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Raytheon Reports Strong Third Quarter 2004 EPS of $0.41 from Continuing Operations

     -- Bookings of $5.7 billion, record backlog of $32.8 billion
     -- Free cash flow from continuing operations of $220 million
     -- Continued improved performance at Raytheon Aircraft Company
     -- Increased guidance for full year on EPS and free cash flow

    WALTHAM, Mass., Oct. 28, 2004 /PRNewswire-FirstCall/ -- Raytheon Company
(NYSE: RTN) reported third quarter 2004 income from continuing operations of
$186 million or $0.41 per diluted share compared to $21 million or $0.05 per
diluted share in the third quarter 2003. The third quarter 2003 included
charges of $226 million or $0.38 per diluted share at Network Centric Systems
(NCS) and Technical Services (TS).  Non-cash pension expense (FAS/CAS Pension
Adjustment) negatively affected the third quarter 2004 by $0.13 per diluted
share on a year-over-year basis.
    Third quarter 2004 net income was $152 million or $0.34 per diluted share
compared to a net loss of $35 million or $0.08 per diluted share in 2003.  Net
income for the third quarter of 2004 also included a $34 million after-tax
loss in discontinued operations or $0.07 per diluted share, primarily
attributable to a foreign tax related matter, versus $56 million or $0.13 per
diluted share in 2003.
    Net sales for the third quarter 2004 were $4.9 billion, up 13 percent from
$4.4 billion in the comparable period in 2003.  Government and Defense sales
for the quarter (after the elimination of intercompany sales) increased 12
percent to $4.1 billion from $3.7 billion in the comparable quarter.  Sales in
the third quarter 2003 included a $212 million reduction resulting from the
2003 NCS and TS charges.  Excluding the effect of the 2003 charges, 2004 sales
increased over 2003 for the Company by 8 percent and for Government and
Defense by 6 percent.
    Free cash flow from continuing operations for the third quarter was $220
million.  Excluding the impact of the shareholder lawsuit settlement payment
of $210 million, free cash flow from continuing operations for the quarter was
$430 million versus $535 million for the comparable period in 2003.  Year-to-
date cash flow from continuing operations remains ahead of prior year.
Discontinued operations consumed $16 million of cash in the third quarter 2004
versus $64 million in the comparable period in 2003. Free cash flow is defined
as operating cash flow less capital spending and internal use software
spending.
    The Government and Defense businesses recorded third quarter bookings of
$4.8 billion compared to bookings of $4.1 billion in the third quarter of
2003.  Government and Defense backlog reached a record $30.1 billion at the
end of the third quarter 2004.
    Raytheon Aircraft Company's third quarter bookings were $704 million
compared to $383 million in 2003.
     "I am very pleased that Raytheon continues to deliver positive results,"
said William H. Swanson, Raytheon Chairman and CEO.  "Our program execution
and strong customer focus are driving the Company's performance."
    During the third quarter of 2004, the Company retired debt with a par
value of $137 million, bringing the total debt reduction year-to-date to $1.0
billion.  Subsequent to the end of the quarter, the Company initiated the
retirement of an additional $1.2 billion of debt, bringing the total expected
debt retirement for the year to $2.3 billion.  The Company expects to take a
charge in the fourth quarter of $90 million or $0.13 per diluted share
associated with this debt retirement.  Net debt was $5.3 billion at the end of
the third quarter compared with $6.7 billion at the end of 2003. Net debt is
defined as total debt less cash and short-term investments.

    Change in Outlook
    The Company now expects 2004 earnings per share from continuing operations
of $0.87 - $0.92, higher than its prior guidance of $0.79 - $0.89, as a result
of improvements at RAC and at the Government and Defense businesses.  The
higher guidance includes income of $0.10 per diluted share as a result of
legislation that extended the foreign tax credit from five to 10 years and the
loss of $0.12 per diluted share from the early retirement of debt, net of
interest savings.  The Company now expects full year free cash flow to exceed
$1.1 billion.
    Earnings per share from continuing operations in 2005 are expected to be
$1.80-$1.90.  This earnings guidance does not reflect any change in our
previously disclosed pension assumptions.  The Company expects net sales for
2005 of $21.5 - $22.0 billion.  Government and Defense net sales for 2005 are
expected to be $18.0 - $18.5 billion (after the elimination of intercompany
sales).  RAC net sales for 2005 are expected to be $2.6 - $2.8 billion.  The
Company expects 2005 free cash flow of $1.1 - $1.3 billion.  Charts containing
the Company's guidance are available on the Company's website.

    Segment Results

    Integrated Defense Systems
    Integrated Defense Systems (IDS) third quarter 2004 net sales were $833
million, up 16 percent compared to $718 million in the third quarter 2003, due
primarily to continued growth in DD(X), the Navy's future destroyer program,
Integrated Air Defense programs, and Cobra Judy.  IDS generated $100 million
of third quarter 2004 operating income compared to $82 million in the 2003
comparable quarter.
    During the quarter, IDS booked $207 million for the definitization of the
Cobra Judy contract awarded in the fourth quarter of 2003, bringing the total
booked to approximately $1 billion.  IDS also booked $99 million for the
definitization of the JLENS Spiral 2 Development contract awarded in the
fourth quarter of 2003, bringing the total booked to $770 million.

    Intelligence and Information Systems
    Intelligence and Information Systems (IIS) third quarter 2004 net sales
were $567 million, up 6 percent compared to $533 million in the third quarter
2003.  IIS reported $51 million of operating income compared to $54 million in
the comparable quarter a year ago.
    During the quarter, IIS booked $80 million for the Air Force's Contractor
Field Service Worldwide Support contract to provide field support for various
sensors and data links on an Intelligence, Surveillance, and Reconnaissance
(ISR) system.  This contract has a value of up to $1.45 billion for the life
of the program.   IIS also booked $345 million in classified contracts.

    Missile Systems
    Missile Systems (MS) third quarter 2004 net sales were $928 million
compared to $905 million in the third quarter 2003.  MS generated $109 million
of operating income compared to $111 million in the comparable quarter a year
ago.
    During the quarter, MS booked $411 million to develop and produce the new
Standard Missile-6 Extended Range Active Missile for the U.S. Navy.  The U.S.
Navy also awarded MS a $287 million contract for the next-generation Block IV
Tomahawk cruise missile.  MS received a contract worth approximately $144
million for AMRAAM production and logistics support from the United Kingdom
Ministry of Defense.

    Network Centric Systems
    Network Centric Systems (NCS) third quarter 2004 net sales were $777
million compared to $556 million in the third quarter 2003.  NCS recorded
operating income of $65 million compared to an operating loss of $138 million
in the comparable quarter a year ago.  Last year's third quarter included
charges resulting in a reduction in sales and operating income of $178 million
and $187 million, respectively, related to performance issues on certain NCS
programs.
    During the quarter, NCS booked an additional $212 million for its role as
the Ground Sensor Integrator (GSI) on the Future Combat Systems (FCS) contract
as well as being selected to develop three sensors awarded to date by the GSI
contract.  Additionally, the United Kingdom Ministry of Defence awarded a $17
million contract to conduct the assessment phase of the British Army's Joint
Effects Tactical Targeting System (JETTS) digitization requirement.  The
follow on manufacture phase could exceed $500 million.

    Space and Airborne Systems
    Space and Airborne Systems (SAS) third quarter 2004 net sales were $929
million compared to $930 million in the third quarter 2003.  SAS generated
$138 million of operating income compared to $131 million in the comparable
quarter a year ago, an increase due to international programs.
    During the quarter, SAS booked $195 million for the fourth phase of a
multi-year Radar Modernization Program (RMP) to retrofit the B-2 bomber fleet
with a new Active Electronically Scanned Array (AESA) antenna. SAS also booked
$120 million on a number of classified contracts.
    After the quarter close, the Company announced that it had acquired Photon
Research Associates Inc. (PRA), based in San Diego, California.  PRA is a
pioneer in the development and application of physics-based modeling,
simulation and analysis products and services for the government market.  The
major focus of its business operations has been in the areas of remote
sensing, missile defense, surveillance/reconnaissance, and intelligence data
analysis.

    Technical Services
    Technical Services (TS) third quarter 2004 net sales were $512 million
compared to $447 million in the third quarter 2003.  TS reported operating
income of $38 million in the third quarter of 2004 compared to an operating
loss of $2 million in the comparable quarter a year ago.  Last year's third
quarter included charges resulting in a reduction in sales and operating
income of $34 million and $39 million, respectively.
    During the quarter, the National Science Foundation's Office of Polar
Programs exercised its five year option on the U.S. Antarctic Program,
awarding TS a $546 million contract extension that runs from April 2005
through March 2010.

    Aircraft
    Raytheon Aircraft Company's (RAC) third quarter 2004 net sales were $624
million, up 33 percent from $470 million in the third quarter 2003.  RAC
recorded operating income of $21 million in the quarter compared to an
operating loss of $4 million in the comparable quarter in 2003.
    RAC delivered 83 commercial aircraft in the third quarter of 2004,
compared to 61 in the same quarter last year.

    Other
    Net sales for this segment in the third quarter 2004 were $164 million
compared to $191 million in the third quarter 2003. The segment recorded an
operating loss of $7 million in the third quarter 2004 compared to an
operating loss of $5 million in the comparable quarter in 2003.

    Discontinued Operations
    During the quarter, the Company recorded an after-tax loss from
discontinued operations of $34 million, related to its former engineering and
construction and Aircraft Integration Systems businesses.  The Company
recorded a $24 million charge in the quarter for a foreign tax related item.

    Raytheon Company (NYSE: RTN), with 2003 sales of $18.1 billion, is an
industry leader in defense and government electronics, space, information
technology, technical services, and business and special mission aircraft.
With headquarters in Waltham, Mass., Raytheon employs 78,000 people worldwide.

    Disclosure Regarding Forward-looking Statements
    Certain statements included in this release, including any statements
relating to the Company's future plans, objectives, and projected future
financial performance, contain or are based on, forward-looking statements
within the meaning of the federal securities laws. Specifically, statements
that are not historical facts, including statements accompanied by words such
as "believe," "expect," "estimate," "intend," or "plan," and variations of
these words and similar expressions, are intended to identify forward-looking
statements and convey the uncertainty of future events or outcomes. The
Company cautions readers that any such forward-looking statements are based on
assumptions that the Company believes are reasonable, but are subject to a
wide range of risks, and actual results may differ materially. The Company
expressly disclaims any current intention to provide updates to forward-
looking statements, and the estimates and assumptions associated with them,
after the date of this release. Important factors that could cause actual
results to differ include, but are not limited to: the ability to obtain or
the timing of obtaining future government awards; the availability of
government funding; changes in government or customer priorities due to
program reviews or revisions to strategic objectives; difficulties in
developing and producing operationally advanced technology systems;
termination of government contracts; program performance, including resolution
of claims; timing of contract payments; the performance of critical
subcontractors; government import and export policies and other government
regulations; the ultimate resolution of contingencies and legal matters,
including government investigations; an agreement to settle a shareholder
class action lawsuit pending in federal court in Massachusetts has not yet
received final approval by the court; the ultimate resolution of insurance
coverage for the shareholder litigation; the effect of market conditions,
particularly in relation to the general aviation, commuter, and fractional
aircraft markets; cost growth risks inherent with large long-term fixed price
contracts; conflicts with other investors in joint ventures and less than
wholly-owned businesses; and risks associated with outstanding letters of
credit, surety bonds, guarantees and other similar  agreements related to a
number of contracts and leases of our former engineering and construction
businesses.  Further information regarding the factors that could cause actual
results to differ materially from the projected results can be found in the
Company's filings with the Securities and Exchange Commission, including the
Company's Annual Report on Form 10-K for the year ended December 31, 2003.

    Conference Call on the Third Quarter 2004 Financial Results
    Raytheon's financial results conference call will be Thursday, October 28,
2004 at 9 a.m. EDT. Participants will be William H. Swanson, Chairman and CEO,
Edward Pliner, senior vice president and CFO, and other Company executives.
    The dial-in number for the conference call will be (800) 265-0241.  The
conference call will also be audiocast on the Internet at http://www.raytheon.com.
Individuals may listen to the call and download charts that will be used
during the call.  These charts will be available for printing prior to the
call.
    Interested parties are urged to check the website ahead of time to ensure
their computers are configured for the audio stream.  Instructions for
obtaining the free required downloadable software are posted on the site.

     Media Contact:                Investor Relations Contact:
     James Fetig                   Greg Smith
     781-522-5111                  781-522-5141



    Attachment A

     Raytheon Company
     Financial Information
     Third Quarter 2004

    (In millions except              Three Months Ended   Nine Months Ended
      per share amounts)            26-Sep-04 28-Sep-03  26-Sep-04  28-Sep-03

    Net sales                           $4,936  $4,378    $14,541     $13,008

    Cost of sales                        4,117   3,776     12,206      10,826
    Administrative and selling
     expenses                              339     305      1,022         952
    Research and development expenses      123     129        365         366

    Total operating expenses             4,579   4,210     13,593      12,144

    Operating income                       357     168        948         864

    Interest expense                       100     137        326         415
    Interest income                        (11)    (10)       (33)        (33)
    Other expense, net                       5      12        368          27

    Non-operating expense, net              94     139        661         409

    Income from continuing operations
     before taxes                          263      29        287         455

    Federal and foreign income taxes        77       8         94         137

    Income from continuing operations      186      21        193         318

    Loss from discontinued
     operations, net of tax                (34)    (56)       (62)       (158)

    Income (loss) before accounting
     change                                152     (35)       131         160

    Cumulative effect of change in
     accounting principle, net of tax        -       -         41           -

    Net  income (loss)                    $152    $(35)      $172        $160

    Earnings (loss) per share from
     continuing operations
        Basic                            $0.41   $0.05      $0.44       $0.77
        Diluted                          $0.41   $0.05      $0.44       $0.77

    Loss per share from discontinued
     operations
        Basic                           $(0.08) $(0.14)    $(0.14)     $(0.38)
        Diluted                         $(0.07) $(0.13)    $(0.14)     $(0.38)

    Earnings per share from
     cumulative effect of change in
      accounting principle
        Basic                             $-      $-        $0.09        $-
        Diluted                           $-      $-        $0.09        $-

    Earnings (loss) per share
        Basic                            $0.34  $(0.08)     $0.40       $0.39
        Diluted                          $0.34  $(0.08)     $0.39       $0.39

    Average shares outstanding
        Basic                            449.2   414.3      434.1       411.5
        Diluted                          453.5   417.8      437.3       414.5



    Attachment B

     Raytheon Company
     Segment Information
     Third Quarter 2004
     (In millions)

                                                         Operating Income
                     Net Sales       Operating Income  As a Percent of Sales
                 Three Months Ended Three Months Ended  Three Months Ended
                 26-Sep-04 28-Sep-03 26-Sep-04 28-Sep-03 26-Sep-04 28-Sep-03

    Integrated Defense
     Systems         $833      $718      $100       $82    12.0%    11.4%
    Intelligence and
     Information
     Systems          567       533        51        54     9.0%    10.1%
    Missile Systems   928       905       109       111    11.7%    12.3%
    Network Centric
     Systems          777       556        65      (138)    8.4%   -24.8%
    Space and Airborne
     Systems          929       930       138       131    14.9%    14.1%
    Technical
     Services         512       447        38        (2)    7.4%    -0.4%
    Aircraft          624       470        21        (4)    3.4%    -0.9%
    Other             164       191        (7)       (5)   -4.3%    -2.6%
    FAS/CAS Pension
     Adjustment         -         -      (117)      (27)
    Corporate and
     Eliminations    (398)     (372)      (41)      (34)

    Total          $4,936    $4,378      $357      $168     7.2%     3.8%


                                                         Operating Income
                      Net Sales      Operating Income  As a Percent of Sales
                  Nine Months Ended Nine Months Ended    Nine Months Ended
                26-Sep-04 28-Sep-03 26-Sep-04 28-Sep-03 26-Sep-04 28-Sep-03

    Integrated Defense
     Systems       $2,542    $2,073      $298      $236     11.7%    11.4%
    Intelligence and
     Information
     Systems        1,614     1,520       147       141      9.1%     9.3%
    Missile Systems 2,832     2,595       322       316     11.4%    12.2%
    Network Centric
     Systems        2,277     2,043       186       (56)     8.2%    -2.7%
    Space and Airborne
     Systems        2,927     2,710       409       362     14.0%    13.4%
    Technical
     Services       1,482     1,403       105        68      7.1%     4.8%
    Aircraft        1,568     1,371        16       (27)     1.0%    -2.0%
    Other             492       343       (29)      (13)    -5.9%    -3.8%
    FAS/CAS Pension
     Adjustment         -         -      (356)      (82)
    Corporate and
     Eliminations  (1,193)   (1,050)     (150)      (81)

    Total         $14,541   $13,008      $948      $864      6.5%     6.6%



    Attachment C

     Raytheon Company
     Other Information
     Continuing Operations
     Third Quarter 2004

                                                              Funded
                                         Backlog             Backlog
                                      (In millions)       (In millions)
                                 26-Sep-04 31-Dec-03  26-Sep-04  31-Dec-03

    Integrated Defense Systems     $6,566    $6,526     $2,831      $3,318
    Intelligence and
     Information Systems            3,913     3,899        860         655
    Missile Systems                 8,328     5,028      4,109       4,069
    Network Centric Systems         3,725     3,259      2,635       2,488
    Space and Airborne Systems      5,715     4,865      3,714       3,801
    Technical Services              1,865     1,510        904         858
    Aircraft                        2,449     2,279      2,449       2,279
    Other                             288       176        288         176

                                  $32,849   $27,542    $17,790     $17,644

    Government and Defense
     businesses                   $30,112   $25,087    $15,053     $15,189

    U.S. government backlog
     included above               $26,036   $21,353


                                                      Bookings
                                                    (In millions)
                                                 Three months ended
                                               26-Sep-04      28-Sep-03

    Government and Defense businesses            $4,770        $4,092
    Commercial businesses                           969           554

                                                 $5,739        $4,646

                                           New Aircraft Deliveries (Units)
                                                  Three Months Ended
                                                26-Sep-04     28-Sep-03

    Hawker                                           13             7
    Premier I                                        11             7
    Hawker 400XP                                      5             7
    King Air                                         31            18
    Pistons                                          25            22
    T-6A                                             18            19
    Total                                           103            80

                                            New Aircraft Bookings (Units)
                                                  Three Months Ended
                                                26-Sep-04      28-Sep-03

    Hawker                                           21             6
    Premier I                                         9             2
    Hawker 400XP                                      4             8
    King Air                                         46            26
    Pistons                                          78            15
    Total                                           158            57



    Attachment D

    Raytheon Company
    Preliminary Financial Information
    Third Quarter 2004

    (In millions)

    Balance sheets
                                                  26-Sep-04          31-Dec-03
    Assets
    Cash and cash equivalents                       $1,049               $661
    Short-term investments                              74                  -
    Accounts receivable                                452                485
    Contracts in process                             2,871              2,660
    Inventories                                      1,965              1,998
    Deferred federal and foreign income
     taxes                                             534                466
    Prepaid expenses and other current
     assets                                            262                154
    Assets from discontinued operations                 20                 59
      Total current assets                           7,227              6,483

    Property, plant and equipment, net               2,671              2,711
    Deferred federal and foreign income
     taxes                                             156                337
    Goodwill                                        11,477             11,479
    Other assets, net                                2,467              2,556
        Total assets                               $23,998            $23,566

    Liabilities and Stockholders' Equity
    Notes payable and current portion of
     long-term debt                                   $835                $15
    Advance payments, less contracts in
     process                                         1,150                936
    Accounts payable                                   824                833
    Accrued salaries and wages                         932                767
    Other accrued expenses                           1,185              1,086
    Liabilities from discontinued
     operations                                         30                 43
      Total current liabilities                      4,956              3,680

    Accrued retiree benefits and other
     long-term liabilities                           3,256              3,281
    Long-term debt                                   5,135              6,517
    Subordinated notes payable                         458                859
    Minority interest                                   92                 67
    Stockholders' equity                            10,101              9,162
        Total liabilities and
         stockholders' equity                      $23,998            $23,566



    Attachment E

    Raytheon Company
    Preliminary Cash Flow Information
    Third Quarter 2004

    (In millions)

    Cash flow information
                                                        Three Months Ended
                                                   26-Sep-04         28-Sep-03

    Income from continuing operations                $186                $21
    Depreciation                                       93                 82
    Amortization                                       19                 16
    Working capital                                   (62)               402
    Discontinued operations                           (16)               (64)
    Capital spending                                  (75)              (106)
    Internal use software spending                    (23)               (22)
    Other                                              82                142
          Subtotal - free cash flow (a)               204                471

    Net activity in financing receivables              48                 (2)
    Acquisitions                                        -                (20)
    Divestitures and sale of investments                -                 14
    Dividends                                         (90)               (82)
    Issuance of common stock                            -                 28
    Debt repayments                                  (143)              (450)
    Synthetic lease maturity                            -               (125)
    Other                                              26                  5
             Total cash flow                          $45              $(161)


    Segment free cash flow information
                                                        Three Months Ended
                                                   26-Sep-04         28-Sep-03

    Integrated Defense Systems                        $80                $36
    Intelligence and Information Systems               71                 43
    Missile Systems                                    28                196
    Network Centric Systems                           140                111
    Space and Airborne Systems                         50                153
    Technical Services                                 22                 36
    Aircraft                                           58                (95)
    Other                                              (7)                (4)
    Discontinued operations                           (16)               (64)
    Corporate                                        (222)                59
                                                     $204               $471


    (a) See Attachment F for a description of free cash flow.



    Attachment F

    Raytheon Company
    Non-GAAP Financial Measures and Other Information
    Third Quarter 2004

    (In millions except per share amounts)

    This release contains non-GAAP financial measures (as defined by SEC
    Regulation G). While these non-GAAP financial measures may be useful in
    evaluating the Company, this information should be considered supplemental
    to and not as a substitute for financial information prepared in
    accordance with generally accepted accounting principles.

    Free cash flow is considered a "non-GAAP" financial measure under SEC
    guidelines. The Company uses non-GAAP financial measures to facilitate
    management's internal comparisons to the Company's historical operating
    results, to competitor's operating results, and to provide greater
    transparency to investors of supplemental information used by management
    in its financial and operational decision-making.  The Company uses
    certain of these non-GAAP financial measures to evaluate its operating
    performance and to determine management incentive compensation.  The
    Company also uses non-GAAP financial measures which exclude certain
    charges and credits because it believes that such items are not indicative
    of its core operating results, are not indicative of trends, and do not
    provide meaningful comparisons with other reporting periods.


    Free cash flow

                                                                 Guidance
                                       Three Months Ended  Twelve Months Ended

                                     26-Sep-04 28-Sep-03 31-Dec-04  31-Dec-05

    Operating cash flow                  $302    $599   $1,670+   $1,700-1,900
    Less: Capital spending               (75)   (106)     (400)    (400)-(425)
          Internal use software spending (23)    (22)     (115)    (140)-(160)

            Free cash flow                204     471    1,150+    1,120-1,315
    Less: Discontinued operations        (16)    (64) (40)-(50)      (15)-(20)
              Free cash flow from
               continuing operations     $220    $535   $1,100+  $1,100-$1,300


    Q3 2003 NCS and TS EPS Charge Impact
                                       28-Sep-03
    Operating income impact of NCS
     charge                              $187
    Operating income impact of TS
     charge                                39
       Total NCS and TS charge           $226
    Effective tax rate for the nine
     months ended September 28, 2003    30.1%
    After tax impact of NCS and TS
     charge                              $158

    Q3 2003 diluted shares outstanding  417.8

    Q3 2003 NCS and TS EPS charge
     impact                             $0.38



    FAS/CAS Pension Adjustment Impact
                                           Three Months Ended
                                          26-Sep-04  28-Sep-03   Change
    FAS/CAS pension adjustment              $(117)     $(27)
    Effective tax rate for the three
     months ended September
     26, 2004 and September 28, 2003,
     respectively, excluding
     the effect of charges related to the
     early retirement of
     debt in 2004                          29.7%      27.6%
    After tax impact of the FAS/CAS
     pension adjustment                      $(82)     $(20)

    Q3 2004 and 2003 diluted shares
     outstanding                            453.5      417.8

    Q3 2004 and 2003 FAS/CAS pension
     adjustment impact                     $(0.18)   $(0.05)    $(0.13)



SOURCE Raytheon Company




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    CONTACT:
    Media Contact: James Fetig +1-781-522-5111
    or Investor Relations Contact: Greg Smith, +1-781-522-5141, both
    of Raytheon