Northrop Grumman Systems Corp. Aerospace Systems, El Segundo, California, has been awarded a $93,076,636 Other Transaction Agreement for prototype project - Tactically Exploited Reconnaissance Node (Tern) program, Phase III. The Tern program will design, develop, and demonstrate enabling technologies and system attributes for a medium-altitude long-endurance unmanned air vehicle and shipboard-capable launch and recovery system allowing operations from smaller ships. The Tern Phase III program will focus on the design, fabrication, and testing of a prototype Tern Demonstration System. The face value of the OTA is $132,473,192 with a contractor's cost share of $39,396,556 and the total estimated government share of $93,076,636. Work will be performed in El Segundo, California; Newport News, Virginia; Benbrook, Texas; El Cajon, California; Cincinnati, Ohio; East Aurora, New York; Dulles, Virginia; Mojave, California and Spark, Nevada with an estimated completion of November 2017. Fiscal 2015 and 2016 research and development funds in the amount of $29,563,813 are being obligated at time of the award. DARPA, Arlington, Virginia, is the contracting activity (HR0011-16-9-0003).