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                                                                      EXHIBIT 99

                         GENERAL INSTRUMENT CORPORATION
                    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, the Company's
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 and other markets where the
Company operates; (b) change 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) employee workforce factors; and (d)
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 as set forth below.

FACTORS RELATING TO THE DISTRIBUTION

    The former General Instrument Corporation (the "Distributing Company") (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 to the Company (then a wholly-owned subsidiary
of the Distributing Company) and transferred 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 outstanding shares of capital stock of each of the Company 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.
Immediately following the Distribution, the Distributing Company changed its
corporate name to "General Semiconductor, Inc." Effective February 2, 1998, the
Company changed its corporate name from "NextLevel Systems, Inc." to "General
Instrument Corporation."

    The Company is a smaller and less diversified company than the Distributing
Company was prior to the Distribution and has limited operating history as a
separate entity. The ability of the Company to satisfy its obligations and
maintain profitability will be solely dependent upon its own future performance,
and the Company will no longer be able to rely on the capital resources and cash
flows of the businesses of CommScope or General Semiconductor. In particular, in
recent years, the Company has invested heavily in the development of new
technologies and products and relied on the cash flows of the Distributing
Company's other businesses to help fund these expenditures. Although this source
of funding is no longer available, the Company believes that its expected cash
flow, as well as other sources of funding available to it, will be sufficient to
finance its planned expenditures. The future performance and cash flows of the
Company will be subject to prevailing economic conditions and to financial,
business and other factors affecting the business operations of the Company,
including factors beyond its control.

    The Distribution Agreement dated as of June 12, 1997, among the Company,
CommScope and the Distributing Company (the "Distribution Agreement") and
certain other agreements executed in connection with the Distribution
(collectively, the "Ancillary Agreements") allocate among the Company,
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CommScope, and General Semiconductor 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 the Distributing Company has received a favorable ruling from the
Internal Revenue Service, if the Distribution were not to qualify as a tax free
spin-off 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 Distributing Company was the common parent based upon the difference
between the fair market value of the stock distributed and the Distributing
Company's adjusted basis in such stock. The corporate level tax would be payable
by General Semiconductor and could substantially exceed the net worth of General
Semiconductor. However, under certain circumstances, the Company and CommScope
have agreed to indemnify General Semiconductor for such tax liability. In
addition, under the consolidated return rules, each member of the consolidated
group (including the Company and CommScope) is severally liable for such tax
liability.

CERTAIN RESTRICTIONS UNDER CREDIT FACILITIES

    The Credit Agreement dated as of July 23, 1997, among the Company, 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. The failure of
the Company to satisfy such covenants would cause the Company to seek
alternative sources of working capital financing and, depending upon the
Company's degree of leverage at such time, could have a material adverse effect
on the operations and financial condition of the Company.

DEPENDENCE OF THE COMPANY ON THE CABLE TELEVISION INDUSTRY AND CABLE TELEVISION
  CAPITAL SPENDING

    The majority of the Company's revenues come from sales of systems and
equipment to the cable television industry. Demand for these products depends
primarily on capital spending by cable television operators for constructing,
rebuilding or upgrading their systems. The amount of this capital spending, and,
therefore the Company's sales and profitability will be affected by a variety of
factors, including general economic conditions, consolidation in the industry,
the financial condition of domestic cable television operators and their access
to financing, competition from satellite and wireless television providers and
telephone companies, technological developments in the broadband communications
industry and new legislation and regulation of cable television operations as
described below. Capital spending in the cable television industry fell sharply
in the middle of 1990 compared to 1989 and remained at a low level until it
began to recover in mid-1992. Although the Company believes that the
constraining pressures on domestic cable television capital spending eased and
that cable television capital spending generally increased from mid-1992 through
1996, there can be no assurance that such increases will continue or that such
increased level of cable television capital spending will be maintained.

    In recent years, cable television capital spending has also been affected by
new legislation and regulation, on the federal, state and local level, and many
aspects of such regulation are currently the subject of judicial proceedings and
administrative or legislative proposals. During 1993 and 1994, the Federal
Communications Commission (the "FCC") adopted rules under the Cable Television
Consumer Protection and Competition Act of 1992 (the "1992 Cable Act"),
regulating rates that cable television operators may charge for lower tiers of
service and generally not regulating the rates for higher tiers of service. In
1996, the Telecommunications Act of 1996 (the "Telecom Act") was enacted to
eliminate certain
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governmental barriers to competition among local and long distance telephone,
cable television, broadcasting and wireless services. When fully implemented by
the FCC, the Telecom Act may significantly impact the communications industry
and alter federal, state and local laws and regulations regarding the provision
of cable and telephony services. Among other things, the Telecom Act eliminates
substantially all restrictions on the entry of telephone companies and certain
public utilities into the cable television business. Telephone companies may now
enter the cable television business as traditional cable operators, as common
carrier conduits for programming supplied by others, as operators of wireless
distribution systems, or as hybrid common carrier/cable operator providers of
programming on so-called "open video systems." The economic impact of the 1992
Cable Act, the Telecom Act and the rules thereunder on the cable television
industry and the Company is still uncertain.

    Although the domestic cable television industry is comprised of
approximately 11,200 cable systems, a small number of cable television operators
own a majority of cable television systems and account for a majority of the
capital expenditures made by cable television operators. The loss of some or all
of the Company's principal cable television customers could have material
adverse effect on the business of the Company.

TELECOMMUNICATIONS INDUSTRY COMPETITION AND TECHNOLOGICAL CHANGES AFFECTING THE
  COMPANY

    The Company will be significantly affected by the competition among cable
television operators, satellite television providers and telephone companies to
provide video, voice and data/Internet services. In particular, although cable
television operators have historically provided television services to the
majority of U.S. households, direct-to-home ("DTH") satellite television has
attracted a growing number of subscribers and the regional telephone companies
have begun to offer competing cable and wireless cable services. This
competitive environment is characterized by rapid technological changes,
particularly with respect to developments in digital compression and broadband
access technology.

    The Company believes that, as a result of its development of new products
based on emerging technologies and the diversity of its product offerings, it is
well positioned to supply each of the cable, satellite and telephone markets.
The future success of the Company, however, will be dependent on its ability to
market and deploy these new products successfully and to continue to develop and
timely exploit new technologies and market opportunities both in the United
States and internationally. There can be no assurance that the Company will be
able to continue to successfully introduce new products and technologies, that
it will be able to deploy them successfully on a large-scale basis or that its
technologies and products will achieve significant market acceptance. Further,
there can be no assurance that the development of products using new
technologies will not have an adverse impact on sales by the Company of certain
of its other products. In addition, because of the competitive environment and
the nature of the Company's business, there have been and may continue to be
legal challenges to its new technologies.

COMPETITION

    The Company's products and services compete with those of a substantial
number of foreign and domestic companies, some with greater resources, financial
or otherwise, than the Company, and the rapid technological changes occurring in
the Company's markets are expected to lead to the entry of new competitors. The
Company's ability to anticipate technological changes and to introduce enhanced
products on a timely basis will be a significant factor in the Company's ability
to expand and remain competitive. Existing competitors' actions and new entrants
may have an adverse impact on the Company's sales and profitability. The Company
believes that it enjoys a strong competitive position because of its large
installed cable television equipment base, its strong relationships with the
major cable television operators, its technological leadership and new product
development capabilities, and the likely need for compatibility of new
technologies with currently installed systems. There can be no assurance,
however, that competitors will not be able to develop systems compatible with,
or that are alternatives to, the Company's proprietary technology or systems.
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INTERNATIONAL OPERATIONS; FOREIGN CURRENCY RISKS

    U.S. broadband system designs and equipment are increasingly being employed
in international markets, where cable television penetration is low. However,
there can be no assurance that international markets will continue to develop or
that the Company will receive additional contracts to supply its systems and
equipment in international markets.

    A significant portion of the Company's products are manufactured or
assembled in Taiwan and Mexico. In addition, as mentioned above, sales of
equipment into international markets by the Company have increased. 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 New Taiwan dollar or another relevant currency
appreciates relative to the U.S. dollar.

ENVIRONMENT

    The Company is subject to various federal, state, local and foreign laws and
regulations governing 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. Compliance with current laws and
regulations has not had and is not expected to have a material adverse effect on
the Company's financial condition.

    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.