l:\secfiles\11-k\1995\sat_2_95\pcsp_non.doc18
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
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OR
TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE
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ACT OF 1934
For the transition period from to
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Commission file number 33-43747
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SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
-------------------------------
(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.
----------------------------------------------- --------
Saturn Personal Choices Savings Plan for Non-Represented Members:
Independent Auditors' Report. . . . . . . . . . . . . . . . . 3
Statements of Net Assets Available for Benefits, as of
December 31, 1995 and 1994. . . . . . . . . . . . . . . . . 4
Statements of Changes in Net Assets Available for Benefits
for the Years Ended December 31, 1995 and 1994. . . . . . . 5
Notes to Financial Statements . . . . . . . . . . . . . . . . 6
Supplemental schedules:
Line 27a-Schedule of Assets Held for Investment Purposes,
as of December 31, 1995 . . . . . . . . . . . . . . . . . 16
Line 27d-Schedule of Reportable Transactions for the
Year Ended December 31, 1995. . . . . . . . . . . . . . . 17
Supplemental schedules not listed above are omitted
because of the absence of the conditions under which
they are required.
(b) EXHIBIT
-------
Exhibit 23 - Independent Auditors' Consent . . . . . . . . . . 19
SIGNATURE
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the President's Council of General Motors Corporation has duly
caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
Saturn Personal Choices Savings
Plan for Non-Represented Members
--------------------------------
(Name of plan)
Date June 28, 1996 By:
-------------
/s/John F. Smith, Jr.
------------------------------
(John F. Smith, Jr., Chairman
President's Council)
- 2 -
<PAGE>
INDEPENDENT AUDITORS' REPORT
- ----------------------------
Saturn Personal Choices Savings Plan
for Non-Represented Members:
We have audited the accompanying statements of net assets available for
benefits of the Saturn Personal Choices Savings Plan for Non-Represented
Members (the "Plan") as of 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 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, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as
of 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 schedules of (1)
assets held for investment purposes as of December 31, 1995 and (2)
reportable transactions for the year ended December 31, 1995 are presented
for the purpose of additional analysis and are not a required part of the
basic financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974. These
supplemental shedules are the responsibility of the Plan's management. Such
schedules have been subjected to the auditing procedures applied in our
audits of the basic 1995 financial statements and, in our opinion, are fairly
stated in all material respects when considered in relation to the basic
financial statements taken as a whole.
/s/DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
Nashville, Tennessee
June 7, 1996
- 3 -
<PAGE>
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
STATEMENTS OF NET ASSETS AVAILABLE FOR BENFITS
AS OF DECEMBER 31, 1995 AND 1994
1995 1994
ASSETS:
Investments, at fair value:
Value of interest in General Motors
Savings Plans Master Trust $34,004,854 $ -
General Motors Common Stock:
$1-2/3 par value - 13,054,116
Class E, $0.10 par value - 4,513,975
Class H, $0.10 par value - 863,889
Equity Index Fund - 3,662,062
Fixed Income Fund 769,022 -
Mutual Funds 5,715,718 -
Loans to participants 1,195,211 760,786
Investments, at contract value:
Investment contracts stated at cost
plus accumulated interest 6,350,314 4,943,502
Receivables
Contributions 1,197,538 86,680
Securities sold, not settled - 108,198
Accrued investment income 49,754 -
Cash and temporary investments - 1,957,041
---------- ----------
Total assets 49,282,411 29,950,249
LIABILITIES:
Due to brokers for securities purchased,
not settled 16,107 2,032,286
---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $49,266,304 $27,917,963
========== ==========
Reference should be made to the Notes to Financial Statements.
- 4 -
<PAGE>
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENFITS
FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994
1995 1994
ADDITIONS:
Investment income:
Net appreciation (depreciation) in
fair value of investments $124,553 $(1,802,595)
Dividends 232,740 225,400
Interest 531,380 351,872
Net investment income from the General
Motors Savings Plans Master Trust 7,792,890 -
---------- ----------
Total investment income (loss) 8,681,563 (1,225,323)
Interest on loans 61,661 33,183
Contributions:
Employer 1,890,037 1,061,598
Participants 11,932,524 10,202,220
---------- ----------
Total contributions 13,822,561 11,263,818
---------- ----------
Total additions 22,565,785 10,071,678
DEDUCTIONS:
Benefits paid to participants 1,207,976 662,325
Forfeitures 9,468 9,443
---------- ----------
Total deductions 1,217,444 671,768
NET INCREASE 21,348,341 9,399,910
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 27,917,963 18,518,053
---------- ----------
End of year $49,266,304 $27,917,963
========== ==========
Reference should be made to the Notes to Financial Statements.
- 5 -
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS
A. PLAN DESCRIPTION
Saturn Corporation ("Saturn"), a wholly-owned subsidiary of General Motors
Corporation ("Corporation"), established a defined contribution plan, the
Saturn Personal Choices Savings Plan for Non-Represented Employees (the
"Plan"), on January 1, 1992. Effective January 1, 1993, the name of the Plan
was changed to Saturn Personal Choices Savings Plan for Non-Represented
Members. The Finance Committee of the Corporation's Board of Directors acts
as the Plan fiduciary and, along with various officers, employees and
committees with authority delegated by the Plan fiduciary, controls and
manages the operation and administration of the Plan subject to the
provisions of the Participant Retirement Income Security Act of 1974, as
amended ("ERISA"). Assets of the Plan are held by various investment
managers under the direction of a Trustee. The Plan provides eligible
non-represented members with tax-deferred and after-tax voluntary savings
opportunities. Participant savings are matched, in part, by Saturn
contributions credited to the Plan. The following brief description of the
Plan is provided for general information purposes only. Refer to the
"Complete Text" of the Plan for a comprehensive description.
Participation
Eligibility in the Plan is restricted to regular employees of Saturn
compensated fully or partly by salary who are not represented by the
United Auto Workers ("UAW") or other labor organizations. Employees who
are classified as temporary, contract or leased employees are not
eligible to participate. Eligible employees may participate in the Plan
and accumulate savings as of the first day of employment. Employees on
approved disability leaves of absence, or certain special leaves of
absence, remain eligible to accumulate savings for a period of one year
while on such leaves.
Participant Contributions
Participants may elect to contribute to the Plan in several ways:
o Beginning in October 1994, participants may contribute up to 20% of
Eligible Monthly Salary, previously 15%, on an after-tax basis whereby
the contributions are included in the participant's taxable income in
the period of contribution ("After-Tax Savings").
o Beginning in October 1994, participants may contribute up to 20% of
Eligible Monthly Salary, previously 15%, or $9,240 for the years ended
1995 and 1994, whichever is less, on a tax-deferred basis whereby the
contributions are excluded from the participant's taxable income until
such amounts are distributed to the participant from the Plan
("Tax-Deferred Savings").
o Participants may elect to combine the above contribution methods,
provided the contribution limitations noted above are not exceeded.
o Participants who have transferred to Saturn from another unit of the
Corporation are allowed to transfer assets into the Plan from the
General Motors Corporation Savings-Stock Purchase Program Trust.
Transfers in process relating thereto were $1,197,538 and $86,680 at
December 31, 1995 and 1994, respectively.
o Newly hired Employees are permitted to make a rollover contribution
equal to the taxable portion of cash proceeds received from a previous
employer's qualified savings plan ("Rollover Contributions").
- 6 -
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
Saturn Matching Contributions
Saturn currently matches Participant Savings up to 50% of Basic Savings
(from January 1, 1995 to June 30, 1995, the Saturn match was 25%). A
participant's "Basic Savings" are defined as savings which do not exceed
6% of Eligible Monthly Salary. Basic Savings excludes any Rollover
Savings amounts.
Description of Investment Options:
General Motors Corporation Common Stock $1-2/3 Par Value, Class E $0.10
Par Value, Class H $0.10 Par Value - Under these options, participant's
contributions are invested in the respective classes of common stock.
The return on each participant's investment is determined by the market
price of the common stock and by the amount of any dividends paid
thereon.
Each participant directs the Trustee how to vote common stock shares
allocated to his or her account. The Trustee will not exercise voting
rights with respect to those shares for which a direction has not been
received by the required deadline.
As of January 1, 1995, assets invested in each of the classes of common
stock ($1-2/3 par value, Class H and Class E) were expressed in terms of
units rather than shares of stock as previously expressed. Each unit
represents a proportionate interest in all of the assets of the
particular class of common stock. The number of units credited to each
participant's account will be determined by the amount of the
participant's contributions and the purchase price of a unit in the
respective class of common stock.
Equity Index Fund - Under this option, participant contributions are
invested in a portfolio of common stocks managed by an investment
manager. The investment manager maintains a portfolio which is designed
to match the performance of the Standard and Poor's 500 Index. This
Index is a broad-based index of large companies which operate in a wide
variety of industries and market sectors and which represent over
two-thirds of the market capitalization of all publicly traded common
stocks in the United States.
Balanced Fund - Under this option, initially made available to Plan
participants on January 1, 1995, contributions are invested in equity and
fixed income investments selected from opportunities available in the
entire global capital market, including large and small capitalization
common stocks, investment and non-investment grade bonds, convertible
securities, real estate, emerging market investments, and venture
capital, and may be issued by U.S. and non-U.S. issuers.
From time to time, investment managers may use derivative financial
instruments including forward exchange contracts and futures contracts.
Derivative instruments are used to mitigate exposure to foreign exchange
rate and interest rate fluctuations as well as manage the investment mix
in the portfolio. The Plan's interest in funds which utilized such
financial instruments is not considered significant to the Plan's
financial statements.
Effective January 1, 1995, the above three options were included under
the General Motors Savings Plans Master Trust. (See Note F.)
Income Fund - Under this option, funds are invested in investment
contracts issued by insurance companies. The issuing companies have
agreed to provide this fund with a net fixed or floating contract
interest rate that is to be earned over a specified period and payment of
principal and interest upon participant initiated withdrawals and/or
transfers of assets.
- 7 -
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
As of December 31, 1995 and 1994, the annual rates of return, contract
periods, fund managers, and contract value of the investment contracts
were as follows:
Year Annual
of Rate
Contri- of Maturity Fund Investment Contracts
bution Return Date Manager 1995 1994
- ------ ------ --------------- ---------------- ---------- ----------
1995 6.00% June 1, 2001 John Hancock $1,079,168 $ -
1995 6.00% Dec. 31, 2000 John Hancock 1,446,083 -
1995 7.10% Dec. 31, 1999 Metropolitan Life 3,050,842 -
1994 5.87% Dec. 31, 1995 Metropolitan Life - 3,138,195
1993 6.23% Dec. 31, 1997 Principal Mutual 521,108 1,258,845
1992 7.27% Dec. 31, 1997 Provident National 253,113 546,462
---------- ----------
$6,350,314 $4,943,502
========== ==========
The contract value of the investment contracts approximates their fair
value. The average yield on the investment contracts for the years ended
December 31, 1995 and 1994 was 6.60% and 6.12%, respectively.
In 1995, investments were also made in short-term U.S. Government debt
obligations and cash. At December 31, 1995, the fair value of such
investments, considered as the Fixed Income Fund, was $769,022.
Mutual Funds - This option, initially made available to participants on
January 1, 1995, is comprised of four core option mutual funds and
thirty-one self directed account mutual funds managed by Fidelity
Investments. (See Note C.) The core option mutual funds are Fidelity
Magellan, Puritan, Contrafund and Asset Manager. Each fund has a
different objective and investment strategy. To pursue their objectives,
the fund managers invest in a wide variety of investments. Complete
information about each fund's objectives and investments is contained in
that fund's prospectus.
Vesting
Employee contributions vest immediately. Saturn matching contributions and
earnings thereon vest fully upon the attainment of 5 years of credited
service, death, total and permanent disability or retirement.
Distributions
Employees may withdraw their Tax-Deferred Savings after they reach age 59-1/2
or prior to age 59-1/2 for Financial Hardship, as defined in the Plan's
"Complete Text". After-Tax Savings, vested Saturn matched contributions and
related earnings may be withdrawn any time upon participant request. Upon
termination of employment, a final distribution of assets is made unless
termination is by retirement, or the participant's account balance exceeds
$3,500. In those instances, distribution may be deferred until April 1 of
the year after the participant reaches the age of 70-1/2.
There were no distributions payable to participants included in net assets
available for benefits as of December 31, 1995 and 1994.
Transfers
Participants may transfer assets between Investment Options at any time, with
certain limitations.
- 8 -
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
Loans
Participants may borrow once per calendar year from both their Tax-Deferred
and After-Tax Savings assets. The amount and term of the loans are limited
under the Plan. Interest is charged at a rate equal to the prevailing prime
lending rate. Interest paid on the loans is credited back to the borrowing
participant's account in the Plan. No earnings will accrue to the assets
liquidated for the loan. At December 31, 1995 and 1994 loans to participants
were $1,195,211 and $760,786, respectively.
Termination of the Plan
Although it has not expressed any intent to do so, Saturn has the right under
the Plan to discontinue its contributions at any time and to terminate the
Plan subject to the provisions of ERISA.
B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Significant accounting policies followed in the preparation of the
accompanying financial statements are as follows:
o Investments are stated as follows:
- Value of Interest in General Motors Savings Plans Master Trust - at
estimated market prices of the assets in the Master Trust as
determined by the investment manager.
- Investment Contacts - at contract value, which consists of cost
plus accumulated interest.
- Fixed Income Fund - at estimated market prices of the assets in the
Fund as determined by the investment manager.
- Mutual Funds - at quoted market value.
o General Motors Corporation Common Stocks acquired by the Trustee for
purposes of the Plan may be obtained by purchases on the open market
or from the Corporation by subscription or purchase. Such stock
acquired by the Trustee on the open market is credited to the
participants' accounts at the average per share cost of such purchases
(excluding brokerage commissions, transfer taxes, etc.) made for each
month. Stock obtained by the Trustee directly from the Corporation is
credited to participants' accounts either at the average per share
cost to the Trustee of the open market purchases of the stock acquired
for a particular month or, in those months in which the Trustee
acquires no stock on the open market, at the average of the daily mean
high and low market prices of the stock as reported on the Composite
Tape of Transactions for such month.
o Securities transactions are recorded on the date the trades are
executed.
o Net appreciation (depreciation) in value of investments held, sold, or
distributed represents the change in the market value of the Plan's
investments during the year.
o Investment income is recognized as earned.
o Certain costs of Plan administration are paid by Saturn.
o The preparation of financial statements in accordance with generally
accepted accounting principles requires management to make estimates
and assumptions that affect amounts reported therein. Due to the
inherent uncertainty involved in making estimates, actual results
reported in future periods may differ from those estimates.
o Certain prior period amounts have been reclassified to conform to the
current year's presentation.
- 9 -
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
C. INVESTMENTS
The table below details the investment managers, the investment types and the
carrying value of investments as of December 31, 1995 and 1994.
Investment Manager Investment Type 1995 1994
- ------------------ --------------------------------- ----------- ----------
State Street Bank Value of Interest in General
and Trust Motors Savings Plans Master
Trust $34,004,854* $ -
NationsBank GM Common Stock, $1-2/3 par value - 13,054,116*
NationsBank GM Class E Stock, $0.10 par value - 4,513,975*
NationsBank GM Class H Stock, $0.10 par value - 863,889
State Street Bank
and Trust Fixed Income Fund 769,022 -
Fidelity Magellan 1,763,174 -
Fidelity Puritan 547,424 -
Fidelity Contrafund 1,294,796 -
Fidelity Asset Manager 277,983 -
Fidelity Self Directed Accounts 1,832,341 -
---------- ----------
Total mutual funds 5,715,718 -
State Street Bank
and Trust Equity Index Fund - 3,662,062*
Loans to
Participants 6% to 9% 1,195,211 760,786
Metropolitan Life Investment Contract, 5.87% - 3,138,195*
Provident National
Assurance Investment Contract, 7.27% 253,113 546,462
Principal Mutual Investment Contract, 6.23% 521,108 1,258,845
John Hancock Investment Contract, 6.00% 1,079,168 -
John Hancock Investment Contract, 6.00% 1,446,083 -
Metropolitan Life Investment Contract, 7.10% 3,050,842* -
---------- ----------
Total Guaranteed Investment Contracts 6,350,314 4,943,502
---------- ----------
TOTAL $48,035,119 $27,798,330
========== ==========
*Represents 5% or more of Plan assets.
D. SHARE AND UNIT VALUES
As of January 1, 1995 all assets invested in the Plan are expressed in terms
of units. The number of units credited to each participant's account will be
determined by the amount of deferred savings and the current value of each
unit in the fund. The value of each participant's account is determined each
business day by the number of units to the participant's credit, multiplied
by the current unit value. The following summarizes the Plan's number of
units and the value of each unit by fund as at:
- 10 -
<PAGE>
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
December 31, September 30,
Number of Value of Number of Value of
Units Each Unit Shares Each Share
Fiscal Year 1995
GM $1-2/3 par value Common
Stock Fund 148,043 $126.370 143,039 $111.620
GM Class H Common Stock Fund 12,334 139.410 11,973 117.200
GM Class E Common Stock Fund 55,559 134.710 51,092 118.110
Income Fund 665,358 10.710 678,095 10.527
Equity Index Fund 422,275 13.760 389,621 12.980
Balanced Fund 22,758 12.410 11,527 11.850
Fidelity Magellan Fund 20,507 85.980 14,048 92.370
Fidelity Puritan Fund 32,182 17.010 22,106 16.780
Fidelity Contrafund 34,356 38.020 22,757 40.610
Fidelity Asset Manager 17,538 15.850 11,014 15.470
June 30, March 31,
Number of Value of Number of Value of
Units Each Unit Shares Each Share
Fiscal Year 1995
GM $1-2/3 par value Common
Stock Fund 140,157 $110.810 139,899 $104.110
GM Class H Common Stock Fund 10,978 112.660 9,341 116.920
GM Class E Common Stock Fund 46,893 112.570 47,832 100.630
Income Fund 569,976 10.353 503,430 10.182
Equity Index Fund 370,174 12.020 367,639 10.970
Balanced Fund 9,568 11.220 1,878 10.560
Fidelity Magellan Fund 5,953 83.500 1,950 72.440
Fidelity Puritan Fund 14,857 16.150 4,006 15.420
Fidelity Contrafund 11,965 36.560 4,668 32.120
Fidelity Asset Manager 7,575 14.800 4,853 14.060
December 31, September 30,
Number of Value of Number of Value of
Units Each Unit Shares Each Share
Fiscal Year 1994
Diversified U.S. Government
Securities - $ - 4,233 $112.590
General Motors Corporation Common
Stock, $1-2/3 par value 311,033 42.125 213,763 46.875
GM Class E, $0.10 par value 119,193 38.875 108,786 38.000
GM Class H, $0.10 par value 24,771 34.875 23,190 37.375
Income Fund 40,523 122.122 30,454 120.237
Equity Index Fund 29,655 121.548 28,395 121.391
June 30, March 31,
Number of Value of Number of Value of
Units Each Unit Shares Each Share
Fiscal Year 1994
Diversified U.S. Government
Securities 3,916 $112.710 3,658 $112.590
General Motors Corporation Common
Stock, $1-2/3 par value 191,862 50.250 173,256 53.875
GM Class E, $0.10 par value 101,802 34.875 92,505 34.250
GM Class H, $0.10 par value 20,364 35.875 18,022 33.000
Income Fund 26,690 118.400 25,832 116.610
Equity Index Fund 26,126 115.857 23,914 115.314
- 11 -
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
E. FUND INFORMATION
Contributions, investment income and distributions to participants by fund
are as follows for the years ended December 31, 1995 and 1994:
1995 1994
Participant Contributions:
GM $1-2/3 par value Common Stock Fund $4,339,527 $4,147,205
GM Class H Common Stock Fund 466,668 1,589,532
GM Class E Common Stock Fund 1,557,413 416,841
Income Fund 2,037,384 2,382,336
Equity Index Fund 1,200,942 1,475,038
Diversified U.S. Government Securities - 191,268
Balanced Fund 72,319 -
Fidelity Magellan Fund 627,826 -
Fidelity Puritan Fund 309,619 -
Fidelity Contrafund 557,848 -
Fidelity Asset Manager 168,275 -
Self-Directed Accounts 594,703 -
---------- ----------
$11,932,524 $10,202,220
========== ==========
1995 1994
Employer Contributions:
GM $1-2/3 par value Common Stock Fund $1,890,037 $1,061,598
Investment Income (Loss):
GM $1-2/3 par value Common Stock Fund $4,070,131 $(2,389,401)
GM Class H. Common Stock Fund 451,717 944,839
GM Class E. Common Stock Fund 1,819,152 (58,271)
Income Fund 409,759 227,813
Equity Index Fund 1,434,923 52,454
Diversified U.S. Government Securities - (2,757)
Balanced Fund 16,966 -
Fidelity Magellan Fund 126,006 -
Fidelity Puritan Fund 45,560 -
Fidelity Contrafund 139,849 -
Fidelity Asset Manager 22,926 -
Self-Directed Accounts 144,574 -
---------- ----------
$8,681,563 $(1,225,323)
========== ==========
1995 1994
Benefits Paid to Participants:
GM $1-2/3 par value Common Stock Fund $461,283 $281,771
GM Class H Common Stock Fund 193,213 106,803
GM Class E Common Stock Fund 51,136 15,877
Income Fund 207,603 122,757
Equity Index Fund 199,738 107,703
Diversified U.S. Government Securities - 27,414
Balanced Fund 243 -
Fidelity Magellan Fund 34,710 -
Fidelity Puritan Fund 10,239 -
Fidelity Contrafund 41,381 -
Fidelity Asset Manager 3,999 -
Self-Directed Accounts 4,431 -
---------- ----------
$1,207,976 $662,325
========== ==========
- 12 -
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
Interfund Trust Transfers
1995 1994
GM $1-2/3 par value Common Stock Fund $(3,545,395) $1,510,995
GM Class H Common Stock Fund 209,051 (32,930)
GM Class E Common Stock Fund (130,318) (509,825)
Income Fund (32,064) (37,875)
Equity Index Fund (126,056) (364,495)
Diversified U.S. Government Securities - (565,870)
Balanced Fund 203,329 -
Fidelity Magellan Fund 1,153,547 -
Fidelity Puritan Fund 280,424 -
Fidelity Contrafund 760,860 -
Fidelity Asset Manager 129,478 -
Self-Directed Accounts 1,097,144 -
---------- ----------
$ - $ -
========== ==========
F. THE MASTER TRUST
As of December 21, 1994, the Corporation established the General Motors
Savings Plans Master Trust (the "Master Trust") pursuant to a trust agreement
among the Corporation, Saturn Corporation and State Street Bank and Trust, as
trustee of the funds, in order to permit the commingling of trust assets of
several employee benefit plans for investment and administrative purposes.
The assets of the Master Trust are held by State Street Bank and Trust.
Employee benefit plans participating in the Master Trust include the
following:
o General Motors Savings - Stock Purchase Program for Salaried Employees in
the United States
o General Motors Personal Savings Plan for Hourly-Rate Employees in the
United States
o Saturn Individual Savings Plan for Represented Members
o Saturn Personal Choices Savings Plan for Non-Represented Members
The Master Trust is composed of five master trust investment options: the GM
$1-2/3 Common Stock Fund, the GM Class H Common Stock Fund, the GM Class E
Common Stock Fund, the Equity Index Fund, and the Balanced Fund. Each of
these investment options is described in Note A. Each participating employee
benefit plan has an undivided interest in the net assets and changes therein
of each of the five master trust investment options.
The net investment income of each of the Master Trust investment funds is
allocated by the trustee to each participating plan based on that plan's
interest in each Master Trust investment fund, as compared with the total
interest in each Master Trust investment fund of all the participating plans
at the beginning of the month.
The Plan's share of the total Master Trust is summarized as follows as of
December 31, 1995:
Value of interest in Master Trust $34,004,854
Percentage of total Master Trust 0.46%
Value of interest in the net investment income from
Master Trust accounts $7,792,890
Percentage of total Master Trust net investment gain 0.42%
- 13 -
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
Total investments of all participating plans in the Master Trust at December
31, 1995 are summarized as follows:
Total
Master Trust
1995
(in thousands)
ASSETS:
Investments, at fair value:
Common Stock:
General Motors $1-2/3 par value $4,696,965
General Motors Class E, $0.10 par value 759,539
General Motors Class H, $0.10 par value 261,927
Other Corporate 11,666
U.S. Government Securities 33
Common/Collective Trust - State Street Bank Flagship
S&P 500 Equity Index Fund 1,548,966
Registered Investment Company 63,349
Cash 103,410
---------
Total investments 7,445,855
Receivables:
Receivables for investments sold 13,152
Accrued investment income 1,591
---------
Total receivables 14,743
---------
Total assets 7,460,598
LIABILITIES:
Due to broker for securities purchased (186)
---------
Net assets available for benefits $7,460,412
=========
The net investment income of all participating Plans in the Master Trust for
the year ended December 31, 1995 is summarized as follows:
(in thousands)
Interest $9,570
Dividends 125,249
Net appreciation in fair value of investments:
Common stocks 1,296,102
U.S. Government securities 109
Common/collective trusts 405,995
Registered investment company 9,301
---------
Total net appreciation in fair value of investments 1,711,507
---------
Total investment income $1,846,326
=========
- 14 -
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Concluded
G. FEDERAL INCOME TAXES
The Plan is in the process of submission to the Internal Revenue Service (the
"IRS") for a determination as to its tax-qualified status in meeting the
requirements of Sections 401(a) and 401(k) of the Internal Revenue Code of
1986, as amended (the "Code"), and that the Trust established thereunder is
exempt from United States Federal income taxes under Section 501(a) of the
Code. Saturn management believes a favorable ruling will be received for
this Plan.
The United States Federal income tax status of the Employee with respect to
the Plan is described (1) in the "Complete Text" of the Plan, and (2)
included with the confirmation letters sent to the Participant for
withdrawals and distributions of assets.
H. SUBSEQUENT EVENTS
The following modifications were made to the General Motors Savings Plans
Master Trust effective January 1, 1996:
o The Corporation announced in 1995 its intention to split-off its
Electronic Data Systems ("EDS") wholly-owned subsidiary, subject to
which all GM Class E Common Stock will be exchanged for EDS Common
Stock. The split-off is expected to be effective in June of 1996. As
a result of the split-off, the GM Class E Common Stock Fund was
changed to the EDS Common Stock Fund. The EDS Common Stock will be
eliminated in five years, during which time no new contributions, loan
repayments or exchanges into the EDS Common Stock Fund will be
permitted. Dividends, if any, paid on EDS Common Stock held by the
Plan will be invested in the Income Fund investment option prior to
allocation to participant accounts.
* * * * * *
- 15 -
<PAGE>
<TABLE>
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
Line 27a-SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1995
<CAPTION>
Column A Column B Column C Column D Column E
- --------- ---------------- ------------------------- ---------- ----------
Identity of
Issue, Borrower,
Lessor, or Current
Similar Party Description of Investment Cost Value
- --------- ---------------- ------------------------- ---------- -----------
<S> <C> <C> <C> <C>
* State Street Bank Value of Interest in
and Trust General Motors Savings
Plans Master Trust $28,397,654 $34,004,854
State Street Bank Fixed Income Fund 769,022 769,022
* and Trust
Fidelity Mutual Funds:
Fidelity Magellan 1,743,024 1,763,174
Fidelity Puritan 523,745 547,424
Fidelity Contrafund 1,270,750 1,294,796
Fidelity Asset Manager 262,040 277,983
Fidelity Self-Directed Accounts 1,832,341 1,832,341
---------- ----------
Total Mutual Funds 5,631,900 5,715,718
Loan Fund 6% - 9% 1,195,211 1,195,211
John Hancock June 1, 2001, 6.00% 1,079,168 1,079,168
John Hancock
Mutual Life Dec. 31, 2000, 6.00% 1,446,083 1,446,083
* Metropolitan Life Dec. 31, 1999, 7.10% 3,050,842 3,050,842
Principal Mutual Dec. 31, 1997, 6.23% 521,108 521,108
Provident National Dec. 31, 1997, 7.27% 253,113 253,113
---------- ----------
Total Guaranteed Investment
Contracts 6,350,314 6,350,314
---------- ----------
Total Assets Held for Investment $42,344,101 $48,035,119
=========== ==========
</TABLE>
- 16 -
<PAGE>
<TABLE>
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
Line 27d-SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1995
SERIES REPORTABLE TRANSACTIONS
<CAPTION>
Column A Column B Column C Column D Col E Column F Column G Column H Column I
- --------------- ----------------- ---------- ---------- ------ ----------- ---------- ---------- ---------
Expense Current
Incurred Value of
Identity of Purchase Selling Lease With Cost of Asset on Net Gain
Party/Broker Description Price Price Rental Transaction Asset Trans. Date (Loss)
- --------------- ----------------- ---------- ---------- ------ ----------- ---------- ----------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
State Street Bank Fixed Income $8,024,050 $ - $- $- $8,024,050 $8,024,050 $-
and Trust Fund - 7,260,610 - - 7,260,610 7,260,610 -
John Hancock GIC, June 1, 1,514,232 - - - 1,514,232 1,514,232 -
Mutual Life 2001,6.00% - 75,391 - - 75,391 75,391 -
Fidelity Magellan 2,484,300 - - - 2,484,300 2,484,300 -
- 758,300 - - 741,275 758,300 17,025
Fidelity Contrafund 1,573,170 - - - 1,573,170 1,573,170 -
- 317,628 - - 302,420 317,628 15,208
---------- --------- ----- ----- --------- --------- ------
$13,595,752 $8,411,929 $- $- $21,975,448 $22,007,681 $32,233
========== ========= ===== ===== ========== ========== ======
</TABLE>
- 17 -
<TABLE>
SATURN PERSONAL CHOICES SAVINGS PLAN
FOR NON-REPRESENTED MEMBERS
Line 27d-SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1995
SINGLE REPORTABLE TRANSACTIONS
<CAPTION>
Column A Column B Column C Column D Col E Column F Column G Column H Column I
- --------------- ----------------- ---------- ---------- ------ ----------- ---------- ---------- ---------
Expense Current
Incurred Value of
Identity of Purchase Selling Lease With Cost of Asset on Net Gain
Party/Broker Description Price Price Rental Transaction Asset Trans. Date (Loss)
- --------------- ----------------- ---------- ---------- ------ ----------- ---------- ----------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
State Street Bank Fixed Income
and Trust Fund $ - $1,500,000 $- $- $1,500,000 $1,500,000 $-
John Hancock GIC, June 1,
Mutual Life 2001, 6.00% 1,500,000 - - - 1,500,000 1,500,000 -
--------- --------- ----- ----- --------- --------- -----
$1,500,000 $1,500,000 $- $- $3,000,000 $3,000,000 $-
========= ========= ===== ===== ========= ========= =====
</TABLE>
- 18 -
l:\secfiles\11-K\sat_2_95\pcsp23.doc1
EXHIBIT 23
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement
No. 33-49243 of General Motors Corporation on Form S-8 of our report dated
June 7, 1996 appearing in this Annual Report on Form 11-K of the Saturn
Personal Choice Savings Plan for Non-Represented Members for the year ended
December 31, 1995.
s/DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
Nashville, Tennessee
June 27, 1996
- 19 -
