X0303 4 2010-03-01 0 0001133421 NORTHROP GRUMMAN CORP /DE/ NOC 0001216503 BUSH WESLEY G 1840 CENTURY PARK EAST LOS ANGELES CA 90067 0 1 0 0 Chf. Exec. Officer & President Common Stock 2010-03-01 4 J 0 14845 0.00 D 243500 D Common Stock 2010-03-01 4 J 0 14845 0.00 A 92074 I Trustee: WG&NF Bush Family Trust Common Stock 4626.094 I See footnote. Transfer of shares to family trust. Total amount includes 40,000 unvested Restricted Stock Rights granted under the 2001 Long-Term Incentive Stock Plan (LTISP ) on 5/16/06 with 100% vesting on 5/16/10; 36,600 unvested Restricted Performance Stock Rights (RPSRs) granted under the 2001 LTISP on 2/27/08 with a valuation of performance measurement period ("measurement period") ending on 12/31/10; 57,250 RPSRs granted under the 2001 LTISP on 2/17/09 with the measurement period ending on 12/31/11; and 109,650 RPSRs granted under the 2001 LTISP on 2/16/10 with the measurement period ending on 12/31/12. Grants awarded pursuant to Rule 16b-3(d). Held in the Northrop Grumman Savings and Investment Plan, a qualified profit sharing plan, as of January 29, 2010. 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. /s/ Kathleen M. Salmas, Attorney-in-fact for Wesley G. Bush 2010-03-01