Employment Agreement - Raytheon Co. and Hansel Tookes II

June 11, 2001


Mr. Hansel Tookes II

Dear Hansel:

     Please let this letter confirm our recent conversation in which I informed
you that the Company reaffirms the applicability of the severance/retirement
transition payment contained in your July 6, 1999, employment offer letter. This
provision provides that, if the company involuntarily separates you from
employment without cause, or if you retire on a mutually agreed-upon date before
your normal retirement date of age 62, or if you retire at age 62 or beyond, the
company will pay to you a severance/retirement transition payment of two and
one-half times your annual base salary.

     Please note that this severance/retirement transition payment is in lieu of
any change in control provision in the July 6, 1999 offer letter and the April
7, 2000 retention bonus letter related to the disposition of Raytheon Aircraft
Company.

     If you have any questions, please feel free to contact me.

                                        Best regards,



                                        Keith J. Peden
                                        Senior Vice President, Human Resources