A surface-noise model has been developed. This noise model consists of noise sources uniformly distributed on a large circular area of a plane. The noise sources are assumed to be directional. The spatial correlation is obtained as a function of the directionality of the noise sources. Experimental measurements were conducted using some of the elements of a 300-ft vertical linear array of 40 hydrophones in about 15 000 ft of water. The data were passed through filters in the 200- to 400-, 400- to 600-, 600- to 800-, and 800- to 1000-cps bands. The theoretical and experimental values were compared. The results indicate that the noise is from a horizontal direction in the 200- to 400-cps and from a vertical direction in the other frequency bands. A good agreement of the experimental results and the theoretical results is obtained in the higher passbands. In general, the agreement is better for higher frequencies and sea states. The results indicate that the sources on the surface radiate similar to that of a dipole source.