GENERAL AMERICAN INVESTORS CO INC
N-30D, 1999-02-02
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<PAGE>

                    GENERAL AMERICAN INVESTORS COMPANY, INC.

Established in 1927, the Company is a closed-end  investment company listed
on the New York Stock Exchange.  Its objective is long-term capital appreciation
through investment in companies with above average growth potential.


FINANCIAL SUMMARY
- -------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                    1998              1997
                                                    ----              ----
<S>                                            <C>                <C>
Net assets-December 31 ....................    $1,018,933,097     $ 702,597,000
   Preferred Stock liquidation preference .       150,000,000              --
   Common Stock ...........................       868,933,097       702,597,000
Net investment income .....................        11,554,362         5,149,987
Net realized gain .........................       109,379,689        66,640,521
Net increase in unrealized appreciation ...       119,454,056        99,421,665

Per Common Share-December 31
   Net asset value ........................     $       34.87     $       29.15
   Market price ...........................     $     30.4375     $     26.1875
Discount from net asset value .............            -12.7%            -10.2%

Common Shares outstanding - Dec. 31........        24,916,719        24,104,678
Common stockholders of record - Dec. 31 ...             5,752             6,048
Market price range* (high-low) ............     $32.88-$24.50     $28.19-$20.38
Market volume-shares ......................         4,140,900         5,540,800
<FN>
*Unadjusted for dividend payments.
</FN>
</TABLE>

DIVIDEND SUMMARY (per share)
- ----------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                        Ordinary     
     Record Date /Payment Date                           Income     Capital Gain   Total
     -------------------------                           ------     ------------   -----
<S>
Common Stock                                           <C>           <C>         <C>
     Nov. 16, 1998 / Dec. 22, 1998 ..............       $   .4672     $ 3.0428    $   3.51
     Jan. 25, 1999 / Mar. 10, 1999 ..............             --        1.36          1.36
                                                           -------     --------    --------
     Total from 1998 earnings ...................       $   .4672     $ 4.4028    $   4.87
                                                           =======     ========    ========
     
     Nov. 14, 1997 / Dec. 23, 1997 ..............       $   .20       $ 2.75      $   2.95
     Jan. 26, 1998 / Feb. 10, 1998 ..............           .01          .20           .21
                                                           -------     --------    --------
     Total from 1997 earnings ...................       $   .21       $ 2.95      $   3.16
                                                           =======     ========    ========


Preferred Stock                                         <C>           <C>         <C>
     Sep.  8, 1998 / Sep. 23, 1998 ..............       $   .0625     $  .4075    $    .47
     Dec.  7, 1998 / Dec. 23, 1998 ..............           .0599        .3901         .45
                                                           -------     --------    --------
     Total for 1998 .............................       $   .1224     $  .7976    $    .92
                                                           =======     ========    ========

</TABLE>

                    General American Investors Company, Inc.
                    450 Lexington Avenue, New York, NY 10017
                          (212) 916-8400 (800) 436-8401


<PAGE>
1        TO THE STOCKHOLDERS
- -------------------------------------------------------------------------------
         General American Investors

General  American  Investors has had an outstanding  year. For the twelve months
ended  December  31,  1998,  net asset  value  per  common  share  rose by 35.1%
(assuming  reinvestment of all  dividends).  The Standard & Poor's 500 Index and
the Dow Jones  Industrial  Average rose by 28.5% and 18.1%,  respectively,  on a
total  return basis for the same period.  Our results not only  surpassed  these
indices but also exceeded the results of the vast majority of funds.

It is worth noting that the  annualized  returns for General  American  over the
last 10 years (20.3% per year) and 20 years (18.9% per year) have exceeded those
of the S&P 500. Shareholders have benefitted from decisions made over many years
as reflected in some of our best performing and largest  holdings,  such as Home
Depot,  Pfizer and  Wal-Mart,  which were  purchased  years ago at a fraction of
current prices.

Total assets are now in excess of $1 billion including the capital raised in our
$150 million  preferred  stock offering last June. By contrast,  3 years ago our
assets were under $600 million. General American is wholly independent and self-
managed as it has been since its  inception  in 1927.  The  Company's  operating
costs in relation to average net assets of .95% are well below the equity mutual
fund industry norm of about 1.5%. Portfolio turnover, at 34.4%, remains modest.

Capital gain distributions for 1998 will total $4.40 per share,  including $1.36
per  share  for the  spill-over  dividend  payable  in March  1999.  Because  of
accounting  issues  unique to our  industry,  gains  realized  in  November  and
December are paid in the following  calendar year. Total dividends  attributable
to 1998,  including  ordinary   income,  amounted  to $4.87  per share or 14% of
ending net asset value ("NAV"). This percentage has averaged 11.3% over the past
20 years.

The share  repurchase  program,  a part of an ongoing  effort to  maximize  NAV,
continues  apace.  In 1998,  943,500  common  shares were acquired at an average
discount to NAV of 11.1%. On October 14, 1998, the Board of Directors authorized
a reduction  from 10% to 8% in the  discount  from NAV at which  shares could be
repurchased.

We are confident that our portfolio  companies  have the attributes  that should
result in  continuing  superior  performance  on a  long-term  basis.  We remain
focused  on  dominant   suppliers  of  consumer  goods  with  strong   financial
characteristics.

The economy  continues to create jobs,  while  inflation and interest  rates are
modest or declining. It has been compared,  justifiably,  to the baby's porridge
in the  Goldilocks  fable - not too hot and not too cold,  but just right.  This
current cycle has been  characterized  by strong  earnings  that boosted  equity
prices and allowed households and companies to spend freely.  Deficits have been
financed by capital from abroad attracted by rising asset prices. These inflows,
in turn,  buoyed the dollar and kept inflation in check,  interest rates low and
the stock  market  soaring.  In fact,  it appears that the stock market gains of
recent years, a so-callled wealth effect,  may be driving the economy now rather
than the reverse.

With the securities markets having achieved unprecedented heights by traditional
measures of value, such as price-to-earnings ratio,  price-to-book ratio, price-
to-sales ratio and dividend yield,  the highly  favorable cycle may be coming to
an end.  Should a  decelerating  economy result in market  dislocation,  General
American  retains  sufficient  cash to benefit from the  opportunities  that may
ensue.


By Order of the Board of Directors,

Spencer Davidson
President and Chief Executive Officer

<PAGE>
2        THE COMPANY
- -------------------------------------------------------------------------------
         General American Investors

                               Corporate Overview

General American  Investors,  established in 1927, is one of the nation's oldest
closed-end investment companies. It is an independent  organization,  internally
managed.  For regulatory  purposes,  the Company is classified as a diversified,
closed-end  management investment company; it is registered under and subject to
the regulatory provisions of the Investment Company Act of 1940.

                                Investment Policy

The primary objective of the Company is long-term capital  appreciation.  Lesser
emphasis  is placed on  current  income.  In  seeking  to  achieve  its  primary
objective,  the Company  invests  principally  in common stocks  believed by its
management  to  have  better  than  average  growth   potential.   Normally,   a
substantially fully-invested position in equities is maintained.

The Company's investment approach focuses on the selection of individual stocks,
each of which is  expected  to meet a clearly  defined  portfolio  objective.  A
continuous  investment research program, with the stress on fundamental security
analysis,  is  carried on by the  officers  and staff of the  Company  under the
oversight  of the Board of  Directors.  A listing  of the  directors  with their
principal  affiliations,  showing a broad range of  experience  in business  and
financial affairs, is on page 16 of this report.

                                Portfolio Manager

Mr. Spencer  Davidson  has  been  responsible  for  the  management  of  General
American's  portfolio since he was elected President and Chief Executive Officer
of the Company in August 1995. Mr.  Davidson,  who joined the Company in 1994 as
senior investment counselor, has spent his entire business career on Wall Street
since first joining an investment and banking firm in 1966.


                               "GAM" Common Stock

As a closed-end  investment  company,  General American Investors does not offer
its  shares  continuously.  The  Common  Stock is listed  on The New York  Stock
Exchange (symbol, GAM) and can be bought or sold with commissions  determined in
the same manner as all listed  stocks.  Net asset value is computed daily (on an
unaudited  basis) and is furnished  upon request.  It is also  available on most
electronic quotation services using the symbol "XGAMX." The figure for net asset
value per share,  together with the market price and the percentage  discount or
premium  from net asset value as of the close of each week,  is published in The
New York Times, The Wall Street Journal and Barron's.

The ratio of market  price to net asset value has shown  considerable  variation
over  a  period of  time.  While shares of GAM  usually  sell at a discount from
their underlying net asset value, as do the shares of most other domestic equity
closed-end investment companies, they, periodically, have sold at a premium over
net asset value.  The last time  the Company's shares sold at a premium was the 
year-long period from March 1992 through April 1993. During 1998, the stock sold
at discounts from net asset value which ranged from 5.3%  (November 9) to 14.5%
(July 10). At December 31, the  price of the stock  was at a discount of 12.7%
as compared with a discount of 10.2% a year earlier.


                            "GAM Pr" Preferred Stock

On June 19,  1998,  the  Company  issued  and sold in an  underwritten  offering
6,000,000 shares of its 7.20%  Tax-Advantaged  Cumulative Preferred Stock with a
liquidation preference of $25 per share ($150,000,000 in the aggregate).

The Preferred  Shares are  noncallable  for 5 years,  are rated "aaa" by Moody's
Investors Service, Inc. and are listed and traded on The New York Stock Exchange
(symbol, GAM Pr).


<PAGE>

3        THE COMPANY
- -------------------------------------------------------------------------------
         General American Investors

The preferred capital is available to leverage the investment performance of the
Common Stockholders.  As the case for leverage in general, it may also result in
higher market volatility for the Common Stockholders.

                                 Dividend Policy

The Company's  dividend policy is to distribute to stockholders  before year-end
substantially  all ordinary income estimated for the full year and capital gains
realized  during the  ten-month  period  ending  October 31 of that year. If any
additional  capital  gains are realized or ordinary  income is earned during the
last two months of the year, a "spill-over"  distribution  of these amounts will
be paid early in the following year to Common Stockholders.  Dividends on shares
of Preferred  Stock are paid  quarterly.  Distributions  from capital  gains and
ordinary income are allocated  proportionately among holders of shares of Common
Stock and Preferred Stock.

Dividends from income have been paid continuously on the Common Stock since 1939
and capital  gain  dividends  in varying  amounts have been paid for each of the
years  1943-1998  (except for the year 1974).  (A table listing  dividends  paid
during the 20-year  period 1979 - 1998 is shown at the bottom of page 6.) To the
extent that full shares can be issued, dividends are paid to Common Stockholders
in  additional  shares of  Common  Stock  unless  the  stockholder  specifically
requests  payment in cash.  Spill-over  dividends of nominal amounts are paid in
cash only.

                                   Year 2000

Like other organizations  around the world,  General American Investors could be
adversely  affected if the computer  systems  used by the  Company,  its service
providers or companies in which the Company invests do not properly  process and
calculate  information  that relates to dates  beginning on January 1, 2000, and
beyond.  This situation may occur because for many years computer  programs have
used only two digits to describe  years,  such as 98 for 1998. Such programs may
not work when they encounter the year 00.

While we have been assured by our vendors that the  Company's  mission  critical
computer  programs  are Year  2000  compliant,  the  investment  management  and
accounting system used by the Company has recently been upgraded. Testing of the
upgraded  programs is scheduled  for the first quarter of 1999.  Other  computer
programs and computer  hardware are scheduled to be upgraded,  as required,  and
tested in the first half of 1999.  Thus,  we expect our  systems to be ready for
the  Year  2000 by  mid-1999.  The cost of this  effort  is not  expected  to be
material  to the  Company's  operations  and  should  be  viewed  as part of the
Company's  ongoing  investment  required  to keep its systems  up-to-date.  As a
contingency,  we plan to utilize battery  operated  laptop  computers to perform
essential daily operations. The coningency plan will be tested well before 2000.

We are  actively  assessing  the Year  2000  readiness  of our  custodian  bank,
transfer agent and other sevice providers,  as well as the companies held in our
portfolio,  through the review of  correspondence  and/or  published  disclosure
documents.

Due to the general uncertainty inherent in the Year 2000 problem, the Company is
unable to determine at this time whether the  consequences of Year 2000 failures
will have a material impact on the Company's  results of operations or financial
condition.

- --------------------------------------------------------------------------------


The  Letter  to the Stockholders and  the   Statement   on  Year  2000   contain
forward-looking  statements  which  reflect our current  beliefs  regarding  the
anticipated  effects  of  information  available  to  us  at  this  time.  These
forward-looking  statements are not  guarantees and the Company's  results could
vary materially from those indicated by such statements.

<PAGE>

4        INVESTMENT RESULTS
- -------------------------------------------------------------------------------
         General American Investors

                                    [CAPTION]
      "Total return on $10,000 investment 20 years ended December 31, 1998"

The investment  return for a common  stockholder of General  American  Investors
(GAM) over the 20 years ended  December 31, 1998 is shown in the table below and
in the accompanying chart. The return on GAM's total net assets in comparison to
the change in the Standard & Poor's 500 Stock Index (S&P 500) is also displayed.
Each illustration assumes an investment of $10,000 at the beginning of 1979.

The  Stockholder  Return is the  return a common  stockholder  of GAM would have
achieved  assuming   reinvestment  of  all  optional  dividends  at  the  actual
reinvestment  price and  reinvestment of all cash dividends at the average (mean
between high and low) market price on the ex-dividend date.

The Total Net  Assets  Return is the  time-weighted  total rate of return on the
Company's total net assets  applicable to common stock,  including  dividend and
interest income but excluding  advisory fee income and operating  expenses,  and
after  adjustments  for cash flows such as GAM  dividends  and  purchases of GAM
shares.

The  S&P  500  Return  is  the  time-weighted  total  rate  of  return  on  this
widely-recognized,  unmanaged  index which is a measure of general  stock market
performance, including dividend income.

The results illustrated are a record of past performance and may not be
indicative of future results.
<TABLE>
<CAPTION>
                                                  GENERAL AMERICAN INVESTORS                             
                                       ------------------------------------------------------                             
                                       STOCKHOLDER RETURN             TOTAL NET ASSETS RETURN      STANDARD & POOR'S 500 RETURN
                                       ------------------             -----------------------      ----------------------------
                                 CUMULATIVE       ANNUAL RETURN    CUMULATIVE     ANNUAL RETURN    CUMULATIVE     ANNUAL RETURN
                                 INVESTMENT                        INVESTMENT                      INVESTMENT
                   <S>          <C>                   <C>           <C>            <C>              <C>            <C>
                   1979         $  16,441             64.41%        $ 14,283       42.83%           $ 11,860       18.60%
                   1980            28,269             71.95           20,726       45.11              15,709       32.45
                   1981            32,007             13.22           21,400        3.25              14,928       (4.97)
                   1982            38,181             19.29           25,187       17.70              18,145       21.55
                   1983            44,410             16.31           31,036       23.22              22,236       22.55
                   1984            41,228             (7.16)          28,655       (7.67)             23,633        6.28
                   1985            51,457             24.81           38,928       35.85              31,141       31.77
                   1986            57,206             11.17           43,067       10.63              36,961       18.69
                   1987            47,988            (16.11)          43,428        0.84              38,898        5.24
                   1988            58,191             21.26           50,251       15.71              45,328       16.53
                   1989            86,469             48.60           68,728       36.77              59,661       31.62
                   1990            89,926              4.00           73,230        6.55              57,817       (3.09)
                   1991           166,365             85.00          118,544       61.88              75,394       30.40
                   1992           190,949             14.78          124,519        5.04              81,116        7.59
                   1993           160,559            (15.92)         122,975       (1.24)             89,325       10.12
                   1994           147,931             (7.86)         120,134       (2.31)             90,459        1.27
                   1995           179,326             21.22          147,873       23.09             124,382       37.50
                   1996           214,257             19.48          175,540       18.71             152,877       22.91
                   1997           305,497             42.58          231,397       31.82             203,831       33.33
                   1998           401,136             31.31          318,148       37.49             262,025       28.55

</TABLE>
<PAGE>

5        INVESTMENT RESULTS
- -------------------------------------------------------------------------------
         General American Investors

[Line  graph  with  heading  "20-YEAR  INVESTMENT  RESULTS  ASSUMING  AN INITIAL
INVESTMENT OF $10,000" at top left hand side.  The vertical axis is to the right
side of the page and is labeled "CUMULATIVE VALUE OF INVESTMENT." The axis range
is from $0 to $400,000 in $25,000 increments. The horizontal axis, on the bottom
of the page,  consists of the years 1979  through  1998 in one year  increments.
Within the graph are three  lines.  The first line  represents  GAM  Stockholder
Return.  The second line  represents  GAM Total Net  Assets,  and the third line
represents  the S&P 500 Stock  Index.  The data points for the lines are derived
from the columns labeled "Cumulative Investment" from the table on the preceding
page. Also, embedded in upper left portion of the graph is a table which appears
as follows:] 
<TABLE> 
<CAPTION>
                    COMPARATIVE ANNUALIZED INVESTMENT RESULTS
- --------------------------------------------------------------------------------------
  YEARS ENDED                          STOCKHOLDER        GAM TOTAL          S&P 500
DECEMBER 31, 1998                        RETURN           NET ASSETS       STOCK INDEX
- -----------------                        ------           ----------       -----------
<S>                                        <C>              <C>              <C>
 1 year .....................              31.3%            37.5%            28.6%
 5 years ....................              20.1             20.9             24.0
10 years ....................              21.3             20.3             19.2
15 years ....................              15.8             16.8             17.9
20 years ....................              20.3             18.9             17.7
</TABLE>
<PAGE>

6        MAJOR STOCK CHANGES*: THREE MONTHS ENDED DECEMBER 31, 1998 (UNAUDITED)
- -------------------------------------------------------------------------------
         General American Investors

<TABLE>
<CAPTION>
                                                                                    SHARES OR 
                                                        SHARES                 PRINCIPAL AMOUNT HELD
INCREASES                                         OR PRINCIPAL AMOUNT            DECEMBER 31, 1998
- --------------------------------------------------------------------------------------------------------
        NEW POSITIONS
        <S>                                           <C>                        <C>
        AMR Corporation                                   300,000                   300,000
        Berkshrire Hathaway Inc. Class A                      315                       315(a)
        DuPont Photomasks, Inc.                             --                      100,000(b)
        Kennametal Inc.                                   175,000                   175,000
        Veeco Instruments Inc.                            100,000                   100,000

        ADDITIONS
        AmerUs Life Holdings, Inc. Class A                137,500                   387,500
        Annaly Mortgage Management, Inc.                   50,000                   550,000
        Chrysler Corporation                               50,000                     --   (c)
        Everest Reinsurance Holdings, Inc.                 45,000                   320,000
        FDX Corporation                                    40,000                   100,000(d)
        GelTex Pharmaceuticals, Inc.                       55,000                   205,000
        Huntington Bancshares Incorporated                 40,000                   175,000(d)
        IDEC Pharmaceuticals Corporation                    5,000                   425,000
        NAC Re Corporation                                 10,000                   166,000
        NTL Incorporated                                    --                      337,000(e)
        ReliaStar Financial Corp.                           7,500                   127,500(d)
        Waste Management, Inc.                             47,000                   460,000

DECREASES
- --------------------------------------------------------------------------------------------------------
        ELIMINATIONS
        Axiom Inc.                                        152,500                    --
        Comcast UK Cable Partners Limited Class A         304,500                    -- (e)
        General Re Corporation                             90,000                    -- (a)
        Hewlett-Packard Company                            40,000                    --
        Life Re Corporation                               210,000                    -- (f)
        Merck & Co., Inc.                                  80,000                    --
        Platinum Software Corporation                      75,000                    --
        TIG Holdings, Inc.                                150,000                    --

        REDUCTIONS
        American International Group, Inc.                  7,500                   135,000
        AB Astra Class A                                   80,000                   482,500
        AB Astra Class B                                   80,000                   720,000
        Consolidated Stores Corporation                   125,000                   275,000(b)
        Cox Communications, Inc. Class A                   10,000                   260,000
        Crestar Financial Corp.                            40,000                   250,000
        DaimlerChrysler A.G.                               59,575                   221,000(c)
        The Home Depot, Inc.                               20,000                 1,780,000
        Huntingdon Life Sciences Group plc-ADR             45,000                   624,500
        Lam Reasearch Corporation                         125,000                   476,000
        M&T Bank Corporation                                3,000                    45,000
        MedImmune, Inc., 7% Convertible Corporate Note
          due 7/1/2003                                   $200,000                $2,300,000
        Medtronic, Inc.                                    20,000                   180,000
        PepsiCo, Inc.                                      25,000                   200,000
        Pfizer Inc.                                        10,000                   330,000
        Philip Morris Companies Inc.                       50,000                   300,000
        Repsol, S.A. - ADR                                 25,000                   250,000
        Wal-Mart Stores, Inc.                             190,000                   400,000
        Wolters Kluwer NV - ADR                            10,000                    35,000

<FN>                                                                                     
*   Excludes transactions in Stocks - Miscellaneous - Other.
(a) 315 shares of Berkshire Hathaway Inc. Class A were received in exchange for 90,000 shares of General Re Corporation
     in conjunction with a merger.
(b) Purchased in prior period and previously carried under Stocks - Miscellaneous - Other.
(c) 280,575 shares of DaimlerChrysler A.G. were received in exchange for 450,000 shares of Chrysler Corporation
     in conjunction with a merger.
(d) Includes shares purchased in prior period and previously carried under Stocks - Miscellaneous - Other.
(e) 114,035 shares of NTL Incorporated were received in exchange for 304,500 shares of Comcast UK Cable Partners Limited Class A
     in conjunction with a merger.
(f) 210,000 shares of Life Re Corporation were tendered in conjunction with an acquisition.
</FN>
</TABLE>

                                    [CAPTION]

"The following table shows  aggregate  dividends paid per share on the Company's
Common Stock for each year during the 20-year  period  1979-1998.  Amounts shown
include  payments made after  year-end  attributable  to income and gain in each
respective year."

DIVIDENDS PER COMMON SHARE (1979-1998)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                         DIVIDEND FROM
                                       LONG-TERM
YEAR             INCOME #             CAPITAL GAINS
- ----             -------              -------------
<S>               <C>                 <C>
1979              $.38                $1.74
1980               .50                 2.99
1981               .63                 3.63
1982               .36                 1.15
1983               .67                 2.38
1984               .28                 1.35
1985               .47                 1.07
1986               .36                 2.15
1987               .35                 1.54
1988               .29                 1.69
1989               .23                 1.56
1990               .21                 1.65
1991               .09                 3.07
1992               .03                 2.93
1993               .06                 2.34
1994               .06                 1.59
1995               .13                 2.77
1996               .25                 2.71
1997               .21                 2.95
1998               .47                 4.40
<FN>
#Includes  short-term  capital  gains per share which  amounted to $.04 in 1980,
$.08 in 1981, $.28 in 1983, $.12 in 1985, $.02 in 1989, $.03 in 1995 and $.05
in 1996.
</FN>
</TABLE>
<PAGE>

7        TEN LARGEST INVESTMENT HOLDINGS
- -------------------------------------------------------------------------------
         General American Investors

                                    [CAPTION]

"The statement of investments as of December 31, 1998, shown on pages 8 and 9
includes 52 stock issues.  Listed here are the ten largest stock holdings on 
that date."

<TABLE>
<CAPTION>
                                                                                                                          % TOTAL
                                                                                               SHARES        VALUE       NET ASSETS
<S>                                                                                          <C>            <C>             <C>
THE HOME DEPOT, INC.                                                                         1,780,000      $108,913,750    10.7%
The dominant company in home center retailing, Home Depot's innovative
merchandising, strong balance sheet and excellent management has enabled the 
Company to continue to gain share in a fragmented industry.
- ---------------------------------------------------------------------------------------   ------------      ------------     ----
PFIZER INC.                                                                                    330,000        41,250,000     4.0
Well established as a leader in the pharmaceutical industry, Pfizer
continues to reap the benefits of its commitment to research and development
and its ability to effectively market products.  The recent launch of several
new products serving large markets and development of a pipeline rich with
many promising drug candidates position Pfizer for strong long-term growth.
- ---------------------------------------------------------------------------------------   ------------      ------------     ----
WAL-MART STORES, INC.                                                                          400,000        32,575,000     3.2
A policy of serving the mass market with everyday low prices, supported by the
lowest cost structure has made Wal-Mart the nation's largest retailer with 
ongoing growth opportunities in the U.S. and overseas.
- ---------------------------------------------------------------------------------------   ------------      ------------     ----
FORD MOTOR COMPANY                                                                             500,000        29,343,750     2.9
A global manufacturer of automobiles, trucks and related parts.  The company
provides financial services through its Ford Motor Credit subsidiary and 
owns 81% of Hertz, the top car rental firm in the U.S.
- ---------------------------------------------------------------------------------------   ------------      ------------     ----
AB ASTRA                                                                                     1,202,500        24,499,825     2.4
The proposed merger of Astra and Zeneca will create a global leader in
pharmaceuticals with broad coverage of several therapeutic areas.  A strong
combined base of sales, numerous agents at later stages of development
and enhanced operating efficiencies provides Astra/Zeneca with an 
opportunity to become a dominant entity in the pharmaceutical industry.
- ---------------------------------------------------------------------------------------   ------------      ------------     ----
M&T BANK CORPORATION                                                                            45,000        23,352,188     2.3
A bank holding company with $20 billion in assets headquartered in Buffalo, NY.
It has strong, opportunistic management with a high level of ownership
and a history of enhancing shareholder value.  High asset quality, excellent
expense control, share repurchases and adroit acquisitions help generate
above-average earnings growth.
- ---------------------------------------------------------------------------------------   ------------      ------------     ----
CISCO SYSTEMS, INC.                                                                            240,000        22,275,000     2.2
The worldwide leader in networking for the internet whose hardware and software
solutions are used to link computers and related networks which facilitate
access to information.  With beneficial solutions for their customers and strong
management, Cisco is positioned for continued above-average growth.
- ---------------------------------------------------------------------------------------   ------------      ------------     ----
BERKSHIRE HATHAWAY INC.                                                                            315        22,050,000     2.2
A holding company with substantial ownership interests in numerous high quality
businesses, including its world class insurance group which generates $11 billion
of annual premiums and has a AAA balance sheet.  These interests, combined with
superior investment management, produce above-average long-term returns.
- ---------------------------------------------------------------------------------------   ------------      ------------     ----
WASTE MANAGEMENT, INC.                                                                         460,000        21,447,500     2.1
A rapidly growing integrated, non-hazardous, solid waste management company
serving municipal, industrial and residential customers nationwide.
- ---------------------------------------------------------------------------------------   ------------      ------------     ----
DAIMLERCHRYSLER A.G.                                                                           221,000        21,229,813     2.1
Created by the 1998 merger of Daimler-Benz and Chrysler, the company manufactures
and markets automobiles, trucks and other vehicles worldwide and provides electronics,
telecommunications and financial services.
- ---------------------------------------------------------------------------------------   ------------      ------------    -----
                                                                                                            $346,936,826    34.1%
                                                                                                            ============    =====
</TABLE>
<PAGE>

8        STATEMENT OF INVESTMENTS: DECEMBER 31, 1998
- -------------------------------------------------------------------------------
         General American Investors

<TABLE>
<CAPTION>
COMMON                                                  SHARES OR         VALUE
STOCKS                                               PRINCIPAL AMOUNT   (NOTE 1a)
<S>                                                     <C>          <C>
COMMUNICATIONS AND INFORMATION SERVICES (5.0%)
Cox Communications, Inc. Class A + .................     260,000     $17,972,500
NTL Incorporated + .................................     337,000      19,019,437
Reuters Holdings plc-ADR ...........................      94,000       5,957,250
Wolters Kluwer NV-ADR ..............................      35,000       7,482,300
                                                                      ----------
                        (COST $15,454,179)                            50,431,487
                                                                      ----------
COMPUTER SOFTWARE AND SYSTEMS (3.6%)
Cisco Systems, Inc.+ ...............................     240,000      22,275,000
MetaCreations Corporation + ........................     300,000       1,612,500
Seagate Technology, Inc. + .........................     430,000      13,007,500
                                                                      ----------
                        (COST $13,689,573)                            36,895,000
                                                                      ----------


CONSUMER PRODUCTS AND SERVICES (9.1%)
Buffets, Inc.+ ....................................      773,500       9,233,656
DaimlerChrysler A.G. ..............................      221,000      21,229,813
FDX Corporation + .................................      100,000       8,918,750
Ford Motor Company ................................      500,000      29,343,750
PepsiCo, Inc. .....................................      200,000       8,175,000
Philip Morris Companies Inc. ......................      300,000      16,050,000
                                                                      ----------
                        (COST $49,193,225)                            92,950,969
                                                                      ----------
ELECTRONICS (1.0%)
Molex Incorporated Class A ........................      315,000      10,040,625
                                                                      ----------
                        (COST  $8,469,377)

ENVIRONMENT CONTROL 
  (INCLUDING SERVICES) (2.1%)
Waste Management, Inc. ............................      460,000      21,447,500
                                                                      ----------
                        (COST  $7,875,160)


FINANCE AND INSURANCE (18.2%)
American International Group, Inc. ................      135,000      13,044,375
AmerUs Life Holdings, Inc. Class A ................      387,500       8,670,312
Annaly Mortgage Management, Inc.  .................      550,000       4,537,500
Annuity and Life Re (Holdings), Ltd. ..............      475,000      12,825,000
Berkhire Hathaway Inc. Class A + ..................          315      22,050,000
CCB Financial Corp. ...............................      217,000      12,369,000
Crestar Financial Corp. ...........................      250,000      18,000,000
Everest Reinsurance Holdings, Inc. ................      320,000      12,460,000
First Midwest Bancorp, Inc. .......................      252,500       9,610,781
Golden West Financial Corporation .................      160,000      14,670,000
Huntington Bancshares Incorporated ................      175,000       5,260,937
M&T Bank Corporation ..............................       45,000      23,352,188
NAC Re Corporation ................................      166,000       7,791,625
ReliaStar Financial Corp. .........................      127,500       5,880,938
Transatlantic Holdings, Inc. ......................      200,000      15,112,500
                                                                     -----------
                        (COST $85,353,192)                           185,635,156
                                                                     -----------

HEALTH CARE  (10.6%)
     PHARMACEUTICALS (9.0%)
AB Astra Class A ..................................      482,500       9,847,825
AB Astra Class B ..................................      720,000      14,652,000
GelTex Pharmaceuticals, Inc.+ .....................      205,000       4,638,125
IDEC Pharmaceuticals Corporation + ................      425,000      19,975,000
Magainin Pharmaceuticals Inc.+ ....................      300,000         956,250
Pfizer Inc. .......................................      330,000      41,250,000
                                                                      ----------
                        (COST $27,508,098)                            91,319,200
                                                                      ----------

     MEDICAL INSTRUMENTS AND DEVICES (1.3%)
Medtronic, Inc. ..................................       180,000      13,370,625
                                                                     -----------
                        (COST $1,167,144)              

     HEALTH CARE SERVICES (0.3%)
BioReliance Corporation + ........................       317,000       2,536,000
Huntingdon Life Sciences Group plc-ADR + .........       624,500         780,625
                                                                     -----------
                       (COST  $8,335,304)                              3,316,625
                                                                     -----------
                       (COST $37,010,546)                            108,006,450
                                                                     -----------


</TABLE>
<PAGE>


9        STATEMENT OF INVESTMENTS: DECEMBER 31, 1998
- --------------------------------------------------------------------------------
         General American Investors

<TABLE>
COMMON                                               SHARES OR          VALUE
STOCKS (continued)                                 PRINCIPAL AMOUNT    (NOTE 1a)
<S>                                                   <C>         <C>
MACHINERY & EQUIPMENT (0.9%)
Deere & Company ..................................       150,000  $    4,931,250
Kennametal Inc. ..................................       175,000       3,718,750
                                                                      ----------
                        (COST  $7,802,776)                             8,650,000
                                                                      ----------                                        
MISCELLANEOUS (1.5%)
Other ............................................                    15,491,250
                                                                      ----------
                        (COST $12,240,395)

OIL & NATURAL GAS (INCLUDING SERVICES) (1.3%)
Repsol, S.A.-ADR .................................       250,000      13,656,250
                                                                      ----------
                         (COST $ 8,914,519)

RETAIL TRADE (14.4%)
Consolidated Stores Corporation + ................       275,000       5,551,563
The Home Depot, Inc. .............................     1,780,000     108,913,750
Wal-Mart Stores, Inc. ............................       400,000      32,575,000
                                                                     -----------
                        (COST $10,488,900)                           147,040,313
                                                                     -----------

SEMICONDUCTORS (1.8%)
DuPont Photomasks, Inc.+ .........................       100,000       4,243,750
Lam Research Corporation + .......................       476,000       8,478,750
Veeco Instruments Inc.+ ..........................       100,000       5,312,500
                                                                      ----------
                        (COST $15,902,940)                            18,035,000
                                                                      ----------
SPECIAL HOLDINGS  #+ (NOTE 6) (0.0%)
Sequoia Capital IV ................................       ++              79,200
Welsh, Carson, Anderson & Stowe III ...............       ++                 750
                                                                       ---------
                        (COST $ 1,255,531)                                79,950*
                                                                       ---------

TRANSPORTAION (1.8%)
AMR Corporation + .................................      300,000      17,812,500
                                                                      ----------
                        (COST $16,040,475)


TOTAL COMMON STOCKS (71.3%)  (COST $289,690,788)                     726,172,450
                                                                    ------------

CONVERTIBLE CORPORATE NOTE (1.1%)
- --------------------------------------------------------------------------------
MedImmune, Inc., 7% due 7/1/2003** ................   $2,300,000      11,643,750
                          
                        (COST $2,265,500)

SHORT-TERM SECURITIES AND OTHER ASSETS
- --------------------------------------------------------------------------------
Ford Motor Credit Company notes 
   due 1/5-1/28/99; 5.18%-5.50%                       $73,700,000     72,911,952
General Electric Capital Corp. notes
   due 1/11-1/21/99; 5.09%-5.31%                       71,000,000     70,253,146
General Motors Acceptance Corp. notes
   due 1/4-1/13/99; 5.17%-5.32%                        65,800,000     65,047,450
Sears Roebuck Acceptance Corp. notes
 due 1/19-1/25/99; 5.05%-5.40%                         72,700,000     71,885,498
                                                                   -------------
                       (COST $280,098,046)                           280,098,046

Cash, receivables, prepaid expenses and
        other assets, less liabilities                                 1,018,851
                                                                   -------------

TOTAL SHORT-TERM SECURITIES AND OTHER ASSETS, NET (27.6%)
                        (COST $281,116,897)                          281,116,897
                                                                  --------------
NET ASSETS              (COST $573,073,185)                       $1,018,933,097
                                                                  ==============

<FN>
+Non-income producing security.                                  * Fair value of each holding in the opinion of the Directors.
++ A limited partnership interest.                               **Security exempt from registration under Rule 144A of the
# Restricted security.                                             Securities Act of 1933.  This Security may be resold in 
                                                                   transactions exempt from registration, normally to qualified
                                                                   institutional buyers.
(see notes to financial statements)
</FN>
</TABLE>
<PAGE>

10       STATEMENT OF ASSETS AND LIABILITIES
- --------------------------------------------------------------------------------
         General American Investors

<TABLE>
<CAPTION>
                                                                  December 31,
                                                         ----------------------------
ASSETS                                                        1998           1997
- -------------------------------------------------------------------------------------
<S>                                                     <C>              <C>
INVESTMENTS, AT VALUE ( NOTE 1a )
  Common Stocks
   (cost $289,690,788 and $271,430,749, respectively)   $  726,172,450   $592,696,605
  Convertible corporate note
   (cost $2,265,500 and $3,940,000, respectively)           11,643,750      9,080,000
  Corporate discount notes
   (cost $280,098,046 and $97,665,722, respectively)       280,098,046     97,665,722
                                                         -------------   ------------
                                                         1,017,914,246    699,442,327


CASH, RECEIVABLES AND OTHER ASSETS
  Cash ..............................................           63,648        105,948
  Receivable for securities sold ....................          380,256      2,279,763
  Dividends, interest and other receivables .........        3,422,621      1,390,699
  Prepaid Expenses ..................................        4,002,793      3,505,933
  Other .............................................          597,461        729,507
                                                         -------------    -----------

TOTAL ASSETS ........................................    1,026,381,025    707,454,177
                                                         -------------    -----------

LIABILITIES
- -------------------------------------------------------------------------------------
   Payable for securities purchased .................        1,041,228         91,755
   Preferred dividend accrued but not yet declared ..          240,000             --
   Accrued expenses and other liabilities ...........        6,166,700      4,765,422
                                                          ------------   ------------

TOTAL LIABILITIES ...................................        7,447,928      4,857,177
                                                          ------------   ------------

NET ASSETS ..........................................   $1,018,933,097   $702,597,000
                                                        ==============   ============
NET ASSETS APPLICABLE TO PREFERRED STOCK AT 
  A LIQUIDATION VALUE OF $25 PER SHARE ..............     $150,000,000             --
                                                          ============   ============

NET ASSETS APPLICABLE TO COMMON STOCK ...............     $868,933,097   $702,597,000
                                                          ============   ============

NET ASSET VALUE PER COMMON SHARE ....................           $34.87         $29.15
                                                          ============   ============

NET ASSETS
- --------------------------------------------------------------------------------
   7.20% Tax-Advantaged Cumulative Preferred Stock,
      $1 par value (note 2)
      Authorized 10,000,000 shares; outstanding
      6,000,000 shares ..............................     $  6,000,000            --
   Common Stock, $1 par value (note 2)
      Authorized 30,000,000 shares; outstanding
      24,916,719 and 24,104,678 shares, respectively
      (exclusive of 36,000 and 43,300 shares,
      respectively, held in Treasury) ...............       24,916,719   $ 24,104,678
   Additional paid-in Capital (note 2) ..............      509,613,489    347,975,543
   Undistributed realized gain on 
      securities sold (note 2) ......................       33,430,631      4,464,264
   Distributions in excess of net income (note 2) ...         (647,654)      (353,341)
   Unallocated distributions on Preferred Stock .....         (240,000)            --
   Unrealized appreciation on investments (including
      aggregate gross unrealized appreciation of
      $460,462,209 and $346,906,567, respectively) ..      445,859,912    326,405,856
                                                          ------------   ------------

TOTAL NET ASSETS ....................................   $1,018,933,097   $702,597,000
                                                        ==============   ============

<FN>
(see notes to financial statements)
</FN>
</TABLE>
<PAGE>

11       STATEMENT OF OPERATIONS
- --------------------------------------------------------------------------------
         General American Investors
<TABLE>
<CAPTION>

                                                       YEAR ENDED DECEMBER 31,
INCOME                                                --------------------------
                                                       1998            1997
- --------------------------------------------------------------------------------
<S>                                                  <C>           <C>
   Dividends (net of foreign withholding taxes
     of $185,768 and $180,993, respectively) .....   $   7,552,080  $  6,348,110
   Interest ......................................      11,223,985     5,021,256
   Investment advisory fees (note 1c)                       58,426        93,123   
                                                       -----------    ----------
TOTAL INCOME .....................................      18,834,491    11,462,489
                                                       -----------    ----------

EXPENSES
- --------------------------------------------------------------------------------
   Investment research ...........................       3,738,547     3,031,066
   Administration and operations .................       2,146,732     1,943,409
   Office space and general ......................         621,478       617,391
   Transfer agent, custodian and registrar
     fees and expenses ...........................         218,043       194,445
   Directors' fees and expenses ..................         200,180       203,415
   Stockholders' meeting and reports .............         163,051       124,376
   Auditing and legal fees .......................         108,000       114,000
   Miscellaneous taxes (note 1b) .................          84,098        84,400
                                                         ---------     ---------
TOTAL EXPENSES ...................................       7,280,129     6,312,502
                                                         ---------     ---------
NET INVESTMENT INCOME ............................      11,554,362     5,149,987
                                                        ----------     ---------

REALIZED GAIN AND CHANGE IN UNREALIZED APPRECIATION ON INVESTMENTS (NOTES 1d AND 4)
- -----------------------------------------------------------------------------------
  Net realized gain on sales of securities
    (long-term) ..................................     109,379,689    66,640,521
  Net increase in unrealized appreciation ........     119,454,056    99,421,665
                                                      ------------   ------------

 NET GAIN ON INVESTMENTS .........................     228,833,745   166,062,186
                                                      ------------   ------------
INCREASE IN NET ASSETS
   RESULTING FROM OPERATIONS .....................    $240,388,107  $171,212,173 
                                                     =============  ============
</TABLE>

STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                       YEAR ENDED DECEMBER 31,                                       
                                                       -------------------------
OPERATIONS                                             1998               1997
- --------------------------------------------------------------------------------
<S>                                             <C>               <C>
   Net investment income .....................   $  11,554,362    $    5,149,987
   Net realized gain on sales of securities ..     109,379,689        66,640,521
   Net increase in unrealized appreciation ...     119,454,056        99,421,665
                                                 -------------     -------------
INCREASE IN NET ASSETS
   RESULTING FROM OPERATIONS .................     240,388,107       171,212,173
                                                 -------------     -------------

DISTRIBUTIONS TO PREFERRED STOCKHOLDERS
- --------------------------------------------------------------------------------
   From net income ...........................        (734,400)              --
   From long-term capital gain ...............      (4,785,600)              --
   Unallocated distributions on
     Preferred Stock .........................        (240,000)              --
                                                 -------------     -------------
DECREASE IN NET ASSETS FROM PREFERRED 
   DISTRIBUTIONS .............................      (5,760,000)              --
                                                 -------------     -------------

DISTRIBUTIONS TO COMMON STOCKHOLDERS
- --------------------------------------------------------------------------------
   From net income ...........................     (11,114,275)       (5,925,735)
   From long-term capital gain ...............     (75,627,722)      (72,383,436)
                                                 -------------     -------------
DECREASE IN NET ASSETS FROM COMMON
   DISTRIBUTIONS .............................     (86,741,997)      (78,309,171)
                                                 -------------     -------------

CAPITAL SHARE TRANSACTIONS
- --------------------------------------------------------------------------------

   Value of Common Shares issued in payment
     of dividends (note 2) ...................      51,184,992        49,404,107
   Cost of Common Shares purchased (note 2) ..     (27,310,005)      (37,306,802)
   Net proceeds from the issuance of Preferred
     Stock (note 2) ..........................     144,575,000               --
                                                 -------------     -------------
INCREASE IN NET ASSETS - CAPITAL TRANSACTIONS      168,449,987        12,097,305
                                                 -------------     -------------
NET INCREASE IN NET ASSETS ...................     316,336,097       105,000,307

NET ASSETS
- --------------------------------------------------------------------------------

BEGINNING OF YEAR ............................     702,597,000       597,596,693
                                                 -------------     -------------

END OF YEAR (including distributions in
   excess of net income of $647,654 and
   $353,341, respectively) ...................  $1,018,933,097     $ 702,597,000
                                                ==============     =============
<FN>
( see notes to financial statements )
</FN>
</TABLE>
<PAGE>

12     NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
       General American Investors

1. SIGNIFICANT ACCOUNTING POLICIES

General American Investors Company,  Inc. (the "Company"),  established in 1927,
is  registered  under  the  Investment  Company  Act of  1940  as a  closed-end,
diversified  management  investment  company.  It is  internally  managed by its
officers  under the  direction  of the Board of  Directors.  The Company is also
registered  under the Investment  Advisers Act of 1940 as an investment  adviser
but the Company's  notice of withdrawal  as a registered  investment  adviser is
expected to become  effective on January 19, 1999. The Company ceased  providing
investment advisory services to outside accounts on July 31, 1998.

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial  statements and accompanying notes.
Actual results could differ from those estimates.

a. SECURITY VALUATION Securities traded on securities exchanges or on the NASDAQ
National  Market System are valued at the last reported  sales price on the last
business day of the period.  Listed and NASDAQ securities for which no sales are
reported on that day and other securities traded in the over-the-counter  market
are valued at the last bid price on the valuation date. Corporate discount notes
are valued at amortized cost, which approximates market value.  Special holdings
are valued at fair value in the opinion of the Directors.  In  determining  fair
value,  in the  case of  restricted  shares,  consideration  is  given  to cost,
operating and other  financial data and, where  applicable,  subsequent  private
offerings  or market price of the  issuer's  unrestricted  shares (to which a 30
percent discount is applied); for limited partnership  interests,  fair value is
based upon an evaluation of the partnership's net assets.

b. FEDERAL INCOME TAXES The Company's  policy is to fulfill the  requirements of
the Internal  Revenue Code applicable to regulated  investment  companies and to
distribute substantially all taxable income to its stockholders. Accordingly, no
provision for Federal income taxes is required.

c. INVESTMENT ADVISORY FEES Income from fees (charged at the annual rate of 1/2%
of assets  under  management,  computed  quarterly)  was recorded as the related
advisory services were performed by the Company.

d.  OTHER  As  customary  in  the  investment   company   industry,   securities
transactions   are  recorded  as  of  the  trade  date.   Dividend   income  and
distributions to stockholders are recorded as of the ex-dividend dates.

2. CAPITAL STOCK AND DIVIDEND DISTRIBUTIONS

On June 19, 1998, the Company issued and sold 6,000,000 shares of its 7.20% Tax-
Advantaged Cumulative Preferred Stock. The stock has a liquidation preference of
$25.00 per share plus an amount equal to accumulated and unpaid dividends to the
date of redemption.

The Company is required to allocate  distributions  from long-term capital gains
and other  types of income  proportionately  among  holders  of shares of Common
Stock and  Preferred  Stock.  To the  extent  that  dividends  on the  shares of
Preferred  Stock are not paid from long-term  capital  gains,  they will be paid
from ordinary income or net short-term  capital gains or will represent a return
of capital.

Under the Investment Company Act of 1940, the Company is required to maintain an
asset coverage of at least 200% for the Preferred  Stock. In addition,  pursuant
to the Rating Agency  Guidelines,  the Company is required to maintain a certain
discounted  asset  coverage for its  portfolio  that equals or exceeds the Basic
Maintenance  Amount  under  the  guidelines  established  by  Moody's  Investors
Service,  Inc. The Company has met these  requirements since the issuance of the
Preferred Stock.

The holders of Preferred  Stock have voting  rights  equivalent  to those of the
holders of Common Stock (one vote per share) and, generally,  vote together with
the holders of Common Stock as a single class.

At all times, holders of Preferred Stock will elect two members of the Company's
Board of Directors and the holders of Preferred  and Common  Stock,  voting as a
single class,  will elect the remaining  directors.  If the Company fails to pay
dividends  on  the  Preferred  Stock  in an  amount  equal  to two  full  years'
dividends,  the  holders  of  Preferred  Stock  will  have the  right to elect a
majority of the  directors.  In  addition,  the  Investment  Company Act of 1940
requires that approval of the holders of a majority of any outstanding preferred
shares, voting separately as a class, would be required to (a) adopt any plan of
reorganization  that would adversely affect the Preferred Stock and (b) take any
action  requiring a vote of security  holders,  including,  among other  things,
changes in the Company's subclassification as a closed-end investment company or
changes in its fundamental investment policies.
 

Transactions in Common Stock during 1998 and 1997 were as follows:
<TABLE>
<CAPTION>
                                                                     SHARES                        AMOUNT
                                                             ------------------------    ------------------------------
                                                              1998          1997            1998           1997
                                                             ------------------------    ------------------------------
                <S>                                          <C>              <C>         <C>             <C>
                Shares issued in payment of dividends
                   (includes 950,800 and 1,981,626
                    shares issued from 
                    Treasury, respectively) .........        1,755,541        2,015,188   $  1,755,541    $ 2,015,188
                Increase in paid-in capital .........                                       49,429,451     47,388,919
                                                                                          ------------    -----------
                   Total increase ...................                                       51,184,992     49,404,107
                                                                                          ------------    -----------

                Shares purchased (at an average
                   discount from net asset value of
                   11.1% and 15.1%, respectively)....          943,500        1,589,200       (943,500)    (1,589,200)
                Decrease in paid-in capital .........                                      (26,366,505)   (35,717,602)
                                                                                          ------------    -----------
                   Total decrease ...................                                      (27,310,005)   (37,306,802)
                                                                                          ------------    -----------
                Net increase ........................                                      $23,874,987    $12,097,305
                                                                                          ============    ===========
</TABLE>
<PAGE>

13     NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
       General American Investors


2. CAPITAL STOCK AND DIVIDEND DISTRIBUTIONS 
     (Continued from bottom of previous page)

The cost of the 36,000  shares of Common Stock held in Treasury at December 31,
1998 amounted to $1,091,713.

On January  13,  1999,  the Board of  Directors  declared  on the  Common  Stock
a dividend of $33,670,906 from capital gains. This dividend is payable in Common
Stock, or in cash upon request, on March 10, 1999.

Dividends  in excess of net  income  for  financial  statement  purposes  result
primarily from transactions where tax treatment differs from book treatment.


3. OFFICERS' COMPENSATION AND RETIREMENT AND THRIFT PLANS

The  aggregate  compensation  paid by the  Company  during  1998 and 1997 to its
officers amounted to $3,070,000 and $2,437,000, respectively.

The Company has non-contributory retirement plans and a contributory thrift plan
which cover substantially all employees. The costs to the Company and the assets
and  liabilities  of the plans are not  material.  Costs of the plans are funded
currently.

4. PURCHASES AND SALES OF SECURITIES

Purchases and sales of securities (other than short-term securities) during 1998
were $225,712,753 and $318,506,904, respectively. At December 31, 1998, the cost
of  investments  for Federal  income tax  purposes  was the same as the cost for
financial reporting purposes.

5. GENERAL INFORMATION

Brokerage  commissions  during 1998 were  $459,033,  including  $84,154 paid to
Goldman, Sachs & Co.  The Chairman  Emeritus of the Company is a limited partner
of The Goldman Sachs Group,  L.P. which is an affiliate of Goldman, Sachs & Co.

6. RESTRICTED SECURITIES
<TABLE>
<CAPTION>
                                                                              DATE                     VALUE
                                                                            ACQUIRED      COST       (NOTE 1a)
                                                                            --------   -----------  -----------
                      <S>                                                   <C>        <C>          <C>
                      Sequoia Capital IV* ...............................   1/31/84    $1,003,144   $   79,200
                      Welsh, Carson, Anderson & Stowe III* ..............   3/10/83       252,387          750
                                                                                       ----------   ----------
                      Total .............................................              $1,255,531   $   79,950
                                                                                       ==========   ==========
<FN>
* The amounts  shown are net of  distributions  from these  limited  partnership
interests  which,  in the  aggregate,  amounted to  $4,689,667 and  $3,626,167,
respectively. The initial investment in each limited partnership was $2,000,000.

The Company also owns 5,262 shares of non-voting  common stock of  Multisystems,
Inc. which have no cost and are carried at no value.
</FN>
</TABLE>

7. OPERATING LEASE COMMITMENT

In July 1992, the Company  entered into an operating  lease agreement for office
space  which  expires in 2007 and  provides  for future  rental  payments in the
aggregate amount of approximately  $5.6 million.  The lease agreement contains a
clause  whereby the Company  received  twenty  months of free rent  beginning in
December  1992 and  escalation  clauses  relating  to  operating  costs and real
property taxes.

Rental expense approximated $320,000 for 1998.  Minimum rental commitments under
the operating lease are approximately  $403,000 per annum in 1999  through  2002
and $504,000 per annum in 2003 through 2007.

In March 1996, the Company  entered into a sublease  agreement  which expires in
2003 and provides for future rental receipts. Minimum rental receipts under the 
sublease are approximately $203,000 per annum in 1999 through  2002 and  $64,000
in 2003.  The Company will  also receive  its proportionate  share of  operating
expenses and real property taxes under the sublease.

Unaudited
- --------------------------------------------------------------------------------
In addition to purchases of the Company's Common Stock as set forth in Note 2 on
page 12, purchases of Common Stock may be made at such times, at such prices, in
such amounts and in such manner as the Board of Directors may deem advisable.
<PAGE>


14  FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
    General American Investors

                                    [CAPTION]

"The  following  table  shows  per  share  operating   performance  data,  total
investment  return,  ratios and supplemental data for each year in the five-year
period  ended  December  31,  1998.  This  information  has  been  derived  from
information  contained in the financial statements and market price data for the
Company's shares."

<TABLE>
                                                                         1998          1997         1996        1995         1994
                                                                       ---------    ---------   ---------    ---------    ---------
<S>                                                                   <C>          <C>         <C>          <C>          <C>
PER SHARE OPERATING PERFORMANCE
Net asset value, beginning of year .................................  $    29.15    $   25.24   $   23.94    $   22.31    $   24.75 
                                                                       ---------    ---------   ---------    ---------    ---------
   Net investment income ...........................................         .47          .21         .22          .08          .05 
   Net gain (loss) on securities - realized and unrealized .........        9.44         7.15        3.86         4.54         (.94)
                                                                       ---------    ---------   ---------    ---------    ---------
Total from investment operations ...................................        9.91         7.36        4.08         4.62         (.89)
                                                                       ---------    ---------   ---------    ---------    ---------

Less Distributions on:
 Common Stock:
   Dividends from investment income ................................        (.48)        (.26)*      (.20)       (.11)**      (.05)
   Distributions from capital gains ................................       (3.24)       (3.19)      (2.58)      (2.87)       (1.49)
   In excess of net income .........................................         --           --          --         (.01)        (.01)
                                                                       ---------    ---------   ---------    ---------    ---------
                                                                           (3.72)       (3.45)      (2.78)      (2.99)       (1.55)
 Preferred Stock:
   Dividends from investment income ................................        (.03)         --          --           --           -- 
   Distributions from capital gains ................................        (.20)         --          --           --           --
   Unallocated .....................................................        (.01)         --          --           --           -- 
                                                                       ---------    ---------   ---------    ---------    ---------
                                                                            (.24)         --          --           --           --

Total distributions ................................................       (3.96)       (3.45)      (2.78)      (2.99)       (1.55)
                                                                       ---------    ---------   ---------    ---------    ---------
Capital Stock Transaction - 
   effect of Preferred Stock offering ..............................        (.23)         --          --           --           --
                                                                       ---------    ---------   ---------    ---------    ---------

Net asset value, end of year .......................................  $    34.87    $   29.15   $   25.24   $    23.94   $    22.31
                                                                      ==========    =========   =========    =========    =========
Per share market value, end of year ................................  $    30.44    $   26.19   $   21.00   $    20.00   $    19.00
                                                                      ==========    =========   =========    =========    =========

TOTAL INVESTMENT RETURN - Stockholder Return, based on
market price per share                                                     31.31%       42.58%      19.48%       21.22%       -7.86%

RATIOS AND SUPPLEMENTAL DATA
Total net assets, end of year
   (000's omitted) .................................................  $1,018,933    $ 702,597   $ 597,597   $  573,693   $  519,722
Net assets attributable to Common Stock, 
   end of year (000's omitted) .....................................  $  868,933    $ 702,597   $ 597,597   $  573,693   $  519,722

Ratio of expenses to average net assets
   applicable to Common Stock ......................................        0.95%        0.98%       1.05%        1.25%        1.17%
Ratio of net income to average net assets
   applicable to Common Stock ......................................        1.50%        0.80%       0.88%        0.36%        0.21%
Portfolio turnover rate ............................................       34.42%       32.45%      33.40%       29.14%       17.69%

PREFERRED STOCK
Liquidation value, end of year
   (000's omitted) .................................................  $  150,000          --          --           --           --
Asset coverage .....................................................         679%         --          --           --           --
Liquidation preference per share ...................................      $25.00          --          --           --           --
Market value per share .............................................      $25.88          --          --           --           --
<FN>
*      Includes short-term capital gain in the amount of $.05 per share.

**     Includes short-term capital gain in the amount of $.03 per share.
</FN>
</TABLE>
<PAGE>

15       REPORT OF INDEPENDENT AUDITORS
- --------------------------------------------------------------------------------
         General American Investors

TO THE BOARD OF DIRECTORS AND STOCKHOLDERS OF 
GENERAL AMERICAN INVESTORS COMPANY, INC.

We have audited the accompanying statement of assets and liabilities,  including
the statement of investments,  of General American Investors Company, Inc. as of
December 31, 1998,  and the related  statements of operations and changes in net
assets  for each of the two  years  in the  period  then  ended,  and  financial
highlights for each of the five years in the period then ended.  These financial
statements  and financial  highlights  are the  responsibility  of the Company's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements and financial highlights based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our  procedures  included  confirmation  of securities  owned as of
December 31, 1998, by  correspondence  with the custodian and brokers.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above  present  fairly,  in all material  respects,  the  financial  position of
General American  Investors  Company,  Inc. at December 31, 1998, the results of
its  operations  and the  changes in its net assets for each of the two years in
the period then ended,  and the financial  highlights for each of the five years
in the period then ended,  in  conformity  with  generally  accepted  accounting
principles.

                                                               Ernst & Young LLP


                                                              New York, New York
                                                                January 15, 1999

OFFICERS
- --------------------------------------------------------------------------------
SPENCER DAVIDSON
President and Chief
Executive Officer

ANDREW V. VINDIGNI
Vice-President

EUGENE L. DeSTAEBLER, JR.
Vice-President, Administration

PETER P. DONNELLY
Vice-President and Trader

DIANE G. RADOSTI
Treasurer

CAROLE ANNE CLEMENTI
Secretary

SERVICE COMPANIES
- --------------------------------------------------------------------------------

COUNSEL
Sullivan & Cromwell

INDEPENDENT AUDITORS
Ernst & Young LLP

CUSTODIAN
Bankers Trust Company

TRANSFER AGENT AND REGISTRAR
ChaseMellon Shareholder Services, L.L.C.
Overpeck Centre
85 Challenger Road
Ridgefield Park, NJ  07660
1-800-413-5499
www.chasemellon.com

<PAGE>

16       DIRECTORS
- --------------------------------------------------------------------------------
         General American Investors

LAWRENCE B. BUTTENWIESER, CHAIRMAN
Rosenman & Colin LLP, Partner


ARTHUR G. ALTSCHUL, JR.
Diaz & Altschul Group, LLC, Co-Chairman
Delta Opportunity Fund, Ltd., Director
Medicis Pharmaceutical Corporation, Director
New York Council for the Humanities, Director

LEWIS B. CULLMAN
Cullman Ventures, Inc., President
Chess-in-the-Schools, Chairman, Board of Trustees
Metropolitan Museum of Art, Trustee
Museum of Modern Art, Vice Chairman, International
    Council and Honorary Trustee
The New York Botanical Garden, Member,
    Board of Managers

SPENCER DAVIDSON
General American Investors Company, Inc.,
    President and Chief Executive Officer
Medicis Pharmaceutical Corporation, Director
Neurosciences Research Foundation, Trustee

GERALD M. EDELMAN
Neurosciences Institute of the Neurosciences
    Research Foundation, Director and President
The Scripps Research Institute,
    Chairman, Department of Neurobiology
Becton, Dickinson and Company, Director

ANTHONY M. FRANK
Belvedere Capital Partners, Chairman
Financial Security Assurance Holdings Ltd., Director
The Charles Schwab Corporation, Director
Temple-Inland Inc., Director

JOHN D. GORDAN,III
Morgan, Lewis & Bockius LLP, Partner

BILL GREEN
ClientSoft, Inc., Director
Commercial Capital Corp., Director
Energy Answers Corporation, Director
New York City Campaign Finance Board, Member
New York City Housing
    Development Corporation, Member and Vice Chair

SIDNEY R. KNAFEL
SRK Management Company, Managing Partner
BioReliance Corporation, Chairman
Cellular Communications International, Inc., Director
CoreComm Incorporated, Director
NTL Incorporated, Director

RICHARD R. PIVIROTTO
CBS Inc., Director
General Theological Seminary, Trustee
The Gillette Company, Director
The Greenwich Bank and Trust Company, Director
Greenwich Hospital Corporation, Trustee
Immunomedics, Inc., Director
Infinity Broadcasting Corporation, Director
New York Life Insurance Company, Director
Princeton University, Charter Trustee Emeritus
Yale New Haven Health Systems, Trustee

JOSEPH T. STEWART, JR.
Johnson & Johnson, Executive Consultant
Foundation of the University of Medicine
    and Dentistry of New Jersey, Trustee
Liposome Co., Inc., Director
Marine Biological Laboratory, Member, Advisory Council

RAYMOND S. TROUBH
Becton, Dickinson and Company, Director
Diamond Offshore Drilling, Inc., Director
Foundation Health Systems, Inc., Director
Olsten Corporation, Director
Starwood Hotels & Resorts, Trustee
- --------------------------------------------------------

ARTHUR G. ALTSCHUL, CHAIRMAN EMERITUS
WILLIAM O. BAKER, DIRECTOR EMERITUS
WILLIAM T. GOLDEN, DIRECTOR EMERITUS
<PAGE>

General American Investors Company, Inc.
450 Lexington Avenue, New York, NY  10017
(212) 916-8400      (800) 436-8401


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