INVESTOR GROUP PUTS PRESSURE ON GENCORP &lt;GY>

  An investor partnership, seeking to
  acquire GenCorp Inc, said it would attempt to unseat the
  company's board of directors and take other hostile actions if
  the firm refuses to discuss its 2.3 billion dlr takeover bid.
      General Acquisition Co, comprising investors Wagner and
  Brown and glass-maker AFG Industries, also reiterated its
  willingness to negotiate with Gencorp.
      The partnership has earlier offered 100 dlrs per share for
  GenCorp -- a tire, broadcasting, plastics and aerospace
  conglommerate.
      Analysts have speculated that GenCorp, on a break-up basis,
  could fetch more than 110 to 120 dlrs per share.
      GenCorp officials had no comment on General Acquisition's
  statement but a spokesman reiterated an earlier request to
  shareholders to wait until its board renders an opinion before
  making a decision on the General Acquisition tender.
      Gencorp said its statement would be made on or before the
  company's annual meeting, scheduled for Tuesday.
      General Acquisition made its statement in a letter sent to
  the GenCorp board on Friday.
      The partnership said it was willing to negotiate all points
  of its offer, including price.
      The group the board cannot fully carry out its fiduciary
  duties to GenCorp shareholders and make a fully informed
  decision about its offer until it has "thoroughly explored with
  us the ways in which our offer can be revised to provide
  greater value to your shareholders."
      General Acquisition said it is aware the board may be
  reviewing alternative transactions which might provide GenCorp
  shareholders with a payment other than cash.
      "If that is the case, you should recognize that our
  additional equity capital may very well enable us to offer cash
  and securities having greater value than GenCorp could provide
  in any similarly structured transaction," the partnership said.
      General Acquisition also said it believes that GenCorp's
  board has an obligation to present any alternative transaction
  it may propose to shareholders in a manner that would allow for
  competing offers.
      The partnership requested that if any other proposal is
  under consideration that it be given the same information
  available to GenCorp's managers and advisers in constructing a
  proposal.
       General Acquisition said that if GenCorp agrees to accept
  another buyout proposal that it also be given an opportunity to
  bid on a competitive and fair basis before any final decision
  is made.
      General Acquisition repeated its request that GenCorp
  remove its "poison pill" or shareholders rights plan.
      General Acquisition said if GenCorp does not allow an
  "environment for fair competition," it will take all steps
  necessary to create such an enviroment.
      It said it may take legal action or seek the support of
  shareholders in calling a special meeting to replace the board
  and to consider other proposals it might develop.
      General Acquisition also said if the board decides to
  accept an alternate proposal it asked that it not accept a plan
  that would include defensive features.
  

