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                           CURTISS-WRIGHT CORPORATION
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CONTACT:        Gary Benschip
                (201) 896-1751
                gbenschip@cwcorp.curtisswright.com

                        Stockholder Questions and Answers
                                   Relating to
                          Agreement and Plan of Merger
                       dated as of November 6, 2000 among
                    Curtiss-Wright Corporation, Unitrin, Inc.
                           and CW Disposition Company

                 Rights Agreement dated as of November 6, 2000,
               between Curtiss-Wright Corporation and Chase Mellon
                           Shareholder Services L.L.C.


1.       Why is this transaction good for the Curtiss-Wright stockholders?

         We believe that the  distribution  of Unitrin's  Curtiss-Wright  shares
         will have the following long-term benefits:

         The  distribution  of  Unitrin's  position  will  improve  our  stock's
         liquidity,  increase investor appeal,  and result in a broader investor
         base. Since 1977,  Unitrin and its predecessor  Teledyne have held, and
         therefore "locked up," a significant  portion of  Curtiss-Wright  stock
         (currently   approximately  44  percent  of  the  shares  outstanding).
         Unitrin's large and stable ownership position has been an impediment to
         other  institutional   investors,   because  this  high  percentage  of
         uncirculated stock has significantly  impaired  Curtiss-Wright's  stock
         liquidity.

         The  addition  of  Unitrin's   approximately  8,000  stockholders  will
         essentially  triple the Company's  existing  3,800-stockholder  base. A
         broader  shareholder  base  resulting in increase in liquidity,  should
         make  the  Company  more  appealing  to  sell-side  research  analysts.
         Attracting  additional  sell-side  research  coverage  will enhance the
         markets'  awareness  of  Curtiss-Wright's  stock and  should  stimulate
         demand from new investors.

         The spin-off of Unitrin's ownership interest will considerably  improve
         the  public   float  and  make   Curtiss-Wright   more   appealing   to
         institutional investors who place a high value on liquidity.

         An  increase  in our  stockholder  base and  broadened  exposure in the
         investment community is expected to improve our ability to raise public
         capital in the future  when the need  arises.  This would apply to both
         debt and equity financing.

         It is our  understanding  that other companies in sufficiently  similar
         situations that have completed  similar  transactions  have experienced
         improved stock price  performance  over the  long-term.  We expect this
         transaction to similarly benefit our shareholders.

         The absence of the highly  concentrated  ownership  position of Unitrin
         will improve overall  stockholder  representation on all voting matters
         except   the   election   of  the  board  of   directors.   Non-Unitrin
         shareholders'  voting  position  on most  matters  will  improve  since
         Unitrin's former concentrated voting influence will be widely dispersed
         among its public stockholders. Non-Unitrin stockholders will own 56% of
         the shares and have the majority  interest in all voting matters except
         the election of directors

2. Why is it necessary to have two classes of stock and how do they differ?

         Unitrin,  acting on  behalf  of its  shareholders,  will  complete  the
         distribution  only  if it can be done in a  tax-efficient  manner,  and
         establishing  two  classes of stock is the only  option that will allow
         Unitrin to effect  the  spin-off  in a  tax-efficient  manner.  The two
         classes of stock differ in voting rights. The class B stock, which will
         be distributed to Unitrin shareholders, will have the right to elect 80
         percent of the Board of Directors.  The classes of stock have identical
         economic and voting rights on all other matters.

3. Why do we have to give superior voting rights to Class B stockholders?

         Again the voting rights  structure is necessary to effect the spin in a
         tax-efficient  manner.  However,  in a sense, the influence that common
         shareholder have on other voting matters actually  improves.  Currently
         Unitrin holds 44% of Curtiss-Wright's  outstanding shares. As a result,
         it can exert substantial influence on the outcome of all issues that go
         to  a  shareholder  vote,  including  the  election  of  the  Board  of
         Directors.   The   distribution  of  Unitrin's   shares  to  its  8,000
         stockholders on a pro-rata basis broadly distributes that voting power.
         While these shares have the voting rights to elect 80% of the Board, in
         all other  respects,  the voting rights of the two classes of stock are
         equal. Effectively the position of the non-Unitrin stockholders will be
         improved in that  Unitrin  will no longer be in a position to influence
         the  voting and its shares  will be widely  dispersed  among its public
         stockholders. Instead the non-Unitrin stockholders, who will own 56% of
         the  shares,  will  control  the  vote on all  matters  other  than the
         election of directors.




4.   Will the stock distribution to Unitrin shareholders create selling pressure
     on Curtiss-Wright stock and temporarily depress its stock price?

         The stock of  Curtiss-Wright  could come under some selling pressure as
         Unitrin   shareholders   become   direct   owners  of   Curtiss-Wright.
         Shareholders of Unitrin,  an insurance  company,  are likely to own the
         stock  because of Unitrin's  specific  equity  characteristics.  To the
         extent that Curtiss-Wright's characteristics do not meet the investment
         parameters or criteria  established by the Unitrin  shareholders,  some
         selling is likely to occur.

5. What will Curtiss Wright do to offset possible temporary selling pressure?

         Curtiss-Wright  intends  to  mitigate  the  effect  of  this  issue  by
         personally  meeting  with  Unitrin's  major  stockholders  to introduce
         Curtiss-Wright  and its  management  team and to explain the  company's
         previously  disclosed  business plan and growth prospects which may not
         currently   be  reflected   in  the   company's   market  share  price.
         Curtiss-Wright  believes that an  explanation  of its business plan and
         growth prospects is an effective and appropriate  method to help retain
         distributed  holdings and/or stimulate  additional  demand from Unitrin
         shareholders.  In  addition,  Management  expects  to  have  additional
         authorization to repurchase shares under its share buy-back program.

6. Do you expect to have a stock buy back program in place?

         The Board of Directors  authorized and implemented a buyback program in
         1998,  which  authorized  the repurchase of up to 300,000  shares.  The
         buy-back program is periodically reviewed and we would expect to review
         it again when the current authorization is exhausted, and in connection
         with the closing of the recapitalization.  We are limited,  however, in
         the amount of shares that we can repurchase  under applicable tax laws.
         Management  does  anticipate  that it will  recommend  to the  Board of
         Directors  that the  authorization  be increased with the boundaries of
         the  applicable  tax laws. We believe that our stock  represents a very
         good long-term investment.

7. Why did you adopt the rights plan?

         A  shareholder  rights  plan can  enhance  the  ability of the Board to
         protect the interest of its stockholders in the event of an unsolicited
         proposal to acquire a significant  position in the company,  especially
         at a price that may not reflect the  company's  fair value.  Our rights
         plan was  adopted  because  of the  increased  vulnerability  that will
         result from the proposed stock distribution.  The rights plan will help
         to ensure  that a  threatened  hostile  take-over  attempt is  properly
         managed,  offers  are  given  proper  evaluation  in  serving  the best
         interest  of all  stockholders,  and  that  result  in a  price,  which
         maximizes stockholder value.







8.   Is  it  beneficial  to  have  Unitrin  as a  corporate  holder  to  protect
     shareholders  interest in the event of an attempted  takeover,  rather than
     adopting a  shareholder  rights plan and placing that  responsibility  with
     management?

         The rights plan places the  responsibility of deciding whether an offer
         is  in  the  best  interests  of  Curtiss-Wright's   stockholders  with
         Curtiss-Wright's  Board,  not its  management  team. The Board has sole
         responsibility  to use its  discretion  in  deciding  whether  an offer
         should be brought before the  stockholders  for approval.  Unitrin does
         not have an  obligation  to act in a manner that benefits the long-term
         interest  of  Curtiss-Wright's  stockholders  as a whole and is free to
         dispose of its shares as it feels appropriate..

9.   Do you really  believe  that the 25-cent  special  dividend  provides  fair
     compensation for the dilution of stockholders' voting rights?

         There are other  benefits  to the  recapitalization  in addition to the
         special dividend that is being paid to the non-Unitrin stockholders. We
         believe  the long term and most  significant  value  will come from the
         improvement  in liquidity  and the  increase in our investor  base that
         should result in increased coverage by analysts and improved visibility
         in the market place.  We believe that these factors  should  ultimately
         lead to a higher valuation of our stock.

10.  Will it be  possible  for someone to buy up a majority of the Class B stock
     and thus  control  80  percent  of the Board  without  paying for the whole
     company?

         Unitrin today has 44% of the voting  power,  which already gives it the
         ability  to have  substantial  influence  on the  outcome of any matter
         which it casts its  stockholder  vote.  We expect  that our board  will
         adopt   a  new   stockholders   rights   plan   at  the   time  of  the
         Recapitalization  which will  preclude  any person or group from buying
         more a  substantial  amount  of the Class B stock  unless  the Board of
         Directors   determines   it  to  be  in  the  best   interests  of  all
         stockholders.  The exact  terms of the Class B rights plan has not been
         determined.  We believe that this will guard against  someone trying to
         buy control at a low price,  without acting in the best interest of all
         the   stockholders.   In  addition,   the  Board  of  Directors  has  a
         responsibility to act in the best interests of all the stockholders.