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Filing Details

Accession Number:: 0001181431-11-048009
Form Type:: 4/A
Zero Holdings:: No
Publication Time:: 2011-09-02 18:45:22
Reporting Period:: 2011-08-19

Filing Date:: 2011-09-02
Accepted Time:: 2011-09-02 18:45:22
Original Submission Date:: 2011-08-23
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1133421	Northrop Grumman Corp	NOC	Search, Detection, Navagation, Guidance, Aeronautical Sys (3812)	954840775

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1216503	G Wesley Bush	2980 Fairview Park Drive Falls Church VA 22042-4511	Chmn., Ceo And Pres.	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2011-08-19	5,000	$49.75	147,668	No	4	P	Indirect	Trustee: WG&NF Bush Family Trust

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	Trustee: WG&NF Bush Family Trust

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	317,379	Direct
Common Stock	4,818	Indirect	See footnote

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	SEP Unit	$0.00			2,883	2,883	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	2,883	2,883	Direct

Footnotes

Represents the weighted average purchase price of $49.75 rounded to the nearest hundredths. The highest price which the shares were purchased was $49.790 and the lowest price which the shares were purchased was $49.690.
Total amount includes 62,618 unvested Restricted Performance Stock Rights ("RPSRs") granted under the 2001 Long-Term Incentive Stock Plan ("LTISP") on 2/17/09, with a valuation of performance measurement period ("measurement period"), ending on 12/31/11; 119,931 unvested RPSRs granted under the LTISP on 2/16/10, with the measurement period ending on 12/31/12; 67,415 unvested RPSRs granted under the LTISP on 2/15/11 with the measurement period ending on 12/31/13; and 67,415 Restricted Stock Rights granted under the LTISP on 2/15/11 and cliff vests 100% on the fourth anniversary from the grant date on 2/15/15. Grants awarded pursuant to Rule 16b-3(d).
Held in the Northrop Grumman Savings and Investment Plan, a qualified profit sharing plan, as of July 29, 2011. Share totals with respect to the Plan are based upon unit accounting and therefore may reflect a decrease in units attributable to an individual though no disposition occurred.
SEP units credited under the Northrop Grumman Savings Excess Plan (the "SEP Plan"), a non-qualified deferred compensation plan, as of July 29, 2011. The value of each unit is based on the price of Issuer common stock, although share totals with respect to the SEP Plan are based upon unit accounting and therefore may reflect a decrease in units attributable to an individual though no disposition occurred.
SEP units are payable in cash following termination of the Reporting Person's employment with the Issuer.