| 1.01 | Elect Claude R. Canizares | Oppose |
| 1.02 | Elect Thomas A. Corcoran | Oppose |
| 1.03 | Elect Lloyd W. Newton | For |
| 1.04 | Elect Vincent Pagano, Jr. | Oppose |
| 1.05 | Elect Alan H. Washkowitz | Oppose |
| 2 | Amendment to the L-3 Communications Holdings, Inc. Amended and Restated 2008 Long Term Performance Plan | Oppose |
| 3 | Amendment to Article Sixth of L-3 Communications Holdings, Inc.’s Amended and Restated Certificate of Incorporation to provide for phased-in board declassification | For |
| 4 | Amendment to Article Fifth of L-3 Communications Holdings, Inc.’s Amended and Restated Certificate of Incorporation to remove certain supermajority provisions | For |
| 5 | Amendment to Article Tenth of L-3 Communications Holdings, Inc.’s Amended and Restated Certificate of Incorporation to permit shareholders to take action by written consent | For |
| 6 | Appoint the auditors | Abstain |
| 7 | Approve Pay Structure | Abstain |