Underwater acoustic noise measurement is an essential element for vulnerability assessment of modern naval platforms. But during the last few decades environmental conditions have drastically changed due to the gradually increasing sea ambient noise level and decreasing submarine radiated noise level. A real-time underwater acoustic measurement system with vertical line array is designed for the quiet submarine radiated noise assessment in challenging environment. This system has a constant directivity index in measurement frequency range and accurate tracking capability for the transmission loss compensation and navigation aids inside the submarine. This system has been validated at sea and used several times for the submarine noise measurement.