X0101 42003-05-21 0001047122 RAYTHEON CO/ RTN 0001217839 PORTER BIGGS C 0100VP & ControllerCommon Stock2003-05-214A0100000A0DCommon Stock2003-05-214A0300000A30000DPerformance Stock Option31.4952003-05-214A0226000A1988-08-082013-05-21Common Stock2260022600DEmployee Stock Option31.4952003-05-214A018250A2004-05-212013-05-21Common Stock18251825DEmployee Stock Option31.4952003-05-214A018250A2005-05-212013-05-21Common Stock18253650DEmployee Stock Option31.4952003-05-214A018250A2006-05-212013-05-21Common Stock18255475DEmployee Stock Option31.4952003-05-214A031750A2004-05-212013-05-20Common Stock31758650DEmployee Stock Option31.4952003-05-214A031750A2005-05-212013-05-20Common Stock317511825DEmployee Stock Option31.4952003-05-214A031750A2006-05-212013-05-20Common Stock317515000DThe Reporting Person has entered into a deferred compensation arrangement under which 10,000 shares of common stock will be distributed to him upon the termination of his employment with the Issuer. A comparable number of shares have been contributed to an irrevocable trust, administered by an independent trustee, that is not a reporting person under Rule 16a-8.The options become exercisable in three equal installments. The first installment becomes exercisable upon the date that the Issuer's Common Stock sustains (for a period of twenty (20) consecutive trading days) a market price of at least $39.3687 per share; the second installment becomes exercisable upon the date that the Issuer's Common Stock sustains a market price of at least $49.2109 per share; and the third installment becomes exercisable upon the date that the Issuer's Common Stock sustains a market price of at least $61.5137 per share. Notwithstanding the foregoing vesting schedule, all shares under option shall become exercisable on the sixth anniversary of the grant date.Biggs C. Porter2003-05-23