ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Market Information and Price Range of Common Stock

Our common stock, par value $1.00 per share, is listed and traded on the NYSE, under the ticker symbol “HRS.” According to the records of our transfer agent, as of August 27, 2010, there were approximately 6,113 holders of record of our common stock. The high and low sales prices of our common stock as reported on the NYSE consolidated transactions reporting system and the dividends paid on our common stock for each quarterly period in our last two fiscal years are reported below:


					Cash
	High		Low		Dividends

Fiscal 2010
First Quarter	$	39.42	$	26.11	$	0.22
Second Quarter	$	48.25	$	35.88		0.22
Third Quarter	$	49.67	$	42.67		0.22
Fourth Quarter	$	54.50	$	40.24		0.22

					$	0.88

Fiscal 2009
First Quarter	$	55.00	$	42.00	$	0.20
Second Quarter	$	47.52	$	27.56		0.20
Third Quarter	$	45.25	$	27.38		0.20
Fourth Quarter	$	32.22	$	27.22		0.20

					$	0.80

On August 27, 2010, the last sale price of our common stock as reported in the NYSE consolidated transactions reporting system was $42.87 per share.

Dividends

The cash dividends paid on our common stock for each quarter in our last two fiscal years are set forth in the tables above. On August 28, 2010, our Board of Directors increased the quarterly cash dividend rate on our common stock from $.22 per share to $.25 per share, for an annualized cash dividend rate of $1.00 per share and declared a quarterly cash dividend of $.25 per share, which will be paid on September 17, 2010 to holders of record on September 8, 2010. Our annualized cash dividend rate was $.88 per share, $.80 per share and $.60 per share in fiscal 2010, fiscal 2009 and fiscal 2008, respectively. Quarterly cash dividends are typically paid in March, June, September and December. We currently expect that cash dividends will continue to be paid in the near future, but we can give no assurances. The declaration of dividends and the amount thereof will depend on a number of factors, including our financial condition, capital requirements, results of operations, future business prospects and other factors that our Board of Directors may deem relevant.

Harris Stock Performance Graph

The following performance graph and table do not constitute soliciting material and the performance graph and table should not be deemed filed or incorporated by reference into any other previous or future filings by us under the Securities Act or the Exchange Act, except to the extent that we specifically incorporate the performance graph and table by reference therein.

The performance graph and table below compare the five-year cumulative total return of our common stock with the comparable five-year cumulative total returns of the Standard & Poor’s 500 Composite Stock Index (“S&P 500”), the Standard & Poor’s 500 Information Technology Sector Index (“S&P 500 Information Technology”) and the Standard & Poor’s 500 Aerospace & Defense Index (“S&P 500 Aerospace & Defense”). The figures in the performance graph and table below assume an initial investment of $100 at the close of business on July 1, 2005 in Harris, the S&P 500, the S&P 500 Information Technology and the S&P 500 Aerospace & Defense and the reinvestment of all dividends, including, with respect to our common stock, the Spin-off dividend. For purposes of calculating the cumulative total return of our common stock, the then-current market value of the HSTX shares distributed in the Spin-off was deemed to have been reinvested on the May 27, 2009 Spin-off date in shares of our common stock.

We have included the S&P 500 because we are a company within the S&P 500, and we have included the S&P 500 Information Technology as a relevant published industry index. In addition, we have included the S&P 500 Aerospace & Defense because we believe that this index is representative of certain other companies competing with us or otherwise participating in markets we serve, and therefore may also provide a fair basis for comparison with us and be relevant to an assessment of our performance.

COMPARISON OF FIVE-YEAR CUMULATIVE TOTAL RETURN AMONG HARRIS, S&P 500, S&P 500 INFORMATION TECHNOLOGY AND S&P 500 AEROSPACE & DEFENSE


HARRIS FISCAL YEAR END	2005	2006		2007		2008		2009		2010
Harris	$100		132		175		166		99		146

S&P 500	$100		108		131		113		82		95

S&P 500 Information Technology	$100		101		127		119		94		110

S&P 500 Aerospace & Defense	$100		120		149		131		97		122

Sales of Unregistered Securities

During fiscal 2010, we did not issue or sell any unregistered securities.

Issuer Purchases of Equity Securities

During fiscal 2010, we repurchased 4,779,411 shares of our common stock under our repurchase program at an average price per share of $41.81, excluding commissions. During fiscal 2009, we repurchased 2,722,438 shares of our common stock under our repurchase program at an average price per share of $45.88, excluding commissions. The level of our repurchases depends on a number of factors, including our financial condition, capital requirements, results of operations, future business prospects and other factors that our Board of Directors may deem relevant. The timing, volume and nature of share repurchases are subject to market conditions, applicable securities laws and other factors and are at our discretion and may be suspended or discontinued at any time. Shares repurchased by us are cancelled and retired.

The following table sets forth information with respect to repurchases by us of our common stock during the fiscal quarter ended July 2, 2010:

Maximum

approximate

Total number of

dollar value

shares purchased as

of shares that may

part of publicly

yet be purchased

Total number of

Average price

announced plans or

under the plans or

Period*

shares purchased

paid per share

programs (1)

programs (1)

Month No. 1

(April 3, 2010 — April 30, 2010)

Repurchase programs (1)

None

n/a

None

$

500,501,229

Employee transactions (2)

10,145

$

49.49

n/a

n/a

Month No. 2

(May 1, 2010 — May 28, 2010)

Repurchase programs (1)

1,075,639

$

46.46

1,075,639

$

450,522,775

Employee transactions (2)

207,241

$

51.45

n/a

n/a

Month No. 3

(May 29, 2010 — July 2, 2010)

Repurchase programs (1)

None

n/a

None

$

450,522,775

Employee transactions (2)

17,207

$

48.08

n/a

n/a

Total

1,310,232

$

47.30

1,075,639

$

450,522,775

*		Periods represent our fiscal months.

(1)		On March 2, 2009, we announced that on February 27, 2009, our Board of Directors approved a share repurchase program authorizing us to repurchase up to $600 million in shares of our stock through open-market transactions, private transactions, transactions structured through investment banking institutions or any combination thereof. Our repurchase program does not have a stated expiration date. The approximate dollar amount of our stock that may yet be purchased under our repurchase program as of July 2, 2010 was $450,522,775 (as reflected in the table above). Our repurchase program has resulted, and is expected to continue to result, in repurchases in excess of offsetting the dilutive effect of shares issued under our share-based incentive plans. However, the level of our repurchases depends on a number of factors, including our financial condition, capital requirements, results of operations, future business prospects and other factors that our Board of Directors may deem relevant. As a matter of policy, we do not repurchase shares during the period beginning on the 15th day of the third month of a fiscal quarter and ending two days following the public release of earnings and financial results for such fiscal quarter.

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

The information required by this Item with respect to securities authorized for issuance under our equity compensation plans is included in “Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters — Equity Compensation Plan Information” of this Report. See Note 14: Stock Options and Other Share-Based Compensation in the Notes for a general description of our stock and equity incentive plans.

LHX - L3harris Technologies, Inc.