CERTIFICATE OF AMENDMENT
CERTIFICATE OF INCORPORATION
(a Delaware corporation)
NNG, Inc., (the "Corporation"), a corporation organized and existing under and by virtue of the General
Corporation Law of the State of Delaware, does hereby certify that:
FIRST: The Corporation has received payment for its stock.
SECOND: The Board of Directors of the Corporation believes that it is in the best interests of the Corporation to
amend the First Article of the Amended and Restated Certificate of Incorporation.
THIRD: The amendment to the Amended and Restated Certificate of Incorporation of the Corporation set forth
below was approved by unanimous written consent of the Corporation's Board of Directors and was duly
adopted in accordance with the provisions of Sections 228 and 242 of the General Corporation Law of the State
FOURTH: The sole stockholder of the Corporation considered and voted in favor of the amendment.
FIFTH: The First Article of the Amended and Restated Certificate of Incorporation of the Corporation is hereby
amended and restated in its entirety as follows:
"FIRST: The name of the corporation is Northrop Grumman Corporation. (the "Corporation")."
IN WITNESS WHEREOF, the undersigned has executed this Certificate of Amendment on this 2nd day of
John H. Mullan, Secretary
THIS SUPPLEMENTAL INDENTURE (this "Supplemental Indenture") dated as of April 3, 2001, is by and
among Litton Industries, Inc., a Delaware corporation ("Litton"), The Bank of New York, as trustee ("Trustee"),
Northrop Grumman Corporation, a Delaware corporation, formerly NNG, Inc. ("NGC"), and Northrop
Grumman Systems Corporation, a Delaware corporation, formerly Northrop Grumman Corporation ("NGSC").
Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Indenture (as
WHEREAS, Litton and the Trustee are parties to that cert