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)


<PAGE>


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



<PAGE>


                                  EXHIBIT INDEX


                                                                      Sequential
                                                                      Page
No.         Exhibits                                                  No.
---         --------                                                  ----------

 99         The Registrant's press release dated                      4
            March 1, 1997



<PAGE>










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)


<PAGE>


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
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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