Israel-based BVR Systems is engaged in the area of development and production of training, simulation and debriefing systems for air, sea and ground forces.

Israel-based Elbit Systems is a defense electronics company engaged in a range of defense-related programs.

The company, which includes Elbit Systems and its subsidiaries, operates in the areas of aerospace, land and naval systems, command, control, communications, computers, intelligence surveillance and reconnaissance, unmanned air vehicle systems, advanced electro-optics, electro-optic space systems, EW suites, airborne warning systems, ELINT systems, data links and military communications systems and radios.

The company also focuses on the upgrading of existing military platforms and developing new technologies for defense, homeland security and commercial aviation applications.

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Announcement (July 20, 2009):

BVR has signed an agreement to sell all of its assets to Elbit for $34 million in cash.

Additionally, the amount payable at closing will be reduced by a further $1.5 million, which will be held in escrow for a period of 120 days, and BVR will be entitled to receive up to the amount held in escrow.

As part of the transaction, BVR has provided certain representations and warranties to Elbit for a period of eighteen months from the closing and has undertaken to guarantee its indemnification obligations in connection with the representations and warranties, by pledging a cash deposit of $1.5 million in favor of Elbit. The transaction will also include the re-employment of BVR's employees by Elbit.

Deal Value (US$ Million) 34
Deal Type                Acquisition
Sub-Category             Asset Purchase
Deal Status              Completed: 2009-11-19

Deal Participants

Target (Company)   BVR Systems (1998), Ltd. - Assets
Acquirer (Company) Elbit Systems, Ltd.
Vendor (Company)   BVR Systems (1998), Ltd.

Expected next dividend:
Dividend Announcement Date: 11/18/2009
Dividend Record Date: 12/1/2009
Dividend Pay Date: 12/14/2009
Dividend Amount: 0.36

(Logo: http://www.newscom.com/cgi-bin/prnh/20080408/300441 )

Revenues increased by 9.1% to $732.5 million in the third quarter of 2009, as compared to $671.2 million in the third quarter of 2008. The Company's revenues in the Electro-optics area of operations increased in the third quarter of 2009 compared with that of the third quarter of 2008, mainly as a result of increased sales of night vision equipment.

Gross profit increased by 8.9% to $217.3 million (29.7% of revenues) in the third quarter of 2009, as compared with gross profit of $199.5 million (29.7% of revenues) in the third quarter of 2008.

Net research and development ("R&D") expenses were $56 million (7.6% of revenues) in the third quarter of 2009, as compared to $45 million (6.7% of revenues) in the third quarter of 2008. The higher level of R&D expenses in the third quarter of 2009 reflected increased efforts on development and adaptations of products and systems to market requirements.

Marketing and selling expenses were $67.1 million (9.2% of revenues) in the third quarter of 2009, as compared to $50.3 million (7.5% of revenues) in the third quarter of 2008. The increased level of marketing and selling expenses in the quarter reflected enhanced efforts by the Company in pursuit of a wide range of business opportunities in various markets.

General and administrative ("G&A") expenses were $28.5 million (3.9% of revenues) in the third quarter of 2009, as compared to $25.8 million (3.9% of revenues) in the third quarter of 2008.

Net financial expenses were $0.6 million in the third quarter of 2009, as compared to $16.1 million in the third quarter of 2008. The decrease in 2009 was affected by the Company's hedging activity, which reduced the Company's exposure to changes in the value of U.S. Dollar versus the Israeli Shekel, as well as by decreased interest rates in the market. Since our reporting currency is the U.S. Dollar, the weakening of the U.S, Dollar against the Israeli Shekel negatively impacted the Company's gross and operating income; however, it also increased the value of the Company's currency hedge derivatives in Israeli Shekels. Net financial expenses in the third quarter of 2008 included the impact of a write-off related to Auction Rate Securities ("ARS") in the amount of approximately $6 million.

Taxes on income were $11.4 million (effective tax rate of 17.6%) in the third quarter of 2009, as compared to taxes on income of $16.4 million (effective tax rate of 26.3%) in the third quarter of 2008. The change in the effective tax rate was attributable mainly to the mix of the tax rates in the various tax jurisdictions in which the Company's entities generate taxable income.

Equity in net earnings of affiliated companies and partnership increased in the third quarter of 2009 to $6.2 million (0.8% of revenues), as compared to $2.1 million (0.3% of revenues) in the third quarter of 2008. This was a result of both growth in revenues and operational improvements in those entities.

Net income attributable to non-controlling interests was $1.4 million in the third quarter of 2009, as compared to $12.4 million in the third quarter of 2008. The decrease in net income attributable to non-controlling interests was mainly a result of the Company's purchase during the second quarter of 2009 of the remaining 49% of Kinetics Ltd.'s shares, making Kinetics a wholly-owned subsidiary.

Net income attributable to the Company's ordinary shareholders increased in the third quarter of 2009 by 63.7% to $58.3 million (8.0% of revenues), as compared with $35.6 million (5.3% of revenues) in the third quarter of 2008.

It should also be noted that according to ASC 810-10 "Consolidation", which is applicable to the Company's results starting from January 1, 2009, consolidated net income attributable to the Company's ordinary shareholders is calculated after eliminating net income or loss attributable to non-controlling interests.

Diluted net earnings per share attributable to the Company's ordinary shareholders were $1.35 for the third quarter of 2009, as compared with $0.83 for the third quarter of 2008, an increase of 62.7%.

The Company's backlog of orders totaled $5,008 million as of September 30, 2009, as compared with $5,030 million as of December 31, 2008. Approximately 66% of the current backlog is due to orders from outside Israel. Approximately 57% of the current backlog is scheduled to be performed during the remainder of 2009 and during 2010.

Operating cash flow was $127 million in the nine months ended September 30, 2009, as compared to $112.9 million in the nine months ended September 30, 2008.

Management Comment:

"Our quarterly results reflect continued growth in sales and revenues," commented Joseph Ackerman, President and CEO of Elbit Systems. "We continued our strategic process of enhancing our R&D activities, in order to bring to market a broad range of mature and operationally ready products and systems. This was in response to market demand for mature products and systems allowing for rapid deployment. We are seeing the fruits of our previous investments, which are strengthening our competitive position in our areas of activities."

Mr. Ackerman continued, "We see emerging opportunities in existing and new markets. We have increased our sales and marketing efforts to capitalize on these opportunities through the realization of business and operational synergies among the companies we have acquired in recent years both in Israel and internationally. We believe these efforts will help us maintain our continued growth and technological leadership while achieving improved profitability in the years ahead."

Dividend:

The Board of Directors declared a dividend of $0.36 per share for the third quarter of 2009. The dividend's record date is December 1, 2009, and the dividend will be paid on December 14, 2009, net of taxes and levies, at the rate of 16.03%.

Conference Call

The Company will host a conference call today, Wednesday, November 18, 2009, at 9:00am EST. On the call, management will review and discuss the Company's third quarter 2009 results and will be available to answer questions.

To participate, please call one of the teleconferencing numbers that follow. Please begin placing your call at least 10 minutes before the conference call commences. If you are unable to connect using the toll-free numbers, please try the international dial-in number.

                       US Dial-in Numbers: 1-888-407-2553
                        UK Dial-in Number: 0-800-917-9141
                       ISRAEL Dial-in Number: 03-918-0609
                  INTERNATIONAL Dial-in Number: +972-3-918-0609

          at: 9:00am Eastern Time; 6:00am Pacific Time; 2:00pm UK Time;
                             4:00pm Israel Time

This call will also be broadcast live on the Company's web-site at http://www.elbitsystems.com. An online replay will be available from 24 hours after the call ends.

Alternatively, for two days following the call, investors will be able to dial a replay number to listen to the call. The dial-in numbers are:

            1-888-326-9310 (US) or +972-3-925-5900 (Israel and
                           International).

About Elbit Systems

Elbit Systems Ltd. is an international defense electronics company engaged in a wide range of defense-related programs throughout the world. The Company, which includes Elbit Systems and its subsidiaries, operates in the areas of aerospace, land and naval systems, command, control, communications, computers, intelligence surveillance and reconnaissance ("C4ISR"), unmanned air vehicle (UAV) systems, advanced electro-optics, electro-optic space systems, EW suites, airborne warning systems, ELINT systems, data links and military communications systems and radios. The Company also focuses on the upgrading of existing military platforms and the development of new technologies for defense, homeland security and commercial aviation applications.

    ----------------------
    Attachments:
    Consolidated balance sheet
    Consolidated statements of income
    Condense consolidated statements of cash flow

Consolidated revenue distribution by areas of operation and by geographical regions

----------------------

This press release contains forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended) regarding Elbit Systems Ltd., and/or its subsidiaries (collectively the "Company"), to the extent such statements do not relate to historical or current fact. Forward looking statements are based on management's expectations, estimates, projections and assumptions. Forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. These statements are not guarantees of future performance and involve certain risks and uncertainties, the outcome of which is difficult to predict. Therefore, actual future results, performance and trends may differ materially from these forward-looking statements due to a variety of factors, including, without limitation: scope and length of customer contracts; governmental regulations and approvals; changes in governmental budgeting priorities; general market, political and economic conditions in the countries in which the Company operates or sells, including Israel and the United States among others; differences in anticipated and actual program performance, including the ability to perform under long-term fixed-price contracts; and the outcome of legal and/or regulatory proceedings. The factors listed above are not all-inclusive, and further information is contained in Elbit Systems Ltd.'s latest annual report on Form 20-F, which is on file with the U.S. Securities and Exchange Commission. All Forward-looking statements speak only as of the date of this release. The Company does not undertake to update its forward-looking statements.

    (FINANCIAL TABLES TO FOLLOW)

                               ELBIT SYSTEMS LTD.
                           CONSOLIDATED BALANCE SHEETS
                          (In thousands of US Dollars)

                                                    September 30  December 31
                                                         2009        2008
                                                      Unaudited     Audited
    Assets

    Current assets:
    Cash and cash equivalents                           154,529     204,670
    Short term bank deposits                            101,099      69,642
    Available for sale marketable securities             26,464       3,731
    Trade receivables, net                              559,373     477,010
    Other receivables and pre-paid expenses             170,900     203,990
    Inventories, net of advances                        600,509     644,107
    Total current assets                              1,612,874   1,603,150

    Investment in affiliated companies and a
    partnership                                          84,486      62,300
    Long-term deposits and marketable securities         38,628      34,355
    Long-term receivables                                 5,699       6,390
    Deferred income taxes                                 8,558       9,201
    Severance pay fund                                  268,232     236,928
                                                        405,603     349,174

    Property and equipment, net                         398,018     384,086
    Goodwill and other intangible assets, net           580,700     594,283
    Total assets                                      2,997,195   2,930,693

    Liabilities and Shareholders' Equity

    Short-term bank credit and loans                        833      15,413
    Trade payables                                      286,287     340,315
    Other payables and accrued expenses                 528,272     468,224
    Advances from customers, net                        381,444     489,192
                                                      1,196,836   1,313,144

    Long-term loans                                     429,203     269,760
    Accrued termination liability                       351,487     332,236
    Deferred income taxes                                67,593      70,068
    Advances from customers                             108,296     115,470
    Other long-term liabilities                          35,058      29,707
                                                        991,637     817,241

    Elbit Systems Ltd.'s shareholders' equity           787,559     723,833
    Non-controlling interests(*)                         21,163      76,475
    Total shareholders' equity                          808,722     800,308
    Total liabilities and shareholders' equity        2,997,195   2,930,693

(*) The Company has adopted ASC 810-10 "Consolidation," as of January 1, 2009. Pursuant to ASC 810-10, net income attributable to non-controlling interests is presented in the statement of income as part of consolidated net income and then shown on a separate line item as a reduction to arrive at net income attributable to Elbit Systems Ltd., which is the equivalent of "net income" presented in previous statements of income. Cumulative net income attributable to non-controlling interests is presented on the balance sheets as part of total shareholders' equity and is shown on a separate line item. Total shareholders equity, net of the cumulative net income attributable to non-controling interests, represents the shareholders' equity attributable to the company's ordinary shareholders equity, which is the equivalent of "shareholders equity" presented in previous balance sheets.

                               ELBIT SYSTEMS LTD.
                        CONSOLIDATED STATEMENTS OF INCOME
     (In thousands of US Dollars, except for share and per share amounts)

                                 Nine Months Ended   Three Months     Year
                                                        Ended        Ended
                                   September 30      September 30 December 31
                                  2009      2008    2009     2008     2008
                                             Unaudited              Audited

    Revenues                 2,117,741 1,940,417 732,520  671,187 2,638,271
    Cost of revenues         1,480,302 1,374,326 515,219  471,691 1,870,830
    Gross profit               637,439   566,091 217,301  199,496   767,441

    Operating expenses:
    Research and
     development, net          154,910   121,109  56,022   44,985   184,984

    Marketing and selling      191,561   156,395  67,096   50,336   198,274
    General and
     administrative             86,805   101,766  28,519   25,842   134,182
    Acquired IPR&D                   -         -       -        -     1,000
    Total operating expenses   433,276   379,270 151,637  121,163   518,440

    Operating income           204,163   186,821  65,664   78,333   249,001

    Financial expenses, net     (8,165)  (33,056)   (564) (16,083)  (36,815)
    Other income
     (expenses),net               (868)    4,230    (222)      17    94,294

    Income before
     taxes on income           195,130   157,995  64,878   62,267   306,480

    Taxes on income             37,696    28,089  11,448   16,405    54,367
                               157,434   129,906  53,430   45,862   252,113

    Equity in net earnings
     of affiliated companies
     and partnership            14,395     8,071   6,202    2,125    14,435
    Consolidated net income    171,829   137,977  59,632   47,987   266,548

    Less: net income
     attributable to
     non-controlling
     interests(*)              (10,598)  (39,073) (1,377) (12,391)  (62,372)
    Net income attributable
     to Elbit Systems Ltd.     161,231    98,904  58,255   35,596   204,176

    Earnings per share
     attributable to
     Elbit Systems Ltd.'s
     ordinary shareholders:
    Basic net earnings
     per share                    3.82      2.35    1.37     0.85      4.85
    Diluted net earnings
     per share                    3.76      2.31    1.35     0.83      4.78
    Weighted average number
     of shares used in
     computation of basic
     earnings per share         42,241    42,073  42,426   42,078    42,075
    Weighted average number
     of shares used in
     computation of diluted
     earnings per share         42,897    42,852  43,233   42,813    42,758

(*) The Company has adopted ASC 810-10 "Consolidation," as of January 1, 2009. Pursuant to ASC 810-10, net income attributable to non-controlling interests is presented in the statement of income as part of consolidated net income and then shown on a separate line item as a reduction to arrive at net income attributable to Elbit Systems Ltd., which is the equivalent of "net income" presented in previous statements of income. Cumulative net income attributable to non-controlling interests is presented on the balance sheets as part of total shareholders' equity and is shown on a separate line item. Total shareholders equity, net of the cumulative net income attributable to non-controling interests, represents the shareholders' equity attributable to the company's ordinary shareholders equity, which is the equivalent of "shareholders equity" presented in previous balance sheets.

                               ELBIT SYSTEMS LTD.
                      CONSOLIDATED STATEMENTS OF CASH FLOW
                          (In thousands of US Dollars)

                                               Nine Months Ended  Year Ended
                                                 September 30,   December 31,
                                              2009          2008     2008
                                                   Unaudited       Audited
    CASH FLOWS FROM OPERATING ACTIVITIES
    Net income                              161,231        98,904   204,176
    Adjustments to reconcile net income to
     net cash provided by operating
     activities:
    Depreciation and amortization            93,189        95,256   129,437
    Write-off impairment                          -             -    10,514
    Acquired IPR&D                                -             -     1,000
    Other-than-temporary impairment of            -         8,236    17,885
     available for sale marketable
     securities
    Stock based compensation                  3,839         3,766     5,067
    Deferred income taxes and reserve        (4,824)       (5,715)   (8,488)
    Severance, pension and termination
     indemnities, net                       (13,203)       14,692    15,211
    Gain on sale of property, plant and
     equipment                                 (468)         (152)       (1)
    Minority interests in earnings (loss)
     of subsidiaries                         10,598        39,073    62,372
    Gain on sale of investments                (120)            -  (100,031)
    Equity in net losses (earnings) of
     affiliated companies and partnership,
     net of dividend received (*)            (2,668)        1,718    (1,866)
    Changes in operating assets and
     liabilities:
    Decrease (increase) in short and
     long-term receivables and prepaid
     expenses                               (41,871)       32,320   (39,698)
    Decrease (increase) in inventories, net  44,913      (177,424) (169,482)
    Increase in trade payables, other
     payables and accrued expenses           (8,233)      103,589   120,734
    Decrease in advances received
     from customers                        (115,360)     (101,356)  (37,402)
    Net cash provided by operating
     activities                             127,023       112,907   209,428

    CASH FLOWS FROM INVESTING ACTIVITIES
    Purchase of property, plant
     and equipment                          (78,054)     (103,391) (129,241)
    Acquisition of subsidiaries            (124,033)       (4,785)  (20,637)
    Investments in affiliated companies     (21,794)         (811)   (4,001)
    Proceeds from sale of property,
     plant and equipment                      6,972         6,132     8,779
    Proceeds from sale of investment              -             -    50,254
    Investment in short-term
     bank deposits, net                     (40,946)       (6,659)  (58,634)
    Investment in long-term
     bank deposits, net                     (11,272)       (7,054)  (18,227)
    Net cash used in investing activities  (269,127)     (116,568) (171,707)

    CASH FLOWS FROM FINANCING ACTIVITIES
    Proceeds from exercise of options        11,340           238       188
    Repayment of long-term bank loans       (68,159)     (223,255) (333,590)
    Receipt of long-term bank loans         217,115       168,211   183,211
    Dividends paid                          (60,897)      (23,765)  (32,770)
    Tax benefit in respect of
     options exercised                            -             -       116
    Change in short-term bank credit
     and loans, net                          (7,436)            -   (13,008)
    Net cash provided by (used in)
     financing activities                    91,963       (78,571) (195,853)

    NET DECREASE IN CASH AND CASH
     EQUIVALENTS                            (50,141)      (82,232) (158,132)
    CASH AND CASH EQUIVALENTS AT THE
     BEGINNING OF THE PERIOD                204,670       362,802   362,802
    CASH AND CASH EQUIVALENTS AT THE
     END OF THE PERIOD                      154,529       280,570   204,670
    * Dividend received                      11,727         9,789    12,569


                               ELBIT SYSTEMS LTD.
                            DISTRIBUTION OF REVENUES


    Consolidated revenues by areas of operation:

                         Nine Months Ended            Three Months Ended
                           September 30                  September 30
                        2009           2008           2009           2008
                      $      %       $      %       $      %       $      %
                   millions       millions       millions       millions

    Airborne        513.3   24.2   474.5   24.5   166.7   22.8   161.7   24.1
     systems
    Land systems    384.4   18.2   432.0   22.2   132.2   18.1   122.7   18.3
    C4ISR systems   819.7   38.7   714.3   36.8   289.6   39.5   297.8   44.3
    Electro-optics  307.9   14.5   225.3   11.6   117.5   16.0    63.7    9.5
    Other (mainly
     non-defense
     engineering
     and production
     services)       92.4    4.4    94.3    4.9    26.5    3.6    25.3    3.8
    Total         2,117.7  100.0 1,940.4  100.0   732.5  100.0   671.2  100.0


    Consolidated revenues by geographical regions:

                         Nine Months Ended            Three Months Ended
                           September 30                  September 30
                        2009           2008           2009           2008
                      $      %       $      %       $      %       $      %
                   millions       millions       millions       millions

    Israel          468.3   22.1   358.6   18.5   167.5   22.9   131.8   19.6
    United States   603.1   28.5   654.2   33.7   209.7   28.6   221.4   33.0
    Europe          550.8   26.0   494.3   25.5   201.2   27.5   157.8   23.5
    Other
     countries      495.5   23.4   433.3   22.3   154.1   21.0   160.2   23.9
    Total         2,117.7  100.0 1,940.4  100.0   732.5  100.0   671.2  100.0


    Company Contact:

    Joseph Gaspar, Executive VP & CFO
    Dalia Rosen, Head of Corporate Communications
    Elbit Systems Ltd.
    Tel: +972-4-831-6663
    Fax: +972-4-831-6944
    E-mail: j.gaspar@elbitsystems.com
    dalia.rosen@elbitsystems.com

    IR Contact:
    Ehud Helft / Kenny Green
    GK Investor Relations
    Tel: +1-646-201-9246
    E-mail: info@gkir.com

SOURCE Elbit Systems Ltd