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NORTHROP GRUMMAN CORP /DE/ Director's Dealing 2010

May 7, 2010

29899_dirs_2010-05-07_de3bfa95-815f-47f3-9f37-ca62c51f0aea.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NORTHROP GRUMMAN CORP /DE/ (NOC)
CIK: 0001133421
Period of Report: 2010-05-06

Reporting Person: COLEMAN LEWIS W (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-05-06 Common Stock S 2880 $66.519 Disposed 4692 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 19794 Indirect

Footnotes

F1: Represents the weighted average sale price of $66.519024652 rounded to the nearest thousandth.

F2: Represents shares of common stock held in a stock unit account pursuant to the 1993 Stock Plan for Non-Employee Directors.