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) April 17, 2001
                                  ----------------




                         HUGHES ELECTRONICS CORPORATION
              -----------------------------------------------------
             (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) 662-9688
                                ----------------
               (Address, including zip code, and telephone number,
        including area code, of registrants' principal executive office)






















                                      - 1 -

ITEM 5. OTHER EVENTS

      On April 17,  2001,  a news  release  was  issued on the  subject of first
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'  Quarterly  Report on Form  10-Q.  The
release is as follows:

                        Hughes Reports First Quarter 2001
                                Financial Results

                 DIRECTV U.S. Business Grows Revenue by 25%; EBITDA by 61%

      El Segundo,  Calif., April 17, 2001 -- Hughes Electronics  Corporation,  a
world-leading provider of digital television entertainment,  broadband services,
satellite-based   private   business   networks,   and  global  video  and  data
broadcasting,  today  reported  first quarter 2001 revenues  increased  11.2% to
$1,893.0  million,  compared with $1,703.1 million in the first quarter of 2000.
EBITDA1 for the quarter was $113.2 million and EBITDA margin1 was 6.0%, compared
to EBITDA of $152.7  million and EBITDA  margin of 9.0% in the first  quarter of
2000.

     "Our DIRECTV U.S.  business  continues  to be our primary  growth  driver,"
explained  Michael  T.  Smith,  HUGHES  chairman  and chief  executive  officer.
"Despite uncertain economic conditions,  we activated a record number of DIRECTV
U.S. customers--on a gross basis--for the 14th consecutive quarter."

      Smith continued, "As a result, DIRECTV generated more than $1.3 billion in
revenues in the quarter,  an increase of 25% over the first quarter of 2000, and
$50 million in EBITDA, a 61% improvement over the same period last year. DIRECTV
Latin America also  contributed  to our growth with $165 million in revenues,  a
45% increase over the previous year's first quarter."

      Smith added that the improved  DIRECTV U.S. EBITDA in the quarter was more
than  offset by changes in sales and  sales-type  leases of  PanAmSat  satellite
transponders,  increased  investment in Hughes Network Systems' (HNS) DirecPC(R)
broadband business, and fewer sales of HNS' DIRECTV receiving systems.


      "Given the slowing  economy,  we believe  it's prudent to adopt a cautious
approach  to growth at  DIRECTV,  while  focusing  even more on  maximizing  our
returns," Smith continued.  "As such, we will manage our subscriber  acquisition
costs (SAC) to ensure we maintain or increase our return on investment, redouble
our efforts to minimize churn, and generate increasing EBITDA."


      HUGHES had a first quarter 2001 net loss of $105.3 million,  compared to a
net loss of $81.9 million in the same period of 2000. The decline was due to the
reduced EBITDA and increased  depreciation  expense  associated  with PanAmSat's
larger  satellite fleet and the increased number of leased DIRECTV set-top boxes
in Latin America,  partially  offset by the elimination of operating  losses and
one-time after-tax charges related to the discontinued DIRECTV Japan business.


                                      - 2 -

                            Segment Financial Review

                            Direct-To-Home Broadcast

      First quarter revenues for the segment increased 26.9% to $1,489.9 million
from $1,173.8  million in the first  quarter of 2000.  The segment had EBITDA of
$6.0 million  compared with negative EBITDA of $9.2 million in the first quarter
of 2000.

      United States:  DIRECTV reported quarterly revenues of $1,324 million,  an
increase of 25% from last year's first quarter  revenues of $1,059 million.  The
increase was primarily due to continued strong subscriber growth.

      DIRECTV added 840,000 gross  subscribers in the quarter.  After accounting
for expected churn, this resulted in net subscriber  additions in the quarter of
340,000.  As of March 31, 2001,  DIRECTV had more than 9.8 million  subscribers,
representing an 18% increase over the 8.3 million customers attained as of March
31, 2000.

      EBITDA for the first quarter of 2001 was $50 million compared to EBITDA of
$31 million in last year's first quarter.  This increase was  principally due to
increased  EBITDA  resulting from the larger  subscriber  base,  which more than
offset the higher marketing costs associated with the record first quarter gross
subscriber additions.

      Latin  America:  DIRECTV Latin America  generated $165 million in revenues
for the quarter  compared with $114 million in the first  quarter of 2000.  This
45% increase was primarily due to continued strong subscriber growth.

      The DIRECTV  service in Latin America added 101,000 net subscribers in the
first quarter of 2001. The total number of DIRECTV  subscribers in Latin America
as of March 31, 2001 was just over 1.4 million,  compared to 909,000 as of March
31, 2000.

      DIRECTV  Latin  America had negative  EBITDA of $44 million in the quarter
compared  to  negative  EBITDA of $38  million in the same  period of 2000.  The
change was primarily due to the impact of higher marketing  expenses  associated
with the  subscriber  growth,  which  more  than  offset  the  increased  EBITDA
resulting from the larger subscriber base.

                               Satellite Services

      PanAmSat,  which is  81%-owned  by HUGHES,  reported  first  quarter  2001
revenues of $205.2  million  compared  with $299.1  million in the prior  year's
period.  The decrease was driven  primarily by $94 million of first quarter 2000
outright sales and sales-type  leases,  for which there were no comparable sales
in the first quarter 2001.  While  revenues from outright  sales and  sales-type
leases  represent  substantial  long-term  commitments  for  PanAmSat  services,
virtually all of these revenues are recognized at service commencement. Revenues
from operating  lease  agreements  are  recognized  monthly over the term of the
agreement.  As a result,  revenues from sales and sales-type lease  transactions
are  subject to greater  variation  from  period to period  than  revenues  from
operating leases.




                                      - 3 -

      EBITDA for the quarter was $140.0  million,  compared  with first  quarter
2000 EBITDA of $201.0  million.  EBITDA  margin in the first quarter of 2001 was
68.2%,  compared to 67.2% in the same period of 2000. The decrease in EBITDA was
principally due to the sales and sales-type leases executed in the first quarter
2000,  and  an  increase  in  direct   operating,   and  selling,   general  and
administrative  (SG&A)  costs  resulting  from  the  company's  continued  fleet
expansion, and increased investment in the new NET-36 initiative.  Excluding the
impact of new sales and sales-type  leases and operating  costs  associated with
NET-36 from both  quarters,  EBITDA was $147.5 million and EBITDA margin was 72%
for the first  quarter  2001,  compared  to EBITDA of $153.3  million and EBITDA
margin of 75% in the first quarter 2000.

      As of March 31,  2001,  PanAmSat  had  contracts  for  satellite  services
representing future payments (backlog) of approximately $6.2 billion compared to
approximately  $6.0  billion  at the end of the  fourth  quarter  of  2000.  The
increase was due  primarily to new  contracts  with HBO,  TBS, The WB Television
Network and Warner Brothers Domestic Television Distribution services.

                                 Network Systems

      Hughes  Network  Systems  (HNS)  generated  first quarter 2001 revenues of
$248.2  million  versus $364.5 million in the first quarter of 2000. The decline
was principally due to lower sales of DIRECTV receiving  equipment due primarily
to the  completion of the PRIMESTAR by DIRECTV  conversion  process in the third
quarter of 2000.  HNS  shipped  252,000  DIRECTV  receiver  systems in the first
quarter of 2001,  compared to 980,000  units in the same  period last year.  HNS
also  introduced  two  new  DIRECTV  receivers  during  the  quarter,   one  for
high-definition television and the other featuring TiVo functionality.

      In the  quarter,  HNS had  negative  EBITDA of $38.3  million  compared to
EBITDA of $16.8 million in the first  quarter of 2000.  The decline in EBITDA is
primarily  attributable  to  lower  shipments  of  and  decreased  manufacturing
subsidies on DIRECTV receivers,  and increased investment in DirecPC to grow its
broadband  subscriber  base.  In the quarter,  DirecPC  added nearly  11,000 net
subscribers,  bringing the cumulative  total to  approximately  62,000 broadband
consumers in the United States.


      HNS booked over $200 million of new orders in its  Enterprise  business in
the first  quarter of 2001, a 17% increase  from the same period a year ago. The
increase in backlog was primarily attributable to a new service agreement with a
major  processor  of debit and  credit  card  transactions.  HNS ended the first
quarter with a backlog of more than $500 million in its Enterprise business.


                                  BALANCE SHEET

      From December 31, 2000 to March 31, 2001, the Company's  consolidated cash
balance  increased  $19.5 million to $1,527.6  million and total debt  increased
$379.5 million to $1,696.1 million.

      Hughes  Electronics  Corporation is a unit of General Motors  Corporation.
The  earnings  of  Hughes   Electronics  are  used  to  calculate  the  earnings
attributable to the General Motors Class H common stock (NYSE:GMH).




                                      - 4 -

      A live  webcast  of  HUGHES'  first  quarter  2001  earnings  call will be
available at the  company's  website at  www.hughes.com.  The call will begin at
2:00 p.m. ET, today. Investors are advised to allow 15 minutes prior to the call
to register and download any necessary software. Following the completion of the
call,  the webcast  will be archived on the  Investor  Relations  portion of the
HUGHES website. HUGHES invites reporters to participate in a listen-only mode on
its first  quarter 2001 analyst call at 2 p.m. ET today.  The dial-in  number is
719-457-2638 and the confirmation code is 471288.

      NOTE: Hughes Electronics  Corporation  believes that some of the foregoing
statements may constitute forward-looking  statements. When used in this report,
the words  "estimate,"  "plan,"  "project,"  "anticipate,"  "expect,"  "intend,"
"outlook,"  "believe,"  and other similar  expressions  are intended to identify
such  forward-looking  statements and  information.  Important  factors that may
cause actual  results of HUGHES to differ  materially  from the  forward-looking
statements  in this report are set forth in the Form 10-Ks filed with the SEC by
General Motors and HUGHES.

----------------------
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.


                                       ###












                                      - 5 -

CONSOLIDATED BALANCE SHEETS
(Dollars in Millions)                           March 31,
                                                  2001            December 31,
ASSETS                                         (Unaudited)             2000
------------------------------------------------------------------------------
Current Assets
Cash and cash equivalents                         $1,527.6          $1,508.1
Accounts and notes receivable                      1,347.9           1,253.0
Contracts in process                                 168.6             186.0
Inventories                                          431.5             338.0
Deferred income taxes                                 94.7              89.9
Prepaid expenses and other                           857.9             778.7
------------------------------------------------------------------------------

Total Current Assets                               4,428.2           4,153.7
Satellites, net                                    4,372.4           4,230.0
Property, net                                      1,748.5           1,707.8
Net Investment in Sales-type Leases                  202.3             221.1
Intangible Assets, net                             7,104.7           7,151.3
Investments and Other Assets                       1,386.3           1,815.4
------------------------------------------------------------------------------

Total Assets                                     $19,242.4         $19,279.3
==============================================================================

LIABILITIES AND STOCKHOLDER'S EQUITY
------------------------------------------------------------------------------
Current Liabilities
Accounts payable                                  $1,348.6          $1,224.2
Deferred revenues                                    136.6             137.6
Short-term borrowings and current
   portion of long-term debt                         382.9              24.6
Accrued liabilities and other                      1,188.0           1,304.5
------------------------------------------------------------------------------
Total Current Liabilities                          3,056.1           2,690.9
Long-Term Debt                                     1,313.2           1,292.0
Other Liabilities and Deferred Credits             1,646.2           1,647.3
Deferred Income Taxes                                666.3             769.3
Commitments and Contingencies
Minority Interests                                   524.2             553.7
Stockholder's Equity                              12,036.4          12,326.1
------------------------------------------------------------------------------
Total Liabilities and Stockholder's Equity       $19,242.4         $19,279.3
==============================================================================
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).


                                      - 6 -

SELECTED SEGMENT DATA
(Dollars in Millions)
(Unaudited)                                                   Three Months
                                                            Ended March 31,
                                                         -----------------------
                                                          2001           2000
--------------------------------------------------------------------------------
DIRECT-TO-HOME BROADCAST
Total Revenues                                         $ 1,489.9     $  1,173.8
EBITDA (1)                                             $     6.0     $     (9.2)
EBITDA Margin (1)                                            0.4%          N/A
Operating Loss                                         $  (145.5)    $   (126.0)
Depreciation and Amortization                          $   151.5     $    116.8
Capital Expenditures                                   $   127.6     $    168.0

--------------------------------------------------------------------------------
SATELLITE SERVICES
Total Revenues                                         $   205.2     $    299.1
EBITDA (1)                                             $   140.0     $    201.0
EBITDA Margin (1)                                           68.2%          67.2%
Operating Profit                                       $    41.1     $    127.3
Operating Profit Margin                                     20.0%          42.6%
Depreciation and Amortization                          $    98.9     $     73.7
Capital Expenditures                                   $    67.2     $    158.0

--------------------------------------------------------------------------------
NETWORK SYSTEMS
Total Revenues                                         $   248.2     $    364.5
EBITDA (1)                                             $   (38.3)    $     16.8
EBITDA Margin (1)                                           N/A             4.6%
Operating Profit (Loss)                                $   (52.6)    $      0.1
Depreciation and Amortization                          $    14.3     $     16.7
Capital Expenditures                                   $   178.2     $     67.6

--------------------------------------------------------------------------------
ELIMINATIONS and OTHER
Total Revenues                                         $   (50.3)     $  (134.3)
EBITDA (1)                                             $     5.5      $   (55.9)
Operating Profit (Loss)                                $     4.5      $   (58.9)
Depreciation and Amortization                          $     1.0      $     3.0
Capital Expenditures                                   $   (21.8)     $    20.7
--------------------------------------------------------------------------------
TOTAL
Total Revenues                                         $  1,893.0     $ 1,703.1
EBITDA (1)                                             $    113.2     $   152.7
EBITDA Margin (1)                                            6.0%           9.0%
Operating Loss                                          $ (152.5)     $   (57.5)
Depreciation and Amortization                           $  265.7      $   210.2
Capital Expenditures                                    $  351.2      $   414.3

================================================================================
Certain 2000 amounts have been reclassified to conform to the 2001 presentation.

(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.



                                     - 7 -

CONSOLIDATED STATEMENTS OF OPERATIONS AND
AVAILABLE SEPARATE CONSOLIDATED NET LOSS
(Dollars in Millions)
(Unaudited)                                                   Three Months
                                                            Ended March 31,
                                                          --------------------
                                                           2001        2000
------------------------------------------------------------------------------
Revenues
Direct broadcast, leasing and other services             $1,698.2    $1,472.4
Product sales                                               194.8       230.7
------------------------------------------------------------------------------
-----------
Total Revenues                                            1,893.0     1,703.1
------------------------------------------------------------------------------
Operating Costs and Expenses
Broadcast programming and other costs                       738.7       667.8
Cost of products sold                                       154.5       188.5
Selling, general and administrative expenses                886.6       694.1
Depreciation and amortization                               265.7       210.2
------------------------------------------------------------------------------
Total Operating Costs and Expenses                        2,045.5     1,760.6
------------------------------------------------------------------------------

Operating Loss                                             (152.5)      (57.5)

Interest income                                              23.8         3.9
Interest expense                                            (50.6)      (44.9)
Other, net                                                    7.2      (239.2)
------------------------------------------------------------------------------
Loss From Continuing Operations Before
     Income Taxes, Minority
     Interests and Cumulative
     Effect of Accounting Change                           (172.1)     (337.7)

Income tax benefit                                           49.9       221.8
Minority interests in net losses of subsidiaries             24.3         7.6
------------------------------------------------------------------------------

Loss from continuing operations
      before cumulative effect of
      accounting change                                     (97.9)     (108.3)
Income from discontinued operations, net of taxes               -        26.4
------------------------------------------------------------------------------

Loss before cumulative effect of accounting change          (97.9)      (81.9)
Cumulative effect of accounting change, net of taxes         (7.4)          -
------------------------------------------------------------------------------

Net Loss                                                   (105.3)      (81.9)

Adjustment to exclude the effect of
   GM purchase accounting                                     0.8         5.3
------------------------------------------------------------------------------

Loss Excluding the Effect of GM Purchase
   Accounting Adjustment                                   (104.5)      (76.6)

Preferred stock dividends                                   (24.1)      (24.7)
------------------------------------------------------------------------------

Loss Used for Computation of Available
   Separate Consolidated Net Loss                         $(128.6)    $(101.3)
==============================================================================

Available Separate Consolidated Net Loss
Average number of shares of
      General Motors Class H
      Common Stock outstanding
      (in millions) (Numerator)                             875.4       413.4
Average Class H dividend base
      (in millions) (Denominator)                         1,299.1     1,294.5
Available Separate Consolidated Net Loss                   $(86.7)     $(32.4)
==============================================================================

Certain 2000 amounts have been reclassified to conform to the 2001 presentation.


                                     - 8 -






                                    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 April 17, 2001                    /s/Roxanne S. Austin
     ----------------                  -----------------------------------
                                       (Roxanne S. Austin,
                                        Chief Financial Officer)
















                                      - 9 -
[{"type": "8-K", "sequence": "1", "filename": "hughes1q01earnings8k-041701.txt", "description": "HUGHES 1ST QTR EARNINGS", "secsgml_size_bytes": 24330}]
{"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": "1604187"}, "business-address": {"street1": "200 N SEPULVEDA BLVD", "city": "EL SAGUNDO", "state": "CA", "zip": "90245-0956", "phone": "3106629688"}, "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) April 17, 2001
                                  ----------------

                         HUGHES ELECTRONICS CORPORATION
              -----------------------------------------------------
             (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) 662-9688
                                ----------------
               (Address, including zip code, and telephone number,
        including area code, of registrants' principal executive office)

                                      - 1 -

ITEM 5. OTHER EVENTS

      On April 17,  2001,  a news  release  was  issued on the  subject of first
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'  Quarterly  Report on Form  10-Q.  The
release is as follows:

                        Hughes Reports First Quarter 2001
                                Financial Results

                 DIRECTV U.S. Business Grows Revenue by 25%; EBITDA by 61%

      El Segundo,  Calif., April 17, 2001 -- Hughes Electronics  Corporation,  a
world-leading provider of digital television entertainment,  broadband services,
satellite-based   private   business   networks,   and  global  video  and  data
broadcasting,  today  reported  first quarter 2001 revenues  increased  11.2% to
$1,893.0  million,  compared with $1,703.1 million in the first quarter of 2000.
EBITDA1 for the quarter was $113.2 million and EBITDA margin1 was 6.0%, compared
to EBITDA of $152.7  million and EBITDA  margin of 9.0% in the first  quarter of
2000.

     "Our DIRECTV U.S.  business  continues  to be our primary  growth  driver,"
explained  Michael  T.  Smith,  HUGHES  chairman  and chief  executive  officer.
"Despite uncertain economic conditions,  we activated a record number of DIRECTV
U.S. customers--on a gross basis--for the 14th consecutive quarter."

      Smith continued, "As a result, DIRECTV generated more than $1.3 billion in
revenues in the quarter,  an increase of 25% over the first quarter of 2000, and
$50 million in EBITDA, a 61% improvement over the same period last year. DIRECTV
Latin America also  contributed  to our growth with $165 million in revenues,  a
45% increase over the previous year's first quarter."

      Smith added that the improved  DIRECTV U.S. EBITDA in the quarter was more
than  offset by changes in sales and  sales-type  leases of  PanAmSat  satellite
transponders,  increased  investment in Hughes Network Systems' (HNS) DirecPC(R)
broadband business, and fewer sales of HNS' DIRECTV receiving systems.

      "Given the slowing  economy,  we believe  it's prudent to adopt a cautious
approach  to growth at  DIRECTV,  while  focusing  even more on  maximizing  our
returns," Smith continued.  "As such, we will manage our subscriber  acquisition
costs (SAC) to ensure we maintain or increase our return on investment, redouble
our efforts to minimize churn, and generate increasing EBITDA."

      HUGHES had a first quarter 2001 net loss of $105.3 million,  compared to a
net loss of $81.9 million in the same period of 2000. The decline was due to the
reduced EBITDA and increased  depreciation  expense  associated  with PanAmSat's
larger  satellite fleet and the increased number of leased DIRECTV set-top boxes
in Latin America,  partially  offset by the elimination of operating  losses and
one-time after-tax charges related to the discontinued DIRECTV Japan business.

                                      - 2 -

                            Segment Financial Review

                            Direct-To-Home Broadcast

      First quarter revenues for the segment increased 26.9% to $1,489.9 million
from $1,173.8  million in the first  quarter of 2000.  The segment had EBITDA of
$6.0 million  compared with negative EBITDA of $9.2 million in the first quarter
of 2000.

      United States:  DIRECTV reported quarterly revenues of $1,324 million,  an
increase of 25% from last year's first quarter  revenues of $1,059 million.  The
increase was primarily due to continued strong subscriber growth.

      DIRECTV added 840,000 gross  subscribers in the quarter.  After accounting
for expected churn, this resulted in net subscriber  additions in the quarter of
340,000.  As of March 31, 2001,  DIRECTV had more than 9.8 million  subscribers,
representing an 18% increase over the 8.3 million customers attained as of March
31, 2000.

      EBITDA for the first quarter of 2001 was $50 million compared to EBITDA of
$31 million in last year's first quarter.  This increase was  principally due to
increased  EBITDA  resulting from the larger  subscriber  base,  which more than
offset the higher marketing costs associated with the record first quarter gross
subscriber additions.

      Latin  America:  DIRECTV Latin America  generated $165 million in revenues
for the quarter  compared with $114 million in the first  quarter of 2000.  This
45% increase was primarily due to continued strong subscriber growth.

      The DIRECTV  service in Latin America added 101,000 net subscribers in the
first quarter of 2001. The total number of DIRECTV  subscribers in Latin America
as of March 31, 2001 was just over 1.4 million,  compared to 909,000 as of March
31, 2000.

      DIRECTV  Latin  America had negative  EBITDA of $44 million in the quarter
compared  to  negative  EBITDA of $38  million in the same  period of 2000.  The
change was primarily due to the impact of higher marketing  expenses  associated
with the  subscriber  growth,  which  more  than  offset  the  increased  EBITDA
resulting from the larger subscriber base.

                               Satellite Services

      PanAmSat,  which is  81%-owned  by HUGHES,  reported  first  quarter  2001
revenues of $205.2  million  compared  with $299.1  million in the prior  year's
period.  The decrease was driven  primarily by $94 million of first quarter 2000
outright sales and sales-type  leases,  for which there were no comparable sales
in the first quarter 2001.  While  revenues from outright  sales and  sales-type
leases  represent  substantial  long-term  commitments  for  PanAmSat  services,
virtually all of these revenues are recognized at service commencement. Revenues
from operating  lease  agreements  are  recognized  monthly over the term of the
agreement.  As a result,  revenues from sales and sales-type lease  transactions
are  subject to greater  variation  from  period to period  than  revenues  from
operating leases.

                                      - 3 -

      EBITDA for the quarter was $140.0  million,  compared  with first  quarter
2000 EBITDA of $201.0  million.  EBITDA  margin in the first quarter of 2001 was
68.2%,  compared to 67.2% in the same period of 2000. The decrease in EBITDA was
principally due to the sales and sales-type leases executed in the first quarter
2000,  and  an  increase  in  direct   operating,   and  selling,   general  and
administrative  (SG&A)  costs  resulting  from  the  company's  continued  fleet
expansion, and increased investment in the new NET-36 initiative.  Excluding the
impact of new sales and sales-type  leases and operating  costs  associated with
NET-36 from both  quarters,  EBITDA was $147.5 million and EBITDA margin was 72%
for the first  quarter  2001,  compared  to EBITDA of $153.3  million and EBITDA
margin of 75% in the first quarter 2000.

      As of March 31,  2001,  PanAmSat  had  contracts  for  satellite  services
representing future payments (backlog) of approximately $6.2 billion compared to
approximately  $6.0  billion  at the end of the  fourth  quarter  of  2000.  The
increase was due  primarily to new  contracts  with HBO,  TBS, The WB Television
Network and Warner Brothers Domestic Television Distribution services.

                                 Network Systems

      Hughes  Network  Systems  (HNS)  generated  first quarter 2001 revenues of
$248.2  million  versus $364.5 million in the first quarter of 2000. The decline
was principally due to lower sales of DIRECTV receiving  equipment due primarily
to the  completion of the PRIMESTAR by DIRECTV  conversion  process in the third
quarter of 2000.  HNS  shipped  252,000  DIRECTV  receiver  systems in the first
quarter of 2001,  compared to 980,000  units in the same  period last year.  HNS
also  introduced  two  new  DIRECTV  receivers  during  the  quarter,   one  for
high-definition television and the other featuring TiVo functionality.

      In the  quarter,  HNS had  negative  EBITDA of $38.3  million  compared to
EBITDA of $16.8 million in the first  quarter of 2000.  The decline in EBITDA is
primarily  attributable  to  lower  shipments  of  and  decreased  manufacturing
subsidies on DIRECTV receivers,  and increased investment in DirecPC to grow its
broadband  subscriber  base.  In the quarter,  DirecPC  added nearly  11,000 net
subscribers,  bringing the cumulative  total to  approximately  62,000 broadband
consumers in the United States.

      HNS booked over $200 million of new orders in its  Enterprise  business in
the first  quarter of 2001, a 17% increase  from the same period a year ago. The
increase in backlog was primarily attributable to a new service agreement with a
major  processor  of debit and  credit  card  transactions.  HNS ended the first
quarter with a backlog of more than $500 million in its Enterprise business.

                                  BALANCE SHEET

      From December 31, 2000 to March 31, 2001, the Company's  consolidated cash
balance  increased  $19.5 million to $1,527.6  million and total debt  increased
$379.5 million to $1,696.1 million.

      Hughes  Electronics  Corporation is a unit of General Motors  Corporation.
The  earnings  of  Hughes   Electronics  are  used  to  calculate  the  earnings
attributable to the General Motors Class H common stock (NYSE:GMH).

                                      - 4 -

      A live  webcast  of  HUGHES'  first  quarter  2001  earnings  call will be
available at the  company's  website at  www.hughes.com.  The call will begin at
2:00 p.m. ET, today. Investors are advised to allow 15 minutes prior to the call
to register and download any necessary software. Following the completion of the
call,  the webcast  will be archived on the  Investor  Relations  portion of the
HUGHES website. HUGHES invites reporters to participate in a listen-only mode on
its first  quarter 2001 analyst call at 2 p.m. ET today.  The dial-in  number is
719-457-2638 and the confirmation code is 471288.

      NOTE: Hughes Electronics  Corporation  believes that some of the foregoing
statements may constitute forward-looking  statements. When used in this report,
the words  "estimate,"  "plan,"  "project,"  "anticipate,"  "expect,"  "intend,"
"outlook,"  "believe,"  and other similar  expressions  are intended to identify
such  forward-looking  statements and  information.  Important  factors that may
cause actual  results of HUGHES to differ  materially  from the  forward-looking
statements  in this report are set forth in the Form 10-Ks filed with the SEC by
General Motors and HUGHES.

----------------------
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.

                                       ###

                                      - 5 -

CONSOLIDATED BALANCE SHEETS
(Dollars in Millions)                           March 31,
                                                  2001            December 31,
ASSETS                                         (Unaudited)             2000
------------------------------------------------------------------------------
Current Assets
Cash and cash equivalents                         $1,527.6          $1,508.1
Accounts and notes receivable                      1,347.9           1,253.0
Contracts in process                                 168.6             186.0
Inventories                                          431.5             338.0
Deferred income taxes                                 94.7              89.9
Prepaid expenses and other                           857.9             778.7
------------------------------------------------------------------------------

Total Current Assets                               4,428.2           4,153.7
Satellites, net                                    4,372.4           4,230.0
Property, net                                      1,748.5           1,707.8
Net Investment in Sales-type Leases                  202.3             221.1
Intangible Assets, net                             7,104.7           7,151.3
Investments and Other Assets                       1,386.3           1,815.4
------------------------------------------------------------------------------

Total Assets                                     $19,242.4         $19,279.3
==============================================================================

LIABILITIES AND STOCKHOLDER'S EQUITY
------------------------------------------------------------------------------
Current Liabilities
Accounts payable                                  $1,348.6          $1,224.2
Deferred revenues                                    136.6             137.6
Short-term borrowings and current
   portion of long-term debt                         382.9              24.6
Accrued liabilities and other                      1,188.0           1,304.5
------------------------------------------------------------------------------
Total Current Liabilities                          3,056.1           2,690.9
Long-Term Debt                                     1,313.2           1,292.0
Other Liabilities and Deferred Credits             1,646.2           1,647.3
Deferred Income Taxes                                666.3             769.3
Commitments and Contingencies
Minority Interests                                   524.2             553.7
Stockholder's Equity                              12,036.4          12,326.1
------------------------------------------------------------------------------
Total Liabilities and Stockholder's Equity       $19,242.4         $19,279.3
==============================================================================
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).

                                      - 6 -

SELECTED SEGMENT DATA
(Dollars in Millions)
(Unaudited)                                                   Three Months
                                                            Ended March 31,
                                                         -----------------------
                                                          2001           2000
--------------------------------------------------------------------------------
DIRECT-TO-HOME BROADCAST
Total Revenues                                         $ 1,489.9     $  1,173.8
EBITDA (1)                                             $     6.0     $     (9.2)
EBITDA Margin (1)                                            0.4%          N/A
Operating Loss                                         $  (145.5)    $   (126.0)
Depreciation and Amortization                          $   151.5     $    116.8
Capital Expenditures                                   $   127.6     $    168.0

--------------------------------------------------------------------------------
SATELLITE SERVICES
Total Revenues                                         $   205.2     $    299.1
EBITDA (1)                                             $   140.0     $    201.0
EBITDA Margin (1)                                           68.2%          67.2%
Operating Profit                                       $    41.1     $    127.3
Operating Profit Margin                                     20.0%          42.6%
Depreciation and Amortization                          $    98.9     $     73.7
Capital Expenditures                                   $    67.2     $    158.0

--------------------------------------------------------------------------------
NETWORK SYSTEMS
Total Revenues                                         $   248.2     $    364.5
EBITDA (1)                                             $   (38.3)    $     16.8
EBITDA Margin (1)                                           N/A             4.6%
Operating Profit (Loss)                                $   (52.6)    $      0.1
Depreciation and Amortization                          $    14.3     $     16.7
Capital Expenditures                                   $   178.2     $     67.6

--------------------------------------------------------------------------------
ELIMINATIONS and OTHER
Total Revenues                                         $   (50.3)     $  (134.3)
EBITDA (1)                                             $     5.5      $   (55.9)
Operating Profit (Loss)                                $     4.5      $   (58.9)
Depreciation and Amortization                          $     1.0      $     3.0
Capital Expenditures                                   $   (21.8)     $    20.7
--------------------------------------------------------------------------------
TOTAL
Total Revenues                                         $  1,893.0     $ 1,703.1
EBITDA (1)                                             $    113.2     $   152.7
EBITDA Margin (1)                                            6.0%           9.0%
Operating Loss                                          $ (152.5)     $   (57.5)
Depreciation and Amortization                           $  265.7      $   210.2
Capital Expenditures                                    $  351.2      $   414.3

================================================================================
Certain 2000 amounts have been reclassified to conform to the 2001 presentation.

(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.

                                     - 7 -

CONSOLIDATED STATEMENTS OF OPERATIONS AND
AVAILABLE SEPARATE CONSOLIDATED NET LOSS
(Dollars in Millions)
(Unaudited)                                                   Three Months
                                                            Ended March 31,
                                                          --------------------
                                                           2001        2000
------------------------------------------------------------------------------
Revenues
Direct broadcast, leasing and other services             $1,698.2    $1,472.4
Product sales                                               194.8       230.7
------------------------------------------------------------------------------
-----------
Total Revenues                                            1,893.0     1,703.1
------------------------------------------------------------------------------
Operating Costs and Expenses
Broadcast programming and other costs                       738.7       667.8
Cost of products sold                                       154.5       188.5
Selling, general and administrative expenses                886.6       694.1
Depreciation and amortization                               265.7       210.2
------------------------------------------------------------------------------
Total Operating Costs and Expenses                        2,045.5     1,760.6
------------------------------------------------------------------------------

Operating Loss                                             (152.5)      (57.5)

Interest income                                              23.8         3.9
Interest expense                                            (50.6)      (44.9)
Other, net                                                    7.2      (239.2)
------------------------------------------------------------------------------
Loss From Continuing Operations Before
     Income Taxes, Minority
     Interests and Cumulative
     Effect of Accounting Change                           (172.1)     (337.7)

Income tax benefit                                           49.9       221.8
Minority interests in net losses of subsidiaries             24.3         7.6
------------------------------------------------------------------------------

Loss from continuing operations
      before cumulative effect of
      accounting change                                     (97.9)     (108.3)
Income from discontinued operations, net of taxes               -        26.4
------------------------------------------------------------------------------

Loss before cumulative effect of accounting change          (97.9)      (81.9)
Cumulative effect of accounting change, net of taxes         (7.4)          -
------------------------------------------------------------------------------

Net Loss                                                   (105.3)      (81.9)

Adjustment to exclude the effect of
   GM purchase accounting                                     0.8         5.3
------------------------------------------------------------------------------

Loss Excluding the Effect of GM Purchase
   Accounting Adjustment                                   (104.5)      (76.6)

Preferred stock dividends                                   (24.1)      (24.7)
------------------------------------------------------------------------------

Loss Used for Computation of Available
   Separate Consolidated Net Loss                         $(128.6)    $(101.3)
==============================================================================

Available Separate Consolidated Net Loss
Average number of shares of
      General Motors Class H
      Common Stock outstanding
      (in millions) (Numerator)                             875.4       413.4
Average Class H dividend base
      (in millions) (Denominator)                         1,299.1     1,294.5
Available Separate Consolidated Net Loss                   $(86.7)     $(32.4)
==============================================================================

Certain 2000 amounts have been reclassified to conform to the 2001 presentation.

                                     - 8 -

                                    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 April 17, 2001                    /s/Roxanne S. Austin
     ----------------                  -----------------------------------
                                       (Roxanne S. Austin,
                                        Chief Financial Officer)

                                      - 9 -