Northrop Grumman Buys Over 11.5 Million Shares in Accelerated Share Repurchase

LOS ANGELES, March 7, 2006 -- Northrop Grumman Corporation (NYSE:NOC) has entered into a $750 million accelerated share repurchase (ASR) agreement with Credit Suisse, New York Branch.

Under the agreement, the company repurchased 11,577,647 shares of Northrop Grumman common stock from Credit Suisse at a price per share of $64.78. Credit Suisse plans to purchase an equivalent number of shares in the open market, and Northrop Grumman may receive or be required to remit a price adjustment based upon the volume weighted average price of Northrop Grumman common shares purchased by Credit Suisse.

“This new ASR marks the completion of more than 80 percent of the $1.5 billion share repurchase program we announced last October,” said Ronald D. Sugar, Northrop Grumman’s chairman, chief executive officer and president. “This agreement reduces shares outstanding by an immediate and substantial amount and demonstrates our continued commitment to a balanced cash deployment strategy.”

This ASR follows an earlier agreement announced on November 7, 2005 under which Northrop Grumman repurchased 9.1 million shares and which is now complete. Northrop Grumman’s average repurchase price under the first ASR was approximately $59.05 per share. Including today’s announcement, the company has repurchased approximately 53 million shares of its common stock for $3 billion since it began repurchasing its shares in August 2003.

Northrop Grumman Corporation is a global defense company headquartered in Los Angeles, Calif. Northrop Grumman provides technologically advanced, innovative products, services and solutions in systems integration, defense electronics, information technology, advanced aircraft, shipbuilding and space technology. With approximately 125,000 employees and operations in all 50 states and 25 countries, Northrop Grumman serves U.S. and international military, government and commercial customers.

Note: Certain statements and assumptions in this release contain or are based on “forward-looking” information that Northrop Grumman Corporation (the “Company”) believes to be within the definition in the Private Securities Litigation Reform Act of 1995 and involve risks and uncertainties, and include, among others, statements in the future tense, and all statements accompanied by terms such as “plans,” “expects,” “may,” or variations thereof. This information reflects the Company’s best estimates when made, but the company expressly disclaims any duty to update this information if new data becomes available or plans or estimates change after the date of this release.

Such “forward-looking” information includes, among other things, statements regarding the ASR program, including Credit Suisse’s ability to purchase equivalent shares in the open market and any possible price adjustment, the ability to complete the repurchase program over a certain period and the expected benefits of the repurchase program.

The Company’s operations are subject to various additional risks and uncertainties and other risk factors set out in the Company’s filings from time to time with the Securities and Exchange Commission, including, without limitation, Company reports on Form 10-K and Form 10-Q.

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Thomas Henson

Northrop Grumman Corporation

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