1
                                                                    EXHIBIT 99.1
                                                                    ------------





                                  JUNE 19, 1997

To Our Stockholders:

         We are pleased to inform you that RMI Titanium Company has adopted a
share purchase rights plan.

         This action was taken after long and careful study and was not taken in
response to any pending takeover or proposed change in control of the Company.
The plan is intended to protect the Company and its stockholders from
potentially coercive takeover practices or takeover bids which are inconsistent
with the interests of the Company and its stockholders. The plan is not intended
to deter unsolicited offers that would provide superior long-term value to all
of the Company's stockholders. The adoption of a share purchase rights plan has
become common practice in major American companies and a well accepted approach
to ensuring that all stockholders receive a fair price and are treated equally
in the event of a takeover.

         To effect the plan, the Board of Directors declared a dividend of one
share purchase right for each outstanding share of the Company's common stock.
The distribution is being made to stockholders of record as of June 19, 1997.

         Under the plan, the rights will initially trade together with the
Company's common stock and will not be exercisable. In the absence of further
board action, the rights generally will become exercisable and allow the holder
to acquire the Company's common stock at a discounted price if a person or
group acquires 20% or more, (or 30% for USX Corporation since it currently owns 
27%) of the outstanding shares of RMI Titanium Company common stock. Rights
held by persons who exceed the applicable threshold will be void. Under certain
circumstances, the rights will entitle the holder to buy shares in an acquiring
entity at a discounted price.

         The Company's Directors may, at their option, redeem all rights for
$.01 per right, generally at any time prior to the rights becoming exercisable.
The rights will expire June 19, 2007, unless earlier redeemed, exchanged or
amended by the Directors.

         The issuance of the rights is not a taxable event, will not affect the
Company's reported financial condition or results of operations (including
earnings per share), should not interfere with the Company's operating,
financing or investing activities



   2


and will not change the way in which the Company's common stock
is currently traded.

         A summary of the share purchase rights plan (which explains the terms
and nature of the rights) is enclosed. Stockholders are urged to review the
summary carefully and retain it with their permanent records.

         In adopting the share purchase rights plan, the Directors have
expressed their confidence in the Company's future and its determination
that you, our stockholders, be given every opportunity to participate fully in
that future.

On Behalf of the Directors,

Timothy G. Rupert   
Executive Vice President
and Chief Financial Officer

                                       -2-