SECURITY AGREEMENT

Exhibit 10.3

Execution Version

SECURITY AGREEMENT

      SECURITY AGREEMENT (this “ Agreement ”), dated as of September 17, 2009, among (a) KAMAN CORPORATION , a Connecticut corporation (the “ Company ”), (b) KAMAN AEROSPACE GROUP, INC. , a Connecticut corporation, KAMATICS CORPORATION , a Connecticut corporation, KAMAN PRECISION PRODUCTS, INC. , a Florida corporation, KAMAN AEROSPACE CORPORATION , a Delaware corporation, KAMAN AEROSTRUCTURES GROUP — WICHITA, INC. , a Delaware corporation, KAMAN AEROSTRUCTURES — WICHITA, INC. , a Delaware corporation, KAMAN INDUSTRIAL TECHNOLOGIES CORPORATION , a Connecticut corporation, KAMAN X CORPORATION , a Connecticut corporation, and K-MAX CORPORATION , a Connecticut corporation (each a “ Guarantor ”, and collectively, the “ Guarantors ”), (c) each other party as shall from time to time become a party hereto (each such other party, the Company and the Guarantors being hereinafter referred to from time to time, individually, as a “ Grantor ” and, collectively, as the “ Grantors ”) and (d) BANK OF AMERICA, N.A. (“ Bank of America ”), as collateral agent (hereinafter, in such capacity, the “ Collateral Agent ”) for the Senior Secured Parties under, and as defined in, the Intercreditor Agreement, dated as of the date hereof (as amended, restated, extended, supplemented, modified and otherwise in effect from time to time, the “ Intercreditor Agreement ”), by and among the Revolving Loan Administrator, the Term Loan Administrator and the Collateral Agent and acknowledged by the Loan Parties (as defined in the Intercreditor Agreement) signatory thereto.

      WHEREAS , (a) the Company, the Collateral Agent, the lenders party thereto from time to time (the “ Revolving Loan Lenders ”), Bank of America and The Bank of Nova Scotia, each as a Co-Administrative Agent for the Revolving Loan Lenders, Bank of America, as Administrator for the Revolving Loan Lenders (the “ Revolving Loan Administrator ”) and as Collateral Agent, RBS Citizens, National Association, as Syndication Agent, and certain other parties thereto from time to time, have entered into that certain Revolving Credit Agreement, dated as of the date hereof (as amended, restated, extended, supplemented, modified and otherwise in effect from time to time, the “ Revolving Credit Agreement ”), (b) the Guarantors have entered into a Domestic Subsidiary Guarantee pursuant to which they have Guaranteed the Obligations (as defined in the Revolving Credit Agreement), (c) the Company, the Collateral Agent, the lenders party thereto from time to time (the “ Term Loan Lenders ”), Bank of America and The Bank of Nova Scotia, each as a Co-Administrative Agent for the Term Loan Lenders, Bank of America, as Administrator for the Term Loan Lenders (the “ Term Loan Administrator ”), and certain other parties thereto from time to time, have entered into that certain Amended and Restated Term Loan Credit Agreement, dated as of the date hereof (as amended, restated, extended, supplemented, modified and otherwise in effect from time to time, the “ Term Loan Credit Agreement ” and together with the Revolving Credit Agreement, the “ Credit Agreements ”), and (d) the Guarantors have entered into a Domestic Subsidiary Guarantee pursuant to which they have Guaranteed the Obligations (as defined in the Term Loan Credit Agreement);

      WHEREAS , it is (i) a condition precedent to the Revolving Loan Lenders making any loans or otherwise extending credit to the Borrowers under, and as defined in, the Revolving Credit Agreement and (ii) a requirement under the Term Loan Credit Agreement that the Grantors execute and deliver to the Collateral Agent, for the benefit of the Senior Secured Parties, a security agreement in substantially the form hereof; and

      WHEREAS , each Grantor wishes to grant a security interest in favor of the Collateral Agent, for the benefit of the Senior Secured Parties, as herein provided;

      NOW, THEREFORE , in consideration of the promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

      1.  Definitions . All capitalized terms used herein without definitions shall have the respective meanings provided therefor in the Intercreditor Agreement. The term “State”, as used herein, means the State of New York. All terms defined in the Uniform Commercial Code of the State and used herein shall have the same definitions herein as specified therein. However, if a term is defined in Article 9 of the Uniform Commercial Code of the State differently than in another Article of the Uniform Commercial Code of the State, the term has the meaning specified in Article 9. The term “electronic document” applies in the event that the 2003 revisions to Article 7, with amendments to Article 9, of the Uniform Commercial Code, in substantially the form approved by the American Law Institute and the National Conference of Commissioners on Uniform State Laws, are now or hereafter adopted and become effective in the State or in any other relevant jurisdiction.

      2.  Security Interest .

      2.1. Grant of Security Interest . Each Grantor hereby grants to the Collateral Agent, for the benefit of the Senior Secured Parties, to secure the payment and performance in full of all of the Senior Obligations, a security interest in and pledges and assigns to the Collateral Agent, for the benefit of the Senior Secured Parties, the following properties, assets and rights of such Grantor, wherever located, whether now owned or hereafter acquired or arising, and all proceeds and products thereof (all of the same being hereinafter called the “ Collateral ”): all personal and fixture property of every kind and nature including all goods (including inventory, equipment and any accessions thereto), instruments (including promissory notes), documents (including, if applicable, electronic documents), accounts (including health-care-insurance receivables), chattel paper (whether tangible or electronic), letter-of-credit rights (whether or not the letter of credit is evidenced by a writing), commercial tort claims, securities and all other investment property (subject to Sections 2.2 and 5.1 ), money, cash or cash equivalents, supporting obligations, any other contract rights or rights to the payment of money, insurance claims, all general intangibles (including all payment intangibles, software and intellectual property), and any books, records or information relating to the foregoing and any proceeds of the foregoing. The Collateral Agent acknowledges that the attachment of its security interest in any commercial tort claim of any Grantor as original collateral is subject to such Grantor’s compliance with Section 4.8 .

      2.2. Non-Transferable Collateral . (a) The grant of the security interest contained in Section 2.1 shall not extend to, and the term “Collateral” shall not include (a) any personal property of any Grantor constituting “Equipment for Sale” (the “ Excluded Inventory ”) as defined in that certain Settlement Deed dated March 19, 2008, by and among The Commonwealth of Australia as represented by the Department of Defense, Kaman Aerospace International Corporation, Kaman Aerospace Corporation, and Kaman Corporation (as amended prior to the date hereof, the “ Settlement Agreement ”), to the extent that the Settlement Agreement prohibits the granting of a security interest in any Excluded Inventory, (b) any directly held investment property, or any general intangibles, now or hereafter held or owned by the Grantors, to the extent, in each case, that (i) a security interest may not be granted by the Grantors in such directly held investment property or general intangibles as a matter of law, or under the terms of the governing document applicable thereto, without the consent of one or more applicable parties thereto and (ii) such consent has not been obtained, or (c) more than 66% of the Equity Interests (as defined in each Credit Agreement) of any first-tier Foreign Subsidiary (as defined in each Credit Agreement), and, to the extent not yet paid to such Grantor, the corresponding proportion of dividends, distributions, interest and other payments with respect thereto.

     (b) The grant of the security interest contained in Section 2.1 shall extend to, and the term “Collateral” shall include, (i) any and all proceeds of the Excluded Inventory, which any Grantor is entitled to retain under the terms of the Settlement Agreement, and such directly held investment property or general intangibles to the extent that such proceeds are not themselves directly held investment property or general intangibles subject to Section 2.2(a) and (ii) upon any such applicable party or parties’ consent with respect to any otherwise excluded Excluded Inventory, directly held investment property or general intangibles being obtained, thereafter such Excluded Inventory, directly held investment property or general intangibles.

     (c) The provisions of Section 2.2(a) shall not apply to (i) directly held investment property or general intangibles to the extent that the restriction on the Grantor granting a security interest therein is not effective under applicable law or (ii) payment intangibles.

      3.  Authorization to File Financing Statements . Each Grantor hereby irrevocably authorizes the Collateral Agent at any time and from time to time to file in any filing office in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto that (a) indicate the Collateral (i) as all assets of such Grantor or words of similar effect, regardless of whether any particular asset comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the State or such other jurisdiction, or (ii) as being of an equal or lesser scope or with greater detail, and (b) provide any other information required by part 5 of Article 9 of the Uniform Commercial Code of the State or such other jurisdiction for the sufficiency or filing office acceptance of any financing statement or amendment, including (x) whether such Grantor is an organization, the type of organization and any organizational identification number issued to such Grantor and, (y) in the case of a financing statement filed as

a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of real property to which the Collateral relates. Each Grantor agrees to furnish any such information to the Collateral Agent promptly upon the Collateral Agent’s request. Each Grantor also ratifies its authorization for the Collateral Agent to have filed in any Uniform Commercial Code jurisdiction any like initial financing statements or amendments thereto if filed prior to the date hereof, with all costs and expenses to be at the Grantors’ expense.

      4.  Other Actions . Further to insure the attachment, perfection and first priority of, and the ability of the Collateral Agent to enforce, the Collateral Agent’s security interest in the Collateral, each Grantor agrees, in each case at such Grantor’s expense, to take the following actions with respect to the following Collateral and without limitation on such Grantor’s other obligations contained in this Agreement:

      4.1. Promissory Notes and Tangible Chattel Paper . If any Grantor shall, now or at any time hereafter, hold or acquire any promissory notes or tangible chattel paper (a) individually having a face value in excess of $1,000,000 (each, a “ Material Note ”) or (b) collectively, including the sum of (i) the promissory notes and tangible chattel paper of all Grantors (collectively, the “ Excess Notes ”) together with (ii) the electronic chattel paper, electronic documents and other “transferrable records,” as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, of all Grantors (collectively, the “ Excess Electronic Chattel Paper ” and, together with the Excess Notes, the “ Excess Notes/Chattel Paper ”), having a face value in excess of $5,000,000 in the aggregate, such Grantor shall forthwith (A) endorse, assign and deliver to the Collateral Agent each such Material Note and, (B) to the extent the Excess Notes/Chattel Paper have a face value in excess of $5,000,000 in the aggregate, (1) endorse, assign and deliver to the Collateral Agent such Excess Notes having the highest face value (collectively with the Material Notes, the “ Pledged Debt ”) pursuant to this Section or (2) take such action as the Collateral Agent may reasonably request to vest in the Collateral Agent control of such Excess Electronic Chattel Paper having the highest face value pursuant to Section 4.6, such that the aggregate face value of the remaining Excess Notes that are not endorsed, assigned and delivered to the Collateral Agent pursuant to this Section and the remaining Excess Electronic Chattel Paper that are not in control of the Collateral Agent pursuant to Section 4.6, shall not exceed $5,000,000 in the aggregate, and, in each case of a required endorsement, assignment and delivery, accompanied by such instruments of transfer or assignment duly executed in blank as the Collateral Agent may from time to time specify.

      4.2. Deposit Accounts . For each deposit account that any Grantor, now or at any time hereafter, opens or maintains, such Grantor shall, at the Collateral Agent’s reasonable request and option, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either (a) cause the depositary bank to agree to comply without further consent of such Grantor, at any time with instructions from the Collateral Agent to such depositary bank directing the disposition of funds from time to time credited to such deposit account, or (b) arrange for the Collateral Agent to become the customer of the depositary bank with respect to the deposit account, with

such Grantor being permitted, only with the consent of the Collateral Agent, to exercise rights to withdraw funds from such deposit account. The Collateral Agent agrees with each Grantor that the Collateral Agent shall not give any such instructions pursuant to clause (a) above or withhold any withdrawal rights from any Grantor pursuant to clause (b) above, unless an Event of Default has occurred and is continuing or would occur if effect were given to any withdrawal not otherwise permitted by the Loan Documents (as defined in each Credit Agreement). The provisions of this paragraph shall not apply to any deposit accounts specially and exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of any Grantor’s employees.

      4.3. Investment Property . Subject to Section 2.2 , if any Grantor shall, now or at any time hereafter, hold or acquire any certificated securities of any Subsidiary, such Grantor shall forthwith endorse, assign and deliver the same to the Collateral Agent, accompanied by such instruments of transfer or assignment duly executed in blank as the Collateral Agent may from time to time specify. If any securities now or hereafter acquired by any Grantor are (a) (i) uncertificated or (ii) certificated and issued by a Person other than a Subsidiary, (b) issued to such Grantor or its nominee directly by the issuer thereof, and (c) (i) individually have a principal amount or value in excess of $1,000,000 in the aggregate (each a “ Material Security ”) or (ii) collectively, with such securities of all Grantors, have a principal amount in excess of $5,000,000 in the aggregate, such Grantor shall immediately notify the Collateral Agent thereof and, at the Collateral Agent’s request and option, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either (A) cause the issuer to agree to comply, without further consent of such Grantor or such nominee, at any time with instructions from the Collateral Agent as to each Material Security and, to the extent such securities of all Grantors have a principal amount or value in excess of $5,000,000 in the aggregate, such securities having the highest principal amounts (collectively, the “ Excess Securities ” and, together with the Material Securities, the “ Pledged Securities ”) such that the aggregate principal amount or value of the remaining securities shall not exceed $5,000,000 or (B) arrange for the Collateral Agent to become the registered owner of the Pledged Securities. If any securities, whether certificated or uncertificated, or other investment property now or hereafter acquired by any Grantor are held by such Grantor or its nominee through a securities intermediary or commodity intermediary and constitute Pledged Securities, such Grantor shall immediately notify the Collateral Agent thereof and, at the Collateral Agent’s request and option, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral Agent, either (1) cause such securities intermediary or (as the case may be) commodity intermediary to agree to comply, in each case without further consent of such Grantor or such nominee, at any time with entitlement orders or other instructions from the Collateral Agent to such securities intermediary as to such Pledged Securities, or (as the case may be) to apply any value distributed on account of any commodity contract as directed by the Collateral Agent to such commodity intermediary, or (2) in the case of Pledged Securities held through a securities intermediary, arrange for the Collateral Agent to become the entitlement holder with respect to such Pledged Securities, with such Grantor being permitted, only with the consent of the Collateral Agent, to exercise rights to withdraw or otherwise deal with such investment property. The Collateral Agent agrees with each

Grantor that the Collateral Agent shall not give any such entitlement orders or instructions or directions to any such issuer, securities intermediary or commodity intermediary pursuant to clauses (A) or (1) above, and shall not withhold its consent to the exercise of any withdrawal or dealing rights by such Grantor pursuant to clauses (B) or (2) above, unless an Event of Default has occurred and is continuing or would occur after giving effect to any such investment and withdrawal rights not otherwise permitted by the Loan Documents (as defined in each Credit Agreement). The provisions of this paragraph shall not apply to any financial assets credited to a securities account for which the Collateral Agent is the securities intermediary.

      4.4. Collateral in the Possession of a Bailee . If any Collateral of any Grantor constituting at least 5% of the total book value of the assets of the Company and its Subsidiaries is, now or at any time hereafter, in the possession of a bailee at a particular location, such Grantor shall promptly notify the Collateral Agent thereof and shall promptly obtain an acknowledgement from the bailee with respect to such location, in form and substance reasonably satisfactory to the Collateral Agent, that the bailee holds such Collateral for the benefit of the Collateral Agent and such bailee’s agreement to comply, without further consent of such Grantor, at any time with instructions of the Collateral Agent, as to such Collateral. The Collateral Agent agrees with each Grantor that the Collateral Agent shall not give any such instructions unless an Event of Default has occurred and is continuing or would occur after taking into account any action by such Grantor with respect to the bailee.

      4.5. Landlord Waivers . If any Collateral of any Grantor constituting at least 5% of the total book value of the assets of the Company and its Subsidiaries is, now or at any time hereafter, located at a leased property, such Grantor shall promptly notify the Collateral Agent thereof and shall promptly obtain a landlord waiver in form and substance reasonably satisfactory to the Collateral Agent with respect to such location.

      4.6. Electronic Chattel Paper, Electronic Documents and Transferable Records . If any Grantor, now or at any time hereafter, holds or acquires an interest in any electronic chattel paper, any electronic document or any “transferable record,” (a) individually having a face value in excess of $1,000,000 (each a “ Material Electronic Paper ”) or (b) collectively, including the sum of all Excess Notes/Chattel Paper, having a face value in excess of $5,000,000 in the aggregate, such Grantor shall (i) promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, shall take such action as the Collateral Agent may reasonably request to vest in the Collateral Agent control of such Material Electronic Paper, under Section 9-105 of the Uniform Commercial Code of the State or any other relevant jurisdiction, Section 7-106 of the Uniform Commercial Code of the State or any other relevant jurisdiction, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, as applicable, and, (ii) to the extent the Excess Notes/Chattel Paper have a face value in excess of $5,000,000 in the aggregate, (A) endorse, assign and deliver to the Collateral Agent such Excess Notes having the highest face value pursuant to Section 4.1 or (B) take such action as the Collateral Agent may reasonably request to vest in the Collateral

Agent control of such Excess Electronic Chattel Paper having the highest face value pursuant to this Section, such that the aggregate face value of the remaining Excess Notes that are not endorsed, assigned and delivered to the Collateral Agent pursuant to Section 4.1 and the remaining Excess Electronic Chattel Paper that are not in control of the Collateral Agent pursuant to this Section, shall not exceed $5,000,000 in the aggregate. The Collateral Agent agrees with each Grantor that the Collateral Agent will arrange, pursuant to procedures satisfactory to the Collateral Agent and so long as such procedures will not result in the Collateral Agent’s loss of control, for such Grantor to make alterations to the electronic chattel paper, electronic document or transferable record permitted under UCC Section 9-105, UCC Section 7-106, or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by such Grantor with respect to such electronic chattel paper, electronic document or transferable record. The provisions of this Section 4.6 relating to electronic documents and “control” under UCC Section 7-106 apply in the event that the 2003 revisions to Article 7, with amendments to Article 9, of the Uniform Commercial Code, in substantially the form approved by the American Law Institute and the National Conference of Commissioners on Uniform State Laws, are now or hereafter adopted and become effective in the State or in any other relevant jurisdiction.

      4.7. Letter-of-Credit Rights . If any Grantor is, now or at any time hereafter, a beneficiary under a letter of credit now or hereafter (a) individually having a maximum amount that may be drawn in excess of $1,000,000 in the aggregate (each, a “ Material Letter of Credit ”) or (b) collectively, with the letters of credit of all Grantors, having a maximum amount that may be drawn in excess of $5,000,000 in the aggregate, such Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance satisfactory to the Collateral Agent, either (A) arrange for the issuer and any confirmer or other nominated person of each such Material Letter of Credit and, to the extent all such letters of credit of the Grantors have a maximum amount that may be drawn in excess of $5,000,000 in the aggregate, such letters of credit having the highest amounts that may be drawn (collectively, the “ Excess Letters of Credit ” and, together with the Material Letters of Credit, the “ Pledged Letters of Credit ”), such that the aggregate maximum amount that may be drawn on such letters of credit which are not Pledged Letters of Credit does not exceed $5,000,000, to consent to an assignment to the Collateral Agent of the proceeds of the Pledged Letters of Credit or (B) arrange for the Collateral Agent to become the transferee beneficiary of such Pledged Letters of Credit, it being understood that, in each case, the proceeds of such Pledged Letters of Credit shall be delivered to the applicable Grantor unless an Event of Default has occurred and is continuing, in which event the proceeds of such Pledged Letters of Credit shall be applied to the Senior Obligations, subject to the terms of the Intercreditor Agreement, as provided in Section 8.03 of each Credit Agreement.

      4.8. Commercial Tort Claims . If any Grantor shall, now or at any time hereafter, hold or acquire a commercial tort claim, such Grantor shall promptly notify the Collateral Agent in a writing signed by such Grantor of the particulars thereof and grant to the Collateral Agent, for the benefit of the Senior Secured Parties, in such writing a security interest therein and in the proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance satisfactory to the Collateral Agent. Such notice shall be deemed to be an amendment to such Grantor’s Perfection Certificate with respect to such commercial tort claim.

      4.9. Federal Assignment of Claims Act . In addition to the account debtors listed on Schedule 8 hereto, to the extent any other account debtors or other persons obligated on any account constituting Collateral with an aggregate value in excess of $15,000,000 during any fiscal year is a governmental authority covered by the Federal Assignment of Claims Act or like federal, state or local statute or rule in respect of the applicable Collateral, the applicable Grantor shall notify the Collateral Agent and provide the Collateral Agent all necessary approvals and documentation to evidence compliance and satisfaction with the requirements of such statute, which evidence shall be in form and substance reasonably satisfactory to the Collateral Agent.

      4.10. Equipment For Sale . Each Grantor agrees that it will include on each Compliance Certificate delivered pursuant to Section 6.01 of each Credit Agreement (i) a reasonably detailed description of any Excluded Inventory sold during the applicable fiscal year or fiscal quarter, as the case may be, (ii) the aggregate amount of proceeds arising from such sale or sales, (iii) the amount of such proceeds to be retained by such Grantor, and (iv) a certification as to such Grantor’s actual receipt of such proceeds.

      4.11. Other Actions as to Any and All Collateral . Each Grantor further agrees upon the request of the Collateral Agent and at the Collateral Agent’s option, to take any and all other actions as the Collateral Agent may reasonably determine to be necessary or useful for the attachment, perfection and first priority of, and the ability of the Collateral Agent to enforce, the Collateral Agent&rs