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Strong North American Market Drives Increased Sales Revenue

13 October 1999

Strong North American Market Drives Increased Sales Revenue As Delphi Posts Solid Third-Quarter Results
                       Cash Generation Remains Strong -
         Supporting $300 Million Voluntary Pension Fund Contribution

             Sales up 18 Percent Over Strike-Depressed Q3 1998 -
                              Non-GM Sales Climb

    TROY, Mich., Oct. 13 -- Propelled by strong North American
volumes and continued increases in sales to customers other than General
Motors, Delphi Automotive Systems today reported earnings of $136
million, or $0.24 per share on a diluted basis.
    "The third quarter is typically a challenging period for us," said Delphi
Chairman, Chief Executive Officer and President J.T. Battenberg III.  "This
year, despite the usual production changes for the new model year and the
seasonality of OEM schedules, we were able to post very solid results.  These
results reflect the continued strong North American vehicle market as well as
increases in sales to customers other than GM."
    The $136 million in third-quarter net income compares to a pro forma,
strike-impacted third quarter 1998 loss of $214 million*, or ($0.38) per share
on a diluted basis.
    Sales revenue of $6.8 billion was up 18 percent over strike-impacted 1998
levels after adjusting for the impact of businesses divested in late 1998.
Sales to customers other than GM totaled $1.7 billion for the quarter,
climbing 16 percent on a comparable basis.
    The increased sales revenue is largely the result of new Delphi content on
several vehicle models that went into production this quarter.  Importantly,
the third quarter marked the start of production of the 2000 Fiat Punto
featuring Delphi's E-STEER(TM) Electric Power Steering system, several
Volkswagen models featuring Delphi's Monsoon(TM) audio system, the 2000 Land
Rover Discovery featuring Delphi's Dynamic Body Control system, and the 2000
Jaguar XKR sports coupe featuring Delphi's FOREWARN(TM) Adaptive Cruise
Control system.

    *See attached highlights for description of 1998 pro forma net loss and
1998 shares outstanding calculations.

    Balance Sheet/Cash Generation
    Delphi generated $484 million in operating cash flow during the quarter,
primarily driven by improvements in working capital and the high cash content
of earnings.  This continued strong cash generation allowed Delphi to make a
pension contribution of $300 million, bringing the total voluntary pension
contributions for the year to $900 million.
    "The pension contributions strengthen our balance sheet and demonstrate
our commitment to fund employee pension plans," said Delphi's Chief Financial
Officer Alan Dawes.  "This action delivers value to our shareholders by
positively influencing our earnings in 2000 and beyond."
    The Delphi Board of Directors also announced a regular quarterly dividend
of $0.07 per share on Delphi $0.01 par value common stock.  The dividend is
payable October 18, 1999, to shareholders of record as of September 17, 1999.

    New Business Bookings
    In line with the company's objective of diversifying its customer base,
Delphi booked new business totaling $2 billion with customers other than GM.
In addition, the company booked $8 billion of new business with its largest
customer, GM.  The impact of this new business will be reflected in Delphi's
revenues in the years 2001 and beyond, over an average five-year contract
life.
    In addition, Delphi yesterday announced it signed a significant contract
with Caterpillar Inc., the world's leading manufacturer of construction and
mining equipment, diesel and natural gas engines, and industrial gas turbines.
Delphi Delco Electronics Systems, a division of Delphi, will co-develop engine
controllers for all of Caterpillar's diesel engines and many Caterpillar
machines starting in mid-2001.  In addition, Delphi Delco will partner with
Delphi Energy & Engine Management Systems, also a Delphi division, to develop
a new line of hydraulic control modules for Caterpillar.
    Other contracts* announced during the quarter include:

    -  PSA Peugeot Citroen -- wiring harnesses for a 2001 model year vehicle
    -  Volkswagen -- airbags for a future global program
    -  Opel -- driver and passenger airbags for a program on a global basis
    -  DaimlerChrysler -- Level 3 Modular Door Systems for the Mercedes-Benz
       Actros
    -  DaimlerChrysler -- modular cockpits for the M-Class through a four-year
       contract with Mercedes-Benz U.S. International in Graz, Austria

    Aftermarket
    Separately, Delphi today announced the creation of a new division, Delphi
Aftermarket, to bolster its brand support and sales in the aftermarket.  The
announcement was made at Equip 'Auto, a vehicle and aftermarket show in
Paris.**

    Sector Financial Results

    Sector              Q3 1999    Q3 1998      Q3 1999           Q3 1998
                         Sales      Sales  Operating Income  (Pro Forma Basis)
                                                (Loss)        Operating Income
                                                                   (Loss)

    Electronics & Mobile
     Communication      $1,225       $995        $110              $(13)

    Safety, Thermal &
     Electrical
     Architecture        2,445      2,126          62                19

    Dynamics &
     Propulsion          3,267      2,749          46              (187)

    Other***              (147)      (101)        (12)              (91)

    Sales, Divested
    Business                --        246          --                --

    Total               $6,790     $6,015        $206             $(272)

    *  While these contracts are significant, they do not represent a complete
listing of contracts awarded during the period.  Delphi respects customer
confidentiality and therefore does not disclose all contracts awarded.  Unless
Delphi receives customer permission, it does not discuss customer business
information with any external audience.
    **  Press release is available at http://www.delphiauto.com.
    ***  Corporate and intra-company items.

    Delphi Automotive Systems, with headquarters in Troy, Mich., USA, is a
world leader in automotive components and systems technology.  Delphi's three
business sectors -- Dynamics & Propulsion; Safety, Thermal & Electrical
Architecture; and Electronics & Mobile Communications -- provide comprehensive
solutions to complex customer needs.  Delphi has approximately 201,000
employees and operates 168 wholly owned manufacturing sites, 38 joint
ventures, 51 customer centers and sales offices, and 27 technical centers in
37 countries.  Regional headquarters are located in Paris, Tokyo and Sao
Paulo, Brazil.  Delphi can be found on the Internet at http://www.delphiauto.com .

    Forward Looking Statements

    The Private Securities Litigation Reform Act of 1995 (the "Act") provides
a safe harbor for forward-looking statements made by us or on our behalf.  All
statements which address operating performance, events, or developments that
we expect or anticipate may occur in the future, including statements relating
to volume growth, awarded sales contracts, and earnings per share growth or
statements expressing general optimism about future operating results, are
forward looking statements.  These statements are made on the basis of
management's views and assumptions; as a result, there can be no assurance
that management's expectations will necessarily come to pass.  A list of
factors which could impact future events and performance is included in the
Delphi Automotive Systems Corporation 1998 Annual Report on Form 10-K filed
with the Securities and Exchange Commission.



    HIGHLIGHTS -- Three months ended September 30, 1999 vs. pro forma three
months ended September 30, 1998 comparison

                                                        Three Months Ended
                                                           September 30,
                                                           1999   1998 (1)
                                                       (in millions, except
                                                        per share amounts)

    Net sales:
      General Motors                                     $5,102   $4,641
      Other customers                                     1,688    1,374
        Total net sales                                   6,790    6,015
    Less operating expenses:
      Cost of sales, excluding items listed below         5,980    5,707
      Selling, general and administrative                   402      380
      Depreciation and amortization                         202      200
    Operating income (loss)                                 206     (272)
    Less interest expense                                    34       68
    Other income (expense), net                              48      (10)
    Income (loss) before income taxes                       220     (350)
    Income tax expense (benefit)                             84     (136)
    Net income (loss)                                      $136    $(214)

     Gross margin                                          11.9%     5.1%
     Operating income (loss) margin                         3.0%    (4.5)%
     Net income (loss) margin                               2.0%    (3.6)%

    Diluted earnings (loss) per share (2)                 $0.24   $(0.38)

    (1) Results of operations for the three months ended September 30, 1998
have
been adjusted to reflect the impact of the terms of our separation from GM and
to exclude a loss related to divestitures.  The impact of separation reflects
lower employee benefit costs and higher other costs associated with operating
Delphi as a stand-alone company.  See the reconciliation of actual to pro
forma
results for the three months ended September 30, 1998 for additional
information.
    (2) Per share amounts for 1998 results are presented as if the initial
public stock offering of 100 million shares took place on January 1, 1998,
resulting in 565 million shares outstanding during the period.


    HIGHLIGHTS -- Three months ended September 30, 1998 -- Reconciliation of
actual to pro forma results

                                          Three Months Ended September 30,
1998
                                             Actual   Adjustments   Pro forma
                                         (in millions, except per share
amounts)

    Net sales:
      General Motors                         $4,641      --            $4,641
      Other customers                         1,374      --             1,374
        Total net sales                       6,015      --             6,015
    Less operating expenses:
      Cost of sales, excluding items listed
       below                                  6,151    $(62) (1)          --
                                                 --    (382) (3)        5,707
      Selling, general and administrative       345      35  (1)          380
      Depreciation and amortization             248     (48) (3)          200
    Operating loss                             (729)     457             (272)
    Less interest expense                        68       --               68
    Other expense, net                           10       --               10
    Loss before income taxes                   (807)     457             (350)
    Income tax benefit                         (307)      12 (2)           --
                                                 --      159 (3)         (136)
    Net loss                                  $(500)    $286            $(214)


    Diluted loss per share with 465 million
     shares outstanding                      $(1.08)      --              N/A
    Diluted loss per share with 565 million
     shares outstanding                         N/A       --           $(0.38)

    (1)  The pro forma effect of lower employee benefit costs, due to GM's
retention of certain retiree benefit obligations, favorably impacts both cost
of sales and selling, general and administrative expenses.  Selling, general
and administrative expenses are also unfavorably impacted by the estimated
incremental costs associated with operating Delphi as an independent company.
    (2)  Income taxes were determined in accordance with SFAS No. 109,
"Accounting for Income Taxes."  For purposes of this pro forma presentation
only, the income tax effect of the pro forma adjustments assumes a combined
federal and state income tax rate of 38%.
    (3)  Adjusted to exclude a loss of $430 million, or $271 million after-
tax,
related to divestitures involving our seating, lighting and coil spring
businesses.  The charge had the effect of increasing cost of sales and
depreciation and amortization by $382 million and $48 million, respectively.


    HIGHLIGHTS -- Nine months ended September 30, 1999 vs. pro forma nine
months
ended September 30, 1998 comparison

                                                     Nine Months Ended
                                                       September 30,
                                                      1999     1998 (1)
                                              (in millions, except per share
                                                         amounts)

    Net sales:
      General Motors                                $16,941    $16,195
      Other customers                                 5,001      4,484
        Total net sales                              21,942     20,679
    Less operating expenses:
      Cost of sales, excluding items listed below    18,824     18,652
      Selling, general and administrative             1,180      1,115
      Depreciation and amortization                     646        683
    Operating income                                  1,292        229
    Less interest expense                                94        199
    Other income, net                                   115        124
    Income before income taxes                        1,313        154
    Income tax expense                                  499         13
    Net income                                         $814       $141

     Gross margin                                      14.2%       9.8%
     Operating income margin                            5.9%       1.1%
     Net income margin                                  3.7%       0.7%


      Diluted earnings per
        share - actual (2)                            $1.48        N/A

      Diluted earnings per
       share - pro forma (3)                          $1.44      $0.25

    (1)  Results of operations for the nine months ended September 30, 1998
have
been adjusted to reflect the impact of the terms of our separation from GM and
to exclude a loss related to divestitures.  The impact of separation reflects
lower employee benefit costs and higher other costs associated with operating
Delphi as a stand-alone company. See the reconciliation of actual to pro forma
results for the nine months ended September 30, 1998 for additional
information.
    (2)  Actual diluted earnings per share are calculated using the weighted
average shares outstanding during the period, resulting in 551 million diluted
shares outstanding during the nine months ended September 30, 1999.
    (3)  Pro forma diluted earnings per share are presented as if the initial
public stock offering of 100 million shares took place on January 1, 1998,
resulting in 566 million and 565 million shares outstanding for the nine month
periods ended September 30, 1999 and 1998, respectively.


    HIGHLIGHTS - Nine months ended September 30, 1998 -- Reconciliation of
actual to pro forma results

                                  Nine Months Ended September 30, 1998
                                    Actual    Adjustments   Pro forma
                                 (in millions, except per share amounts)


    Net sales:
     General Motors                 $16,195       --        $16,195
     Other customers                  4,484       --          4,484
      Total net sales                20,679       --         20,679
    Less operating expenses:
     Cost of sales, excluding items
      listed below                   19,220    $(186)(1)         --
                                         --     (382)(3)     18,652
      Selling, general and
       administrative                 1,012      103 (1)      1,115
      Depreciation and amortization     731      (48)(3)        683
    Operating income (loss)            (284)     513            229
    Less interest expense               199       --            199
    Other income, net                   124       --            124
    Income (loss) before income taxes  (359)     513            154
    Income tax expense (benefit)       (178)      32 (2)         --
                                         --      159 (3)         13
    Net income (loss)                 $(181)    $322           $141


    Diluted loss per share with 465
     million shares outstanding      $(0.39)      --            N/A
    Diluted earnings per share with
     565 million shares outstanding     N/A       --          $0.25

    (1)  The pro forma effect of lower employee benefit costs, due to GM's
retention of certain retiree benefit obligations, favorably impacts both cost
of sales and selling, general and administrative expenses.  Selling, general
and administrative expenses are also unfavorably impacted by the estimated
incremental costs associated with operating Delphi as an independent company.
    (2)  Income taxes were determined in accordance with SFAS No. 109,
"Accounting for Income Taxes."
    (3)  Adjusted to exclude a loss of $430 million, or $271 million after-
tax, related to divestitures involving our seating, lighting and coil spring
businesses.  The charge had the effect of increasing cost of sales and
depreciation and amortization by $382 million and $48 million, respectively.


    HIGHLIGHTS -- Liquidity and capital resources
    (dollars in millions)


    BALANCE SHEET DATA:


                                 September 30,     June 30,     December 31,
                                     1999            1999          1998
                                    Actual          Actual       Pro forma


    Cash and marketable securities  $1,258          $1,246        $2,062

    Debt                             1,766           1,830         3,500

     Net Liquidity                   $(508)          $(584)     $ (1,438)


    Long-term pension liability     $1,543          $1,763        $2,180

    Total stockholders' equity      $3,712          $3,690        $3,171



    RECONCILIATION OF THIRD QUARTER NET LIQUIDITY:


    Net liquidity at June 30, 1999               $(584)


     Net income                       $136
     Depreciation and amortization     202
     Capital expenditures             (315)
     Other, net                        461


    Operating cash flow less capital
     expenditures                                   484

     Other non-operating activities                (108)

     Pension contribution                          (300)

    Net liquidity at September 30,  1999          $(508)