l:\secfiles\11_k\hac_94\t&s_plan.doc10
<PAGE>1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549-1004
FORM 11-K
X ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE
---
ACT OF 1934
For the fiscal year ended November 30, 1994
-----------------
OR
TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE
---
ACT OF 1934
For the transition period from to
--------------------- ---------------------
Commission file number 33-4663
-------
HUGHES AIRCRAFT COMPANY SALARIED EMPLOYEES'
THRIFT AND SAVINGS PLAN
HUGHES AIRCRAFT COMPANY CALIFORNIA HOURLY EMPLOYEES'
THRIFT AND SAVINGS PLAN
HUGHES AIRCRAFT COMPANY TUCSON BARGAINING EMPLOYEES'
THRIFT AND SAVINGS PLAN
HUGHES THRIFT AND SAVINGS PLAN
Hughes Aircraft Company
7200 Hughes Terrace
Los Angeles, California 90045
--------------------------------------
(Full titles and address of the plans)
General Motors Corporation
767 Fifth Avenue, New York, New York 10153-0075
3044 West Grand Blvd., Detroit, Michigan 48202-3091
---------------------------------------------------
(Name of issuer of the securities held pursuant to
the plans and the address of its
principal executive offices)
Registrant's telephone number, including area code (313) 556-5000
Notices and communications from the Securities
and Exchange Commission relative to this report
should be forwarded to:
James H. Humphrey
Chief Accounting Officer
General Motors Corporation
3044 West Grand Blvd.
Detroit, Michigan 48202-3091
- 1 -
<PAGE>2
FINANCIAL STATEMENTS AND EXHIBITS
---------------------------------
(a) FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULES
------------------------------------------------------
Hughes Aircraft Company Salaried Employees' Thrift and Savings Plan
("Salaried"), Hughes Aircraft Company California Hourly Employees' Thrift and
Savings Plan ("California Hourly"), Hughes Aircraft Company Tucson Bargaining
Employees' Thrift and Savings Plan ("Tucson Bargaining"), and Hughes Thrift
and Savings Plan ("Thrift and Savings") (collectively, the "Hughes Aircraft
Company Employees' Thrift and Savings Plans" or the "Plans").
Page No.
--------
Independent Auditors' Report............................... 7
Financial Statements:
--------------------
Statement of Net Assets Available for Benefits by Plan as of
November 30, 1994 and 1993................. 8
Statement of Changes in Net Assets Available for Benefits
by Plan for the years ended November 30, 1994 and 1993..... 9
Notes to Financial Statements................................ 10
Supplemental Schedules Omitted
------------------------------
Supplemental schedules are omitted because of the absence of conditions
under which they are required.
(b) EXHIBITS
--------
Exhibit 23 - Consent of Independent Auditors................. 17
- 2 -
<PAGE>3
SIGNATURE
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the Hughes Aircraft Company Salaried Employees' Thrift and Savings
Plan has duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
Hughes Aircraft Company
Salaried Employees' Thrift
and Savings Plan
--------------------------
(Name of Plan)
Date: May 24, 1995 By
s/T. G. Westerman
-----------------------
(T. G. Westerman,
Chairman, Administrative
Committee)
- 3 -
<PAGE>4
SIGNATURE (continued)
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the Hughes Aircraft Company California Hourly Employees' Thrift and
Savings Plan has duly caused this annual report to be signed on its behalf by
the undersigned hereunto duly authorized.
Hughes Aircraft Company
California Hourly Employees'
Thrift and Savings Plan
--------------------------
(Name of Plan)
Date: May 24, 1995 By
s/T. G. Westerman
------------------------
(T. G. Westerman,
Chairman, Administrative
Committee)
- 4 -
<PAGE>5
SIGNATURE (continued)
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the Hughes Aircraft Company Tucson Bargaining Employees' Thrift and
Savings Plan has duly caused this annual report to be signed on its behalf by
the undersigned hereunto duly authorized.
Hughes Aircraft Company
Tucson Bargaining Employees'
Thrift and Savings Plan
--------------------------
(Name of Plan)
Date: May 24, 1995 By
s/T. G. Westerman
------------------------
(T. G. Westerman,
Chairman, Administrative
Committee)
- 5 -
<PAGE>6
SIGNATURE (concluded)
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the Hughes Thrift and Savings Plan has duly caused this annual report
to be signed on its behalf by the undersigned hereunto duly authorized.
Hughes Thrift and Savings Plan
------------------------------
(Name of Plan)
Date: May 24, 1995 By
s/T. G. Westerman
------------------------
(T. G. Westerman,
Chairman, Administrative
Committee)
- 6 -
<PAGE>7
INDEPENDENT AUDITORS' REPORT
----------------------------
Hughes Aircraft Company Employees' Thrift and Savings Plans:
We have audited the accompanying statements of net assets available for
benefits of the Hughes Aircraft Company Salaried Employees' Thrift and Savings
Plan, the Hughes Aircraft Company California Hourly Employees' Thrift and
Savings Plan, the Hughes Aircraft Company Tucson Bargaining Employees' Thrift
and Savings Plan, and the Hughes Thrift and Savings Plan (the Plans) as of
November 30, 1994 and 1993 and the related statements of changes in net assets
available for benefits for the years then ended. These financial statements
are the responsibility of the Plans' management. Our responsibility is to
express an opinion on these financial statements 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 are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. 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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plans at November 30,
1994 and 1993 and the changes in net assets available for benefits for the
years then ended, in conformity with generally accepted accounting principles.
s/DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
Los Angeles, California
May 16, 1995
- 7 -
<PAGE>8
HUGHES AIRCRAFT COMPANY
EMPLOYEES' THRIFT AND SAVINGS PLANS
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS BY PLAN
NOVEMBER 30, 1994
THRIFT
CALIFORNIA TUCSON AND
SALARIED HOURLY BARGAINING SAVINGS TOTAL
---------- ---------- ---------- ------- ----------
(Dollars in Thousands)
INVESTMENT IN HUGHES
MASTER TRUST:
Equity Fund $1,107,914 $42,548 $13,314 $3,453 $1,167,229
Fixed Income Fund 1,006,664 56,085 15,206 2,339 1,080,294
Class H Common
Stock Fund 396,136 13,566 7,365 4,262 421,329
Balanced Fund 304,176 7,375 1,717 1,606 314,874
Loan Fund 114,306 9,162 4,101 483 128,052
---------- -------- ------- ------- ----------
TOTAL 2,929,196 128,736 41,703 12,143 3,111,778
CONTRIBUTIONS
RECEIVABLE:
Employee 11,672 674 273 184 12,803
Employer 4,028 458 191 55 4,732
---------- -------- ------- ------- ----------
NET ASSETS AVAILABLE
FOR BENEFITS $2,944,896 $129,868 $42,167 $12,382 $3,129,313
========== ======== ======= ======= ==========
NOVEMBER 30, 1993
INVESTMENT IN HUGHES
MASTER TRUST:
Equity Fund $1,099,781 $42,736 $11,710 $2,718 $1,156,945
Fixed Income Fund 1,013,101 56,584 14,166 1,816 1,085,667
Class H Common
Stock Fund 391,500 12,040 6,750 4,044 414,334
Balanced Fund 316,987 7,294 1,424 1,344 327,049
Loan Fund 119,397 9,321 3,867 237 132,822
---------- -------- ------- ------- ----------
TOTAL 2,940,766 127,975 37,917 10,159 3,116,817
CONTRIBUTIONS
RECEIVABLE:
Employee 14,704 1,220 451 204 16,579
Employer 4,922 814 327 69 6,132
---------- -------- ------- ------- ----------
NET ASSETS AVAILABLE
FOR BENEFITS $2,960,392 $130,009 $38,695 $10,432 $3,139,528
========== ======== ======= ======= ==========
See notes to financial statements.
- 8 -
<PAGE>9
HUGHES AIRCRAFT COMPANY
EMPLOYEES' THRIFT AND SAVINGS PLANS
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY PLAN
FOR THE YEAR ENDED NOVEMBER 30, 1994
THRIFT
CALIFORNIA TUCSON AND
SALARIED HOURLY BARGAINING SAVINGS TOTAL
---------- ---------- ---------- ------- ----------
(Dollars in Thousands)
INVESTMENT ACTIVITIES:
Net investment income from
the Master Trust $13,713 $1,911 $239 ($317) $15,546
---------- -------- ------- ------- ----------
OTHER ACTIVITIES INCREASE
(DECREASE):
Employee contributions 152,193 8,804 3,292 2,338 166,627
Employer contributions 52,238 5,953 2,299 826 61,316
Benefit payments (233,640) (16,809) (2,358) (897) (253,704)
---------- -------- ------- ------- ----------
INCREASE (DECREASE) (29,209) (2,052) 3,233 2,267 (25,761)
---------- -------- ------- ------- ----------
INCREASE (DECREASE) IN
NET ASSETS AVAILABLE
FOR BENEFITS (15,496) (141) 3,472 1,950 (10,215)
NET ASSETS AVAILABLE
FOR BENEFITS, BEGINNING
OF PERIOD 2,960,392 130,009 38,695 10,432 3,139,528
---------- -------- ------- ------- ----------
NET ASSETS AVAILABLE
FOR BENEFITS, END
OF PERIOD $2,944,896 $129,868 $42,167 $12,382 $3,129,313
========== ======== ======= ======= ==========
FOR THE YEAR ENDED NOVEMBER 30, 1993
INVESTMENT ACTIVITIES:
Net investment income from
the Master Trust $341,756 $11,631 $4,560 $1,949 $359,896
---------- -------- ------- ------- ----------
OTHER ACTIVITIES INCREASE
(DECREASE):
Employee contributions 171,721 12,450 2,786 2,623 189,580
Employer contributions 54,985 8,098 2,025 891 65,999
Benefit payments (198,366) (17,841) (2,281) (965) (219,453)
---------- -------- ------- ------- ----------
INCREASE 28,340 2,707 2,530 2,549 36,126
---------- -------- ------- ------- ----------
INCREASE IN NET ASSETS
AVAILABLE FOR
BENEFITS 370,096 14,338 7,090 4,498 396,022
NET ASSETS AVAILABLE
FOR BENEFITS, BEGINNING
OF PERIOD 2,590,296 115,671 31,605 5,934 2,743,506
---------- -------- ------- ------- ----------
NET ASSETS AVAILABLE
FOR BENEFITS, END
OF PERIOD $2,960,392 $130,009 $38,695 $10,432 $3,139,528
========== ======== ======= ======= ==========
See notes to financial statements.
- 9 -
<PAGE>10
HUGHES AIRCRAFT COMPANY
EMPLOYEES' THRIFT AND SAVINGS PLANS
NOTES TO FINANCIAL STATEMENTS
NOTE 1. GENERAL
The accompanying financial statements are comprised of the accounts of the
Hughes Aircraft Company (the Company or Hughes) Salaried Employees' Thrift and
Savings Plan (the Salaried Plan), the California Hourly Employees' Thrift and
Savings Plan (the California Hourly Plan), the Tucson Bargaining Employees'
Thrift and Savings Plan (the Tucson Bargaining Plan), and the Hughes Thrift
and Savings Plan (the Thrift and Savings Plan) (collectively, the Plans). The
Plans are administered by Administrative Committees whose members are
appointed by the Company. The Trustee of the Plans is Bankers Trust Company
(Bankers Trust). The Company is a wholly owned subsidiary of Hughes
Electronics Corporation (formerly GM Hughes Electronics Corporation), itself a
wholly owned subsidiary of General Motors Corporation. Effective March 29,
1995, the Plans' sponsor was changed from Hughes Aircraft Company to Hughes
Electronics Corporation. Additional Plan information is provided to the
participants by the Company in the form of Summary Annual Reports.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Plans participate in the Hughes Aircraft Company Savings Plan Master Trust
(the Master Trust). The Plans' investments in the Master Trust are presented
at estimated fair value, which has been determined based on the fair value of
the investments of the Master Trust.
The Plans' expenses are paid by either the Plans or Hughes, as provided by the
plan documents.
The Internal Revenue Service has ruled that the Plans are qualified under
Section 401 of the Internal Revenue Code (the Code) and are, therefore, not
subject to Federal income taxes under present income tax laws. Accordingly,
no provision for Federal income taxes has been made in the accompanying
financial statements. Contributions by participants made on a "pre-tax"
basis, the Company's matching contributions, and the earnings thereon are not
subject to Federal income taxes to the participants until distributed from the
Plans.
NOTE 3. PLAN PARTICIPATION
All employees of the Company and its domestic subsidiaries are eligible to
participate in the respective Plans after ninety days of continuous
employment. The Plans provide that eligible employees electing to become
participants may contribute amounts within specified ranges through payroll
deductions. The Company contributes to the Class H Common Stock Fund an
amount equal to 100% of the individual employee's contribution up to the first
3% of the employee's compensation, subject to certain limitations (except for
the Thrift and Savings Plan which requires a 50% contribution up to the first
6% of employee's compensation). For employees in the Tucson Bargaining Plan
and the California Hourly Plan, the Company will continue to match additional
employee contributions above 3% and up to 7% of qualifying compensation at the
75% level and this portion of the Company's matching contribution may be
allocated to the various funds at the discretion of the employee. Except for
the Thrift and Savings Plan, the Company match contributed to the Class H
Common Stock Fund cannot be transferred for two full plan years after the
contribution.
Participants in the Salaried Plan, the California Hourly Plan, and the Tucson
Bargaining Plan, are generally vested in the Company's contributions after two
full plan years and become fully vested after five years of service.
Participants in the Thrift and Savings Plan are vested in the Company's
contributions after five years of service. Forfeited Company contributions
are used to reduce future Company contributions to the Plans.
- 10 -
<PAGE>11
HUGHES AIRCRAFT COMPANY
EMPLOYEES' THRIFT AND SAVINGS PLANS
The Company reserves the right to terminate the Plans at anytime. Upon such
termination, the participants' rights to the Company's contributions vest
immediately and the account balances are to be fully paid to the participants.
NOTE 4. PARTICIPANT LOANS
Effective during fiscal year 1994, all plans allow participants to borrow from
their vested account balances, subject to certain limitations. The loans bear
interest at the Bank of America, N.T. & S.A. prime rate plus 1% (which is
fixed at the inception of the loan) and maturities may not exceed four years.
The loans (which are accounted for in the Loan Fund) are deducted from the
participants' vested account balances based on their investment elections with
respect to the funds described in Note 6. Loan repayments are credited to the
participants' accounts in the same manner.
NOTE 5. BENEFITS TO WITHDRAWING PARTICIPANTS
Net assets available for benefits include the following amounts which will be
paid to participants who are withdrawing from the Plans:
Plan 1994 1993
------------------------ ------- -------
(Dollars in Thousands)
Salaried $49,983 $44,397
California Hourly 2,087 1,448
Tucson Bargaining 1,236 493
Thrift and Savings 97 42
------- -------
Total $53,403 $46,380
======= =======
NOTE 6. INFORMATION CONCERNING THE MASTER TRUST
The Master Trust was created pursuant to a trust agreement between Hughes and
Bankers Trust, as trustee of the funds, to permit the commingling of trust
assets of the Plans and certain other employee benefit plans of the Company,
for investment and administrative purposes. Each participating employee
benefit plan has an interest in the net assets of the Master Trust and changes
therein. Investments of the Master Trust are managed by independent
investment advisors, with the exception of one account in the Fixed Income
Fund managed directly by a subsidiary of the Company (with asset values at
November 30, 1994 and 1993 of approximately $738,613,000 and $761,356,000,
respectively). Investment management fees paid by the Plans to the subsidiary
for the account it manages were as follows:
Plan 1994 1993
---------------------------------- ---- ----
(Dollars in Thousands)
Salaried $436 $456
California Hourly 24 25
Tucson Bargaining 7 7
Thrift and Savings 1 1
---- ----
Total investment management fees $468 $489
==== ====
The Master Trust is composed of five funds: the Equity Fund, which invests
primarily in equity securities; the Fixed Income Fund, which invests in
certificates of deposit, short-term corporate debt and government securities,
and contracts with insurance companies providing a guarantee of principal
(backed by assets of the insurance company) and a specified rate of interest;
the Balanced Fund, consisting primarily of investments in Equity and Debt
- 11 -
<PAGE>12
HUGHES AIRCRAFT COMPANY
EMPLOYEES' THRIFT AND SAVINGS PLANS
Index Funds managed by Mellon Capital; the Class H Common Stock Fund, which
invests in or holds shares of GM Class H Common Stock; and the Loan Fund,
representing outstanding loans from employees who are participants in the
Plans. The Plans' participation in the Master Trust is based upon the
participant units and fund values (described below) of the employees in the
Plans. The investment return of the Master Trust is allocated to the
participating plans on the relative proportion of each plan's net assets
available for benefits in each fund.
Significant Accounting Policies
-------------------------------
Short-term investment funds and certificates of deposit are stated at cost,
which approximates fair value. Investments in contracts with insurance
companies are carried at contract value, which approximates fair value.
Securities, except short-term fixed income obligations (obligations having
maturities of less than one year), are stated at fair value based upon closing
sales prices reported on recognized securities exchanges on the last business
day of the period or, for listed securities having no sales reported and for
unlisted securities, upon last-reported bid prices on that date. Short-term
fixed income obligations are stated at amortized cost, which approximates fair
value. Purchases and sales of securities are recorded on a trade date basis.
Dividends declared but not received are accrued on the ex-dividend date.
Interest income is recognized on the accrual basis.
Participants may elect to have their contributions invested in proportionate
shares of each such fund. The assets of the Trust are held by Bankers Trust.
Participant Units and Fund Values
---------------------------------
The value of a participant's interest in the Equity Fund, the Fixed Income
Fund, and the Balanced Fund is determined according to the participant's units
of ownership in the fund. The value of a participant's interest in the Class
H Common Stock Fund is determined according to participant shares of such
stock. Unit and share values are determined on a monthly basis and vary
depending on the net asset values of the respective funds. The value of a
participant's interest in the Loan Fund is determined according to the net
amount of borrowings outstanding for the participant.
The following schedules summarize the assets, investment income, and
participant unit data of the Master Trust.
- 12 -
<PAGE>13
<TABLE>
HUGHES AIRCRAFT COMPANY
EMPLOYEES' THRIFT AND SAVINGS PLANS
a) ASSETS OF THE MASTER TRUST
NOVEMBER 30, 1994
<CAPTION>
FIXED CLASS H
EQUITY INCOME COMMON BALANCED LOAN
FUND FUND STOCK FUND FUND TOTAL
-------- ---------- ------- -------- -------- ----------
(Dollars in Thousands)
<S> <C> <C> <C> <C> <C> <C>
INVESTMENTS:
Short-term
investment funds $123,502 $294,174 $3,976 $3,811 $ - $425,463
Certificates
of deposit - 42,986 - - - 42,986
Short-term United
States Government
obligations 3,000 29,014 - - - 32,014
Long-term United
States Government
obligations 1,455 - - - - 1,455
Short-term corporate
obligations - 597,685 - - - 597,685
Long-term corporate
obligations 11,936 - - - - 11,936
Common stock 684,286 11,680 - - - 695,966
Common Stock-
GM Class H - - 411,925 - - 411,925
Pooled investments 333,203 - - 312,978 - 646,181
Preferred stock 5,150 - - - - 5,150
Insurance contracts - 96,097 - - - 96,097
Loan receivable
from participants - - - - 130,868 130,868
---------- ---------- -------- -------- -------- ----------
Total
investments 1,162,532 1,071,636 415,901 316,789 130,868 3,097,726
Dividends and
interest receivable 2,137 7,435 2,470 33 - 12,075
Receivable for
securities sold 6,504 - - - - 6,504
Interfund accounts 678 1,891 1,059 (893) (2,735) -
Payable for securi-
ties purchased (2,874) - - (1,238) - (4,112)
Other 5,516 3,815 6,931 2,696 - 18,958
---------- ---------- -------- -------- ------- ----------
NET ASSETS OF THE
MASTER TRUST $1,174,493 $1,084,777 $426,361 $317,387 $128,133 $3,131,151
========== ========== ======== ======== ======== ==========
NET ASSETS OF THE
MASTER TRUST
BY PLAN:
Salaried $1,113,565 $1,009,733 $401,037 $306,255 $114,306 $2,944,896
California Hourly 42,891 56,790 13,633 7,392 9,162 129,868
Tucson Bargaining 13,524 15,517 7,327 1,698 4,101 42,167
Thrift and Savings 3,507 2,373 4,363 1,655 483 12,381
Other 1,006 364 1 387 81 1,839
---------- ---------- -------- -------- -------- ----------
TOTAL $1,174,493 $1,084,777 $426,361 $317,387 $128,133 $3,131,151
========== ========== ======== ======== ======== ==========
</TABLE>
- 13 -
<PAGE>14
<TABLE>
HUGHES AIRCRAFT COMPANY
EMPLOYEES' THRIFT AND SAVINGS PLANS
a) ASSETS OF THE MASTER TRUST
NOVEMBER 30, 1993
<CAPTION>
FIXED CLASS H
EQUITY INCOME COMMON BALANCED LOAN
FUND FUND STOCK FUND FUND TOTAL
-------- ---------- ------- -------- -------- ----------
(Dollars in Thousands)
<S> <C> <C> <C> <C> <C> <C>
INVESTMENTS:
Short-term
investment funds $63,288 $148,257 $6,857 $33,252 $- $251,654
Certificates
of deposit 3,608 154,804 - - - 158,412
Short-term United
States Government
obligations - 45,907 - 1,152 - 47,059
Short-term corporate
obligations - 591,544 - - - 591,544
Long-term corporate
obligations 1,392 - - - - 1,392
Common stock 760,327 - - - - 760,327
Common Stock-
GM Class H - - 401,747 - - 401,747
Pooled investments 321,007 - - 289,950 - 610,957
Preferred stock 1,787 - - - - 1,787
State and municipal
securities - 33,000 - - - 33,000
Insurance contracts - 111,348 - - - 111,348
Loan receivable
from participants - - - - 129,355 129,355
Other investments 890 - - - - 890
---------- ---------- -------- -------- -------- ----------
Total
investments 1,152,299 1,084,860 408,604 324,354 129,355 3,099,472
Dividends and
interest receivable 1,785 7,701 1,936 48 - 11,470
Receivable for
securities sold 8,886 - - - - 8,886
Interfund accounts 2,716 (6,677) (641) 2,876 1,726 -
Payable for securi-
ties purchased (8,090) - - (4,704) - (12,794)
Other (330) (26) 4,435 4,577 1,746 10,402
-------- ---------- -------- -------- -------- ----------
NET ASSETS OF THE
MASTER TRUST $1,157,266 $1,085,858 $414,334 $327,151 $132,827 $3,117,436
========== ========== ======== ======== ======== ==========
NET ASSETS OF THE
MASTER TRUST
BY PLAN:
Salaried $1,099,781 $1,013,101 $391,500 $316,987 $119,397 $2,940,766
California Hourly 42,736 56,584 12,040 7,294 9,321 127,975
Tucson Bargaining 11,710 14,166 6,750 1,424 3,867 37,917
Thrift and Savings 2,718 1,816 4,044 1,344 237 10,159
Other 321 191 - 102 5 619
-------- ---------- -------- -------- -------- ----------
TOTAL $1,157,266 $1,085,858 $414,334 $327,151 $132,827 $3,117,436
========== ========== ======== ======== ======== ==========
</TABLE>
- 14 -
<PAGE>15
<TABLE>
HUGHES AIRCRAFT COMPANY
EMPLOYEES' THRIFT AND SAVINGS PLANS
b) MASTER TRUST INVESTMENT INCOME
FOR THE YEAR ENDED NOVEMBER 30, 1994
<CAPTION>
FIXED CLASS H
EQUITY INCOME COMMON BALANCED LOAN
FUND FUND STOCK FUND FUND TOTAL
-------- -------- ------- -------- ------ ---------
(Dollars in Thousands)
<S> <C> <C> <C> <C> <C> <C>
INVESTMENT INCOME AND
EXPENSES:
Interest and other
income $31,901 $56,544 $321 $22,456 $8,540 $119,762
Dividends 12,776 - 9,297 - - 22,073
Net change in
fair value
of investments (29,254) (11,015) (49,562) (29,481) - (119,312)
Investment management
and trustee fees (3,345) (1,539) (280) (1,808) - (6,972)
-------- ------- -------- ------- ------ --------
NET INVESTMENT INCOME $12,078 $43,990($40,224) ($8,833) $8,540 $15,551
======== ======= ======== ======= ====== ========
FOR THE YEAR ENDED NOVEMBER 30, 1993
<S> <C> <C> <C> <C> <C> <C>
INVESTMENT INCOME AND
EXPENSES:
Interest and other
income $33,350 $53,046 $205 $21,311 $8,612 $116,524
Dividends 12,390 - 7,106 - - 19,496
Net change in
fair value
of investments 73,281 (10,320) 150,575 16,503 - 230,039
Investment management
and trustee fees (3,045) (1,401) (164) (1,546) - (6,156)
-------- ------- -------- ------- ------ --------
NET INVESTMENT INCOME $115,976 $41,325 $157,722 $36,268 $8,612 $359,903
======== ======= ======== ======= ====== ========
</TABLE>
- 15 -
<PAGE>16
HUGHES AIRCRAFT COMPANY
EMPLOYEES' THRIFT AND SAVINGS PLANS
c)PARTICIPANT UNIT DATA
FOR THE YEAR ENDED NOVEMBER 30, 1994
FIXED CLASS H
EQUITY INCOME COMMON BALANCED
FUND FUND STOCK FUND
-------- -------- ------- --------
(Units in Thousands)
Quarter ending February 28
Number of units outstanding 124,702 200,377 11,217 44,196
Net asset value per unit $9.569 $5.272 $37.345 $7.529
Quarter Ending May 31
Number of units outstanding 125,321 199,153 11,612 44,651
Net asset value per unit $9.267 $5.320 $35.435 $7.286
Quarter Ending August 31
Number of units outstanding 126,784 197,253 12,055 44,308
Net asset value per unit $9.580 $5.379 $36.383 $7.528
Quarter Ending November 30
Number of units outstanding 126,364 198,375 12,457 43,506
Net asset value per unit $9.256 $5.444 $33.560 $7.276
FOR THE YEAR ENDED NOVEMBER 30, 1993
Quarter ending February 28
Number of units outstanding 125,387 220,832 9,504 38,490
Net asset value per unit $8.350 $5.085 $25.316 $6.952
Quarter Ending May 31
Number of units outstanding 126,182 216,683 10,097 40,317
Net asset value per unit $8.716 $5.131 $28.506 $7.066
Quarter Ending August 31
Number of units outstanding 125,795 213,582 10,588 41,895
Net asset value per unit $9.067 $5.179 $34.196 $7.493
Quarter Ending November 30
Number of units outstanding 125,403 205,053 11,009 43,511
Net asset value per unit $9.163 $5.224 $37.673 $7.477
- 16 -
L:\secfiles\11-k\hac-94\exhib23.doc1
<PAGE>1
EXHIBIT 23
CONSENT OF INDEPENDENT AUDITORS
GENERAL MOTORS CORPORATION:
We hereby consent to the incorporation by reference in Registration Statement
No. 33-32322 on Form S-8 of our report dated May 16, 1995 appearing in this
Annual Report on Form 11-K of the Hughes Aircraft Company Salaried Employees'
Thrift and Savings Plan, the Hughes Aircraft Company California Hourly
Employees' Thrift and Savings Plan, the Hughes Aircraft Company Tucson
Bargaining Employees' Thrift and Savings Plan, and the Hughes Thrift and
Savings Plan for the year ended November 30, 1994.
s/DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
Los Angeles, California
May 24, 1995
- 17 -
