Date:    11/19/97  1:11 PM

Subject: s7-26-97 / TRW Foundation

     
     
TRW Inc. Response to 
Securities and Exchange Commission
Request for Comments
'Charitable Giving by Public Companies'
     
RE:  Disclose to shareholders the charities to which the company made 
contributions and the amount of each contribution.
     
This proposal generally follows the voluntarily practices of many major public 
companies.  Although not required,  TRW currently produces an annual report of 
contributions made through the TRW Foundation.  This report is available to any 
individual, including a shareholder.  Additionally, we are required to make 
available to the public upon request, a copy of the Foundation's annual 990-PF 
statement that is submitted to the Internal Revenue Service.
     
The cost of producing an annual report can vary widely.  Aside from cost of 
printing, there are obvious personnel costs related to the accumulation and 
preparation of the data.  Many firms also use an annual report as a vehicle to 
distribute contributions guidelines, a document requested frequently by 
non-profits.
     
Since TRW also makes many smaller contributions (in dollar size), we believe a 
threshold for reporting contributions should be established, e.g., those 
contributions exceeding $5,000 in a reporting year.  We currently aggregate 
smaller gifts in our annual reporting.
     
RE:  Require public companies to let shareholders decide which charities should 
receive contributions from the amount and the amount of the contributions.
     
This would be a burdensome and unnecessary requirement.  As shareholders do not 
decide internal procedures regarding personnel, accounting, purchasing, etc., 
neither should they decide how corporate dollars are invested in philanthropic 
projects and programs. Proportionate voting for a company's charitable giving 
would result in extremely fractured philanthropy and negate a company's efforts 
to strategically align its corporate giving with its business goals.  Such a 
proposal would have a chilling effect on corporate philanthropy in the United 
States and on the not-for-profit community.
     
Submitted by:
     
Alan F. Senger
Vice President
TRW Foundation
1900 Richmond Road
Cleveland, Ohio  44124
216.291.7160