L-3 Communications Announces Bid to Acquire TRL Electronics; A UK Leader in Secure Radio and Satellite Communications for Defense and Homeland Security Applications

Business Wire, May 18, 2006

NEW YORK -- L-3 Communications (NYSE: LLL) and TRL Electronics plc (TRL) (LSE: TRL.L) announced today that they have reached agreement on the terms of a recommended cash offer for the entire issued and to be issued share capital of TRL, under which TRL shareholders will be offered GBP 3.60, representing approximately US $6.78, in cash per share. The offer values the existing issued ordinary share capital of TRL at GBP 89.7 million (approximately US $168.8 million). TRL's Board of Directors is unanimously recommending that TRL shareholders approve the transaction.

The offer, which will be made by Lehman Brothers on behalf of L-3 Communications Group plc, a wholly owned subsidiary of L-3 Communications, is conditional on the consent of the UK Ministry of Defence (MOD) as well as other customary conditions. L-3 Communications Group has received irrevocable undertakings to accept the offer from shareholders representing 52.4 per cent of TRL's existing issued share capital, including the entire holdings of TRL's directors and their immediate families.

The business, which reported sales of GBP 14.0 million (approximately US $26.3 million) for the six months ended September 30, 2005, is expected to be slightly accretive to L-3's earnings.

TRL offers some of the most advanced radio and satellite communications systems available, providing governments and defense organizations around the world with the tools to trace, locate, monitor and defend transmissions, as well as to communicate securely.

TRL is an expert in Electronic Counter Measures (ECM) to protect against subversive threats. It has a unique and valuable development capability, with key recent ECM developments focused on responsive radio jammers and denial-of-service devices. The company also is a provider of military-off-the-shelf (MOTS) ECM and Electronic Warfare Support Measures (ESM) products and significant research and development (R&D) for the UK MOD.

One key business, TRL's Electronic Security division, is a specialist in the protection of sensitive electronic data during transmission and storage using cryptographic techniques, and it is a provider of the highest military grade ATM and IP network cryptography.

"Secure communications has been at the core of L-3's business since the company was formed in 1997," said Frank C. Lanza, chairman and chief executive officer of L-3 Communications, "and TRL brings even greater capability to several of our existing businesses." Mr. Lanza noted that TRL will be synergistic with L-3's offerings in secure communications and encryption, as well as SatCom and surveillance products.

"Besides adding a high level of technical capability in defense electronics," continued Mr. Lanza, "TRL also gives us new products and niche markets and broadens our international reach. TRL has a strong reputation in both encryption and ECM in the UK market, and we believe that TRL's products and its focus on innovation will continue to result in state-of-the-art solutions for the UK and international markets. We also expect that, as part of L-3, TRL's products will be of great value to the U.S. defense and homeland security markets."

"As we look forward, there is significant growth potential for TRL in some key areas," said Mr. Lanza. "These include potential upside in SatCom and surveillance products, as well as in ECM to protect against the continued and growing threat of Improvised Explosive Devices (IEDs)."

Throughout this announcement, the approximate U.S. Dollar equivalent of amounts stated in GBP have been calculated using an exchange rate of 1.8821, being the rate prevailing on May 17, 2006, the last practicable date before publication of this document.

Headquartered in New York City, L-3 Communications is a leading provider of Intelligence, Surveillance and Reconnaissance (ISR) systems, secure communications systems, aircraft modernization, training and government services. The company is a leading merchant supplier of a broad array of high technology products, including guidance and navigation, sensors, scanners, fuzes, data links, propulsion systems, simulators, avionics, electro optics, satellite communications, electrical power equipment, encryption, signal intelligence, antennas and microwave components. L-3 also supports a variety of Homeland Security initiatives with products and services. Its customers include the Department of Defense, Department of Homeland Security, selected U.S. Government intelligence agencies and aerospace prime contractors.

To learn more about L-3 Communications, please visit the company's web site at www.L-3Com.com.

IMPORTANT NOTICE

Nothing in this statement should be interpreted to mean that the earnings of L-3 Communications or TRL in the financial year in which the offer is completed, or in any subsequent period, will necessarily be greater than those for the relevant preceding financial period.

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Except for historical information contained herein, the matters set forth in this news release are forward-looking statements. Statements that are predictive in nature, that depend upon or refer to events or conditions or that include words such as "expects," "anticipates," "intends," "plans," "believes," "estimates" and similar expressions are forward-looking statements. The forward-looking statements set forth above involve a number of risks and uncertainties that could cause actual results to differ materially from any such statement, including the risks and uncertainties discussed in the company's Safe Harbor Compliance Statement for Forward-looking Statements included in the company's recent filings, including Forms 10-K and 10-Q, with the Securities and Exchange Commission. The forward-looking statements speak only as of the date made, and the company undertakes no obligation to update these forward-looking statements.