10-Q/A

                  SECURITIES AND EXCHANGE COMMISSION
                       Washington, D. C.  20549

                             FORM 10-Q/A

           (Mark One)
         X  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                OF THE SECURITIES EXCHANGE ACT OF 1934

          For the quarterly period ended September 29, 1996

                                  OR

          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                OF THE SECURITIES EXCHANGE ACT OF 1934

                    Commission File Number 1-3671

                     GENERAL DYNAMICS CORPORATION
        (Exact name of registrant as specified in its charter)


               Delaware                        13-1673581
     (State or other jurisdiction                (I.R.S.
      of incorporation or organization)    Identification No.)


       3190 Fairview Park Drive,                   22042-4523
       Falls Church, Virginia                      (Zip Code)
   (Address of principal executive offices)

                           (703)  876-3000
        Registrant's telephone number, including area code


     Indicate by check mark whether the registrant  (1)  has
filed  all  reports required to be filed by  Section  13  or
15(d)  of  the  Securities Exchange Act of 1934  during  the
preceding 12 months and (2) has been subject to such  filing
requirements for the past 90 days.  Yes  X        No       .

     Indicate  the number of shares outstanding of  each  of
the  issuer's  classes of common stock,  as  of  the  latest
practicable date.


     Common Stock, $1 par value - November 1, 1996         63,075,241






                               PART II

                     GENERAL DYNAMICS CORPORATION

                          OTHER INFORMATION

                          September 29, 1996

Item 1.   Legal Proceedings

        Reference is made to Note H, Commitments and
Contingencies, which is incorporated herein by reference,
for a statement relevant to activities in the quarter
covering certain litigation to which the company is a party.


Item 6.   Exhibits and Reports on Form 8-K

(a)       Exhibits

          Exhibit 11, Statement Re Computation of Per Share
          Earnings
  
 (b)      Reports on Form 8-K

          None.
          
          
                              SIGNATURE



     Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly
authorized.



                              GENERAL DYNAMICS CORPORATION




                              by /s/John W. Schwartz
                                 John W. Schwartz
                                 Staff Vice President
                                  and Controller
                            (Principal Accounting Officer)

Dated   November 12, 1996

EX-11

                                          Exhibit 11, 3rd Quarter 1996
                                            Form 10-Q, Commission File
                                                         Number 1-3671

                     GENERAL DYNAMICS CORPORATION

            STATEMENT RE COMPUTATION OF PER SHARE EARNINGS

                             (UNAUDITED)

             (Dollars in millions, except per share data)



                                Third Quarter                 Nine Months
                             1996           1995           1996          1995
                                                              

NET EARNINGS:

Continuing Operations      $       68    $       62     $      200    $      183
Discontinued Operations:
  Earnings from operations          -            18              -            31
  Gain on disposal                  -            11              -            19
                           $       68    $       91     $      200    $      233

Weighted average common    63,119,640    62,968,276     63,202,704    62,973,350
 shares outstanding

NET EARNINGS PER SHARE - PRIMARY:

Continuing Operations      $     1.07    $      .98     $     3.15    $     2.90
Discontinued Operations:
  Earnings from operations          -           .29              -           .49
  Gain on disposal                  -           .17              -           .30
                           $     1.07    $     1.44     $     3.15    $     3.69

Common shares from above   63,119,640    62,968,276     63,202,704    62,973,350
Assumed exercise of options
 (treasury stock method)      273,627       269,797        234,809       196,759
                           63,393,267    63,238,073     63,437,513    63,170,109

NET EARNINGS PER SHARE - FULLY DILUTED:

Continuing Operations      $     1.07    $      .98     $     3.15    $     2.89
Discontinued Operations:
  Earnings from operations          -           .29              -           .49
  Gain on disposal                  -           .17              -           .30
                           $     1.07    $     1.44     $     3.15    $     3.68

Common shares from above   63,119,640    62,968,276     63,202,704    62,973,350
Assumed exercise of options
   (treasury stock method)    319,164       347,257        319,164       347,257
                           63,438,804    63,315,533     63,521,868    63,320,607