UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 10)
GENERAL MOTORS CORPORATION
(Name of Issuer)
Class H Common Stock, par value $0.10 per share
(Title of Class of Securities)
370442 50 1
(CUSIP Number)
Joan S. Leonard, Esq., Vice President, General Counsel and Secretary
Howard Hughes Medical Institute
4000 Jones Bridge Road, Chevy Chase, MD 20815
Tel. No. (301) 215-8841
(Name, Address and Telephon Number of
Person Authorized to Receive Notices
and Communications)
October 12, 1994
(Date of Event which Requires Filing of
this Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this statement because of Rule 13d-1(b)(3) or (4), check the
following box __.
Check the following box if a fee is being paid with the statement __. (A
fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent
of the class of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership of five percent
or less of such class.) (See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies
are to be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).
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SCHEDULE 13D
CUSIP No. 370442 501 Page 2 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Howard Hughes Medical Institute 59-0735717
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)__
(b)__
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 7 SOLE VOTING POWER
SHARES 20,050,600
BENEFICIALLY
OWNED BY EACH 8 SHARED VOTING POWER
REPORTING 0
PERSON
WITH 9 SOLE DISPOSITIVE POWER
21,038,300
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,050,600
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
Not Applicable
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.8%
14 TYPE OF REPORTING PERSON
CO
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Page 3 of 7
Item 1. Security and Issuer.
Unchanged.
Item 2. Identity and Background.
Unchanged, except that Exhibit A is deleted in its
entirety and is replaced by Exhibit A to this Statement, which
sets forth the name, business address, and present principal
occupation or employment (and the name, principal business, and
address of any corporation or other organization in which such
employment is conducted) of each of the trustees and executive
officers of Howard Hughes Medical Institute ("HHMI").
Item 3. Source and Amount of Funds or Other Consideration.
Unchanged.
Item 4. Purpose of Transaction.
Unchanged, except as follows (capitalized terms used in
this Amendment No. 9 to Schedule 13D and not defined herein have
the meaning assigned to them in the Schedule 13D and amendments
thereto previously filed by the Institute with respect to its
holdings of Class H Stock, in the Class H Stock Agreement, as
amended, or in the 1992 Agreement):
Since the filing of Amendment No. 9 to Schedule 13D,
the Institute has disposed of 987,700 Core Shares and now holds
5,050,600 Core Shares as part of its core investment portfolio
and makes decisions from time to time with respect to the
retention or disposition thereof in the same manner as it deals
with other securities in its portfolio.
Item 5. Interest in Securities of the Issuer.
(a) HHMI owns beneficially 20,050,600 shares of
Class H Stock, or approximately 21.7% of the 92,268,354 shares of
Class H Stock reported to be outstanding on the cover page of
GM's most recent quarterly report for the quarter ended June 30,
1994. To the best of HHMI's knowledge, none of the other persons
named or referred to in the response to Item 2 hereof
beneficially owns any shares of Class H Stock.
(b) Unchanged.
(c) Within the last 60 days, no transactions in shares
of Class H Stock were effected by HHMI or, to the best of HHMI's
knowledge, by any of the persons named or referred to in response
to Item 2 hereof, except the following open market sales on the
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Page 4 of 7
New York Stock Exchange of Core Shares by HHMI:
Date Number of Price Per
Shares Share
August 29, 1994 5,000 $37.50
August 30, 1994 46,000 37.50
September 1, 1994 57,500 37.50
September 19, 1994 36,900 37.70
September 22, 1994 100,000 37.50
September 30, 1994 20,000 37.69
October 11, 1994 57,000 37.52
October 12, 1994 105,000 37.51
(d) and (e) Unchanged.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
Unchanged.
Item 7. Material to be Filed as Exhibits.
The following Exhibit is filed with this Amendment
No. 9:
Trustees and Executive Officers of HHMI (Exhibit A)
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Page 5 of 7
SIGNATURE
After reasonable inquiry, and to be best of my
knowledge and belief, I certify that the information set forth in
this statement is true, complete and correct.
Dated: October 13, 1994
HOWARD HUGHES MEDICAL INSTITUTE
By:Joan S. Leonard
Joan S. Leonard, Esq.
Vice President, General Counsel
and Secretary
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Page 6 of 7
EXHIBIT A
TRUSTEES OF HOWARD HUGHES MEDICAL INSTITUTE
Irving S. Shapiro, Esq., Chairman William R. Lummis, Esq.
Of Counsel Chairman of the Board of Directors
Skadden, Arps, Slate, Meagher & Flom SUMMA Corporation
P.O. Box 636 Suite 4525
One Rodney Square 4200 Texas Commerce Tower
Wilmington, DE 19801 600 Travis
Houston, TX 77002
George W. Thorn, M.D. Mr. James D. Wolfensohn
Chairman Emeritus President
Howard Hughes Medical Institute James D. Wolfensohn, Inc.
Children's Hospital 599 Lexington Avenue, 40th Floor
Enders Building, Room 650 New York, NY 10022
320 Longwood Avenue
Boston, MA 02115
Alexander G. Bearn, M.D.
Adjunct Professor
The Rockefeller University
1230 York Avenue
New York, NY 10021
Mrs. Helen K. Copley
Chairman and Chief Executive Officer
Copley Newspapers
7776 Ivanhoe Avenue
La Jolla, California 92037
Mr. Frank W. Gay
#9 Kingwood Villas Court
Kingwood, TX 77339
James H. Gilliam, Jr., Esq.
Executive Vice President
Beneficial Corporation
P.O. Box 911
One Christina Centre
301 North Walnut Street
Wilmington, DE 19801
Hanna H. Gray, Ph.D.
President Emeritus and Professor of
the Department of History and the
College
The University of Chicago
1126 East 59th Street
Chicago, IL 60637
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Page 7 of 7
EXHIBIT A
OFFICERS OF HOWARD HUGHES MEDICAL INSTITUTE
Purnell W. Choppin, M.D. Mark W. Smith
President Controller
Howard Hughes Medical Institute Howard Hughes Medical Institute
4000 Jones Bridge Road 4000 Jones Bridge Road
Chevy Chase, MD 20815 Chevy Chase, MD 20815
W. Maxwell Cowan, M.D., Ph.D. Edward J. Palmerino
Vice President and Chief Scientific Assistant Controller
Officer Howard Hughes Medical Institute
Howard Hughes Medical Institute 4000 Jones Bridge Road
4000 Jones Bridge Road Chevy Chase, MD 20815
Chevy Chase, MD 20815
Joan S. Leonard, Esq.
Vice President, General Counsel and
Secretary
Howard Hughes Medical Institute
4000 Jones Bridge Road
Chevy Chase, MD 20815
Joseph G. Perpich, M.D., J.D.
Vice President for Grants and Special
Programs
Howard Hughes Medical Institute
4000 Jones Bridge Road
Chevy Chase, MD 20815
Jon C. Strauss, Ph.D.
Vice President and Chief Financial
Officer and Treasurer
Howard Hughes Medical Institute
4000 Jones Bridge Road
Chevy Chase, MD 20815
Carter F. Wolfe
Vice President and Chief Investment
Officer
Howard Hughes Medical Institute
4000 Jones Bridge Road
Chevy Chase, MD 20815
Craig A. Alexander, Esq.
Assistant Secretary
Howard Hughes Medical Institute
4000 Jones Bridge Road
Chevy Chase, MD 20815
