SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549-1004





                                    FORM 8-K
                    CURRENT REPORT PURSUANT TO SECTION 13 OF
                       THE SECURITIES EXCHANGE ACT OF 1934



          Date of Report
(Date of earliest event reported) January 19, 2000
                                  ----------------




                        HUGHES ELECTRONICS CORPORATIONON
                   -----------------------------------------------------
                   (Exact name of registrant as specified in its charter)




      STATE OF DELAWARE               0-26035                 52-1106564
----------------------------   -----------------------    -------------------
(State or other jurisdiction        (Commission            (I.R.S. Employer
 of incorporation or organization)   File Number)         Identification No.)




                          200 North Sepulveda Boulevard
                          El Segundo, California 90245
                         -------------------------------
                                 (310) 662-9985
                                ----------------
               (Address, including zip code, and telephone number,
        including area code, of registrants' principal executive office)

























                                      - 1 -

ITEM 5. OTHER EVENTS

      On January 19,  2000,  a news  release was issued on the subject of fourth
quarter consolidated earnings by Hughes Electronics  Corporation  (Hughes).  The
news release did not include certain financial statements, related footnotes and
certain other financial  information  that will be filed with the Securities and
Exchange  Commission as part of Hughes'  Annual Report on Form 10-K. The release
is as follows:

                       New Services-Focused Hughes Reports
                      54-Percent Revenue Growth In Fourth Quarter 1999

                    Record Subscriber Growth Attained in Both
                   U.S. and Latin American DIRECTV(R) Services

      El Segundo,  Calif.,  January 19, 2000 -- Hughes Electronics  Corporation,
reflecting  last week's  announcement  of major changes in its corporate  focus,
today  reported that fourth  quarter 1999 revenues  increased  53.6% to $1,698.0
million  compared with $1,105.2 million in the fourth quarter of 1998. These are
the company's first financial  results  following the announcement that it would
sell its satellite manufacturing businesses to The Boeing Company in an all-cash
transaction  valued at $3.75  billion,  refocus  its  wireless  businesses,  and
realign Hughes into two market-driven sectors.

      "We've begun the new century as a company  that is sharply  focused on our
high-value,  high-growth  entertainment and business  communications  services,"
said  Michael T. Smith,  Hughes  chairman  and chief  executive  officer.  "This
quarter's results reflect the bright future of our new company."

      As required by applicable accounting  standards,  the financial results of
Hughes'   satellite   manufacturing   businesses  are  treated  as  discontinued
operations  to reflect  the impact of the  announced  transaction  with  Boeing.
Consequently,  revenues,  EBITDA(1)  and other  operating  results  for  Hughes'
satellite  manufacturing  businesses are excluded from Hughes' operating results
for all periods presented(2).

     "Once  again,  revenue  growth in the quarter was driven by our  DIRECTV(R)
businesses,"  explained  Smith.  "The  momentum in the United  States just keeps
building. DIRECTV U.S. had yet another quarter of record subscriber growth while
more than  doubling its  revenues.  And as we expand the  availability  of local
programming  and introduce new  interactive  services,  we expect 2000 to be our
best year ever."

      Smith added that the DIRECTV  business in Latin  America also achieved its
best quarter ever,  gaining more than twice as many net new  subscribers as were
added during its  previous  best  quarter.  "With the  completion  of our recent
strategic  initiatives  in  Latin  America,  we feel  that  DIRECTV  is now in a
position to reach its full potential in that region," Smith said.

      EBITDA for the fourth quarter of 1999 was negative $174.4 million compared
to EBITDA of $69.2 million in the same period of 1998. The decline was primarily
due to a previously announced fourth quarter 1999 pre-tax charge of $272 million
related to the  discontinuation of certain wireless businesses at Hughes Network
Systems (HNS).

      Excluding the charge,  EBITDA increased 41.0% to $97.6 million,  primarily
due to improved  EBITDA at DIRECTV U.S.  related to the United States  Satellite
Broadcasting  Company,  Inc. (USSB) and PRIMESTAR  transactions,  and the larger
subscriber  base.   PanAmSat  also  contributed  a  solid  EBITDA   performance,
principally  due to its lower leaseback  expense  resulting from the exercise of
certain early buy-out options under satellite sale-leaseback agreements.





                                      - 2 -

      In the fourth quarter of 1999, Hughes incurred a loss(3) of $226.7 million
and a loss per share,  including  the effect of preferred  stock  dividends,  of
$0.58, compared to earnings(3) of $128.2 million and earnings per share (EPS) of
$0.32 for the same  period  in 1998.  The  declines  were  primarily  due to the
wireless  charge,   higher   depreciation  and  amortization   expenses  related
principally  to the USSB  and  PRIMESTAR  transactions  and  increased  PanAmSat
satellite expenditures,  an increase in net interest expense, and a $115 million
fourth quarter 1998 favorable  adjustment to the income tax provision  resulting
from a tax settlement with the Internal Revenue Service (IRS).

                         FULL-YEAR 1999 FINANCIAL REVIEW

      Year-end 1999 revenues increased 59.8% to $5,560.3 million,  compared with
$3,480.6 million in 1998. This was primarily due to record  subscriber growth in
the Company's U.S. and Latin American DIRECTV businesses,  as well as additional
revenues  resulting  from  the  USSB  and  PRIMESTAR   transactions.   HNS  also
contributed to the revenue growth, primarily through its record sales of DIRECTV
receiving equipment.

      EBITDA  for the year was  $222.7  million  and  EBITDA  margin  was  4.0%,
compared  to EBITDA of $341.7  million  and EBITDA  margin of 9.8% in 1998.  The
declines were  principally  due to the fourth quarter 1999 charge related to the
discontinuation  of certain  HNS  wireless  businesses,  which more than  offset
EBITDA gains at DIRECTV U.S. and  PanAmSat.  Excluding  the charge,  1999 EBITDA
increased  44.8% to $494.7 million due to EBITDA gains at DIRECTV,  PanAmSat and
HNS.

      In 1999,  Hughes  incurred a loss of $270.3  million and a loss per share,
including  the  effect of  preferred  stock  dividends,  of $0.77,  compared  to
earnings of $271.7 million and EPS of $0.68 in 1998. The declines were primarily
attributable  to the reduced  EBITDA,  a second  quarter 1999 pre-tax  charge of
$125.0  million  related to  increased  development  costs and  schedule  delays
associated with several new product lines at Hughes Space and Communications,  a
first  quarter  1999  pre-tax  charge  of  $92.0  million   resulting  from  the
termination  of the  contract  for the  Asia-Pacific  Mobile  Telecommunications
(APMT)  satellite  system  due to  export  licenses  not  being  issued,  higher
depreciation  and  amortization  expenses  related  principally  to the USSB and
PRIMESTAR  transactions  and  increased  PanAmSat  satellite  expenditures,   an
increase in net interest expense,  and the 1998 favorable  adjustment to the tax
provision.  These  declines  were  partially  offset  by a  first  quarter  1999
after-tax  gain  of  $94.3  million  ($154.6  million  pre-tax)  related  to the
settlement of the Williams patent infringement case(4).

                            SEGMENT FINANCIAL REVIEW
                               FOURTH QUARTER 1999

                            Direct-To-Home Broadcast

      Fourth  quarter  revenues  for the segment  more than  doubled to $1,213.6
million  from  $567.6  million in the fourth  quarter of 1998.  The  segment had
negative EBITDA of $24.9 million  compared with negative EBITDA of $69.4 million
in the fourth quarter of 1998.

      United States: DIRECTV reported quarterly revenues of $1,100 million, more
than twice last year's fourth quarter revenues of $476 million. The increase was
due to strong subscriber  growth, as well as additional  revenues resulting from
the USSB and PRIMESTAR transactions.

      In December 1999, DIRECTV became the first U.S. direct broadcast satellite
service  to add  more  than  200,000  net new  subscribers  in a  single  month,
contributing  to its  all-time  high  quarter of 515,000 new  subscribers.  This
represented a 29% increase over the 400,000 new subscribers  added in the fourth
quarter of 1998.  In addition,  241,000  customers  were  transitioned  from the
PRIMESTAR  By  DIRECTV  medium-power  service to the  high-power  service in the
quarter.

                                      - 3 -

      For the  full-year  1999,  DIRECTV  added  1,606,000  net  new  high-power
subscribers, a 39% increase over the 1,157,000 new subscribers added in 1998. In
addition, DIRECTV converted 470,000 customers from PRIMESTAR By DIRECTV in 1999.
As of December 31,  1999,  DIRECTV  served more than 8 million  U.S.  customers,
including  approximately  1.4 million  customers  subscribing  to  PRIMESTAR  By
DIRECTV.

      EBITDA for the fourth quarter of 1999 was $27 million compared to negative
EBITDA of $32 million in the preceding  year's fourth quarter.  This improvement
was principally due to contributions  from the USSB and PRIMESTAR  transactions,
as well as improved EBITDA resulting from the larger high-power subscriber base.

      Latin America and Japan: The DIRECTV  business in Latin America  generated
$102 million in revenues for the quarter compared with $73 million in the fourth
quarter  of 1998.  This  increase  was due to the record  subscriber  growth and
additional  revenues  resulting from the  consolidation of Galaxy Brasil,  Ltda.
(GLB)(5), Grupo Galaxy Mexicana , S.A. de C.V.
(GGM)(5), and SurFin, Ltd.(5).

      In the fourth  quarter,  the  DIRECTV  service in Latin  America had three
consecutive  months  of  record  subscriber  growth,   adding  136,000  net  new
subscribers, which is more than twice as many as the 61,000 acquired in the same
period last year. The total number of DIRECTV subscribers in Latin America as of
December 31, 1999 was 804,000.

      The DIRECTV  business in Latin America had negative  EBITDA of $42 million
compared  to negative  EBITDA of $30  million  for the same period in 1998.  The
change was primarily due to the impact of the  consolidation of GLB and GGM, and
higher marketing expenses in the region.

      In addition, DIRECTV Japan, of which Hughes currently owns 42%, reported a
total of 386,000  subscribers at the end of the fourth quarter of 1999.  Hughes'
share of DIRECTV  Japan's losses was $74 million for the quarter,  compared with
$36 million in the fourth  quarter of 1998. The higher loss was primarily due to
increased marketing expenses in the region, as well as the recording of a higher
portion of equity  losses  resulting  from an increase in Hughes'  investment in
DIRECTV  Japan.  These losses are reported in "Other,  net" in the  Statement of
Income (Loss) and Available Separate Consolidated Net Income (Loss).

                               Satellite Services

      PanAmSat,  which is 81%  owned by  Hughes,  generated  revenues  of $206.0
million in the fourth quarter of 1999, compared with $196.7 million in the prior
year's  period.  The increase was  primarily  due to new service  agreements  on
satellites  placed in  service  in 1999 as well as  continued  growth in special
events service revenues.  During the fourth quarter of 1999,  telecommunications
services  revenues  increased  19% to $49 million  while  total  video  services
revenues  increased  2% to $146  million  compared  to the prior  year's  fourth
quarter.

      EBITDA for the quarter was $152.9 million  compared to fourth quarter 1998
EBITDA of $144.3 million. EBITDA margin in the fourth quarter of 1999 was 74.2%,
compared to 73.4% in the same period of 1998. The increases in EBITDA and EBITDA
margin resulted  primarily from lower  leaseback  expense due to the exercise of
certain early buy-out options under  satellite  sale-leaseback  agreements,  and
increased operating lease revenues.









                                      - 4 -

                                 Network Systems

      HNS revenues in the fourth quarter of 1999 were $386.5  million,  compared
to $402.6  million in the fourth quarter of 1998.  This decline was  principally
due  to  reduced   sales  of  its   wireless   telecommunications   systems  and
international private business network systems.  These declines more than offset
higher  sales of  DIRECTV  receiving  equipment.  HNS  shipped  715,000  DIRECTV
receiving  systems in the fourth quarter of 1999 compared to 300,000 in the same
year-ago period.

      HNS recorded  negative EBITDA of $241.5 million in the quarter compared to
EBITDA of $43.0  million  in the  fourth  quarter of 1998.  This  reduction  was
primarily due to the previously announced pre-tax charge of $272 million related
to the  discontinuation  of certain  wireless  businesses,  and reduced sales of
international  private business network systems. HNS' wireless business will now
focus on its leading  broadband  wireless access  (point-to-multipoint)  product
line and will  discontinue its mobile cellular and narrowband local loop product
lines.  HNS will  fulfill  its  outstanding  contractual  obligations  for these
discontinued product lines.

                                  BALANCE SHEET

      From December 31, 1998 to December 31, 1999,  the  Company's  cash balance
declined  $1,103.8  million to $238.2 million and total debt increased  $1,206.6
million to $2,141.4  million.  The principal cash requirements for the year were
the USSB and PRIMESTAR transactions,  purchase of the Tempo high-power satellite
assets, early buy-out of certain PanAmSat satellite  sale-leaseback  agreements,
increased  investment  in the  DIRECTV  businesses  in Latin  America and Japan,
capital   expenditures   and  general   working  capital   requirements.   These
requirements  were  partially  offset by a $1.5  billion  investment  by America
Online, Inc. (AOL).

      Hughes  is  the   world's   leading   provider   of   digital   television
entertainment,   satellite  services,   and  satellite-based   private  business
networks. The earnings of Hughes, a unit of General Motors Corporation, are used
to calculate the earnings per share  attributable  to the General Motors Class H
common stock (NYSE:GMH).

      NOTE: Hughes Electronics  Corporation  believes that certain statements in
this press release may constitute  forward-looking statements within the meaning
of The Private Securities Litigation Reform Act of 1995. When used in this press
release,  the  words  "estimate,"  "plan,"  "project,"  "anticipate,"  "expect,"
"intend,"  "outlook,"  "believe," and other similar  expressions are intended to
identify  forward-looking  statements and information.  Actual results of Hughes
may differ materially from anticipated  results as a result of certain risks and
uncertainties,  which  include  but are not  limited to those  associated  with:
economic  conditions;  demand for products and services,  and market acceptance;
government  action;  local  political or economic  developments  in or affecting
countries where we have international  operations;  our ability to obtain export
licenses;  competition;  our ability to achieve cost  reductions;  technological
risks;  our ability to address the year 2000 issue;  interruptions to production
attributable   to  causes   outside  our  control;   limitations  on  access  to
distribution  channels;  the success and  timelines of satellite  launches;  the
in-orbit  performance  of  satellites;  the ability of our  customers  to obtain
financing;  and  our  ability  to  access  capital  to  maintain  our  financial
flexibility. Hughes cautions that these important factors are not exclusive.










                                           - 5 -

----------------------
1)   EBITDA (Earnings Before Interest,  Taxes, Depreciation and Amortization) is
     the sum of  operating  profit  (loss) and  depreciation  and  amortization.
     EBITDA margin is calculated by dividing EBITDA by total revenues.
2)   For  all  periods   presented,   net  income  generated  by  the  satellite
     manufacturing businesses (previously referred to as the "Satellite Systems"
     segment) is reported as "Income from discontinued operations, net of taxes"
     on the Statement of Income (Loss) and Available  Separate  Consolidated Net
     Income (Loss).  Similarly,  all assets and liabilities of those  businesses
     are  reported as "Net  assets of  discontinued  operations"  on the Balance
     Sheet.
3)   Excludes the effects of purchase accounting  adjustments related to General
     Motors' acquisition of Hughes in 1985.
4)   Hughes was awarded a final judgement arising from its long-running Williams
     patent infringement case, which was originally filed by Hughes in 1973. The
     award resulted from the repeated infringement by the U.S. Government over a
     span  of  two  decades  of  a  patent  that  revolutionized  communications
     satellite attitude control and made the geosynchronous satellite practical.
     A payment of $154.6  million was received in the first  quarter of 1999 and
     is recorded in "Income from discontinued operations, net of taxes."
5)   Galaxy Brasil, Ltda. (GLB) is the local operating company providing DIRECTV
     service in Brazil.  Grupo Galaxy Mexicana,  S.A. de C.V. (GGM) is the local
     operating  company  providing  DIRECTV  service  in  Mexico.  SurFin  Ltd.,
     provides financing for DIRECTV receiving  equipment in Latin America.  As a
     result of  transactions  that were  completed in July 1999 (GLB),  February
     1999 (GGM) and November 1998 (SurFin),  Hughes owns a majority  position in
     each company.


                                            ###



































                                      - 6 -


STATEMENT OF INCOME (LOSS) AND
AVAILABLE SEPARATE CONSOLIDATED NET INCOME
(Dollars in Millions Except Per Share Amounts)
                                                              Year Ended
                                    Fourth Quarter            December 31,
                                    --------------            ------------
                                   1999        1998        1999        1998
-----------------------------------------------------------------------------
Revenues
Direct broadcast, leasing and
  other services                $1,394.1      $757.8    $4,489.3    $2,603.6
Product sales                      303.9       347.4     1,071.0       877.0
----------------------------------------------------------------------------
   Total Revenues                1,698.0     1,105.2     5,560.3     3,480.6
----------------------------------------------------------------------------
Operating Costs and Expenses
Cost of products sold              366.1       286.6     1,028.3       643.0
Broadcast programming and
  other costs                      657.6       375.2     2,001.4     1,175.0
Selling, general, and
  administrative expenses          848.7       374.2     2,307.9     1,320.9
Depreciation and amortization      189.5       110.5       647.4       384.6
Amortization of GM purchase
  accounting adjustments (1)         0.8         0.8         3.3         3.3
----------------------------------------------------------------------------
   Total Operating Costs
     and Expenses                2,062.7     1,147.3     5,988.3     3,526.8
----------------------------------------------------------------------------
Operating Loss                    (364.7)      (42.1)     (428.0)      (46.2)
Interest income                      6.2        23.7        27.0       112.3
Interest expense                   (51.7)       (8.0)     (122.7)      (17.5)
Other, net                         (60.6)      (50.6)     (136.3)     (151.8)
----------------------------------------------------------------------------
Loss From Continuing Operations
   Before Income Taxes, Minority
   Interests and Cumulative
   Effect of Accounting Change    (470.8)      (77.0)     (660.0)     (103.2)
Income tax benefit                (177.2)     (143.0)     (236.9)     (142.3)
Minority interests in net
   losses of subsidiaries            9.9         5.2        32.0        24.4
----------------------------------------------------------------------------
Income (Loss) from continuing
   operations before cumulative
   effect of accounting change    (283.7)       71.2      (391.1)       63.5
Income from discontinued
   operations, net of taxes         51.9        51.9        99.8       196.4
----------------------------------------------------------------------------
Income (Loss) before cumulative
   effect of accounting change    (231.8)      123.1      (291.3)      259.9
Cumulative effect of accounting
   change, net of taxes                -           -           -        (9.2)
----------------------------------------------------------------------------
Net Income (Loss)                 (231.8)      123.1      (291.3)      250.7
Adjustments to exclude
   the effect of GM purchase
   accounting adjustments (1)        5.1         5.1        21.0        21.0
----------------------------------------------------------------------------
Earnings (Loss) Excluding the
   Effect of GM Purchase
   Accounting Adjustments         (226.7)      128.2      (270.3)      271.7
Preferred stock dividends          (24.6)          -       (50.9)          -
----------------------------------------------------------------------------
Earnings (Loss) Used for
   Computation of Available
   Separate Consolidated
   Net Income (Loss)             $(251.3)     $128.2     $(321.2)     $271.7
============================================================================
Available Separate Consolidated
   Net Income (Loss)
Average number of shares of
   General Motors Class H
   Common Stock outstanding
   (in millions) (Numerator)       136.3       105.9       124.7       105.3
Average Class H dividend base
   (in millions)(Denominator)      430.1       399.9       418.5       399.9
Available Separate Consolidated
   Net Income (Loss)              $(79.6)      $33.9      $(95.7)      $71.5
============================================================================
Earnings (Loss) Attributable to
   General Motors Class H Common
   Stock on a Per Share Basis
   Income (Loss) from continuing
     operations before cumulative
     effect of accounting change  $(0.71)      $0.18      $(1.05)      $0.17
   Income from discontinued
     operations, net of taxes      $0.13       $0.14       $0.28       $0.53
   Cumulative effect of
     accounting change,
     net of taxes                      -           -           -      $(0.02)
----------------------------------------------------------------------------
Earnings (Loss) Attributable
   to General Motors Class H
   Common Stock on a Per Share
   Basis - Basic and Diluted      $(0.58)      $0.32      $(0.77)      $0.68
============================================================================
(1)Relates to General Motors' purchase of Hughes in 1985.
                                      - 7 -


BALANCE SHEET
(Dollars in Millions)
                                                   December 31,    December 31,
ASSETS                                                1999            1998
----------------------------------------------------------------------------
Current Assets
Cash and cash equivalents                            $238.2         $1,342.0
Accounts and notes receivable                         960.9            764.6
Contracts in process                                  155.8            179.0
Inventories                                           236.1            286.6
Net assets of discontinued operations               1,159.5            972.4
Prepaid expenses, deferred income taxes and other     788.2            321.1
----------------------------------------------------------------------------

Total Current Assets                                3,538.7          3,865.7
Satellites - net                                    3,907.3          3,197.5
Property - net                                      1,223.0            683.0
Net Investment in Sales-type Leases                   146.1            173.4
Intangible Assets, net                              7,406.0          3,185.9
Investments and Other Assets                        2,039.9          1,302.4
----------------------------------------------------------------------------

Total Assets                                      $18,261.0        $12,407.9
============================================================================

LIABILITIES AND STOCKHOLDER'S EQUITY
----------------------------------------------------------------------------
Current Liabilities
Accounts payable                                   $1,062.2           $691.8
Advances on contracts                                  23.0             20.1
Deferred revenues                                     130.5             43.8
Current portion of long-term debt                     555.4            156.1
Accrued liabilities                                   618.8            257.0
----------------------------------------------------------------------------

Total Current Liabilities                           2,389.9          1,168.8
Long-Term Debt                                      1,586.0            778.7
Postretirement Benefits Other Than Pensions            19.7             20.4
Other Liabilities and Deferred Credits              1,433.3            935.3
Deferred Income Taxes                                 672.5            641.1
Commitments and Contingencies
Minority Interests                                    544.3            481.7
Stockholder's Equity                               11,615.3          8,381.9
----------------------------------------------------------------------------

Total Liabilities and Stockholder's Equity        $18,261.0        $12,407.9
============================================================================
Holders of GM Class H common stock have no direct rights in the equity or assets
of Hughes,  but rather  have  rights in the equity and assets of General  Motors
(which includes 100% of the stock of Hughes).

















                                      - 8 -

PRO FORMA SELECTED SEGMENT DATA*
(Dollars in Millions)
                                                            Year  Ended
                                    Fourth Quarter          December 31,
                                    --------------       ----------------
                                   1999        1998      1999        1998
--------------------------------------------------------------------------
DIRECT-TO-HOME BROADCAST
Total Revenues                  $1,213.6      $567.6  $3,785.0    $1,816.1
EBITDA (1)                        $(24.9)     $(69.4)    $19.9     $(125.8)
EBITDA Margin (1)                  N/A         N/A         0.5%      N/A
Operating Loss                   $(132.7)     $(94.5)  $(292.1)    $(228.1)
Depreciation and Amortization     $107.8       $25.1    $312.0      $102.3
Capital Expenditures (2)          $263.5      $100.7    $516.9      $230.8
--------------------------------------------------------------------------
SATELLITE SERVICES
Total Revenues                    $206.0      $196.7    $810.6      $767.3
EBITDA (1)                        $152.9      $144.3    $618.8      $553.3
EBITDA Margin (1)                   74.2%       73.4%     76.3%       72.1%
Operating Profit                   $80.2       $82.4    $341.6      $321.6
Operating Profit Margin             38.9%       41.9%     42.1%       41.9%
Depreciation and Amortization      $72.7       $61.9    $277.2      $231.7
Capital Expenditures (3)          $133.4      $316.7    $956.4      $921.7
--------------------------------------------------------------------------
NETWORK SYSTEMS
Total Revenues                    $386.5      $402.6  $1,384.7    $1,076.7
EBITDA (1)                       $(241.5)      $43.0   $(178.1)      $52.6
EBITDA Margin (1)                  N/A          10.7%    N/A           4.9%
Operating Profit (Loss)          $(253.0)      $31.1   $(227.3)      $10.9
Operating Profit Margin            N/A           7.7%    N/A           1.0%
Depreciation and Amortization      $11.5       $11.9     $49.2       $41.7
Capital Expenditures               $11.9       $13.6     $35.0       $40.0
--------------------------------------------------------------------------
ELIMINATIONS and OTHER
Total Revenues                   $(108.1)     $(61.7)  $(420.0)    $(179.5)
EBITDA (1)                        $(60.9)     $(48.7)  $(237.9)    $(138.4)
Operating Loss                    $(58.4)     $(60.3)  $(246.9)    $(147.3)
Depreciation and Amortization      $(2.5)      $11.6      $9.0        $8.9
Capital Expenditures              $111.1       $21.8    $157.0      $136.3
--------------------------------------------------------------------------
TOTAL
Total Revenues                  $1,698.0    $1,105.2  $5,560.3    $3,480.6
EBITDA (1)                       $(174.4)      $69.2    $222.7      $341.7
EBITDA Margin (1)                  N/A           6.3%      4.0%        9.8%
Operating Loss                   $(363.9)     $(41.3)  $(424.7)     $(42.9)
Depreciation and Amortization     $189.5      $110.5    $647.4      $384.6
Capital Expenditures              $519.9      $452.8  $1,665.3    $1,328.8

*  The Financial Statements reflect the application of purchase accounting
   adjustments related to GM's  acquisition of Hughes.  However,  as provided in
   the General Motors' Restated Certificate of Incorporation,  the earnings
   attributable to GM Class H common stock for purposes of determining the
   amount  available for the payment of dividends on GM Class H common stock
   specifically exclude such adjustments.  In order to  provide  additional
   analytical  data,  the  above unaudited  pro forma  selected  segment  data,
   which  exclude  the  purchase accounting adjustments related to GM's
   acquisition of Hughes, are presented.
(1)EBITDA (Earnings Before Interest,  Taxes,  Depreciation and  Amortization) is
   the sum of operating profit (loss) and depreciation and amortization.  EBITDA
   margin is calculated by dividing EBITDA by total revenues.
(2)Includes satellite  expenditures  amounting to $46.9 million,  $32.2 million,
   $136.0 million and $70.2 million, respectively.
(3)Includes satellite expenditures amounting to $124.0 million,  $304.1 million,
   $532.8  million  and  $726.3   million,   respectively.   Also  included  are
   expenditures  related  to the  early  buy-out  of  satellite  sale-leasebacks
   totaling  $369.5  million and $155.5 million for the years ended December 31,
   1999 and 1998, respectively.




                                   * * * * * *




                                      - 9 -



                                    SIGNATURE


   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.


                                          HUGHES ELECTRONICS CORPORATION
                                          ------------------------------
                                                  (Registrant)



                                       By
Date January 19, 2000                  /s/Roxanne S. Austin
     ----------------                  -----------------------------------
                                         (Roxanne S. Austin,
                                          Chief Financial Officer)

















































                                     - 10 -
[{"type": "8-K", "sequence": "1", "description": "HUGHES 4TH QUARTER PRESS RELEASE", "secsgml_size_bytes": 32653}]
{"company-data": {"conformed-name": "HUGHES ELECTRONICS CORP", "cik": "0000944868", "assigned-sic": "4899", "irs-number": "521106564", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-26035", "film-number": "509639"}, "business-address": {"street1": "200 N SEPULVEDA BLVD", "city": "EL SAGUNDO", "state": "CA", "zip": "90245-0956", "phone": "3106629985"}, "mail-address": {"street1": "200 N SEPULVEDA BOULEVARD", "city": "EL SAGUNDO", "state": "CA", "zip": "90245-0956"}}
SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549-1004

                                    FORM 8-K
                    CURRENT REPORT PURSUANT TO SECTION 13 OF
                       THE SECURITIES EXCHANGE ACT OF 1934

          Date of Report
(Date of earliest event reported) January 19, 2000
                                  ----------------

                        HUGHES ELECTRONICS CORPORATIONON
                   -----------------------------------------------------
                   (Exact name of registrant as specified in its charter)

      STATE OF DELAWARE               0-26035                 52-1106564
----------------------------   -----------------------    -------------------
(State or other jurisdiction        (Commission            (I.R.S. Employer
 of incorporation or organization)   File Number)         Identification No.)

                          200 North Sepulveda Boulevard
                          El Segundo, California 90245
                         -------------------------------
                                 (310) 662-9985
                                ----------------
               (Address, including zip code, and telephone number,
        including area code, of registrants' principal executive office)

                                      - 1 -

ITEM 5. OTHER EVENTS

      On January 19,  2000,  a news  release was issued on the subject of fourth
quarter consolidated earnings by Hughes Electronics  Corporation  (Hughes).  The
news release did not include certain financial statements, related footnotes and
certain other financial  information  that will be filed with the Securities and
Exchange  Commission as part of Hughes'  Annual Report on Form 10-K. The release
is as follows:

                       New Services-Focused Hughes Reports
                      54-Percent Revenue Growth In Fourth Quarter 1999

                    Record Subscriber Growth Attained in Both
                   U.S. and Latin American DIRECTV(R) Services

      El Segundo,  Calif.,  January 19, 2000 -- Hughes Electronics  Corporation,
reflecting  last week's  announcement  of major changes in its corporate  focus,
today  reported that fourth  quarter 1999 revenues  increased  53.6% to $1,698.0
million  compared with $1,105.2 million in the fourth quarter of 1998. These are
the company's first financial  results  following the announcement that it would
sell its satellite manufacturing businesses to The Boeing Company in an all-cash
transaction  valued at $3.75  billion,  refocus  its  wireless  businesses,  and
realign Hughes into two market-driven sectors.

      "We've begun the new century as a company  that is sharply  focused on our
high-value,  high-growth  entertainment and business  communications  services,"
said  Michael T. Smith,  Hughes  chairman  and chief  executive  officer.  "This
quarter's results reflect the bright future of our new company."

      As required by applicable accounting  standards,  the financial results of
Hughes'   satellite   manufacturing   businesses  are  treated  as  discontinued
operations  to reflect  the impact of the  announced  transaction  with  Boeing.
Consequently,  revenues,  EBITDA(1)  and other  operating  results  for  Hughes'
satellite  manufacturing  businesses are excluded from Hughes' operating results
for all periods presented(2).

     "Once  again,  revenue  growth in the quarter was driven by our  DIRECTV(R)
businesses,"  explained  Smith.  "The  momentum in the United  States just keeps
building. DIRECTV U.S. had yet another quarter of record subscriber growth while
more than  doubling its  revenues.  And as we expand the  availability  of local
programming  and introduce new  interactive  services,  we expect 2000 to be our
best year ever."

      Smith added that the DIRECTV  business in Latin  America also achieved its
best quarter ever,  gaining more than twice as many net new  subscribers as were
added during its  previous  best  quarter.  "With the  completion  of our recent
strategic  initiatives  in  Latin  America,  we feel  that  DIRECTV  is now in a
position to reach its full potential in that region," Smith said.

      EBITDA for the fourth quarter of 1999 was negative $174.4 million compared
to EBITDA of $69.2 million in the same period of 1998. The decline was primarily
due to a previously announced fourth quarter 1999 pre-tax charge of $272 million
related to the  discontinuation of certain wireless businesses at Hughes Network
Systems (HNS).

      Excluding the charge,  EBITDA increased 41.0% to $97.6 million,  primarily
due to improved  EBITDA at DIRECTV U.S.  related to the United States  Satellite
Broadcasting  Company,  Inc. (USSB) and PRIMESTAR  transactions,  and the larger
subscriber  base.   PanAmSat  also  contributed  a  solid  EBITDA   performance,
principally  due to its lower leaseback  expense  resulting from the exercise of
certain early buy-out options under satellite sale-leaseback agreements.

                                      - 2 -

      In the fourth quarter of 1999, Hughes incurred a loss(3) of $226.7 million
and a loss per share,  including  the effect of preferred  stock  dividends,  of
$0.58, compared to earnings(3) of $128.2 million and earnings per share (EPS) of
$0.32 for the same  period  in 1998.  The  declines  were  primarily  due to the
wireless  charge,   higher   depreciation  and  amortization   expenses  related
principally  to the USSB  and  PRIMESTAR  transactions  and  increased  PanAmSat
satellite expenditures,  an increase in net interest expense, and a $115 million
fourth quarter 1998 favorable  adjustment to the income tax provision  resulting
from a tax settlement with the Internal Revenue Service (IRS).

                         FULL-YEAR 1999 FINANCIAL REVIEW

      Year-end 1999 revenues increased 59.8% to $5,560.3 million,  compared with
$3,480.6 million in 1998. This was primarily due to record  subscriber growth in
the Company's U.S. and Latin American DIRECTV businesses,  as well as additional
revenues  resulting  from  the  USSB  and  PRIMESTAR   transactions.   HNS  also
contributed to the revenue growth, primarily through its record sales of DIRECTV
receiving equipment.

      EBITDA  for the year was  $222.7  million  and  EBITDA  margin  was  4.0%,
compared  to EBITDA of $341.7  million  and EBITDA  margin of 9.8% in 1998.  The
declines were  principally  due to the fourth quarter 1999 charge related to the
discontinuation  of certain  HNS  wireless  businesses,  which more than  offset
EBITDA gains at DIRECTV U.S. and  PanAmSat.  Excluding  the charge,  1999 EBITDA
increased  44.8% to $494.7 million due to EBITDA gains at DIRECTV,  PanAmSat and
HNS.

      In 1999,  Hughes  incurred a loss of $270.3  million and a loss per share,
including  the  effect of  preferred  stock  dividends,  of $0.77,  compared  to
earnings of $271.7 million and EPS of $0.68 in 1998. The declines were primarily
attributable  to the reduced  EBITDA,  a second  quarter 1999 pre-tax  charge of
$125.0  million  related to  increased  development  costs and  schedule  delays
associated with several new product lines at Hughes Space and Communications,  a
first  quarter  1999  pre-tax  charge  of  $92.0  million   resulting  from  the
termination  of the  contract  for the  Asia-Pacific  Mobile  Telecommunications
(APMT)  satellite  system  due to  export  licenses  not  being  issued,  higher
depreciation  and  amortization  expenses  related  principally  to the USSB and
PRIMESTAR  transactions  and  increased  PanAmSat  satellite  expenditures,   an
increase in net interest expense,  and the 1998 favorable  adjustment to the tax
provision.  These  declines  were  partially  offset  by a  first  quarter  1999
after-tax  gain  of  $94.3  million  ($154.6  million  pre-tax)  related  to the
settlement of the Williams patent infringement case(4).

                            SEGMENT FINANCIAL REVIEW
                               FOURTH QUARTER 1999

                            Direct-To-Home Broadcast

      Fourth  quarter  revenues  for the segment  more than  doubled to $1,213.6
million  from  $567.6  million in the fourth  quarter of 1998.  The  segment had
negative EBITDA of $24.9 million  compared with negative EBITDA of $69.4 million
in the fourth quarter of 1998.

      United States: DIRECTV reported quarterly revenues of $1,100 million, more
than twice last year's fourth quarter revenues of $476 million. The increase was
due to strong subscriber  growth, as well as additional  revenues resulting from
the USSB and PRIMESTAR transactions.

      In December 1999, DIRECTV became the first U.S. direct broadcast satellite
service  to add  more  than  200,000  net new  subscribers  in a  single  month,
contributing  to its  all-time  high  quarter of 515,000 new  subscribers.  This
represented a 29% increase over the 400,000 new subscribers  added in the fourth
quarter of 1998.  In addition,  241,000  customers  were  transitioned  from the
PRIMESTAR  By  DIRECTV  medium-power  service to the  high-power  service in the
quarter.

                                      - 3 -

      For the  full-year  1999,  DIRECTV  added  1,606,000  net  new  high-power
subscribers, a 39% increase over the 1,157,000 new subscribers added in 1998. In
addition, DIRECTV converted 470,000 customers from PRIMESTAR By DIRECTV in 1999.
As of December 31,  1999,  DIRECTV  served more than 8 million  U.S.  customers,
including  approximately  1.4 million  customers  subscribing  to  PRIMESTAR  By
DIRECTV.

      EBITDA for the fourth quarter of 1999 was $27 million compared to negative
EBITDA of $32 million in the preceding  year's fourth quarter.  This improvement
was principally due to contributions  from the USSB and PRIMESTAR  transactions,
as well as improved EBITDA resulting from the larger high-power subscriber base.

      Latin America and Japan: The DIRECTV  business in Latin America  generated
$102 million in revenues for the quarter compared with $73 million in the fourth
quarter  of 1998.  This  increase  was due to the record  subscriber  growth and
additional  revenues  resulting from the  consolidation of Galaxy Brasil,  Ltda.
(GLB)(5), Grupo Galaxy Mexicana , S.A. de C.V.
(GGM)(5), and SurFin, Ltd.(5).

      In the fourth  quarter,  the  DIRECTV  service in Latin  America had three
consecutive  months  of  record  subscriber  growth,   adding  136,000  net  new
subscribers, which is more than twice as many as the 61,000 acquired in the same
period last year. The total number of DIRECTV subscribers in Latin America as of
December 31, 1999 was 804,000.

      The DIRECTV  business in Latin America had negative  EBITDA of $42 million
compared  to negative  EBITDA of $30  million  for the same period in 1998.  The
change was primarily due to the impact of the  consolidation of GLB and GGM, and
higher marketing expenses in the region.

      In addition, DIRECTV Japan, of which Hughes currently owns 42%, reported a
total of 386,000  subscribers at the end of the fourth quarter of 1999.  Hughes'
share of DIRECTV  Japan's losses was $74 million for the quarter,  compared with
$36 million in the fourth  quarter of 1998. The higher loss was primarily due to
increased marketing expenses in the region, as well as the recording of a higher
portion of equity  losses  resulting  from an increase in Hughes'  investment in
DIRECTV  Japan.  These losses are reported in "Other,  net" in the  Statement of
Income (Loss) and Available Separate Consolidated Net Income (Loss).

                               Satellite Services

      PanAmSat,  which is 81%  owned by  Hughes,  generated  revenues  of $206.0
million in the fourth quarter of 1999, compared with $196.7 million in the prior
year's  period.  The increase was  primarily  due to new service  agreements  on
satellites  placed in  service  in 1999 as well as  continued  growth in special
events service revenues.  During the fourth quarter of 1999,  telecommunications
services  revenues  increased  19% to $49 million  while  total  video  services
revenues  increased  2% to $146  million  compared  to the prior  year's  fourth
quarter.

      EBITDA for the quarter was $152.9 million  compared to fourth quarter 1998
EBITDA of $144.3 million. EBITDA margin in the fourth quarter of 1999 was 74.2%,
compared to 73.4% in the same period of 1998. The increases in EBITDA and EBITDA
margin resulted  primarily from lower  leaseback  expense due to the exercise of
certain early buy-out options under  satellite  sale-leaseback  agreements,  and
increased operating lease revenues.

                                      - 4 -

                                 Network Systems

      HNS revenues in the fourth quarter of 1999 were $386.5  million,  compared
to $402.6  million in the fourth quarter of 1998.  This decline was  principally
due  to  reduced   sales  of  its   wireless   telecommunications   systems  and
international private business network systems.  These declines more than offset
higher  sales of  DIRECTV  receiving  equipment.  HNS  shipped  715,000  DIRECTV
receiving  systems in the fourth quarter of 1999 compared to 300,000 in the same
year-ago period.

      HNS recorded  negative EBITDA of $241.5 million in the quarter compared to
EBITDA of $43.0  million  in the  fourth  quarter of 1998.  This  reduction  was
primarily due to the previously announced pre-tax charge of $272 million related
to the  discontinuation  of certain  wireless  businesses,  and reduced sales of
international  private business network systems. HNS' wireless business will now
focus on its leading  broadband  wireless access  (point-to-multipoint)  product
line and will  discontinue its mobile cellular and narrowband local loop product
lines.  HNS will  fulfill  its  outstanding  contractual  obligations  for these
discontinued product lines.

                                  BALANCE SHEET

      From December 31, 1998 to December 31, 1999,  the  Company's  cash balance
declined  $1,103.8  million to $238.2 million and total debt increased  $1,206.6
million to $2,141.4  million.  The principal cash requirements for the year were
the USSB and PRIMESTAR transactions,  purchase of the Tempo high-power satellite
assets, early buy-out of certain PanAmSat satellite  sale-leaseback  agreements,
increased  investment  in the  DIRECTV  businesses  in Latin  America and Japan,
capital   expenditures   and  general   working  capital   requirements.   These
requirements  were  partially  offset by a $1.5  billion  investment  by America
Online, Inc. (AOL).

      Hughes  is  the   world's   leading   provider   of   digital   television
entertainment,   satellite  services,   and  satellite-based   private  business
networks. The earnings of Hughes, a unit of General Motors Corporation, are used
to calculate the earnings per share  attributable  to the General Motors Class H
common stock (NYSE:GMH).

      NOTE: Hughes Electronics  Corporation  believes that certain statements in
this press release may constitute  forward-looking statements within the meaning
of The Private Securities Litigation Reform Act of 1995. When used in this press
release,  the  words  "estimate,"  "plan,"  "project,"  "anticipate,"  "expect,"
"intend,"  "outlook,"  "believe," and other similar  expressions are intended to
identify  forward-looking  statements and information.  Actual results of Hughes
may differ materially from anticipated  results as a result of certain risks and
uncertainties,  which  include  but are not  limited to those  associated  with:
economic  conditions;  demand for products and services,  and market acceptance;
government  action;  local  political or economic  developments  in or affecting
countries where we have international  operations;  our ability to obtain export
licenses;  competition;  our ability to achieve cost  reductions;  technological
risks;  our ability to address the year 2000 issue;  interruptions to production
attributable   to  causes   outside  our  control;   limitations  on  access  to
distribution  channels;  the success and  timelines of satellite  launches;  the
in-orbit  performance  of  satellites;  the ability of our  customers  to obtain
financing;  and  our  ability  to  access  capital  to  maintain  our  financial
flexibility. Hughes cautions that these important factors are not exclusive.

                                           - 5 -

----------------------
1)   EBITDA (Earnings Before Interest,  Taxes, Depreciation and Amortization) is
     the sum of  operating  profit  (loss) and  depreciation  and  amortization.
     EBITDA margin is calculated by dividing EBITDA by total revenues.
2)   For  all  periods   presented,   net  income  generated  by  the  satellite
     manufacturing businesses (previously referred to as the "Satellite Systems"
     segment) is reported as "Income from discontinued operations, net of taxes"
     on the Statement of Income (Loss) and Available  Separate  Consolidated Net
     Income (Loss).  Similarly,  all assets and liabilities of those  businesses
     are  reported as "Net  assets of  discontinued  operations"  on the Balance
     Sheet.
3)   Excludes the effects of purchase accounting  adjustments related to General
     Motors' acquisition of Hughes in 1985.
4)   Hughes was awarded a final judgement arising from its long-running Williams
     patent infringement case, which was originally filed by Hughes in 1973. The
     award resulted from the repeated infringement by the U.S. Government over a
     span  of  two  decades  of  a  patent  that  revolutionized  communications
     satellite attitude control and made the geosynchronous satellite practical.
     A payment of $154.6  million was received in the first  quarter of 1999 and
     is recorded in "Income from discontinued operations, net of taxes."
5)   Galaxy Brasil, Ltda. (GLB) is the local operating company providing DIRECTV
     service in Brazil.  Grupo Galaxy Mexicana,  S.A. de C.V. (GGM) is the local
     operating  company  providing  DIRECTV  service  in  Mexico.  SurFin  Ltd.,
     provides financing for DIRECTV receiving  equipment in Latin America.  As a
     result of  transactions  that were  completed in July 1999 (GLB),  February
     1999 (GGM) and November 1998 (SurFin),  Hughes owns a majority  position in
     each company.

                                            ###

                                      - 6 -

STATEMENT OF INCOME (LOSS) AND
AVAILABLE SEPARATE CONSOLIDATED NET INCOME
(Dollars in Millions Except Per Share Amounts)
                                                              Year Ended
                                    Fourth Quarter            December 31,
                                    --------------            ------------
                                   1999        1998        1999        1998
-----------------------------------------------------------------------------
Revenues
Direct broadcast, leasing and
  other services                $1,394.1      $757.8    $4,489.3    $2,603.6
Product sales                      303.9       347.4     1,071.0       877.0
----------------------------------------------------------------------------
   Total Revenues                1,698.0     1,105.2     5,560.3     3,480.6
----------------------------------------------------------------------------
Operating Costs and Expenses
Cost of products sold              366.1       286.6     1,028.3       643.0
Broadcast programming and
  other costs                      657.6       375.2     2,001.4     1,175.0
Selling, general, and
  administrative expenses          848.7       374.2     2,307.9     1,320.9
Depreciation and amortization      189.5       110.5       647.4       384.6
Amortization of GM purchase
  accounting adjustments (1)         0.8         0.8         3.3         3.3
----------------------------------------------------------------------------
   Total Operating Costs
     and Expenses                2,062.7     1,147.3     5,988.3     3,526.8
----------------------------------------------------------------------------
Operating Loss                    (364.7)      (42.1)     (428.0)      (46.2)
Interest income                      6.2        23.7        27.0       112.3
Interest expense                   (51.7)       (8.0)     (122.7)      (17.5)
Other, net                         (60.6)      (50.6)     (136.3)     (151.8)
----------------------------------------------------------------------------
Loss From Continuing Operations
   Before Income Taxes, Minority
   Interests and Cumulative
   Effect of Accounting Change    (470.8)      (77.0)     (660.0)     (103.2)
Income tax benefit                (177.2)     (143.0)     (236.9)     (142.3)
Minority interests in net
   losses of subsidiaries            9.9         5.2        32.0        24.4
----------------------------------------------------------------------------
Income (Loss) from continuing
   operations before cumulative
   effect of accounting change    (283.7)       71.2      (391.1)       63.5
Income from discontinued
   operations, net of taxes         51.9        51.9        99.8       196.4
----------------------------------------------------------------------------
Income (Loss) before cumulative
   effect of accounting change    (231.8)      123.1      (291.3)      259.9
Cumulative effect of accounting
   change, net of taxes                -           -           -        (9.2)
----------------------------------------------------------------------------
Net Income (Loss)                 (231.8)      123.1      (291.3)      250.7
Adjustments to exclude
   the effect of GM purchase
   accounting adjustments (1)        5.1         5.1        21.0        21.0
----------------------------------------------------------------------------
Earnings (Loss) Excluding the
   Effect of GM Purchase
   Accounting Adjustments         (226.7)      128.2      (270.3)      271.7
Preferred stock dividends          (24.6)          -       (50.9)          -
----------------------------------------------------------------------------
Earnings (Loss) Used for
   Computation of Available
   Separate Consolidated
   Net Income (Loss)             $(251.3)     $128.2     $(321.2)     $271.7
============================================================================
Available Separate Consolidated
   Net Income (Loss)
Average number of shares of
   General Motors Class H
   Common Stock outstanding
   (in millions) (Numerator)       136.3       105.9       124.7       105.3
Average Class H dividend base
   (in millions)(Denominator)      430.1       399.9       418.5       399.9
Available Separate Consolidated
   Net Income (Loss)              $(79.6)      $33.9      $(95.7)      $71.5
============================================================================
Earnings (Loss) Attributable to
   General Motors Class H Common
   Stock on a Per Share Basis
   Income (Loss) from continuing
     operations before cumulative
     effect of accounting change  $(0.71)      $0.18      $(1.05)      $0.17
   Income from discontinued
     operations, net of taxes      $0.13       $0.14       $0.28       $0.53
   Cumulative effect of
     accounting change,
     net of taxes                      -           -           -      $(0.02)
----------------------------------------------------------------------------
Earnings (Loss) Attributable
   to General Motors Class H
   Common Stock on a Per Share
   Basis - Basic and Diluted      $(0.58)      $0.32      $(0.77)      $0.68
============================================================================
(1)Relates to General Motors' purchase of Hughes in 1985.
                                      - 7 -

BALANCE SHEET
(Dollars in Millions)
                                                   December 31,    December 31,
ASSETS                                                1999            1998
----------------------------------------------------------------------------
Current Assets
Cash and cash equivalents                            $238.2         $1,342.0
Accounts and notes receivable                         960.9            764.6
Contracts in process                                  155.8            179.0
Inventories                                           236.1            286.6
Net assets of discontinued operations               1,159.5            972.4
Prepaid expenses, deferred income taxes and other     788.2            321.1
----------------------------------------------------------------------------

Total Current Assets                                3,538.7          3,865.7
Satellites - net                                    3,907.3          3,197.5
Property - net                                      1,223.0            683.0
Net Investment in Sales-type Leases                   146.1            173.4
Intangible Assets, net                              7,406.0          3,185.9
Investments and Other Assets                        2,039.9          1,302.4
----------------------------------------------------------------------------

Total Assets                                      $18,261.0        $12,407.9
============================================================================

LIABILITIES AND STOCKHOLDER'S EQUITY
----------------------------------------------------------------------------
Current Liabilities
Accounts payable                                   $1,062.2           $691.8
Advances on contracts                                  23.0             20.1
Deferred revenues                                     130.5             43.8
Current portion of long-term debt                     555.4            156.1
Accrued liabilities                                   618.8            257.0
----------------------------------------------------------------------------

Total Current Liabilities                           2,389.9          1,168.8
Long-Term Debt                                      1,586.0            778.7
Postretirement Benefits Other Than Pensions            19.7             20.4
Other Liabilities and Deferred Credits              1,433.3            935.3
Deferred Income Taxes                                 672.5            641.1
Commitments and Contingencies
Minority Interests                                    544.3            481.7
Stockholder's Equity                               11,615.3          8,381.9
----------------------------------------------------------------------------

Total Liabilities and Stockholder's Equity        $18,261.0        $12,407.9
============================================================================
Holders of GM Class H common stock have no direct rights in the equity or assets
of Hughes,  but rather  have  rights in the equity and assets of General  Motors
(which includes 100% of the stock of Hughes).

                                      - 8 -

PRO FORMA SELECTED SEGMENT DATA*
(Dollars in Millions)
                                                            Year  Ended
                                    Fourth Quarter          December 31,
                                    --------------       ----------------
                                   1999        1998      1999        1998
--------------------------------------------------------------------------
DIRECT-TO-HOME BROADCAST
Total Revenues                  $1,213.6      $567.6  $3,785.0    $1,816.1
EBITDA (1)                        $(24.9)     $(69.4)    $19.9     $(125.8)
EBITDA Margin (1)                  N/A         N/A         0.5%      N/A
Operating Loss                   $(132.7)     $(94.5)  $(292.1)    $(228.1)
Depreciation and Amortization     $107.8       $25.1    $312.0      $102.3
Capital Expenditures (2)          $263.5      $100.7    $516.9      $230.8
--------------------------------------------------------------------------
SATELLITE SERVICES
Total Revenues                    $206.0      $196.7    $810.6      $767.3
EBITDA (1)                        $152.9      $144.3    $618.8      $553.3
EBITDA Margin (1)                   74.2%       73.4%     76.3%       72.1%
Operating Profit                   $80.2       $82.4    $341.6      $321.6
Operating Profit Margin             38.9%       41.9%     42.1%       41.9%
Depreciation and Amortization      $72.7       $61.9    $277.2      $231.7
Capital Expenditures (3)          $133.4      $316.7    $956.4      $921.7
--------------------------------------------------------------------------
NETWORK SYSTEMS
Total Revenues                    $386.5      $402.6  $1,384.7    $1,076.7
EBITDA (1)                       $(241.5)      $43.0   $(178.1)      $52.6
EBITDA Margin (1)                  N/A          10.7%    N/A           4.9%
Operating Profit (Loss)          $(253.0)      $31.1   $(227.3)      $10.9
Operating Profit Margin            N/A           7.7%    N/A           1.0%
Depreciation and Amortization      $11.5       $11.9     $49.2       $41.7
Capital Expenditures               $11.9       $13.6     $35.0       $40.0
--------------------------------------------------------------------------
ELIMINATIONS and OTHER
Total Revenues                   $(108.1)     $(61.7)  $(420.0)    $(179.5)
EBITDA (1)                        $(60.9)     $(48.7)  $(237.9)    $(138.4)
Operating Loss                    $(58.4)     $(60.3)  $(246.9)    $(147.3)
Depreciation and Amortization      $(2.5)      $11.6      $9.0        $8.9
Capital Expenditures              $111.1       $21.8    $157.0      $136.3
--------------------------------------------------------------------------
TOTAL
Total Revenues                  $1,698.0    $1,105.2  $5,560.3    $3,480.6
EBITDA (1)                       $(174.4)      $69.2    $222.7      $341.7
EBITDA Margin (1)                  N/A           6.3%      4.0%        9.8%
Operating Loss                   $(363.9)     $(41.3)  $(424.7)     $(42.9)
Depreciation and Amortization     $189.5      $110.5    $647.4      $384.6
Capital Expenditures              $519.9      $452.8  $1,665.3    $1,328.8

*  The Financial Statements reflect the application of purchase accounting
   adjustments related to GM's  acquisition of Hughes.  However,  as provided in
   the General Motors' Restated Certificate of Incorporation,  the earnings
   attributable to GM Class H common stock for purposes of determining the
   amount  available for the payment of dividends on GM Class H common stock
   specifically exclude such adjustments.  In order to  provide  additional
   analytical  data,  the  above unaudited  pro forma  selected  segment  data,
   which  exclude  the  purchase accounting adjustments related to GM's
   acquisition of Hughes, are presented.
(1)EBITDA (Earnings Before Interest,  Taxes,  Depreciation and  Amortization) is
   the sum of operating profit (loss) and depreciation and amortization.  EBITDA
   margin is calculated by dividing EBITDA by total revenues.
(2)Includes satellite  expenditures  amounting to $46.9 million,  $32.2 million,
   $136.0 million and $70.2 million, respectively.
(3)Includes satellite expenditures amounting to $124.0 million,  $304.1 million,
   $532.8  million  and  $726.3   million,   respectively.   Also  included  are
   expenditures  related  to the  early  buy-out  of  satellite  sale-leasebacks
   totaling  $369.5  million and $155.5 million for the years ended December 31,
   1999 and 1998, respectively.

                                   * * * * * *

                                      - 9 -

                                    SIGNATURE

   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.

                                          HUGHES ELECTRONICS CORPORATION
                                          ------------------------------
                                                  (Registrant)

                                       By
Date January 19, 2000                  /s/Roxanne S. Austin
     ----------------                  -----------------------------------
                                         (Roxanne S. Austin,
                                          Chief Financial Officer)

                                     - 10 -