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Updated: July 8th, 2008 05:26 PM CDT

Northrop Grumman to Acquire Essex Corporation for $24 Per Share Cash

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"Through its robust technical capabilities and performance, Essex has earned an exceptional reputation with its customers," said Jerry Agee , president of Northrop Grumman Mission Systems sector. "Its strengths in the areas of signal processing, information assurance, optics and optical processing, and systems engineering and integration will be a significant complement to our activities supporting the intelligence community and the Department of Defense."

The Northrop Grumman and Essex boards of directors have approved the transaction. Completion of the transaction is subject to customary conditions including Hart-Scott-Rodino approval and the approval of Essex Corporation's shareholders. Key Essex share holders representing approximately 11 percent of the outstanding shares of Essex Corporation have entered into voting agreements pursuant to which, among other things, they have agreed to vote their shares in favor of the transaction.

Citigroup Global Markets Inc. acted as financial advisor to Northrop Grumman in this transaction.

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, ship building and space technology. With more than 120,000 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 arebased 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 "expect" and "guidance" or variations there of.This information reflects the Company's best estimates when made, but the Company expressly disclaims any duty to update this information if new data become available or estimates change after the date of this release.


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