<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 4, 1997
------------------------
TRW Inc.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Ohio 1-2384 34-0575430
- ------------------ ------------------------ ----------------------
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification Number)
incorporation)
1900 Richmond Road, Cleveland, Ohio 44124
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(216) 291-7000
N/A
- --------------------------------------------------------------------------------
(Former name or former address, if change since last report)
<PAGE> 2
Item 5. Other Events.
On February 4, 1997, the Directors of TRW Inc. (the "Company") adopted the
following resolution:
RESOLVED, that the Directors will redeem or submit the Rights Agreement
(the "Rights Agreement"), dated as of April 24, 1996, as amended from
time to time, between the Company and National City Bank, a national
banking association, to a vote of the Company's shareholders, no later
than at the annual meeting of the Company's shareholders held in 2000.
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
TRW INC.
Date: February 5, 1997 By: /s/ Martin A. Coyle
----------------------
Martin A. Coyle
General Counsel
and Secretary