common Stock Repurchases

During the third quarter of fiscal 2014, we used $64.4 million to repurchase 897,199 shares of our common stock under our 2013 Repurchase Program (as defined below) at an average price per share of $71.81, including commissions. During the third quarter of fiscal 2013, we used $160.0 million to repurchase 3,377,202 shares of our common stock under our 2011 Repurchase Program (as defined below) at an average price per share of $47.38, including commissions. During the first three quarters of fiscal 2014, we used $214.4 million to repurchase 3,429,879 shares of our common stock under our 2013 Repurchase Program and 2011 Repurchase Program at an average price per share of $62.52, including commissions. During the first three quarters of fiscal 2013, we used $260.0 million to repurchase 5,477,621 shares of our common stock under our 2011 Repurchase Program at an average price per share of $47.47, including commissions. In the third quarter of fiscal 2014 and third quarter of fiscal 2013, $0.9 million and $0.4 million, respectively, in shares of our common stock were delivered to us or withheld by us to satisfy withholding taxes on employee share-based awards. In the first three quarters of fiscal 2014 and first three quarters of fiscal 2013, $7.7 million and $14.6 million, respectively, in shares of our common stock were delivered to us or withheld by us to satisfy withholding taxes on employee share-based awards. Shares repurchased by us are cancelled and retired.

On August 23, 2013, our Board of Directors approved a new $1 billion share repurchase program (our “2013 Repurchase Program”), which was in addition to our prior share repurchase program approved in 2011 (our “2011 Repurchase Program”). Our repurchases during the second quarter of fiscal 2014 used the remaining authorization under our 2011 Repurchase Program. As of March 28, 2014, we had a remaining, unused authorization of approximately $919 million under our 2013 Repurchase Program, which does not have a stated expiration date. Our repurchase programs have resulted, and our 2013 Repurchase Program is expected to continue to result, in repurchases in excess of the dilutive effect of shares issued under our share-based incentive plans. However, the level of our repurchases depends on a number of factors, including our financial condition, capital requirements, cash flows, results of operations, future business prospects and other factors our Board of Directors may deem relevant. Repurchases are expected to be funded with available cash and commercial paper and may be made through open market purchases, private transactions, transactions structured through investment banking institutions or any combination thereof. The timing, volume and nature of repurchases are subject to market conditions, applicable securities laws and other factors and are at our discretion and may be suspended or discontinued at any time.

Additional information regarding share repurchases during the third quarter of fiscal 2014 and our repurchase programs is set forth in this Report under Part II. Item 2. “Unregistered Sales of Equity Securities and Use of Proceeds.”

Dividends

On August 23, 2013, our Board of Directors increased the quarterly cash dividend rate on our common stock from $.37 per share to $.42 per share, for an annualized cash dividend rate of $1.68 per share, which was our twelfth consecutive annual increase in our quarterly cash dividend rate. Our annualized cash dividend rate was $1.48 per share in fiscal 2013. There can be no assurances that our

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annualized cash dividend rate will continue to increase. Quarterly cash dividends are typically paid in March, June, September and December. We currently expect that cash dividends will continue to be paid in the near future, but we can give no assurances concerning payment of future dividends. The declaration of dividends and the amount thereof will depend on a number of factors, including our financial condition, capital requirements, cash flows, results of operations, future business prospects and other factors that our Board of Directors may deem relevant.

Capital Structure and Resources

2012 Credit Agreement: On September 28, 2012, we established a new $1 billion 5-year senior unsecured revolving credit facility (the “2012 Credit Facility”) by entering into a Revolving Credit Agreement (the “2012 Credit Agreement”) with a syndicate of lenders. The 2012 Credit Facility replaced our prior revolving credit facilities. For a description of the 2012 Credit Facility and the 2012 Credit Agreement, see Note 11: “Credit Arrangements” in our Notes to Consolidated Financial Statements in our Fiscal 2013 Form 10-K.

We were in compliance with the covenants in the 2012 Credit Agreement at March 28, 2014, including the covenant requiring that we not permit our ratio of consolidated total indebtedness to total capital, each as defined in the 2012 Credit Agreement, to be greater than 0.60 to 1.00 at any time. At March 28, 2014, we had no borrowings outstanding under the 2012 Credit Agreement, but we had $75.0 million of short-term debt outstanding under our commercial paper program that was supported by the 2012 Credit Facility.

Short-Term Debt: Our short-term debt at March 28, 2014 and June 28, 2013 was $81.3 million and $144.6 million, respectively. Our short-term debt at March 28, 2014 and June 28, 2013 primarily consisted of commercial paper issued to partially fund our optional redemption on May 28, 2013 of the entire outstanding $300 million principal amount of our 5% Notes due October 1, 2015. Our commercial paper program was supported at March 28, 2014 and June 28, 2013 by the 2012 Credit Facility.

Other: We have an automatically effective, universal shelf registration statement, filed with the SEC on February 27, 2013, related to the potential future issuance of an indeterminate amount of securities, including debt securities, preferred stock, common stock, fractional interests in preferred stock represented by depositary shares and warrants to purchase debt securities, preferred stock or common stock.

We expect to maintain operating ratios, fixed-charge coverage ratios and balance sheet ratios sufficient for retention of, or improvement to, our current debt ratings. There are no assurances that our debt ratings will not be reduced in the future. If our debt ratings are lowered below “investment grade,” we may not be able to issue short-term commercial paper, but may instead need to borrow under our credit facility or pursue other options. In addition, if our debt ratings are lowered to below “investment grade,” we may also be required to provide collateral to support a portion of our outstanding performance bonds. For a discussion of such performance bonds, see the “Commercial Commitments” discussion in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Fiscal 2013 Form 10-K. We do not currently expect a downgrade of our current debt ratings, but no assurances can be given. If our debt ratings are downgraded, it could adversely impact, among other things, our future borrowing costs and access to capital markets and our ability to receive certain types of contract awards.

Off-Balance Sheet Arrangements

In accordance with the definition under SEC rules, any of the following qualify as off-balance sheet arrangements:

• Any obligation under certain guarantee contracts;

• A retained or contingent interest in assets transferred to an unconsolidated entity or similar entity or similar arrangement that serves as credit, liquidity or market risk support to that entity for such assets;

• Any obligation, including a contingent obligation, under certain derivative instruments; and

• Any obligation, including a contingent obligation, under a material variable interest held by the registrant in an unconsolidated entity that provides financing, liquidity, market risk or credit risk support to the registrant, or engages in leasing, hedging or research and development services with the registrant.

Currently we are not participating in any material transactions that generate relationships with unconsolidated entities or financial partnerships, including variable interest entities, and we do not have any material retained or contingent interest in assets as defined above. As of March 28, 2014, we did not have material financial guarantees or other contractual commitments that are reasonably likely to adversely affect our results of operations, financial condition or cash flows. In addition, we are not currently a party to any related party transactions that materially affect our results of operations, financial condition or cash flows.

We have, from time to time, divested certain of our businesses and assets. In connection with these divestitures, we often provide representations, warranties and/or indemnities to cover various risks and unknown liabilities, such as environmental liabilities and tax liabilities. We cannot estimate the potential liability from such representations, warranties and indemnities because they relate to unknown conditions. We do not believe, however, that the liabilities relating to these representations, warranties and indemnities will have a material adverse effect on our results of operations, financial condition or cash flows.

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Due to our downsizing of certain operations pursuant to acquisitions, restructuring plans or otherwise, certain properties leased by us have been sublet to third parties. In the event any of these third parties vacates any of these premises, we would be legally obligated under master lease arrangements. We believe that the financial risk of default by such sublessees is individually and in the aggregate not material to our results of operations, financial condition or cash flows.

Commercial Commitments and Contractual Obligations

The amounts disclosed in our Fiscal 2013 Form 10-K include our contractual obligations and commercial commitments. During the three quarters ended March 28, 2014, no material changes occurred in our contractual cash obligations to repay debt, to purchase goods and services and to make payments under operating leases or our commercial commitments and contingent liabilities on outstanding surety bonds, standby letters of credit and other arrangements as disclosed in our Fiscal 2013 Form 10-K.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our Condensed Consolidated Financial Statements (Unaudited) and accompanying Notes are prepared in accordance with U.S. generally accepted accounting principles. Preparing financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. These estimates and assumptions are affected by the application of our accounting policies. Our significant accounting policies are described in Note 1: “Significant Accounting Policies” in our Notes to Consolidated Financial Statements included in our Fiscal 2013 Form 10-K. Critical accounting policies and estimates are those that require application of management’s most difficult, subjective or complex judgments, often as a result of matters that are inherently uncertain and may change in subsequent periods. Critical accounting policies and estimates for us include: (i) revenue recognition on contracts and contract estimates (discussed in greater detail in the following paragraphs), (ii) provisions for excess and obsolete inventory losses, (iii) impairment testing of goodwill, and (iv) income taxes and tax valuation allowances. For additional discussion of our critical accounting policies and estimates, see the “Critical Accounting Policies and Estimates” discussion in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Fiscal 2013 Form 10-K.

Revenue Recognition

A significant portion of our business is derived from development and production contracts. Revenue and profits related to development and production contracts are recognized using the percentage-of-completion method, generally based on the ratio of costs incurred to estimated total costs at completion (i.e., the “cost-to-cost” method) with consideration given for risk of performance and estimated profit. Revenue in our Government Communications Systems segment primarily relates to development and production contracts, and the percentage-of-completion method of revenue recognition is primarily used for these contracts. Change orders, claims or other items that may change the scope of a development and production contract are included in contract value only when the value can be reliably estimated and realization is probable. Possible incentives or penalties and award fees applicable to performance on development and production contracts are considered in estimating contract value and profit rates and are recorded when there is sufficient information to assess anticipated contract performance. Incentive provisions that increase earnings based solely on a single significant event are generally not recognized until the event occurs.

Under the percentage-of-completion method of accounting, a single estimated total profit margin is used to recognize profit for each development and production contract over its period of performance. Recognition of profit on development and production fixed-price contracts requires estimates of the total cost at completion and the measurement of progress toward completion. The estimated profit or loss on a development and production contract is equal to the difference between the estimated contract value and the estimated total cost at completion. Due to the long-term nature of many of our programs, developing the estimated total cost at completion often requires judgment. Factors that must be considered in estimating the cost of the work to be completed include the nature and complexity of the work to be performed, subcontractor performance, the risk and impact of delayed performance, availability and timing of funding from the customer and the recoverability of any claims outside the original development and production contract included in the estimate to complete. At the outset of each contract, we gauge its complexity and perceived risks and establish an estimated total cost at completion in line with these expectations. After establishing the estimated total cost at completion, we follow a standard estimate at completion process in which management reviews the progress and performance on our ongoing development and production contracts at least quarterly and, in many cases, more frequently. If we successfully retire risks associated with the technical, schedule and cost aspects of a contract, we may lower our estimated total cost at completion commensurate with the retirement of these risks. Conversely, if we are not successful in retiring these risks, we may increase our estimated total cost at completion. Additionally, at the outset of a cost-reimbursable contract (for example, contracts containing award or incentive fees), we establish an estimate of total contract value, or revenue, based on our expectation of performance on the contract. As the cost-reimbursable contract progresses, our estimates of total contract value may increase or decrease if, for example, we receive higher or lower than expected award fees. When adjustments in estimated total costs at completion or in estimates of total contract value are determined, the related impact to operating income is recognized using the cumulative catch-up method, which recognizes in the current period the cumulative effect of such adjustments for all prior periods. Anticipated losses on development and production contracts or programs in progress are charged to operating income when identified. We have not made any material changes in the methodologies used to recognize revenue on development and production contracts or to estimate our costs related to development and production contracts in the past three fiscal years.

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Estimate at completion adjustments had the following impacts to operating income for the periods presented:

	Quarter Ended						Three Quarters Ended
	March 28, 2014			March 29, 2013			March 28, 2014			March 29, 2013
	(In millions)
Favorable adjustments	$	28.6		$	25.6		$	68.1		$	74.3
Unfavorable adjustments		(10.2	)		(9.4	)		(29.2	)		(32.4	)
Net operating income adjustments	$	18.4		$	16.2		$	38.9		$	41.9

There were no individual impacts to operating income due to estimate at completion adjustments in the quarter and three quarters ended March 28, 2014 or in the quarter and three quarters ended March 29, 2013 that were material to our results of operations on a consolidated or segment basis for such periods.

See Note N — Changes in Estimates in the Notes for further information.

Impact of Recently Issued Accounting Standards

Accounting standards issued but not effective for us until after March 28, 2014 are not expected to have a material impact on our financial position, results of operations or cash flows.

FORWARD-LOOKING STATEMENTS AND FACTORS THAT MAY AFFECT FUTURE RESULTS

This Report contains forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they do not materialize or prove correct, could cause our results to differ materially from those expressed in or implied by such forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including, but not limited to, statements concerning: our plans, strategies and objectives for future operations; new products, systems, technologies, services or developments; future economic conditions, performance or outlook; the outcome of contingencies; the potential level of share repurchases or dividends; the value of our contract awards and programs; expected cash flows or capital expenditures; our beliefs or expectations; activities, events or developments that we intend, expect, project, believe or anticipate will or may occur in the future; and assumptions underlying any of the foregoing. Forward-looking statements may be identified by their use of forward-looking terminology, such as “believes,” “expects,” “may,” “should,” “would,” “will,” “intends,” “plans,” “estimates,” “anticipates,” “projects” and similar words or expressions. You should not place undue reliance on these forward-looking statements, which reflect our management’s opinions only as of the date of the filing of this Report and are not guarantees of future performance or actual results. Forward-looking statements are made in reliance on the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following are some of the factors we believe could cause our actual results to differ materially from our historical results or our current expectations or projections:

• We depend on U.S. Government customers for a significant portion of our revenue, and the loss of this relationship or a change or reduction in U.S. Government funding priorities could have an adverse impact on our business, financial condition, results of operations and cash flows.

• We depend significantly on U.S. Government contracts, which often are only partially funded, subject to immediate termination, and heavily regulated and audited. The termination or failure to fund, or negative audit findings for, one or more of these contracts could have an adverse impact on our business, financial condition, results of operations and cash flows.

• We could be negatively impacted by a security breach, through cyber attack, cyber intrusion or otherwise, or other significant disruption of our IT networks and related systems or of those we operate for certain of our customers.

• We enter into fixed-price contracts that could subject us to losses in the event of cost overruns or a significant increase in inflation.

• We derive a significant portion of our revenue from international operations and are subject to the risks of doing business internationally, including fluctuations in currency exchange rates.

• Our reputation and ability to do business may be impacted by the improper conduct of our employees, agents or business partners.

• We may not be successful in obtaining the necessary export licenses to conduct certain operations abroad, and Congress may prevent proposed sales to certain foreign governments.

• The continued effects of the general weakness in the global economy and the U.S. Government’s budget deficits and national debt could have an adverse impact on our business, financial condition, results of operations and cash flows.

• Our future success will depend on our ability to develop new products, systems, services and technologies that achieve market acceptance in our current and future markets.

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• We participate in markets that are often subject to uncertain economic conditions, which makes it difficult to estimate growth in our markets and, as a result, future income and expenditures.

• We cannot predict the consequences of future geo-political events, but they may adversely affect the markets in which we operate, our ability to insure against risks, our operations or our profitability.

• We have made, and may continue to make, strategic acquisitions and divestitures that involve significant risks and uncertainties.

• Disputes with our subcontractors and the inability of our subcontractors to perform, or our key suppliers to timely deliver our components, parts or services, could cause our products or services to be produced or delivered in an untimely or unsatisfactory manner.

• Third parties have claimed in the past and may claim in the future that we are infringing directly or indirectly upon their intellectual property rights, and third parties may infringe upon our intellectual property rights.

• The outcome of litigation or arbitration in which we are involved is unpredictable and an adverse decision in any such matter could have a material adverse effect on our financial condition, results of operations and cash flows.

• We face certain significant risk exposures and potential liabilities that may not be covered adequately by insurance or indemnity.

• Changes in our effective tax rate may have an adverse effect on our results of operations.

• We have significant operations in locations that could be materially and adversely impacted in the event of a natural disaster or other significant disruption.

• Changes in the regulatory framework under which our managed satellite and terrestrial communications solutions operations are operated could adversely affect our business, financial condition, results of operations and cash flows.

• We rely on third parties to provide satellite bandwidth for our managed satellite and terrestrial communications solutions, and any bandwidth constraints could harm our business, financial condition, results of operations and cash flows.

• Changes in future business or other market conditions could cause business investments and/or recorded goodwill or other long-term assets to become impaired, resulting in substantial losses and write-downs that would reduce our results of operations.

• We must attract and retain key employees, and failure to do so could seriously harm us.

Additional details and discussions concerning some of the factors that could affect our forward-looking statements or future results are set forth in our Fiscal 2013 Form 10-K under Item 1A. “Risk Factors.” The foregoing list of factors and the factors set forth in Item 1A. “Risk Factors” included in our Fiscal 2013 Form 10-K and in Part II. Item 1A. “Risk Factors” in this Report are not exhaustive. Additional risks and uncertainties not known to us or that we currently believe not to be material also may adversely impact our business, financial condition, results of operations and cash flows. Should any risks or uncertainties develop into actual events, these developments could have a material adverse effect on our business, financial condition, results of operations and cash flows. The forward-looking statements contained in this Report are made as of the date hereof and we disclaim any intention or obligation, other than imposed by law, to update or revise any forward-looking statements or to update the reasons actual results could differ materially from those projected in the forward-looking statements, whether as a result of new information, future events or developments or otherwise. For further information concerning risk factors, see Part II. Item 1A. “Risk Factors” in this Report.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

In the normal course of doing business, we are exposed to the risks associated with foreign currency exchange rates and changes in interest rates. We employ established policies and procedures governing the use of financial instruments to manage our exposure to such risks.

Foreign Exchange and Currency: We use foreign currency forward contracts and options to hedge both balance sheet and off-balance sheet future foreign currency commitments. Factors that could impact the effectiveness of our hedging programs for foreign currency include accuracy of sales estimates, volatility of currency markets and the cost and availability of hedging instruments. A 10 percent change in currency exchange rates for our foreign currency derivatives held at March 28, 2014 would not have had a material impact on the fair value of such instruments or our results of operations or cash flows. This quantification of exposure to the market risk associated with foreign currency financial instruments does not take into account the offsetting impact of changes in the fair value of our foreign denominated assets, liabilities and firm commitments. See Note M — Derivative Instruments and Hedging Activities in the Notes for additional information.

Interest Rates: As of March 28, 2014, we had long-term debt obligations. The fair value of our long-term debt obligations is impacted by changes in interest rates; however, a 10 percent change in interest rates for our long-term debt obligations at March 28, 2014 would not have had a material impact on the fair value of such long-term debt obligations. Additionally, there is no interest rate risk associated with our long-term debt obligations on our results of operations and cash flows, because the interest rates on our long-term debt obligations are fixed, and because our long-term debt is not putable (redeemable at the option of the holders of the debt prior to maturity).

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As of March 28, 2014, we also had short-term variable-rate debt outstanding, primarily under our commercial paper program, subject to interest rate risk. We utilize our commercial paper program to satisfy short-term cash requirements, including bridge financing for strategic acquisitions until longer-term financing arrangements are put in place, temporarily funding repurchases under our share repurchase programs and temporarily funding redemption of long-term debt. The interest rate risk associated with this short-term debt on our results of operations and cash flows is not material.

We can give no assurances, however, that interest rates will not change significantly or have a material effect on the fair value of our long-term debt obligations or on our results of operations or cash flows over the next twelve months.

Item 4. Controls and Procedures.

(a) Evaluation of Disclosure Controls and Procedures: We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. Our disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can provide only reasonable assurance of achieving their control objectives, and management necessarily is required to use its judgment in evaluating the cost-benefit relationship of possible controls and procedures. As required by Rule 13a-15 under the Exchange Act, as of the end of the quarter ended March 28, 2014, we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures. This evaluation was carried out under the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer. Based on this work and other evaluation procedures, our management, including our Chief Executive Officer and our Chief Financial Officer, has concluded that as of the end of the quarter ended March 28, 2014 our disclosure controls and procedures were effective.

(b) Changes in Internal Control: We periodically review our internal control over financial reporting as part of our efforts to ensure compliance with the requirements of Section 404 of the Sarbanes-Oxley Act of 2002. In addition, we routinely review our system of internal control over financial reporting to identify potential changes to our processes and systems that may improve controls and increase efficiency, while ensuring that we maintain an effective internal control environment. Changes may include such activities as implementing new, more efficient systems, consolidating the activities of business units, migrating certain processes to our shared services organizations, formalizing policies and procedures, improving segregation of duties and increasing monitoring controls. In addition, when we acquire new businesses, we incorporate our controls and procedures into the acquired business as part of our integration activities. There have been no changes in our internal control over financial reporting that occurred during the quarter ended March 28, 2014 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings.

General. From time to time, as a normal incident of the nature and kind of business in which we are, and were, engaged, various claims or charges are asserted and litigation or arbitration is commenced by or against us arising from or related to matters including, but not limited to: product liability; personal injury; patents, trademarks, trade secrets or other intellectual property; labor and employee disputes; commercial or contractual disputes; strategic acquisitions or divestitures; the prior sale or use of former products allegedly containing asbestos or other restricted materials; breach of warranty; or environmental matters. Claimed amounts against us may be substantial but may not bear any reasonable relationship to the merits of the claim or the extent of any real risk of court or arbitral awards. We record accruals for losses related to those matters against us that we consider to be probable and that can be reasonably estimated. Gain contingencies, if any, are recognized when they are realized and legal costs generally are expensed when incurred. Although it is not feasible to predict the outcome of these matters with certainty, it is reasonably possible that some lawsuits, claims or proceedings may be disposed of or decided unfavorably to us and in excess of the amounts currently accrued. Based on available information, in the opinion of management, settlements, arbitration awards and final judgments, if any, which are considered probable of being rendered against us in litigation or arbitration in existence at March 28, 2014 are reserved against or would not have a material adverse effect on our financial condition, results of operations or cash flows.

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Tax Audits. Our tax filings are subject to audit by taxing authorities in jurisdictions where we conduct business. These audits may result in assessments of additional taxes that are subsequently resolved with the authorities or ultimately through established legal proceedings. We believe we have adequately accrued for any ultimate amounts that are likely to result from these audits; however, final assessments, if any, could be different from the amounts recorded in our Condensed Consolidated Financial Statements (Unaudited).

Item 1A. Risk Factors.

Investors should carefully review and consider the information regarding certain factors which could materially affect our business, results of operations, financial condition and cash flows as set forth under Item 1A. “Risk Factors” in our Fiscal 2013 Form 10-K. We do not believe that there have been any material changes to the risk factors previously disclosed in our Fiscal 2013 Form 10-K. We may disclose changes to such factors or disclose additional factors from time to time in our future filings with the SEC. Additional risks and uncertainties not presently known to us or that we currently believe not to be material may also adversely impact our business, results of operations, financial position and cash flows.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

Issuer Purchases of Equity Securities

During the third quarter of fiscal 2014, we repurchased 897,199 shares of our common stock under our 2013 Repurchase Program at an average price per share of $71.79, excluding commissions. During the third quarter of fiscal 2013, we repurchased 3,377,202 shares of our common stock under our 2011 Repurchase Program at an average price per share of $47.36, excluding commissions. The level of our repurchases depends on a number of factors, including our financial condition, capital requirements, cash flows, results of operations, future business prospects and other factors our Board of Directors may deem relevant. The timing, volume and nature of repurchases are subject to market conditions, applicable securities laws and other factors and are at our discretion and may be suspended or discontinued at any time. Shares repurchased by us are cancelled and retired.

The following table sets forth information with respect to repurchases by us of our common stock during the quarter ended March 28, 2014:

Period*	Total number of shares purchased		Average price paid per share		Total number of shares purchased as part of publicly announced plans or programs (1)		Maximum approximate dollar value of shares that may yet be purchased under the plans or programs (1)
Month No. 1
(December 28, 2013-January 24, 2014)
Repurchase Programs (1)		None		n/a		None	$	983,461,199
Employee Transactions (2)		None		n/a		n/a		n/a
Month No. 2
(January 25, 2014-February 21, 2014)
Repurchase Programs (1)		454,400	$	70.27		454,400	$	951,531,640
Employee Transactions (2)		1,553	$	69.34		n/a		n/a
Month No. 3
(February 22, 2014-March 28, 2014)
Repurchase Programs (1)		442,799	$	73.36		442,799	$	919,049,755
Employee Transactions (2)		None		n/a		n/a		n/a
Total		898,752	$	71.79		897,199	$	919,049,755

* Periods represent our fiscal months.

(1) On August 26, 2013, we announced that on August 23, 2013, our Board of Directors approved our 2013 Repurchase Program authorizing us to repurchase up to $1 billion in shares of our common stock through open-market transactions, private transactions, transactions structured through investment banking institutions or any combination thereof. Our 2013 Repurchase Program was in addition to our 2011 Repurchase Program. Our repurchases during the quarter ended December 27, 2013 used the remaining authorization under our 2011 Repurchase Program. As of March 28, 2014, $919,049,755 (as reflected in the table above) was the approximate dollar amount of our common stock that may yet be purchased under our 2013 Repurchase Program, which does not have a stated expiration date. Our 2013 Repurchase Program has resulted, and is expected to continue to result, in repurchases in excess of the dilutive effect of shares issued under our share-based incentive plans. However, the level of our repurchases depends on a number of factors, including our financial condition, capital requirements, cash flows, results of operations, future business prospects and other factors our Board of Directors may deem relevant. The timing, volume and nature of repurchases are subject to market conditions, applicable securities laws and other factors and are at our discretion and may be suspended or discontinued at any time.

(2) Represents a combination of (a) shares of our common stock delivered to us in satisfaction of the exercise price and/or tax withholding obligation by holders of employee stock options who exercised stock options, (b) shares of our common stock delivered to us in satisfaction of the tax withholding obligation of holders of performance shares or restricted shares that vested during the quarter, (c) performance shares, performance share units, restricted shares or restricted stock units returned to us upon retirement or employment termination of employees or (d) shares of our common stock purchased by, or sold to us by, the Harris Corporation Master Rabbi Trust, with the trustee thereof acting at our direction, to fund obligations of the Rabbi Trust under our deferred compensation plans. Our equity incentive plans provide that the value of shares delivered to us to pay the exercise price of options or to cover tax withholding obligations shall be the closing price of our common stock on the date the relevant transaction occurs.

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Sales of Unregistered Securities

During the third quarter of fiscal 2014, we did not issue or sell any unregistered equity securities.

Item 3. Defaults Upon Senior Securities.

Not Applicable.

Item 4. Mine Safety Disclosures.

Not Applicable.

Item 5. Other Information.

Not Applicable.

Item 6. Exhibits.

The following exhibits are filed herewith or incorporated by reference to exhibits previously filed with the SEC:

(3)	(a) Restated Certificate of Incorporation of Harris Corporation (1995), as amended, incorporated herein by reference to Exhibit 3(a) to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 28, 2012. (Commission File Number 1-3863)
	(b) By-Laws of Harris Corporation, as amended and restated effective October 26, 2012, incorporated herein by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed with the SEC on October 31, 2012. (Commission File Number 1-3863)
(10)	*(a) Amendment Number Seven to the Harris Corporation Retirement Plan (Amended and Restated Effective January 1, 2011), dated December 28, 2013, incorporated herein by reference to Exhibit 10(c) to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended December 27, 2013. (Commission File Number 1-3863)
	*(b) Offer Letter Agreement, dated February 4, 2014, between Harris Corporation and Miguel A. Lopez.
	*(c) Separation Agreement and Release of All Claims, dated February 12, 2014, between Harris Corporation and Gary L. McArthur.
(12)	Computation of Ratio of Earnings to Fixed Charges.
(15)	Letter Regarding Unaudited Interim Financial Information.
(31.1)	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer.
(31.2)	Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer.
(32.1)	Section 1350 Certification of Chief Executive Officer.
(32.2)	Section 1350 Certification of Chief Financial Officer.
(101.INS)	XBRL Instance Document.
(101.SCH)	XBRL Taxonomy Extension Schema Document.
(101.CAL)	XBRL Taxonomy Extension Calculation Linkbase Document.
(101.LAB)	XBRL Taxonomy Extension Label Linkbase Document.
(101.PRE)	XBRL Taxonomy Extension Presentation Linkbase Document.
(101.DEF)	XBRL Taxonomy Extension Definition Linkbase Document.

* Management contract or compensatory plan or arrangement.

31

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	HARRIS CORPORATION (Registrant)
Date: April 30, 2014	By:	/s/ Miguel A. Lopez
		Miguel A. Lopez
		Senior Vice President and Chief Financial Officer (principal financial officer and duly authorized officer)

32

EXHIBIT INDEX

Exhibit No. Under Reg. S-K, Item 601	Description
(3)	(a) Restated Certificate of Incorporation of Harris Corporation (1995), as amended, incorporated herein by reference to Exhibit 3(a) to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 28, 2012. (Commission File Number 1-3863)
	(b) By-Laws of Harris Corporation, as amended and restated effective October 26, 2012, incorporated herein by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed with the SEC on October 31, 2012. (Commission File Number 1-3863)
(10)	*(a) Amendment Number Seven to the Harris Corporation Retirement Plan (Amended and Restated Effective January 1, 2011), dated December 28, 2013, incorporated herein by reference to Exhibit 10(c) to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended December 27, 2013. (Commission File Number 1-3863)
	*(b) Offer Letter Agreement, dated February 4, 2014, between Harris Corporation and Miguel A. Lopez.
	*(c) Separation Agreement and Release of All Claims, dated February 12, 2014, between Harris Corporation and Gary L. McArthur.
(12)	Computation of Ratio of Earnings to Fixed Charges.
(15)	Letter Regarding Unaudited Interim Financial Information.
(31.1)	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer.
(31.2)	Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer.
(32.1)	Section 1350 Certification of Chief Executive Officer.
(32.2)	Section 1350 Certification of Chief Financial Officer.
(101.INS)	XBRL Instance Document.
(101.SCH)	XBRL Taxonomy Extension Schema Document.
(101.CAL)	XBRL Taxonomy Extension Calculation Linkbase Document.
(101.LAB)	XBRL Taxonomy Extension Label Linkbase Document.
(101.PRE)	XBRL Taxonomy Extension Presentation Linkbase Document.
(101.DEF)	XBRL Taxonomy Extension Definition Linkbase Document.

* Management contract or compensatory plan or arrangement.

EX-10.B

Exhibit 10(b)

	HARRIS CORPORATION
	1025 West NASA Boulevard
	Melbourne, FL USA 32919
	phone 1-321-727-9100
	www.harris.com

February 4, 2014

Miguel A. (“Mick”) Lopez

1 Pier Way Landing

Westport, CT 06880

Re: Offer of Employment

Dear Mick:

We are pleased to extend you an offer of employment with Harris Corporation (“Harris” or “Company”) as Senior Vice President & Chief Financial Officer, reporting to William Brown, President & Chief Executive Officer. This position is based in Melbourne, Florida USA. Your start date will be February 10, 2014 or such other date mutually agreed to by you and the Company.

Mick, we believe you will make an outstanding contribution to the Harris organization, and as such, we have crafted a total rewards package for your transition to Harris, consistent with Harris’ executive compensation program design. The elements of this package include:

1) An annual base salary of $525,000 payable bi-weekly. Base salaries are reviewed annually, with adjustments, if any, to be generally effective in September and subject to both business and personal performance.

2) Your participation in the Harris Annual Incentive Plan (“AIP”) with a target value of 75% of base salary. Incentive awards are paid based on the achievement of pre-established, annual business operating metrics and the successful completion of personal performance objectives set during the annual performance management cycle. Incentive awards shall range from 0% to 200% of target based on business and personal performance. Your participation in AIP will begin upon hire, and be pro-rated based on time in position during Fiscal Year 2014. For Fiscal Year 2014 only, your AIP award shall not be less than the equivalent of a pro-rated “at target” payment. To the extent earned, payments are made in September following the fiscal year (but not later than the 15^th of such month), net of applicable withholdings and deductions.

3) A one-time sign-on grant of 12,500 three-year, cliff-vesting Restricted Stock Units (“RSUs”). These RSUs will be granted on the first trading day of the month following the commencement of your employment. Your RSU grant will be governed by the Company’s Restricted Stock Unit Award Agreement Terms and Conditions in effect as of June 29, 2013; provided, however that your Constructive Termination hereunder shall, for all purposes under such Terms and Conditions for such sign-on grant, be deemed to be an “involuntary termination of employment of the Employee by the Corporation other than for Misconduct”, which results in a pro-rata payout, subject to a one year minimum vesting period, of such RSUs based upon the number of days of the three year restriction period during which you are employed by the Company.

4) An annual grant of equity with a target value of $1,200,000 under the Harris Equity Incentive Plan (the “Plan”) calculated and having terms consistent with grants to the

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Company’s other executive officers. At present, awards made under the plan consist of a mix of Non-Qualified Stock Options (“Options”) and Performance Share Units (“PSUs”), and are generally granted in the late August timeframe following the August Management Development and Compensation Committee meeting. You will be eligible to participate in this Plan on such basis commencing with the Fiscal Year 2015 grant cycle in August 2014. Equity grants are subject to approval by the Management Development and Compensation Committee. Once approved, the awards are subject to the then applicable terms and conditions of the Plan.

5) Relocation benefits to assist with your move from Westport, CT to Melbourne, FL. These benefits will include a disruption bonus equivalent to two months of base salary; four months of temporary housing in Melbourne; home finding and purchase assistance; home sale assistance, and the packing and shipment of household goods. Additional details regarding your relocation benefits will be provided under separate cover. In order to receive relocation assistance you must sign a Relocation and Assistance Repayment Agreement.

6) Eligibility to participate in the Harris Corporation Retirement Plan 401(k) with a Company match equivalent to 100% of the first 6% of employee contributions. While you will be immediately eligible to participate in the plan up to individual plan contribution limits, Company matching funds will only be made after one year of service.

7) Eligibility to participate in the Harris Corporation Supplemental Executive Retirement Plan (“SERP”). This IRS non-qualified retirement plan preserves your ability to make pre-tax contributions, and receive Company matching funds above the IRS salary cap, and according to the plan terms.

8) Participation in the Harris Performance Reward Plan (“PRP”) after one year of service. Under this profit-sharing style plan, you will be eligible to receive an annual payment roughly equivalent to 2% of your in-year eligible earnings, dependent upon Company operating income performance. Should the PRP be continued in whole or in part, you will first be eligible for a payment thereunder in September 2015.

9) Eligibility to participate in Harris’ health and welfare benefit plans, including qualified dependent(s) participation, as applicable on the same terms and conditions as the Company’s executive officers. These plans include medical, prescription, dental, vision, life and short and long-term disability benefits. Coverage under these programs is effective, should you choose to participate, as soon as day one of employment with Harris.

10) Three (3) weeks of paid vacation annually, under the Harris Paid Time Off Program.

11) A one-time allowance to cover reasonable expenses as to the legal review of this offer of employment. In any case, expenses should not exceed $10,000 without prior written approval.

12) In the event that your employment terminates within 24 months following your start date and the termination is a Qualifying Termination, the Company will provide you with a cash severance amount equal to the product of (i) two and (ii) the aggregate of your then current base salary and annual cash incentive compensation each prior to any reduction that is the basis of your Constructive Termination, if applicable or that

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occurs within 90 days prior to your termination. For this purpose, “annual cash incentive compensation” means your then current target incentive compensation under the AIP (or any successor thereto). Payment of this severance is conditioned on you executing a release of all claims against Harris and its affiliates in a form satisfactory to Harris within 45 days following your separation and not revoking such release (the form of release will also include an affirmation of the confidentiality , non-competition, non-solicit and other restrictive covenants set forth in your Employee Agreement). This severance amount will be subject to appropriate withholdings and deductions. This severance amount will be paid to you in a lump sum within sixty (60) days following your separation from service; provided, however, that if such sixty (60) day payment period begins in one calendar year and ends in a second calendar year, then payment shall occur in the second calendar year. After the expiration of 24 months following your start date, your termination/separation/severance pay eligibility will be solely pursuant to Harris’ Severance Pay Plan and/or Executive Change in Control Severance Agreement (“CIC Severance Agreement”) applicable to you.

For purposes of this offer letter, a “Qualifying Termination” is (a) a termination of employment by you for Constructive Termination or (b) an involuntary termination of your employment by the Company other than for Cause.

For purposes of this offer letter, “Cause” shall mean:

(i) a willful substantial breach or failure to satisfy any material provision or condition of this offer letter or your Employee Agreement, including without limitation, those set forth below;

(ii) your willful and intentional substantial and continuing failure or refusal to perform your material duties as Senior Vice President & Chief Financial Officer or to perform specific directives of the Board or of the officer to whom you report that are consistent with your position;

(iii) any reckless or willful misconduct (including action or failures to act) by you that causes material harm to the business or reputation of the Company or its subsidiaries;

(iv) any willful or reckless material breach of a statutory or common law duty of loyalty to the Company or its subsidiaries;

(v) any act of fraud, embezzlement, theft or unethical business conduct by you in connection with your duties or in the course of your employment, or your admission or conviction of a felony or of any crime involving moral turpitude, fraud, embezzlement or theft;

(vi) your willful and substantial violation of a material Company policy that is generally applicable to all employees or all officers of the Company (including the Company’s Standards of Business Conduct); or

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(vii) a failure by you to cooperate in an internal Company investigation after being instructed by the Board or the officer to whom you report to cooperate.

Except for actions or circumstances which in the good faith judgment of the Company cannot be cured, you will have thirty (30) calendar days from receipt of notification from the Company setting forth in reasonable detail the circumstances constituting Cause within which to cure.

For purposes of this offer letter, a “Constructive Termination” shall be deemed to occur upon the occurrence, without your consent of any of the following:

(i) a materially adverse diminution of your employee/officer duties;

(ii) the assignment to you of duties or responsibilities which are materially inconsistent with your position;

(iii) a material reduction in your base salary or target AlP, other than any reduction that is also applicable in a substantially similar manner and proportion to the other senior executives of the Company;

(iv) any requirement that your principal place of employment be more than fifty (50) miles from the Melbourne, FL area; or

(v) a material breach of Section 3 or a material reduction in your equity target value set forth in Section 4 of this letter;

provided, however, that the events described in (i)-(v) above shall constitute a Constructive Termination only if the Company fails to cure such event within thirty (30) days after receipt from you of a written notice of the event which constitutes a Constructive Termination; and provided, further, that a “Constructive Termination” shall cease to exist for an event or circumstance on the ninetieth (90^th) day following the later of its occurrence or your knowledge thereof, unless you have given the Company written notice thereof.

13) On or as soon as administratively practicable after the date you are elected as a corporate officer of Harris, you will be entitled to enter into a CIC Severance Agreement with Harris in the form filed by the Company as Exhibit (10)(o) to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended October 1, 2010. The multiplier used in Section 3(a)(2) of the CIC Severance Agreement to determine your lump sum severance amount pursuant to such clause shall be two (2). In the event of a change in control of Harris Corporation (as defined in the CIC Severance Agreement), you shall be entitled to the compensation and benefits and other rights provided under the CIC Severance Agreement if your employment terminates under the circumstances provided under the CIC Severance Agreement, provided, however, such compensation and benefits shall be in lieu of any

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compensation or benefits that may be receivable by you under this offer letter or under the Harris Severance Pay Plan.

All payments and benefits under or referenced in this offer letter shall be provided in a manner that is exempt from, or compliant with, the requirements of Section 409A of the Internal Revenue Code (“Code Section 409A”), and shall be interpreted and construed consistent therewith. Notwithstanding any other provision of this offer letter, to the extent that the right to any payment (including the provision of benefits) hereunder as a result of your separation from service provides for the “deferral of compensation” within the meaning of Code Section 409A and you are a “Specified Employee” under the Harris Corporation Specified Employee Policy for 409A Arrangements as of the date of your separation from service, then no such payment shall be made or commence during the period beginning on the date of your separation from service and ending on the date that is six months following the date of your separation from service or, if earlier, on the date of your death, if the earlier making of such payment would result in tax penalties being imposed on you under Code Section 409A. The amount of any payment that otherwise would be paid to you hereunder during this period shall instead be paid to you on the first business day coincident with or next following the date that is six months and one day following the date of your separation from service or, if earlier, within ninety (90) days following your death. Any undelayed payments will be paid in accordance with their normal schedule. Each payment of compensation under this offer letter shall be treated as a separate payment of compensation for purposes of Code Section 409A, including without limitation for the purpose of applying the exclusion from Code Section 409A for certain short-term deferral amounts.

This offer of employment is subject to the following conditions:

• You complete your relocation to the Melbourne, FL area by the summer of 2014.

• You are not bound by any employment contract, restrictive covenant, or other restriction that prevents you from immediate employment with Harris.

• You pass a drug test prior to commencing employment. A failed drug test will cause you to be ineligible for hire by Harris for at least twelve months.

• You undergo background and reference checks with results that are satisfactory to Harris. In the event that the results are unsatisfactory, Harris may withdraw this employment offer or, if you have already started work, may terminate your employment for Cause.

• You execute Harris’ Employee Agreement (form enclosed) on your start date.

• You execute and timely return all forms and other documents required for Harris to complete the employment process, including the acknowledgement and acceptance below.

• You provide information and documentation sufficient to complete the required Form I-9 and demonstrate that you are lawfully able to work for Harris.

This offer letter shall be governed by and construed in accordance with the laws of the State of Florida.

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We look forward to you joining the Harris team. Should you accept the terms of this offer, please sign and date below

Sincerely,
Harris Corporation
	/s/ Robert L. Duffy	2/4/14
By:	Robert L. Duffy
	Senior Vice President, Human Resources and Administration
	Harris Corporation

ACKNOWLEDGEMENT & ACCEPTANCE

I understand that this conditional offer letter constitutes the full, complete, and final agreement between Harris and me regarding the initial terms of my employment. I also understand that my employment with Harris is at-will and that this conditional offer does not constitute a fixed term contract of employment or a guarantee of continued employment for any period. My signature below confirms that I accept the terms and conditions of this employment offer. This offer letter may only be amended with my prior written consent.

Accepted and Agreed, /s/ Miguel A. Lopez	Date:	2/4/2014
Signature: Miguel A. Lopez

Enclosures

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EX-10.C

Exhibit 10(c)

SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMS

Gary L. McArthur

The intent of this Separation Agreement and Release of All Claims (this “Agreement”) is to mutually and finally resolve all matters relating to your employment with and separation from Harris Corporation (“Harris”). All matters between you and Harris have been settled and you have agreed to enter into a full and binding settlement releasing Harris from any and all liability, except as provided in Section 13 hereof.

1. Separation Date. Your employment with Harris will end at close of business on February 28, 2014, (your “Separation Date”). Your last day providing services as Chief Financial Officer will be February 9, 2014. From that date until your Separation Date (your “Transition Period”), you agree to remain available to facilitate an orderly transition of your responsibilities, including to answer questions, provide information and perform such other services as reasonably requested. Your employment records will reflect that you are eligible for rehire at Harris. For purposes of post-separation benefits, your separation shall be treated as an involuntary separation.

2. Transition Period Pay; Accrued Rights and Expenses. For services performed during the Transition Period, Harris will continue to pay you your annual base salary at the rate currently in effect (your “Transition Pay”). The Transition Pay will be paid to you in a lump sum on the Separation Payment Date (as defined in Section 3.) In addition, on the next regularly scheduled pay period following the Separation Date, you will be paid an amount equal to all accrued, but unpaid salary, and, subject to submission of proper receipts and compliance with expense reimbursement policies, all accrued, but unreimbursed business or travel expenses.

3. Separation Pay. As a result of your separation from Harris, you will receive a lump sum amount equal to your current annual base salary of $585,000 (the “Separation Pay”). As set forth in Section 8, you will also be entitled to a Fiscal Year 2014 Annual Incentive Plan (“AIP”) payout equal to your full Fiscal Year 2014 AIP at target (rather than pro rata and rather than subject to Harris’ financial results and your individual performance against established goals). But for the application of the six-month delay under Section 409A of the Internal Revenue Code (“Section 409A”) due to your status as a Specified Employee (the “Specified Employee Requirement”), your Separation Pay would have been paid to you within sixty (60) days following your separation from service. Due to the Specified Employee Requirement, no separation pay may be paid to you during the period beginning on the date of your separation from service and ending on the date that is six months following the date of your separation from service (or if earlier, on the date of your death). Accordingly, your Separation Pay will be paid to you in a lump sum on September 2, 2014 (the “Separation Payment Date”) (or if earlier, within ninety (90) days following your death) and will be subject to withholdings and deductions. You acknowledge and agree that the payment described in this Section 3 is conditional on your timely executing and delivering this Agreement to Harris and not revoking the Release of All Claims set forth herein.

4. Benefits Coverage. Effective as of the close of business on the Separation Date, you will cease to be eligible for the employee benefit plans, programs and arrangements

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maintained by Harris for its active employees in accordance with the applicable terms thereof. If you participate in the Medical, Dental, or Vision Care Plans, you will be offered the opportunity to elect continued coverage for yourself and your qualifying dependents in accordance with the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”). Harris will pay all premiums otherwise due under such plans for a period of up to twelve (12) months following the Separation Date. Following such twelve (12) month period, you may continue coverage for the remainder of the COBRA period at the full monthly cost plus a 2% administrative fee. If you do not elect COBRA, your healthcare benefits and participation will end on the Separation Date.

5. Vacation Pay and Incidentals. As soon as practicable but no later than thirty (30) days following the Separation Date, Harris will pay you in a lump sum for any unused accrued vacation time as of your Separation Date, it being agreed that such amount is $112,500. In addition, Harris will pay you an additional $25,000 to cover incidental expenses in connection with your separation, $17,500 of which will be paid no later than thirty (30) days following the Separation Date and the remaining $7,500 will be paid to you on the Separation Payment Date.

6. Retirement Plan Participation. Benefit accruals and contributions under the Retirement Plan and Supplemental Executive Retirement Plan, including matching contributions, will end as of the Separation Date; provided, however, that your deferral elections with respect to (i) the lump sum payment to you pursuant to Section 5 of this Agreement with respect to unused accrued vacation; and (ii) compensation payable to you pursuant to the Fiscal Year 2014 AIP as described in Section 8 of this Agreement, shall remain in full force and effect.

7. Performance Reward Plan (PRP). The timing and amount of payment owed to you under the Fiscal Year 2014 PRP will be governed by the terms and conditions of that plan. Payment, if any, will be based on your Fiscal Year 2014 eligible earnings and will be made in September 2014. The Separation Pay you receive pursuant to this Agreement is not considered eligible earnings for purposes of the PRP.

8. Annual Incentive Plan. In lieu of a pro-rated Fiscal Year 2014 AIP payout subject to Harris’ financial results and your individual performance against established goals, you will receive a Fiscal Year 2014 AIP payment equal to your full $417,000 Fiscal Year 2014 AIP at target. The timing of such payment will be governed by the terms and conditions of the AIP but in no event will such payment be made earlier than the Separation Payment Date.

9. Stock Options. The vesting (if any) and exercisability of the stock options you hold as of the Separation Date will be governed by the terms of the applicable Harris Equity Incentive Plan(s) and terms and conditions thereunder in effect at the time of the grant. You will have ninety (90) days from the Separation Date to exercise vested options. Options not vested as of the Separation Date will be forfeited.

10. Performance Unit Awards. Your outstanding performance unit awards which you hold as of the Separation Date will be governed by the terms of the applicable Harris Equity Incentive Plan(s) and terms and conditions thereunder in effect at the time of grant. The performance unit awards for the Fiscal 2012-2014 and Fiscal 2013-2015 cycles granted to you will be pro-rated through your Separation Date, and final payout of such performance unit awards shall remain subject to adjustment for Harris’ financial performance and to the extent payable, such awards will be settled in shares, less applicable withholdings, in September following the end of the applicable performance period. The performance unit

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award granted to you for the Fiscal 2014-2016 cycle will not satisfy the minimum one year vesting period and will be forfeited.

11. Restricted Unit Awards. Your outstanding restricted unit award which you hold as of the Separation Date will, notwithstanding your separation and the terms and conditions initially applicable to such award, remain outstanding and eligible to vest, as if you had remained employed by Harris, as of the completion of the applicable restricted period. Except as modified by the provisions of this Section 11, such award will continue to be governed by the applicable Harris Equity Incentive Plan and terms and conditions thereunder in effect at the time of the grant. Such award will be settled in shares following the end of the applicable restricted period.

12. Outplacement Assistance. You will be eligible for a twelve (12) month executive outplacement program (the “Program”) administered by Right Management Associates. Participation in the Program is voluntary, but must be elected by March 15, 2014. If you do not elect to participate in the Program, you will not receive cash in lieu thereof.

13. No Further Benefits. Unless otherwise expressly provided herein or pursuant to applicable employee compensation or benefit arrangements, you will not be entitled to any pay, compensation, severance, insurance, or employment benefits from Harris after the Separation Date. You acknowledge and agree that the payments and benefits specified under this Agreement satisfy in their entirety any and all obligations of Harris to you under your Offer Letter, the Harris Corporation Severance Pay Plan, or any other severance program, policy or arrangement maintained by Harris or otherwise; provided, however, that nothing contained in this Agreement shall (i) release your rights to any benefits under the 401(k) Plan or with respect to the right to elect health care continuation under COBRA, (ii) release any entitlement to or with respect to indemnification which you may have pursuant to Harris’ bylaws, any policy of insurance maintained by Harris or otherwise under law, or (iii) be construed to release your rights under this Agreement or be construed to prohibit or restrict you in any manner from bringing appropriate proceedings to enforce this Agreement.

14. Executive Change in Control Severance and Indemnification Agreements; Resignation from Office. You acknowledge that effective as of the Separation Date, based on this Agreement and the consideration you receive pursuant hereto, and notwithstanding any provision therein to the contrary, the Amended and Restated Executive Change in Control Severance Agreement between you and Harris dated December 23, 2008 (the “Change in Control Severance Agreement”) and the Indemnification Agreement between you and Harris dated November 1, 2012 (the “Indemnification Agreement”) are terminated in their entirety by mutual agreement and no longer have any force or effect. Notwithstanding the foregoing, obligations of Harris under the Indemnification Agreement with respect to your activity prior to the Separation Date shall continue in accordance with Section 26 of the Indemnification Agreement. You agree that no later than the Separation Date you will resign from any offices, directorships, trusteeships, committee memberships or other positions you hold with Harris or any of its affiliates. You agree to execute any documents provided by Harris to effectuate your resignation from such offices, directorships, trusteeships, committee memberships or other positions.

15. Releasees. For purposes of this Agreement, “Releasees” include Harris and its subsidiaries and affiliated companies and their officers, directors, shareholders, employees, agents, representatives, plans, trusts, administrators, fiduciaries, insurance companies, successors, and assigns.

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16. Release of All Claims. You, on behalf of yourself and your personal and legal representatives, heirs, executors, successors and assigns, hereby acknowledge full and complete satisfaction of, and fully and forever waive, release, and discharge Releasees from, any and all claims, causes of action, demands, liabilities, damages, obligations, and debts (collectively referenced as “Claims”), of every kind and nature, whether known or unknown, suspected or unsuspected, that you hold as of the date you sign this Agreement, or at any time previously held, against any Releasee arising out of any matter whatsoever (except for breach of this Agreement). This release specifically includes, but is not limited to, any and all Claims:

a. Arising out of or in any way related to your employment with or separation from Harris, or any contract or agreement between you and Harris, except as provided in Section 13 hereof;

b. Arising under or based on: the Equal Pay Act of 1963 (EPA); Title VII of the Civil Rights Act of 1964 (Title VII); Section 1981 of the Civil Rights Act of 1866 (42 U.S.C. §1981); the Civil Rights Act of 1991 (42 U.S.C. §1981a); the Americans with Disabilities Act of 1990 (ADA); the Family and Medical Leave Act of 1993 (FMLA); the Genetic Information Nondiscrimination Act of 2008 (GINA); the National Labor Relations Act (NLRA); the Worker Adjustment and Retraining Notification Act of 1988 (WARN); the Uniform Services Employment and Reemployment Rights Act (USERRA); the Rehabilitation Act of 1973; the Occupational Safety and Health Act (OSHA); the Employee Retirement Income Security Act of 1974 (ERISA) (except claims for vested benefits, if any, to which you are legally entitled); the False Claims Act; Title VIII of the Corporate and Criminal Fraud and Accountability Act (18 U.S.C. §1514A) (Sarbanes-Oxley Act); the federal Whistleblower Protection Act and any state whistleblower protection statute(s); the Florida Civil Rights Act or any other fair employment practice statute(s) of any state, in each case as amended from time to time;

c. Arising under or based on any other federal, state, county or local law, statute, ordinance, decision, order, policy or regulation prohibiting employment discrimination; providing for the payment of wages or benefits (including overtime and workers’ compensation); or otherwise creating rights or claims for employees, including, but not limited to, any and all claims alleging breach of public policy; the implied obligation of good faith and fair dealing; or any express, implied, oral or written contract, handbook, manual, policy statement or employment practice; or alleging misrepresentation; defamation; libel; slander; interference with contractual relations; intentional or negligent infliction of emotional distress; invasion of privacy; assault; battery; fraud; negligence; harassment; retaliation; or wrongful discharge; and

d. Arising under or based on the Age Discrimination in Employment Act of 1967 (“ADEA”), as amended by the Older Workers Benefit Protection Act (“OWBPA”), and alleging a violation thereof by any Releasee, at any time on or prior to the date this Agreement is executed.

17. Filing an Action Despite Release. You agree that you will not file a civil action, lawsuit or administrative proceeding against any Releasee with respect to any of the Claims released herein (this does not include claims which, by law, cannot be waived). This provision prohibits you from recovering monetary or other relief in any legal proceeding brought by you or on your behalf, but does not apply to or limit your right to initiate or participate in an EEOC or other administrative proceeding in which you do not seek

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personal relief. This provision also does not preclude you from bringing suit to challenge the validity or enforceability of this Agreement under the ADEA, as amended by the OWBPA.

18. Return of Property. You agree that, no later than your Separation Date, you will return to Harris all company information and property, in whatever form, including but not limited to laptop, phone, tablets, documents, records, reports, notebooks, drawings, photographs, technical data, credit cards, keys, equipment, computer software, supplies, or other information or property containing confidential or proprietary information of Harris or its affiliates, and you agree that you will not retain copies of same. You further certify that, no later than the Separation Date, you will permanently delete from your personal computers, tablets or storage devices any and all confidential or proprietary documents and/or information relating to Harris and its subsidiaries and affiliates.

19. Confidentiality. You acknowledge that (i) while employed by Harris, you have had access to and/or acquired and assisted in the development of confidential and proprietary information, inventions, and trade secrets relating to the present and anticipated business and operations of Harris and its affiliates which is not generally known to the public, including without limitation: research projects; manufacturing processes; sales and marketing methods; business opportunities; marketing plans; sales forecasts and product plans; distributor and customer pricing information; personnel data regarding employees of Harris and its affiliates, including salaries; and other information of a similar confidential nature not available to the public (collectively, “Confidential Information”); and (ii) such Confidential Information has been disclosed to you in confidence and only for the use of Harris. You agree that at all times following the Separation Date, you shall keep secret and retain in strictest confidence, and shall not use or disclose, directly or indirectly, any Confidential Information; provided, however, that nothing in this Agreement shall prevent you from disclosing Confidential Information (i) that becomes publicly available other than as a result of a breach of this Agreement or (ii) in response to any subpoena or court order, provided, however, that prior to making any such disclosure, you shall provide Harris with written notice of the subpoena, court order or similar legal process sufficiently in advance of such disclosure to afford Harris a reasonable opportunity to challenge the subpoena, court order or similar legal process. The provisions of this Section 19 hereby supersede and amend the confidentiality restrictions contained in the equity awards granted to you by Harris on August 22, 2013 or in any other confidentiality agreement or agreement containing confidentiality provisions entered into between you and Harris.

20. Non-Solicitation. In consideration of the benefits and payments to be made to you under this Agreement and for other good and valuable consideration, the receipt and sufficiency of which you hereby acknowledge, commencing on the date hereof and continuing through February 28, 2015, you shall not, in any manner, directly or indirectly (without the prior written consent of an authorized executive officer of Harris): (i) “Solicit” (as hereinafter defined) any “Customer” (as hereinafter defined) to transact business with a Competitive Enterprise or to reduce or refrain from doing any business with Harris or any of its subsidiaries, (ii) transact business with any Customer that would cause you to be engaged in or be associated with a Competitive Enterprise, (iii) interfere with or damage any business relationships of Harris or its subsidiaries, including, but not limited to, any relationships between Harris or its subsidiaries and a Customer (as defined below), (iv) Solicit anyone who is then an employee of Harris or any of its subsidiaries (or who was an employee of Harris or any of its subsidiaries within the prior 12 months) to resign from Harris or any of its subsidiaries or to apply for or accept employment with any other business or enterprise, or (v) Solicit for employment or personally hire any anyone who is then an employee of Harris or any of its subsidiaries (or who was an employee of Harris or

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any of its subsidiaries within the prior 12 months other than any employee whose employment was involuntarily terminated by Harris at least six months prior to such solicitation or hiring). For purposes of this Agreement, a “Customer” means any customer or prospective customer of Harris or its subsidiaries whose identity became known to you in connection with your relationship with or employment by Harris or its subsidiaries, and “Solicit” means any direct or indirect communication of any kind, regardless of who initiates it, that in any way invites, advises, encourages or requests any person to take or refrain from taking any action. The provisions of this Section 20 hereby supersede and amend any other non-solicit agreement(s), or agreements containing non-solicit provisions, between you and Harris, including but not limited to: (i) your Employee Agreement, which you signed on October 20, 2012, and (ii) the terms and conditions of equity awards granted to you after July 3, 2010.

21. Non-Disparagement. You agree that, from and after the Separation Date, you will not directly or indirectly (either through your own efforts or through the efforts of any third person) make or publish, or cause to be made, any statement, observation or opinion, whether oral or written, that (a) criticizes, disparages, defames, or otherwise impugns the character, integrity or reputation of any of the Releasees or Harris’ products or services; or (b) accuses or implies that Harris or any of the Releasees engaged in any wrongful, unlawful or improper conduct, whether relating to your employment with Harris (or the termination thereof), the business or operations of Harris, or otherwise. Harris agrees that it shall instruct each member of its executive committee to not, directly or indirectly (either through such person’s own efforts or through the efforts of any third person) make or publish, or cause to be made, any statement, observation or opinion, whether oral or written, to a third party that (a) criticizes, disparages, defames, or otherwise impugns your character, integrity or reputation or (b) accuses or implies that you engaged in any wrongful, unlawful or improper conduct, whether relating to your employment with Harris (or the termination thereof), the business or operations of Harris, or otherwise. The above shall not preclude you or Harris from providing truthful testimony in response to legal subpoena or as required by law, provided that the other party is given notice of such subpoena and that you or Harris, as appropriate, reasonably cooperates with the other party in any action you or Harris may bring to limit or restrict the scope of the disclosure. The provisions of this Section 21 hereby supersede and amend the non-disparagement restrictions contained in the equity awards granted to you by Harris on August 22, 2013 and any other non-disparagement agreements or agreements containing non-disparagement provisions between you and Harris

22. Non-Competition. In consideration of the benefits and payments to be made to you under this Agreement and for other good and valuable consideration, the receipt and sufficiency of which you hereby acknowledge, commencing on the date hereof and continuing through February 28, 2015, you shall not, directly or indirectly (without Harris’ prior written consent): (i) hold a five percent (5%) or greater equity (including stock options, whether or not exercisable), voting or profit participation interest in a “Competitive Enterprise” (as hereinafter defined), or (ii) associate (including as a director, officer, employee, partner, consultant, agent or advisor) with a Competitive Enterprise and in connection with your association engage, or directly or indirectly manage or supervise personnel engaged, in any activity: (A) that is substantially related to any activity that you were engaged in with Harris or its subsidiaries during the 12 months prior to the Separation Date, (B) that is substantially related to any activity for which you had direct or indirect managerial or supervisory responsibility with Harris or its subsidiaries during the 12 months prior to the Separation Date, (C) that calls for the application of specialized knowledge or skills substantially related to those used by you in your activities with Harris or its subsidiaries, or (D) that involves any customer or business relationship you

Page 6 of 10

developed during your employment with Harris or any of its subsidiaries. “Competitive Enterprise” means any business enterprise that either (i) engages in any activity conducted anywhere in the world which is the same as, similar to or otherwise competitive with one or more of the following Harris business units: (A) RF Communication, including the U.S. Department of Defense and International Tactical Communications; (B) Public Safety and Professional Communications; (C) IT Services; (D) Managed Satellite and Terrestrial Communications Solutions; (E) Healthcare Solutions; (F) Civil Programs; (G) Defense Programs; or (H) National Intelligence Programs (however such units may be subsequently denominated or reorganized), or (ii) holds a five percent (5%) or greater, equity, voting or profit participation interest in any enterprise that engages in such activity. Notwithstanding the foregoing, nothing contained in this Section 22 shall prohibit you from associating (including as a director, officer, employee, partner, consultant, agent or advisor) with a Competitive Enterprise, provided that you are not engaged or any way involved in, have no direct or indirect managerial or supervisory authority over, and have no access to confidential or proprietary information in any way relating to any activities conducted by such Competitive Enterprise that competes (in products or services) directly or indirectly with any of the business units described in this Section 22. The provisions of this Section 22 hereby supersede and amend the non-competition restrictions contained in the equity awards granted to you by Harris on August 22, 2013 or any other non-competition agreement or agreement containing non-competition provisions between you and Harris.

23. Breach of Agreement. If you file or permit to be filed any civil action, lawsuit, or administrative proceeding against any Releasee seeking personal legal or equitable relief in connection with any matter relating to your employment with or separation from Harris, or otherwise breach a provision of this Agreement, in addition to any other rights, remedies, or defenses Harris or the other Releasees may have, Harris may: (1) immediately terminate this Agreement, if still in effect, without further obligation or liability to you of any kind; (2) recover from you the aggregate dollar value of all pay, insurance, and other benefits provided to you following the Separation Date; and (3) recover from you all damages, costs and expenses, including reasonable attorneys’ fees and costs, incurred by Harris or the other Releasee(s) in defending such civil action, lawsuit or administrative proceeding or in connection with such breach. You further agree that any breach or threatened breach by you, intentional or otherwise, of the non-solicitation, non-competition or other provisions of this Agreement, including Sections 19, 20, 21, and 22 will entitle Harris, in addition to other available remedies, to a temporary or permanent injunction or any other appropriate degree of specific performance (without bond or security being required) in order to enjoin such breach or threatened breach.

24. No Admission of Liability. By entering into this Agreement, Harris does not admit to, and expressly denies, any liability or wrongdoing. In addition, you acknowledge and agree that this Agreement may not be used as evidence to claim or prove any alleged wrongdoing by Harris, other than failure to comply with the terms of this Agreement.

25. Acknowledgement of ADEA Rights. You acknowledge as follows:

a. You are advised to consult with an attorney or other representative of your choice prior to signing this Agreement;

b. By executing this Agreement, you waive all rights or claims, if any, that you have or may have against any Releasee under the ADEA, as amended by the OWBPA, and under any state or local laws prohibiting age discrimination;

Page 7 of 10

c. You are waiving rights and claims that you may have under the ADEA in exchange for consideration that is additional to anything of value to which you are already entitled;

d. You are not waiving rights and claims that you may have under the ADEA that may arise after the date this Agreement is signed;

e. You fully understand this Agreement and are signing it voluntarily and of your own free will;

f. You received this Agreement on or prior to your Separation Date, and you have up to 21 calendar days from that date to consider whether to sign it;

g. If you wish to sign this Agreement prior to the expiration of the 21-day period explained above, you may do so;

h. You have 7 calendar days following the date you sign this Agreement to revoke your release of claims under the ADEA, and your release of such claims will not become effective until the revocation period has expired without your revoking it (at which time it will become fully enforceable and irrevocable); and

i. To revoke your release of claims under the ADEA, you must deliver to Harris (via both U.S. mail and facsimile), within the 7-day revocation period, a signed written statement that you revoke your release of claims under the ADEA. The revocation must be postmarked within the period stated above and addressed to:

Robert L. Duffy

Senior Vice President, Human Resources and Administration

Harris Corporation

1025 W. NASA Blvd.

Melbourne, Florida 32919

Facsimile No. 321-409-4377

If you revoke your release of claims under the ADEA, you understand that you will not be entitled to receive the separation pay and other benefits described in this Agreement.

26. Section 409A. This Agreement will be interpreted and construed in a manner that avoids the imposition of taxes and other penalties under Section 409A (“409A Penalties”). In the event that the terms of this Agreement provide deferred compensation within the meaning of Section 409A and do not comply with such section and regulations promulgated thereunder, the parties will cooperate diligently to amend the terms of this Agreement to avoid 409A Penalties, to the extent possible. In addition, in the event that the terms of this Agreement provide deferred compensation within the meaning of Section 409A, each payment of separation pay or other amount, or provision of benefits, pursuant to this Agreement will constitute a “separately identified” amount within the meaning of Treasury Reg. §1.409A-2(b)(2). Notwithstanding the foregoing, no particular tax result with respect to any income recognized in connection with this Agreement is guaranteed, and under no circumstances will Harris be responsible for any taxes, penalties, interest or other losses or expenses incurred by you due to any failure to comply with Section 409A other than Harris’ failure to comply with the terms and conditions of the applicable plan that is otherwise subject to Section 409A.

Page 8 of 10

27. Entire Understanding. This Agreement constitutes the entire agreement between you and Harris with respect to the subjects addressed herein. However, this Agreement is not intended to supersede the assignment of inventions provisions of your Harris Employee Agreement dated October 20, 2012, a copy of which has been provided to you.

28. Withholding. Notwithstanding any other provision of this Agreement, Harris may withhold from amounts payable under this Agreement all amounts that are required to be withheld, including, but not limited to, federal, state, local and foreign taxes to be withheld by applicable laws or regulations.

29. Successors and Assigns. This Agreement will be binding in all respects upon, and will inure to the benefit of, the parties’ representatives, heirs, executors, successors, and assigns.

30. Governing Law. The validity and interpretation of this Agreement will be governed by Florida law without giving effect to principles of conflicts of law. The parties stipulate that jurisdiction and venue will lie exclusively in Brevard County, Florida or the United States District Court for the Middle District of Florida for any action involving the validity, interpretation and enforcement of this Agreement, for any claim for breach of this Agreement, and for damages or any other relief sought under this Agreement.

31. Severability. In the event that any provision of this Agreement is found to be partially or wholly invalid, illegal or unenforceable, the parties agree that such provision shall be modified or restricted as necessary to render it valid, legal and enforceable. It is expressly understood and agreed that such modification or restriction may be accomplished by mutual accord between the parties or, alternatively, by disposition of a court. The parties further agree that if such provision cannot under any circumstances be so modified or restricted, it shall be excised from this agreement without affecting the validity, legality or enforceability of any of the remaining provisions.

32. Preparation of Agreement. This Agreement will be interpreted in accordance with the plain meaning of its terms and not strictly for or against any of the parties hereto. Regardless of which party initially drafted this Agreement, it will not be construed against any one party, and will be construed and enforced as a mutually-prepared document.

33. Burden of Proof. Any party contesting the validity or enforceability of any term of this Agreement will be required to prove by clear and convincing evidence fraud, concealment, failure to disclose material information, unconscionability, misrepresentation, or mistake of fact or law.

34. Counterparts. This Agreement may be executed in counterparts or by copies transmitted electronically, all of which have the same force and effect as the original.

[Signature Page Follows]

Page 9 of 10

PLEASE READ AND CAREFULLY CONSIDER THIS AGREEMENT BEFORE SIGNING IT. THIS AGREEMENT CONTAINS A RELEASE OF ALL KNOWN AND UNKNOWN CLAIMS, INCLUDING BUT NOT LIMITED TO THOSE MADE UNDER FEDERAL, STATE, AND/OR LOCAL LAWS PROHIBITING DISCRIMINATION IN EMPLOYMENT, TO THE EXTENT PERMITTED BY LAW.

YOU AFFIRM AND ACKNOWLEDGE THAT, EXCEPT AS OTHERWISE PROVIDED HEREIN, HARRIS HAS PAID YOU ANY AND ALL WAGES, BONUSES, COMMISSIONS, INCENTIVES, SEVERANCE PAY, AND/OR VACATION PAY OWED TO YOU AS A RESULT OF YOUR EMPLOYMENT BY HARRIS, AND YOU AGREE THAT NO SUCH FURTHER PAYMENTS OR AMOUNTS ARE OR WILL BE OWED.

Agreed to:

Employee:	Harris Corporation
/s/ Gary L. McArthur	By:	/s/ Robert L. Duffy
Signature	Name:	Robert L. Duffy
	Title:	Senior Vice President
		Human Resources and Administration
Gary L. McArthur	Date:	February 12, 2014
Print Name

Date: February 12, 2014

Page 10 of 10

EX-12

Exhibit 12

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

	Three Quarters Ended
	March 28, 2014			March 29, 2013
	(In millions, except ratios)
Earnings:
Income from continuing operations	$	401.6		$	391.4
Plus: Income taxes		190.5			166.8
Fixed charges		76.6			87.9
Amortization of capitalized interest		0.1			0.1
Less: Interest capitalized during the period		(1.1	)		(0.3	)
Undistributed earnings in equity investments		—			—
	$	667.7		$	645.9
Fixed Charges:
Interest expense	$	70.6		$	83.1
Plus: Interest capitalized during the period		1.1			0.3
Interest portion of rental expense		4.9			4.5
	$	76.6		$	87.9
Ratio of Earnings to Fixed Charges		8.72			7.35

EX-15

Exhibit 15

The Board of Directors and Shareholders of Harris Corporation

We are aware of the incorporation by reference in the following Registration Statements:

Form S-3 ASR	No. 333-186929	Harris Corporation Debt and Equity Securities,
Form S-8	Nos. 333-163647 and 333-192735	Harris Corporation Retirement Plan,
Form S-8	No. 333-49006	Harris Corporation 2000 Stock Incentive Plan, and
Form S-8	No. 333-130124	Harris Corporation 2005 Equity Incentive Plan;

of our report dated April 30, 2014 relating to the unaudited condensed consolidated interim financial statements of Harris Corporation that are included in its Form 10-Q for the quarter ended March 28, 2014.

/s/ Ernst & Young LLP

Certified Public Accountants

Orlando, Florida

April 30, 2014

EX-31.1

Exhibit 31.1

CERTIFICATION

I, William M. Brown, Chairman, President and Chief Executive Officer of Harris Corporation, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q for the quarter ended March 28, 2014 of Harris 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 registrant as of, and for, the periods presented in this report;

4. The registrant’s 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 registrant 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 registrant, including its 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 registrant’s 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 registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s 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 registrant’s 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 registrant’s internal control over financial reporting.

Date: April 30, 2014	/s/ William M. Brown
	Name:  William M. Brown
	Title:    Chairman,             President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Miguel A. Lopez, Senior Vice President and Chief Financial Officer of Harris Corporation, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q for the quarter ended March 28, 2014 of Harris 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 registrant as of, and for, the periods presented in this report;

4. The registrant’s 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 registrant 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 registrant, including its 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 registrant’s 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 registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s 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 registrant’s 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 registrant’s internal control over financial reporting.

Date: April 30, 2014	/s/ Miguel A. Lopez
	Name:  Miguel A. Lopez
	Title:    Senior Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

Certification

Pursuant to Section 1350 of Chapter 63 of Title 18 of the

United States Code as Adopted Pursuant to Section 906

of the Sarbanes-Oxley Act of 2002

In connection with the filing of the Quarterly Report on Form 10-Q of Harris Corporation (“Harris”) for the quarter ended March 28, 2014, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, William M. Brown, Chairman, President and Chief Executive Officer of Harris, hereby certifies, pursuant to 18 U.S.C. §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), as applicable, of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Harris as of the dates and for the periods expressed in the Report.

Date: April 30, 2014	/s/ William M. Brown
	Name:  William M. Brown
	Title:    Chairman,             President and Chief Executive Officer

EX-32.2

Exhibit 32.2

Certification

Pursuant to Section 1350 of Chapter 63 of Title 18 of the

United States Code as Adopted Pursuant to Section 906

of the Sarbanes-Oxley Act of 2002

In connection with the filing of the Quarterly Report on Form 10-Q of Harris Corporation (“Harris”) for the quarter ended March 28, 2014, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, Miguel A. Lopez, Senior Vice President and Chief Financial Officer of Harris, hereby certifies, pursuant to 18 U.S.C. §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), as applicable, of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Harris as of the dates and for the periods expressed in the Report.

Date: April 30, 2014	/s/ Miguel A. Lopez
	Name:  Miguel A. Lopez
	Title:    Senior Vice President and Chief Financial Officer

XML

Property, Plant and Equipment (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 28, 2014	Mar. 29, 2013	Mar. 28, 2014	Mar. 29, 2013	Jun. 28, 2013
Property, Plant and Equipment
Land	$ 12.6		$ 12.6		$ 13.0
Software capitalized for internal use	129.4		129.4		110.5
Buildings	473.9		473.9		420.4
Machinery and equipment	1,063.8		1,063.8		1,022.0
Property, plant and equipment, gross	1,679.7		1,679.7		1,565.9
Less allowances for depreciation and amortization	(994.2)		(994.2)		(912.7)
Property, plant and equipment	685.5		685.5		653.2
Property Plant and Equipment (Textuals)
Depreciation and amortization expense related to property, plant and equipment	$ 32.6	$ 33.9	$ 102.2	$ 103.6

XML

Business Segments (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 28, 2014	Mar. 29, 2013	Mar. 28, 2014	Mar. 29, 2013	Jun. 28, 2013
Segment Reporting Information [Line Items]
Total assets	$ 4,958.6		$ 4,958.6		$ 4,858.4
Revenue and income from continuing operations before income taxes by segment
Revenue from product sales and services	1,267.5	1,203.7	3,682.6	3,752.1
Unallocated corporate expense	(17.0)	(14.0)	(47.4)	(48.4)
Corporate eliminations	(2.2)	(1.6)	(9.3)	(6.1)
Non-operating income (loss)	0.2	(0.5)	4.7	(1.6)
Net interest expense	(22.5)	(26.8)	(68.6)	(81.3)
Income from continuing operations before income taxes	201.0	170.4	592.1	558.2
R F Communications [Member]
Segment Reporting Information [Line Items]
Total assets	1,367.1		1,367.1		1,337.2
Revenue and income from continuing operations before income taxes by segment
Revenue from product sales and services	457.2	417.7	1,334.8	1,348.4
Segment operating income	143.7	116.1	421.0	401.2
Integrated Network Solutions [Member]
Segment Reporting Information [Line Items]
Total assets	1,765.7		1,765.7		1,747.6
Revenue and income from continuing operations before income taxes by segment
Revenue from product sales and services	348.0	375.0	1,089.5	1,163.6
Segment operating income	21.4	30.7	83.8	96.7
Government Communications Systems [Member]
Segment Reporting Information [Line Items]
Total assets	1,033.2		1,033.2		991.4
Revenue and income from continuing operations before income taxes by segment
Revenue from product sales and services	476.6	430.6	1,321.2	1,313.3
Segment operating income	77.4	66.5	207.9	197.7
Corporate [Member]
Segment Reporting Information [Line Items]
Total assets	792.6		792.6		755.2
Revenue and income from continuing operations before income taxes by segment
Revenue from product sales and services	(14.3)	(19.6)	(62.9)	(73.2)
Segment, Discontinued Operations [Member]
Segment Reporting Information [Line Items]
Total assets	$ 0		$ 0		$ 27.0

XML

Derivative Instruments and Hedging Activities (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Mar. 28, 2014	Jun. 28, 2013
Derivative Instruments and Hedging Activities (Textuals)
Foreign Currency Forward Contracts, Notional Amount	$ 116.2	$ 58.5
Contract expiration dates lower range	1 month
Contract expiration dates upper range	4 months
Weighted average contract life	1 month
FairValueHedge [Member]
Derivative Instruments and Hedging Activities (Textuals)
Foreign Currency Forward Contracts, Notional Amount	100.9	47.7
CashFlowHedge [Member]
Derivative Instruments and Hedging Activities (Textuals)
Foreign Currency Forward Contracts, Notional Amount	$ 15.3	$ 10.8

XML

Significant Accounting Policies and Recent Accounting Standards (Details) (USD $) In Millions, unless otherwise specified	Mar. 28, 2014	Jun. 28, 2013
Goodwill [Line Items]
Goodwill	$ 1,703.6	$ 1,692.0
Integrated Network Solutions [Member]
Goodwill [Line Items]
Goodwill	2.4
Government Communications Systems [Member]
Goodwill [Line Items]
Goodwill	$ 2.4

XML

Receivables (Tables)

9 Months Ended

Mar. 28, 2014

Receivables (Tables) [Abstract]

Receivables

Receivables are summarized below:

	March 28,		June 28,
	2014		2013
	(In millions)
Accounts receivable	$	620.0	$	569.3
Unbilled costs and accrued earnings on cost-plus contracts		145.1		120.8
Notes receivable due within one year, net		15.1		15.2
		780.2		705.3
Less allowances for collection losses		(7.5)		(8.5)
	$	772.7	$	696.8

XML

Non Operating Income (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 28, 2014	Mar. 29, 2013	Mar. 28, 2014	Mar. 29, 2013
Other Nonoperating Income (Loss) [Abstract]
Gain on sale of securities available-for-sale	$ 0	$ 0	$ 0	$ 9.0
Impairment of cost-method investment	0	0	0	(5.8)
Impairment of investment in joint venture	0	0	0	(6.4)
Net income (loss) related to intellectual property matters	0.2	(0.5)	4.7	1.5
Other	0	0	0	0.1
Non-operating income (loss)	$ 0.2	$ (0.5)	$ 4.7	$ (1.6)

XML

Receivables (Details) (USD $) In Millions, unless otherwise specified	Mar. 28, 2014	Jun. 28, 2013
Receivables
Accounts receivable	$ 620.0	$ 569.3
Unbilled costs and accrued earnings on cost-plus contracts	145.1	120.8
Notes receivable due within one year, net	15.1	15.2
Receivables, gross	780.2	705.3
Less allowances for collection losses	(7.5)	(8.5)
Receivables	$ 772.7	$ 696.8

XML

Changes in Estimate (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 28, 2014	Mar. 29, 2013	Mar. 28, 2014	Mar. 29, 2013
Changes in Estimates (Details) [Abstract]
Change in operating income due to change in accounting estimate	$ 18.4	$ 16.2	$ 38.9	$ 41.9
Change in earnings per share due to change in accounting estimate	$ 0.12	$ 0.11	$ 0.24	$ 0.26

XML

Stock Options and Other Share-Based Compensation

9 Months Ended

Mar. 28, 2014

Stock Options and Other Share-Based Compensation [Abstract]

Stock Options and Other Share-Based Compensation

Note C — Stock Options and Other Share-Based Compensation

During the first three quarters ended March 28, 2014, we had two shareholder-approved employee stock incentive plans (“SIPs”) under which options or other share-based compensation was outstanding, and we had the following types of share-based awards outstanding under our SIPs: stock options, performance share awards, performance share unit awards, restricted stock awards and restricted stock unit awards. We believe that such awards more closely align the interests of employees with those of shareholders. Certain share-based awards provide for accelerated vesting if there is a change in control (as defined under our SIPs). The compensation cost related to our share-based awards that was charged against income for the quarter and three quarters ended March 28, 2014was $10.1 millionand $28.5 million, respectively. The compensation cost related to our share-based awards that was charged against income for the quarter and three quarters ended March 29, 2013was $10.6 million and $25.6 million, respectively.

Grants to employees under our SIPs during the quarter ended March 28, 2014 consisted of 1,850 stock options, 400 performanceshare unit awards and 37,800 restricted stock unit awards. Grants to employees under our SIPs during the three quarters endedMarch 28, 2014consisted of 1,398,050 stock options, 310,950 performance share unit awards and 268,150 restricted stock unit awards. The fair value as of the grant date of each option award was determined using the Black-Scholes-Merton option-pricing model which used the following assumptions:expected dividend yield of 2.80 percent; expected volatility of 30.65 percent; risk-free interest rates averaging 1.66 percent; and expected term in years of 5.10.The fair value as of the grant date of each performance share unit award was determined based on a fair value from a multifactor Monte Carlo valuation model that simulates our stock price and total shareholder return (“TSR”) relative to other companies in our TSR peer group, less a discount to reflect the delay in payment of cash dividend-equivalents that are made only upon vesting.The fair value as of the grant date of each restricted stock unit award was determined based on our stock price at the close of business on the grant date.

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Income Taxes (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 28, 2014	Mar. 29, 2013	Mar. 28, 2014	Mar. 29, 2013
Income Taxes (Textuals) [Abstract]
Effective tax rate	31.80%	26.90%	32.20%	29.90%
Income tax benefit associated with legislative action		$ 7
Income tax benefit associated with legislative action percentage		4.00%
Additional deductions and favorable tax settlements		$ 2

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Income From Continuing Operations Per Share (Tables)

9 Months Ended

Mar. 28, 2014

Income From Continuing Operations Per Share (Tables) [Abstract]

Income from continuing operations per share

The computations of income from continuing operations per share are as follows (in this Note I, “income from continuing operations” refers to income from continuing operations attributable to Harris Corporation common shareholders):

		Quarter Ended				Three Quarters Ended
		March 28,		March 29,		March 28,		March 29,
		2014		2013		2014		2013
		(In millions, except per share amounts)
Income from continuing operations		$	137.3	$	125.1	$	402.0	$	395.8
Adjustments for participating securities outstanding			(0.9)		(0.9)		(2.9)		(3.1)
Income from continuing operations used in per basic and diluted
	common share calculations (A)	$	136.4	$	124.2	$	399.1	$	392.7
Basic weighted average common shares outstanding (B)			106.2		110.6		106.3		111.5
Impact of dilutive stock options and equity awards			1.2		0.6		1.1		0.6
Diluted weighted average common shares outstanding (C)			107.4		111.2		107.4		112.1
Income from continuing operations per basic common share (A)/(B)		$	1.28	$	1.12	$	3.75	$	3.52
Income from continuing operations per diluted common share (A)/(C)		$	1.27	$	1.12	$	3.72	$	3.50

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Accrued Warranties (Tables)

9 Months Ended

Mar. 28, 2014

Accrued Warranties (Tables) [Abstract]

Changes in warranty liability

Changes in our liability for standard product warranties, which is included as a component of the “Other accrued items” and “Other long-term liabilities” line items in the accompanying Condensed Consolidated Balance Sheet (Unaudited), during the three quarters endedMarch 28, 2014 were as follows:

		(In millions)
Balance at June 28, 2013		$	39.9
Warranty provision for sales made during the three quarters ended March 28, 2014			10.2
Settlements made during the three quarters ended March 28, 2014			(11.8)
Other adjustments to warranty liability, including those for foreign currency
	translation, during the three quarters ended March 28, 2014		(3.0)
Balance at March 28, 2014		$	35.3

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Fair Value Measurements (Details) (USD $) In Millions, unless otherwise specified	Mar. 28, 2014
Deferred Compensation Plan Money Market Funds [Member]
Assets measured at fair value on recurring basis
Money market fund	$ 33.4
Deferred Compensation Plan Stock Fund [Member]
Assets measured at fair value on recurring basis
Available-for-sale securities	53.6
Deferred Compensation Plan Equity Securities [Member]
Assets measured at fair value on recurring basis
Available-for-sale securities	33.3
Pension Plan Stock Funds [Member]
Assets measured at fair value on recurring basis
Available-for-sale securities	47.1
Pension Plan Government Securities [Member]
Assets measured at fair value on recurring basis
Government securities	39.9
Deferred Compensation Plan [Member]
Liabilities measured at fair value on recurring basis
Deferred compensation plans	115.5
Foreign currency forward contracts [Member]
Assets measured at fair value on recurring basis
Foreign currency forward contracts, assets	0.8
Liabilities measured at fair value on recurring basis
Foreign currency forward contract, liabilities	0.5
Fair Value, Inputs, Level 1 [Member] | Deferred Compensation Plan Money Market Funds [Member]
Assets measured at fair value on recurring basis
Money market fund	33.4
Fair Value, Inputs, Level 1 [Member] | Deferred Compensation Plan Stock Fund [Member]
Assets measured at fair value on recurring basis
Available-for-sale securities	53.6
Fair Value, Inputs, Level 1 [Member] | Deferred Compensation Plan Equity Securities [Member]
Assets measured at fair value on recurring basis
Available-for-sale securities	33.3
Fair Value, Inputs, Level 1 [Member] | Pension Plan Stock Funds [Member]
Assets measured at fair value on recurring basis
Available-for-sale securities	47.1
Fair Value, Inputs, Level 1 [Member] | Pension Plan Government Securities [Member]
Assets measured at fair value on recurring basis
Government securities	39.9
Fair Value, Inputs, Level 1 [Member] | Deferred Compensation Plan [Member]
Liabilities measured at fair value on recurring basis
Deferred compensation plans	115.5
Fair Value, Inputs, Level 1 [Member] | Foreign currency forward contracts [Member]
Assets measured at fair value on recurring basis
Foreign currency forward contracts, assets	0
Liabilities measured at fair value on recurring basis
Foreign currency forward contract, liabilities	0
Fair Value, Inputs, Level 2 [Member]
Assets measured at fair value on recurring basis
Government securities	0
Fair Value, Inputs, Level 2 [Member] | Deferred Compensation Plan Money Market Funds [Member]
Assets measured at fair value on recurring basis
Money market fund	0
Fair Value, Inputs, Level 2 [Member] | Deferred Compensation Plan Stock Fund [Member]
Assets measured at fair value on recurring basis
Available-for-sale securities	0
Fair Value, Inputs, Level 2 [Member] | Deferred Compensation Plan Equity Securities [Member]
Assets measured at fair value on recurring basis
Available-for-sale securities	0
Fair Value, Inputs, Level 2 [Member] | Pension Plan Stock Funds [Member]
Assets measured at fair value on recurring basis
Available-for-sale securities	0
Fair Value, Inputs, Level 2 [Member] | Deferred Compensation Plan [Member]
Liabilities measured at fair value on recurring basis
Deferred compensation plans	0
Fair Value, Inputs, Level 2 [Member] | Foreign currency forward contracts [Member]
Assets measured at fair value on recurring basis
Foreign currency forward contracts, assets	0.8
Liabilities measured at fair value on recurring basis
Foreign currency forward contract, liabilities	0.5
Fair Value, Inputs, Level 3 [Member]
Assets measured at fair value on recurring basis
Government securities	0
Fair Value, Inputs, Level 3 [Member] | Deferred Compensation Plan Money Market Funds [Member]
Assets measured at fair value on recurring basis
Money market fund	0
Fair Value, Inputs, Level 3 [Member] | Deferred Compensation Plan Stock Fund [Member]
Assets measured at fair value on recurring basis
Available-for-sale securities	0
Fair Value, Inputs, Level 3 [Member] | Deferred Compensation Plan Equity Securities [Member]
Assets measured at fair value on recurring basis
Available-for-sale securities	0
Fair Value, Inputs, Level 3 [Member] | Pension Plan Stock Funds [Member]
Assets measured at fair value on recurring basis
Available-for-sale securities	0
Fair Value, Inputs, Level 3 [Member] | Deferred Compensation Plan [Member]
Liabilities measured at fair value on recurring basis
Deferred compensation plans	0
Fair Value, Inputs, Level 3 [Member] | Foreign currency forward contracts [Member]
Assets measured at fair value on recurring basis
Foreign currency forward contracts, assets	0
Liabilities measured at fair value on recurring basis
Foreign currency forward contract, liabilities	$ 0

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Non Operating Income (Tables)

9 Months Ended

Mar. 28, 2014

Non Operating Income Loss (Tables) [Abstract]

Components Of Non Operating Income Loss [Table Text Block]

The components of non-operating income(loss) were as follows:

	Quarter Ended				Three Quarters Ended
	March 28,		March 29,		March 28,		March 29,
	2014		2013		2014		2013
	(In millions)
Gain on sale of securities available-for-sale	$	―	$	―	$	―	$	9.0
Impairment of cost-method investment		―		―		―		(5.8)
Impairment of investment in joint venture		―		―		―		(6.4)
Net income (loss) related to intellectual property matters		0.2		(0.5)		4.7		1.5
Other		―		―		―		0.1
	$	0.2	$	(0.5)	$	4.7	$	(1.6)

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Fair Value Measurements (Tables)

9 Months Ended

Mar. 28, 2014

Fair Value Measurements (Tables) [Abstract]

Assets and liabilities measured at fair value on a recurring basis

The following table presents the fair value hierarchy of our assets and liabilities measured at fair value on a recurring basis (at least annually) as of March 28, 2014:

			Level 1		Level 2		Level 3		Total
			(In millions)
Assets
	Deferred compensation plan investments: (1)
		Money market fund	$	33.4	$	―	$	―	$	33.4
		Stock fund		53.6		―		―		53.6
		Equity security		33.3		―		―		33.3
	Pension plan investments: (2)
		Stock funds		47.1		―		―		47.1
		Government securities		39.9		―		―		39.9
	Foreign currency forward contracts (3)			―		0.8		―		0.8
Liabilities
	Deferred compensation plans (4)			115.5		―		―		115.5
	Foreign currency forward contracts (5)			―		0.5		―		0.5
____________

(1)       Represents investments held in a Rabbi Trust associated with our non-qualified deferred compensation plans, which we include in the “Other current assets” and “Other non-current assets” line items in the accompanying Condensed Consolidated Balance Sheet (Unaudited).

(2)       Represents investments related to our defined benefit plan in the United Kingdom, which we include in the “Other non-current assets” line item in the accompanying Condensed Consolidated Balance Sheet (Unaudited).

(3)       Includes derivatives designated as hedging instruments, which we include in the “Other current assets” line item in the accompanying Condensed Consolidated Balance Sheet (Unaudited). The fair value of these contracts was measured using a market approach based on quoted foreign currency forward exchange rates for contracts with similar maturities.

(4)       Primarily represents obligations to pay benefits under certain non-qualified deferred compensation plans, which we include in the “Compensation and benefits” and “Other long-term liabilities” line items in the accompanying Condensed Consolidated Balance Sheet (Unaudited). Under these plans, participants designate investment options (including money market, stock and fixed-incomefunds), which serve as the basis for measurement of the notional value of their accounts.

(5)       Includes derivatives designated as hedging instruments, which we include in the “Other accrued items” line item in the accompanying Condensed Consolidated Balance Sheet (Unaudited). The fair value of these contracts was measured using a market approach based on quoted foreign currency forward exchange rates for contracts with similar maturities.

Carrying amounts and estimated fair values of financial instruments not measured at fair value

The following table presents the carrying amounts and estimated fair values of our significant financial instruments that were not measured at fair value (carrying amounts of other financial instruments not listed in the table below approximate fair value due to the short-term nature of those items):

		March 28, 2014				June 28, 2013
		Carrying		Fair		Carrying		Fair
		Amount		Value		Amount		Value
		(In millions)
Financial Liabilities
	Long-term debt (including current portion) (1)	$	1,577.2	$	1,779.0	$	1,590.5	$	1,763.1
____________

(1)       The fair value was estimated using a market approach based on quoted market prices for our debt traded in the secondary market. If our long-term debt in our balance sheetweremeasured at fair value, it would be categorized in Level 2 of the fair value hierarchy.

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Discontinued Operations

9 Months Ended

Mar. 28, 2014

Discontinued Operations [Abstract]

Discontinued Operations

Note B — Discontinued Operations

In the third quarter of fiscal 2012, our Board of Directors approved a plan to exit our cyber integrated solutions operation (“CIS”), which provided remote cloud hosting, and to dispose of the related assets, and we reported CIS as discontinued operations beginning with our financial results presented in our Quarterly Report on Form 10-Q for the third quarter of fiscal 2012. On August 27, 2013, we completed the sale of the remaining assets ofCISfor $35 million, including $28 million in cash and a $7 million subordinated promissory note.In the fourth quarter of fiscal 2012, our Board of Directors approved a plan to divest our broadcast communications operation (“Broadcast Communications”), which provided digital media management solutions in support of broadcast customers, and we reported Broadcast Communications as discontinued operations beginning with our financial results presented in our Annual Report on Form 10-K for fiscal 2012. On February 4, 2013, we completed the sale of Broadcast Communications to an affiliate of The Gores Group, LLC pursuant to a definitive Asset Sale Agreement entered into December 5, 2012 for $225 million, including $160 million in cash, subject to customary adjustments (including a post-closing working capital adjustment, which is currentlyin litigation), a $15 million subordinated promissory note and an earnout of up to $50 million based on future performance. Should the litigation related to the post-closing working capital adjustment to the purchase price be resolved unfavorably to us, we believe such an outcome would not have a material adverse effect on our financial condition, results of operations or cash flows. Both CIS and Broadcast Communications were formerly part of our Integrated Network Solutions segment.

In the third quarter of fiscal 2014, discontinued operations reflected a $4.8 million tax benefit (primarily related to the realization of additional tax deductions in respect of Broadcast Communications on various fiscal 2013 tax returns compared with our recorded estimates at the end of fiscal 2013), partially offset by a $1.0 million ($0.7 million after-tax) increase in the loss on sale of Broadcast Communications from miscellaneous adjustments for contingencies related to the disposition. In the third quarter of fiscal 2013, discontinued operations reflected the results of operations for Broadcast Communications and CIS, including a loss of $23.4 million($23.6 million after-tax) on the sale of Broadcast Communications during the third quarter of fiscal 2013.

In the first three quarters of fiscal 2014, discontinued operations reflected a $4.8 million tax benefit(primarily related to the realization of additional tax deductions in respect of Broadcast Communications on various fiscal 2013 tax returns compared with our recorded estimates at the end of fiscal 2013)and a $3.1million ($1.9 million after-tax) gain on the sale of the remaining assets of CIS, partially offset by a $7.6million ($5.3 million after-tax) increase in the loss on sale of Broadcast Communications from miscellaneous adjustments for contingencies related to the disposition. In the first three quarters of fiscal 2013, the results of operations for Broadcast Communications and CIS included non-cash impairment charges of $314.4 million($297.3 million after-tax) and $6.3 million ($3.9 million after-tax), respectively.

Summarized financial information for our discontinued operations related to CISand Broadcast Communications is as follows:

		Quarter Ended				Three Quarters Ended
		March 28,		March 29,		March 28,		March 29,
		2014		2013		2014		2013
		(In millions)
Revenue from product sales and services		$	―	$	38.0	$	―	$	270.9
Loss before income taxes		$	―	$	(5.0)	$	―	$	(331.6)
Income taxes			―		(1.7)		―		16.9
Loss from discontinued operations			―		(6.7)		―		(314.7)
Gain (loss) on sale of discontinued operations, net of income tax benefit of
	$5.1 million and $5.9 million for the quarter and three quarters ended
	March 28, 2014, respectively		4.1		(23.6)		1.4		(23.6)
Discontinued operations, net of income taxes		$	4.1	$	(30.3)	$	1.4	$	(338.3)

	March 28,		June 28,
	2014		2013
	(In millions)
Property, plant and equipment	$	―	$	27.0

Unless otherwise specified, the information set forth in these Notes, other than this Note B — Discontinued Operations, relates solely to our continuing operations.

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Business Segments (Tables)

9 Months Ended

Mar. 28, 2014

Business Segments (Tables) [Abstract]

Summary of total assets by business segment

Total assets by business segment are summarized below:

	March 28,		June 28,
	2014		2013
	(In millions)
Total Assets
RF Communications	$	1,367.1	$	1,337.2
Integrated Network Solutions		1,765.7		1,747.6
Government Communications Systems		1,033.2		991.4
Corporate		792.6		755.2
Discontinued operations		―		27.0
	$	4,958.6	$	4,858.4

Revenue and income before income taxes by segment

Segment revenue, segment operating incomeand a reconciliation of segment operating incometo total income from continuing operations before income taxes follow:

		Quarter Ended				Three Quarters Ended
		March 28,		March 29,		March 28,		March 29,
		2014		2013		2014		2013
		(In millions)
Revenue
RF Communications		$	457.2	$	417.7	$	1,334.8	$	1,348.4
Integrated Network Solutions			348.0		375.0		1,089.5		1,163.6
Government Communications Systems			476.6		430.6		1,321.2		1,313.3
Corporate eliminations			(14.3)		(19.6)		(62.9)		(73.2)
		$	1,267.5	$	1,203.7	$	3,682.6	$	3,752.1
Income From Continuing Operations Before Income Taxes
Segment Operating Income:
	RF Communications	$	143.7	$	116.1	$	421.0	$	401.2
	Integrated Network Solutions		21.4		30.7		83.8		96.7
	Government Communications Systems		77.4		66.5		207.9		197.7
Unallocated corporate expense			(17.0)		(14.0)		(47.4)		(48.4)
Corporate eliminations			(2.2)		(1.6)		(9.3)		(6.1)
Non-operating income (loss) (1)			0.2		(0.5)		4.7		(1.6)
Net interest expense			(22.5)		(26.8)		(68.6)		(81.3)
		$	201.0	$	170.4	$	592.1	$	558.2
____________

(1)       “Non-operating income (loss)” includes equity method investment income (loss);income (expense) related to intellectual property matters; gains and losses on sales of investments and securities available-for-sale; and impairments of investments and securities available-for-sale. Additional information regarding non-operating income(loss) is set forth in Note J — Non-Operating Income (Loss).

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Accrued Warranties (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Mar. 28, 2014	Jun. 28, 2013
Changes in warranty liability
Balance at June 28, 2013	$ 39.9
Warranty provision for sales made during the three quarters ended March 28, 2014	10.2
Settlements made during the three quarters ended March 28, 2014	(11.8)
Other adjustments to warranty liability, including those for foreign currency translation, during the three quarters ended March 28, 2014	(3.0)
Balance at March 28, 2014	35.3
Extended Product Warranty Disclosure [Abstract]
Extended Product Warranty Accrual	$ 34.3	$ 34.6

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Condensed Consolidated Statement of Income (Unaudited) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 28, 2014	Mar. 29, 2013	Mar. 28, 2014	Mar. 29, 2013
Condensed Consolidated Statement of Income [Abstract]
Revenue from product sales and services	$ 1,267.5	$ 1,203.7	$ 3,682.6	$ 3,752.1
Cost of product sales and services	(841.0)	(803.5)	(2,410.9)	(2,497.2)
Engineering, selling and administrative expenses	(203.2)	(202.5)	(615.7)	(613.8)
Non-operating income (loss)	0.2	(0.5)	4.7	(1.6)
Interest income	0.7	0.8	2.0	1.8
Interest expense	(23.2)	(27.6)	(70.6)	(83.1)
Income from continuing operations before income taxes	201.0	170.4	592.1	558.2
Income taxes	(63.9)	(45.8)	(190.5)	(166.8)
Income from continuing operations	137.1	124.6	401.6	391.4
Discontinued operations, net of income taxes	4.1	(30.3)	1.4	(338.3)
Net income	141.2	94.3	403.0	53.1
Noncontrolling interests, net of income taxes	0.2	0.5	0.4	4.4
Net income attributable to Harris Corporation	141.4	94.8	403.4	57.5
Amounts attributable to Harris Corporation common shareholders
Income from continuing operations	137.3	125.1	402.0	395.8
Discontinued operations, net of income taxes	4.1	(30.3)	1.4	(338.3)
Net income attributable to Harris Corporation	$ 141.4	$ 94.8	$ 403.4	$ 57.5
Basic net income per common share attributable to Harris Corporation common shareholders
Continuing operations	$ 1.28	$ 1.12	$ 3.75	$ 3.52
Discontinued operations	$ 0.04	$ (0.27)	$ 0.02	$ (3.01)
Total basic net income per common share	$ 1.32	$ 0.85	$ 3.77	$ 0.51
Diluted net income per common share attributable to Harris Corporation common shareholders
Continuing operations	$ 1.27	$ 1.12	$ 3.72	$ 3.50
Discontinued operations	$ 0.04	$ (0.27)	$ 0.01	$ (2.99)
Total diluted net income per common share	$ 1.31	$ 0.85	$ 3.73	$ 0.51
Cash dividends paid per common share	$ 0.42	$ 0.37	$ 1.26	$ 1.11
Basic weighted average common shares outstanding	106.2	110.6	106.3	111.5
Diluted weighted average common shares outstanding	107.4	111.2	107.4	112.1

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Fair Value Measurements (Details 2) (USD $) In Millions, unless otherwise specified	Mar. 28, 2014	Jun. 28, 2013
Carrying amounts and estimated fair values of financial instruments not measured at fair value [Abstract]
Financial Liabilities, Long-term debt (including current portion), Carrying amount	$ 1,577.2	$ 1,590.5
Financial Liabilities, Long-term debt (including current portion), Fair value	$ 1,779.0	$ 1,763.1

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Condensed Consolidated Statement of Cash Flows (Unaudited) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Mar. 28, 2014	Mar. 29, 2013
Operating Activities
Net income	$ 403.0	$ 53.1
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	148.6	164.3
Share-based compensation	28.5	25.6
Non-current deferred income taxes	29.8	2.9
Gain on the sale of securities available-for-sale	0	(9.0)
(Gain) loss on sale of discontinued operations	(1.4)	23.6
Impairment of assets of discontinued operations	0	320.7
(Increase) decrease in:
Accounts and notes receivable	(75.8)	88.0
Inventories	(5.3)	(31.7)
Increase (decrease) in:
Accounts payable and accrued expenses	(46.2)	(145.3)
Advance payments and unearned income	(9.7)	78.6
Income taxes	(10.8)	(66.5)
Other	(6.7)	8.9
Net cash provided by operating activities	454.0	513.2
Investing Activities
Cash paid for intangible assets	(3.3)	0
Cash paid for cost-method investment	0	(0.8)
Additions of property, plant and equipment	(139.7)	(124.9)
Additions of capitalized software	0	(6.6)
Proceeds from sale of discontinued operations	27.0	147.4
Proceeds from sale of securities available-for-sale	0	11.9
Net cash provided by (used in) investing activities	(116.0)	27.0
Financing Activities
Proceeds from borrowings	5.6	17.1
Repayments of borrowings	(82.4)	(140.9)
Proceeds from exercises of employee stock options	133.9	84.7
Repurchases of common stock	(222.1)	(274.6)
Cash dividends	(135.5)	(124.6)
Net cash used in financing activities	(300.5)	(438.3)
Effect of exchange rate changes on cash and cash equivalents	(8.9)	1.1
Net increase in cash and cash equivalents	28.6	103.0
Cash and cash equivalents, beginning of year	321.0	356.0
Cash and cash equivalents, end of quarter	$ 349.6	$ 459.0

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Stock Options and Other Share-Based Compensation (Details) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 28, 2014	Mar. 29, 2013	Mar. 28, 2014	Mar. 29, 2013
Stock Options and Other Share Based Compensation (Textuals)
Number of shareholder approved employee stock incentive plans	2		2
Compensation cost for share-based awards	$ 10.1	$ 10.6	$ 28.5	$ 25.6
Stock options granted, shares	1,850		1,398,050
Expected dividend yield			2.80%
Expected volatility			30.65%
Risk free interest rates			1.66%
Expected term (years)			5 years 1 month 2 days
Performance Share And Performance Share Unit [Member]
Share-based awards
Share-based awards	400		310,950
Restricted Stock And Restricted Stock Unit [Member]
Share-based awards
Share-based awards	37,800		268,150

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Significant Accounting Policies and Recent Accounting Standards (Policies)

9 Months Ended

Mar. 28, 2014

Significant Accounting Policies and Recent Accounting Standards (Policies) [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying condensed consolidated financial statements include the accounts of Harris Corporation and its consolidated subsidiaries. As used in these Notes to Condensed Consolidated Financial Statements (Unaudited) (these “Notes”), the terms “Harris,” “Company,” “we,” “our” and “us” refer to Harris Corporation and its consolidated subsidiaries. Intracompany transactions and accounts have been eliminated. The accompanying condensed consolidated financial statements have been prepared by Harris, without an audit, in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, such interim financial statements do not include all information and footnotes necessary for a complete presentation of financial position, results of operations and cash flows in conformity with U.S. GAAP for annual financial statements. In the opinion of management, such interim financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of financial position, results of operations and cash flows for the periods presented therein. The results for thequarterand three quarters endedMarch 28, 2014 are not necessarily indicative of the results that may be expected for the full fiscal year or any subsequent period. The balance sheet at June 28, 2013 has been derived from our audited financial statements but does not include all of the information and footnotes required by U.S. GAAP for annual financial statements. We provide complete, audited financial statements in our Annual Report on Form 10-K, which includes information and footnotes required by the rules and regulations of the SEC. The information included in this Quarterly Report on Form 10-Q (this “Report”) should be read in conjunction with the Management's Discussion and Analysis of Financial Condition and Results of Operations and the Consolidated Financial Statements and accompanying Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended June 28, 2013 (our “Fiscal 2013 Form 10-K”).

SeeNote B — Discontinued Operationsfor information regarding discontinued operations.Except for disclosures related to our cash flows, or unless otherwise specified, disclosures in this Report relate solely to our continuing operations.

At the beginning of the first quarter of fiscal 2014, to leverage the breadth of our information technology (“IT”) enterprise network and information assurance capabilities for the IT Services market, we began managing our cyber security network testing operation as part of our Integrated Network Solutions segment rather than our Government Communications Systems segment. As a result, we reassigned $2.4 million of goodwill (determined on a relative fair value basis) from our Government Communications Systems segment to our Integrated Network Solutions segment. The historical results, discussion and presentation of our business segments as set forth in this Report have been adjusted to reflect the impact of this change to our business segment reporting structure for all periods presented in this Report.

Use of Estimates

Use of Estimates

The preparation of financial statements in accordance with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the accompanying condensed consolidated financial statements and these Notes. These estimates and assumptions are based on experience and other information available prior to issuance of the accompanying condensed consolidated financial statements and these Notes. Materially different results can occur as circumstances change and additional information becomes known.

Adoption of New Accounting Standards

Adoption of New Accounting Standards

In the first quarter of fiscal 2014, we adopted an accounting standard issued by the Financial Accounting Standards Board (“FASB”) that requires entities to provide details of reclassifications in the disclosure of changes in accumulated other comprehensive income (“AOCI”) balances. In addition, for significant items reclassified out of AOCI in the fiscal quarter, entities must provide information about the effects on net income together, in one location, on the face of the statement where net income is presented, or as a separate disclosure in the notes. For items not reclassified to net income in their entirety in the fiscal quarter, entities must cross-reference to the note where additional details about the effects of the reclassifications are disclosed. The adoption of this update did not impact our financial position, results of operations or cash flows.

Accounting Standards Issued But Not Yet Effective

Accounting Standards Issued But Not Yet Effective

In March 2013, the FASB issued an accounting standards update thatclarifies previous U.S. GAAP regarding the release of cumulative translation adjustment (“CTA”) into earnings in certain situations. When an entity ceases to have a controlling financial interest in a subsidiary or group of assets within a consolidated foreign entity and the sale or transfer of such subsidiary or group of assets results in the complete or substantially complete liquidation of such foreign entity, any related CTA should be reclassified from AOCI and included in the calculation of the gain or loss on the sale or transfer. Upon a sale or complete or substantially complete liquidation of an investment in a consolidated foreign entity that results in either (1) a loss of a controlling financial interest in the foreign entity or (2) an acquirer obtaining control of an acquiree in which the acquirer held an equity interest immediately before the acquisition date in a business combination achieved in stages, any related CTA should be reclassified from AOCI and included in the calculation of the gain or loss on the sale or liquidation.For a sale of part of an ownership interest in a foreign investment that is accounted for as an equity method investment, a pro rata portion of CTA attributable to that investment should be reclassified from AOCI and included in the calculation of the gain or loss on the sale. This standard is to be applied prospectively and is effective for fiscal years, and interim reporting periods withinthose years, beginning after December 15, 2013, which for us is our fiscal 2015. The adoption of this standard will not have a material impact on our financial position, results of operations or cash flows.

In July 2013, the FASB issued an accounting standards update that requires unrecognized tax benefits to be presented as a decrease in a net operating loss, similar tax loss or tax credit carryforward if certain criteria are met. This standard is to be applied prospectively and is effective for fiscal years, and interim reporting periods within those years, beginning after December 15, 2013, which for us is our fiscal 2015. Retrospective application is permitted. The adoption of this standardis not expected to have a material impact on our financial position, results of operations or cash flows.

In April 2014, the FASB issued an accounting standards update that raises the threshold for disposals to qualify as discontinued operations and allows companies to have significant continuing involvement and continuing cash flows with discontinued operations. This standard also requires additional disclosures for discontinued operations and new disclosures for individually material disposal transactions that do not meet the definition of a discontinued operation. This standard is to be applied prospectively and is effective for fiscal years, and interim reporting periods within those years, beginning after December 15, 2014, which for us is our fiscal 2016. The adoption of this standardis not expected to have a material impact on our financial position, results of operations or cash flows.

Fair Value Measurements, Recurring Basis

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal market (or most advantageous market, in the absence of a principal market) for the asset or liability in an orderly transaction between market participants at the measurement date. Entities are required to maximize the use of observable inputs and minimize the use of unobservable inputs in measuring fair value, and to utilize a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. The three levels of inputs used to measure fair value are as follows:

•Level 1 — Quoted prices in active markets for identical assets or liabilities.

•Level 2 — Observable inputs other than quoted prices included within Level 1, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and inputs other than quoted prices that are observable or are derived principally from, or corroborated by, observable market data by correlation or other means.

•       Level 3 — Unobservable inputs that are supported by little or no market activity, are significant to the fair value of the assets or liabilities, and reflect our own assumptions about the assumptions market participants would use when pricing the asset or liability developed using the best information available in the circumstances.

Evaluation of performance and intersegment sales policy

The accounting policies of our business segments are the same as those described in Note 1: “Significant Accounting Policies” in our Notes to Consolidated Financial Statements in our Fiscal 2013 Form 10-K. We evaluate each segment's performance based on its operating income or loss, which we define as profit or loss fromoperations before income taxes excluding interest income and expense, royalties and related intellectual property expenses, equity method investment income or loss and gains or losses from securities and other investments. Intersegment sales are generally transferred at cost to the buying segment and the sourcing segment recognizes a profit that is eliminated.The “Corporate eliminations” line items in the tables below represent the elimination of intersegment sales and their related profits. The “Unallocated corporate expense” line item in the tables below represents the portion of corporate expenses not allocated to our business segments.

Revenue Recognition

Estimates and assumptions, and changes therein, are important in connection with, among others, our segments' revenue recognition policies related to development and production contracts. Revenue and profits related to development and production contracts are recognized using the percentage-of-completion method, generally based on the ratio of costs incurred to estimated total costs at completion (i.e., the cost-to-cost method). Revenue and profits on cost-reimbursable development and production contracts are recognized as allowable costs are incurred on the contract, and become billable to the customer, in an amount equal to the allowable costs plus the profit on those costs.

Development and production contracts are combined when specific aggregation criteria are met. Criteria generally include closely interrelated activities performed for a single customer within the same economic environment. Development and production contracts are generally not segmented. If development and production contracts are segmented, we have determined that they meet specific segmenting criteria. Change orders, claims or other items that may change the scope of a development and production contract are included in contract value only when the value can be reliably estimated and realization is probable. Possible incentives or penalties and award fees applicable to performance on development and production contracts are considered in estimating contract value and profit rates and are recorded when there is sufficient information to assess anticipated contract performance. Incentive provisions that increase earnings based solely on a single significant event are generally not recognized until the event occurs.

Under the percentage-of-completion method of accounting, a single estimated total profit margin is used to recognize profit for each development and production contract over its period of performance. Recognition of profit on development and production fixed-price contracts requires estimates of the total cost at completion and the measurement of progress toward completion. The estimated profit or loss on a development and production contract is equal to the difference between the estimated contract value and the estimated total cost at completion. Due to the long-term nature of many of our programs, developing the estimated total cost at completion often requires judgment. Factors that must be considered in estimating the cost of the work to be completed include the nature and complexity of the work to be performed, subcontractor performance, the risk and impact of delayed performance, availability and timing of funding from the customer and the recoverability of any claims outside the original development and production contract included in the estimate to complete. At the outset of each contract, we gauge its complexity and perceived risks and establish an estimated total cost at completion in line with these expectations. After establishing the estimated total cost at completion, we follow a standard estimate at completion (“EAC”) process in which management reviews the progress and performance on our ongoing development and production contracts at least quarterly and, in many cases, more frequently. If we successfully retire risks associated with the technical, schedule and cost aspects of a contract, we may lower our estimated total cost at completion commensurate with the retirement of these risks. Conversely, if we are not successful in retiring these risks, we may increase our estimated total cost at completion. Additionally, at the outset of a cost-reimbursable contract (for example, contracts containing award or incentive fees), we establish an estimate of total contract value, or revenue, based on our expectation of performance on the contract. As the cost-reimbursable contract progresses, our estimates of total contract value may increase or decrease if, for example, we receive higher or lower than expected award fees. When adjustments in estimated total costs at completion or in estimates of total contract value are determined, the related impact to operating income is recognized using the cumulative catch-up method, which recognizes in the current period the cumulative effect of such adjustments for all prior periods. Anticipated losses on development and production contracts or programs in progress are charged to operating income when identified.

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Accumulated Other Comprehensive Loss (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended	12 Months Ended
	Mar. 28, 2014	Jun. 28, 2013
Components of accumulated other comprehensive loss
Foreign currency translation	$ (12.4)	$ (27.2)
Net unrealized gain on hedging derivatives, net of income taxes	0.3	0.8
Unamortized loss on treasury lock, net of income taxes	(2.0)	(2.4)
Unrecognized post-retirement obligations, net of income taxes of $8.4 and $15.8 at March 28, 2014 and June 28, 2013 resepectively	(18.0)	(29.8)
Accumulated other comprehensive loss	(32.1)	(58.6)
Tax effect on unrecognized post-retirement obligations	$ 8.4	$ 15.8

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Accumulated Other Comprehensive Loss (Tables)

9 Months Ended

Mar. 28, 2014

Accumulated Other Comprehensive Income (Loss) (Tables) [Abstract]

Components of accumulated other comprehensive loss

		March 28,		June 28,
		2014 (1)		2013
		(In millions)
Foreign currency translation		$	(12.4)	$	(27.2)
Net unrealized gain on hedging derivatives, net of income taxes			0.3		0.8
Unamortized loss on treasury lock, net of income taxes			(2.0)		(2.4)
Unrecognized post-retirement obligations, net of income taxes of
	$8.4 million and $15.8 million at March 28, 2014 and June 28, 2013, respectively		(18.0)		(29.8)
		$	(32.1)	$	(58.6)
________________

(1) Reclassifications out of accumulated other comprehensive loss to earnings were not material for the three quarters ended March 28, 2014

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Significant Accounting Policies and Recent Accounting Standards

9 Months Ended

Mar. 28, 2014

Significant Accounting Policies and Recent Accounting Standards [Abstract]

Significant Accounting Policies and Recent Accounting Standards

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 28, 2014

Note A — Significant Accounting Policies and Recent Accounting Standards

Basis of Presentation

The accompanying condensed consolidated financial statements include the accounts of Harris Corporation and its consolidated subsidiaries. As used in these Notes to Condensed Consolidated Financial Statements (Unaudited) (these “Notes”), the terms “Harris,” “Company,” “we,” “our” and “us” refer to Harris Corporation and its consolidated subsidiaries. Intracompany transactions and accounts have been eliminated. The accompanying condensed consolidated financial statements have been prepared by Harris, without an audit, in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, such interim financial statements do not include all information and footnotes necessary for a complete presentation of financial position, results of operations and cash flows in conformity with U.S. GAAP for annual financial statements. In the opinion of management, such interim financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of financial position, results of operations and cash flows for the periods presented therein. The results for thequarterand three quarters endedMarch 28, 2014 are not necessarily indicative of the results that may be expected for the full fiscal year or any subsequent period. The balance sheet at June 28, 2013 has been derived from our audited financial statements but does not include all of the information and footnotes required by U.S. GAAP for annual financial statements. We provide complete, audited financial statements in our Annual Report on Form 10-K, which includes information and footnotes required by the rules and regulations of the SEC. The information included in this Quarterly Report on Form 10-Q (this “Report”) should be read in conjunction with the Management's Discussion and Analysis of Financial Condition and Results of Operations and the Consolidated Financial Statements and accompanying Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended June 28, 2013 (our “Fiscal 2013 Form 10-K”).

SeeNote B — Discontinued Operationsfor information regarding discontinued operations.Except for disclosures related to our cash flows, or unless otherwise specified, disclosures in this Report relate solely to our continuing operations.

At the beginning of the first quarter of fiscal 2014, to leverage the breadth of our information technology (“IT”) enterprise network and information assurance capabilities for the IT Services market, we began managing our cyber security network testing operation as part of our Integrated Network Solutions segment rather than our Government Communications Systems segment. As a result, we reassigned $2.4 million of goodwill (determined on a relative fair value basis) from our Government Communications Systems segment to our Integrated Network Solutions segment. The historical results, discussion and presentation of our business segments as set forth in this Report have been adjusted to reflect the impact of this change to our business segment reporting structure for all periods presented in this Report.

Use of Estimates

The preparation of financial statements in accordance with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the accompanying condensed consolidated financial statements and these Notes. These estimates and assumptions are based on experience and other information available prior to issuance of the accompanying condensed consolidated financial statements and these Notes. Materially different results can occur as circumstances change and additional information becomes known.

Adoption of New Accounting Standards

In the first quarter of fiscal 2014, we adopted an accounting standard issued by the Financial Accounting Standards Board (“FASB”) that requires entities to provide details of reclassifications in the disclosure of changes in accumulated other comprehensive income (“AOCI”) balances. In addition, for significant items reclassified out of AOCI in the fiscal quarter, entities must provide information about the effects on net income together, in one location, on the face of the statement where net income is presented, or as a separate disclosure in the notes. For items not reclassified to net income in their entirety in the fiscal quarter, entities must cross-reference to the note where additional details about the effects of the reclassifications are disclosed. The adoption of this update did not impact our financial position, results of operations or cash flows.

Accounting Standards Issued But Not Yet Effective

In March 2013, the FASB issued an accounting standards update thatclarifies previous U.S. GAAP regarding the release of cumulative translation adjustment (“CTA”) into earnings in certain situations. When an entity ceases to have a controlling financial interest in a subsidiary or group of assets within a consolidated foreign entity and the sale or transfer of such subsidiary or group of assets results in the complete or substantially complete liquidation of such foreign entity, any related CTA should be reclassified from AOCI and included in the calculation of the gain or loss on the sale or transfer. Upon a sale or complete or substantially complete liquidation of an investment in a consolidated foreign entity that results in either (1) a loss of a controlling financial interest in the foreign entity or (2) an acquirer obtaining control of an acquiree in which the acquirer held an equity interest immediately before the acquisition date in a business combination achieved in stages, any related CTA should be reclassified from AOCI and included in the calculation of the gain or loss on the sale or liquidation.For a sale of part of an ownership interest in a foreign investment that is accounted for as an equity method investment, a pro rata portion of CTA attributable to that investment should be reclassified from AOCI and included in the calculation of the gain or loss on the sale. This standard is to be applied prospectively and is effective for fiscal years, and interim reporting periods withinthose years, beginning after December 15, 2013, which for us is our fiscal 2015. The adoption of this standard will not have a material impact on our financial position, results of operations or cash flows.

In July 2013, the FASB issued an accounting standards update that requires unrecognized tax benefits to be presented as a decrease in a net operating loss, similar tax loss or tax credit carryforward if certain criteria are met. This standard is to be applied prospectively and is effective for fiscal years, and interim reporting periods within those years, beginning after December 15, 2013, which for us is our fiscal 2015. Retrospective application is permitted. The adoption of this standardis not expected to have a material impact on our financial position, results of operations or cash flows.

In April 2014, the FASB issued an accounting standards update that raises the threshold for disposals to qualify as discontinued operations and allows companies to have significant continuing involvement and continuing cash flows with discontinued operations. This standard also requires additional disclosures for discontinued operations and new disclosures for individually material disposal transactions that do not meet the definition of a discontinued operation. This standard is to be applied prospectively and is effective for fiscal years, and interim reporting periods within those years, beginning after December 15, 2014, which for us is our fiscal 2016. The adoption of this standardis not expected to have a material impact on our financial position, results of operations or cash flows.

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Condensed Consolidated Statement of Comprehensive Income (Unaudited) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 28, 2014	Mar. 29, 2013	Mar. 28, 2014	Mar. 29, 2013
Statement of Income and Comprehensive Income [Abstract]
Net income	$ 141.2	$ 94.3	$ 403.0	$ 53.1
Other comprehensive income (loss):
Foreign currency translation	(3.7)	(55.5)	14.8	(21.8)
Net unrealized gain (loss) on hedging derivatives, net of income taxes	(0.1)	0.3	(0.5)	0.1
Net unrealized loss on securities available-for-sale, net of income taxes	0	0	0	(2.7)
Amortization of loss on treasury lock, net of income taxes	0.1	0.1	0.4	0.4
Net unregonized post-retirement obligations, net of income taxes	10.5	1.7	11.8	3.3
Other comprehensive income (loss), net of income taxes	6.8	(53.4)	26.5	(20.7)
Total comprehensive income	148.0	40.9	429.5	32.4
Comprehensive loss attributable to noncontrolling interests	0.2	0.5	0.4	4.4
Total comprehensive income attributable to Harris Corporation	$ 148.2	$ 41.4	$ 429.9	$ 36.8

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Income Taxes

9 Months Ended

Mar. 28, 2014

Income Taxes [Abstract]

Income Taxes

Note K — Income Taxes

Our effective tax rate (income taxes as a percentage of income from continuing operations before income taxes) was 31.8 percent in the third quarter of fiscal 2014 compared with 26.9 percent in the third quarter of fiscal 2013. In the third quarter of fiscal 2014, our effective tax rate benefited from additional deductions (primarily related to manufacturing) and additional research credits claimed on our fiscal 2013 tax return compared with our recorded estimates at the end of fiscal 2013.In the third quarter of fiscal 2013, legislation was enacted that restored the U.S. Federal income tax credit for qualifying research and development expenses. This resulted in a benefit of approximately $7 million (approximately 4 percent of income from continuing operations before income taxes) in calculating our effective tax rate in the third quarter of fiscal 2013. Additionally, in the third quarter of fiscal 2013, our effective tax rate benefited from additional deductions (primarily related to manufacturing) claimed on our fiscal 2012 tax return compared with our recorded estimates at the end of fiscal 2012 and favorable tax settlements of approximately $2million.

Our effective tax rate was 32.2 percent in the first three quarters of fiscal 2014 compared with 29.9 percent in the first three quarters of fiscal 2013. In the first three quarters of fiscal 2014, our effective tax rate benefitedfrom the discrete items noted above regarding the third quarter of fiscal 2014, as well as from the settlement of a state tax audit anda refund resulting from a consolidation of foreign subsidiaries. In the first three quarters of fiscal 2013, our effective tax rate benefited from the discrete items noted above regarding the third quarter of fiscal 2013, as well as from tax elections resulting in the deductibility of certain expenses, a reduction in estimated non-U.S. tax liabilities, a reduction in state taxes due to changes in certain state tax laws and confirmation of the availability of certain acquired tax attributes due to audit resolution.

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Document and Entity Information (USD $)	9 Months Ended
	Mar. 28, 2014	Apr. 25, 2014	Dec. 28, 2012
Document and Entity Information [Abstract]
Entity Registrant Name	HARRIS CORP /DE/
Entity Central Index Key	0000202058
Document Type	10-Q
Document Period End Date	Mar. 28, 2014
Amendment Flag	false
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q3
Current Fiscal Year End Date	--06-27
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float			$ 5,437,375,767
Entity Common Stock, Shares Outstanding (actual number)		106,499,358

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Fair Value Measurements

9 Months Ended

Mar. 28, 2014

Fair Value Measurements [Abstract]

Fair Value Measurements

Note L— Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal market (or most advantageous market, in the absence of a principal market) for the asset or liability in an orderly transaction between market participants at the measurement date. Entities are required to maximize the use of observable inputs and minimize the use of unobservable inputs in measuring fair value, and to utilize a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. The three levels of inputs used to measure fair value are as follows:

•Level 1 — Quoted prices in active markets for identical assets or liabilities.

•Level 2 — Observable inputs other than quoted prices included within Level 1, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and inputs other than quoted prices that are observable or are derived principally from, or corroborated by, observable market data by correlation or other means.

•       Level 3 — Unobservable inputs that are supported by little or no market activity, are significant to the fair value of the assets or liabilities, and reflect our own assumptions about the assumptions market participants would use when pricing the asset or liability developed using the best information available in the circumstances.

The following table presents the fair value hierarchy of our assets and liabilities measured at fair value on a recurring basis (at least annually) as of March 28, 2014:

			Level 1		Level 2		Level 3		Total
			(In millions)
Assets
	Deferred compensation plan investments: (1)
		Money market fund	$	33.4	$	―	$	―	$	33.4
		Stock fund		53.6		―		―		53.6
		Equity security		33.3		―		―		33.3
	Pension plan investments: (2)
		Stock funds		47.1		―		―		47.1
		Government securities		39.9		―		―		39.9
	Foreign currency forward contracts (3)			―		0.8		―		0.8
Liabilities
	Deferred compensation plans (4)			115.5		―		―		115.5
	Foreign currency forward contracts (5)			―		0.5		―		0.5
____________

(1)       Represents investments held in a Rabbi Trust associated with our non-qualified deferred compensation plans, which we include in the “Other current assets” and “Other non-current assets” line items in the accompanying Condensed Consolidated Balance Sheet (Unaudited).

(2)       Represents investments related to our defined benefit plan in the United Kingdom, which we include in the “Other non-current assets” line item in the accompanying Condensed Consolidated Balance Sheet (Unaudited).

(3)       Includes derivatives designated as hedging instruments, which we include in the “Other current assets” line item in the accompanying Condensed Consolidated Balance Sheet (Unaudited). The fair value of these contracts was measured using a market approach based on quoted foreign currency forward exchange rates for contracts with similar maturities.

(4)       Primarily represents obligations to pay benefits under certain non-qualified deferred compensation plans, which we include in the “Compensation and benefits” and “Other long-term liabilities” line items in the accompanying Condensed Consolidated Balance Sheet (Unaudited). Under these plans, participants designate investment options (including money market, stock and fixed-incomefunds), which serve as the basis for measurement of the notional value of their accounts.

(5)       Includes derivatives designated as hedging instruments, which we include in the “Other accrued items” line item in the accompanying Condensed Consolidated Balance Sheet (Unaudited). The fair value of these contracts was measured using a market approach based on quoted foreign currency forward exchange rates for contracts with similar maturities.

The following table presents the carrying amounts and estimated fair values of our significant financial instruments that were not measured at fair value (carrying amounts of other financial instruments not listed in the table below approximate fair value due to the short-term nature of those items):

		March 28, 2014				June 28, 2013
		Carrying		Fair		Carrying		Fair
		Amount		Value		Amount		Value
		(In millions)
Financial Liabilities
	Long-term debt (including current portion) (1)	$	1,577.2	$	1,779.0	$	1,590.5	$	1,763.1
____________

(1)       The fair value was estimated using a market approach based on quoted market prices for our debt traded in the secondary market. If our long-term debt in our balance sheetweremeasured at fair value, it would be categorized in Level 2 of the fair value hierarchy.

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Condensed Consolidated Balance Sheet (Unaudited) (USD $) In Millions, unless otherwise specified	Mar. 28, 2014	Jun. 28, 2013
Current Assets
Cash and cash equivalents	$ 349.6	$ 321.0
Receivables	772.7	696.8
Inventories	674.0	668.7
Income taxes receivable	53.8	36.2
Current deferred income taxes	113.4	121.2
Other current assets	89.8	77.2
Assets of discontinued operations	0	27.0
Total current assets	2,053.3	1,948.1
Non-current Assets
Property, plant and equipment	685.5	653.2
Goodwill	1,703.6	1,692.0
Intangible assets	270.8	308.1
Non-current deferred income taxes	87.9	124.8
Other non-current assets	157.5	132.2
Total non-current assets	2,905.3	2,910.3
Total assets	4,958.6	4,858.4
Current Liabilities
Short-term debt	81.3	144.6
Accounts payable	355.5	339.5
Compensation and benefits	176.7	234.3
Other accrued items	261.9	255.8
Advance payments and unearned income	298.2	308.0
Current deferred income taxes	0.9	1.8
Current portion of long-term debt	1.4	13.4
Total current liabilities	1,175.9	1,297.4
Non-current Liabilities
Long-term debt	1,575.8	1,577.1
Long-term contract liability	87.3	96.8
Other long-term liabilities	324.6	325.9
Total non-current liablities	1,987.7	1,999.8
Shareholders' Equity:
Preferred stock, without par value; 1,000,000 shares authorized; none issued	0	0
Common stock, $1.00 par value; 500,000,000 shares authorized; issued and outstanding 106,471,958 shares at March 28, 2014 and 106,933,188 shares at June 28, 2013	106.5	106.9
Other capital	522.0	433.1
Retained earnings	1,199.0	1,079.9
Accumulated other comprehensive loss	(32.1)	(58.6)
Total shareholders' equity	1,795.4	1,561.3
Noncontrolling interests	(0.4)	(0.1)
Total equity	1,795.0	1,561.2
Total liabilities and equity	$ 4,958.6	$ 4,858.4

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Inventories

9 Months Ended

Mar. 28, 2014

Inventories [Abstract]

Inventories

Note F—Inventories

Inventories are summarized below:

	March 28,		June 28,
	2014		2013
	(In millions)
Unbilled costs and accrued earnings on fixed-price contracts	$	358.3	$	386.3
Finished products		122.0		123.9
Work in process		63.4		35.0
Raw materials and supplies		130.3		123.5
	$	674.0	$	668.7

Unbilled costs and accrued earnings on fixed-price contracts were net of progress payments of $121.9million at March 28, 2014and $145.3 million at June 28, 2013.

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Receivables

9 Months Ended

Mar. 28, 2014

Receivables [Abstract]

Receivables

Note E— Receivables

Receivables are summarized below:

	March 28,		June 28,
	2014		2013
	(In millions)
Accounts receivable	$	620.0	$	569.3
Unbilled costs and accrued earnings on cost-plus contracts		145.1		120.8
Notes receivable due within one year, net		15.1		15.2
		780.2		705.3
Less allowances for collection losses		(7.5)		(8.5)
	$	772.7	$	696.8

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Discontinued Operation (Tables)

9 Months Ended

Mar. 28, 2014

Discontinued Operations (Tables) [Abstract]

Summarized financial information for our discontinued operations

Summarized financial information for our discontinued operations related to CISand Broadcast Communications is as follows:

		Quarter Ended				Three Quarters Ended
		March 28,		March 29,		March 28,		March 29,
		2014		2013		2014		2013
		(In millions)
Revenue from product sales and services		$	―	$	38.0	$	―	$	270.9
Loss before income taxes		$	―	$	(5.0)	$	―	$	(331.6)
Income taxes			―		(1.7)		―		16.9
Loss from discontinued operations			―		(6.7)		―		(314.7)
Gain (loss) on sale of discontinued operations, net of income tax benefit of
	$5.1 million and $5.9 million for the quarter and three quarters ended
	March 28, 2014, respectively		4.1		(23.6)		1.4		(23.6)
Discontinued operations, net of income taxes		$	4.1	$	(30.3)	$	1.4	$	(338.3)

	March 28,		June 28,
	2014		2013
	(In millions)
Property, plant and equipment	$	―	$	27.0

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Derivative Instruments and Hedging Activities

9 Months Ended

Mar. 28, 2014

Derivative Instruments and Hedging Activities [Abstract]

Derivative Instruments and Hedging Activities

Note M—Derivative Instruments and Hedging Activities

In the normal course of doing business, we are exposed to global market risks, including the effect of changes in foreign currency exchange rates. We use derivative instruments to manage our exposure to such risks and formally document all relationships between hedging instruments and hedged items, as well as the risk-management objective and strategy for undertaking hedge transactions. We recognize all derivatives in the accompanying Condensed Consolidated Balance Sheet (Unaudited) at fair value. We do not hold or issue derivatives for trading purposes.

At March 28, 2014, we had open foreign currency forward contracts with a notional amount of $116.2 million, of which $100.9 million were classified as fair value hedges and $15.3 million were classified as cash flow hedges. This compares with open foreign currency forward contracts with a notional amount of $58.5 million at June 28, 2013, of which $47.7 million were classified as fair value hedges and $10.8 million were classified as cash flow hedges. At March 28, 2014, contract expiration dates ranged from less than 1 monthto 4 months with a weighted average contract life of 1 month.

Balance Sheet Hedges

To manage the exposure in our balance sheet to risks from changes in foreign currency exchange rates, we implement fair value hedges. More specifically, we use foreign currency forward contracts and options to hedge certain balance sheet items, including foreign currency denominated accounts receivable and inventory. Changes in the value of the derivatives and the related hedged items are reflected in earnings, in the “Cost of product sales and services” line item in the accompanying Condensed Consolidated Statement of Income (Unaudited). As of March 28, 2014, we had outstanding foreign currency forward contracts denominated in the British Pound, Norwegian Krone, Singapore Dollar, Mexican Peso, Euroand Australian Dollarto hedge certain balance sheet items. The net gains or losseson foreign currency forward contracts designated as fair value hedges were not material for the quarter and three quarters ended March 28, 2014or for the quarterand three quarters endedMarch 29, 2013. In addition, no amounts were recognized in earnings in the quarterand three quarters endedMarch 28, 2014or in the quarterand three quarters endedMarch 29, 2013related to hedged firm commitments that no longer qualify as fair value hedges.

Cash Flow Hedges

To manage our exposure to currency risk and market fluctuation risk associated with anticipated cash flows that are probable of occurring in the future, we implement cash flow hedges. More specifically, we use foreign currency forward contracts and options to hedge off-balance sheet future foreign currency commitments, including purchase commitments to suppliers, future committed sales to customers and intersegment transactions. These derivatives are being used to hedge currency exposures from cash flows anticipated in all of our businesssegments, primarily related to programs in Brazil. We also have hedged U.S. Dollar payments to suppliers to maintain our anticipated profit margins in our internationaloperations. As of March 28, 2014, we had outstanding foreign currency forward contracts denominated in the Brazilian Real, British Pound, Australian Dollar, Euro and Canadian Dollarto hedge certain forecasted transactions.

These derivatives have only nominal intrinsic value at the time of purchase and have a high degree of correlation to the anticipated cash flows they are designated to hedge. Hedge effectiveness is determined by the correlation of the anticipated cash flows from the hedging instruments and the anticipated cash flows from the future foreign currency commitments through the maturity dates of the derivatives used to hedge these cash flows. These financial instruments are marked-to-market using forward prices and fair value quotes with the offset to other comprehensive income, net of hedge ineffectiveness. Gains and losses from other comprehensive income are reclassified to earnings when the related hedged item is recognized in earnings. The ineffective portion of a derivative's change in fair value is immediately recognized in earnings. The cash flow impact of our derivatives is included in the same category in the accompanying Condensed Consolidated Statement of Cash Flows (Unaudited) as the cash flows of the related hedged items.

The net gains or losses from cash flow hedges recognized in earnings or recorded in other comprehensive income, including gains or losses related to hedge ineffectiveness, were not material in the quarterand three quarters ended March 28, 2014 or in the quarterand three quarters endedMarch 29, 2013. We do not expect thenet gains or losses recognized in the “Accumulated other comprehensiveloss” line item in the accompanying Condensed Consolidated Balance Sheet (Unaudited) as of March 28, 2014 that will be reclassified to earnings from other comprehensive income within the next 12 months to be material.

Credit Risk

We are exposed to the risk of credit losses from non-performance by counterparties to the financial instruments discussed above, but we do not expect any of the counterparties to fail to meet their obligations. To manage credit risks, we select counterparties based on credit ratings, limit our exposure to any single counterparty under defined guidelines and monitor the market position with each counterparty.

See NoteL — Fair Value Measurements for the amount of the assets and liabilities related to these foreign currency forward contracts in the accompanying Condensed Consolidated Balance Sheet (Unaudited) as of March 28, 2014, and see the accompanying Condensed Consolidated Statement of Comprehensive Income (Unaudited) for additional information on changes in accumulated other comprehensivelossforthe quarterended March 28, 2014.

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Income From Continuing Operations Per Share

9 Months Ended

Mar. 28, 2014

Income From Continuing Operations Per Share [Abstract]

Income from continuing operations per share

Note I — Income From Continuing Operations Per Share

The computations of income from continuing operations per share are as follows (in this Note I, “income from continuing operations” refers to income from continuing operations attributable to Harris Corporation common shareholders):

		Quarter Ended				Three Quarters Ended
		March 28,		March 29,		March 28,		March 29,
		2014		2013		2014		2013
		(In millions, except per share amounts)
Income from continuing operations		$	137.3	$	125.1	$	402.0	$	395.8
Adjustments for participating securities outstanding			(0.9)		(0.9)		(2.9)		(3.1)
Income from continuing operations used in per basic and diluted
	common share calculations (A)	$	136.4	$	124.2	$	399.1	$	392.7
Basic weighted average common shares outstanding (B)			106.2		110.6		106.3		111.5
Impact of dilutive stock options and equity awards			1.2		0.6		1.1		0.6
Diluted weighted average common shares outstanding (C)			107.4		111.2		107.4		112.1
Income from continuing operations per basic common share (A)/(B)		$	1.28	$	1.12	$	3.75	$	3.52
Income from continuing operations per diluted common share (A)/(C)		$	1.27	$	1.12	$	3.72	$	3.50

Potential dilutive common shares primarilyconsist of employee stock options and performance share and performance share unit awards. Employee stock options to purchase approximately 868,589and3,156,774 shares of our common stock were outstanding at March 28, 2014 and March 29, 2013, respectively, but were not included as dilutive stock options in the computations ofincomefrom continuing operations per diluted common share because the effect would have been antidilutivebecause the options' exercise prices exceeded the average market price of our common stock.

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Property, Plant and Equipment

9 Months Ended

Mar. 28, 2014

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Note G—Property, Plant and Equipment

Property, plant and equipment are summarized below:

	March 28,		June 28,
	2014		2013
	(In millions)
Land	$	12.6	$	13.0
Software capitalized for internal use		129.4		110.5
Buildings		473.9		420.4
Machinery and equipment		1,063.8		1,022.0
		1,679.7		1,565.9
Less allowances for depreciation and amortization		(994.2)		(912.7)
	$	685.5	$	653.2

Depreciation and amortization expense related to property, plant and equipment for the quarter andthree quarters endedMarch 28, 2014was $32.6million and $102.2million, respectively. Depreciation and amortization expense related to property, plant and equipment for the quarter andthree quarters endedMarch 29, 2013 was $33.9 million and $103.6 million, respectively.

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Accrued Warranties

9 Months Ended

Mar. 28, 2014

Accrued Warranties [Abstract]

Accrued Warranties

Note H — Accrued Warranties

Changes in our liability for standard product warranties, which is included as a component of the “Other accrued items” and “Other long-term liabilities” line items in the accompanying Condensed Consolidated Balance Sheet (Unaudited), during the three quarters endedMarch 28, 2014 were as follows:

		(In millions)
Balance at June 28, 2013		$	39.9
Warranty provision for sales made during the three quarters ended March 28, 2014			10.2
Settlements made during the three quarters ended March 28, 2014			(11.8)
Other adjustments to warranty liability, including those for foreign currency
	translation, during the three quarters ended March 28, 2014		(3.0)
Balance at March 28, 2014		$	35.3

We also sell extended product warranties and recognize revenue from these arrangements over the warranty period. Costs of warranty services under these arrangements are recognized as incurred. Deferred revenue associated with extended product warranties at March 28, 2014 and June 28, 2013 was $34.3 million and $34.6 million, respectively, and is included within the “Advance payments and unearned income” and “Other long-term liabilities” line items in the accompanying Condensed Consolidated Balance Sheet (Unaudited).

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Non-Operating Income

9 Months Ended

Mar. 28, 2014

Nonoperating Income (Loss) [Abstract]

Non-Operating Income (Loss)

Note J— Non-Operating Income (Loss)

The components of non-operating income(loss) were as follows:

	Quarter Ended				Three Quarters Ended
	March 28,		March 29,		March 28,		March 29,
	2014		2013		2014		2013
	(In millions)
Gain on sale of securities available-for-sale	$	―	$	―	$	―	$	9.0
Impairment of cost-method investment		―		―		―		(5.8)
Impairment of investment in joint venture		―		―		―		(6.4)
Net income (loss) related to intellectual property matters		0.2		(0.5)		4.7		1.5
Other		―		―		―		0.1
	$	0.2	$	(0.5)	$	4.7	$	(1.6)

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Discontinued Operations (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 28, 2014	Mar. 29, 2013	Mar. 28, 2014	Mar. 29, 2013	Jun. 28, 2013
Additional Discontinued Operation (Textuals) [Abstract]
Non-cash impairment charge			$ 0	$ 320.7
Income tax benefit on sale of discontinued operations	(5.1)		(5.9)
Gain/loss on the sale of discontinued operations after-tax	4.1	(23.6)	1.4	(23.6)
Summarized financial information for our discontinued operations
Revenue from product sales and services	0	38.0	0	270.9
Loss before income taxes	0	(5.0)	0	(331.6)
Income taxes	0	(1.7)	0	16.9
Loss on discontinued operations	0	(6.7)	0	(314.7)
Gain (loss) on sale of discontinued operations, net of income tax benefit of $5.1 million and $5.9 million for the quarter and three quarters ended March 28, 2014, respectively	4.1	(23.6)	1.4	(23.6)
Discontinued operations, net of income taxes	4.1	(30.3)	1.4	(338.3)
Total current assets	0		0		27.0
Cyber Integrated Solutions [Member]
Additional Discontinued Operation (Textuals) [Abstract]
Asset Sale Agreement			35
Asset Sale Agreement, cash			28
Asset Sale Agreement, promissory note			7
Gain/loss on the sale of discontinued operations			3.1
Gain/loss on the sale of discontinued operations after-tax			1.9
Summarized financial information for our discontinued operations
Gain (loss) on sale of discontinued operations, net of income tax benefit of $5.1 million and $5.9 million for the quarter and three quarters ended March 28, 2014, respectively			1.9
Cyber Integrated Solutions [Member] | Pre Tax [Member]
Additional Discontinued Operation (Textuals) [Abstract]
Non-cash impairment charge				6.3
Cyber Integrated Solutions [Member] | After Tax [Member]
Additional Discontinued Operation (Textuals) [Abstract]
Non-cash impairment charge				3.9
Broadcast Communications [Member]
Additional Discontinued Operation (Textuals) [Abstract]
Asset Sale Agreement		225
Asset Sale Agreement, cash		160
Asset Sale Agreement, promissory note		15
Asset Sale Agreement, earnout		50
Income tax benefit on sale of discontinued operations	(4.8)		(4.8)
Gain/loss on the sale of discontinued operations	1.0	23.4	7.6
Gain/loss on the sale of discontinued operations after-tax	0.7	23.6	5.3
Summarized financial information for our discontinued operations
Gain (loss) on sale of discontinued operations, net of income tax benefit of $5.1 million and $5.9 million for the quarter and three quarters ended March 28, 2014, respectively	0.7	23.6	5.3
Broadcast Communications [Member] | Pre Tax [Member]
Additional Discontinued Operation (Textuals) [Abstract]
Non-cash impairment charge				314.4
Broadcast Communications [Member] | After Tax [Member]
Additional Discontinued Operation (Textuals) [Abstract]
Non-cash impairment charge				297.3
Discontinued Operations [Member]
Summarized financial information for our discontinued operations
Property, plant and equipment	0		0		27.0
Total assets	0		0		27.0
Net assets of discontinued operations	$ 0		$ 0		$ 27.0

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Business Segments

9 Months Ended

Mar. 28, 2014

Business Segments [Abstract]

Business Segments

Note O— Business Segments

We structure our operations primarily around the products and services we sell and the markets we serve, and we report the financial results of our operations in the following three reportable operating or business segments — RF Communications, Integrated Network Solutions and Government Communications Systems. Our RF Communications segment is a global supplier of secure tactical radio communications and embedded high-grade encryption solutions for military, government and commercial customers and also of secure communications systems and equipment for public safety, utility and transportation organizations. Our Integrated Network Solutions segment provides government, energy, maritime and healthcare customers with integrated communications and information technology and services, including mission-critical end-to-end IT services, managed satellite and terrestrial communications solutions and standards-based healthcare interoperability solutions. Our Government Communications Systems segment conducts advanced research and develops, produces, integrates and supports advanced communications and information systems that solve the mission-critical challenges of our civilian, intelligence and defense government customers worldwide, primarily the U.S. Government. Each business segment is comprised of multiple program areas and product and service lines that aggregate into such business segment.

See Note B — Discontinued Operationsfor information regarding discontinued operations.Except for disclosures related to our cash flows, or unless otherwise specified, disclosures in this Report relate solely to our continuing operations.

As discussed in Note A — Significant Accounting Policies and Recent Accounting Standards, at the beginning of the first quarter of fiscal 2014, to leverage the breadth of our IT enterprise network and information assurance capabilities for the IT Services market, we began managing our cyber security network testing operation as part of our Integrated Network Solutions segment rather than our Government Communications Systems segment. The historical results, discussion and presentation of our business segments as set forth in this Report have been adjusted to reflect the impact of this change to our business segment reporting structure for all periods presented in this Report.

The accounting policies of our business segments are the same as those described in Note 1: “Significant Accounting Policies” in our Notes to Consolidated Financial Statements in our Fiscal 2013 Form 10-K. We evaluate each segment's performance based on its operating income or loss, which we define as profit or loss fromoperations before income taxes excluding interest income and expense, royalties and related intellectual property expenses, equity method investment income or loss and gains or losses from securities and other investments. Intersegment sales are generally transferred at cost to the buying segment and the sourcing segment recognizes a profit that is eliminated.The “Corporate eliminations” line items in the tables below represent the elimination of intersegment sales and their related profits. The “Unallocated corporate expense” line item in the tables below represents the portion of corporate expenses not allocated to our business segments.

Total assets by business segment are summarized below:

	March 28,		June 28,
	2014		2013
	(In millions)
Total Assets
RF Communications	$	1,367.1	$	1,337.2
Integrated Network Solutions		1,765.7		1,747.6
Government Communications Systems		1,033.2		991.4
Corporate		792.6		755.2
Discontinued operations		―		27.0
	$	4,958.6	$	4,858.4

Segment revenue, segment operating incomeand a reconciliation of segment operating incometo total income from continuing operations before income taxes follow:

		Quarter Ended				Three Quarters Ended
		March 28,		March 29,		March 28,		March 29,
		2014		2013		2014		2013
		(In millions)
Revenue
RF Communications		$	457.2	$	417.7	$	1,334.8	$	1,348.4
Integrated Network Solutions			348.0		375.0		1,089.5		1,163.6
Government Communications Systems			476.6		430.6		1,321.2		1,313.3
Corporate eliminations			(14.3)		(19.6)		(62.9)		(73.2)
		$	1,267.5	$	1,203.7	$	3,682.6	$	3,752.1
Income From Continuing Operations Before Income Taxes
Segment Operating Income:
	RF Communications	$	143.7	$	116.1	$	421.0	$	401.2
	Integrated Network Solutions		21.4		30.7		83.8		96.7
	Government Communications Systems		77.4		66.5		207.9		197.7
Unallocated corporate expense			(17.0)		(14.0)		(47.4)		(48.4)
Corporate eliminations			(2.2)		(1.6)		(9.3)		(6.1)
Non-operating income (loss) (1)			0.2		(0.5)		4.7		(1.6)
Net interest expense			(22.5)		(26.8)		(68.6)		(81.3)
		$	201.0	$	170.4	$	592.1	$	558.2
____________

(1)       “Non-operating income (loss)” includes equity method investment income (loss);income (expense) related to intellectual property matters; gains and losses on sales of investments and securities available-for-sale; and impairments of investments and securities available-for-sale. Additional information regarding non-operating income(loss) is set forth in Note J — Non-Operating Income (Loss).

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Inventories (Tables)

9 Months Ended

Mar. 28, 2014

Inventories (Tables) [Abstract]

Inventories

	March 28,		June 28,
	2014		2013
	(In millions)
Unbilled costs and accrued earnings on fixed-price contracts	$	358.3	$	386.3
Finished products		122.0		123.9
Work in process		63.4		35.0
Raw materials and supplies		130.3		123.5
	$	674.0	$	668.7

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Income From Continuing Operations Per Share (Details) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 28, 2014	Mar. 29, 2013	Mar. 28, 2014	Mar. 29, 2013
Income From Continuing Operations Per Share [Abstract]
Income from continuing operations	$ 137.3	$ 125.1	$ 402.0	$ 395.8
Adjustments for participating securities outstanding	(0.9)	(0.9)	(2.9)	(3.1)
Income from continuing operations used in per basic and diluted common share calculations (A)	$ 136.4	$ 124.2	$ 399.1	$ 392.7
Basic weighted average common shares outstanding (B)	106,200,000	110,600,000	106,300,000	111,500,000
Impact of dilutive stock options and equity awards	1,200,000	600,000	1,100,000	600,000
Diluted weighted average common shares outstanding (C)	107,400,000	111,200,000	107,400,000	112,100,000
Income from continuing operations per basic common share (A)/(B)	$ 1.28	$ 1.12	$ 3.75	$ 3.52
Income from continuing operations per diluted common share (A)/(C)	$ 1.27	$ 1.12	$ 3.72	$ 3.50
Income From Continuing Operations Per Share (Textuals) [Abstract]
Outstanding antidilutive employee stock options			868,589	3,156,774

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Condensed Consolidated Balance Sheet (Unaudited) (Parenthetical) (USD $)	Mar. 28, 2014	Jun. 28, 2013
Shareholders' Equity:
Preferred shares, par value	$ 0	$ 0
Preferred shares, authorized	1,000,000	1,000,000
Preferred shares, issued	0	0
Common shares, par value	$ 1.00	$ 1.00
Common shares, authorized	500,000,000	500,000,000
Common shares, issued	106,471,958	106,933,188
Common shares, outstanding	106,471,958	106,933,188

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Accumulated Other Comprehensive Loss

9 Months Ended

Mar. 28, 2014

Accumulated Other Comprehensive Loss [Abstract]

Accumulated Other Comprehensive Loss

Note D —Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive lossatMarch 28, 2014 and June 28, 2013were as follows:

		March 28,		June 28,
		2014 (1)		2013
		(In millions)
Foreign currency translation		$	(12.4)	$	(27.2)
Net unrealized gain on hedging derivatives, net of income taxes			0.3		0.8
Unamortized loss on treasury lock, net of income taxes			(2.0)		(2.4)
Unrecognized post-retirement obligations, net of income taxes of
	$8.4 million and $15.8 million at March 28, 2014 and June 28, 2013, respectively		(18.0)		(29.8)
		$	(32.1)	$	(58.6)
________________

(1) Reclassifications out of accumulated other comprehensive loss to earnings were not material for the three quarters ended March 28, 2014 or for the three quarters ended March 29, 2013.

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Property Plant and Equipment (Tables)

9 Months Ended

Mar. 28, 2014

Property, Plant and Equipment (Tables) [Abstract]

Property, Plant and Equipment

Property, plant and equipment are summarized below:

	March 28,		June 28,
	2014		2013
	(In millions)
Land	$	12.6	$	13.0
Software capitalized for internal use		129.4		110.5
Buildings		473.9		420.4
Machinery and equipment		1,063.8		1,022.0
		1,679.7		1,565.9
Less allowances for depreciation and amortization		(994.2)		(912.7)
	$	685.5	$	653.2

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Inventories (Details) (USD $) In Millions, unless otherwise specified	Mar. 28, 2014	Jun. 28, 2013
Inventories
Unbilled costs and accrued earnings on fixed-price contracts	$ 358.3	$ 386.3
Finished products	122.0	123.9
Work in process	63.4	35.0
Raw materials and supplies	130.3	123.5
Inventories	674.0	668.7
Inventories (Textuals)
Progress payments	$ 121.9	$ 145.3

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Changes in Estimates

9 Months Ended

Mar. 28, 2014

Changes in Estimates [Abstract]

Changes in Estimates

Note N — Changes in Estimates

Estimates and assumptions, and changes therein, are important in connection with, among others, our segments' revenue recognition policies related to development and production contracts. Revenue and profits related to development and production contracts are recognized using the percentage-of-completion method, generally based on the ratio of costs incurred to estimated total costs at completion (i.e., the cost-to-cost method). Revenue and profits on cost-reimbursable development and production contracts are recognized as allowable costs are incurred on the contract, and become billable to the customer, in an amount equal to the allowable costs plus the profit on those costs.

Development and production contracts are combined when specific aggregation criteria are met. Criteria generally include closely interrelated activities performed for a single customer within the same economic environment. Development and production contracts are generally not segmented. If development and production contracts are segmented, we have determined that they meet specific segmenting criteria. Change orders, claims or other items that may change the scope of a development and production contract are included in contract value only when the value can be reliably estimated and realization is probable. Possible incentives or penalties and award fees applicable to performance on development and production contracts are considered in estimating contract value and profit rates and are recorded when there is sufficient information to assess anticipated contract performance. Incentive provisions that increase earnings based solely on a single significant event are generally not recognized until the event occurs.

Under the percentage-of-completion method of accounting, a single estimated total profit margin is used to recognize profit for each development and production contract over its period of performance. Recognition of profit on development and production fixed-price contracts requires estimates of the total cost at completion and the measurement of progress toward completion. The estimated profit or loss on a development and production contract is equal to the difference between the estimated contract value and the estimated total cost at completion. Due to the long-term nature of many of our programs, developing the estimated total cost at completion often requires judgment. Factors that must be considered in estimating the cost of the work to be completed include the nature and complexity of the work to be performed, subcontractor performance, the risk and impact of delayed performance, availability and timing of funding from the customer and the recoverability of any claims outside the original development and production contract included in the estimate to complete. At the outset of each contract, we gauge its complexity and perceived risks and establish an estimated total cost at completion in line with these expectations. After establishing the estimated total cost at completion, we follow a standard estimate at completion (“EAC”) process in which management reviews the progress and performance on our ongoing development and production contracts at least quarterly and, in many cases, more frequently. If we successfully retire risks associated with the technical, schedule and cost aspects of a contract, we may lower our estimated total cost at completion commensurate with the retirement of these risks. Conversely, if we are not successful in retiring these risks, we may increase our estimated total cost at completion. Additionally, at the outset of a cost-reimbursable contract (for example, contracts containing award or incentive fees), we establish an estimate of total contract value, or revenue, based on our expectation of performance on the contract. As the cost-reimbursable contract progresses, our estimates of total contract value may increase or decrease if, for example, we receive higher or lower than expected award fees. When adjustments in estimated total costs at completion or in estimates of total contract value are determined, the related impact to operating income is recognized using the cumulative catch-up method, which recognizes in the current period the cumulative effect of such adjustments for all prior periods. Anticipated losses on development and production contracts or programs in progress are charged to operating income when identified. Net EAC adjustments resulting from changes in estimates favorably impacted our operating incomein the quarter and three quarters ended March 28, 2014by $18.4 million ($0.12 per diluted share) and $38.9 million ($0.24 per diluted share), respectively. Net EAC adjustments resulting from changes in estimates favorably impacted our operating income in the quarter and three quarters ended March 29, 2013 by $16.2 million ($0.11 per diluted share) and $41.9 million ($0.26 per diluted share), respectively.