Northrop Grumman Corp /DE/ (Other) (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: January 31, 2008 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

ERVIN GARY W.

2. Date of Event Requiring Statement (MM/DD/YYYY) 9/19/2007

3. Issuer Name and Ticker or Trading Symbol

NORTHROP GRUMMAN CORP /DE/ [NOC]

(Last) (First) (Middle)

1840 CENTURY PARK EAST

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director _____ 10% Owner
___ X ___ Officer (give title below) _____ Other (specify below)
Corp VP; Pres-Elect, IS Sector /

(Street)

LOS ANGELES, CA 90067

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	31850 ⁽¹⁾	D

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right-to-Buy)	12/20/2002 ⁽²⁾	12/20/2011	Common Stock	2000	$49.03	D
Stock Option (Right-to-Buy)	8/20/2003 ⁽³⁾	8/20/2012	Common Stock	12000	$57.40	D
Stock Option (Right-to-Buy)	6/14/2005 ⁽⁴⁾	6/14/2014	Common Stock	12000	$52.4850	D
Stock Option (Right-to-Buy)	9/19/2008 ⁽⁵⁾	9/19/2017	Common Stock	15000	$79.86	D

Explanation of Responses:
( 1)	Total includes 5,350 unvested Restricted Performance Stock Rights (RPSRs) granted under the 2001 Long-Term Incentive Stock Plan (LTISP) on 2/16/05, with the valuation of performance measurement period ("measurement period") ending on 12/31/07; 9,000 unvested RPSRs granted under the LTISP on 2/15/06, with the measurement period ending 12/31/08; 10,000 unvested RPSRs granted under the LTISP on 2/28/07 with the measurement period ending 12/31/09; and 7,500 unvested RPSRs granted under the LTISP on 9/19/07, with the measurement period ending 12/31/09. Grants awarded pursuant to Rule 16b-3(d).
( 2)	This stock option, granted on 12/20/01, becomes exercisable to the extent of one-fourth (25%) of the optioned shares for each year of employment following the date of grant.
( 3)	This stock option, granted on 8/20/02, becomes exercisable to the extent of one-fourth (25%) of the optioned shares for each year of employment following the date of grant.
( 4)	This stock option, granted on 6/14/04, becomes exercisable to the extent of one-fourth (25%) of the optioned shares for each year of employment following the date of grant.
( 5)	This stock option, granted on 9/19/07, becomes exercisable to the extent of one-fourth (25%) of the optioned shares for each year of employment following the date of grant.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
ERVIN GARY W. 1840 CENTURY PARK EAST LOS ANGELES, CA 90067			Corp VP; Pres-Elect, IS Sector

Signatures
Kathleen M. Salmas, Attorney-in-fact for Gary W. Ervin		9/25/2007
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.