GENERAL DYNAMICS CORP — Director's Dealing 2014

May 6, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GENERAL DYNAMICS CORP (GD)
CIK: 0000040533
Period of Report: 2014-05-05

Reporting Person: HEEBNER DAVID K (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-05	Common Stock, $1.00 par value	M	101550	$74.81	Acquired	257775.852	Direct
2014-05-05	Common Stock, $1.00 par value	S	101550	$111.599	Disposed	156225.852	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-05	Stock Options	$74.81	M	101550	Disposed	2018-03-01	Common Stock (101550)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $1.00 par value	3089.75	Indirect

Footnotes

F1: Sale prices ranged from $111.25 - $111.97. 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 03/02/2012 and the remaining fifty percent became exercisable on 03/02/2013.