Northrop Grumman Reports Second Quarter 2009 Financial Results




 * Sales Increase 4 Percent to $8.96 Billion

 * GAAP EPS from Continuing Operations of $1.21

 * 2009 GAAP EPS Guidance Confirmed at $4.65 to $4.90

 * Pension-adjusted EPS Increase 7 Percent to $1.36

 * Cash from Operations of $830 Million

 * Free Cash Flow of $676 Million

 * 5.8 Million Shares Repurchased

LOS ANGELES - July 23, 2009 - Northrop Grumman Corporation (NYSE: NOC) reported that second quarter 2009 earnings from continuing operations totaled $394 million, or $1.21 per diluted share, compared with $483 million, or $1.40 per diluted share, in the second quarter of 2008. Second quarter 2009 net pension adjustment (FAS/CAS) reduced earnings from continuing operations by $49 million, or $0.15 per diluted share, compared with an increase to earnings from continuing operations of $45 million, or $0.13 per diluted share, in the second quarter of 2008.

Second quarter 2009 earnings included a net $64 million pre-tax gain, or $0.13 per diluted share, for legal matters, as well as a $105 million pre-tax charge, or $0.21 per diluted share, for cost increases in the estimates to complete several ships under construction at the company's Gulf Coast shipyards.

Sales for the 2009 second quarter increased 4 percent to $8.96 billion from $8.63 billion in the 2008 second quarter. Second quarter 2009 sales were reduced by $100 million due to the estimate to complete adjustments in Shipbuilding. In the 2009 second quarter, $830 million of cash was provided by operations, compared with $607 million of cash provided by operations in the prior year period.

"Overall, our portfolio continues to perform well. This quarter's financial results reflect higher pension costs and the aggressive actions we are taking to drive improvement in our Gulf Coast shipbuilding programs. Our year-to-date performance is on-track and we are confirming our 2009 guidance for sales, EPS and cash generation," said Ronald D. Sugar, chairman and chief executive officer.



 Financial Highlights
 --------------------
 ($ in millions except 
  per share amounts)           Second Quarter          Six Months
                             ------------------   --------------------
                               2009       2008      2009         2008
                             ------------------   --------------------
 Sales                       $ 8,957    $ 8,628   $ 17,277    $ 16,352
                                                             
 Segment operating income(1) $   719    $   784   $  1,510    $  1,242
 as a % of sales                8.0%       9.1%       8.7%        7.6%
                                                             
 Operating income            $   653    $   806   $  1,308    $  1,270
 as a % of sales                7.3%       9.3%       7.6%        7.8%
                                                             
 Diluted EPS from continuing                                 
  operations                 $  1.21    $  1.40   $   2.38    $   2.15
                                                             
 Average diluted shares                                      
  outstanding, in millions     325.8      344.1      328.9       346.7
                                                             
 Cash provided by operations $   830    $   607   $    658    $    801
                                                             
 Free cash flow(2)           $   676    $   431   $    324    $    447

 (1) Segment operating income is a non-GAAP measure used as an
     internal measure of financial performance for the five
     sectors and is reconciled to operating income in the "Business
     Results" table presented later in this press release.

 (2) Free cash flow is a non-GAAP measure defined as cash from
     operations less capital expenditures and outsourcing contract
     & related software costs.  Management uses free cash flow as
     an internal measure of financial performance. Free cash flow
     is reconciled to cash from operations in the "Cash Flow
     Highlights" table presented later in this press release.

Operating income for the 2009 second quarter totaled $653 million compared with $806 million in the prior year period. The change reflects a $145 million increase in net pension expense and a $112 million decrease in Shipbuilding operating income, which were partially offset by a $64 million improvement in unallocated expenses principally due to the settlement of certain legal matters. As a percent of sales, operating income declined to 7.3 percent from 9.3 percent in the prior year period.

As reconciled below, pension-adjusted operating income totaled 8.1 percent of sales for the second quarter 2009 compared with 8.5 percent of sales for the second quarter 2008. Second quarter 2009 pension-adjusted earnings per share from continuing operations increased 7 percent to $1.36 from $1.27 for the prior year period.

Federal and foreign income taxes for the 2009 second quarter declined to $202 million from $256 million in the second quarter of 2008. The effective tax rate applied to earnings from continuing operations for the 2009 second quarter was 33.9 percent compared with 34.6 percent in the 2008 second quarter.

Earnings per share are based on weighted average diluted shares outstanding of 325.8 million for the second quarter of 2009 and 344.1 million for the second quarter of 2008. During the second quarter of 2009 the company repurchased approximately 5.8 million shares of its common stock.

New business awards totaled $7.5 billion in the second quarter 2009. Total backlog, which includes funded backlog and firm orders for which funding is not currently contractually obligated by the customer, was $70.4 billion as of June 30, 2009, compared with $76.9 billion at March 31, 2009. During the second quarter the U.S. government terminated for convenience the Kinetic Energy Interceptor program. As a result of the termination, total backlog was reduced by $5.1 billion.



 Pension-adjusted Results
 ------------------------
 
 ($ in millions except per 
  share amounts)                   Second Quarter        Six Months
                                  ----------------  ------------------
                                    2009     2008      2009      2008 
                                  ----------------  ------------------
 Sales                            $ 8,957  $ 8,628  $ 17,277  $ 16,352 
 Operating income                 $   653  $   806  $  1,308  $  1,270 
  as a % of sales                    7.3%     9.3%      7.6%      7.8%
 Net pension adjustment(1)             76      (69)      152      (128)
                                  -------  -------  --------  -------- 
 Pension-adjusted operating 
  income(2)                       $   729  $   737  $  1,460  $  1,142 
 Pension-adjusted operating 
  margin %(2)                        8.1%     8.5%      8.5%      7.0%
 Earnings from continuing 
  operations                      $   394  $   483  $    783  $    746 
 Net pension adjustment, 
  after-tax                            49      (45)       99       (83)
                                  -------  -------  --------  -------- 
 Pension-adjusted earnings from 
  continuing operations(3)        $   443  $   438  $    882  $    663 
 Diluted EPS from continuing 
  operations                      $  1.21  $  1.40  $   2.38  $   2.15 
 Net pension adjustment              0.15    (0.13)     0.30     (0.24)
                                  -------  -------  --------  -------- 
 Pension-adjusted diluted EPS 
  from continuing operations(4)   $  1.36  $  1.27  $   2.68  $   1.91 
 Weighted average diluted shares 
  outstanding, in millions          325.8    344.1     328.9     346.7
 ----------------------------------------------------------------------

 (1) Net pension adjustment is a non-GAAP measure defined as
     pension expense determined in accordance with GAAP less
     pension expense allocated to the business segments under
     U.S. Government Cost Accounting Standards.

 (2) Pension-adjusted operating income and margin % are non-GAAP
     measures defined as operating income before net pension
     adjustment and as a % of sales.  Both are reconciled above.
     Management uses pension-adjusted operating income and margin
     % as internal measures of the financial performance of the
     company.

 (3) Pension-adjusted earnings from continuing operations is a
     non-GAAP measure defined as earnings from continuing
     operations excluding net pension adjustment, after-tax at
     the statutory rate of 35%. Management uses pension-adjusted
     earnings from continuing operations as a performance metric
     for operating results.

 (4) Pension-adjusted diluted EPS from continuing operations is
     a non-GAAP measure defined as diluted EPS from continuing
     operations available to common shareholders excluding net
     pension adjustment, after-tax at the statutory rate of 35%.
     Management uses pension-adjusted diluted EPS as a performance
     metric for operating results.


 Cash Flow Highlights
 --------------------
                      Second Quarter                 Six Months
                 -----------------------     -------------------------
 ($ millions)     2009     2008   Change      2009      2008    Change
                 -----------------------     -------------------------

 Before 
  discretionary
  pension 
  pre-funding    $ 742    $ 607    $ 135     $ 784     $ 801     $ (17)
 Discretionary                                                  
  pension                                                       
  pre-funding                                                   
  impact            88                88      (126)               (126)
                 -----------------------     -------------------------
 Cash provided                                                  
  by operations    830      607      223       658       801      (143)

 Less:                                                          
 Capital                                                        
  expenditures     135      134       (1)      297       277       (20)
 Outsourcing                                                    
  contract                                                      
  & related                                                     
  software                                                      
  costs             19       42       23        37        77        40
                 -----------------------------------------------------
 Free cash 
  flow           $ 676    $ 431    $ 245     $ 324     $ 447     $(123)


   Discretionary pension pre-funding impact is the impact to cash 
   provided by operations resulting from the company's discretionary 
   pension contributions. The company made a discretionary pension 
   contribution of $214 million in the first quarter of 2009, and
   anticipates total discretionary pension contributions of $500 
   million for the year. Cash income taxes were reduced by $88 
   million in the second quarter of 2009, for these anticipated
   contributions resulting in a net impact to cash provided by 
   operations of $126 million through June 30, 2009.

Cash provided by operations in the 2009 second quarter totaled $830 million compared with $607 million in the prior year period. The improvement is due to lower working capital than in the prior year period. Second quarter 2009 free cash flow totaled $676 million compared with free cash flow of $431 million in the prior year period.



 Cash Measurements, Debt and Capital Deployment
 ---------------------------------------------- 

 ($ millions)                                6/30/2009     12/31/2008
 ---------------------------------------------------------------------
 Cash & cash equivalents                      $ 1,056        $ 1,504
 Total debt                                     3,868          3,944
 Net debt(1)                                    2,812          2,440
 Net debt to total capital ratio(2)               18%            15%


 (1) Total debt less cash and cash equivalents.
 (2) Net debt divided by the sum of shareholders' equity and
     total debt.

Changes in cash and cash equivalents include the following cash deployment and financing actions during the quarter:



 * $273 million for share repurchases

 * $135 million for capital expenditures and $19 million for
   outsourcing contract and related software costs

 * $138 million for dividends

 * $72 million principal payments of long term debt

 * $33 million for businesses purchased, net of cash acquired

Settlement of Legal Matters

As previously reported, on April 2 the company reached an agreement with the U.S. government to settle two legal matters: the Department of Justice's microelectronics claim and the company's claim against the U.S. government related to the award, performance and termination of the Tri-Service Standoff Attack Missile (TSSAM) program. While the stated settlement amounts for the two claims were equal and therefore offset each other, the company had previously recorded a provision for the microelectronics claim. After legal costs and provisions for litigation matters, the company recorded a net pre-tax gain of $64 million in the 2009 second quarter.



 2009 Guidance Confirmed
 ------------------------

 Sales                                              ~$34.5B

 Diluted EPS from continuing operations           $4.65 - $4.90

 Cash from operations*                            $2.7B - 3.2B

 Free cash flow*                                  $1.9B - 2.4B


   * Before $500 million discretionary pension plan contribution.



 Business Results
 ----------------
 Consolidated Sales & Segment Operating Income
 ($ millions) 

                     Second Quarter                  Six Months
               --------------------------    --------------------------
                2009      2008     Change      2009      2008    Change
               --------------------------    --------------------------
 Sales
 Aerospace 
  Systems      $2,673    $2,472        8%    $ 5,129    $4,833       6%
 Electronic                                 
  Systems       1,967     1,665       18%      3,755     3,210      17%
 Information                                
  Systems       2,585     2,512        3%      5,076     4,810       6%
 Shipbuilding   1,524     1,688      (10%)     2,899     2,952      (2%)
 Technical                                  
  Services        702       634       11%      1,334     1,192      12%
 Intersegment                               
  eliminations   (494)     (343)                (916)     (645)
               --------------------------    --------------------------
               $8,957    $8,628        4%    $17,277   $16,352       6%
                                            
 Segment operating                                 
  income                                    
 Aerospace                                  
  Systems      $  257    $  236        9%    $   515    $  488       6%
 Electronic                                 
  Systems         251       201       25%        480       410      17%
 Information                                
  Systems         204       207       (1%)       427       419       2%
 Shipbuilding      14       126      (89%)        98       (92)     NM
 Technical                                  
  Services         43        42        2%         80        71      13%
 Intersegment                               
  eliminations    (50)      (28)                 (90)      (54)
               --------------------------    --------------------------
 Segment                                    
  operating                                 
  income       $  719    $  784       (8%)   $ 1,510    $1,242      22%
  as a % of                                 
  sales           8.0%      9.1%  (110 bps)      8.7%      7.6%  110 bps
                                            
 Reconciliation to                                    
  operating income:                                   
   Unallocated                              
    expenses   $   21    $  (43)               $ (32)   $  (75)
   Net pension                              
    adjustment    (76)       69                 (152)      128
   Reversal                                 
    of royalty                              
    income                                  
    included                                
    above         (11)       (4)                 (18)      (25)
               --------------------------    --------------------------
 Operating                                  
  income       $  653    $  806      (19%)   $ 1,308    $1,270      3%
  as a % of  
  sales           7.3%      9.3% (200 bps)      7.6%      7.8%  (20 bps)
 ----------------------------------------------------------------------

Beginning in the first quarter of 2009, operating results for all periods presented reflect the realignment of the former Mission Systems and Information Technology sectors into Information Systems and the realignment of the former Integrated Systems and Space Technology sectors into Aerospace Systems. In addition, the presentation reflects the transfer of certain businesses from Information Systems and Electronic Systems to Technical Services. Schedule 6 provides previously reported quarterly financial results revised to reflect the current reporting structure.



 Aerospace Systems              
                        Second Quarter ($ millions)
 ---------------------------------------------------------------------
               2009                                2008 
            Operating     % of                    Operating   % of
   Sales      Income      Sales          Sales     Income     Sales
 ---------------------------------------------------------------------
   $2,673      $257        9.6%          $2,472     $236       9.5%
 ---------------------------------------------------------------------

Aerospace Systems second quarter 2009 sales increased 8 percent, principally due to higher volume for manned aircraft programs such as F/A-18, F-35, Joint STARS, E-2C, and B-2; unmanned aircraft programs, including Broad Area Maritime Surveillance (BAMS) Unmanned Aerial System, Global Hawk, and Navy Unmanned Combat Air Systems Carrier (N-UCAS); and restricted programs. Higher volume for these programs was partially offset by lower volume for the Intercontinental Ballistic Missile (ICBM) and the National Polar-orbiting Operational Environmental Satellite System (NPOESS) programs.

Aerospace Systems operating income rose 9 percent, and as a percent of sales, was comparable to the prior year period at 9.6 percent. The increase in operating income is due to higher volume.



 Electronic Systems
                        Second Quarter ($ millions)
 ---------------------------------------------------------------------
               2009                                2008 
            Operating     % of                    Operating   % of
   Sales      Income      Sales          Sales     Income     Sales
 ---------------------------------------------------------------------
   $1,967      $251       12.8%          $1,665     $201      12.1%
 ---------------------------------------------------------------------

Electronic Systems second quarter 2009 sales increased 18 percent. The increase reflects higher deliveries of Large Aircraft Infrared Countermeasures (LAIRCM) systems; higher volume for the Space Based Infrared System (SBIRS) program; higher volume for postal automation programs, and higher intercompany sales for aerospace and naval & marine programs.

Electronic Systems second quarter 2009 operating income rose 25 percent, and as a percent of sales increased to 12.8 percent from 12.1 percent in the prior year period. The increases in operating income and margin rate are due to higher volume and improved program performance.



 Information Systems
                        Second Quarter ($ millions)
 ---------------------------------------------------------------------
               2009                                 2008 
            Operating     % of                    Operating   % of
   Sales      Income      Sales          Sales     Income     Sales
 ---------------------------------------------------------------------
   $2,585      $204        7.9%         $2,512     $207        8.2%
 ---------------------------------------------------------------------

Information Systems second quarter 2009 sales increased 3 percent due to higher sales for intelligence and defense programs. The higher volume for these programs was partially offset by lower volume for state and local programs.

Information Systems operating income declined slightly in the 2009 second quarter. As a percent of sales, operating income was 7.9 percent compared with 8.2 percent in the prior year period. The declines were principally due to lower performance for state and local programs.



 Shipbuilding
                        Second Quarter ($ millions)
 ---------------------------------------------------------------------
               2009                                 2008 
            Operating     % of                    Operating   % of
   Sales      Income      Sales          Sales     Income     Sales
 ---------------------------------------------------------------------
   $1,524       $14        0.9%          $1,688     $126       7.5%
 ---------------------------------------------------------------------

Shipbuilding second quarter 2009 sales decreased 10 percent primarily due to lower volume for expeditionary warfare programs than in the prior year period. These declines were partially offset by higher volume for submarine programs. Lower expeditionary warfare volume was principally due to a $100 million revenue reduction related to the revised estimates to complete LPD-class ships and the LHA 6. Lower expeditionary warfare volume also reflects the delivery of the LHD 8.

Shipbuilding operating income for the 2009 second quarter declined to $14 million from $126 million in the second quarter of 2008. Second quarter 2009 operating income includes a $105 million pre-tax charge to reflect higher estimates to complete LPD-class ships and the LHA 6. These adjustments reflect additional expense to improve design, engineering, production and quality processes. The adjustments for the LPD class primarily reflect increased production cost estimates. The LHA 6 adjustment reflects increased investment to mature the ship's engineering and design work and reduce future production risk.



 Technical Services
                        Second Quarter ($ millions)
 ---------------------------------------------------------------------
               2009                                 2008 
            Operating     % of                    Operating   % of
   Sales      Income      Sales          Sales     Income     Sales
 ---------------------------------------------------------------------
    $702        $43        6.1%           $634       $42       6.6%
 ---------------------------------------------------------------------

Technical Services sales increased 11 percent due to higher volume for life cycle optimization & engineering, and training & simulation programs. Operating income increased 2 percent, and as a percent of sales, was 6.1 percent compared with 6.6 percent in the prior year period. The lower margin rate in the second quarter of 2009 reflects a change in program mix from the prior year period.

Second Quarter Highlights



  *  The U.S. Army awarded a 10-year ID/IQ contract potentially
     valued at $2.4 billion to Northrop Grumman Cobham Intercoms
     LLC, a company formed by Northrop Grumman and Cobham, to
     provide the VIS-X Vehicular Intercommunication System
     Expanded for the service's Communications and Electronics
     Command.  One of the losing competitors subsequently filed
     a protest with the General Accounting Office, which has until
     October 28, 2009 to issue a decision regarding the protest.

  *  The U.S. Navy awarded Northrop Grumman a follow-on contract
     valued at $432 million for production of four E-2D Advanced
     Hawkeye aircraft, as well as associated engineering and testing.

  *  Northrop Grumman was one of three contractors selected by
     the U.S. Air Force to provide weapon system sustainment for
     the A-10 Thunderbolt II. The company will support both A-10As
     and Cs under the 10-year Thunderbolt Life-cycle Program
     Support ID/IQ quantity contract. The contract has a total
     ceiling value of $1.6 billion, collectively.

  *  The U.S. Air Force awarded Northrop Grumman a $276 million
     contract for fielding and operational deployment of the
     Battlefield Airborne Communications Node (BACN), an airborne
     communications system that provides warfighters with critical
     real-time battlefield information. The tasking includes
     installing BACN on two Global Hawk Block 20 unmanned aircraft.

  *  Northrop Grumman received a U.S. Army Intelligence and
     Security Command contract potentially worth $430 million to
     continue providing information operations support to the
     Army and other military forces.

  *  The U.S. Navy awarded Northrop Grumman a $214 million
     cost-plus-fixed-fee advance procurement contract for long
     lead materials for LPD 26, the tenth amphibious transport
     dock ship of the USS San Antonio (LPD 17) class.

  *  The U.S. Department of Defense selected Northrop Grumman
     as one of four companies to receive a contract to provide
     radio frequency identification (RFID) hardware, software,
     and engineering services under the RFID III contract. RFID
     III is a multiple award, ID/IQ contract with a $429 million
     ceiling available for task order awards.

  *  Northrop Grumman was one of 59 companies that received
     awards to deliver cost-effective information technology
     solutions to the U.S. federal government under the U.S.
     General Services Administration (GSA) Alliant contract.
     Alliant's ceiling is valued at up to $50 billion for all
     task order awards.

  *  The U.S. Navy awarded Northrop Grumman a $98 million ID/IQ
     contract for the Maritime Laser Demonstration Program
     technology demonstration.

  *  Northrop Grumman delivered the nation's newest and most
     advanced nuclear-powered aircraft carrier, USS George H. W.
     Bush (CVN 77). The 10th and final Nimitz-class aircraft
     carrier was constructed by the company's Shipbuilding sector
     in Newport News, Va.

  *  In a historic milestone for municipal first responder
     communications, New York City and Northrop Grumman announced
     that the New York City Wireless Network (NYCWiN) is
     operational citywide. NYCWiN is a high-speed, mobile data
     network representing the most aggressive commitment by any
     municipality in the United States to provide a next-generation
     public safety infrastructure. The network is now operational
     across New York City's more than 300 square miles and
     exceeds requirements for coverage and data throughput speed.

  *  Northrop Grumman delivered to the U.S. Navy one of the
     nation's newest and most advanced ships, the amphibious-assault
     ship Makin Island (LHD 8).

  *  Northrop Grumman completed delivery of both Space Tracking
     and Surveillance System (STSS) demonstration satellites on
     June 25, 2009, when the second satellite arrived at the U.S.
     Air Force's Cape Canaveral Air Station for launch preparation.

  *  Northrop Grumman christened the company's 27th Aegis guided
     missile destroyer Gravely (DDG 107).

  *  Northrop Grumman delivered the center/aft fuselage section
     for the first F/A-18F Super Hornet for the Royal Australian
     Air Force (RAAF), the first international customer for the
     multirole fighter aircraft.

  *  Northrop Grumman reached a major milestone in the development
     and production of the F-35 Lightning II Joint Strike Fighter
     by delivering the center fuselage for the first production
     F-35 aircraft. The delivery extended Northrop Grumman's
     unbroken record of on-time center fuselage deliveries to 19.

  *  Northrop Grumman delivered the second geosynchronous orbit
     payload for integration and final system-level testing for
     the Space Based Infrared System, the nation's next-generation
     missile warning system.

  *  The Northrop Grumman-built Lunar Crater Observation and
     Sensing Satellite (LCROSS) was successfully launched and
     completed a critical swing-by maneuver of the moon. This
     maneuver put LCROSS, built under contract to NASA Ames
     Research Center, on a trajectory to complete its mission
     to search for water ice on the moon in early October.

  *  Northrop Grumman and the U.S. Air Force unveiled the next
     generation of high-flying unmanned aircraft, the RQ-4 Block
     40 Global Hawk, in a ceremony at Northrop Grumman's Palmdale,
     Calif., manufacturing facility.

  *  The board of directors increased Northrop Grumman's
     quarterly dividend 7.5 percent to $0.43 per share on
     Northrop Grumman common stock, from $0.40 per share. The
     company has increased its quarterly dividend in each of the
     last five years, and it has more than doubled since 2003.

About Northrop Grumman

Northrop Grumman Corporation is a leading global security company whose 120,000 employees provide innovative systems, products, and solutions in aerospace, electronics, information systems, shipbuilding and technical services to government and commercial customers worldwide.

Northrop Grumman will webcast its earnings conference call at 11:30 a.m. EDT on July 23, 2009. A live audio broadcast of the conference call along with a supplemental presentation will be available on the investor relations page of the company's Web site at http://www.northropgrumman.com.

Statements in this release and the attachments, other than statements of historical fact, constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as "expect," "intend," "plan," "project," "forecast," "believe," "estimate," "outlook," "guidance," "target," "trends," and similar expressions generally identify these forward-looking statements. Forward-looking statements in this release and the attachments include, among other things, financial guidance regarding future sales, segment operating income, pension expense, employer contributions under pension plans and medical and life benefits plans, cash flow and earnings. These statements are not guarantees of future performance and involve certain risks and uncertainties. Actual results could differ materially due to factors such as: the effect of economic conditions in the United States and globally; access to capital; future sales and cash flows; timing of cash receipts; effective tax rates and timing and amounts of tax payments; returns on pension plan assets, interest and discount rates and other changes that may impact pension plan assumptions; the outcome of litigation, claims, audits, appeals, bid protests and investigations; hurricane-related insurance recoveries; costs of environmental remediation; our relationships with labor unions; availability and retention of qualified personnel; costs of capital investments; changes in organizational structure and reporting segments; risks associated with acquisitions, dispositions, joint ventures and other business arrangements; possible impairments of goodwill or other intangible assets; effects of legislation, rulemaking, and changes in accounting, tax or defense procurement; changes in government and customer priorities and requirements (including, government budgetary constraints, shifts in defense spending, changes in import and export policies, changes in customer short-range and long-range plans); acquisition or termination of contracts; technical, operational or quality setbacks in contract performance; issues with, and financial viability of, key suppliers and subcontractors; availability of materials and supplies; controlling costs of fixed-price development programs; contractual performance relief and the application of cost sharing terms; allowability and allocability of costs under U.S. Government contracts; progress and acceptance of new products and technology; domestic and international competition; legal, financial and governmental risks related to international transactions; potential security threats, natural disasters and other disruptions not under our control; and other risk factors disclosed in our filings with the Securities and Exchange Commission.

These forward-looking statements speak only as of the date of this release and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

This release and the attachments also contain non-GAAP financial measures. A reconciliation to the nearest GAAP measure and a discussion of the company's use of these measures are included in this release or the attachments.

LEARN MORE ABOUT US: Northrop Grumman news releases, product information, photos and video clips are available on the Internet at: http://www.northropgrumman.com



                      NORTHROP GRUMMAN CORPORATION          SCHEDULE 1
            CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                             (unaudited)


                                   Three months          Six months
                                   ended June 30        ended June 30
                                 -------------------------------------
 $ in millions, except per 
  share amounts                    2009      2008      2009      2008
 ---------------------------------------------------------------------
 Sales and Service Revenues
   Product sales                 $ 5,420   $ 4,849   $ 9,990   $ 9,243
   Service revenues                3,537     3,779     7,287     7,109
 ---------------------------------------------------------------------
 Total sales and service                                      
  revenues                         8,957     8,628    17,277    16,352
 ---------------------------------------------------------------------
 Cost of Sales and Service                                    
  Revenues                                                    
   Cost of product sales           4,345     3,793     7,980     7,522
   Cost of service revenues        3,185     3,232     6,466     6,025
 General and administrative                                   
   expenses                          774       797     1,523     1,535
 ---------------------------------------------------------------------
 Operating income                    653       806     1,308     1,270
 Other (expense) income                                       
   Interest expense                  (70)      (72)     (143)     (149)
   Other, net                         13         5        21        27
 ---------------------------------------------------------------------
 Earnings from continuing                                     
  operations before income                                   
  taxes                              596       739     1,186     1,148
 Federal and foreign income                                   
  taxes                              202       256       403       402
 ---------------------------------------------------------------------
 Earnings from continuing                                     
  operations                         394       483       783       746
 Earnings from discontinued                                   
  operations, net of tax                        12                  13
 ---------------------------------------------------------------------
 Net earnings                     $  394    $  495    $  783    $  759
 ---------------------------------------------------------------------
 Basic Earnings Per Share                                     
   Continuing operations          $ 1.22    $ 1.42    $ 2.41    $ 2.20
   Discontinued operations                    0.04                0.04
 ---------------------------------------------------------------------
 Basic earnings per share         $ 1.22    $ 1.46    $ 2.41    $ 2.24
 ---------------------------------------------------------------------
 Weighted-average common 
  shares outstanding, in
  millions                         322.0     339.0     324.4     338.7
 ---------------------------------------------------------------------
 Diluted Earnings Per Share                                   
   Continuing operations          $ 1.21    $ 1.40    $ 2.38    $ 2.15
   Discontinued operations                    0.04                0.04
 ---------------------------------------------------------------------
 Diluted earnings per share       $ 1.21    $ 1.44    $ 2.38    $ 2.19
 ---------------------------------------------------------------------
 Weighted-average diluted shares                              
  outstanding, in millions         325.8     344.1     328.9     346.7
 ---------------------------------------------------------------------




 
                    NORTHROP GRUMMAN CORPORATION          SCHEDULE 2
      CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
                          (unaudited)

                                                  June 30,     Dec. 31,
 $ in millions                                      2009         2008
 ---------------------------------------------------------------------
 Assets
 Cash and cash equivalents                        $ 1,056      $ 1,504
 Accounts receivable, net of progress payments      4,251        3,904
 Inventoried costs, net of progress payments        1,099        1,003
 Deferred tax assets                                  487          549
 Prepaid expenses and other current assets            363          229
 ---------------------------------------------------------------------
 Total current assets                               7,256        7,189
 Property, plant, and equipment, net of                      
  accumulated depreciation of $4,053 in 2009                 
  and $3,803 in 2008                                4,778        4,810
 Goodwill                                          14,536       14,518
 Other purchased intangibles, net of                         
  accumulated amortization of $1,847 in 2009                 
  and $1,795 in 2008                                  925          947
 Pension and post-retirement plan assets              292          290
 Long-term deferred tax assets                      1,414        1,510
 Miscellaneous other assets                           947          933
 ---------------------------------------------------------------------
 Total assets                                    $ 30,148     $ 30,197
 ---------------------------------------------------------------------
                                                             
 Liabilities                                                 
 Notes payable to banks                          $     27     $     24
 Current portion of long-term debt                    493          477
 Trade accounts payable                             1,774        1,943
 Accrued employees' compensation                    1,325        1,284
 Advance payments and billings in excess of                  
  costs incurred                                    2,050        2,036
 Other current liabilities                          1,574        1,660
 ---------------------------------------------------------------------
 Total current liabilities                          7,243        7,424
 Long-term debt, net of current portion             3,348        3,443
 Pension and post-retirement plan liabilities       5,816        5,823
 Other long-term liabilities                        1,552        1,587
 ---------------------------------------------------------------------
 Total liabilities                                 17,959       18,277
 ---------------------------------------------------------------------
 Shareholders' Equity                                        
 Common stock, $1 par value; 800,000,000                     
  shares authorized; issued and outstanding:                 
  2009 - 319,156,206; 2008 - 327,012,663              319          327
 Paid-in capital                                    9,243        9,645
 Retained earnings                                  6,104        5,590
 Accumulated other comprehensive loss              (3,477)      (3,642)
 ---------------------------------------------------------------------
 Total shareholders' equity                        12,189       11,920
 ---------------------------------------------------------------------
 Total liabilities and shareholders' equity      $ 30,148     $ 30,197
 ---------------------------------------------------------------------
                                                           




                     NORTHROP GRUMMAN CORPORATION           SCHEDULE 3
            CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                              (unaudited)


                                                    Six Months Ended
                                                         June 30
                                                   -------------------
 $ in millions                                      2009         2008
 ---------------------------------------------------------------------
 Operating Activities
   Sources of Cash - Continuing Operations
     Cash received from customers
       Progress payments                           $ 3,560     $ 3,319
       Collections on billings                      13,298      12,983
     Other cash receipts                                20          37
 ---------------------------------------------------------------------
     Total sources of cash - continuing                      
      operations                                    16,878      16,339
 ---------------------------------------------------------------------
 Uses of Cash - Continuing Operations                        
     Cash paid to suppliers and employees          (15,554)    (14,855)
     Interest paid, net of interest received          (141)       (153)
     Income taxes paid, net of refunds received       (467)       (482)
     Excess tax benefits from stock-based                    
      compensation                                                 (45)
     Other cash payments                               (58)         (7)
 ---------------------------------------------------------------------
     Total uses of cash - continuing operations    (16,220)    (15,542)
 ---------------------------------------------------------------------
   Cash provided by continuing operations              658         797
   Cash provided by discontinued operations                          4
 ---------------------------------------------------------------------
   Net cash provided by operating activities           658         801
 ---------------------------------------------------------------------
 Investing Activities                                        
   Proceeds from sale of business, net of cash               
    divested                                                       175
   Payments for businesses purchased                   (33)  
   Additions to property, plant, and equipment        (297)       (277)
   Payments for outsourcing contract costs and               
    related software costs                             (37)        (77)
   Decrease in restricted cash                           3          37
   Other investing activities, net                       2          10
 ---------------------------------------------------------------------
   Net cash used in investing activities              (362)       (132)
 ---------------------------------------------------------------------
 Financing Activities                                        
   Net borrowings (payments) under lines of                  
    credit                                               3          (3)
   Principal payments of long-term debt                (72)       (109)
   Proceeds from exercises of stock options                  
    and issuances of common stock                       17          82
   Dividends paid                                     (269)       (261)
   Excess tax benefits from stock-based                      
    compensation                                                    45
   Common stock repurchases                           (423)       (805)
 ---------------------------------------------------------------------
   Net cash used in financing activities              (744)     (1,051)
 ---------------------------------------------------------------------
 Decrease in cash and cash equivalents                (448)       (382)
 Cash and cash equivalents, beginning of period      1,504         963
 ---------------------------------------------------------------------
 Cash and cash equivalents, end of period          $ 1,056       $ 581
 ---------------------------------------------------------------------





                       NORTHROP GRUMMAN CORPORATION        SCHEDULE 4
              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                              (unaudited)


                                                     Six Months Ended
                                                          June 30
                                                     -----------------
 $ in millions                                        2009      2008
 ---------------------------------------------------------------------
 Reconciliation of Net Earnings to Net Cash Provided 
  by Operating Activities

 Net earnings                                         $ 783     $ 759
 Adjustments to reconcile to net cash provided
  by operating activities
   Depreciation                                         280       276
   Amortization of assets                                75       109
   Stock-based compensation                              55        83
   Excess tax benefits from stock-based 
    compensation                                                  (45)
   Pre-tax gain on sale of business                               (58)
   Decrease (increase) in
     Accounts receivable                             (3,340)   (3,691)
     Inventoried costs                                 (354)     (304)
     Prepaid expenses and other current assets          (75)      (40)
   Increase (decrease) in
     Progress payments                                3,252     3,370
     Accounts payable and accruals                     (241)      215
     Deferred income taxes                               61       121
     Income taxes payable                               (48)      (84)
     Retiree benefits                                   171        46
   Other non-cash transactions, net                      39        40
 ---------------------------------------------------------------------
   Cash provided by continuing operations               658       797
   Cash provided by discontinued operations                         4
 ---------------------------------------------------------------------
 Net cash provided by operating activities            $ 658     $ 801
 ---------------------------------------------------------------------
 Non-Cash Investing and Financing Activities
 Sale of business
   Liabilities assumed by purchaser                             $ (18)
 ---------------------------------------------------------------------
 Mandatorily redeemable convertible preferred
  stock converted into common stock                             $ 350
 ---------------------------------------------------------------------




                       NORTHROP GRUMMAN CORPORATION       SCHEDULE 5
                    TOTAL BACKLOG AND CONTRACT AWARDS
                                (unaudited)



                                  
 $ in millions        June 30, 2009             December 31, 2008 (3) 
 ---------------------------------------------------------------------
               FUNDED   UNFUNDED    TOTAL    FUNDED  UNFUNDED   TOTAL  
                (1)       (2)      BACKLOG     (1)      (2)    BACKLOG
              ----------------------------   --------------------------
 Aerospace
  Systems     $ 8,408   $16,340    $24,748   $ 7,648  $22,883   $30,531
 Electronic 
  Systems       7,962     2,809     10,771     8,391    2,124    10,515
 Information 
  Systems       4,934     4,677      9,611     5,310    4,672     9,982
 Shipbuilding  12,587     8,426     21,013    14,205    8,148    22,353
 Technical 
  Services      1,836     2,383      4,219     1,840    2,831     4,671
              ----------------------------   --------------------------
 Total        $35,727   $34,635    $70,362   $37,394  $40,658   $78,052
              ----------------------------   --------------------------

 (1) Funded backlog represents firm orders for which funding is
     contractually obligated by the customer.

 (2) Unfunded backlog  represents firm orders for which funding is not
     currently contractually obligated by the customer. Unfunded 
     backlog excludes  unexercised contract options and unfunded
     Indefinite Delivery Indefinite Quantity (IDIQ) orders.

 (3) Certain  prior  period  amounts  have  been reclassified  to 
     conform to the 2009  presentation. 
 ---------------------------------------------------------------------

 New Awards - The estimated value of contract awards included in 
 backlog during the six months ended June 30, 2009, was approximately 
 $14.6 billion.

 Backlog  Adjustment - In the second  quarter of 2009, the company was
 notified that the Kinetic Energy Interceptor (KEI) program was
 terminated for convenience by the Missile Defense  Agency.  The KEI
 termination  was  recorded  as a reduction  to total  backlog of $5.1
 billion at Aerospace Systems.



 
                        NORTHROP GRUMMAN CORPORATION       SCHEDULE 6
                    REALIGNED SEGMENT OPERATING RESULTS
                            ($ in millions)
                              (unaudited)

 
                                                                     
                                  NET SALES                           
 ---------------------------------------------------------------------
                2006    2007                  2008                    
               ------  -----    --------------------------------------
               Total   Total            Three Months Ended      Total 
                Year    Year    Mar 31  Jun 30  Sep 30  Dec 31   Year 
 ---------------------------------------------------------------------
 AS REPORTED(1)
 Information
  & Services
   Mission 
    Systems     4,704  $ 5,077  $1,298  $1,388  $1,417  $1,537  $ 5,640
   Information
    Technology  3,962    4,486   1,085   1,215   1,085   1,133    4,518
   Technical 
    Services    1,858    2,177     505     572     607     612    2,296
              -------------------------------------------------------- 
               10,524   11,740   2,888   3,175   3,109   3,282   12,454
 
 
 Aerospace
   Integrated 
    Systems     5,500    5,067   1,340   1,358   1,345   1,461    5,504
   Space 
    Technology  3,869    4,176   1,022   1,118   1,079   1,117    4,336
              -------------------------------------------------------- 
                9,369    9,243   2,362   2,476   2,424   2,578    9,840
 
 Electronics    6,267    6,528   1,555   1,675   1,814   2,046    7,090
 
 Shipbuilding   5,321    5,788   1,264   1,688   1,451   1,742    6,145
 
 Intersegment 
  Eliminations (1,490)  (1,471)   (345)   (386)   (417)   (494)  (1,642)
              --------------------------------------------------------  
  Total       $29,991  $31,828  $7,724  $8,628  $8,381  $9,154  $33,887
              -------------------------------------------------------- 
 
 REALIGNED(2)
 
 Aerospace 
  Systems     $ 9,358  $ 9,234  $2,361  $2,472  $2,417  $2,575  $ 9,825
 
 Electronic 
  Systems       6,201    6,466   1,545   1,665   1,808   2,030    7,048
 
 Information 
  Systems       8,383    9,245   2,298   2,512   2,410   2,557    9,777
 
 Shipbuilding   5,321    5,788   1,264   1,688   1,451   1,742    6,145
 
 Technical 
  Services      2,090    2,422     558     634     665     678    2,535
  
 Intersegment 
  Eliminations (1,362)  (1,327)   (302)   (343)   (370)   (428)  (1,443)
              -------------------------------------------------------- 
  Total       $29,991  $31,828  $7,724  $8,628  $8,381  $9,154  $33,887
              -------------------------------------------------------- 
 


                        SEGMENT OPERATING INCOME(3)                
 ---------------------------------------------------------------------
                2006    2007                   2008                   
               ------  -----    --------------------------------------
               Total   Total            Three Months Ended      Total 
                Year    Year    Mar 31  Jun 30  Sep 30  Dec 31   Year 
 ---------------------------------------------------------------------

 AS REPORTED(1)
 Information
  & Services
   Mission 
    Systems     $ 451    $ 508   $ 128   $ 133   $ 128   $ 119    $ 508
   Information
    Technology    342      329      89      82      37      97      305
   Technical 
    Services      120      120      26      36      31      28      121
              -------    -----   --------------------------------------
                  913      957     243     251     196     244      934
 
 
 Aerospace
   Integrated 
    Systems       551      591     170     143     144     156      613
   Space 
    Technology    311      329      82      93      90    (461)    (196)
              -------    -----   --------------------------------------
 
                  862      920     252     236     234    (305)     417
 
 Electronics      786      813     209     202     264     277      952
 
 Shipbuilding     393      538    (218)    126     118  (2,333)  (2,307)
 
 Intersegment 
  Eliminations   (117)    (113)    (28)    (31)    (44)    (38)    (141)
              --------------------------------------------------------- 
  Total        $2,837   $3,115   $ 458   $ 784   $ 768 $(2,155)  $ (145)
              --------------------------------------------------------- 
 
 REALIGNED(2)
 
 Aerospace 
  Systems       $ 861    $ 919   $ 252   $ 236   $ 233  $ (305)   $ 416
 
 Electronic 
  Systems         783      809     209     201     261     276      947
 
 Information 
  Systems         771      815     212     207     156     208      783
 
 Shipbuilding     393      538    (218)    126     118  (2,333)  (2,307)
 
 Technical 
  Services        139      139      29      42      39      34      144
  
 Intersegment 
  Eliminations   (110)    (105)    (26)    (28)    (39)    (35)    (128)
              --------------------------------------------------------- 
  Total        $2,837   $3,115   $ 458   $ 784   $ 768 $(2,155)  $ (145)
              --------------------------------------------------------- 

NOTE: There have been no changes to the realigned segment operating results since this schedule was first made available with the First Quarter 2009 earnings release filed on April 22, 2009.



 (1) "As reported" amounts are as of December 31, 2008, which reflects 
     the Park Air / Remotec realignment, Missile Systems realignment, 
     and the presentation of Electro-Optical Systems as a discontinued
     operation and are reported in the 2008 Form 10-K. 2008 quarterly
     results for the three months ended Mar. 31, Jun. 30, and Sep. 30 
     were previously reported in Schedule 6 of the Third Quarter 2008
     earnings release.

 (2) Reported amounts adjusted to reflect the realignment of certain
     logistics, services, and technical support programs and assets
     from the Information Systems and Electronic Systems segments to 
     the Technical Services segment and the streamlining of the
     company's organizational structure by reducing the number of 
     operating segments from seven to five.

 (3) Non-GAAP measure. Management uses segment operating income as an 
     internal measure of financial performance for the individual 
     business segments.


            

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