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Published on 2/20/2007 in the Prospect News Special Situations Daily.

GenCorp amends agreement, maintains Steel Partners board observer rights

By Lisa Kerner

Charlotte, N.C., Feb. 20 - GenCorp, Inc. shareholders led by Steel Partners II, LP entered into an amended and restated shareholder agreement allowing Steel Partners II to continue to exercise its board observer rights through Feb. 16, 2008.

The agreement also requires Steel Partners II to vote in favor of the election of the slate of nominees to GenCorp's board of directors selected by a majority of the directors, including the 2007 annual meeting, according to a schedule 13D filing with the Securities and Exchange Commission.

Steel Partners II owns 4,489,002 shares, or 8.0%, of the Sacramento, Calif.-based company, which manufacturer of aerospace and defense products.


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