SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 25, 2011
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
The information included in Item 2.03 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01.
On October 25, 2011, Exelis Inc. (the Company), as borrower, entered into a Four-Year Competitive Advance and Revolving Credit Facility Agreement (the 2011 Credit Agreement), a senior unsecured revolving credit facility, in an aggregate principal amount of up to $600,000,000, effective as of October 28, 2011, with a syndicate of lenders arranged by J.P. Morgan Securities LLC, Citigroup Global Markets Inc., RBS Securities Inc. and Wells Fargo Securities LLC, as Lead Arrangers and Joint Bookrunners, JPMorgan Chase Bank, N.A., as Administrative Agent, and Citibank, N.A., as Syndication Agent, and Barclays Bank Plc, Société Générale, The Royal Bank of Scotland Plc, U.S. Bank National Association, The Bank of Tokyo-Mitsubishi Ufj, Ltd. and Wells Fargo Bank, N.A., as Documentation Agents. The 2011 Credit Agreement provides for increases of up to $200,000,000 for a possible maximum total of $800,000,000 in aggregate principal amount at the request of the Company and with the consent of the institutions providing such increased commitments. The facility made available by the 2011 Credit Agreement will be for working capital and other general corporate purposes (including, without limitation, commercial paper backup). On October 28, 2011, the Company had borrowings of $240 million under the 2011 Credit Agreement.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.