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Rule 424(b)(2), Rule 424(b)(3) and Rule 424(c)
Registration Nos. 33-61711 and 33-42870
PRICING SUPPLEMENT NO. 1 Dated: April 15, 1997
(To Prospectus dated September 15, 1995 and Prospectus Supplement dated
March 21, 1996)
$50,000,000
TRW Inc.
MEDIUM-TERM NOTES, SERIES C
DUE NINE MONTHS OR MORE FROM DATE OF ISSUE
Principal Amount: $50,000,000
Type of Note: Fixed Rate
Form of Note: Book-Entry
Interest Rate: 7.37%
Price to Public: 100% of principal amount
Original Issue Date: April 18, 1997
Stated Maturity Date: April 18, 2007
Interest Payment Dates: April 15, October 15
(commencing October 15, 1997)
Redemption Terms: Cannot be redeemed
(at option of the Company) prior to Stated Maturity
Repayment Terms: Cannot be repaid
(at option of the Holder) prior to Stated Maturity
Selling Agents and Morgan Stanley & Co. Incorporated
Agents' Capacity: Principal
J.P. Morgan Securities Inc.
Agent
Salomon Bros. Inc
Agent
Agents' Commission: 0.625%
PS-1
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Other:
United States Taxation
TRW is issuing U.S. dollar Fixed Rate Notes pursuant to this Pricing Supplement.
Refer to the "United States Federal Income Tax Considerations" discussion in the
Prospectus Supplement for a summary of the federal income tax consequences of
ownership of these Fixed Rate Notes. TRW will determine whether it is necessary
or appropriate to supplement the tax discussion in the Prospectus Supplement
concerning types of notes other than the Fixed Rate Notes offered hereunder if
and when TRW issues such other types of notes.
Plan Of Distribution
Morgan Stanley & Co. Incorporated has purchased the Fixed Rate Notes as
principal in this transaction for resale to one or more investors at varying
prices related to prevailing market conditions at the time or times of resale as
determined by Morgan Stanley & Co. Incorporated.
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