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                                                                  EXHIBIT 99 (a)



TRW ADOPTS NEW SHAREHOLDER RIGHTS PLAN

CLEVELAND, April 24 -- Directors of TRW Inc. today announced the adoption of an
updated Shareholder Rights Plan, declaring a dividend of one preferred share
purchase right for each outstanding share of TRW common stock.  The directors
also authorized the redemption of the company's existing rights adopted in
1988.

The rights plan is intended to assure that all shareholders receive fair value
for their investment in TRW and to provide the directors with sufficient time
to evaluate fully any takeover offers.  The revised rights plan was adopted in
response to the prevalent takeover environment, not to any specific takeover
threat.

Each right will entitle the holders of TRW common stock to buy one
one-hundredth (1/100) of a share of preferred stock at an exercise price of
$300 per right.  The rights will be exercisable only upon the occurrence of
certain takeover events, such as an acquiring party accumulating 20 percent or
more of the company's common stock.  In these events, each right, other than
those of the 20 percent shareholder, will entitle its holder to purchase either
TRW common stock or stock in the acquiring entity at one half of the current
market price.
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The rights will expire in ten years unless terminated or earlier redeemed for
$.01 per right.  The rights will be distributed to shareholders of record at
the close of business on May 17, 1996.

Effective on the same date, the company will redeem the rights outstanding
under the former plan at $.01 per right.  The redemption price will be paid
along with the company's dividend on June 15, 1996.

TRW provides advanced technology products and services for automotive and space
and defense markets worldwide.  The company's 1995 sales were more than $10
billion.

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