Employment Agreement - Raytheon Co. and Edward S. Pliner


March 8, 2000



Mr. Edward S. Pliner

Dear Edward:

It is my sincere pleasure to extend to you an offer for the position of Vice
President, Controller reporting to me. Pending Raytheon Board of Directors
approval, you will be elected a Vice President of the Raytheon Company. The
offer, subject to the approval of the Management Development and Compensation
Committee of the Board of Directors, has an annual base salary of $325,000 and
consists of the following additional elements:

     .    You will be eligible for the Results Based Incentive Program with a
          targeted incentive of 50% of base salary.

     .    You will be authorized 25,000 shares of Raytheon stock options. These
          options will vest at one-third each year, over 3 years.

     .    You will be eligible to participate in Raytheon's Long Term
          Achievement Program (LTAP) and will be granted stock options
          equivalent to a present value of 50% of your current base salary. See
          attached compensation program description sheet for LTAP explanation.
          Participation in this plan is subject to annual CEO review.

     .    An automobile allowance of $14,000.

     .    Financial planning assistance: $10,000 first year and $7,500
          thereafter.

     .    Eligible for Executive Life insurance of 5X your annual base salary
          including basic life.

     .    Excess liability coverage of $5,000,000.

     .    Deferred compensation eligibility.

     .    First class domestic air travel.

     .    Twenty (20) days per year of Paid Time Off.

With respect to your pension, at the time of your retirement we will provide a
pension equal to at least 40% of the average of the highest five out of the last
ten years cash compensation (base and bonus), offset by social security or any
other pension payments from your previous employers. In our pension
calculations, we will include service from your prior employers.

Please correct PTO to reflect the above stated 20 days.


---------------------------------
Keith Peden  Vice President Human Resources