MTC Technologies, Inc. Stockholders Adopt Agreement and Plan of Merger


DAYTON, Ohio, Feb. 28 -- MTC Technologies, Inc. (Nasdaq Global Select Market: MTCT), an industry-recognized provider of aircraft modernization and sustainment, professional services, C4ISR, and logistics solutions to the Department of Defense and national security agencies, announced today that the stockholders of MTC Technologies, Inc., a Delaware corporation ("MTC") voted to adopt the Agreement and Plan of Merger dated December 21, 2007 (the "Merger Agreement"), by and among BAE Systems, Inc., a Delaware corporation ("BAE Systems"), Mira Acquisition Sub Inc., a Delaware corporation and a wholly owned subsidiary of BAE Systems, Inc. ("Merger Sub") and MTC. Approximately 99.9% of the shares of MTC common stock voted at the special meeting of MTC stockholders were voted in favor of the proposal to adopt the Merger Agreement. This equates to approximately 90% of the total number of shares of MTC common stock outstanding and entitled to vote at the special meeting of MTC stockholders.

The United States Department of the Treasury has notified MTC and BAE Systems that the Committee on Foreign Investment in the United States ("CFIUS") completed its review of the proposed merger (the "Merger") of Merger Sub with and into MTC pursuant to the Merger Agreement. CFIUS determined that there were no issues of national security to warrant an investigation under the Exon-Florio Amendment. Therefore, CFIUS concluded action under the Exon-Florio Amendment with respect to the Merger.

MTC expects the Merger to close in the first half of 2008.

For further information on MTC, visit the website at www.mtctechnologies.com.

Source: MTC Technologies, Inc.

CONTACT: Investor Relations & Media Contact:
Dan Bigelow
Director, Investor Relations & Corporate Communications, daniel.bigelow@mtctechnologies.com,
or
Michael Gearhardt,
Chief Financial Officer,
michael.gearhardt@mtctechnologies.com,
both of MTC Technologies, Inc.,
+1-937-252-9199

Web site: www.mtctechnologies.com/

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