EXHIBIT 23.8
CONSENT OF GENERAL COUNSEL
OF
LOCKHEED MARTIN CORPORATION
I hereby consent to the reference to my name under the caption
"Incorporation of Certain Documents By Reference" in the Registration Statement
on Form S-4 of Lockheed Martin Corporation and Northrop Grumman Corporation
filed as of the date hereof and to the incorporation by reference of the
Lockheed Martin Annual Report on Form 10-K for the fiscal year ended December
31, 1996 with respect to any legal conclusion as to the merits of a legal
proceeding contained therein. In giving such consent, I do not thereby concede
that I am in the category of such persons whose consent is required under
Section 7 of the Securities Act of 1933, as amended, or the rules and
regulations of the Securities and Exchange Commission thereunder.
Date: January 21, 1998
/s/ Frank H. Menaker, Jr.
------------------------------
Frank H. Menaker, Jr.