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GenCorp Receives Favorable IRS Ruling for Spin-Off

7 July 1999

GenCorp Receives Favorable IRS Ruling for Spin-Off OMNOVA LOGO - GENCORP GenCorp unveiled the name and logo for the new company it plans to spin-off in early October 1999. OMNOVA Solutions Inc. conveys an "all new" identity and direction for the spin-off company. The distinctive logo depicts speed and dimension, expemplifying a responsive, "total solutions" approach to meeting customer needs. (PRNewsFoto)[KC] FAIRLAWN, OH USA 07/06/1999    

    FAIRLAWN, Ohio, July 7 -- GenCorp announced today
that it has received an Internal Revenue Service ruling that its planned
spin-off will be a tax-free transaction.  The Company plans to spin off its
Decorative & Building Products and Performance Chemicals businesses into a
separate, publicly traded company named OMNOVA Solutions Inc.
    The favorable ruling is a key milestone in GenCorp's spin-off plan which
was conditioned on its receipt.  The ruling means that the transaction will
not be taxable to the Company or its shareholders.  The planned spin-off is
also contingent on shareholder approval.
    GenCorp also announced it filed a proxy statement with the Securities and
Exchange Commission late Friday, July 2, 1999.  Copies will be mailed to
shareholders of record as of June 30, 1999.  Shareholders are being asked to
approve the spin-off plan and various changes to GenCorp's articles of
incorporation and code of regulations, along with new long-term incentive
plans for GenCorp and OMNOVA Solutions at a special shareholders meeting set
for August 18, 1999.
    GenCorp is a $1.7 billion technology-based manufacturer with leading
positions in numerous markets served by its Performance Chemicals, Decorative
& Building Products and Vehicle Sealing businesses, and its aerospace and
defense segment, Aerojet.