Exhibit 99


                              DESCRIPTION OF CAPITAL STOCK


General


     The authorized capital stock of Armco Inc. ("Armco" or the "Company") 
consists of (i) 150,000,000 shares of Common Stock, par value $.01 per share 
("Armco Common Stock"), of which, at February 26, 1999, 107,912,948 shares 
were issued and outstanding; (ii) 6,697,231 shares of Class A Preferred Stock, 
no par value ("Class A Preferred Stock"), issuable in series, of which, at 
February 26, 1999, 1,697,231 shares of Armco $2.10 Cumulative Convertible 
Preferred Stock ("$2.10 Preferred Stock") were issued and outstanding and 
2,700,000 shares of $3.625 Cumulative Convertible Preferred Stock ("$3.625 
Preferred Stock") were issued and outstanding; and of which 750,000 shares had 
been designated Participating Preferred Stock (the "Participating Preferred 
Stock"), none of which have been issued; and (iii) 5,000,000 shares of Class B 
Preferred Stock, par value $1 per share ("Class B Preferred Stock"), issuable 
in series, of which, at February 26, 1999, 999,900 shares of $4.50 Cumulative 
Convertible Preferred Stock ("$4.50 Preferred Stock") were issued and 
outstanding.  The Class A Preferred Stock and the Class B Preferred Stock are 
sometimes referred to herein as the "Armco Preferred Stock."  No class of 
authorized capital stock of Armco, including the Armco Common Stock, has 
preemptive or other subscription rights.

     Armco is authorized to issue the Armco Preferred Stock in one or more 
series with such designations, powers, preferences and rights, and 
qualifications, limitations or restrictions thereon, as are permitted under 
Armco's Amended Articles of Incorporation and as shall be stated in the 
resolutions providing for the issue thereof as may be adopted by the Armco 
Board of Directors.  The Class A Preferred Stock and the Class B Preferred 
Stock rank equally, whether or not dividend rates, dividend payment dates, 
redemption or liquidation prices per share of any series of Class A Preferred 
Stock differ from those of the Class B Preferred Stock, and the holders of 
Class A Preferred Stock and Class B Preferred Stock shall be entitled to the 
receipt of dividends and of the amounts distributable upon liquidation, 
dissolution or winding up, in proportion to their respective rates or 
liquidation prices, without preference or priority one over the other.  Shares 
of Class A Preferred Stock that shall have been purchased, redeemed or 
otherwise acquired by Armco, including shares that have been converted or 
exchanged into another class or series of capital stock or other securities of 
Armco, shall be deemed retired and shall not be reissued or resold.  Shares of 
Class B Preferred Stock purchased, redeemed or otherwise acquired by Armco 
will be restored to the status of authorized but unissued shares of Class B 
Preferred Stock, without designation as to series, and may thereafter be 
issued by the Armco Board of Directors.

     Each issued and outstanding share of Armco Preferred Stock is currently 
convertible into shares of Common Stock -- each $2.10 Preferred Stock share 
into 1.27 shares, each $4.50 Preferred Stock share into 2.22 shares and each 
$3.625 Preferred Stock share into 6.78 shares; provided, that the conversion 
rights of any shares of Armco Preferred Stock called for redemption shall 
terminate at the close of business on the business day (or on the fifth day, 
in the case of the $3.625 Preferred Stock) preceding the date fixed for 
redemption, unless there shall be a default in payment of the redemption 
price.  The 

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number of shares of Armco Common Stock into which such Armco Preferred Stock 
shares are convertible is subject to adjustment under certain circumstances, 
such as splits or combinations of the Armco Common Stock or dividends on the 
Armco Common Stock paid in Armco Common Stock or non-cash assets.  In 
addition, under certain circumstances involving a Change of Control (as 
defined in the terms of the $3.625 Preferred Stock), each issued and 
outstanding share of the $3.625 Preferred Stock may be converted, at the 
option of the holder, for a limited period into a number of shares of Armco 
Common Stock determined by formula.  These special conversion rights of the 
$3.625 Preferred Stock may deter certain mergers, tender offers or other 
takeover attempts.

     On February 23, 1996,  the Armco Board of Directors adopted a Stockholder 
Rights Plan and declared a dividend distribution of one preferred stock 
purchase right (a "Right") for each outstanding share of Armco Common Stock to 
stockholders of record at the close of business on June 26, 1996.  Each Right, 
when exercisable, entitles the registered holder to purchase from Armco a unit 
consisting of one two-hundredths of a share of Participating Preferred Stock.  
Prior to the earlier of the Distribution Date and the Expiration Date (each as 
hereinafter defined), one Right will be distributed with each share of Armco 
Common Stock issued.  See "Preferred Stock Purchase Rights."  Armco's prior 
existing Stockholder Rights Plan expired on June 26, 1996.

     The documents defining the terms and provisions of the Armco Common 
Stock, the Rights and the Armco Preferred Stock are available for inspection 
upon request at the office of the Secretary of Armco.  Such documents are also 
on file with and available for inspection at the Securities and Exchange 
Commission, 450 Fifth Street N.W., Washington, D.C. 20549, and the New York 
Stock Exchange, Inc., 20 Broad Street, New York, New York 10005.  The 
statements set forth below are only summaries of such terms and provisions and 
reference should be made to such documents and instruments for complete 
statements of such terms and provisions.

Dividend Rights

     Subject to the prior rights of the holders of Armco Preferred Stock to 
receive dividends in cash at the rate provided for, and subject to any 
restrictions or limitations contained in the express terms and provisions of 
any shares of Armco Preferred Stock, dividends may be declared and paid upon 
the Armco Common Stock, as and when determined by the Armco Board of 
Directors, out of funds legally available therefor.  The corporate statute of 
Ohio, the Company's state of incorporation, provides that Ohio corporations 
that recognize immediately the full amount of their transition obligation 
under Statement of Financial Accounting Standards ("SFAS"), SFAS 106, as Armco 
did, could increase the amount available for payment of dividends by adding to 
the corporation's surplus at the time of the dividend the amount of the 
difference between the reduction in the corporation's surplus that resulted 
from the immediate recognition of the SFAS 106 transition obligation and the 
amount of the transition obligation that would have been recognized at the 
time of the dividend had the corporation elected to amortize its recognition 
of such transition obligation.


     The express terms and provisions of the $4.50 Preferred Stock provide 
that the holders of shares of $4.50 Preferred Stock are entitled to receive 
cumulative dividends at the annual rate of $4.50 per share before cash 
dividends are paid on the Armco Common Stock.  The express terms and 
provisions of the $3.625 Preferred Stock provide that the holders of shares of 
$3.625 Preferred Stock are entitled to receive cumulative dividends at the 
annual rate of $3.625 per share before cash dividends are paid on the 

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Armco Common Stock.  The express terms and provisions of the $2.10 Preferred 
Stock provide that the holders of shares of $2.10 Preferred Stock are entitled 
to receive cumulative dividends at the annual rate of $2.10 per share before 
cash dividends are paid on the Armco Common Stock.  If Armco has failed to pay 
any accrued cumulative dividends on any shares of Armco Preferred Stock or has 
not paid or declared and provided for the dividends on outstanding shares of 
Armco Preferred Stock for the then current dividend period, Armco may not 
purchase or redeem any shares of Armco Common Stock.  See "Dividend Payment 
and Stock Purchase Restrictions".

Voting Rights

     Except as otherwise required by law, the holders of Armco Common Stock, 
as well as the holders of Class A Preferred Stock, are entitled at all times 
to one vote for each share of such stock owned by them.  Except as set forth 
below, the holders of Class B Preferred Stock are not entitled to vote on any 
matter.

     If proper and timely notice is given by any shareholder before the time 
fixed for holding a meeting for the election of directors that such 
shareholder desires to cumulate his votes at such election, and if an 
announcement of the giving of such notice is made upon the convening of the 
meeting, each shareholder shall have the right to cumulate his votes and give 
one candidate as many votes as equal the number of directors to be elected 
multiplied by the number of votes to which he is entitled, or to distribute 
them on the same principle among as many candidates as such shareholder sees 
fit.

     Shareholders who are entitled to vote in the election of directors 
generally may nominate director candidates for election.  Such shareholders 
must deliver written notice thereof to the Secretary of Armco not later than 
(i) with respect to an election to be held at any annual meeting of 
shareholders, 90 days prior to the date that is one year from the date of the 
immediately preceding annual meeting of shareholders, and (ii) with respect to 
an election to be held at any special meeting of shareholders for the election 
of directors, the close of business on the tenth day following the date on 
which notice of such meeting is first given to shareholders.  The provision 
relating to director nomination may have the effect of delaying, deferring or 
preventing a change in control of Armco.

     In the event of a default in the payment of the equivalent of six 
quarterly dividends payable to holders of the Class A Preferred Stock or the 
Class B Preferred Stock, the respective holders of the outstanding shares of 
the Class A Preferred Stock or the Class B Preferred Stock, as the case may 
be, voting as a class, are entitled to elect two additional directors to serve 
on the Armco Board of Directors until such default is cured.  In addition, as 
a prerequisite to the adoption of (i) any amendment of the Armco Amended 
Articles of Incorporation (the "Armco Articles") materially altering any 
existing provision of the Class A Preferred Stock or the Class B Preferred 
Stock, such amendment must receive the affirmative approval of at least two-
thirds of the outstanding shares of the Class A Preferred Stock or the Class B 
Preferred Stock, as the case may be, voting as a class, and (ii) any amendment 
of the Armco Articles that increases the authorized number of shares of the 
Class A Preferred Stock or the Class B Preferred Stock or creates any class of 
shares that ranks equally with or prior to the Class A Preferred Stock or the 
Class B Preferred Stock, such amendment must receive the affirmative approval 
of a majority of the outstanding shares of the Class A Preferred Stock or the 
Class B Preferred Stock, as the case may be, voting as a class.

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Liquidation Rights

     In the event of any voluntary or involuntary liquidation of Armco, the 
holders of shares of the $4.50 Preferred Stock will be entitled to receive 
from the assets of Armco, prior to any payment to the holders of Armco Common 
Stock, the sum of $50 per share, plus dividends accrued and unpaid to the date 
of payment.  In the event of any voluntary or involuntary liquidation of 
Armco, the holders of shares of the $3.625 Preferred Stock will be entitled to 
receive from the assets of Armco, prior to any payment to the holders of Armco 
Common Stock, the sum of $50 per share, plus dividends accrued and unpaid to 
the date of payment.  In the event of the voluntary liquidation of Armco, the 
holders of shares of the $2.10 Preferred Stock will be entitled to receive 
from the assets of Armco, prior to any payment to the holders of Armco Common 
Stock, the sum of $40 per share, plus dividends accrued and unpaid to the date 
of payment.  In the event of the involuntary liquidation of Armco, the holders 
of shares of the $2.10 Preferred Stock similarly will be entitled to receive 
from the assets of Armco the sum of $15 per share, plus dividends accrued and 
unpaid to the date of payment, prior to any distribution to holders of Armco 
Common Stock.  After such payments to the holders of Armco Preferred Stock, 
any remaining assets available for distribution to common shareholders will be 
distributed to the holders of the Armco Common Stock pro rata in accordance 
with their respective shares.  

Redemptions

     Shares of the $4.50 Preferred Stock may be redeemed at Armco's option for 
a purchase price of $50 per share, plus dividends accrued and unpaid to the 
date of redemption.  Shares of the $3.625 Preferred Stock may be redeemed at 
Armco's option for a purchase price of $51.45 per share and declining, at 12-
month intervals, to $50 on and after October 15, 2002, plus dividends accrued 
and unpaid to the date of redemption.  Shares of the $2.10 Preferred Stock may 
be redeemed at Armco's option for a purchase price of $40 per share, plus 
dividends accrued and unpaid to the date of redemption.  Notice of any 
redemption of shares of Armco Preferred Stock shall be given not less than 
thirty days prior to the date fixed for redemption to the holders of record of 
the shares to be redeemed by mail to the respective addresses of such holders 
as the same shall appear on the stock books of Armco and, if the Armco Board 
of Directors so determines, by publication of notice in the manner prescribed 
by the Board of Directors.

Dividend Payment and Stock Purchase Restrictions

     Armco has restrictive covenants under various loan agreements relating to 
the payment of dividends on, or the purchase of, its capital stock.  At 
December 31, 1998, Armco and Armco Funding Corporation, a wholly owned 
subsidiary, had two credit facilities with a group of banks, which together 
provide for borrowings of up to $170 million on a revolving credit basis with 
security provided by certain of Armco's receivables and inventories.  Under a 
receivables purchase agreement, Armco sells substantially all of its trade 
receivables to Armco Funding Corporation.  These receivables are used to 
secure a $100 million receivables credit facility between Armco Funding 
Corporation and the banks.  Under an inventory credit facility, Armco has a 
revolving credit agreement with a group of banks providing $70 million for 
revolving credit loans secured by Armco's inventories.  Both facilities expire 
in 2001.

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     The inventory credit agreement subjects Armco to certain restrictions and 
covenants related to, among other things, minimum net worth, leverage ratio 
and interest coverage ratio requirements.  The inventory credit facility 
permits the payment of dividends on the outstanding $4.50 Preferred Stock, the 
outstanding $3.625 Preferred Stock and the outstanding $2.10 Preferred Stock 
so long as Armco is not in default under the credit facility.  Under the terms 
of the inventory credit facility, Armco is permitted to pay cash dividends on 
its common stock up to an amount not exceeding 30% of Net Income (as defined 
therein) for the immediately preceding fiscal year so long as it is not in 
default under the credit facility.

     Under the terms of Ohio law, Armco is currently permitted to purchase 
shares of its capital stock only to the extent that it has positive equity 
surplus.  At December 31, 1998, Armco had a negative equity surplus of $8.3 
million.

Preferred Stock Purchase Rights

     The Rights are issued under a Rights Agreement between Armco and Fifth 
Third Bank.  Each Right entitles the registered holder to purchase a unit 
consisting of one two-hundredths of a share (a "Unit") of Participating 
Preferred Stock at a purchase price of $20.00 per Unit, subject to adjustment.

     The Rights are attached to all Armco Common Stock certificates 
representing shares outstanding, and no separate Rights Certificates were 
distributed.  The Rights will separate from the Armco Common Stock and a 
distribution date (the "Distribution Date") will occur upon the earliest of 
(i) ten business days following a public announcement (the "Stock Acquisition 
Date") that a person or group of affiliated or associated persons (a "Person") 
has acquired, or obtained the right to acquire, beneficial ownership of 20% or 
more of the outstanding shares of Armco Common Stock (an "Acquiring Person") 
or (ii) ten business days following the commencement of a tender offer or 
exchange offer that would, if consummated, result in a Person becoming an 
Acquiring Person or (iii) ten business days after the Board of Directors of 
the Company shall declare any Person to be an "Adverse Person," upon a 
determination that such Person has or will become the beneficial owner of 10% 
or more of the outstanding shares of Armco Common Stock (provided that any 
such determination shall not be effective until such Person has become the 
Beneficial Owner of 10% or more of the outstanding shares of Armco Common 
Stock) and a determination by at least a majority of the "Continuing 
Directors" (who generally are those directors who were directors of Armco on 
February 23, 1996 or who subsequently became directors and whose elections or 
nominations were approved by a majority of the continuing directors) including 
consultation with such persons as such directors shall deem appropriate, that 
(a) such beneficial ownership by such Person is intended to cause, is 
reasonably likely to cause or will cause the Company to repurchase the Armco 
Common Stock beneficially owned by such Person or to cause pressure on the 
Company to take action or enter into a transaction or series of transactions 
intended to provide such Person with short-term financial gain under 
circumstances where the Board of Directors determines that the best long-term 
interests of the Company and its stockholders would not be served by taking 
such action or entering into such transactions or series of transactions at 
the time or (b) such beneficial ownership is causing or is reasonably likely 
to cause a material adverse impact (including, but not limited to, impairment) 
of relationships with customers or impairment of the Company's ability to 
maintain its competitive position) on the business or prospects of the Company 
or (c) such beneficial ownership otherwise is determined to be not in the best 
interests of the Company and its stockholders, employees, customers and 
communities in which the Company and its subsidiaries do business.

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<PAGE>

     However, the Board of Directors may not declare a Person to be an Adverse 
Person if, prior to the time that the Person acquired 10% or more of the 
shares of Armco Common Stock then outstanding, such Person provided to the 
Board of Directors in writing a statement of the Person's purpose and 
intentions in connection with the proposed acquisition of Armco Common Stock, 
together with any other information reasonably requested of the Person by the 
Board of Directors, and the Board of Directors, based on such statement and 
reasonable inquiry and investigation as it deems appropriate, determines to 
notify and notifies such person in writing that it will not declare the Person 
to be an Adverse Person; provided, however, that the Board of Directors may 
expressly condition in any manner a determination not to declare a Person an 
Adverse Person on such conditions as the Board of Directors may select, 
including, without limitation, such Person's not acquiring more than a 
specified amount of stock and/or on such Person's not taking actions 
inconsistent with the purposes and intentions disclosed by such Person in the 
statement provided to the Board of Directors.  In the event that the Board of 
Directors should at any time determine, upon reasonable inquiry and 
investigation, that such Person has not met or complied with any conditions 
specified by the Board of Directors, the Board of Directors may at any time 
thereafter declare the Person to be an Adverse Person.

     Until the Distribution Date (i) the Rights will be evidenced by the Armco 
Common Stock certificates and will be transferred with and only with such 
Armco Common Stock certificates, (ii) new Armco Common Stock certificates 
issued after June 26, 1996 will contain a notation incorporating the Rights 
Agreement by reference and (iii) the surrender for transfer of any 
certificates for Armco Common Stock outstanding will also constitute the 
transfer of the Rights associated with the Armco Common Stock represented by 
such certificate.

     The Rights are not exercisable until the Distribution Date and will 
expire at the close of business on June 26, 2006 (the "Expiration Date"), 
unless earlier redeemed by the Company as described below.

     As soon as practicable after the Distribution Date, Rights Certificates 
will be mailed to holders of record of the Armco Common Stock as of the close 
of business on the Distribution Date and, thereafter, the separate Rights 
Certificates alone will represent the Rights.  Except for certain issuances in 
connection with outstanding options and convertible securities and as 
otherwise determined by the Board of Directors, only shares of Armco Common 
Stock issued prior to the Distribution Date will be issued with Rights.

     In the event that the Board of Directors determines that a Person is an 
Adverse Person or, at any time following the Distribution Date, a Person 
becomes the beneficial owner of 25% or more of the then-outstanding shares of 
Armco Common Stock, each holder of a Right will thereafter have the right to 
receive at the time specified in the Rights Agreement, (x) upon exercise and 
payment of the exercise price, Armco Common Stock (or, in certain 
circumstances, cash, property or other securities of Armco) having a value 
equal to two times the exercise price of the Right or (y) at the discretion of 
the Board of Directors, upon exercise and without payment of the exercise 
price, Armco Common Stock (or, in certain circumstances, cash, property or 
other securities of Armco) having a value equal to the difference between the 
exercise price of the Right and the value of the consideration which would be 
payable under clause (x).  Notwithstanding the foregoing, following the 
occurrence of any of the events set forth in this paragraph, all Rights that 
are, or (under circumstances specified in the Rights Agreement) were, 
beneficially owned by any Acquiring Person or Adverse Person will be null and 
void.  However, Rights are not exercisable following the occurrence of either 
of the events set forth above until such time as the Rights are no longer 
redeemable by Armco as set forth below.

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     In the event that, at any time following the Stock Acquisition Date, (i) 
Armco is acquired in a merger or other business combination transaction in 
which the Company is not the surviving corporation (other than a merger which 
follows an offer described above), or (ii) 50% or more of the Company's assets 
or earning power is sold or transferred, each holder of a Right (except Rights 
that previously have been voided) shall thereafter have the right to receive, 
upon exercise, common stock of the acquiring company having a value equal to 
two times the exercise price of the Right.  The events set forth are 
hereinafter referred to as the "Triggering Events."

     The Purchase Price payable, and the number of Units of Preferred Stock or 
other securities or property issuable, upon exercise of the Rights are subject 
to adjustment from time to time to prevent dilution (i) in the event of a 
stock dividend on, or a subdivision, combination or reclassification of, the 
Preferred Stock, (ii) if holders of the Preferred Stock are granted certain 
rights or warrants to subscribe for Preferred Stock or convertible securities 
at less than the current market price of the Preferred Stock, or (iii) upon 
the distribution to holders of the Preferred Stock of evidences of 
indebtedness or assets (excluding regular quarterly cash dividends) or of 
subscription rights or warrants (other than those referred to above).

     With certain exceptions, no adjustment in the Purchase Price will be 
required until cumulative adjustments amount to at least 1% of the Purchase 
Price.  No fractional Units will be issued and, in lieu thereof, an adjustment 
in cash will be made based on the market price of the Preferred Stock on the 
last trading date prior to the date of exercise.

     In general, the Company may redeem the Rights in whole, but not in part, 
at a price of $0.0025 per Right, at any time until 10 business days following 
the Stock Acquisition Date; provided, however, that with certain exceptions 
the Company shall be so entitled to redeem the Rights only if the Board of 
Directors then consists of a majority of Continuing Directors.  Moreover, 
redemption would not be permitted after 10 business days following the 
effective date of any declaration by the Board of Directors that any Person is 
an Adverse Person.  After the redemption period has expired, the Company's 
right of redemption may be reinstated if an Acquiring Person or Adverse Person 
reduces his beneficial ownership to less than 10% of the outstanding shares of 
Armco Common Stock in a transaction or series of transactions not involving 
the Company and there are no other Acquiring Persons or Adverse Persons.  
Immediately upon the action of the Board of Directors ordering redemption of 
the Rights, the Rights will terminate and the only right of the holders of 
Rights will be to receive the $0.0025 redemption price.

     Until a Right is exercised, the holder thereof, as such, will have no 
rights as a stockholder of the Company, including, without limitation, the 
right to vote or to receive dividends.  While the distribution of the Rights 
will not be taxable to stockholders or to the Company, stockholders may, 
depending upon the circumstances, recognize taxable income in the event that 
the Rights become exercisable for stock (or other consideration) of the 
Company or for common stock of the acquiring company as set forth above.

     Other than those provisions relating to the principal economic terms of 
the Rights, any of the provisions of the Rights Agreement may be amended by 
the Board of Directors prior to the Distribution Date.  After the Distribution 
Date, the provisions of the Rights Agreement may be amended by the Board of 
Directors in order to cure any ambiguity, to make changes that do not 
adversely affect the interests of holders of Rights (excluding the interests 
of any Acquiring Person or Adverse Person), or to shorten or lengthen any time 
period under the Rights Agreement; provided, however, that no amendment to 
adjust 

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the time period governing redemption shall be made when the Rights are not 
redeemable; and provided further, that any amendment to the redemption 
provision shall be effective only if the Board of Directors consists of a 
majority of Continuing Directors.


Participating Preferred Stock

     The Participating Preferred Stock purchasable upon exercise of the Rights 
will be non-redeemable and will rank in parity with all other series of Armco 
Preferred Stock as to the payment of dividends and distribution of assets.  
Each share of Participating Preferred Stock will be entitled to receive a 
preferential quarterly dividend equal to the greater of (i) $75 or (ii), 
subject to certain adjustments, 200 times all dividends or other 
distributions, other than a dividend payable in shares of Armco Common Stock 
or a subdivision of the outstanding shares of Armco Common Stock, declared on 
the Armco Common Stock, since the last dividend payment date.  In the event of 
any liquidation of Armco, the holders of the Participating Preferred Stock 
will receive a preferred liquidation payment of $7,000 per share, plus an 
amount equal to accrued and unpaid dividends and distributions thereon, and, 
if greater, will be entitled to receive an aggregate liquidation payment equal 
to 200 times the payment made per share of Armco Common Stock, subject to 
certain adjustments.  Each share of Participating Preferred Stock will have 
one vote.  The Participating Preferred Stock is not convertible into Armco 
Common Stock or any other security of Armco and is not redeemable.  The 
foregoing rights of the Participating Preferred Stock are protected against 
dilution in the event additional shares of Armco Preferred Stock or other 
capital stock are issued pursuant to a stock split, stock dividend or similar 
recapitalization.  

Miscellaneous

     The Armco Common Stock has no conversion rights, and there are no 
redemption or sinking fund provisions applicable thereto.

     The Fifth Third Bank is transfer agent and registrar for the Armco Common 
Stock, $4.50 Preferred Stock , $3.625 Preferred Stock and $2.10 Preferred 
Stock.

     The Armco Common Stock, $4.50 Preferred Stock, $3.625 Preferred Stock and 
$2.10 Preferred Stock are traded on the New York Stock Exchange, the principal 
market therefor.  In addition, the Armco Common Stock is traded on the Midwest 
Stock Exchange and other regional exchanges.