Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Gilliland Marguerite Amy
2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2015
3. Issuer Name and Ticker or Trading Symbol
GENERAL DYNAMICS CORP [GD]
(Last)
(First)
(Middle)
C/O GENERAL DYNAMICS CORPORATION, 2941 FAIRVIEW PARK DR.
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Senior Vice President
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

FALLS CHURCH, VA 22042
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock, $1.00 par value 3,609
D
 
Common Stock, $1.00 par value 6,180 (1)
D
 
Common Stock, $1.00 par value 3,549.901 (2)
D
 
Common Stock, $1.00 par value 604.217
I
401(k) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options   (3) 03/01/2018 Common Stock 13,030 $ 74.81 D  
Stock Options   (4) 03/06/2019 Common Stock 12,230 $ 71.01 D  
Stock Options   (5) 03/05/2020 Common Stock 17,860 $ 67.7 D  
Stock Options   (6) 03/04/2021 Common Stock 15,850 $ 112.4 D  
Stock Options   (7) 03/03/2025 Common Stock 28,840 $ 136.78 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gilliland Marguerite Amy
C/O GENERAL DYNAMICS CORPORATION
2941 FAIRVIEW PARK DR.
FALLS CHURCH, VA 22042
      Senior Vice President  

Signatures

L. Neal Wheeler, by power of attorney 04/01/2015
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents shares of restricted stock subject to service-based vesting that will be released approximately four years after the grant date.
(2) Represents performance restricted stock units (PRSUs) and accrued dividend equivalents that have been earned based on satisfaction of the performance metric, which was return on invested capital. The PRSUs are subject to additional time-vesting requirements.
(3) Fifty percent became exercisable on 03/02/2012 and the remaining fifty percent became exercisable on 03/02/2013.
(4) Fifty percent became exercisable on 03/07/2013 and the remaining fifty percent became exercisable on 03/07/2014.
(5) Fifty percent became exercisable on 03/06/2014 and the remaining fifty percent became exercisable on 03/06/2015.
(6) Fifty percent became exercisable on 03/05/2015 and the remaining fifty percent will become exercisable on 03/05/2016.
(7) Fifty percent will become exercisable on 03/04/2017 and the remaining fifty percent will become exercisable on 03/04/2018.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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