SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): March 1, 1997 General Instrument Corporation ------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-5442 13-3575653 - -------- ------ ---------- (State or other jurisdiction of (Commission File No.) (I.R.S. Employer incorporation) Identification No.) 8770 West Bryn Mawr Avenue, Chicago, Illinois 60631 - --------------------------------------------- ----- (Address of principal executive office) (Zip Code) (773)-695-1000 -------------- (Registrant's telephone number, including area code) Item 5 Other Events The Registrant hereby incorporates by reference the description of the matters set forth in its press release dated March 1, 1997 (such press release being Exhibit 99 attached hereto). Item 7 Financial Statements and Exhibits (c) Exhibits 99 Registrant's press release dated March 1, 1997 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 hereunto duly authorized. GENERAL INSTRUMENT CORPORATION By: /s/ Paul J. Berzenski --------------------- Paul J. Berzenski Vice President and Controller DATE: March 1, 1997 EXHIBIT INDEX Sequential Page No. Exhibits No. - --- -------- ---------- 99 The Registrant's press release dated 4 March 1, 1997 EXHIBIT 99 Media: Dick Badler (773) 695-1030 Investors: Mark Borman (773) 695-1150 NO INJUNCTION IN NEXT LEVEL COMMUNICATIONS / DSC SUIT, APPEALS COURT CONFIRMS Damages-Only Remedy Against General Instrument Subsidiary CHICAGO (March 1, 1997) -- General Instrument Corporation (NYSE:GIC) today announced that the U.S. Court of Appeals for the Fifth Circuit confirmed Friday that no injunction will be issued against the company's Next Level Communications (NLC) subsidiary in the litigation with DSC Communications Corp. The ruling caps a nearly two-year legal battle in the federal district court in Texas, initiated by DSC seeking to prohibit NLC from marketing its switched-digital video solutions for the telephone local loop market. The Court of Appeals on Friday reversed the district court judgment for diversion of a corporate opportunity by NLC and its founders, and upheld a damage award of $138 million plus interest for misappropriation of trade secrets. DSC had originally claimed damages of $369 million and in its appeal had sought an award of $250 million. "We've maintained all along that the outrageous damages claimed by DSC were out of line," said Thomas A. Dumit, Vice President and General Counsel of General Instrument. "The court of appeals found no basis for either the additional inflated sum or the injunction sought by DSC." General Instrument took a pre-tax charge of $141 million against earnings in the second quarter of 1996 to cover potential damages and the cost of litigation associated with the suit. (more) Next Level/DSC Page 2 "This dispute has become a purely financial matter for which we are prepared," said Dumit. "Most importantly, the court has found that Next Level Communications can continue to market its next-generation telephony solutions -- and prove its mettle in this exciting marketplace." Upon completion this summer of its recently announced strategic restructuring, General Instrument Corporation will divide into three separate public companies that are leaders in distinct global growth markets. NextLevel Systems, Inc., comprised of the Broadband Networks Group, the Satellite Data Networks Group and GI's Next Level Communications subsidiary, will emerge as a leading worldwide supplier of systems and components for high-performance networks delivering video, voice and Internet/data services. CommScope, Inc. is the world's largest manufacturer of coaxial cable and a leading supplier of high-performance electronic cables. General Semiconductor, Inc. (currently Power Semiconductor) is a world leader in the sale of discrete semiconductors. ### Visit General Instrument on the World Wide Web at www.gi.com