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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-K/A


(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2000

( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT OF 1934

For the transition period from
                    to

Commission file number
1-3229      

NORTHROP GRUMMAN CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE
(State or other jurisdiction of
incorporation or organization)

 

95-1055798
(I.R.S. Employer Identification
Number)

1840 Century Park East, Los Angeles, California 90067
www.northgrum.com
(Address of principal executive offices and internet site)

(310) 553-6262
(Registrant's telephone number, including area code)
Securities registered pursuant to section 12(b) of the Act:

Title of each class
Common Stock, $1 par value

 

Name of each exchange on which registered
New York Stock Exchange
Pacific Stock Exchange

Securities Registered pursuant to Section 12(g) of the Act:
None

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes x

 

No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. (X)

As of February 19, 2001, 72,126,289 shares of Common Stock were outstanding, and the aggregate market value of the Common Stock (based upon the closing price of the stock on the New York Stock Exchange) of the Registrant held by nonaffiliates was approximately $6,449 million.

DOCUMENTS INCORPORATED BY REFERENCE

 

 Portions of the Proxy Statement for the 2001 Annual Meeting of Stockholders. Part III


This Form 10-K/A corrects an incorrect subtotal on the line item "total revenue" on the consolidated statements of income.

This Form 10-K/A corrects a positional discrepancy in the consolidated financial statements footnote entitled "Income Taxes", by aligning the descriptions in the footnote with the proper numerical amounts.

This Form 10-K/A also modifies the Independent Auditors' Consent by inserting the qualifier "except for subsequent events footnote, as to which the date is March 1, 2001"

 


NORTHROP GRUMMAN CORPORATION

 

CONSOLIDATED STATEMENTS OF INCOME

Years ended December 31, $ in millions, except per share

2000 

1999 

1998 


Sales and service revenues

 

 

 

 

 

Product sales

$ 6,133 

$ 6,304 

$ 6,381 

Service revenues

1,485 

1,312 

986 


Total revenue

7,618 

7,616 

7,367 


Cost of sales

Cost of product sales

4,160 

4,491 

4,737 

Cost of service revenues

1,286 

1,143 

867 

Administrative and general expenses

1,074 

1,028 

1,011 


Operating margin

1,098 

954 

752 

Other income(deductions)

Interest income

29 

18 

11 

Merger costs

(186)

Interest expense

(175)

(224)

(232)

Investment loss

(30)

Other, net

23 

(1)

(6)


Income from continuing operations before income taxes

  and cumulative effect of accounting change

975 

747 

309 

Federal and foreign income taxes

350 

273 

116 


Income from continuing operations before

 

  cumulative effect of accounting change

608 

474 

193 

Income from discontinued operations, net of federal income

 

  tax expense of $22, $6 and $2 in 2000, 1999 and 1998, respectively

39 

Loss on disposal of discontinued operations,

 

  net of federal income tax expense of $40

(56)


Income before cumulative effect of accounting change

608 

483 

194 

Cumulative effect of accounting change, net of income tax

  benefit of $11

(16)


Net income

$    608 

$    467 

$    194 


Weighted average common shares outstanding, in millions

70.6 

69.3 

68.5 


Basic earnings per share

 

     Continuing operations

$   8.86 

$   6.84 

$   2.82 

     Discontinued operations

.55 

.13 

.01 

     Disposal of discontinued operations

(.80)


     Before cumulative effect of accounting change

8.61 

6.97 

2.83 

     Accounting change

(.24)


     Basic earnings per share

$   8.61 

$   6.73 

$   2.83 


Diluted earnings per share:

     Continuing operations

$   8.82 

$   6.80 

$   2.78 

     Discontinued operations

.55 

.13 

.01 

     Disposal of discontinued operations

(.79)


     Before cumulative effect of accounting change

8.58 

6.93 

2.79 

     Accounting change

(.24)


     Diluted earnings per share

$   8.58 

$   6.69 

$   2.79 


 

The accompanying notes are an integral part of these consolidated financial statements.

-42-


 

NORTHROP GRUMMAN CORPORATION

INCOME TAXES

Income tax expense, both federal and foreign, was comprised of the following:

Years ended December 31, $ in millions

2000 

 

1999 

 

1998 


Income taxes on continuing operations:

 

 

 

 

 

Currently payable

 

 

 

 

 

 

Federal income taxes

$ 96 

 

$ 77 

 

$ (13)

 

Foreign income taxes

 

 


 

 

101 

 

81 

 

(8)

Change in deferred federal income taxes

249 

 

192 

 

124 


Total income taxes on continuing operations

$ 350 

 

$ 273 

 

$ 116 



Income tax expense differs from the amount computed by multiplying the statutory federal income tax rate times the income before income taxes due to the following:

Years ended December 31, $ in millions

2000 

 

1999 

 

1998 


Income tax expense on continuing operations at statutory rate

$ 341 

 

$ 261 

 

$ 108 

Goodwill amortization

20 

 

15 

 

15 

Benefit from ESOP dividends

(3)

 

(3)

 

(3)

Other, net

(8)

 

 

 

(4)


 

 

$ 350 

 

$ 273 

 

$ 116 


 Deferred income taxes arise because of differences in the treatment of income and expense items for financial reporting and income tax purposes. The principal type of temporary difference stems from the recognition of income on contracts being reported under different methods for tax purposes than for financial reporting.

-58-

 


 

NORTHROP GRUMMAN CORPORATION

The tax effects of significant temporary differences and carryforwards that gave rise to year-end deferred federal and state tax balances, as categorized in the Consolidated Statements of Financial Position, were as follows:

$ in millions

2000 

1999 


Deferred tax assets

Deductible temporary differences

Provision for estimated expenses

$       21 

$      33 


21 

33 

Taxable temporary differences

Income on contracts

(10)


(10)


$       21 

$      23 


Deferred tax liabilities

Taxable temporary differences

Income on contracts

$    901 

$    913 

Retiree benefit plan income

142 

Goodwill amortization

107 

95 

Purchased intangibles

63 

89 

Excess tax over book depreciation

51 

72 

Administrative and general expenses period costed for tax purposes

14 

Other

14 

14 


1,278 

1,197 


Deductible temporary differences

Provision for estimated expenses

(168)

(207)

Retiree benefit plan expense

(197)

Administrative and general expenses period costed for tax purposes

(8)

Other

(77)

(50)


(253)

(454)


Tax carryforwards

Tax credits

(24)

(75)

Alternative minimum tax credit

(44)

(54)


(68)

(129)


$    957 

$    614 


Net deferred tax liability

Total deferred tax liabilities (taxable temporary differences above)

$ 1,278 

$ 1,207 

Less total deferred tax assets (deductible

temporary differences and tax carryforwards above)

342 

616 


$    936 

$    591 


The tax carryforward benefits are expected to be used in the periods in which net deferred tax liabilities mature. These tax credit carryforwards are in various amounts and expire over the years 2001 through 2007. The alternative minimum tax credit can be carried forward indefinitely.

-59-


 

NORTHROP GRUMMAN CORPORATION

 

 

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 2nd day of March 2001.

 

 

 

 

 

By:          Robert B. Spiker                       
               Robert B. Spiker
Corporate Vice President and Controller
         (Principal Accounting Officer)

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed on behalf of the registrant this the 2nd day of March 2001, by the following persons and in the capacities indicated.

 Signature

                         Title

Kent Kresa*


Jack R. Borsting*
John T. Chain, Jr.*
Vic Fazio*
Phillip Frost*
Lewis W. Coleman
Charles R. Larson*
Robert A. Lutz*
Aulana L. Peters*
John E. Robson*
Richard R. Rosenberg*
John Brooks Slaughter*
Richard J. Stegemeier*
Richard B. Waugh, Jr.*
 

Chairman of the Board, President and Chief Executive
  Officer and Director (Principal Executive Officer)

Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Corporate Vice President and Chief
  Financial Officer (Principal Financial Officer)

 

*By    John H. Mullan          
           John H. Mullan 
          Attorney-in-Fact
pursuant to a power of attorney

-81-


 

NORTHROP GRUMMAN CORPORATION

 

INDEPENDENT AUDITORS' CONSENT

We consent to the incorporation by reference in Registration Statements Nos. 333-59815, 33-59853 and 333-68003 of Northrop Grumman Corporation on Form S-8, Registration Statements Nos. 333-78251, 333-85633 and 333-40862 of Northrop Grumman Corporation on Form S-3 and Registration Statement No. 333-54800 of NNG, Inc. on Form S-4 of our report dated January 24, 2001, <R>except for subsequent events footnote, as to which the date is March 1, 2001<R>, appearing in this Annual Report on Form 10-K for the year ended December 31, 2000.

 

 

 

 

 

 

 

 

 

 

DELOITTE & TOUCHE LLP

Los Angeles, California

March 1, 2001

 

-83-