Washington, D.C. 20594
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Raytheon Company
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
755111309
(CUSIP Number)
July 24, 2000
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Capital Group International, Inc.
95-4154357
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) (a)
(b)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
California
5 SOLE VOTING POWER
9,586,450
6 SHARED VOTING POWER
NUMBER OF
SHARES
NONE
BENEFICIALL
Y OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
REPORTING
10,088,850
PERSON WITH
8 SHARED DISPOSITIVE POWER
NONE
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,088,850 Beneficial ownership disclaimed pursuant to Rule 13d-4
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.0%
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Capital International Limited
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) (a)
(b)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
5 SOLE VOTING POWER
6,052,650
6 SHARED VOTING POWER
NUMBER OF
SHARES
NONE
BENEFICIALL
Y OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
REPORTING
6,052,650
PERSON WITH
8 SHARED DISPOSITIVE POWER
NONE
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,052,650 Beneficial ownership disclaimed pursuant to Rule 13d-4
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.0%
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Schedule 13G
Under the Securities Exchange Act of 1934
Amendment No.
Item 1(a) Name of Issuer:
Raytheon Company
Item 1(b) Address of Issuer's Principal Executive Offices:
141 Spring Street
Lexington, MA 02421
Item 2(a) Name of Person Filing:
Capital Group International, Inc., Capital International
Limited
Item 2(b) Address of Principal Business Office or, if none,
Residence:
11100 Santa Monica Blvd.
Los Angeles, CA 90025
Item 2(c) Citizenship: N/A
Item 2(d) Title of Class of Securities:
Class A Common Stock
Item 2(e) CUSIP Number:
755111309
Item 3 If this statement is filed pursuant to Secs. 240.13d-1(b) or
240.13d-2(b) or (c), check
whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the
Act (15 U.S.C. 78o).
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15
U.S.C. 78o).
(c) [ ] Insurance company as defined in section 3(a)(19) of
the Act (15 U.S.C. 78c).
(d) [ ] Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) [ ] Investment Adviser registered under Section 203 of
the Investment Advisers Act of 1940.
(g) [ ] Parent Holding Company in accordance with Section
240.13d-1(b)(1)(ii)(G).
(h) [ ] A savings associations as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813).
(i) [ ] A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3).
(j) [ ] Group, in accordance with Sec. 240.13d-
1(b)(1)(ii)(J).
Item 4 Ownership
Provide the following information regarding the aggregate
number and percentage of the class of securities of the issuer
identified in Item 1.
CUSIP: 755111309 Page 4 of 7
See pages 2 and 3.
(a) Amount beneficially owned:
(b) Percent of class:
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
(ii) Shared power to vote or to direct the vote
(iii)Sole power to dispose or to direct the disposition of
(iv) Shared power to dispose or to direct the disposition of
Capital Group International, Inc. is the parent holding company
of a group of investment management companies that hold
investment power and, in some cases, voting power over the
securities reported in this Schedule 13G. The investment
management companies, which include a "bank" as defined in
Section 3(a)6 of the Securities Exchange Act of 1934 (the
"Act") and several investment advisers registered under Section
203 of the Investment Advisers Act of 1940, provide investment
advisory and management services for their respective clients
which include registered investment companies and institutional
accounts. Capital Group International, Inc. does not have
investment power or voting power over any of the securities
reported herein; however, Capital Group International, Inc. may
be deemed to "beneficially own" such securities by virtue of
Rule 13d-3 under the Act.
Capital International Limited is deemed to be the beneficial
owner of 6,052,650 shares or 6.0% of the 100,805,000 shares of
Class A Common Stock believed to be outstanding as a result of
its serving as the investment manager of various institutional
accounts.
Item 5 Ownership of 5% or Less of a Class: [ ]
Item 6 Ownership of More than 5% on Behalf of Another Person: N/A
Item 7 Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company or Control Person
The following subsidiaries of Capital Group International, Inc.
hold securities being reported herein:
1. Capital Guardian Trust Company
2. Capital International Limited
3. Capital International S.A.
4. Capital International Research and Management, Inc. dba
Capital International, Inc.
Item 8 Identification and Classification of Members of the Group:
N/A
Item 9 Notice of Dissolution of the Group: N/A
CUSIP: 755111309 Page 5 of 7
Item 10 Certification
By signing below, I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired are not not held in connection
with or as a participant in any transaction having that purpose
of effect.
Signature
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Date: August 15, 2000
Signature: *David I. Fisher
Name/Title: David I. Fisher, Chairman
Capital Group International, Inc.
Date: August 15, 2000
Signature: *David I. Fisher
Name/Title: David I. Fisher, Vice Chairman
Capital International Limited
*By /s/ Michael J. Downer
Michael J. Downer
Attorney-in-fact
Signed pursuant to a Power of Attorney dated January 29,
1999 included as an Exhibit to Schedule 13G filed with
the Securities and Exchange Commission by Capital Group
International, Inc. on February 10, 2000 with respect to
Acclaim Entertainment, Inc.
CUSIP: 755111309 Page 6 of 7
AGREEMENT
Los Angeles, CA
August 15, 2000
Capital Group International, Inc. ("CGII") and Capital International
Limited ("CIL") hereby agree to file a joint statement on Schedule 13G
under the Securities Exchange Act of 1934 (the "Act") in connection
with their beneficial ownership of Common Stock issued by American
Retirement Corp.
CGII and CIL state that they are each entitled to individually use
Schedule 13G pursuant to Rule 13d-1(k) of the Act.
CGII and CIL are each responsible for the timely filing of the
statement and any amendments thereto, and for the completeness and
accuracy of the information concerning each of them contained therein
but are not responsible for the completeness or accuracy of the
information concerning the others.
CAPITAL GROUP INTERNATIONAL, INC.
BY: *David I. Fisher
David I. Fisher, Chairman
Capital Group International,
Inc.
CAPITAL INTERNATIONAL LIMITED
BY: *David I. Fisher
David I. Fisher, Vice Chairman
Capital International Limited
*By /s/ Michael J. Downer
Michael J. Downer
Attorney-in-fact
Signed pursuant to a Power of Attorney dated January 29, 1999
included as an Exhibit to Schedule 13G filed with the Securities
and Exchange Commission by Capital Group International, Inc. on
February 10, 2000 with respect to Acclaim Entertainment, Inc.