GENERAL SEMICONDUCTOR, INC. (THE "COMPANY")
                    EXHIBIT 99 - FORWARD LOOKING INFORMATION


The Private  Securities  Litigation  Reform Act of 1995 provides a "safe harbor"
for forward  looking  statements.  The Company's  Form 10-K/A for the year ended
December 31, 1998,  the Company's 1998 Annual Report to  Stockholders,  any Form
10-Q or Form 8-K of the Company, or any other oral or written statements made by
or on behalf of the  Company,  may  include  forward  looking  statements  which
reflect the Company's  current views with respect to future events and financial
performance.  These forward  looking  statements  are identified by their use of
such terms and phrases as "intends,"  "intend,"  "intended," "goal," "estimate,"
"estimates,"    "expects,"   "expect,"   "expected,"    "project,"   "projects,"
"projected,"  "projections,"  "plans," "anticipates,"  "anticipated,"  "should,"
"designed to," "foreseeable  future," "believe,"  "believes" and "scheduled" and
similar expressions.  Readers are cautioned not to place undue reliance on these
forward  looking  statements,  which speak only as of the date the statement was
made.  The Company  undertakes no  obligation  to publicly  update or revise any
forward  looking  statements,  whether  as a result of new  information,  future
events or otherwise.

The actual  results of the  Company  may differ  significantly  from the results
discussed  in  forward-looking  statements.  Factors  that  might  cause  such a
difference include, but are not limited to, (a) the general political,  economic
and competitive conditions in the United States, Taiwan (Republic of China), the
People's Republic of China, Ireland, Germany, France and other markets where the
Company operates;  (b) changes in capital availability or costs, such as changes
in  interest  rates,  market  perceptions  of the  industry in which the Company
operates, or security ratings;  (c) uncertainties relating to customer plans and
commitments;   (d)  employee  workforce  factors;  (e)  authoritative  generally
accepted  accounting  principles  or policy  changes from such  standard-setting
bodies  as the  Financial  Accounting  Standards  Board and the  Securities  and
Exchange Commission and the factors set forth below.

Factors Relating to the Distribution

On  January   7,   1997,   the  Board  of   Directors   of  General   Instrument
Corporation'("GI")  approved  a plan to divide  GI into  three  separate  public
companies.  To effect the  transaction,  GI (i)  transferred  all the assets and
liabilities  relating to the  manufacture  and sale of broadband  communications
products  used  in  the  cable  television,  satellite,  and  telecommunications
industries  and all rights to the  related  GI  trademarks  to its  wholly-owned
subsidiary NextLevel Systems,  Inc. ("NextLevel Systems") and all the assets and
liabilities  relating to the  manufacture  and sale of coaxial,  fiber optic and
other  electric  cable  used  in  the  cable  television,  satellite  and  other
industries to its wholly-owned subsidiary CommScope, Inc. ("CommScope") and (ii)
then  distributed  all of the  ordinary  shares  of  capital  stock  of  each of
NextLevel  Systems and  CommScope to its  stockholders  on a pro rata basis as a
dividend (the "Distribution"), in a transaction that was consummated on July 28,
1997  (the  "Distribution  Date").  The  Company  retained  all the  assets  and
liabilities  relating to the manufacture  and sale of discrete power  rectifiers
and  transient  voltage  suppression   components  used  in  telecommunications,
automotive  and  consumer  electronics   products.  On  the  Distribution  Date,
NextLevel  Systems and CommScope  began  operating as independent  entities with
publicly  traded  common  stock.  GI  retained no  ownership  interest in either
NextLevel Systems or CommScope.  Concurrently with the Distribution,  GI changed
its name to General  Semiconductor,  Inc.  and  effected a one for four  reverse
stock split. On February 2, 1998,  NextLevel Systems changed its name to General
Instrument Corporation.

The  Distribution  Agreement  dated  as of June  12,  1997,  among  GI,  General
Instrument Corporation, and CommScope (the "Distribution Agreement") and certain
other agreements executed in connection with the Distribution (collectively, the
"Ancillary   Agreements")   allocate  among  the  Company,   General  Instrument
Corporation and CommScope, and their respective subsidiaries, responsibility for
various indebtedness,  liabilities and obligations.  It is possible that a court
would disregard this  contractual  allocation of  indebtedness,  liabilities and
obligations  among the parties and  require the Company or its  subsidiaries  to
assume responsibility for obligations  allocated to another party,  particularly
if such other  party  were to refuse or was unable to pay or perform  any of its
allocated obligations. Pursuant to the Distribution Agreement and certain of the
Ancillary Agreements, the Company has agreed to indemnify the other parties (and
certain related persons) from and after  consummation of the  Distribution  with
respect  to   certain   indebtedness,   liabilities   and   obligations,   which
indemnification obligations could be significant.

Although GI has received a favorable  ruling from the Internal  Revenue Service,
if the  Distribution  were not to qualify as a tax free spin-off (either because
of the  nature of the  Distribution  or because  of events  occurring  after the
Distribution)  under  Section  355 of the  Internal  Revenue  Code of  1986,  as
amended,  then, in general, a corporate tax would be payable by the consolidated
group of which the  Company  was the common  parent  based  upon the  difference
between  the fair market  value of the stock  distributed  and the  distributing
corporation's  adjusted  basis in such stock.  The corporate  level tax would be
payable  by the  Company  and could  substantially  exceed  the net worth of the
Company.  However, under certain  circumstances,  General Instrument Corporation
and CommScope  have agreed to indemnify the Company for such tax  liability.  In
addition,  under the consolidated  return rules, each member of the consolidated
group  (including  General  Instrument  Corporation  and CommScope) is severally
liable for such tax liability.

Leverage; Certain Restrictions Under Credit Facilities

The  Company is  substantially  leveraged.  The  degree to which the  Company is
leveraged could have important  consequences,  including the following:  (i) the
Company's  ability to obtain  additional  financing  in the  future for  working
capital,  capital  expenditures,  product  development,   acquisitions,  general
corporate  purposes or other  purposes  may be  impaired;  (ii) a portion of the
Company's and its  subsidiaries' cash flow from operations must be dedicated to
the payment of the  principal  of and  interest on its  indebtedness;  (iii) the
Company  Credit  Agreement,  dated as of July 23, 1997 as amended  with  certain
banks, and The Chase Manhattan Bank, as Administrative  Agent,  contains certain
restrictive  financial  and  operating  covenants,   including,   among  others,
requirements  that  the  Company  satisfy  certain  financial  ratios;   (iv)  a
significant  portion  of the  Company's  borrowings  are at  floating  rates  of
interest,  causing the Company to be vulnerable to increases in interest  rates;
(v) the Company's  degree of leverage may make it more  vulnerable to a downturn
in general  economic  conditions;  and (vi) the Company's degree of leverage may
limit  its   flexibility  in  responding  to  changing   business  and  economic
conditions.  The  Company is  evaluating  market  conditions  and is  planning a
subordinated  note offering in the range of $200 million which would provide the
Company  additional  liquidity  and financial  flexibility.  The offering may be
completed in 1999. The Company  expects to use the proceeds of any such offering
to repay  outstanding  indebtedness  under the  credit  facility  and the credit
facility  will  be  permanently  reduced  by 50% of the  gross  proceeds  of the
subordinated  note of offering.  The issuance of the notes would cause  interest
expense to increase.


Competition

The Company operates in the discrete segment of the semiconductor  business. Its
products are commodity-like in nature and are subject to cyclical  variations in
pricing and capacity  utilization  levels. The Company is subject to competition
from a substantial number of foreign and domestic companies,  some of which have
greater financial,  engineering,  manufacturing and other resources,  or offer a
broader  product  line,  than the  Company.  The  Company's  competitors  can be
expected to continue to improve the design and performance of their products and
to   introduce   new   products   with   competitive   price   and   performance
characteristics.   Although  the  Company   believes  that  it  enjoys   certain
technological   and  other  advantages  over  its  competitors,   realizing  and
maintaining such advantages will require continued  investment by the Company in
engineering,  research  and  development,  marketing  and  customer  service and
support.  There  can be no  assurance  that the  Company  will  have  sufficient
resources  to continue  to make such  investments  or that the  Company  will be
successful in maintaining such advantages.

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Industry Price Declines

The discrete  segment of the  semiconductor  industry  has recently  experienced
unusually  large price declines and may experience  such declines in the future.
During 1998 and the first quarter 1999,  average selling prices of the Company's
products  weakened  at  rates  beyond  those  historically  experienced  due  to
continued excess capacity in the industry.  The excess capacity  resulted from a
combination  of  factors,   including  industry  expansion  in  1996,   economic
difficulties in Southeast Asia, the economic  slowdown in Japan and difficulties
in the computer  and  computer  peripherals  industry.  During this period,  the
Company's manufacturing  facilities were underutilized.  The underutilization of
the Company's  facilities  for an extended  period in the future could result in
production  inefficiencies  and cause a  reduction  in the  Company's  operating
margins.  In the second  quarter of 1999,  the rate of price decline  decreased.
There  can be no  assurance  that  the  discrete  segment  of the  semiconductor
industry will not experience future pricing declines which could have a material
adverse effect on the Company's business, results of operations and liquidity.

International Operations

Almost all of the  Company's  products are  manufactured  or assembled in Taiwan
(Republic  of China),  the People's  Republic of China,  Ireland,  Germany,  and
France.  These  foreign  operations  are subject to the usual risks  inherent in
situating  operations abroad,  including risks with respect to currency exchange
rates,  economic and political  destabilization,  restrictive actions by foreign
governments,  nationalizations,  the  laws and  policies  of the  United  States
affecting  trade,  foreign  investment  and loans,  and  foreign  tax laws.  The
Company's  cost-competitive  status  relative  to  other  competitors  could  be
adversely affected if the Company experiences  unfavorable  movements in foreign
currency  rates. In addition,  a substantial  portion of the annual sales of the
Company's business are outside of the United States.

International  sales generally  represent 70% of the Company's  worldwide sales.
Sales  to  the  Asia  Pacific  region  accounted  for  approximately  35% of the
Company's  worldwide  sales for the year ended  December 31, 1998. The Company's
order  trends  and  average  selling  prices  weakened  significantly  in  1998,
reflecting the economic difficulties in Southeast Asia, the economic slowdown in
Japan and the difficulties in the computer and computer peripherals industry. In
the first half of 1999,  the  Company  has  benefited  from  improving  economic
conditions in Southeast Asia. The Company's financial  performance in the future
may be adversely affected by international economic conditions.

Environment

The Company is subject to various  federal,  state,  local and foreign  laws and
regulations governing  environmental  matters,  including the use, discharge and
disposal of hazardous  materials.  The Company's  manufacturing  facilities  are
believed to be in  substantial  compliance  with current  laws and  regulations.
Complying  with  current  laws and  regulations  has not had a material  adverse
effect on the Company's  financial  condition.  The Company is  responsible  for
obligations  with respect to  environmental  matters  relating to the  Company's
discontinued operations and its status as a "potentially responsible party." The
Company is presently engaged in the remediation of eight discontinued operations
in six  states,  and is a de  minimus "potentially  responsible  party" at five
hazardous waste sites in four states.

The  Company  has  engaged  independent  consultants  to  assist  management  in
evaluating potential  liabilities related to environmental  matters.  Management
assesses  the  input  from  these  independent   consultants  along  with  other
information  known to the  Company in its effort to  continually  monitor  these
potential  liabilities.  Management  assesses  its  environmental  exposure on a
site-by-site  basis,  including  those  sites where the Company has been named a
"potentially responsible party."Such assessments include the Company's share of
remediation  costs,  information known to the Company concerning the size of the
hazardous waste sites, their years of operation and the number of past users and
their financial viability.  The Company has recorded a reserve for environmental
matters of $31.3  million at June 30,  1999 ($31.6  million at March 31,  1999).
While the ultimate  outcome of these matters  cannot be  determined,  management
does not  believe  that the  final  disposition  of these  matters  will  have a
material  adverse  affect  on  the  Company's  financial  position,  results  of
operations  or cash flows  beyond the  amounts  previously  provided  for in the
financial statements.

The Company's present and past facilities have been in operation for many years,
and over that time in the course of those operations,  such facilities have used
substances  which are or might be  considered  hazardous,  and the  Company  has
generated  and  disposed of wastes which are or might be  considered  hazardous.
Therefore, it is possible that additional  environmental issues may arise in the
future which the Company cannot now predict.

Year 2000

The Company recognizes the importance of ensuring that neither its customers nor
its business  operations are disrupted as a result of the Year 2000  phenomenon.
This  phenomenon is a result of computer  programs having been written using two
digits  (rather  than  four) to define  the  applicable  year.  Any  information
technology ("IT") systems that have time sensitive software may recognize a date
using "00" as the year 1900  rather than the year 2000,  which  could  result in
miscalculations and systems failures.  The problem also extends to many "non-IT"
systems  such as  operating  and  control  systems  that rely on  embedded  chip
systems. The Company,  with the assistance of outside consulting  resources,  is
centrally  coordinating  activities  directed toward  achieving global Year 2000
compliance.  The primary areas of potential impact include business  application
systems,  production  equipment  systems,  suppliers,   financial  institutions,
government  agencies  and  environmental  support  organizations.  None  of  the
Company's products contain date sensitive or date processing logic.

In 1996 the Company began an upgrade of its business applications software which
includes the  implementation of the full suite of JD Edwards ("JDE")  financial,
distribution and  manufacturing  applications.  The JDE software was selected to
add worldwide  functionality  and  efficiency  to the business  processes of the
Company  as  well  as  address  Year  2000  exposure.   The  JDE  financial  and
distribution  modules have been installed and are Year 2000  compliant.  The JDE
manufacturing  module will be installed in 2000.  The Company has  completed the
modification  of the existing  manufacturing  applications  with each of its six
factories.

Since the Company's financial,  distribution and manufacturing  applications are
Year 2000  compliant,  incremental  costs  associated  with  achieving Year 2000
compliance  beyond  the  scope of this  project  (estimated  at less  than  $1.0
million) should not have a material effect on the Company's  financial condition
or results of operations and are being expensed as incurred.

     The Company has surveyed its suppliers, financial institutions,  government
agencies  and others with which it does  business to  determine  their Year 2000
readiness and coordinate  conversion  efforts.  Approximately 90% of third party
suppliers  have  responded  to  the  Company's  surveys.  At the  current  time,
respondents  critical to the  operations of the Company have indicated that they
are, or reasonably believe that they will be, Year 2000 compliant. If a material
risk arises,  the Company is prepared to perform  on-site visits to validate the
accuracy  of  the  information   received  and  will  test  such  systems  where
appropriate and possible.  Additionally, the Company has established programs to
ensure that future  purchases of equipment and software are Year 2000 compliant.
Costs incurred have been insignificant to date.

The Company does not expect Year 2000 issues to have a material  adverse  effect
on its products, services,  competitive position, financial condition or results
of  operations.  If,  however,  any of the  Company  systems  are not Year  2000
compliant or if government agencies, the Company's customers,  or suppliers fail
to achieve Year 2000 compliance, the Company may experience adverse consequences
including the following:  (i) customers may be unable to place orders due either
to the Company's or customers system failures; (ii) the Company may be unable to
maintain  adequate  production  scheduling,  inventory cost accounting and other
elements of its business that are dependent upon computer systems; and (iii) the
Company may be unable to deliver its products on a timely basis.

The  disclosures  contained  herein  constitute  Year 2000 Readiness  Statements
pursuant  to the Year  2000  Information  nt to the Year  2000  Information  and
Readiness  Disclosure  Act,  Public Law  105-271.and  Readiness  Disclosure Act,
Public Law 105-271.