GENERAL DYNAMICS CORP — Director's Dealing 2013

May 7, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GENERAL DYNAMICS CORP (GD)
CIK: 0000040533
Period of Report: 2013-05-03

Reporting Person: Von Thaer Lewis (Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-03	Common Stock, $1.00 par value	M	15535	$71.01	Acquired	70315	Direct
2013-05-03	Common Stock, $1.00 par value	S	15097	$75.187	Disposed	55218	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-03	Stock Options	$71.01	M	15535	Disposed	2019-03-06	Common Stock (15535)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $1.00 par value	1202.812	Indirect

Footnotes

F1: Sale prices ranged from $75.180 to $75.230. Reporting Person will provide, upon request by the Commission staff, General Dynamics, or a General Dynamics shareholder, full information regarding the number of shares sold at each separate sales price.

F2: Includes share activity under General Dynamics 401(k) plan since date of reporting person's last ownership report.

F3: Fifty percent became exercisable on 3/7/13 and the remaining fifty percent become exercisable on 3/7/14.