SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
COHEN PETER A

(Last) (First) (Middle)
C/O L-3 COMMUNICATIONS CORPORATION
600 THIRD AVENUE

(Street)
NEW YORK NY 10016

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/11/2005
3. Issuer Name and Ticker or Trading Symbol
L 3 COMMUNICATIONS HOLDINGS INC [ LLL ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
No securities owned 0 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
/s/ Christopher C. Cambria (Authorized Signatory) 10/14/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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                                                                      EXHIBIT 24


                                 Peter A. Cohen
                                Exhibit to Form 3
                        L-3 Communications Holdings, Inc.
                        ---------------------------------

                                  AUTHORIZATION

         The undersigned hereby appoints Christopher C. Cambria and Michael T.
Strianese, each acting alone, his authorized representative to execute and file
with the Securities and Exchange Commission, in the name and on behalf of the
undersigned, any and all of the following documents pursuant to Section 16(a) of
the Securities Exchange Act of 1934, as amended, and the Rules promulgated
thereunder which relate to the securities of L-3 Communications Holdings, Inc.:
(i) Initial Statement of Beneficial Ownership on Form 3, (ii) Statement of
Changes in Beneficial Ownership on Form 4, and (iii) Annual Statement of Changes
in Beneficial Ownership on Form 5. This Authorization shall take effect as of
the date hereof and shall remain in full force and effect until the earlier of
the tenth anniversary hereof or the revocation of this Authorization by the
undersigned.




              Date: October 14, 2005








                                             By:   /s/ Peter A. Cohen
                                                   ------------------
                                                   Peter A. Cohen