L:\secfiles\11-K\1995\gmac_95\sip1.doc 3
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 December 31, 1995
-----------------
OR
TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES
EXCHANGE
- ---
ACT OF 1934
For the transition period from
to
---------------------
- ---------------------
Commission file number 33-10665
--------
THE GMAC MORTGAGE CORPORATION
SAVINGS INCENTIVE PLAN
-----------------------------------
(Full title of the plan)
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 plan 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>
FINANCIAL STATEMENTS AND EXHIBIT
- --------------------------------
(a) FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
-----------------------------------------------
Page
No.
- --------
The GMAC Mortgage Corporation Savings Incentive Plan:
Independent Auditors' Report ............................
3
Statements of Net Assets Available for Benefits,
December 31, 1995 and 1994 ............................
4
Statements of Changes in Net Assets Available for
Benefits for the Years Ended December 31, 1995
and 1994 ..............................................
8
Notes to Financial Statements ...........................
12
Supplemental Schedules:
Item 27a-Schedule of Assets Held for Investment
Purposes, December 31, 1995..........................
18
Item 27d-Schedule of Reportable Transactions for the
Year Ended December 31, 1995.........................
19
Supplemental schedules not listed above are omitted
because of the absence of the conditions under which
they are required.
(b) EXHIBIT
-------
Exhibit 23 - Consent of Independent Auditors ................
20
SIGNATURE
The Plan. Pursuant to the requirements of the Securities
Exchange Act of 1934, the Administrative Committee has duly
caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
THE GMAC MORTGAGE
CORPORATION
SAVINGS INCENTIVE PLAN
- -----------------------------
(Name of Plan)
Date June 27, 1996 By
-------------
/s/Dennis W. Sheehan
- -----------------------------
(Dennis W. Sheehan,
Executive Vice President
and
Chief Financial Officer,
GMAC Mortgage Group)
- 2 -
<PAGE>
INDEPENDENT AUDITORS' REPORT
- ----------------------------
The GMAC Mortgage Corporation Savings Incentive Plan:
We have audited the accompanying statements of net assets
available for benefits of The GMAC Mortgage Corporation Savings
Incentive Plan (the "Plan") at December 31, 1995 and 1994, 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 Plan's 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 audits 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
Plan at December 31, 1995 and 1994, and the changes in net assets
available for benefits for the years then ended in conformity
with generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion
on the basic financial statements taken as a whole. The
supplemental information by Fund is presented for the purpose of
additional analysis of the basic financial statements rather than
to present information regarding the net assets available for
benefits of the individual Funds and is not a required part of
the basic financial statements. The accompanying supplemental
schedules of (1) assets held for investment purposes at December
31, 1995 and (2) reportable transactions for the year ended
December 31, 1995 are presented for the purpose of complying with
the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of
1974 and are not a required part of the basic financial
statements. The supplemental information by Fund and the
supplemental schedules are the responsibility of the Plan's
management. Such supplemental information by Fund and
supplemental schedules have been subjected to the auditing
procedures applied in the audits of the basic financial
statements and, in our opinion, are fairly stated in all material
respects when considered in relation to the basic 1995 financial
statements taken as a whole.
/s/DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
Detroit, Michigan
June 6, 1996
- 3 -
<PAGE>
L:\secfiles\11-K\1995gmac_95\sip1.doc 19
<TABLE>
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, DECEMBER 31, 1995
<CAPTION>
SUPPLEMENTAL INFORMATION
-----------------------------------------------------------------
FIDELITY FIDELITY FIDELITY
MANAGED GROWTH & FIDELITY ASSET FIDELITY
INCOME INCOME OVERSEAS MANAGER MAGELLAN
TOTAL FUND FUND FUND FUND FUND
----------- ----------- ---------- --------- ---------- ---------
<S> <C> <C> <C> <C> <C> <C>
Investments (Notes 2 and 7):
Managed Income Fund $18,449,303 $18,449,303$ - $ - $ - $ -
Growth & Income Fund 11,407,611 -11,407,611 - - -
Overseas Fund 280,701 - - 280,701 - -
Asset Manager Fund 5,344,494 - - - 5,344,494 -
Magellan Fund 5,762,517 - - - - 5,762,517
Retirement Government Money
Market Fund 1,530,341 - - - - -
Contrafund 2,839,132 - - - - -
Ginnie Mae Fund 401,119 - - - - -
CoreStates Financial Corp.
Common Stock 989,983 - - - - -
General Motors Unitized Stock Fund14,700,031 - - - - -
Loans Receivable (Note 8) 2,329,547 - - - - -
---------- -------------------- ---------- ---------- ----------
TOTAL INVESTMENTS 64,034,779 18,449,30311,407,611 280,701 5,344,494 5,762,517
Dividends Receivable 10,978 - - - - -
---------- -------------------- ---------- ---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS$64,045,757 $18,449,303$11,407,611 $280,701 $5,344,494 $5,762,517
========== ==================== ========== ========== =========
See Notes to Financial Statements.
</TABLE>
- 4 -
<TABLE>
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, DECEMBER 31, 1995 - Concluded
<CAPTION>
SUPPLEMENTAL INFORMATION
- ---------------------------------------------------------------------- --------
FIDELITY
RETIREMENT
GOVERNMENT CORESTATES GENERAL MOTORS
MONEY FIDELITY FINANCIAL UNITIZED
MARKET FIDELITY GINNIE MAE CORP. STOCK LOAN
FUND CONTRAFUND FUND COMMON STOCK FUND FUND
----------- ----------- ---------- ------------ ------------- --
- ----
<S> <C> <C> <C> <C> <C> <C>
Investments (Notes 2 and 7):
Managed Income Fund $ - $ - $ - $ - $ - $ -
Growth & Income Fund - - - - - -
Overseas Fund - - - - - -
Asset Manager Fund - - - - - -
Magellan Fund - - - - - -
Retirement Government Money
Market Fund 1,530,341 - - - - -
Contrafund - 2,839,132 - - - -
Ginnie Mae Fund - - 401,119 - - -
CoreStates Financial Corp.
Common Stock - - - 989,983 - -
General Motors Unitized Stock
Fund - - - - 14,700,031 -
Loans Receivable (Note 8) - - - - -2,329,547
--------- --------- --------- --------- -------------------
TOTAL INVESTMENTS 1,530,341 2,839,132 401,119 989,983 14,700,0312,329,547
Dividends Receivable - - - 10,978 - -
--------- --------- --------- --------- -------------------
NET ASSETS AVAILABLE FOR BENEFITS$1,530,341$2,839,132 $401,119 $1,000,961 $14,700,031$2,329,547
========= ========= ========= ========= ===================
See Notes to Financial Statements.
</TABLE>
- 5 -
<TABLE>
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, DECEMBER 31, 1994
<CAPTION>
SUPPLEMENTAL INFORMATION
-------------------------------------------------------
FIDELITY FIDELITY FIDELITY
MANAGED GROWTH & ASSET FIDELITY
INCOME INCOME MANAGER MAGELLAN
TOTAL FUND FUND FUND FUND
----------- ----------- ---------- --------- ----------
<S> <C> <C> <C> <C> <C>
Investments (Notes 2 and 7):
Managed Income Fund $19,019,102 $19,019,102 $ - $ - $ -
Growth & Income Fund 7,478,864 - 7,478,864 - -
Asset Manager Fund 3,649,987 - - 3,649,987 -
Magellan Fund 1,497,723 - - - 1,497,723
Retirement Government Money
Market Fund 983,032 - - - -
Contrafund 636,156 - - - -
Ginnie Mae Fund 45,292 - - - -
CoreStates Financial Corp.
Common Stock 647,889 - - - -
General Motors Unitized Stock Fund10,676,258 - - - -
Loans Receivable (Note 8) 2,116,415 - - - -
----------- ----------- ----------- ----------- -----------
TOTAL INVESTMENTS 46,750,718 19,019,102 7,478,864 3,649,987 1,497,723
Dividends Receivable 8,472 - - - -
----------- ----------- ----------- ----------- -----------
NET ASSETS AVAILABLE FOR BENEFITS $46,759,190 $19,019,102 $7,478,864 $3,649,987 $1,497,723
=========== =========== =========== =========== ===========
See Notes to Financial Statements.
</TABLE>
- 6 -
<TABLE>
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, DECEMBER 31, 1994 - Concluded
<CAPTION>
SUPPLEMENTAL INFORMATION
- --------------------------------------------------------------------------------------
FIDELITY
RETIREMENT
GOVERNMENT CORESTATES GENERAL MOTORS
MONEY FIDELITY FINANCIAL UNITIZED
MARKET FIDELITY GINNIE MAE CORP. STOCK LOAN
FUND CONTRAFUND FUND COMMON STOCK FUND FUND
----------- ----------- ---------- ------------ -------------------------
<S> <C> <C> <C> <C> <C> <C>
Investments (Notes 2 and 7):
Managed Income Fund $ - $ - $ - $ - $ - $ -
Growth & Income Fund - - - - - -
Asset Manager Fund - - - - - -
Magellan Fund - - - - - -
Retirement Government Money
Market Fund 983,032 - - - - -
Contrafund - 636,156 - - - -
Ginnie Mae Fund - - 45,292 - - -
CoreStates Financial Corp.
Common Stock - - - 647,889 - -
General Motors Unitized Stock
Fund - - - - 10,676,258 -
Loans Receivable (Note 8) - - - - - 2,116,415
---------------------- ----------- ----------- ----------- -----------
TOTAL INVESTMENTS 983,032 636,156 45,292 647,889 10,676,258 2,116,415
Dividends Receivable - - - 8,472 - -
---------------------- ----------- ----------- ----------- -----------
NET ASSETS AVAILABLE FOR BENEFITS $983,032 $636,156 $45,292 $656,361 $10,676,258 $2,116,415
====================== =========== =========== =========== ===========
See Notes to Financial Statements.
</TABLE>
- 7 -
<PAGE>
<TABLE>
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1995
<CAPTION>
SUPPLEMENTAL INFORMATION
- ----------------------------------------------------------------
FIDELITY FIDELITY FIDELITY
MANAGED GROWTH & FIDELITY ASSET FIDELITY
INCOME INCOME OVERSEAS MANAGER MAGELLAN
TOTAL FUND FUND FUND FUND
FUND
----------- --------------------- --------- ----------
- -----------
<S> <C> <C> <C> <C> <C> <C>
Interest and dividends (Note 2) $2,677,372 $1,131,830 $534,890 $5,579 $149,285 $318,051
----------- ----------- ---------------------- ----------- ----------
Net appreciation on assets
held, sold, or distributed to
participants (Note 2) 7,302,359 - 2,224,977 12,569 655,352 632,961
----------- ----------- ---------------------- ----------- ----------
Contributions (Note 3):-
Employee 4,678,222 1,231,989 1,171,510 34,857 562,894 591,095
Employer 2,930,988 - - - - -
----------- ----------- ---------------------- ----------- ----------
Total contributions 7,609,210 1,231,989 1,171,510 34,857 562,894 591,095
----------- ----------- ---------------------- ----------- ----------
Distributions to participants (Note 5)(4,304,366)(1,514,102) (758,196) (23,439) (329,860) (291,322)
----------- ----------- ---------------------- ----------- ----------
Forfeitures 21 (17,260) (10,177) - (5,582) (6,831)
----------- ----------- --------------------- ----------- ----------
Rollovers (Note 1) 4,001,971 132,173 397,040 70,829 1,045,602 1,374,363
----------- ----------- ---------------------- ----------- ----------
Transfers among investment options
(Note 8) - (1,534,429) 368,703 180,306 (383,184) 1,646,477
----------- ----------- ---------------------- ----------- ----------
Increase (decrease) in net assets
available for benefits during the year17,286,567(569,799) 3,928,747 280,701 1,694,507 4,264,794
Net assets available for benefits
at beginning of year 46,759,190 19,019,102 7,478,864 - 3,649,987 1,497,723
----------- ----------- ---------------------- ----------- ----------
Net assets available for benefits
at end of year $64,045,757 $18,449,303 $11,407,611 $280,701 $5,344,494 $5,762,517
=========== =========== ====================== =========== ==========
See Notes to Financial Statements.
</TABLE>
- 8 -
<PAGE>
<TABLE>
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1995 - Concluded
<CAPTION>
SUPPLEMENTAL INFORMATION
--------------------------------------------------------------------------------------
FIDELITY
RETIREMENT CORESTATES
GOVERNMENT FIDELITY FINANCIAL GENERAL MOTORS
MONEY MARKET FIDELITY GINNIE MAE CORP. UNITIZED LOAN
FUND CONTRAFUND FUND COMMON STOCK STOCK FUND FUND
----------- ---------- ------------------------- ------------------------
<S> <C> <C> <C> <C> <C> <C>
Interest and dividends (Note 2) $83,083 $213,392 $16,800 $48,248 $13,816 $162,398
----------- ----------- ----------- ----------- ----------- -----------
Net appreciation on assets
held, sold, or distributed
to participants (Note 2) - 201,371 17,451 300,962 3,256,716 -
----------- ----------- ----------- ----------- ----------- -----------
Contributions (Note 3):
Employee 257,103 338,118 57,302 - 433,354 -
Employer (206,693) - - - 3,137,681 -
----------- ----------- ----------- ----------- ----------- -----------
Total contributions 50,410 338,118 57,302 - 3,571,035 -
----------- ----------- ----------- ----------- ----------- -----------
Distributions to participants (Note 5)(65,524) (94,993) (16,644) (821) (1,013,311) (196,154)
----------- ----------- ----------- ----------- ----------- -----------
Forfeitures 199,432 (542) - - (159,019) -
----------- ----------- ---------- ----------- ----------- -----------
Rollovers (Note 1) 407,338 345,017 204,931 - 24,678 -
----------- ----------- ----------- ----------- ----------- -----------
Transfers among investment options
(Note 8) (127,430) 1,200,613 75,987 (3,789) (1,670,142) 246,888
----------- ----------- ----------- ----------- ----------- -----------
Increase (decrease) in net assets
available for benefits during the year547,3092,202,976 355,827 344,600 4,023,773 213,132
Net assets available for benefits
at beginning of year 983,032 636,156 45,292 656,361 10,676,258 2,116,415
----------- ----------- ----------- ----------- ----------- -----------
Net assets available for benefits
at end of year $1,530,341 $2,839,132 $401,119 $1,000,961 $14,700,031 $2,329,547
=========== =========== =========== =========== =========== ===========
See Notes to Financial Statements.
</TABLE>
- 9 -
<PAGE>
<TABLE>
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1994
<CAPTION>
SUPPLEMENTAL INFORMATION
- ----------------------------------------------------------------
FIDELITY
FIDELITY FIDELITY FIDELITY RETIREMENT
MANAGED GROWTH & ASSET FIDELITY GOVERNMENT
INCOME INCOME MANAGER MAGELLAN MONEY
TOTAL FUND FUND FUND FUND
MARKET FUND
----------- --------------------- --------- ----------
- -----------
<S> <C> <C> <C> <C> <C> <C>
Interest and dividends (Note 2) $2,072,483 $1,059,112 $543,426 $140,863 $26,134 $34,377
----------- ----------- ---------------------- ----------- ----------
Net appreciation (depreciation)on assets
held, sold, or distributed to
participants (Note 2) (3,772,196) - (428,915) (409,316) (26,309) -
----------- ----------- ---------------------- ----------- ----------
Contributions (Note 3):-
Employee 4,424,938 1,691,573 1,179,151 721,108 210,341 203,336
Employer 3,332,355 - - - - (55,000)
----------- ----------- ---------------------- ----------- ----------
Total contributions 7,757,293 1,691,573 1,179,151 721,108 210,341 148,336
----------- ----------- ---------------------- ----------- ----------
Distributions to participants (Note 5)(2,898,167)(1,168,054) (297,165) (99,762) (28,565) (261,101)
----------- ----------- ---------------------- ----------- ----------
Forfeitures (4,952) (11,894) (4,297) (1,898) (3,822) 168,306
----------- ----------- --------------------- ----------- ----------
Rollovers (Note 1) 383,229 2,958 100,401 135,009 56,168 45,332
----------- ----------- ---------------------- ----------- ----------
Transfers among investment options
(Note 8) - (1,577,384) (318,695) (192,156) 1,263,776 67,049
----------- ----------- ---------------------- ----------- ----------
Increase (decrease) in net assets
available for benefits during the year3,537,690 (3,689) 773,906 293,848 1,497,723 202,299
Net assets available for benefits
at beginning of year 43,221,500 19,022,791 6,704,958 3,356,139 - 780,733
----------- ----------- ---------------------- ----------- ----------
Net assets available for benefits
at end of year $46,759,190 $19,019,102 $7,478,864 $3,649,987 $1,497,723 $983,032
=========== =========== ====================== =========== ==========
See Notes to Financial Statements.
</TABLE>
- 10 -
<PAGE>
<TABLE>
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1994 - Concluded
<CAPTION>
SUPPLEMENTAL INFORMATION
-------------------------------------------------------------------------------------
CORESTATES GENERAL MOTORS
FIDELITY FINANCIAL GENERAL MOTORS $1-2/3
FIDELITY GINNIE MAE CORP. UNITIZED PAR VALUE LOAN
CONTRAFUND FUND COMMON STOCK STOCK FUND COMMON STOCK FUND
----------- ---------- -------------------------
- ------------------------
<S> <C> <C> <C> <C> <C> <C>
Interest and dividends (Note 2) $ - $ 987 $ 30,397 $ 20 $ 83,708 $ 153,459
----------- ----------- ----------- ----------- ----------- -----------
Net appreciation (depreciation) on
assets held, sold, or distributed
to participants (Note 2) 2,852 (692) (3,085) (2,136,175) (770,556) -
----------- ----------- ----------- ----------- ----------- -----------
Contributions (Note 3):
Employee 78,565 11,836 - 253,275 75,753 -
Employer - - - 1,546,987 1,840,368 -
----------- ----------- ----------- ----------- ----------- -----------
Total contributions 78,565 11,836 - 1,800,262 1,916,121 -
----------- ----------- ----------- ----------- ----------- -----------
Distributions to participants (Note 5)(11,095) (1,031) (285) (452,253) (267,117) (311,739)
----------- ----------- ----------- ----------- ----------- -----------
Forfeitures (3,048) - - (104,191) (44,108) -
----------- ---------- ----------- ----------- ----------- -----------
Rollovers (Note 1) 11,855 11,414 - 6,212 13,880 -
----------- ----------- ----------- ----------- ----------- -----------
Transfers among investment options
(Note 8) 557,027 22,778 - 11,562,383 (11,695,793) 311,015
----------- ----------- ----------- ----------- ----------- -----------
Increase (decrease) in net assets
available for benefits during the year636,156 45,292 27,027 10,676,258 (10,763,865) 152,735
Net assets available for benefits
at beginning of year - - 629,334 - 10,763,865 1,963,680
----------- ----------- ----------- ----------- ----------- -----------
Net assets available for benefits
at end of year $636,156 $45,292 $656,361 $10,676,258 $- $2,116,415
=========== =========== =========== =========== =========== ===========
See Notes to Financial Statements.
</TABLE>
- 11 -
<PAGE>
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994
- -----------------------------------------------------------------------------
1. INFORMATION CONCERNING THE PLAN
The GMAC Mortgage Corporation Savings Incentive Plan (the "Plan") was
adopted by action of the Board of Directors of GMAC Mortgage Corporation (the
"Company") on April 30, 1986. The Plan complies with the Tax Reform Act of 1986.
The Plan was amended and completely restated effective January 1, 1994,
primarily to clarify existing plan features and to effect administrative
changes. The Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974, as amended.
The Plan is a defined contribution plan with a cash or deferred arrangement
for Employees of the Company, its participating subsidiaries and any related
entities electing to adopt the Plan. The Employees may elect to participate and
must meet certain eligibility requirements. Subsidiaries or related entities
participating in the Plan include:
GMAC Mortgage Corporation of PA
(successor by merger of GMAC Mortgage Corporation of Iowa)
Residential Funding Corporation
GMAC Commercial Mortgage Corporation
On February 1, 1995, GMAC Commercial Mortgage Corporation acquired Republic
Realty Mortgage Corporation ("RRMC"). Effective March 3, 1995, RRMC's assets of
approximately $2.6 million were added to the Plan. Former RRMC employees
maintain their scheduled vesting accrual.
On February 6, 1995, GMAC Mortgage Corporation acquired Residential Money
Centers ("RMC"). RMC did not previously have a savings incentive plan.
Accordingly, RMC employees were treated as new employees by the Plan.
Effective October 1, 1995, Residential Funding Corporation acquired a
division of Mortgage Services of America ("MSA"). As a result of the
acquisition, $411,770 was rolled over into the Plan. Former employees of MSA are
vested in accordance with the Plan's vesting schedule and their original dates
of hire.
The Plan is sponsored and administered by the Company. At December 31, 1995
and 1994, all assets were held in trust at Fidelity Management Trust Company,
Inc.
A general description of the Plan provisions is incorporated in the notes
which follow. A Summary Plan Description, providing a more extensive description
of Plan provisions, has been published and is available to participants in the
Plan.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The significant accounting policies followed in the preparation of the
accompanying financial statements are as follows:
. Investment transactions are recorded on the trade date and investment
balances are stated at fair
value or contract value which has been determined as follows:
.. Assets invested in common stocks, mutual funds and pooled separate
accounts are carried at quoted market price.
- 12 -
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
.. Assets invested in unallocated insurance contracts are carried at
principal contributed plus interest credited.
. Realized and unrealized gains and losses are computed based on the fair
value of investments at the beginning of the Plan year.
. Dividends and interest are included in income when earned based on the
term of the investments and the periods during which the investments
are owned by the Plan.
. Balances in the loan fund are carried at the principal balance
outstanding.
3. CONTRIBUTIONS TO THE PLAN
Employees may elect to contribute to the Plan on a pre-tax basis, in even
multiples of 1% of base compensation, up to 9% of compensation (subject to a
limit of $9,240 for the years ended December 31, 1995 and 1994). The Employee
contribution limitation is adjusted annually for cost of living increases to the
extent permitted by the Internal Revenue Code of 1986, as amended (the "Code").
The Company will match an Employee's contribution up to 6% of compensation,
provided the amount does not exceed $3,000. Annual additions to an Employee's
account are subject to certain limitations imposed by the Plan. Based on the
Employee's election, such contributions can be directed to any of several
investment funds or options (see Note 7). Employees may elect to change
contribution elections daily for 1995 and 1994.
4. VESTING
Two pre-tax basis accounts are maintained for each participating Employee.
The Salary Reduction Account consists of a participant's contributions and is
fully vested. The Matching Account consists of the Company's contributions. A
participant's Matching Account accrued balance is 20% after one year of credited
service and increases 20% per year thereafter until fully vested.
While the Company has not expressed any intent to terminate the Plan, it
may do so at any time. In the event of termination of the Plan, each
participant's Matching Account becomes fully vested to the extent of the amount
in the participant's Matching Account.
5. DISTRIBUTIONS
Participants may withdraw their vested assets at any time after termination
of employment. Prior to termination of employment, the assets may only be
withdrawn because of disability or financial hardship. Participants may elect to
receive their withdrawal in either a lump-sum payment, by purchase of various
annuities or over various periods of time. Participants may also elect a
distribution of shares of stock to the extent shares have been credited to their
account. Participants also have the option of borrowing against their vested
balances in an amount up to 50% of the participant's accrued vested benefit as
determined on the valuation date, or $50,000, whichever is less (see Note 8).
6. FORFEITURES
Participant forfeitures are utilized to reduce subsequent Company
contributions. Upon termination, the nonvested portion of the participant's
Matching Account is forfeited.
- 13 -
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
7. INVESTMENT FUNDS OR OPTIONS
Participants can direct the Plan Trustee to make investments of Employee
contributions in the Investment Options described below:
Fidelity Managed Income Fund - The fund seeks to preserve capital and
provide a competitive level of income over time. It purchases high-quality,
short- and long-term investment contracts issued by insurance companies, banks
and other approved financial institutions. Investment contracts are unsecured
agreements when the purchaser agrees to pay the issuer and the issuer agrees to
pay interest at a specified rate for the life of the contract and to repay the
money at maturity. The fund may also purchase synthetics which simulate the
terms of conventional investment contracts and money market instruments on
liquidity.
Fidelity Growth & Income Fund - The fund seeks long-term capital growth,
current income, and growth of income consistent with reasonable investment risk.
It invests in common stocks, securities convertible into common stocks,
preferred stocks and fixed income securities.
Fidelity Overseas Fund - The fund seeks long term capital growth primarily
through investments in foreign securities. Investments may include common stock,
securities convertible to common stock and debt instruments. Due to currency
fluctuations and the political and economic uncertainties associated with
foreign investments, the risks and potential rewards relating to this fund are
greater than funds which purchase U.S. investments.
Fidelity Asset Manager Fund - The fund seeks a high total return with
reduced risk over the long term by allocating its assets among domestic and
foreign equities, bonds and short-term instruments.
Fidelity Magellan Fund - The fund seeks long-term capital appreciation by
investing in stocks of both well-known and lesser-known companies with
potentially above-average growth potential and a correspondingly higher level of
risk. Securities may be of foreign and domestic companies.
Fidelity Retirement Government Money Market Fund - The fund seeks as high a
level of current income as is consistent with the preservation of principal and
liquidity. It invests in obligations issued or guaranteed as to principal and
interest by the U.S. Government, its agencies or instrumentalities, and in
repurchase agreements secured by the obligations.
Fidelity Contrafund - The fund seeks long-term capital appreciation by
investing in the securities of companies believed to be out of favor or
undervalued. The fund invests in common stocks and securities convertible into
common stock, but it may purchase other securities that may produce capital
appreciation. The fund may also invest in investment-grade debt securities for
defensive purposes.
Fidelity Ginnie Mae Fund - The fund seeks a high level of current income by
investing primarily in Ginnie Mae securities and other securities that are
guaranteed by the full faith and credit of the U.S. Government. Assets not
invested in Ginnie Maes may be invested in any type of U.S. or foreign debt or
other income producing investments.
- 14 -
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
The CoreStates Financial Corp. Common Stock option is the residual of the
former Colonial Companies Savings Incentive Plan (which became the Plan in
1986). Activity is limited to the reinvestment of earnings and participant
distributions.
General Motors $1-2/3 Par Value Common Stock - As of June 13, 1994, this
was no longer an investment option. The assets were transferred into the GM
Unitized Stock Fund on June 13, 1994.
GM Unitized Stock Fund - On June 13, 1994, all shares of the GM Common
Stock Fund were transferred into the GM Unitized Stock Fund. The objective is to
provide a Company Stock investment option that can be traded and accessed with
the same frequency and timeliness as a Fidelity mutual fund. This fund is
primarily comprised of GM Common Stock and a small percentage of cash and/or
other liquid investments (usually 1-3%). The availability of the cash makes it
possible to trade shares of GM Common Stock without waiting the mandatory five
day settlement period.
During 1995 and 1994, contributions to each participant's Matching Account
are invested in the GM Unitized Stock Fund.
For 1995 and 1994, participants may change allocations among funds in 1%
increments daily. In addition, participants may elect to transfer, in 1%
increments, balances from one or more investment funds or options to another on
a daily basis.
The number of participants in each Investment Fund or Option as of December
31, 1995 and 1994 is shown below. The sum of participation by Investment Fund or
Option is greater than the total number of Plan participants because
participation is allowed in more than one fund or option.
Option 1995 1994
------ ---- ----
Fidelity Managed Income Fund 1,536 1,699
Fidelity Growth & Income Fund 1,484 1,254
Fidelity Overseas Fund 136 N/A
Fidelity Asset Manager Fund 927 852
Fidelity Magellan Fund 946 370
Fidelity Retirement Government
Money Market Fund 534 481
Fidelity Contrafund 557 179
Fidelity Ginnie Mae Fund 163 42
CoreStates Financial Corp. Common Stock 25 28
GM Unitized Stock Fund 2,420 2,312
- 15 -
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
The number of units credited to participants, including non-vested, and the
net asset value (NAV) of each unit at December 31, 1995 and 1994 are as follows:
1995 1994
Number NAV Per Number NAV Per
of Units Unit of Units Unit
-------- ------- -------- -------
Investment
Fidelity Managed Income
Fund 18,449,303 $1.000 19,019,102 $1.000
Fidelity Growth & Income
Fund 421,723 27.050 354,615 21.090
Fidelity Overseas Fund 9,656 29.070 N/A N/A
Fidelity Asset Manager
Fund 337,192 15.850 263,918 13.830
Fidelity Magellan Fund 67,022 85.980 22,421 66.800
Fidelity Retirement Gov't
Money Market Fund 1,530,341 1.000 983,032 1.000
Fidelity Contrafund 74,675 38.020 21,009 30.280
Fidelity Ginnie Mae
Fund 36,834 10.890 4,532 9.990
CoreStates Financial Corp.
Common Stock 26,138 37.875 24,917 26.340
GM Unitized Stock
Fund 1,404,014 10.470 1,303,578 8.190
8. LOANS RECEIVABLE FROM PARTICIPANTS
Active participants in the Plan are generally eligible to borrow from the
Plan up to the lesser of $50,000 or 50% of the participant's vested account
balance. Interest on participant loans is determined by the Plan Administrator
based on rates offered by commercial lenders for similar type loans. Loan
repayments are in level monthly installments over a term not to exceed five
years. Loans are funded through the liquidation of the participant's related
investments. Repayments of principal are reinvested based upon the participant's
current investment options. During the year ended December 31, 1995, there were
approximately $1,420,152 and $1,421,337 of new borrowings and principal
repayments, respectively. At December 31, 1995, there were 548 loans outstanding
with an average balance and interest rate of $4,251 and 8.93%, respectively. At
December 31, 1994, there were 499 loans outstanding with an average balance and
interest rate of $4,241 and 7.98%, respectively.
Three employees of the Company who serve indirectly as Plan Administrators
also serve as Trustees for the notes securing the Plan's loans receivable (for
loans originated prior to 1994). One of the employees of the Company who serves
on the Pension Committee also has an outstanding loan receivable. Loan activity
for these individuals for the years ended December 31, 1995 and 1994 is as
follows:
- 16 -
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
1995 1994
---- ----
New Loans $5,500 $9,500
Principal Repayments 6,164 8,862
Average Balance at December 313,894 4,115
Average Rate 8.818% 8.030%
9. FEDERAL INCOME TAX
The Plan obtained its latest determination letter on July 13, 1995 in which
the Internal Revenue Service stated that the Plan, subject to the adoption of
several technical amendments, was in compliance with the applicable requirements
of the Internal Revenue Code. The Plan adopted the technical amendments on
August 9, 1995 to comply with the requirements noted in the most recent
determination letter. Therefore, no provision for income taxes has been included
in the Plan's financial statements.
10. RELATED PARTY TRANSACTIONS
Advisory, auditing and accounting services are paid for by the Company on
behalf of the Plan. Costs for such outside services amounted to approximately
$141,000 and $219,000 during the years ended December 31, 1995 and 1994,
respectively. The administrative expenses relating to the funds are paid
directly by the participants from the fund's assets and are factored into the
net asset value.
The Plan has invested in common stock of General Motors Corporation ("GM"),
the indirect parent of the Company. See Note 7 for certain financial
information. During the years ended December 31, 1995 and 1994, the Plan had the
following GM stock transactions:
1995 1994
---- ----
Total dollar amount of
purchases $3,449,266 $4,852,223
Total dollar amount of sales 2,417,346 1,834,171
- 17 -
<PAGE>
<TABLE>
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
Item 27a-SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1995
<CAPTION>
Current
Identity of Issue Description Cost Value
- ---------------------------------------
- --------------------------------------- ----------- -----------
<S> <C> <C> <C>
Participant Loans (Interest rates from
7.25% to 11.50%) $2,329,547 $2,329,547
Fidelity Management Trust Company, Inc.
Manager Income Fund Stable Value Fund (2) 18,449,303 18,449,303
Fidelity Management Trust Company, Inc.
Growth and Income Fund Growth & Income Fund (2) 9,695,646 11,407,611
Fidelity Management Trust Company, Inc.
Overseas Fund International Growth Fund 272,626 280,701
Fidelity Management Trust Company, Inc.
Asset Manager Fund Asset Allocation Fund (2) 5,062,764 5,344,494
Fidelity Management Trust Company, Inc.
Magellan Fund Growth Fund (2) 5,242,822 5,762,517
Fidelity Management Trust Company, Inc.
Retirement Government Money Market Fund Money Market Fund 1,530,341 1,530,341
Fidelity Management Trust Compapny, Inc.
Contrafund Growth Fund 2,666,672 2,839,132
Fidelity Management Trust Company, Inc.
Ginnie Mae Fund Income Fund 387,532 401,119
Corestates Financial Corp.
Common Stock Common Stock 312,215 989,983
General Motors Corporation
General Motors Unitized Stock Fund Common Stock Fund (1)(2) 11,833,914 14,700,031
---------- ----------
TOTAL $57,783,382 $64,034,779
========== ==========
(1) Party-in-interest
(2) Individual investment represents 5% or more of the Plan's net assets.
</TABLE>
- 18 -
<PAGE>
<TABLE>
THE GMAC MORTGAGE CORPORATION SAVINGS INCENTIVE PLAN
<CAPTION>
Item 27d-SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1995
Total Total Market
Total Dollar Total Dollar HistoricalValue at
Number of Value of Number of Value of Cost Date of Net Gain
Identity of Party Description Purchases Purchases Sales Sales of Asset Transaction or
(Loss)
- -------------------- ------------------ --------- --------- -------- ---------
- -----------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
SERIES REPORTABLE TRANSACTIONS
Fidelity Mgmt. Trust
Company. Inc. Managed Income Fund 205 $4,101,611 - $ - $4,101,611 $4,101,611$ -
Fidelity Mgmt. Trust
Company. Inc. Managed Income Fund - - 215 4,671,409 4,671,409 4,671,409 -
Fidelity Mgmt. Trust
Company. Inc. Growth & Income Fund223 3,669,697 - - 3,669,697 3,669,697 -
Fidelity Mgmt. Trust
Company. Inc. Asset Manager Fund 202 2,569,735 - - 2,569,735 2,569,735 -
Fidelity Mgmt. Trust
Company. Inc. Magellan Fund 202 4,479,595 - - 4,479,595 4,479,595 -
Fidelity Mgmt. Trust
Company. Inc. Contrafund 168 2,413,116 - - 2,413,116 2,413,116 -
General Motors Corp.General Motors Unitized
Stock Fund 217 4,055,695 - - 4,055,695 4,055,695 -
General Motors Corp.General Motors Unitized
Stock Fund - - 207 3,288,637 3,071,578 3,288,637 217,059
</TABLE>
- 19 -
l:\secfiles\11-k\1995\gmac_95\gmac23 1
EXHIBIT 23
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in Registration
Statement
No. 33-54835 of General Motors Corporation on Form S-8 of our
report dated June 6, 1996 appearing in this Annual Report on Form
11-K of The GMAC Mortgage Corporation Savings Incentive Plan for
the year ended December 31, 1995.
/s/DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
Detroit, Michigan
June 26, 1996
- 20 -
