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 2 October 1994

                                     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. Employer
           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 - 30 October 1994          63,066,148







                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D. C.  20549


                                  FORM 10-Q


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

                For the quarterly period ended 2 October 1994

                                     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. Employer
           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 - 30 October 1994          63,066,148







                               AMENDMENT NO. 1
        The undersigned registrant hereby amends the following items,
financial statements, exhibits or other portions of its 1994 Quarterly Report
on Form 10-Q as set forth in the page attached hereto:



        Third Quarter 10-Q cover page - to change the number of common shares
outstanding as of 30 October 1994.




                                   GENERAL DYNAMICS CORPORATION
                                                 


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




21 November 1994