Northrop Grumman

2980 Fairview Park Drive

Falls Church, Virginia 22042-4511

northropgrumman.com

October 5, 2022

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

Disclosure Review Program

Attn:    Barbara Jacobs

Christopher Dunham

100 F Street NE

Washington, D.C. 20549

RE:     Northrop Grumman Corporation

    Definitive Proxy Statement on Schedule 14A

    Filed April 1, 2022

    File No. 001-16411

Dear Ms. Jacobs and Mr. Dunham:

We have received the letter dated September 21, 2022 from the Staff of the Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”) to Northrop Grumman Corporation (the “Company”, “we”, “us”, or “our”).

We appreciate the Staff’s comments and are committed to updating our future proxy statement disclosures to address the topics discussed in the comment letter.

If you would like to speak with us about any of these matters, please do not hesitate to call Jennifer McGarey, Corporate Vice President and Secretary at (703) 280-4011.

Very truly yours,

/s/ David F. Keffer

David F. Keffer

Corporate Vice President and

Chief Financial Officer

Cc:

Kathy J. Warden

Sheila C. Cheston