Star Dusters NewsletterRetirees and Former Employees of Lockheed Martin Corporation

Affiliated With Lockheed Martin Leadership AssociationP. O. Box 10310, Burbank, CA 91510-0310(818) 565-2011 or (888) 718-5328, Ext. 2011

e-mail: lmstardusters @att.netDecember 2014

This Issue:Announcements – President’s Corner –– Sixty Years Ago: Skunk Works SecretlySelected to Develop U-2 Recce Aircraft –– Travel Opportunities –– AntelopeValley Star Dusters Luncheon Report –– Star Dusters South Coast SatelliteLuncheon –– Hughes Plane Is Real’s Deal –– Lockheed Martin Financial Notes ––Star Dusters Write: Bill Coleman –– In The News –– New Members –– InMemoriam –– Logix

Merry Christmas2015 Membership Renewal – If you have not already done so, please send in yourannual dues before December 31, 2014, in order to continue your membership.All donations will be appreciated and will help maintain the financial stability of ourorganization.Star Dusters South Coast Luncheon, February 16, 2015 – According to host andnew President Julius Olzer, this event will be at a new venue and includes a tour of theLyon Air Museum after the luncheon. The new restaurant, the Acapulco RestaurantCantina, is located at 1262 S.E. Bristol St in Santa Ana, CA. The Lyon Air Museum isat 19300 Ike Jones Road in Santa Ana and is approximately a mile from the restaurant.Deadline for reservations is February 2, 2015. (See Page 8, and Inserts 1A, 1B, and1C for complete details and driving instructions.)Social Security Benefits – Social Security benefits will increase by 1.7% effectiveJanuary 1, 2015. This represents about $20 per month for most recipients.

VIEW THE NEWSLETTER AND ROSTER ON OUR WEBSITE:http://www.lmstardusters.org

Star Dusters Newsletter 2 December 2014PRESIDENT’S CORNERBy Vic SaucedoI am honored to let you know I have been elected by the Board of Directors to continueserving as your Star Dusters President for 2015 and am fortunate to work with a verytalented and dedicated group of volunteers. During our November 17, 2014 Boardmeeting, the Nominating Committee announced the election results for the 2015-2016Directors. Congratulations go to Dr. Andy Baker, Don Meena and Tom Oatway forcontinuing another term as Director and to Terry Kleintop and Dr. Gary Belie who willbe serving as Directors for the first time. Terry will also be serving in her other positionas Membership Secretary and Gary will continue serving in his other position as DayTrip Coordinator. The Board also approved the appointment of Barbara Christie, DennisFernandez and Immediate Past President Ed Glasgow to serve another two year termas Appointed Directors. The other good news is that Dennis Fernandez will continue toserve as First Vice President and Cheryl O’Leary will continue as Second VicePresident.I would like to thank our two outgoing Directors, Barbara Hauge and Steve Gaspar, fortheir dedicated support to Star Dusters and their willingness to stay close enough toprovide support as needed. Barbara joined the Star Dusters Board in 2008 and servedas Membership Secretary for the entire time as well as Director. Steve joined the StarDusters Board in 2007 and served as Membership Recruiting and EnhancementCoordinator in addition to Director for a number of years.2014 has been a year of significant events and achievement for our Star DustersOrganization and I look forward to continued focus on membership satisfaction andcommunication. We started the year with the challenge of finding someone qualifiedand willing to be our Web Site/Database Webmaster when our then Webmaster, PhilHemberg, asked us to find a replacement due to failing health. The challenge wasaddressed with a great amount of support from Alex Loewenthal who filled in until wefound Mike McKinney to take the position. We also found a need to remake ourwebpage into a more user-friendly system that can be more easily maintained by aninexperienced person. This resulted in the evaluation of two proposals and subsequentdevelopment of the new Star Dusters Website with all the added features you can nowexperience. Proposal leader Don Meena and many of our Star Dusters Board membersdeserve credit for this significant achievement.The Star Dusters Newsletter continues to be our “Shining Star” every year and it is a

great feeling to hear so many favorable comments from you. Editor Betty O’Connorand Associate Editor John Shelton work very hard to ensure you have a qualityNewsletter every month and we are fortunate to have great authors who contributearticles helping to make the Newsletter the primary reason for Star Duster membership.I invite all of you to contribute to the “Members Write” portion of the Newsletter or justsend a note letting us know what you would like to share with other Star Dusters. I waspleased to receive a note from a Sunnyvale retiree, Donald Reid, asking if there was anerror on some communication frequency numbers used in a September Newsletterarticle written by Joe Panicello. Joe sent a correct copy of the article to Don and

Star Dusters Newsletter 3 December 2014thanked him for his interest. It’s always good to see this kind of interest and feedbackon our Newsletter articles.We had a very successful year with respect to opportunities for enjoyable events andreunions. Thanks to Gary Riley for hosting two Antelope Valley Satellite GroupReunions, Jim and Jan Taylor for hosting two LAS Ontario Group Reunions, RonFeezor and Julius Olzer for hosting the South Coast Group Reunion, Al Stacey andJohnny Mercer for hosting our Spring Reunion in Camarillo, Tom Morgenfeld forhosting our Annual BBQ & Picnic at the Lion’s Club and Event Center in Carpinteria,Susan Jones for hosting our Fall Reunion in Burbank and Tom Oatway for hosting twoGolf Tournaments, one at Elkin’s Ranch in Fillmore and one at Santa Anita GolfCourse. Our Day Trip Coordinator, Dr. Gary Belie, hosted five tours including the JoeDavies Airpark in Palmdale, Lockheed Martin Palmdale Plant, Planes of Fame at theChino Airport, JPL in La Canada and Ronald Reagan Foundation Library in Simi Valley.We met our objective to maintain a close working relationship with Lockheed MartinAeronautics Company in Palmdale and Lockheed Martin Leadership Association(LMLA). Star Dusters were represented at LMLA’s Aerospace and Scholarship AwardsNight and LMLA’s Corporate/Veterans Appreciation Night. Your contributions to StarDusters made it possible to again contribute $1500 to the LMLA Scholarship Fund fordeserving children of active Lockheed Martin-Palmdale employees. LM Aero supportedour Palmdale Plant Tour and three reunion events with excellent speakers (BrianHershberger, Steve Justice and Michael Cawood) as well as Audio Visual support fromQuita Gonzales.Serving as Star Dusters President this past year has been a rewarding experience inworking with a very special group where every person is committed to providing thevery best support in meeting your expectations as a member. I thank you for yourmembership and invite you to let us know if there is anything you would like to seeadded or if there is anything going on in your area that you would like to share withother Star Dusters.I wish all of you a very Happy Holiday Season and a healthy New Year.

~end~SIXTY YEARS AGO: SKUNK WORKS SECRETLY SELECTED TO DEVELOPU-2 RECCE AIRCRAFTBy Sherm MullinOn December 9, 1954 Trevor Gardner, Assistant Secretary of the Air Force, arrived atLockheed’s Burbank, California plant to meet with Kelly Johnson and give formalauthorization for the Skunk Works to proceed with the development of the proposedLockheed Model CL-282 high altitude intelligence gathering aircraft. The program hadbeen approved by President Dwight Eisenhower and CIA Director Allen Dulles. Theprogram objective, classified Top Secret special access: gather critical intelligence byflying very high altitude photographic missions over the Soviet Union. The LockheedSkunk Works had won the highly classified competition.

Star Dusters Newsletter 4 December 2014Although Gardner and the Air Force originated the program, Eisenhower turned it overto the CIA to implement. CIA director Allen Dulles selected Richard Bissell as programmanager, an odd choice. He was a PhD economist, had held other governmentpositions, but never involved with aircraft. It turned out that he and Kelly instantlydeveloped a very close very productive relationship.In 1955 the U-2 program permanently transformed the Skunk Works, formally known asAdvanced Development Projects, into a full capability aircraft organization. To meetrigorous special security requirements, it was physically and organizationally isolatedfrom the rest of the Lockheed-California Company. It also had its own very simpleoperating policies and procedures. Since its founding in June 1943 it had been primarilya preliminary design and prototyping organization. With the U-2 and many laterprograms, it was responsible for design, production, product support, contracts,finance, and general administration.The U-2A made its first flight August 4 1955, flown by Tony LeVier. Flight test andproduction progressed rapidly, with deployment to Europe in mid-1956. The U-2 madeits first intelligence gathering flight over Russia on July 4, 1956, only eighteen monthsafter contract award, obviously a major historic accomplishment. The photographs fromthe flight were soon in President Eisenhower’s office, unique in U.S intelligence-gathering history. Such flights continued periodically, each approved by Eisenhower.This came to an abrupt end on May 1, 1960, when a U-2 flown by Gary Powers wasshot down by a Russian missile.Although no more flights were flown over Russia, the U-2 continued to be a majorelement of U.S. Cold War intelligence gathering capability, used in many areas of theworld. The Cuban missile crisis was triggered on October 14, 1962 when a U-2 flownby Major Steve Heyser photographed Russian missile sites in Cuba, leading to themost intense U.S.- Soviet confrontation of the Cold War.In 1966, based on a Skunk Works proposal, the Air Force and the CIA contracted forthe design and production of a completely new aircraft, the U-2R. It was a much larger,longer range, bigger payload aircraft, with more comfortable pilot provisions, and manyother improvements. However, it retained all of the unique light weight design conceptsof the original U-2A. Bill Park flew the first flight August 28, 1967 at Edwards NorthBase. Only twelve of the large new U-2R models were built, with the last delivery in1968.In 1979 the Air Force put the U-2 back in production for the third time, this time with noCIA involvement. The new aircraft were designated TR-1 models, but they wereactually U-2R aircraft, with some important new mission systems.Skunk Works test pilot Ken Weir made the TR-1 first flight August 1, 1981 at Palmdale.37 TR-1A aircraft (U-2Rs) were produced in Palmdale, at four per year, from 1980 to1989, including two research aircraft for NASA, designated ER-2s. This fleet has beencontinuously updated since then with new radars and other sensors, satellite data links,and many other improvements, accomplished by a never ending series of drive inretrofit programs at the Skunk Works in Palmdale.

Star Dusters Newsletter 5 December 2014In the 1980s, in a new U-2 engine competition, General Electric won with a derivative ofthe B-2 bomber engine. The entire U-2R fleet was retrofitted sequentially at Palmdalewith new engines from 1994 to 1998. They were designated U-2S aircraft.The next major improvement program, initiated in 1998, was a new software controlled“glass” cockpit, including color integrated displays, a digital avionics computer, andother improvements. As with the new engines, the upgraded cockpit was installed via adrive-in retrofit program at the Skunk Works in Palmdale.The U-2S aircraft fleet has continued to be home-based at Beale AFB, CA, withcontinuing deployments around the world as the situation demands. The deploymentsare usually made by small detachments.The future of the U-2 program is uncertain. Due to Congressional budget cuts the AirForce has proposed to terminate the U-2 program, although key Air Force generalsstrongly support the program. As of mid-November the program was still in fulloperation in the Air Force and at the Skunk Works. The Congress may soon make adecision as part of finalizing the Fiscal Year 2015 appropriations legislation or thedecision may be deferred until well into 2015.The best book on the U-2, by far, is by Chris Pocock: Fifty Years of the U-2, TheComplete Illustrated History of the Dragon Lady, Schiffer Publishing, Atglen, PA, 2005____________________________________________________________________Fifty Years Ago: On December 22, 1964 Skunk Works test pilot Robert Gilliland (a longtime Star Duster) made the first flight of the SR-71 Blackbird at Palmdale.

~end~TRAVEL OPPORTUNITIES FOR STAR DUSTERSBy Ann Hyden, Travel CoordinatorWhile enjoying your hard-won but well-earned and wonderful retirement, considerbreaking the routine we seem to embrace and look into some special trips you’ve beenthinking about to expand your horizons! Some suggestions are listed below from ourcounterpart to Star Dusters in the San Francisco Bay area, LMMAR, and from TalbotTours, which does the planning, arranging and booking for us. Many more destinations,international and domestic, are available but too numerous to list here. I invite you tocall me with your ideas, questions, etc., at (818) 367–3217. Do book early to avoiddisappointment from filled-up tours. Air flights and prices can be quoted and arrangedfrom any locale. Note that prices herein listed include airfare from the Bay Area.Columbia River Cruise on the American Empress, April 4 – 12, 2015 – Transversethe states of Oregon and Washington from Astoria to the Idaho border at Clarksonaboard the elegant paddlewheel American Empress. Experience the northwest throughthe Columbia Gorge of the Cascade Range, Walla Walla wine country to the Nez PerceNational Park, named for the tribe that aided the Lewis and Clark expedition. Enjoy thebeauty, history and culture of each port: Astoria and the Lewis and Clark Fort, Portland,OR; Stevenson, WA; the Dalles, OR; Sacajawea State Park and Clarkson, WA, withcomplementary shore exclusions in every port, as well as Premium Choice Tours.Dress is country club casual, (no formal attire); wine and beer complementary with

Star Dusters Newsletter 6 December 2014every dinner; espresso, cappuccino, soft drinks and bottled water complementarythroughout the voyage. Included are airfare to/from Portland; luggage handling for oneper person; pre-voyage deluxe hotel with transfer to/from the American Empress.Prices start at $4355 each, deposit is $500 and insurance is $411 on an escalatingscale with the choice of accommodations. Final payment is due December 15, 2014.Yellowstone/Wildlife Experience, June 8-14, and August 3-9, 2015 – Tour highlightsinclude: Antelope Island State Park, West Yellowstone, Grizzly and Wolf DiscoveryCrater, Yellowstone Wildlife Safari, Grand Teton National Park, Snake River Float Trip,cruise on Lake Jenny, visit American Heritage Center and Salt Lake City. Double roomsare $2425, each person including 12 meals.Grand Tour of Italy, May 11-23, 2015 – A fabulous trip awaits you covering thehighlights of magnificent Italy during 12 sunny days. Fly via Boston toFlorence/Montecantini and Venice for guided tours of city centers, Academia Museum(Michelangelo’s David), San Marco, Doge’s Palace and much more. Drive through theChianti Hills to medieval Siena and San Gimignana, then depart for Assisi (St. Francis’Cathedral and Basilica) and on to Rome. Tour monuments and sites of both ancientand modern Rome with a day dedicated to the Vatican and Sistine Chapel. Next isPompeii, Naples and Sorrento with tours of all, including the spectacular Amalfi Drivewith views of the coastal resort Positano and another day to ferry to the enchanted Isleof Capri. Fly home from Naples. Prices include roundtrip airfare, Tour Manager, tennights first class hotels, all breakfasts and dinners (20 meals), taxes and gratuities fordouble @ $4475 each, single @ $5230, deposit of $400 each and insurance of$495/536, resp. Final payment due February 10, 2015.Great Gatsby Getaway at the Grand Hotel on Mackinac Island, September 12–17,2015 – On the island no motorized vehicles are allowed. Travel by horse drawncarriage through the forest to the elegant and historical Grand Hotel and into the ‘20s ofthe Great Gatsby Era. Be a part of the fun by dressing as a flapper, a “dandy”, agangster or elegant dress of a famous person (Downtown Abby?). Song, dress anddance competitions with cash prizes are part of the fun, and so much more. During theday enjoy bocce ball, croquet, tennis, horseshoes, fitness center or hike the trailsthrough the lush forest. You can take Charleston lessons, shop in the quaint village,visit the carriage museum or just sit and sip on the 600-foot veranda as did the elite andwealthy of long ago. You will have three nights in the Grand Hotel with breakfast andfive-course dinners, (all guests dress for dinner!), with very special events, dancing,entertainment by the hotel’s orchestra and fun competitions to join in or watch. Pricesinclude airfare to/from Detroit, transportation to the hotel in Dearborn and toFrankenmuth (largest Christmas store in the world), then on to the ferry to Mackinac.Prices are $2150 each person, double, or $2395 single with deposit of $200 each andinsurance $174 each. Final payment due July 1, 2015Briefly, for your consideration, are the following one-week-or-less domestic travelsuggestions, except for a few international: (Call me at 818-367-3217 forbrochure/info.)

Star Dusters Newsletter 7 December 2014*Custer State Park &

Buffalo Roundup Sept 23-28, 2015Branson “Autumn in the Ozarks” October, 2015Nantucket, Martha’s Vineyard,

Cape Cod September, 2015Albuquerque Balloon Fest Oct. 3-10, 2015World War II Memorials - Europe Various dates in 2015Canyon Country Exp.

Grand, Arches, Bryce, Zion Oct. 7-13 & 13-17, 2015Yellowstone in Winter (or summer) Jan 24-29 and Feb 7-12, 2015 or

June 8, 2015Costa Rica April 3-11, 2015 & Feb. 18-26, 2015National Cherry Blossom Fest.

Wash. DC & Historical Virginia April 5-13, 2015Savannah and Charleston April 7-14 and 14-21, 2015Calif. Rail Tour – Coast, Wine Co.,

Redwoods, Yosemite April 25-May 3, 2015Sorrento; Italian Riviera

French Riviera– 9 days each Various April – October, 2015Lake Como & Switzerland – 10 Days Various April – October, 2015Kenya Safari – 14 days May 11-24, 2015Colorado Train Adventure – 8 days July 11-18, 2015 and other datesAmerican Queen Paddlewheel along

the Mississippi Various dates in 2015Downtown Abbey/English Castles/Bath Sold out! Call now for 2016.

/London/Windors/Stonehenge*See Pages 11 & 12 of October’s Newsletter (Star Dusters Write - Ted Jacox) for moreinformation on this trip. Other trips in 2015 have been added and include:

Tanzania Safari February TBD, 2015Daytona 500 February TBD, 2015Azalea, Plantation & Cajun March 19-TBD, 2015Wash. DC Embassy Tour MARS May TBD, 2015Hudson Valley MARS 5 Days in 2015Kentucky Derby May TBD, 2015Glacier Nat’l Park June 24-TBD, 2015San Juan Islands & Leavenworth Sept.15-TBD, 2015San Antonio New Year’s Dec 29-TBD, 2015

~end~

Star Dusters Newsletter 8 December 2014ANTELOPE VALLEY STAR DUSTERS LUNCHEON REPORT OCTOBER 7,2014 REPORTBy Fran Merricone, Secretary, Av Star Dusters SatelliteOur AV Star Dusters’ luncheon on October 7th was held at Gino’s Italian Restaurant inPalmdale. Our guest speaker was Brian Hershberger of the Skunk Works, who gaveour group of 40 an outstanding briefing on the now unclassified program “Pole Cat”.This gave us a peek into some of the Unmanned Air Vehicle work being done in theSkunk Works. Pole Cat was a company-funded proof of concept R&D Program in themid-2000s. A number of the attendees were familiar with Pole Cat, as well as otherUAV Programs and this prompted a good deal of participation by our members duringthe luncheon. We all had a great time.The Antelope Valley officers would like to wish each and every one of you “HAPPYHOLIDAYS AND A HAPPY & HEALTHY NEW YEARS”.See you next year!

~end~STAR DUSTERS SOUTH COAST SATELLITE LUNCHEON, MONDAYFEBRUARY 16, 2015The event features lunch at the Acapulco Restaurant Cantina. Following luncheon, wewill drive to the Lyon Air Museum, located at 19300 Ike Jones Road, Santa Ana, CA92707 for a tour.

Established by Major General William Lyon,Lyon Air Museum captures the remarkablehistory of World War II aviation. The Museumfeatures an operational fleet of historicallysignificant aircraft, serving as the foundationfor its growing show case of exhibits. Theexpansive venue, located on the west side ofOrange County’s John Wayne airport, is theculmination of General Lyon’s vision of aworld-class aviation facility available to the

community. Featuring authentic exhibits hosted by knowledgeable docents, the LyonAir Museum experience is designed to educate and inspire young people and topreserve the stories of the greatest generation in aviation.

One of the exhibits is the B-17 Flying Fortress, “FuddyDuddy”, which was used as a VIP transport in the Pacific atthe end of World War II. It once carried General Dwight D.Eisenhower who later became the 33rd President of theUnited States. In civilian life, it worked as a fire bomber andwas occasionally used for motion picture filming, flying onscreen in movies such as the 1962 Steve McQueen movie,“The War Lover” and the 1970 blockbuster, “Tora Tora Tora.”

Star Dusters Newsletter 8 December 2014ANTELOPE VALLEY STAR DUSTERS LUNCHEON REPORT OCTOBER 7,2014 REPORTBy Fran Merricone, Secretary, Av Star Dusters SatelliteOur AV Star Dusters’ luncheon on October 7th was held at Gino’s Italian Restaurant inPalmdale. Our guest speaker was Brian Hershberger of the Skunk Works, who gaveour group of 40 an outstanding briefing on the now unclassified program “Pole Cat”.This gave us a peek into some of the Unmanned Air Vehicle work being done in theSkunk Works. Pole Cat was a company-funded proof of concept R&D Program in themid-2000s. A number of the attendees were familiar with Pole Cat, as well as otherUAV Programs and this prompted a good deal of participation by our members duringthe luncheon. We all had a great time.The Antelope Valley officers would like to wish each and every one of you “HAPPYHOLIDAYS AND A HAPPY & HEALTHY NEW YEARS”.See you next year!

~end~STAR DUSTERS SOUTH COAST SATELLITE LUNCHEON, MONDAYFEBRUARY 16, 2015The event features lunch at the Acapulco Restaurant Cantina. Following luncheon, wewill drive to the Lyon Air Museum, located at 19300 Ike Jones Road, Santa Ana, CA92707 for a tour.

Established by Major General William Lyon,Lyon Air Museum captures the remarkablehistory of World War II aviation. The Museumfeatures an operational fleet of historicallysignificant aircraft, serving as the foundationfor its growing show case of exhibits. Theexpansive venue, located on the west side ofOrange County’s John Wayne airport, is theculmination of General Lyon’s vision of aworld-class aviation facility available to the

community. Featuring authentic exhibits hosted by knowledgeable docents, the LyonAir Museum experience is designed to educate and inspire young people and topreserve the stories of the greatest generation in aviation.

One of the exhibits is the B-17 Flying Fortress, “FuddyDuddy”, which was used as a VIP transport in the Pacific atthe end of World War II. It once carried General Dwight D.Eisenhower who later became the 33rd President of theUnited States. In civilian life, it worked as a fire bomber andwas occasionally used for motion picture filming, flying onscreen in movies such as the 1962 Steve McQueen movie,“The War Lover” and the 1970 blockbuster, “Tora Tora Tora.”

Star Dusters Newsletter 8 December 2014ANTELOPE VALLEY STAR DUSTERS LUNCHEON REPORT OCTOBER 7,2014 REPORTBy Fran Merricone, Secretary, Av Star Dusters SatelliteOur AV Star Dusters’ luncheon on October 7th was held at Gino’s Italian Restaurant inPalmdale. Our guest speaker was Brian Hershberger of the Skunk Works, who gaveour group of 40 an outstanding briefing on the now unclassified program “Pole Cat”.This gave us a peek into some of the Unmanned Air Vehicle work being done in theSkunk Works. Pole Cat was a company-funded proof of concept R&D Program in themid-2000s. A number of the attendees were familiar with Pole Cat, as well as otherUAV Programs and this prompted a good deal of participation by our members duringthe luncheon. We all had a great time.The Antelope Valley officers would like to wish each and every one of you “HAPPYHOLIDAYS AND A HAPPY & HEALTHY NEW YEARS”.See you next year!

~end~STAR DUSTERS SOUTH COAST SATELLITE LUNCHEON, MONDAYFEBRUARY 16, 2015The event features lunch at the Acapulco Restaurant Cantina. Following luncheon, wewill drive to the Lyon Air Museum, located at 19300 Ike Jones Road, Santa Ana, CA92707 for a tour.

Established by Major General William Lyon,Lyon Air Museum captures the remarkablehistory of World War II aviation. The Museumfeatures an operational fleet of historicallysignificant aircraft, serving as the foundationfor its growing show case of exhibits. Theexpansive venue, located on the west side ofOrange County’s John Wayne airport, is theculmination of General Lyon’s vision of aworld-class aviation facility available to the

community. Featuring authentic exhibits hosted by knowledgeable docents, the LyonAir Museum experience is designed to educate and inspire young people and topreserve the stories of the greatest generation in aviation.

One of the exhibits is the B-17 Flying Fortress, “FuddyDuddy”, which was used as a VIP transport in the Pacific atthe end of World War II. It once carried General Dwight D.Eisenhower who later became the 33rd President of theUnited States. In civilian life, it worked as a fire bomber andwas occasionally used for motion picture filming, flying onscreen in movies such as the 1962 Steve McQueen movie,“The War Lover” and the 1970 blockbuster, “Tora Tora Tora.”

Star Dusters Newsletter 9 December 2014HUGHES PLANE IS REAL’S DEALExcerpts from an article from the Michigan Tech Alumnus Magazine, July 1998By Dean Woodbeck, AlumnusWe walked through the gate in the chain-link fence with these huge plastic-coveredmetal frames towering above us. We ducked under a hunk what seemed like theworld’s largest shrink wrap and stared up at hundreds of square feet of wooden aircraft.We climbed the scaffolding to the plane’s door and proceeded up the spiral staircase tothe flight deck where we encountered a huge cockpit and passenger area with scoresof dials and gauges, levers and instruments.I sat in the seat Howard Hughes once occupied when he took the largest airplane everbuilt on its one and only flight in 1947. That flight lasted only a minute and covered amile of open water, and took its place in aviation history.As we entered the sprawling beast, Gary Thompson pointed back in the cargo baymore than 100 feet long and mentioned that workers would eventually reunite another60 feet of the tail section with the rest of the fuselageIt may be the most famous airplane to have flown only once: the HK–1 Hercules, a.k.a.the Howard Hughes flying boat, a.k.a., the Spruce Goose. But don’t use the “S” wordaround Jack Real, “That plane is mostly birch,” he bristles. Real, former aviationexecutive and confidant of Howard Hughes, has made it his mission to find apermanent home for this huge aircraft. For ten years the flying boat served as afloating tourist attraction in Long Beach, California. In 1992, circumstances combined tocreate the need for a new home.Ironically, Hughes never had a clear title for the plane. The federal government paid 18million to the Kaiser–Hughes Corporation to build the plane in 1942 and still held thetitle.The idea was for the airplane to fly over enemy submarines in the Atlantic. It wouldcarry 750 troops or 2 3010 Sherman tanks. The contract specified that the companywould only use materials not essential to the war effort.“Howard could use the boat until he died”, Real explained. “When he died, we were tocut it up into nine pieces and distribute it to the National Air and Space Museum in D.C.and other identifiable museums across the country. There was a caveat, though. If wecould find a nonprofit that would assume responsibility we could have the boat.”Real was determined to find a nonprofit and a home for the entire boat – not just one-ninth of it. For 10 years, the Aero Club of Southern California filled the nonprofit roleand the Disney organization provided the space in Long Beach.“After 10 years, Disney wanted out,” Real said. He came up with an unlikely location inlandlocked McMinnville, Oregon, about 30 miles outside of Portland. EvergreenInternational Aviation developed a plan to build a museum for vintage airplanes, withthe Howard Hughes flying boat as a centerpiece.“We had competition over who would get the boat,” Real said. “A group in San Diegowanted it. Tampa wanted it. Orlando wanted it.”

Star Dusters Newsletter 10 December 2014Evergreen’s proposal won out when the Aero Club’s board voted. It would costEvergreen $4 million just to get the boat to McMinnville. The Hughes flying boatrequired eight of the largest Pratt & Whitney engines ever built. It had a 320 footwingspan. Its fuselage is 219 feet long. It weighed 400,000 pounds.Real helped supervise the boat’s dismantlement in 1992 and its five day trip up theWest Coast from Long Beach to Portland turned out to be the easy part of the trip.“It took three months to get it up the Willamette River and overland to McMinnville,”Real said. “The water level had to be high enough to carry the weight, but not so highthat we couldn’t get under the bridges.”For Real, this represents his third career. During 31 years at Lockheed starting in 1939,he participated in the design, development, and test phases of almost all of the aircraftproduced by the company.Career number two started in 1957, when he met Howard Hughes. Lockheed’schairman, Robert Gross, assigned Real, then a company vice president, to try tomediate disagreements between the company and one of its largest customers TWAand its owner Howard Hughes.Real had a newfound career with Hughes and would ultimately become one of thereclusive millionaire’s closest friends. Real met Hughes in 1957, in the Lockheedparking lot in the middle of the night. They talked till dawn and Real quickly becameHughes’s technical confidant. For the next 14 years Real held down his day job atLockheed and the informal night shift with Hughes. Finally in 1991, he joined theHughes Empire as director of the transportation group.Real retired in 1986 at the age of 70, but remained active in a number of boards ofdirectors in particular with Evergreen Aviation. Twelve years later, (1998), he becamepresident of Evergreen Ventures, the company’s non-aviation subsidiary and led theeffort to raise $20 million for the museum.“The museum would house the flying boat and 42 other vintage aircraft,” he said. “Itwill be the biggest aircraft museum in the United States. We hope to have the roof upand start moving the boat in by October.”Ed Note: In 1979, after Hughes’ death, Will Lummis, Howard’s cousin and executor ofhis estate, asked Real to accept the position of President and CEO of HughesHelicopter Company and guide the AH-64 Apache Attack Helicopter Program. Realaccepted and the Apache is still in use today.During his tenure as President and CEO of Hughes Helicopter Co., Real sold twohelicopters to Delford Smith, a young entrepreneur, to start a transportation business.Del built an international business (Evergreen International Aviation, Inc.) from thatsmall start, won the competition for the Spruce Goose, hired Real to arrange itstransportation from Long Beach, California to McMinnville, OR., reassemble it, andbuild a museum for it. Real accomplished all of this before retiring (again) in 1995.Prior to his death on September 5, 2005, Jack authored a book entitled “The Asylum ofHoward Hughes” which was published by Xlibris. It is available through Amazon,

Star Dusters Newsletter 11 December 2014LOCKHEED MARTIN FINANCIAL NOTESBy Andy BakerThird Quarter Sales Down, Earnings UpContinuing the pattern of recent quarters, sales declined slightly but net earnings had aslight increase. As CEO Marillyn Hewson put it “Although we continue to face globaleconomic challenges, our program and operational performance this quarter resulted inincreased earnings per share and strong cash generation”.Net sales for the third quarter of 2014 were $11,114 million, down from $11,347 milliona year earlier. Net earnings for the quarter were $888 million, up from $873 million ayear earlier. Earnings per share were $2.76 up from $2.66. Cash from operations was$990 million, up from $900 million a year earlier.The corporation used its cash in the following ways during the third quarter:repurchased 2.6 million shares for $446 million compared to 4.9 million shares for $607million in the third quarter of 2013; paid cash dividends of $421 million during the thirdquarter of 2014 compared to $370 million in 2013; made contributions to the pensiontrust of $485 million in the third quarter of 2014 compared to $750 million a year earlier;paid $450 million for acquisitions of businesses and investments in affiliates during thethird quarter of 2014 up from $203 million a year earlier; and made capital expendituresof $203 million during the third quarter of 2014 compared to $209 million a year earlier.On Sept. 25, 2014, the Board of Directors approved a $2.0 billion increase to the sharerepurchase program. Inclusive of this increase, the total remaining authorization forfuture share repurchases was $3.9 billion.And in immediate good news for shareholders, the Board approved an increase in thequarterly dividend of $.17 per share to $1.50 per share beginning with the payment tobe made on Dec. 26, 2014 to stockholders of record as of the close of business onDec. 1, 2014.Operations of the corporation are done by five segments. Aeronautics is the largestsegment. Sales for the third quarter were $3,544 million down 2% or $3,632 millionfrom a year earlier. Operating profit was $362 million, down 12% from $412 million.The decreases were primarily from lower deliveries of the C-130. Five aircraft weredelivered in the third quarter of 2014 compared to eight aircraft in the third quarter of2013. Decreases in F-35 development activities were largely offset by increases in F-35 production programs. There were sales increases of about $115 million for variousother programs and profit increases of about $40 million for various other programs andequity earnings from a joint venture.Information Systems & Global Solutions had third quarter sales of $1,949 million, down5% from $2,059 million a year earlier. Operating profit was $175 million, down 6% from$187 million in 2013. There was a sales decrease of $150 million from completion ofcommand and control programs and a decrease of $60 million in programs impacted byin-theater force reductions. These decreases were partially offset by net sales of $100million due to new programs and integration of recently acquired companies.Missiles and Fire Control sales for the third quarter were $1,908 million, down 5% from

Star Dusters Newsletter 12 December 2014$2,003 million a year earlier. Operating profit was $335 million, down 6% from $356million a year earlier. Sales were down about $95 million for various technical servicesprograms due to lower volume reflecting market pressures and about $70 million fortactical missile programs, particularly the Guided Multiple Launch Rocket System.Sales for the Terminal High-Altitude Area Defense program were up while the PatriotAdvanced Capability-3 program were down.Mission Systems and Training sales were $1,679 million, down only 1% from $1,698million a year earlier. Operating profit was $193 million, down 11% from $216 million ayear earlier. Lower volume on the Merlin Capability Sustainment Program was a majorreason for the decreases. This was partially offset by higher volume on under seasystems programs.Space Systems sales were $2,034 million in the third quarter of 2014, up 4% from$1,955 million a year earlier. Operating profit was $281 million, down 1% from $284million a year earlier. There were higher sales of about $145 million for commercialspace transportation programs due to launch-related activities and about $70 millionincrease for the Orion program. Sales were down $140 million for government satelliteprograms, primarily the Advanced Extremely High Frequency program.Total equity earnings, primarily ULA, represented about $90 million or 32% of thissegments' operating profit in the third quarter.Interest expense for the corporation was $82 million for the third quarter of 2014, downfrom $84 million a year earlier. Income tax expense was $423 million, up substantiallyfrom $331 million a year earlier. The reason for the increase was the cessation of taxcredits for R&D efforts that took effect in 2014.Stock-based compensation costs were $31 million in the third quarter of 2014compared to $38 million a year earlier.Backlog for the corporation as of Sept. 28, 2014 was $76,500 million, down from$82,600 million at the end of the year 2013. Mission Systems and Training showed anincrease in backlog while the other four segments had decreases.Aircraft deliveries in the third quarter of 2014 included three F-16's, eight F-35's, five C-130 J's, and two C-5's.The difference between the Financial Accounting Standards (FAS) and Cost AccountingStandards (CAS) calculations of pension costs has a non-cash impact on our reportedearnings. Both of these calculations have changed recently. Our FAS pensionexpense is lower due to higher discount rates used to calculate our obligation. Also inJune of this year, the corporation made changes to the pension plan that reduced ourFAS costs. CAS pension costs are lower due to the effect of using a higher interestrate required by the HAFTA. The HAFTA was enacted on Aug. 8, 2014 and determineshow we calculate the interest rate assumption. This reduced our CAS pension costs byabout $55 million (including about $35 million in the first six months of 2014) in the thirdquarter of 2014.For the third quarter our FAS pension expense was $258 million, down from $87 milliona year earlier. Our CAS pension cost was $342 million for the third quarter of 2014,

Star Dusters Newsletter 13 December 2014down from $366 million year earlier. The net FAS/CAS pension adjustment was acredit of $84 million in the third quarter of 2014 compared to an expense of $121 milliona year earlier. The swings in the pension adjustment should be less in the future.And on a subject of more immediate interest to many Star Dusters, the market price ofLockheed Martin stock continues to rise. Three months ago the closing price on Aug.21 was 175.10. Now, on Nov. 24, 2014 the closing price was 188.82. With a newannual dividend of $6.00, the current dividend yield is about 3.2%. Recall that thedividend qualifies for a reduced income tax rate compared to what one would pay onsavings accounts or CDs.

~end~STAR DUSTERS WRITE – BILL COLEMANMy name is Bill Coleman and I worked at CALAC from August 1954 until I retired in1989 when they moved to Georgia.The November article by Sherm Mullin on Kelly reminded me of an incident where I gotto meet and talk with him which you might consider to put in the Star Dusters News.I was the Contract Administrator for a program to incorporate a Sparrow Missile ontothe Italian Air Force (IAF) F-104S. We had contracted with the IAF for this program in1966 and it was successfully accomplished in mid-1969. The IAF representative,Colonel Mario Borghino, and I had become very good friends and he was getting readyto return to Italy. I had learned that he had prepared a Master’s Degree paper on the T-33 and he often spoke about how he wished "he could meet Mr. Johnson."A couple of weeks before he was to leave, I had the bright idea of contacting Mr.Johnson to see if he could meet with the Colonel. So I called his office and talked withhis secretary (I believe it was Mary Ellen). I explained the situation to her and asked if itmight be arranged where we could meet with Mr. Johnson for a few minutes. Sheexplained that he was a very busy man (no kidding) but she would see what she coulddo. A week before the Colonel was going to leave, I got a call from Mary Ellen asking ifwe could come to Mr Johnson's office the next day at 11:00 AM for the meeting.I, of course, had not said anything to the Colonel. The next day I said we had to gomeet someone at 11:00 so off we went. We went to the Skunk Works, were escorted tohis office and met with Kelly. I don't know who was more excited, the Colonel or me. Tomake a long story short, we talked with Kelly for about 45 minutes at which time, heinvited us to have lunch with him and Ben Rich. The Skunk Works had their ownexecutive lunch room. After lunch, Kelly escorted us to the mock-up of the fighter theywere proposing for the competition (which we lost) and spent another hour with us.WHAT AN EXPERIENCE!!!!! At 2:00 PM, he indicated our meeting was over, thankedus for coming and escorted us out the door.There were two very happy people. He was so gracious and made us feel so at ease.And the Colonel was ecstatic. As Sherm noted, Kelly was a premier engineer but also agreat person to spend so much time with us. Lockheed was certainly fortunate that heworked for us. We would not have been as prominent on the Aerospace map if it hadn'tbeen for him.

Star Dusters Newsletter 14 December 2014IN THE NEWSBy Marie SchumacherNON-PRODUCT RELATEDLockheed Martin To Acquire Systems Made Simple — Lockheed Martin has entered into adefinitive agreement to acquire Systems Made Simple, a leading provider of health informationtechnology solutions to the U.S. federal government.Subject to the satisfaction of customary closing conditions, the acquisition is expected to closewithin 30 days. Once the transaction is closed, the company will report through theCorporation’s Information Systems & Global Solutions business area.D.C. Public Schools Expands STEM Curriculum — To address the nation’s critical need forfuture engineers, computer scientists and math- and science-trained professionals, and toequip all students with the skills critical for their future success, Lockheed Martin and theDistrict of Columbia Public Schools (DCPS) announced a new multi-million dollar, multi-yeargrant to support the expansion of college and career-focused science, technology, engineeringand mathematics (STEM) programs for all DCPS schools. The STEM curriculum is offeredthrough Project Lead The Way, the nation’s leading provider of K-12 STEM programs.Student Teams Awarded Research Funding, Mentoring From Lockheed Martin —Lockheed Martin announced the inaugural winners of its Republic of Korea Science,Technology and Research program, an open competition to support development of SouthKorea’s creative economy by nurturing students in the area of technological innovation.Announced by the company in April, the competition was open to South Korean universitiesand research institutes developing advanced technology in any of seven different areas ofinterest, such as aeronautics, space, renewable energy and nanotechnology.Lockheed Martin Announces New Leadership Appointments — Lockheed Martinannounced the appointments of Patricia L. Lewis to senior vice president of Human Resourcesand Jennifer M. Whitlow to senior vice president of Communications. Lewis and Whitlow werealso elected corporate officers. Both appointments are effective Jan. 1, 2015.Lockheed Martin CEO Highlights Role Of Diversity And Inclusion In Energy Innovation— Lockheed Martin Chairman, President and Chief Executive Officer Marillyn Hewsonhighlighted the role of diversity and inclusion in driving energy innovation during a Departmentof Energy event in Arlington, Virginia. The forum marking the first anniversary of theDepartment of Energy’s Minorities in Energy Initiative brought together key leaders fromgovernment, academia and industry to address the needs of underrepresented communities inthe energy sector, while encouraging more Americans to pursue careers in science,technology, engineering and math (STEM) fields.Lockheed Martin Highlights Training and Simulation Innovation at I/ITSEC 2014 —Lockheed Martin will demonstrate the latest advancements in simulation and training for theInterservice/Industry Training, Simulation and Education Conference (I/ITSEC) at the OrangeCounty Convention Center in Orlando, Florida. The event, Dec. 1-5, is the world's largestmodeling, simulation and training conference. The Lockheed Martin exhibit features nextgeneration training capabilities for air, land, and maritime platforms, including low-risk,affordable solutions

Star Dusters Newsletter 15 December 2014AERONAUTICSPrinciple Agreement on Purchase of F-35 — The U.S. Department of Defense andLockheed Martin have reached an agreement in principle for the production of 43 F-35Lightning II aircraft. Officials anticipate the Low-Rate Initial Production lot 8 contract to befinalized in the coming weeks. The contract is for fiscal year 2014 with deliveries beginning in2016.Cost details will be released once the contract is finalized; however, in general, the averageunit price for all three variants of the airframe in LRIP 8 is approximately 3.6 percent lower thanthe previous contract.C-5M Super Galaxy — A U.S. Air Force crew ferried the 23nd C-5M Super Galaxy from theLockheed Martin Marietta, GA facility. The C-5M will be delivered to Travis Air Force Base,California, after a stop at Stewart Air National Guard Base, New York, where it will undergointernal paint restoration. It will be Travis’ fifth Super Galaxy.Israel Is Ordering A Second Batch Of F-35s For 2019 Delivery — "Israel is poised to orderan additional 25 F-35 stealth fighter jets for delivery beginning in 2019, U.S. sources say, in adeal still awaiting final Israeli government approval. Israel already purchased 19 of the planesfrom Lockheed Martin for $2.75 billion, with the first jets scheduled for delivery as early as2016." reports Reuters.Marine Corps May Not Get IOC For F-35B On Time — "The anticipated July 2015declaration of initial operational capability for the Marine Corps' F-35B may not come after all,Pentagon procurement chief Frank Kendall said this week. 'It is going to be hard to hold to theJuly date,' Kendall said. 'I am "as we can.'" reports AviationWeek.com/AWIN First.Navy's F-35Cs Begin Key Round Of Nimitz Tests — "Testing continues this month aboardthe USS Nimitz for the Navy's F-35Cs, with the two fighters flying to the carrier and landingthere to begin the process. The two aircraft have redesigned tail hook assemblies to make theairframe connection stronger. The next two weeks of testing are considered particularly key forthe aircraft, which drew praise from Lt. Gen. Chris Bogdan in a recent briefing." reportedBreaking Defense and Navy Times.Successful Nimitz Carrier Landings for F-35Cs — "The Navy's test of two Lockheed MartinF-35Cs was a success Monday, with the fighters landing on the aircraft carrier USS Nimitzafter stable approaches. The completely arrested landings proved the abilities of the aircraft'sredesigned tailhook system. 'It's a little bit different of a design, and obviously it works,' saysU.S. Pacific Fleet Naval Air Forces Commander Vice Adm. David Buss." reportedAviationWeek.com and Reuters.S. Korea Threatens To Turn to Lockheed for KF-16 Upgrades — "South Korea’s contractwith BAE to upgrade its KF-16 fleet remains in danger, with officials in Seoul insisting thecompany must lower what defense officials claim are unexpected price hikes beyond theoriginal agreement.If those costs do not come down, Seoul would seek a new contract with Lockheed Martin,which lost to the US unit of BAE Systems in the 2012 competition worth 1.75 trillion won (US$1.7 billion), a top Defense Acquisition Program Administration (DAPA) official said." ReportedDefense News.Night Flight Complete, Navy's F-35 Is Winding Up Tests At Sea — "The Navy's F-35successfully completed a first night flight from aboard the aircraft carrier USS Nimitz, amilestone as the two F-35C fighter jets near the end of two weeks of carrier-based testing.

Star Dusters Newsletter 16 December 2014'We're conducting the Super Bowl of flight test,' said Commander Tony Wilson, one of four testpilots, noting that the tests so far haven't revealed major issues. 'Everything that we're learningis extremely minor.'" reported Reuters.Lockheed Martin, Air Force Scolded Over C-5 Program — "The U.S. Air Force andLockheed Martin have been reprimanded over the C-5 upgrade program, which has ties toWright-Patterson Air Force Base. A report released this week by the Department of DefenseInspector General says four of six allegations called into a hotline in May 2013 were legitimate.That includes the Air Force failing to discourage Lockheed Martin from providing problem partsand that the Air Force spent its own money to fix the problems" reported Dayton BusinessJournal.Lockheed Martin Says Israel Considering Additional C-130Js — IHS Jane's DefenceWeekly reported "The Israeli Air Force (IAF) might expand its fleet of C-130J Hercules fleet toup to nine aircraft, a senior Lockheed Martin executive said in Israel on 4 November. The IAFhas already taken delivery of two C-130Js, a contract has been signed for another two andadvanced talks are underway to acquire a fifth and sixth aircraft, according to Patrick M Dewar,executive vice-president of Lockheed Martin International."MISSILES AND FIRE CONTROL2014 Secretary of Defense PBL Award Goes to Sniper Advanced Targeting Pod Team —The Office of the Secretary of Defense awarded the U.S. Air Force and Lockheed MartinSniper® Advanced Targeting Pod team the 2014 Performance-Based Logistics (PBL) Award,which recognizes outstanding achievements in providing operational support to warfighters.The team received the subsystem PBL award, which is one of three PBL awards presentedannually to government/industry teams. Team members include individuals from the PrecisionAttack System Program Office at Robins Air Force Base, Warner Robins Air Logistics Complexand Lockheed Martin Missiles and Fire Control, who together provide critical support for morethan 350 Sniper ATPs worldwide.Lockheed Martin Wins $107M Tax Break To Keep Jobs In South Jersey — "The stateEconomic Development Authority, seeking to keep 250 jobs in South Jersey, on Mondayoffered $107 million in tax breaks to Lockheed Martin Corp. ...Lockheed Martin said it plans toopen two laboratory facilities next year in leased space in two downtown buildings. The siteswill hold workers currently assigned to the defense contractor's Moorestown facility, whereabout 3,500 employees pursue weapons research." reports Cherry Hill Courier Post.MISSION SYSTEMS AND TRAININGAegis Combat System Goes Two for Two in Latest Flight Tests — The Lockheed Martin,U.S. Navy and Missile Defense Agency team’s Aegis Combat System successfully completedtwo flight tests in three weeks. This is the first time the Aegis Ballistic Missile Defense (BMD)weapon system employed the Baseline 9 configuration to detect, track and engage targets.With each flight test, the Aegis BMD system has proven its ability to support the Navy’s effortsto curb evolving threats by accomplishing increasingly challenging situations.Perceptor Gimbal Will Provide Enhanced Imaging in Small Unmanned System forWarfighters — Lockheed Martin’s partner Altavian Inc. has been awarded a $4 millioncontract to provide gimbaled sensor payloads for the Army’s RQ-20 Puma small unmannedaircraft systems (UAS). These payloads will feature the Lockheed Martin ProcerusTechnologies Perceptor gimbaled imaging sensor, which provides advanced stabilization andsharper images, along with dual-band imaging and laser illumination capabilities.

Star Dusters Newsletter 17 December 2014200th Romeo Helicopter Delivered to the U.S. Navy — The U.S. Navy received its 200thsubmarine-hunting MH-60R “Romeo” helicopter from Lockheed Martin following a patchsigning with Helicopter Maritime Strike Squadron Seven-Two (HSM-72). The cornerstone ofthe U.S. Navy’s anti-surface and anti-submarine operations, MH-60R helicopters have flownmore than 250,000 hours in operation with the Fleet, providing increased surveillance andsituational awareness.Unmanned Team of K-Max® Helicopter and Indago Quadrotor Demonstrate FirefightingCapability — A team of Lockheed Martin and Kaman unmanned aircraft successfullydemonstrated its ability to aid in firefighting operations. During the demonstration, the Indagoquad rotor effectively identified hot spots, and provided data to an operator who directed theunmanned K-MAX helicopter to autonomously extinguish the flames. In one hour, theunmanned K-MAX helicopter lifted and dropped more than 24,000 pounds of water onto thefire.Lockheed Martin Opens Surface Navy Innovation Center — Lockheed Martin has openedthe Surface Navy Innovation Center (SNIC) to support the development of new technologiesfor the U.S. Navy. The SNIC is a research, development and demonstration facility that bringstogether industry, government and academia to design the next generation of capabilities thesurface fleet needs to combat evolving threats around the world. The center will fostercollaboration among key organizations to rapidly develop emerging technologies and quicklyput them into service.Lockheed Martin and Concord Blue Plan to Build New Bioenergy Facility in Herten,Germany — Lockheed Martin and teammate Concord Blue announced a new contract to builda power generation facility that will provide a new, clean energy source to meet the needs of5,000 homes and businesses in Herten, Germany. The five-megawatt power generationfacility will transform forestry waste to power using Concord Blue’s Reformer® technology,which converts waste to energy through advanced gasification. Under this engineering,procurement and construction (EPC) contract, Lockheed Martin will provide overall projectmanagement, engineering and design, procurement and construction for the new facility.Lockheed Wins Bulk Of US Laser Guided Bomb Contract — Flightglobal.com reports"Lockheed Martin on 11 November was awarded a $40.3 million contract to build Paveway IIPlus laser guidance kits for US aerial bombs. The award gives Lockheed the majority share ofthe work paid for in fiscal year 2014, leaving the bomb’s original manufacturer Raytheon withthe minority share."SPACE SYSTEMSCommercial Space Headquarters Opens and Incentives to Support Growth Announced— Lockheed Martin and Colorado Gov. John Hickenlooper celebrated a growing aerospacepresence in Colorado by cutting the ribbon for the company’s Commercial Space headquartersand announcing an economic incentive program designed to bring jobs to the state. The newCommercial Space headquarters office – an area of expansion for Lockheed Martin – housesengineering, program management and operations for the A2100 family of satellites, whichprovide broadband and mobile communications to commercial companies around the world.The Lockheed Martin A2100 fleet, which has accumulated more than 450 years of operation,consists primarily of exports to international customers.The economic incentive program – approved through the Colorado Economic DevelopmentCommission – allows for up to $15.5 million in state income tax credits based on new jobsLockheed Martin hopes to create in Colorado over the next eight years. The event also

Star Dusters Newsletter 18 December 2014signifies the official transition of the Lockheed Martin facility in Newtown, Pennsylvania toDenver, as part of a phased transition announced last year.Orion Spacecraft Complete — NASA and Lockheed Martin have completed final assemblyand testing of the Orion spacecraft and it has rolled to launch pad 37 at Cape Canaveral AirForce Station, Florida. The rocket and spacecraft will be integrated, powered up, andinterfaces between the two will be verified in preparation for Exploration Flight Test-1 (EFT-1)on December 4.During EFT-1, the uncrewed spacecraft will launch on a Delta IV Heavy rocket and will travel3,600 miles beyond Earth—15 times further than the International Space Station. That sameday, Orion will return to Earth at a speed of approximately 20,000 mph for a splashdown in thePacific Ocean. EFT-1 will provide engineers with data about systems critical to crew safetysuch as heat shield performance, separation events, avionics and software performance,attitude control and guidance, parachute deployment, and recovery operations to validatedesigns of the spacecraft before it begins carrying humans to new destinations in deep space.One Of World’s Largest Infrared Telescopes To Help Lockheed Martin Track OrbitalDebris — Lockheed Martin has partnered with the University of Arizona to operate the UnitedKingdom Infrared Telescope (UKIRT) located on Maunakea, Hawaii. The agreement expandsthe corporation’s support of scientists pursuing a broad range of research, from the study oforbital debris to deep space astronomy. The largest IR telescope in the Northern Hemisphere,UKIRT’s ownership transferred from the UK’s Science and Technology Facilities Council(STFC) to the University of Hawaii in October.Third MUOS Secure Communications Satellite Delivered — The U.S. Navy and LockheedMartin have delivered the third Mobile User Objective System (MUOS) spacecraft to CapeCanaveral Air Force Station, Florida, where it will be prepared for a January 2015 liftoff aboarda United Launch Alliance Atlas V rocket. MUOS operates like a smart phone cell tower in thesky, vastly improving current secure mobile satellite communications for warfighters on themove.Final Assembly Of NASA’s Next Mars Lander Begins — Lockheed Martin has started theassembly, test and launch operations (ATLO) phase for NASA’s InSight Mars landerspacecraft. The InSight mission will record the first-ever measurements of the interior of thered planet, giving scientists unprecedented detail into the evolution of Mars and otherterrestrial planets. InSight is scheduled to launch in March 2016.Satellite-Carrying Atlas V Set For Wed. Launch — “An Atlas V rocket bearing the eighth of adozen Boeing satellites is set to launch Wednesday from Cape Canaveral, a mission of UnitedLaunch Alliance and the Air Force. The launch will follow an earlier Antares-Cygnus EastCoast launch of cargo headed to the International Space Station this week.” reported FloridaToday (Melbourne)(10/26)Satellite-Carrying Atlas V Launches From Cape Canaveral — "United Launch Alliance'sAtlas V rocket launched successfully from Cape Canaveral on Wednesday. It was the rocket'seighth launch this year -- and the 50th since it was introduced in 2002. The Atlas V's payloadthis week was a GPS IIF-8 satellite launched into orbit for the Air Force." reportedNASASpaceFlight.com.U.S. Rocket Venture Adds Russian Engines While Rushing New Model — "United LaunchAlliance LLC, the largest U.S. company propelling satellites into space, is stockpiling Russian-made rocket engines even as it speeds development of a homegrown version. The BoeingCo.-Lockheed Martin Corp. (LMT) venture expects to receive eight Russian-built RD-180

Star Dusters Newsletter 19 December 2014engines in 2015, three more than planned, after getting five motors this year, Chief ExecutiveOfficer Tory Bruno said today." reported Bloomberg.GLOBAL TRAINING AND LOGISTICSPartnership Agreement Announced — Lockheed Martin and the U.S. Air Force SustainmentCenter recently signed a partnership agreement that establishes a common framework andpre-negotiated terms and conditions for long-term partnership work efforts, thereby improvingefficiency and readiness to support operations. With this public-private agreement, LockheedMartin is enabled to immediately execute specific implementation agreements with the AirForce Sustainment Center (AFSC) and their Air Logistics Complexes (ALCs), reducing costsand allowing for faster implementation of agreements.

~end~NEW MEMBERS AS OF NOVEMBER 17, 2014

Baker, Martin (Unlisted)

Dudley, Kyle 2100 Colonial Lake Dr #2115 720-878-4524Barbara (Barb) Madison, AL 35758

Farkas, Mary 478 Edward Ct 770-426-6842John Marietta, GA 30066-5228

Goudeau, Joseph (Joe) 3504 W 83rd St. 310-720-9425Beverly (Bev) Inglewood, CA 90305-1609

Grabhorn, Robert (Bob) (Unlisted)

Gravuer, Bowman (Bud) 4605 Pine St 321-504-4554Elizabeth (Liz) Cocoa, FL 32926-2282

House, Michael (Mike) (Unlisted)Debbie

Medina, Joe 6338 Caladium Dr 770-591-9202Christina (Tina) Acworth, GA 30102-1206

Philbrick, Dale 1740 N Date Ave 909-875-7082Rialto, CA 92376-2804

Sklarsky, Marge 10631 Vinedale St B-5 818-767-6623Sun Valley, CA 91352-2825

Testa, Mark 10725 Hobbit Ln 303-465-2135Frances Westminster, CO 80031-2244

van den Broek, Mark 3219 Via Solana 619-994-1031Kathryn Escondido, CA 92029-7267

~end~IN MEMORIAM

William A. (Bill) Sullivan (Nancy) 11-28-14~end~

Star Dusters Newsletter 20 December 2014

COMING EVENTS12-31-14 Deadline for payment of membership dues02-16-15 South Coast Satellite Luncheon and Tour of Lyon air Museum

(See Pages 1 and 8 and Inserts 1A, 1B and 1C)MARK YOUR CALENDARS!!!

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Star Dusters Newsletter Insert 1A December 2014

STAR DUSTERS SOUTH COAST SATELLITE LUNCHEON Monday,

February 16, 2015PLACE: ACAPULCO RESTAURANT CANTINA

1262 S.E. BRISTOL STREET

SANTA ANA, CA 92707

EVENT: FOLLOWING LUNCHEON, TOUR OF:

LYON AIR MUSEUM

19300 IKE JONES ROAD

SANTA ANA, CA 92707

LYON AIR MUSEUM IS APPROXIMATELY 1 MILE FROM THERESTAURANT. BOTH RESTAURANT AND MUSEUM AREADJACENT TO JOHN WAYNE AIRPORT

SOCIAL: 11:00 AM NO HOST BAR

RESERVATIONFORM: See Insert 1B

DIRECTIONS: SEE INSERT 1C

COST: $25.00 PER PERSON INCLUDES TAX. TIP, DRINK, DESSERTAND MUSEUM TOUR

MENU: BUFFET LUNCHEON 11:30 AM

DEADLINE: RESERVATION MUST BE RECEIVED BY

FEBRUARY 2, 2015 (SEE Insert 1B)

Star Dusters Newsletter Insert 1B December 2014RESERVATION FORM FOR:

STAR DUSTERS SOUTH COAST LUNCHEON AND LYON AIR MUSEUM TOUR

DATE MONDAY FEBRUARY 16, 2015

DEADLINE FOR RESERVATIOMS: FEBRUARY 2, 2015

CANCELLATIONS: REFUNDS WILL BE MADE WHEN REQUESTED

BY END OF DAY FEBRUARY 10, 2015

COST: $25.00 PER PERSON

PAYMENTS: CLIP ON LINE, ENCLOSE CHECK TO: JULIUS OLZER

MAIL TO:

JULIUS OLZER

32502 ADRIATIC DRIVE

MONARCH BEACH. CA 92629

QUESTIONS: PHONE 310-387-4071

STAR DUSTERS SOUTH COAST SATELLITE LUNCHEON

AND MUSEUM TOUR

MONDAY, FEBRUARY 16, 2015

DEADLINE FOR RESERVATIONS: FEBRUARY 2, 2015

PLEASE RESERVE ______LUNCHEON AND TOUR TICKETS AT $25.00 EACH PERSON.

ENCLOSED IS MY CHECK FOR $__________

(MAKE CHECK PAYABLE TO JULIUS OLZER)

PLEASE PRINT ALL NAMES

PLEASE PUT_________________________________________________ON MY NAME TAG

PLEASE PUT _____________________________________________ON GUEST NAME TAG

STAR DUSTERS NAME________________________________________________________

Star Dusters Newsletter Insert 1C December 2014

DIRECTIONS TO SOUTH COAST LUNCHEONACAPULCO RESTURANT, 1262 S.E. BRISTOL ST., SANTA ANA, CA 92707

FEBRUARY 16, 2015

FROM THE NORTH BURBANK/GLENDALE VIA INTERSTATE 5TAKE I-5 SOUTH TO CA-55 SOUTH

MERGE ONTO THE 55 SOUTHTAKE BAKER STREET OFFRAMP, TURNING RIGHT ON BAKER TO BRISTOL

TURN LEFT ON BRISTOL, ACAPULCO RESTAURANTIS APPROX 2 MILES ON THE RIGHT.

FROM THE NORTH: SAN FERNANDO VALLEY VIA INTERSTATE 405TAKE 405 SOUTH TOWARDS NEWPORT BEACH

TAKE THE BRISTOL STREET EXITTURN RIGHT ON BRISTOL, TO 1262, WHICH IS ON RIGHT.

FROM THE SOUTH:SAN DIEGO/SAN CLEMENTE VIA INTERSTATE 5

TAKE I-5 NORTH, MERGE ONTO I-405 NORTH AND EXIT AT BRISTOL TURN LEFTON BRISTOL, AND GO 2 MILES TO ACAPULCO ON THE RIGHT SIDE OF THE STREET.

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DIRECTIONS TO LYON AIR MUSEUM WILL BE PROVIDED AT THE LUNCHEON