First Amendment

First Amendment to The

by Lockheed Martin
March 15th, 1995


                                                                     EXHIBIT 4-D
 
                            FIRST AMENDMENT TO THE
                      MARTIN MARIETTA ENERGY SYSTEMS, INC.
                   401(k) SAVINGS PLAN FOR SALARIED EMPLOYEES
                   ------------------------------------------


          The Martin Marietta Energy Systems, Inc. 401(k) Savings Plan for
Salaried Employees (the "Plan") is amended as follows:
          
          1.   The Plan is amended by adding a new Article XI to read in its
entirety as follows:

                                  "ARTICLE XI

                          SUSPENSION OF CONTRIBUTIONS
                          ---------------------------

          11.1 Override of Other Plan Provisions.  To the extent that this
               ---------------------------------                          
               Article XI is inconsistent with any other part of the Plan, this
               Article XI shall apply in lieu of such other part.  This override
               shall take precedence over any contrary language in other parts
               of the Plan, such as language providing that a part of the Plan
               shall apply "notwithstanding any contrary provision of the Plan."

          11.2 Suspension of Contributions.
               --------------------------- 

          (a)  With respect to any calendar month described in Section 11.2(b),
               an individual shall not be entitled to have Before Tax
               Contributions or Additional Contributions made to the Trustee on
               his/her behalf.

          (b)  A calendar month shall be considered to be described in this
               Section 11.2(b) with respect to an individual if such individual
               is not entitled to have Basic Deductions or Supplemental
               Deductions made to the Trustee on his/her behalf with respect to
               such calendar month, pursuant to Section 11.4(b) of the Savings
               Plan.  For purposes of this Section 11.2(b), the terms "Basic
               Deductions," "Supplemental Deductions, " and "Trustee," shall
               have the meanings given such terms under the Savings Plan.

          11.3 Interaction with Legal Requirements.
               ----------------------------------- 

          (a)  For purposes of Sections 2.4, 2.6, and 2.13 of the Plan and for
               all purposes under the Code, an individual shall not fail to be
               treated as eligible to benefit under the Plan solely by reason of
               not being entitled

 
               to have Before Tax Contributions or Additional Contributions made
               to the Trustee on his/her behalf, pursuant to Section 11.2(a).

          (b)  Section 11.5(e) of the Savings Plan shall apply for purposes of
               determining whether a distribution under the Plan is an "eligible
               rollover distribution" under the Code.

          11.4 Transfers to Savings Plan.  This Plan shall make any transfer of
               -------------------------                                       
               assets that it would be required to make under the terms of
               Section 11.5(g) of the Savings Plan.  With respect to an
               individual, such transfers shall be made from the following Funds
               within the individual's Tax Deferred Account in the following
               order:  Fixed Income Fund, Equity Investment Fund, Martin
               Marietta Corporation Stock Fund, and Government Bond Fund.  A
               Fund within an individual's Tax Deferred Account shall be reduced
               to zero prior to any reduction of a Fund subsequently listed."

          2.   This Amendment shall be effective as of January 1, 1993 (except
that any provision of this Amendment shall be effective as of such earlier date
or dates as are necessary to carry out the purposes of such provision).

                                       MARTIN MARIETTA ENERGY SYSTEMS, INC.



                                       By: ________________________________