Item 15. Indemnification of Directors and Officers .

Alliant Techsystems Inc.

        Delaware General Corporation Law.     Section 145 of the Delaware General Corporation Law grants a corporation the power to indemnify its officers and directors, under certain circumstances and subject to certain conditions and limitations as stated therein, against expenses, including attorneys' fees, judgments, fines and amounts paid in settlement actually and reasonably incurred by them as a result of threatened, pending or completed actions, suits or proceedings brought against them by reason of the fact that the person is or was an officer or director of the corporation or served at the request of the corporation if they acted in good faith and in a manner they reasonably believed to be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe their conduct was unlawful.

        Bylaws.     Article IX of the By-Laws provides, among other things, that Alliant Techsystems Inc. shall, under certain circumstances and subject to certain conditions and limitations stated therein, indemnify any current or former director, officer, employee or agent thereof for expenses including attorneys' fees, judgments, fines and settlements actually and reasonably incurred by such person for any action, suit or proceeding to which such person is made a party by reason of such person's position with Alliant Techsystems Inc. or while acting as an agent on behalf of Alliant Techsystems Inc. if, in connection with such action, suit or proceeding, such person acted in good faith and in a manner such person reasonably believed to be in or not opposed to the best interests of Alliant Techsystems Inc., and, with respect to any criminal action or proceeding, such person had no reasonable cause to believe such person's conduct was unlawful. Such rights of indemnification are not deemed exclusive of any other right available to the individual under any bylaw, agreement, contract, stockholder vote, disinterested director vote or court order. Alliant Techsystems Inc. may also purchase and maintain directors' and officers' liability insurance and corporate reimbursement policies insuring directors and officers against loss arising from claims made arising out of the performance of their duties. In addition, Alliant Techsystems Inc. has indemnification agreements with each of Alliant Techsystems Inc.'s directors and officers that, among other things, require Alliant Techsystems Inc. to indemnify such individuals to the fullest extent permitted by law.

Alliant Holdings LLC; Alliant Ammunition and Powder Company LLC; Alliant Ammunition Systems Company LLC; Alliant Lake City Small Caliber Ammunition Company LLC; ATK Ordinance and Ground Systems LLC; Alliant Southern Composites Company LLC; ATK Tactic a l Systems Company LLC; ATK Elkton LLC; ATK Missile Systems Company LLC

        Delaware Limited Liability Company Act.     Section 18-108 of the Delaware Limited Liability Company Act permits a limited liability company to indemnify its members, managers or other persons, subject to certain standards and restrictions set forth in its Limited Liability Company Agreement, against all claims and demands whatsoever.

II-1

        Limited Liability Company Agreement.     Each of the company's limited liability company agreement provides, among other things, that the company shall, under certain circumstances and subject to certain conditions and limitations stated therein, indemnify any current or former managers or officers holding the following positions: Chairman, President, Vice President, Secretary or Treasurer thereof for losses, claims, damages, liabilities, expenses including legal fees and expenses, judgments, fines and settlements incurred or suffered by such person for any claim, demand, action, suit or proceeding arising out of or in connection with the business or the operation of the company and by reason of such person's status as a manager or officer of the company if, in connection with such claim, demand, action, suit or proceeding, (1) such person acted in good faith and in a manner such person reasonably believed to be in the best interests of the company, and, with respect to any criminal proceeding, such person had no reasonable cause to believe such person's conduct was unlawful, (2) such person's conduct did not constitute intentional misconduct or a material breach of the terms of the limited liability company agreement and (3) such person's conduct did not involve a transaction from which they derived an improper personal benefit. Any indemnification under Article VIII, Section 8.1 shall be satisfied solely out of the assets of the company. Such rights of indemnification are in addition to any other rights available to the individual under any other agreement, pursuant to any vote of the company's managers, as a matter of law or otherwise. The company may also purchase and maintain insurance covering any potential liability of the managers or officers for any actions or omissions for which indemnification is permitted.

New River Energetics, Inc.; Ammunition Accessories Inc.

        Delaware General Corporation Law.     See the discussion of applicable provisions of the Delaware General Corporation Law above under "—Alliant Techsystems Inc."

        Bylaws.     Each of the company's Bylaws provides that the company shall indemnify its officers and directors under such circumstances and to the extent permitted by the Delaware General Corporation Law as now enacted or hereafter amended. The company's board of directors may authorize the purchase and maintenance of insurance or the execution of individual agreements for the purpose of such indemnification.

Thiokol Technologies International, Inc.

        Delaware General Corporation Law.     See the discussion of applicable provisions of the Delaware General Corporation Law above under "—Alliant Techsystems Inc."

        Certificate of Incorporation.     Article 9 of the Certificate of Incorporation of Thiokol Technologies International provides, among other things, that Thiokol Technologies International shall, under certain circumstances and subject to certain conditions and limitations stated therein, indemnify any current or former officer or director, for loss, liability, expenses including attorneys' fees, judgments, fines including excise taxes assessed with respect to an employee benefit plan, and settlements actually and reasonably incurred by such person for any action, suit or proceeding to which such person is made a party by reason of such person's position with Thiokol Technologies International or while acting as an agent on behalf of Thiokol Technologies International if, in connection with such action, suit or proceeding, such person acted in good faith and in a manner such person reasonably believed to be in or not opposed to the best interest of Thiokol Technologies International and, with respect to any criminal action or proceeding, such person had no reasonable cause to believe that his conduct was unlawful. Such rights of indemnification are not deemed exclusive of any other right available to the individual under any Bylaw, agreement, vote of stockholders or of disinterested directors or otherwise. Thiokol Technologies International may purchase and maintain insurance on behalf of an officer or director against any liability asserted against such person and incurred by such person in his capacity as officer or director, or arising out of such person's status as officer or director, whether or not Thiokol

II-2

Technologies International would have the power to indemnify against such liability under Article 9 of the Certificate of Incorporation.

        Bylaws.     Article VIII of the Bylaws of Thiokol Technologies International provides that Thiokol Technologies International shall indemnify its officers and directors under such circumstances and to such extent as permitted by the Delaware General Corporation Law. Thiokol Technologies International's board of directors may authorize the purchase and maintenance of insurance for the purpose of such indemnification. The board of directors may also authorize the execution of individual indemnification agreements with such directors and officers.

Alliant International Holdings Inc.; Federal Cartridge Company

        Minnesota Business Corporation Act.     Section 302A.521 of the Minnesota Business Corporation Act provides that a corporation shall indemnify any person made or threatened to be made a party to a proceeding by reason of the former or present official capacity of such person, under certain circumstances and subject to certain conditions and limitations as stated therein and set forth in the articles of incorporation or bylaws of such corporation, against judgments, penalties, fines (including, without limitation, excise taxes assessed against such person with respect to any employee benefit plan), settlements and reasonable expenses, including attorneys' fees and disbursements incurred by such person in connection with the proceeding, if, with respect to the acts or omissions of such person complained of in the proceeding, such person:

•

has not been indemnified therefor by another organization or employee benefit plan,



•

acted in good faith,



•

received no improper personal benefit and, in the case of a conflict of interest and any requirements relating to directors' conflicts of interest as set forth under the Minnesota Statutes Section 302A.255, as applicable, have been satisfied,



•

in the case of a criminal proceeding, had no reasonable cause to believe the conduct was unlawful, and



•

reasonably believed that the conduct was in the best interests of the corporation or reasonably believed that the conduct was not opposed to the best interests of the corporation.

        Bylaws.     Each of the company's Bylaws provides that the company shall indemnify its officers and directors under such circumstances and to the extent permitted by the Minnesota Business Corporation Act as now enacted or hereafter amended. The company's board of directors may authorize the purchase and maintenance of insurance or the execution of individual agreements for the purpose of such indemnification. Unless otherwise approved by the board of directors, the company shall not indemnify any of its employees who are not otherwise entitled to indemnification pursuant to the Bylaws.

ATK International Sales Inc.

        Delaware General Corporation Law.     See the discussion of applicable provisions of the Delaware General Corporation Law above under "—Alliant Techsystems Inc."

        Certificate of Incorporation.     Article 6 of ATK International Sales Inc.'s Certificate of Incorporation eliminates the personal liability of the corporation's directors to the fullest extent permitted by law and provides that the corporation is authorized to indemnify and advance expenses to its officer and directors to the fullest extent permitted by law. The Certificate of Incorporation further provides that neither the amendment, modification or repeal of Article 6 nor the adoption of any inconsistent provision in a Certificate of Incorporation shall adversely affect the right or protection of

II-3

an officer or director of the corporation regarding any act or omission that occurred prior to the time of such amendment, modification, repeal or adoption.

        Bylaws.     Article VIII of the Bylaws of ATK International Sales provides that ATK International Sales shall indemnify its officers and directors under such circumstances and to the extent permitted by the Delaware General Corporation Law as now exacted or hereafter amended. ATK International Sales' board of directors may authorize the purchase and maintenance of insurance or the execution of individual agreements for the purpose of such indemnification.

ATK Commercial Ammunition Company Inc.

        Delaware General Corporation Law.     See the discussion of applicable provisions of the Delaware General Corporation Law above under "—Alliant Techsystems Inc."

        Certificate of Incorporation.     Article 6 of the Certificate of Incorporation of ATK Commercial Ammunition Company eliminates the personal liability of the corporation's directors to the fullest extent permitted by law and provides that the corporation is authorized to indemnify and advance expenses to its officer and directors to the fullest extent permitted by law and that neither the amendment, modification or repeal of this Article 6 nor the adoption of any inconsistent provision in a Certificate of Incorporation shall adversely affect the right or protection of an officer or director of the corporation regarding any act or omission that occurred prior to the time of such amendment, modification, repeal or adoption.

        Bylaws.     Article 6 of the Bylaws of ATK Commercial Ammunition Company provides that ATK Commercial Ammunition Company shall, to the fullest extent permitted by law, indemnify its former and current and former officers and directors made a party to or threatened to be made party to an action or proceeding by reason that the person served as an officer or director of ATK Commercial Ammunition Company or at the request of ATK Commercial Ammunition Company, against all expenses including attorneys' fees, judgments, fines, settlement amounts actually and reasonably incurred in connection with the proceeding. The board of directors may authorize the purchase and maintenance of insurance and the execution of individual agreements for the purpose of such indemnification. This right to indemnification is not exclusive of any other indemnification right to which a person is entitled under an agreement, a stockholder vote, a disinterested director vote, an insurance policy or otherwise.

ATK Thiokol Inc.

        Delaware General Corporation Law.     See the discussion of applicable provisions of the Delaware General Corporation Law above under "—Alliant Techsystems Inc."

        Certificate of Incorporation.     Article 5 of the Certificate of Incorporation provides, except in certain circumstances, that a director of the company shall not be personally liable to the company or the stockholders for monetary damages for breach of fiduciary duty as a director and that current and former officers and directors who were, are or are threatened to be made a party to any action by reason of having served as an officer or director or at the request of the company shall be indemnified to the fullest extent permitted under the Delaware General Corporation Law. The Certificate of Incorporation also provides that the right to indemnification granted therein is not exclusive of any other right granted by statute, another provision of the certificate of incorporation, bylaw, agreement stockholder vote, disinterested director vote or otherwise. The company may maintain insurance to protect itself and any director, officer, employee or agent against any liability or loss whether or not the company would have the power to indemnify such person under the Delaware General Corporation Law.

II-4

        Bylaws.     The Bylaws provide that the company shall indemnify its officers and directors under such circumstances and to the extent permitted by the Delaware General Corporation Law as now enacted or hereafter amended. The company's board of directors may authorize the purchase and maintenance of insurance or the execution of individual agreements for the purpose of such indemnification.

Composite Optics, Incorporated

        California General Corporation Law.     Section 317 of the California General Law permits a corporation, subject to certain limitations and except as otherwise provided in the company's certificate of incorporation, bylaws, shareholder resolution or other agreement, to indemnify any person who was or is a director, officer, employee or other agent of the corporation, or who is or was serving at the request of the corporation as a director, officer, employee or agent of another foreign or domestic corporation, partnership, joint venture, trust or other enterprise, or who was a director, officer, employee or agent of a foreign or domestic corporation that was a predecessor corporation of the corporation or of another enterprise at the request of the predecessor corporation, (other than an action by or in right of the corporation), against expenses (including attorneys' fees), judgements, fines, settlements and other amounts actually and reasonably incurred by such person in connection with any threatened, pending or completed action or proceeding, whether civil, criminal, administrative or investigative. To be indemnified, such person must have acted (i) in good faith and (ii) in a manner that he or she reasonably believed to be in the best interests of the corporation; and, in the case of a criminal proceeding, such person must have acted without reasonable cause to believe that his or her conduct was unlawful.

        In respect of any action by or in right of the corporation, a corporation may indemnify any person who was or is an agent of the corporation against expenses actually and reasonably incurred by such person in connection with the defense or settlement of the action if he or she acted (i) in good faith and (ii) in a manner he or she believed to be in the best interests of the corporation and its shareholders.

        A corporation has the power to purchase and maintain liability insurance on behalf of any officer, director, employee or other agent of the corporation whether or not the corporation would have the power to indemnify that person against liability under section 317 of the California General Corporation Law.

        Certificate of Incorporation.     Article IV of the Certificate of Incorporation of Composite Optics, Incorporated provides that the directors' liability for monetary damages shall be eliminated to the fullest extent permissible under California law and that the corporation is authorized to provide indemnification of agents, as this term is defined in Section 317 of the Corporation Code, through bylaw provisions, agreements with agents, a vote by the shareholders or by disinterested directors, or otherwise, to the fullest extent permissible under California law.

GASL, Inc.

        New York Business Corporation Law.     Section 722(a) of the New York Business Corporation Law provides that a corporation may indemnify any officer or director, made or threatened to be made, a party to an action or proceeding other than one by or in the right of the corporation, including an action by or on the right of any other corporation or other enterprise, which any director or officer of the corporation served in any capacity at the request of the corporation, because he was a director or officer of the corporation, or served such other corporation or other enterprise in any capacity, against judgments, fines, amounts paid in settlement and reasonable expenses, including attorneys' fees actually and necessarily incurred as a result of such action or proceeding, or any appeal therein, if such director or officer acted, in good faith, for a purpose which he reasonably believed to be in, or in the case of

II-5

service for any other corporation or other enterprise, not opposed to, the best interests of the corporation and, in criminal actions or proceedings, in addition, had no reasonable cause to believe that his conduct was unlawful.

        Section 722(c) of the New York Business Corporation Law provides that a corporation may indemnify any officer or director made, or threatened to be made, a party to an action by or in the right of the corporation by reason of the fact that he is or was a director or officer of the corporation, or is or was serving at the request of the corporation as a director or officer of any other corporation of any type or kind, or other enterprise, against amounts paid in settlement and reasonable expenses, including attorneys' fees actually and necessarily incurred by him in connection with the defense or settlement of such action, or in connection with an appeal therein, if such director or officer acted, in good faith, for a purpose which he reasonably believed to be in, or, in the case of service for another corporation or other enterprise, not opposed to, the best interests of the corporation. The corporation may not, however, indemnify any officer or director pursuant to Section 722(c) in respect of (1) a threatened action, or a pending action which is settled or otherwise disposed of, or (2) any claim, issue or matter as to which such person shall have been adjudged to be liable to the corporation, unless and only to the extent that the court in which the action was brought or, if no action was brought, any court of competent jurisdiction, determines upon application, that the person is fairly and reasonably entitled to indemnity for such portion of the settlement and expenses as the court deems proper.

        Section 723 of the New York Business Corporation Law provides that an officer or director who has been successful on the merits or otherwise in the defense of a civil or criminal action of the character set forth in Section 722 is entitled to indemnification as permitted in such section. Section 724 of the New York Business Corporation Law permits a court to award the indemnification required by Section 722.

        Certificate of Incorporation.     Article 6 of GASL, Inc.'s Certificate of Incorporation provides that no director of the corporation is personally liable to the corporation or its shareholders for damages for any breach of duty in such capacity, except that the director's liability is not limited if a judgment or final adjudication establishes that the director's acts or omissions were in bad faith or involved intentional misconduct or a knowing violation of law to which the director was not legally entitled or that the director's acts violated Section 719 of the New York Business Corporation Law. Article 7 of GASL, Inc.'s Certificate of Incorporation allows the corporation to indemnify all directors and officers to the fullest extent permitted by the New York Business Corporation Law.

        Bylaws.     Article VIII of the Bylaws of GASL provides that GASL shall indemnify its officers and directors under such circumstances and to the extent permitted by the Minnesota Business Corporation Law as now enacted or hereafter amended. GASL's board of directors may authorize the purchase and maintenance of insurance or the execution of individual agreements for the purpose of such indemnification. Unless otherwise approved by the board of directors, GASL shall not indemnify any of its employees who are not otherwise entitled to indemnification pursuant to the Bylaws.

Micro Craft Inc.

        Tennessee Business Corporation Act.     Under Section 48-18-502 of the Tennessee Business Corporation Act, a corporation may indemnify a present or former director if he or she conducted himself or herself in good faith and reasonably believed, in the case of conduct in his or her official capacity, that his or her conduct was in the corporation's best interests. In all other cases, the director must have believed that his or her conduct was at least not opposed to the corporation's best interests. In the case of any criminal proceeding, the director must have had no reasonable cause to believe his or her conduct was unlawful. A corporation may not indemnify a director in connection with a proceeding by or in the right of the corporation in which the director was adjudged liable to the corporation or, in connection with any other proceeding, whether or not involving action in his or her

II-6

official capacity, in which he or she was adjudged liable on the basis that personal benefit was improperly received by him or her.

        Bylaws.     Article VIII of the Bylaws of Micro Craft provides that Micro Craft shall indemnify its officers and directors under such circumstances and to the extent permitted by the Minnesota Business Corporation Act as now enacted or hereafter amended. Micro Craft's board of directors may authorize the purchase and maintenance of insurance or the execution of individual agreements for the purpose of such indemnification. Unless otherwise approved by the board of directors, Micro Craft shall not indemnify any of its employees who are not otherwise entitled to indemnification pursuant to the Bylaws.

Mission Research Corporation

        California General Corporation Law.     See the discussion of applicable provisions of the California General Corporation Law above under "—Composite Optics, Incorporated."

        Certificate of Incorporation.     Article Fifth of Mission Research Corporation's Amended and Restated Articles of Incorporation states that for any breach of directors' duties, the liabilities of the directors of the corporation will be eliminated to the fullest extent permissible under California law. Article Sixth of Mission Research Corporation's Amended and Restated Articles of Incorporation states that corporate agents shall be indemnified against claims or proceedings arising in connection with such person being an agent of Mission Research Corporation to the fullest extent permissible under California law.