8-K

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): December 27, 2004

L-3 Communications Holdings, Inc.
L-3 Communications Corporation
                                                                                                                                                

(Exact Name of Registrants as Specified in Charter)

Delaware
                                                                                                                                                

(State or Other Jurisdiction of Incorporation)

001-14141				13-3937434
333-46983				13-3937436
(Commission File Number)				(IRS Employer Identification No.)
600 Third Avenue, New York, New York				10016
(Address of Principal Executive Offices)				(Zip Code)

(212) 697-1111
                                                                                                                                                

(Registrants' Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13.e-4(c))

Section 5 – Corporate Governance and Management

Item 5.02	Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

L-3 Communications Holdings, Inc. (the "Company") announced on December 27, 2004 that Robert V. LaPenta, President and Chief Financial Officer of the Company, has decided to retire from the Company effective April 1, 2005. Also effective April 1, 2005, Mr. LaPenta will retire from the Company's Board of Directors.

The Company also announced that effective April 1, 2005, Michael T. Strianese, Senior Vice President – Finance of the Company, will assume the responsibilities of Chief Financial Officer. Mr. Strianese, 48, joined the Company in April 1997 as Vice President – Finance and Controller, and has served as Senior Vice President – Finance since March 2001.

Section 9 – Financial Statements and Exhibits

Item 9.01.	Financial Statements and Exhibits.

(c) Exhibits.

Exhibit Number				Title
99.1				Press Release announcing (i) the retirement of Robert V. LaPenta as President and Chief Financial Officer and as a member of the Company's Board of Directors and (ii) the appointment of Michael T. Strianese as Chief Financial Officer.

SIGNATURES

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

L-3 COMMUNICATIONS HOLDINGS, INC.

By:   /s/  Christopher C. Cambria                            

Name:   Christopher C. Cambria

	Title:	Senior Vice President, Secretary and General Counsel

L-3 COMMUNICATIONS CORPORATION

By:   /s/  Christopher C. Cambria                            

Name:   Christopher C. Cambria

	Title:	Senior Vice President, Secretary and General Counsel

Dated: December 27, 2004

EXHIBIT INDEX

Exhibit Number				Title
99.1				Press Release announcing (i) the retirement of Robert V. LaPenta as President and Chief Financial Officer and as a member of the Company's Board of Directors and (ii) the appointment of Michael T. Strianese as Chief Financial Officer

EX-99.1

PRESS RELEASE                                                     EXHIBIT 99.1



                               [L-3 LOGO OMITTED]

                                                                            NEWS


Contact:   Cynthia Swain
           Vice President, Corporate Communications
           L-3 Communications
           212-697-1111

                                                           For Immediate Release

Contact:   Financial Dynamics
           Investors: Eric Boyriven, Olivia Pirovano
           Media Contacts: Evan Goetz
                212-850-5600

          L-3 COMMUNICATIONS ANNOUNCES RETIREMENT OF ROBERT V. LAPENTA
      -- MICHAEL T. STRIANESE TO SUCCEED HIM AS CHIEF FINANCIAL OFFICER --

NEW YORK, NY, December 27, 2004 - L-3 Communications (NYSE: LLL) announced today
that Robert V. LaPenta has decided to retire as L-3's president and chief
financial officer effective April 1, 2005. Mr. LaPenta will also be leaving
L-3's Board of Directors. Upon his departure, Frank C. Lanza, L-3's chairman and
chief executive officer, will assume the responsibilities of president of the
company during an interim period, and Michael T. Strianese will succeed Mr.
LaPenta as chief financial officer.

"Bob was a co-founder of L-3, which would not have been possible without him. He
was instrumental in L-3's growth from a spin-off from Lockheed Martin with $650
million in annualized revenues in 1997 to an S&P 500 company with an estimated
$6.8 billion in revenues in 2004 and a market capitalization of approximately $9
billion," said Frank C. Lanza. "Bob leaves L-3 well positioned, with a
world-class financial organization and a strong balance sheet that will support
L-3's future growth. We wish Bob well in his future endeavors."

Mr. LaPenta added, "I'm proud of the company we've built in L-3 and what I was
able to accomplish both professionally and personally with a great team
supporting me at both the corporate and divisional level. In 1997, our goal was
to build a preeminent defense electronics company. I am pleased to say that we
have achieved this goal and that L-3 is positioned well for future growth."

With 25 years of experience in finance, including 15 years in the defense
industry, Mr. Strianese, 48, joined L-3 at its inception in 1997. He began as
vice president - finance and controller, and was promoted to senior vice
president - finance in March, 2001.

Mr. Lanza added, "Mike has been a longtime protege of Bob's, having worked with
him for nearly 15 years, and is well prepared to build on the strong foundation
Bob has set for the company. For nearly





eight years, he has been a well respected member of L-3's senior management team
who has also been integral to L-3's success and growth. Since joining the
company at its formation, he has worked with each of our operating divisions,
helping them to achieve their financial goals, and has also been an invaluable
member of our mergers and acquisitions team."

The company also reiterated its previous financial guidance for 2004:

     o    2004 sales to grow in excess of 34% to about $6.8 billion, including
          organic sales growth of between 13% and 14%, with the remaining growth
          coming from acquired businesses

     o    2004 diluted earnings per share of approximately $3.33 (excluding the
          $0.03 charge for the retirement of L-3's 8% $200 million Senior
          Subordinated Notes)

     o    Free cash flow generation for 2004 of about $460 million

For additional details regarding the company's 2004 financial guidance, please
refer to the company's press releases dated October 26, 2004 and November 12,
2004.

Headquartered in New York City, L-3 Communications is a leading provider of
Intelligence, Surveillance and Reconnaissance (ISR) systems, secure
communications systems, aircraft modernization, training and government services
and is a merchant supplier of a broad array of high technology products. Its
customers include the Department of Defense, Department of Homeland Security,
selected U.S. Government intelligence agencies and aerospace prime contractors.

To learn more about L-3 Communications, please visit the company's web site at
www.L-3Com.com.

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Except for historical information contained herein, the matters set forth in
this news release are forward-looking statements. The forward-looking statements
set forth above involve a number of risks and uncertainties that could cause
actual results to differ materially from any such statement, including the risks
and uncertainties discussed in the company's Safe Harbor Compliance Statement
for Forward-looking Statements included in the company's recent filings,
including Forms 10-K and 10-Q, with the Securities and Exchange Commission. The
forward-looking statements speak only as of the date made, and the company
undertakes no obligation to update these forward-looking statements.

                                      # # #