##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q



| |                                                                                                                                                       
| | ------------------------------------------------------------------------------------------------------------------------------------------------------
| | (X) Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act             of 1934 for the quarterly period ended March 31, 2000.

Or



| |                                                                                                                                                                           
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (   ) Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act            of 1934 for the transition period from ______________ to
______________.

Commission File No. 1-12394

DETROIT DIESEL CORPORATION
(Exact name of registrant as specified in its charter)

|                                                               |  |                                  
|-------------------------------------------------------------- |  | ---------------------------------
|Delaware                                                       |  | 38-2772023                       
|(State or other jurisdiction of
incorporation or organization) |  | (IRS Employer Identification No.)

13400 Outer Drive West, Detroit, Michigan 48239-4001
(Address of principal executive offices, including zip code)

313-592-5000
(Registrants telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]

Indicate the number of shares outstanding of each of the issuers classes of
common stock as of the latest practicable date.

|                             |  |                           
|---------------------------- |  | --------------------------
|Common Stock $0.01 Par Value |  | 23,147,091 Shares         
|Class                        |  | Outstanding at May 5, 2000

This report contains 15 pages. The exhibit index is on page 14.



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TABLE OF CONTENTS



|                                                                                              |  |  |  |  |  |  |  | 
|--------------------------------------------------------------------------------------------- |  |  |  |  |  |  |  | 
|Item 1. Financial Statements                                                                 
|DETROIT DIESEL CORPORATION CONSOLIDATED BALANCE SHEETS                                       
|DETROIT DIESEL CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS                             
|DETROIT DIESEL CORPORATION NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS              
|Item 2. Managements Discussion and Analysis of Financial Condition and Results
of Operations
|PART II  OTHER INFORMATION                                                                  
|Item 6. Exhibits and Reports on Form 8-K                                                     
|SIGNATURE                                                                                    
|EXHIBIT INDEX                                                                                



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TABLE OF CONTENTS

|                                                                                                               |  |          |    | 
|-------------------------------------------------------------------------------------------------------------- |  | -------- | -- | 
|                                                                                                               |  | Page No.
|PART I - FINANCIAL INFORMATION                                                                                 |  |         
|                                                                                                              
|Item 1. Financial
Statements.                                                                                 
|                                                                                                              
|                                                                                                              
|                                                                                                              
|                                                                                                              
|Consolidated
Statements of Income for the
      Three months Ended March 31, 2000 and 1999                     |  |          | 3  | 
|                                                                                                              
|                                                                                                              
|                                                                                                              
|                                                                                                              
|Consolidated Balance Sheets at March 31, 2000
and December 31, 1999                                            |  |          | 4  | 
|                                                                                                              
|                                                                                                              
|                                                                                                              
|                                                                                                              
|Consolidated
Statements of Cash Flows for the
      Three months Ended March 31, 2000 and 1999                 |  |          | 5  | 
|                                                                                                              
|                                                                                                              
|                                                                                                              
|                                                                                                              
|Notes to Unaudited Consolidated Financial Statements                                                           |  |          | 6  | 
|                                                                                                              
|                                                                                                              
|                                                                                                              
|                                                                                                              
|Item 2.
Managements Discussion and Analysis of
                 Financial Condition and Results of Operations |  |          | 8  | 
|                                                                                                              
|                                                                                                              
|                                                                                                              
|                                                                                                              
|PART II  OTHER
INFORMATION                                                                                   
|                                                                                                              
|                                                                                                              
|                                                                                                              
|                                                                                                              
|Item 4. Submission of
Matters to a Vote of Security Holders.                                                   |  |          | 12 | 
|                                                                                                              
|                                                                                                              
|                                                                                                              
|                                                                                                              
|Item 6. Exhibits and
Reports on Form 8-K.                                                                      |  |          | 12 | 
|                                                                                                              
|                                                                                                              
|                                                                                                              
|                                                                                                              
|SIGNATURE                                                                                                      |  |          | 13 | 
|                                                                                                              
|                                                                                                              
|                                                                                                              
|                                                                                                              
|EXHIBIT INDEX                                                                                                  |  |          | 14 | 

2



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##### Table of Contents



PART I  FINANCIAL INFORMATION




Item 1. Financial Statements

DETROIT DIESEL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(In millions, except per share amounts)
(Unaudited)

|                                        |       |              |       |                              |       |      |       |       |       | 
|--------------------------------------- | ----- | ------------ | ----- | ---------------------------- | ----- | ---- | ----- | ----- | ----- | 
|                                        |       |              |       | Three months ended March 31,
|                                        |       |              |       |                             
|                                        |       |              |       | 2000                         |       | 1999
|                                        |       |              |       |                              |       |     
|Net revenues                            |       | $            | 536.2 |                              |       | $    | 591.5 |      
|                                       
|                                       
|                                       
|                                       
|Cost of sales                           |       |              | 402.5 |                              |       |      | 452.3 |      
|                                        |       |              |       |                              |       |      |       |      
|                                        |       | Gross profit |       |                              | 133.7 |      |       |       | 139.2 | 
|                                       
|                                       
|                                       
|                                       
|Expenses:                              
|                                       
|                                       
|                                       
|                                       
|Selling and administrative              |       |              | 89.1  |                              |       |      | 92.4  |      
|                                       
|                                       
|                                       
|                                       
|Research and development                |       |              | 26.6  |                              |       |      | 24.6  |      
|                                        |       |              |       |                              |       |      |       |      
|                                        | Total |              |       | 115.7                        |       |      |       | 117.0 |      
|                                        |       |              |       |                              |       |      |       |      
|Income before interest and income taxes |       |              | 18.0  |                              |       |      | 22.2  |      
|                                       
|                                       
|                                       
|                                       
|Interest                                |       |              | 2.2   |                              |       |      | 2.3   |      
|                                        |       |              |       |                              |       |      |       |      
|Income before income taxes              |       |              | 15.8  |                              |       |      | 19.9  |      
|                                       
|                                       
|                                       
|                                       
|Provision for income taxes              |       |              | 5.7   |                              |       |      | 7.4   |      
|                                        |       |              |       |                              |       |      |       |      
|Net income                              |       | $            | 10.1  |                              |       | $    | 12.5  |      
|                                        |       |              |       |                              |       |      |       |      
|Basic and diluted net income per share  |       | $            | .43   |                              |       | $    | .51   |      
|                                        |       |              |       |                              |       |      |       |      

See accompanying Notes to Unaudited Consolidated
Financial Statements.

3



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##### Table of Contents






DETROIT DIESEL CORPORATION
CONSOLIDATED BALANCE SHEETS
(In millions, except per share amounts)

|                                     |                                                                                                  |                                            |   |             |         |              |   |       |         | 
|------------------------------------ | ------------------------------------------------------------------------------------------------ | ------------------------------------------ | - | ----------- | ------- | ------------ | - | ----- | ------- | 
|                                     |                                                                                                  |                                            |   | March 31,   |         | December 31,
|                                     |                                                                                                  |                                            |   |             |         |             
|                                     |                                                                                                  |                                            |   | 2000        |         | 1999        
|                                     |                                                                                                  |                                            |   |             |         |             
|                                     |                                                                                                  |                                            |   | (Unaudited)
|ASSETS                              
|                                    
|                                    
|                                    
|                                    
|                                     | Current Assets:                                                                                 
|                                    
|                                    
|                                    
|                                    
|                                     | Cash                                                                                             |                                            | $ | 4.0         |         |              | $ | 2.9   |        
|                                    
|                                    
|                                    
|                                    
|                                     | Accounts and notes receivable, net                                                               |                                            |   | 328.8       |         |              |   | 310.2 |        
|                                    
|                                    
|                                    
|                                    
|                                     | Inventories                                                                                      |                                            |   | 350.6       |         |              |   | 344.3 |        
|                                    
|                                    
|                                    
|                                    
|                                     | Prepaid expenses, deferred charges and other current assets                                      |                                            |   | 15.2        |         |              |   | 10.3  |        
|                                    
|                                    
|                                    
|                                    
|                                     | Deferred tax assets                                                                              |                                            |   | 52.1        |         |              |   | 62.0  |        
|                                     |                                                                                                  |                                            |   |             |         |              |   |      
|                                     |                                                                                                  | Total Current Assets                       |   |             | 750.7   |              |   |       | 729.7   | 
|                                     |                                                                                                  |                                            |   |             |         |              |   |      
|                                     | Property, Plant and
Equipment:                                                                  
|                                    
|                                    
|                                    
|                                    
|                                     | Land and buildings                                                                               |                                            |   | 97.3        |         |              |   | 98.4  |        
|                                    
|                                    
|                                    
|                                    
|                                     | Machinery, equipment and tooling                                                                 |                                            |   | 447.3       |         |              |   | 441.7 |        
|                                     |                                                                                                  |                                            |   |             |         |              |   |      
|                                     |                                                                                                  | Total Property, Plant and Equipment        |   |             | 544.6   |              |   |       | 540.1   | 
|                                    
|                                    
|                                    
|                                    
|                                     | Less: accumulated depreciation                                                                   |                                            |   | 234.2       |         |              |   | 226.7 |        
|                                     |                                                                                                  |                                            |   |             |         |              |   |      
|                                     |                                                                                                  | Net Property, Plant and Equipment          |   |             | 310.4   |              |   |       | 313.4   | 
|                                     |                                                                                                  |                                            |   |             |         |              |   |      
|                                     | Deferred Tax Assets                                                                              |                                            |   | 15.3        |         |              |   | 15.9  |        
|                                    
|                                    
|                                    
|                                    
|                                     | Intangible Assets, net                                                                           |                                            |   | 114.4       |         |              |   | 118.5 |        
|                                    
|                                    
|                                    
|                                    
|                                     | Other Assets                                                                                     |                                            |   | 55.3        |         |              |   | 53.6  |        
|                                     |                                                                                                  |                                            |   |             |         |              |   |      
|                                     |                                                                                                  | Total Assets                               |   | $           | 1,246.1 |              |   | $     | 1,231.1 | 
|                                     |                                                                                                  |                                            |   |             |         |              |   |      
|LIABILITIES AND
STOCKHOLDERS EQUITY
|                                    
|                                    
|                                    
|                                    
|                                     | Current Liabilities:                                                                            
|                                    
|                                    
|                                    
|                                    
|                                     | Notes payable                                                                                    |                                            | $ | 44.2        |         |              | $ | 27.4  |        
|                                    
|                                    
|                                    
|                                    
|                                     | Accounts payable                                                                                 |                                            |   | 289.4       |         |              |   | 294.8 |        
|                                    
|                                    
|                                    
|                                    
|                                     | Accrued expenses                                                                                 |                                            |   | 224.6       |         |              |   | 239.5 |        
|                                    
|                                    
|                                    
|                                    
|                                     | Current portion of long-term debt and capital leases                                             |                                            |   | 2.4         |         |              |   | 3.4   |        
|                                     |                                                                                                  |                                            |   |             |         |              |   |      
|                                     |                                                                                                  | Total Current Liabilities                  |   |             | 560.6   |              |   |       | 565.1   | 
|                                     |                                                                                                  |                                            |   |             |         |              |   |      
|                                     | Long-Term Debt and Capital
Leases                                                                |                                            |   | 83.4        |         |              |   | 47.1  |        
|                                    
|                                    
|                                    
|                                    
|                                     | Other Liabilities                                                                                |                                            |   | 181.1       |         |              |   | 196.0 |        
|                                    
|                                    
|                                    
|                                    
|                                     | Deferred Tax Liabilities                                                                         |                                            |   | 22.8        |         |              |   | 24.2  |        
|                                    
|                                    
|                                    
|                                    
|                                     | Deferred Income                                                                                  |                                            |   | 4.8         |         |              |   | 5.0   |        
|                                    
|                                    
|                                    
|                                    
|                                     | Commitments and
Contingencies (Note 5)
Stockholders Equity:                                    
|                                    
|                                    
|                                    
|                                    
|                                     | Preferred Stock, par value
$.01 per share: authorized
10 million shares; no shares issued        |                                            |   |            |         |              |   |      |        
|                                    
|                                    
|                                    
|                                    
|                                     | Common Stock, par value $.01
per share: authorized
40 million shares; 24.7 million shares issued |                                            |   | .2          |         |              |   | .2    |        
|                                    
|                                    
|                                    
|                                    
|                                     | Additional paid-in capital                                                                       |                                            |   | 224.3       |         |              |   | 224.3 |        
|                                    
|                                    
|                                    
|                                    
|                                     | Treasury stock, at cost (Note 9)                                                                 |                                            |   | (26.7       | )       |              |   | (20.6 | )      
|                                    
|                                    
|                                    
|                                    
|                                     | Accumulated other comprehensive income                                                           |                                            |   | (15.4       | )       |              |   | (14.0 | )      
|                                    
|                                    
|                                    
|                                    
|                                     | Retained earnings                                                                                |                                            |   | 211.0       |         |              |   | 203.8 |        
|                                     |                                                                                                  |                                            |   |             |         |              |   |      
|                                     |                                                                                                  | Total Stockholders Equity                 |   |             | 393.4   |              |   |       | 393.7   | 
|                                     |                                                                                                  |                                            |   |             |         |              |   |      
|                                     |                                                                                                  | Total Liabilities and
Stockholders Equity |   | $           | 1,246.1 |              |   | $     | 1,231.1 | 
|                                     |                                                                                                  |                                            |   |             |         |              |   |      

See accompanying Notes to
Unaudited Consolidated Financial Statements.

4



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##### Table of Contents






DETROIT DIESEL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Millions)
(Unaudited)

|                                                                                                |                                                   |                                                               |                                                             |       |                    |       |       |      |      |       |  
|----------------------------------------------------------------------------------------------- | ------------------------------------------------- | ------------------------------------------------------------- | ----------------------------------------------------------- | ----- | ------------------ | ----- | ----- | ---- | ---- | ----- | -
|                                                                                                |                                                   |                                                               |                                                             |       | Three months ended
|                                                                                                |                                                   |                                                               |                                                             |       | March 31,         
|                                                                                                |                                                   |                                                               |                                                             |       |                   
|                                                                                                |                                                   |                                                               |                                                             |       | 2000               |       | 1999 
|                                                                                                |                                                   |                                                               |                                                             |       |                    |       |      
|CASH FLOWS FROM OPERATING
ACTIVITIES:                                                          
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|Net income                                                                                      |                                                   | $                                                             | 10.1                                                        |       |                    | $     | 12.5  |     
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|Adjustments to reconcile net
income to net cash
    Provided by (used in) operating activities:
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                |                                                   | Depreciation and amortization                                 |                                                             |       | 11.7               |       |       |      | 13.8 |      
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                |                                                   | Changes in assets and liabilities which
provided (used) cash:
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                |                                                   |                                                               | Accounts and notes receivable                               |       |                    | (20.8 | )     |      |      | (61.9 | )
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                |                                                   |                                                               | Inventories                                                 |       |                    | (7.9  | )     |      |      | (6.8  | )
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                |                                                   |                                                               | Prepaid expenses, deferred charges and other current assets |       |                    | (5.0  | )     |      |      | .4    |  
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                |                                                   |                                                               | Deferred taxes                                              |       |                    | 10.3  |       |      |      | (.4   | )
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                |                                                   |                                                               | Accounts payable                                            |       |                    | (2.5  | )     |      |      | 36.1  |  
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                |                                                   |                                                               | Accrued expenses and other liabilities                      |       |                    | (28.5 | )     |      |      | 12.2  |  
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                |                                                   |                                                               | Intangible and other assets                                 |       |                    | (2.0  | )     |      |      | (2.8  | )
|                                                                                                |                                                   |                                                               |                                                             |       |                    |       |       |     
|Net Cash (Used In) Provided
By Operating Activities                                             |                                                   |                                                               | (34.6                                                       | )     |                    |       | 3.1   |     
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|CASH FLOWS FROM INVESTING
ACTIVITIES:                                                          
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                | Acquisition of property, plant and equipment, net |                                                               |                                                             | (10.0 | )                  |       |       | (7.2 | )   
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                | Acquisition of subsidiaries                       |                                                               |                                                             |      |                    |       |       | (5.0 | )   
|                                                                                                |                                                   |                                                               |                                                             |       |                    |       |       |     
|Net Cash Used In Investing
Activities                                                           |                                                   |                                                               | (10.0                                                       | )     |                    |       | (12.2 | )   
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|CASH FLOWS FROM FINANCING
ACTIVITIES:                                                          
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                | Net proceeds from notes payable                   |                                                               |                                                             | 18.0  |                    |       |       | .6   |     
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                | Net proceeds from other long-term borrowings      |                                                               |                                                             | 36.8  |                    |       |       | 6.8  |     
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                | Purchase of treasury stock                        |                                                               |                                                             | (6.1  | )                  |       |       |     |     
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                | Payment of dividend                               |                                                               |                                                             | (3.0  | )                  |       |       |     |     
|                                                                                                |                                                   |                                                               |                                                             |       |                    |       |       |     
|Net Cash Provided By
Financing Activities                                                       |                                                   |                                                               | 45.7                                                        |       |                    |       | 7.4   |     
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|Effect of Exchange Rate
Changes on Cash                                                         |                                                   |                                                               |                                                            |       |                    |       | .9    |     
|                                                                                                |                                                   |                                                               |                                                             |       |                    |       |       |     
|Net Increase (Decrease) In
Cash                                                                 |                                                   |                                                               | 1.1                                                         |       |                    |       | (.8   | )   
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|Cash At The Beginning Of
The Period                                                             |                                                   |                                                               | 2.9                                                         |       |                    |       | 3.2   |     
|                                                                                                |                                                   |                                                               |                                                             |       |                    |       |       |     
|Cash At The End Of The
Period                                                                   |                                                   | $                                                             | 4.0                                                         |       |                    | $     | 2.4   |     
|                                                                                                |                                                   |                                                               |                                                             |       |                    |       |       |     
|SUPPLEMENTAL DISCLOSURES OF
CASH FLOW INFORMATION:                                             
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                | Cash paid during the period for:                 
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                                |                                                   | Interest                                                      |                                                             | $     | 2.2                |       |       | $    | 2.1  |      
|                                                                                                |                                                   |                                                               |                                                             |       |                    |       |       |     
|                                                                                                |                                                   | Income taxes                                                  |                                                             | $     | 1.7                |       |       | $    | 6.7  |      
|                                                                                                |                                                   |                                                               |                                                             |       |                    |       |       |     

See accompanying Notes to
Unaudited Consolidated Financial Statements.

5



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##### Table of Contents






DETROIT DIESEL CORPORATION
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 1  Financial Statements.

The accompanying unaudited consolidated financial statements have been
prepared by management and, in the opinion of management, contain all
adjustments, consisting of normal recurring adjustments, necessary to present
fairly the financial position of Detroit Diesel Corporation and its
majority-owned subsidiaries (Detroit Diesel or the Company) as of March 31,
2000 and the results of its operations and cash flows for the three-month
periods ended March 31, 2000 and 1999.

The unaudited consolidated financial statements should be read in
conjunction with the consolidated financial statements included in the Companys
1999 Annual Report to Stockholders. The results of operations for the
three-month period ended March 31, 2000, will not necessarily be indicative of
the operating results for the full year.

Note 2  Inventories.

Inventories (principally using the first-in, first-out method) consist
of the following:

|                                            |  |             |       |              |  |   |       |  
|------------------------------------------- |  | ----------- | ----- | ------------ |  | - | ----- | -
|(In
millions)                               |  | March 31,   |       | December 31,
|                                            |  |             |       |             
|                                            |  | 2000        |       | 1999        
|                                            |  |             |       |             
|                                            |  | (Unaudited)
|Productive                                  |  | $           | 178.0 |              |  | $ | 174.3 |  
|                                           
|                                           
|                                           
|                                           
|Service parts                               |  |             | 109.9 |              |  |   | 109.2 |  
|                                           
|                                           
|                                           
|                                           
|Remanufactured parts                        |  |             | 55.0  |              |  |   | 53.1  |  
|                                           
|                                           
|                                           
|                                           
|Non-productive                              |  |             | 7.7   |              |  |   | 7.7   |  
|                                            |  |             |       |              |  |   |       |  
|Total                                       |  | $           | 350.6 |              |  | $ | 344.3 |  
|                                            |  |             |       |              |  |   |       |  
|The components of productive inventory are:
|                                           
|                                           
|                                           
|                                           
|Raw materials                               |  |             | 55    | %            |  |   | 60    | %
|                                           
|                                           
|                                           
|                                           
|Work in process                             |  |             | 24    | %            |  |   | 21    | %
|                                           
|                                           
|                                           
|                                           
|Finished product                            |  |             | 21    | %            |  |   | 19    | %

Note 3  Intangible Assets.

Intangible assets include goodwill of $69.4 million and $72.3 million
at March 31, 2000 and December 31, 1999, respectively. Accumulated amortization
of intangible assets as of March 31, 2000 and December 31, 1999 was $35.8
million and $34.1 million, respectively.

6



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##### Table of Contents



Note 4  Net Income Per Share.

|                                            |                 |           |      |            |      |   |      |            | 
|------------------------------------------- | --------------- | --------- | ---- | ---------- | ---- | - | ---- | ---------- | 
|(In
millions, except per share data)        |                 | March 31, |      | March 31, 
|                                            |                 |           |      |           
|                                            |                 |           | 2000 |            | 1999
|                                            |                 |           |      |            |     
|Net income applicable to
common shares      |                 | $         | 10.1 |            |      | $ | 12.5 |           
|                                            |                 |           |      |            |      |   |      |           
|Weighted average common shares outstanding:
|                                           
|                                           
|                                           
|                                           
|                                            | Basic           |           |      | 23,487,700 |      |   |      | 24,703,600 | 
|                                           
|                                           
|                                           
|                                           
|                                            | Dilutive effect |           |      | 8,900      |      |   |      | 77,800     | 
|                                           
|                                           
|                                           
|                                           
|Income per common share:                   
|                                           
|                                           
|                                           
|                                           
|                                            | Basic           |           | $    | 0.43       |      |   | $    | 0.51       | 
|                                           
|                                           
|                                           
|                                           
|                                            | Diluted         |           | $    | 0.43       |      |   | $    | 0.51       | 

Note 5  Commitments and Contingencies.

The Company is contingently liable for letters of credit and guarantees
to banks aggregating $26.5 million at March 31, 2000.

Note 6  Comprehensive Income.

The reconciliation of net income to comprehensive income is as
follows:

|                                |  |                              |      |      |  |   |      |  
|------------------------------- |  | ---------------------------- | ---- | ---- |  | - | ---- | -
|(In millions)                   |  | Three months ended March 31,
|                                |  |                             
|                                |  | 2000                         |      | 1999
|                                |  |                              |      |     
|Net income                      |  | $                            | 10.1 |      |  | $ | 12.5 |  
|                               
|                               
|                               
|                               
|Currency translation adjustment |  |                              | (1.4 | )    |  |   | (2.7 | )
|                                |  |                              |      |      |  |   |      |  
|Comprehensive income            |  | $                            | 8.7  |      |  | $ | 9.8  |  
|                                |  |                              |      |      |  |   |      |  

Note 7  Segment Information.

Detroit Diesel has one reportable operating segment, consistent with
managements approach to making internal operating decisions. All products
produced by the Company are aggregated into one reportable operating segment,
since the nature of the products, production processes, distribution methods and
the Companys principal customers are similar. There have been no changes in
reportable operating segments of the Company during the period.

Note 8  Dividend.

During the first quarter of 2000 the Company declared a normal
quarterly dividend equal to $.125 per share outstanding or $2.9 million. The
dividend was paid during April 2000.

Note 9  Treasury Stock

Treasury stock consists of 1.4 million and 1.1 million common shares
at March 31, 2000 and December 31, 1999, respectively.

7



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##### Table of Contents






Item 2. Managements Discussion and Analysis of Financial Condition and Results
of Operations

Overview

Detroit Diesel Corporation reported net revenues for the quarter of
$536 million, compared to record first quarter 1999 revenues of $592 million.
Net income for the quarter was $10.1 million, or $.43 per share, compared to
$12.5 million, or $.51 per share, in 1999. First quarter 2000 results were
impacted by a softening in the North American on-highway heavy-duty truck
market. Series 60 unit volume in the on-highway market was 17% lower than the
same period in 1999. Series 2000 and Series 4000 unit volumes, however,
reflected significant gains due to strengthening off-road markets. Off-road
customers continue to transition from two-cycle to four-cycle offerings with
positive results for the Company and positive feedback from customers. The parts
and remanufactured products business produced strong results for the first
quarter of 2000. Revenues were up 16% over the first quarter 1999 to $123
million. Strong demand for two- and four-cycle parts, increased revenues in the
remanufactured products business and successful marketing initiatives have all
contributed to the overall increase.

Results of Operations

The percentage relationships between net revenues and other elements of
the Companys Consolidated Statements of Income for the comparative reporting
periods were:

|                                        |              |       |       |                              |      |      |       |      |      | 
|--------------------------------------- | ------------ | ----- | ----- | ---------------------------- | ---- | ---- | ----- | ---- | ---- | 
|                                        |              |       |       | Three months Ended March 31,
|                                        |              |       |       |                             
|                                        |              |       |       | 2000                         |      | 1999
|                                        |              |       |       |                              |      |     
|Net revenues                            |              |       | 100.0 | %                            |      |      | 100.0 | %   
|                                       
|                                       
|                                       
|                                       
|Cost of sales                           |              |       | 75.1  |                              |      |      | 76.5  |     
|                                        |              |       |       |                              |      |      |       |     
|                                        | Gross profit |       |       | 24.9                         |      |      |       | 23.5 |     
|                                       
|                                       
|                                       
|                                       
|Expenses:                              
|                                       
|                                       
|                                       
|                                       
|Selling and administrative              |              |       | 16.6  |                              |      |      | 15.6  |     
|                                       
|                                       
|                                       
|                                       
|Research and development                |              |       | 5.0   |                              |      |      | 4.2   |     
|                                        |              |       |       |                              |      |      |       |     
|                                        |              | Total |       |                              | 21.6 |      |       |      | 19.8 | 
|                                       
|                                       
|                                       
|                                       
|Income before interest and
income taxes |              |       | 3.3   |                              |      |      | 3.7   |     
|                                       
|                                       
|                                       
|                                       
|Interest                                |              |       | .4    |                              |      |      | .4    |     
|                                        |              |       |       |                              |      |      |       |     
|Income before income taxes              |              |       | 2.9   |                              |      |      | 3.3   |     
|                                       
|                                       
|                                       
|                                       
|Provision for income taxes              |              |       | 1.0   |                              |      |      | 1.2   |     
|                                        |              |       |       |                              |      |      |       |     
|Net income                              |              |       | 1.9   | %                            |      |      | 2.1   | %   
|                                        |              |       |       |                              |      |      |       |     

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##### Table of Contents



The Companys net revenues for each of its markets were:

|              |  |                              |     |      |  |   |     | 
|------------- |  | ---------------------------- | --- | ---- |  | - | --- | 
|(In millions) |  | Three months Ended March 31,
|              |  |                             
|              |  | 2000                         |     | 1999
|              |  |                              |     |     
|On-Highway    |  | $                            | 335 |      |  | $ | 379 | 
|             
|             
|             
|             
|Off-Road      |  |                              | 156 |      |  |   | 161 | 
|             
|             
|             
|             
|Automotive    |  |                              | 45  |      |  |   | 52  | 
|              |  |                              |     |      |  |   |     | 
|Net revenues  |  | $                            | 536 |      |  | $ | 592 | 
|              |  |                              |     |      |  |   |     | 

Three months Ended March 31, 2000 Compared to the Three months Ended March 31,
1999

Net Revenues. Net revenues for the three months ended March 31, 2000
were $536.2 million compared to $591.5 million for the comparable period in
1999. Total engine shipments for the quarter were 36,400 units compared to
42,400 units in the first quarter 1999. Revenues from parts and remanufactured
products increased 16% in the first quarter to $123 million compared to $106
million in the first quarter 1999. Demand for the companys four-cycle
components remained strong in the first quarter, and revenues from two-cycle
parts and remanufactured products increased compared to the first quarter 1999.

Net revenues in the on-highway market were $335 million in the first quarter
compared to $379 million in the first quarter 1999. Shipments of the companys
Series 60 engine for on-highway truck applications declined 17% in conjunction
with the anticipated reduced OEM production within the North American heavy-duty
truck market.
Shipments to the companys coach customers continue to show steady improvement.

Net revenues in the off-road market were $156 million in the first quarter
compared to $161 million in the first quarter 1999. Two-cycle engine revenues
declined $39 million from the first quarter 1999 as a result of the
PowerEvolution program. This decline was off-set by increased demand for the
companys Series 2000, Series 4000, and Series 60 engines for off-road
applications.

Net revenues in the automotive market were $45 million in the first quarter
compared to $52 million in the first quarter 1999. Shipments in the first
quarter were affected by the timing of customer requirements, which were more
heavily focused on the prior quarter.

Gross Profit. Gross profit for the three months ended March 31, 2000
was $133.7 million, a decrease of $5.5 million compared to the same period in
1999. Gross margin increased 1.4 percentage points over first quarter 1999 to
24.9%. The increase in gross margin is attributed to a more favorable sales mix
of the Companys heavy-duty engines, increased sales of its service parts and
remanufactured products, and material cost reductions associated with the
Companys CCVI program.

Selling and
Administrative Expenses. Selling and administrative
expenses for the three months ended March 31, 2000 were $89.1 million compared
to $92.4 million for the corresponding period in 1999. The decrease in selling
and administrative expenses relates to lower variable costs, primarily warranty,
as a result of decreased unit volumes.

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Research and Development
Expenses. Research and development expenses
for the three months ended March 31, 2000 were $26.6 million, compared to $24.6
million for the same period in 1999. The increase in spending is attributed to continued
development of the next generation of the Series 60 on-highway truck engine,
spending for expanded application of off-road products and spending on
automotive initiatives aimed at securing future business opportunities.

Interest Expense. Interest expense for the three-month period ending
March 31, 2000 was $2.2 million consistent with the same period in 1999.

Income Tax Expense. Income tax expense is reported during interim
reporting periods on the basis of the Companys estimated annual effective tax
rate for the taxable jurisdictions in which the Company operates. The Company
estimates that its annual effective tax rate for 2000 will be
35 - 36%.

Net Income. Net income for the three months ended March 31, 2000 was
$10.1 million compared to $12.5 million for the comparable period in 1999.

Liquidity and Capital Resources

Historically, the Companys primary sources of liquidity have been cash
provided by operations and bank borrowings under various revolving lines of
credit and bank notes. In May 2000, the Company entered into a new $500 million
unsecured revolving credit facility. The $500 million facility is comprised of a
five-year $300 million commitment, and a 364-day $200 million commitment.
Borrowings under these agreements bear interest at LIBOR-based rates,
prime-based rates and rates determined by competitive bidding among the
participating banks. At March 31, 2000, the Company had $294.6 million available
under its prior credit agreement. Additionally, the Company has an interest rate
swap agreement which extends through May 15, 2000, and may be extended through
May 2001, that effectively converts $50 million of its variable rate debt to a
fixed rate of 6.05%.

The Companys subsidiary, VM Motori S.p.A. (VM), has $95.9 million in
unsecured lines of credit with several banks. Included in this amount is $28.2
million in the form of a long-term revolving facility. At March 31, 2000, VM had
available credit of approximately $60.0 million under lines of credit.

Cash used in operations for the three months ended March 31, 2000 was
approximately $34.6 million. Operating cash flows were affected by the timing of
cash flows from trade payables and receivables, the payment of accruals which
are settled annually and the change in volume related accruals such as sales incentives and warranty.
Capital expenditures, net, were $10.0 million for the first three months of 2000
and were used to upgrade existing machinery, equipment and tooling.

The Company is subject to risks of changes in foreign currency exchange
rates due to its operations located outside of the United States. Changes in
foreign currency exchange rates are generally reported as a component of
stockholders equity for the Companys foreign subsidiaries reporting in local
currencies and as a component of income for its foreign subsidiaries using the
US Dollar as the functional currency. Changes in the value of the Italian Lira,
Singapore Dollar and

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##### Table of Contents



Brazilian Real impact the Companys translation adjustments. Changes in the
value of the Mexican Peso could affect the Companys results of operations and
financial position. Additionally, the Company has recorded liabilities
approximating 19.7 million in Deutschmarks as of March 31, 2000. Changes in the
value of the Euro versus the United States Dollar could affect the Companys
results of operations and financial position.

The Company expects that it will be able to satisfy on-going cash
requirements (including capital expenditures for environmental compliance and
other projects), for the next 12 months and thereafter, with cash flow from
operations, supplemented, if necessary, by borrowings under its $500 million
primary revolving credit facility.

Prospective Information

Based upon recent information, the Company anticipates reduced demand
in the on-highway heavy-duty truck market throughout 2000. Current information
suggests a reduction of approximately 20% in the production of on-highway
heavy-duty trucks from the record levels achieved in 1999. The Company has
experienced lower production requirements from its major OEM customers in early
2000 as OEMs have decreased production to compensate for lower demand. The
extent of the reduced demand and the impact it will have on DDC cannot be fully
assessed at this time, although the Company expects to continue to produce
results consistent with the first quarter throughout the remainder of 2000.

The Company has undertaken cost reduction programs, such as CCVI, to
help offset the effect of the reduced demand in the truck market. Additionally,
Series 2000 and Series 4000 engine shipments are expected to continue to
increase. Improvement in the Companys after-market service parts and
remanufactured products business is also expected to be realized during 2000 and
beyond. These actions are currently not expected to completely offset the
overall effect of the anticipated truck market decline. The Company continues to
pursue customers for its new automotive offerings both in North America and in
Europe, and also will continue to pursue acquisition and investing opportunities
that meet the Companys criteria and strategic objectives.

Cautionary Statement for Purposes of Safe Harbor Under the Private Securities
Litigation Reform Act of 1995

This document may include projections, forecasts and other
forward-looking statements about the Company, the industry in which it competes
and the markets it serves. The achievement of such projections, forecasts and
other forward-looking statements is subject to certain risks and uncertainties,
fully detailed in the Cautionary Statement for purposes of 'Safe Harbor' under the Private
Securities Litigation Reform Act of 1995 in the Companys Annual
Report on Form 10-K for the year ended December 31, 1999, which is on file with
the Securities and Exchange Commission.

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##### Table of Contents






PART II  OTHER INFORMATION

Item 4. Submission of Matters to a Vote of
Security Holders

The Company held its annual meeting of stockholders on April 19, 2000.
At this meeting the following items were submitted to a vote: (1) elect three
directors to three-year terms and (2) ratify the boards appointment of Deloitte
& Touche LLP as the Companys auditors for fiscal year 2000. The results of the
voting are summarized below:

|                         |  |     |            |          |  |         |         |  |  |  |       | 
|------------------------ |  | --- | ---------- | -------- |  | ------- | ------- |  |  |  | ----- | 
|                         |  | For |            | Withheld |  | Abstain
|Election of Directors:  
|                        
|                        
|                        
|                        
|Gary G. Jacobs           |  |     | 22,494,593 |          |  |         | 73,372  | 
|                        
|                        
|                        
|                        
|Joseph F. Welch          |  |     | 22,495,461 |          |  |         | 72,504  | 
|                        
|                        
|                        
|                        
|R. Jamison Williams, Jr. |  |     | 22,433,218 |          |  |         | 134,747 | 
|                        
|                        
|                        
|                        
|Approval of Auditors:   
|                        
|                        
|                        
|                        
|Deloitte & Touche        |  |     | 22,558,633 |          |  |         | 5,567   |  |  |  | 3,765 | 




Item 6. Exhibits and Reports on Form 8-K

(a) Exhibits:

|               |  |                        
|-------------- |  | -----------------------
|Exhibit Number |  | Description            
|27             |  | Financial Data Schedule

(b) No reports on Form 8-K were required for this reporting period.

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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 thereunto duly authorized.

|                   |  |                                                                                                                                   
|------------------ |  | ----------------------------------------------------------------------------------------------------------------------------------
|                   |  | DETROIT DIESEL CORPORATION                                                                                                        
|                  
|Date: May 12, 2000 |  | By:     /s/ R. E. Belts
R. E. Belts
Its:   Senior Vice President-Finance
and Chief Financial Officer
(Principal Financial Officer)

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##### Table of Contents






EXHIBIT INDEX

The following constitutes the exhibits to the Quarterly Report on Form
10-Q of the Company for the period ended March 31, 2000:

|        |  |                         |  |             |    | 
|------- |  | ----------------------- |  | ----------- | -- | 
|Exhibit |  |                         |  | Sequential 
|Number  |  | Exhibit                 |  | Page Number
|        |  |                         |  |            
|27      |  | Financial Data Schedule |  |             | 15 | 

14