COPT DEFENSE PROPERTIES — Director's Dealing 2011

Jun 2, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYW HOLDING CORP (KEYW)
CIK: 0001487101
Period of Report: 2011-05-31

Reporting Person: CORPORATE OFFICE PROPERTIES TRUST (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-31	Common Stock	S	37600	$11.2484	Disposed	2665584	Indirect

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 15, 2011.

F2: Corporate Office Properties Trust (COPT), a publicly held Maryland real estate investment trust, is the general partner of Corporate Office Properties, L.P. and has voting and dispositive power over these shares. COPT is managed by a ten member Board of Trustees. The members of COPT's Board of Trustees, including Mr. Randall M. Griffin, Chief Executive Officer and Trustee of COPT, disclaim beneficial ownership of these shares except to the extent of their respective pecuniary interests therein.

F3: Weighted average sale price. Sale prices ranged from 11.11-11.43. The reporting person hereby undertakes to supply the Staff, the Issuer, or a security holder of the Issuer with full information regarding the reported transactions