ITEM 7.01 Regulation FD Disclosure.

On March 12, 2009, Ronald D. Sugar, Chairman and Chief Executive Officer of Northrop Grumman Corporation (the "Company") adopted a pre-arranged stock trading plan to sell shares of the Company's stock upon exercise of stock options. The trading plan was adopted in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934 and the Company's policies and procedures governing stock transactions by directors, executive officers and other employees.
Plan Details - Dr. Sugar reported to the Company that the option exercises and stock sales to be effected pursuant to the trading plan are intended to facilitate the exercise of aging or expiring options.
As the trading plan transactions will involve only shares issuable upon exercise of options, they will not affect Dr. Sugar's compliance with the Company's stock ownership guidelines. Details regarding the Company's stock ownership guidelines are described in its Proxy Statement filed with the Securities and Exchange Commission on April 21, 2008.
Transactions made under Dr. Sugar's trading plan will be reported to the Securities and Exchange Commission in accordance with applicable securities laws, rules and regulations.

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Signature(s) Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Northrop Grumman Corporation (Registrant)

Date: March 12, 2009 By: /s/ Joseph F. Coyne, Jr.

(Signature)
Joseph F. Coyne, Jr. Corporate Vice President, Deputy General Counsel and Secretary

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