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, 1997
-----------------
OR
TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE
- ---
ACT OF 1934
For the transition period from to
--------------------- ---------------------
Commission file number 2-14960
-------
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
----------------------------------------------
(Full title of the plan)
General Motors Corporation
100 Renaissance Center, Detroit, Michigan 48265-1000
----------------------------------------------------
(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:
Peter R. Bible
Chief Accounting Officer
General Motors Corporation
100 Renaissance Center.
Detroit, Michigan 48265-1000
- 1 -
<PAGE>
FINANCIAL STATEMENTS AND EXHIBIT
- --------------------------------
(a) FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES Page No.
---------------------------------------------------------- --------
General Motors Savings-Stock Purchase
Program for Salaried Employees in the United States:
Independent Auditors' Report. . . . . . . . . . . . . . . 3
Statements of Net Assets Available for Benefits, as of
December 31, 1997 and 1996. . . . . . . . . . . . . . . 4
Statements of Changes in Net Assets Available for
Benefits for the Years Ended December 31, 1997 and 1996 5
Notes to Financial Statements . . . . . . . . . . . . . . 6
Supplemental schedules:
Line 27a-Schedule of Assets Held for Investment
Purposes as of December 31, 1997. . . . . . . . . . . 16
Line 27d-Schedule of Reportable Transactions for the
Year Ended December 31, 1997. . . . . . . . . . . . . 18
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
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.
General Motors Savings-Stock
Purchase Program for Salaried
Employees in the United States
-----------------------------
(Name of plan)
Date June 23, 1998 By:
-------------
/s/John F. Smith, Jr.
-----------------------------
(John F. Smith, Jr., Chairman
President's Council)
- 2 -
<PAGE>
INDEPENDENT AUDITORS' REPORT
- ----------------------------
General Motors Savings-Stock Purchase Program
for Salaried Employees in the United States:
We have audited the accompanying statements of net assets available for benefits
of the General Motors Savings-Stock Purchase Program for Salaried Employees in
the United States (the "Program") as of December 31, 1997 and 1996, 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 Program'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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Program as of December
31, 1997 and 1996, 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, 1997 and (2) reportable
transactions for the year ended December 31, 1997, 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 schedules are the responsibility
of the Program's management. Such schedules have been subjected to the auditing
procedures applied in our audit of the basic 1997 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
Detroit, Michigan
June 5, 1998
- 3 -
<PAGE>
<TABLE>
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
<CAPTION>
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1997 AND 1996
1997 1996
-------------- -------------
(Dollars in Thousands)
ASSETS:
Investments, at fair value (Note A):
Value of interest in General Motors
<S> <C> <C>
Savings Plans Master Trust (Note C) $6,296,807 $5,725,268
Mutual funds 3,564,699 2,202,577
Common and collective trust - Fixed Income Fund 102,534 557,482
Participant loans 469,641 468,936
---------- ----------
10,433,681 8,954,263
Investments, at contract value (Note A) -
Investment contracts 3,100,425 2,721,149
---------- ----------
Total investments 13,534,106 11,675,412
---------- ---------
Accrued investment income 16,273 13,648
---------- ----------
Total assets 13,550,379 11,689,060
LIABILITIES:
Due to brokers for securities purchased 104 34
---------- ---------
NET ASSETS AVAILABLE FOR BENEFITS $13,550,275 $11,689,026
========== ==========
Reference should be made to the Notes to Financial Statements.
</TABLE>
- 4 -
<TABLE>
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
<CAPTION>
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1997 AND 1996
1997 1996
-------------- -------------
(Dollars in Thousands)
ADDITIONS:
Investment income:
<S> <C> <C>
Net appreciation in fair
value of mutual fund investments $275,006 $88,808
Dividends 269,017 158,130
Interest 218,016 187,329
Net investment earnings from the General
Motors Savings Plans Master Trust (Note C) 1,102,145 507,837
---------- ----------
Total investment income 1,864,184 942,104
Contributions:
Employer 143,367 115,208
Participants 429,378 415,425
---------- ----------
Total contributions 572,745 530,633
---------- ----------
Total additions 2,436,929 1,472,737
DEDUCTIONS - DISTRIBUTIONS TO PARTICIPANTS (575,680) (462,436)
---------- ----------
NET INCREASE 1,861,249 1,010,301
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 11,689,026 10,678,725
---------- ----------
End of year $13,550,275 $11,689,026
========== ==========
Reference should be made to the Notes to Financial Statements.
</TABLE>
- 5 -
<PAGE>
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1997 AND 1996
A. THE PROGRAM
GENERAL - General Motors Corporation (the "Corporation") has established the
General Motors Savings-Stock Purchase Program for Salaried Employees in the
United States (the "Program"), a defined contribution plan. Eligibility is
restricted to regular employees of the Corporation compensated fully or partly
by salary and/or commission who are not represented by a labor organization
(unless they are eligible through understandings reached between the
Corporation and their collective bargaining representatives). Employees
classified as part-time employees, regular employees, temporary assignment,
flexible service employees, temporary employees and cooperative student
employees are eligible to participate in the Program upon the completion of
six months of employment. The Finance Committee of the Corporation's Board of
Directors acts as the Program fiduciary and, along with various officers,
employees and committees, with authority delegated from the Program fiduciary,
controls and manages the operation and administration of the Program subject
to the provisions of the Employee Retirement Income Security Act of 1974, as
amended (ERISA). The following brief description of the Program is provided
for general information purposes only. Participants should refer to the
Program document and prospectus for a complete description of the Program's
provisions.
CONTRIBUTIONS - An eligible participant employed by the Corporation (an
"Employee") may elect to contribute to the Program as follows:
o on an after-tax basis (regular savings), up to 15% of Employee's eligible
salary as defined in the Program.
o on a tax-deferred basis (deferred savings), an amount of eligible salary
which is the lesser of (1) $9,500 for 1997 and 1996, respectively or (2)
15% of the Employee's eligible salary for a calendar year.
o in lieu of receiving a distribution from The General Motors Profit Sharing
Plan for Salaried Employees in the United States (the "Profit Sharing
Plan"), an Employee may elect to have the Corporation contribute, as
deferred savings to the extent permissible under tax law, 100% of any such
amount, which vests immediately.
o in lieu of receiving a flexible compensation payment from the Corporation,
an Employee may elect to have the Corporation contribute 100% of the
flexible compensation payment as deferred savings until the tax deferral
legal limit is reached and then any remaining portion of such payment will
be contributed as regular savings to the extent permissible under tax law.
In addition, an Employee also may elect to combine the first two contribution
methods disclosed above, provided that the sum of these contributions does
not total more than 15% of eligible salary for any calendar year. The sum of
all four of the above-described methods of contribution may only exceed 15%
of eligible salary by an amount equal to the payout under the Profit Sharing
Plan and/or the flexible compensation payment. Effective January 1, 1998, the
maximum employee contribution rate has been increased to 20% from 15%. As
defined in the Program document, the Corporation's total matching
contribution is limited to 60% of basic savings. Basic savings as defined by
the Program is Employee savings up to 6% of an Employee's eligible salary.
The Corporation's matching contribution is invested entirely in the GM $1-2/3
par value Common Stock Fund and such contributions must remain invested in
this fund during the period January through December 31, of the calendar year
in which the contributions were made. This period is referred to as the
"required retention period".
- 6 -
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
An Employee hired on or after January 1, 1993 will automatically have a
Corporation contribution amount equal to 1% of the Employee's eligible salary
credited monthly to such Employee's account upon attainment of eligibility.
This contribution is provided because such Employee will receive different
post-retirement benefit treatment from the Corporation than Employees hired
prior to January 1, 1993. Such contribution will be credited to the
Employee's account whether or not the Employee elects to participate in the
Program.
VESTING - Assets derived from Employee contributions and related Corporation
contributions and earnings thereon vest immediately on allocation to the
employee's account except for employees with less than five years of credited
service for whom Corporation contributions and related earnings vest on
January 1 following the calendar year in which such contributions or earnings
are credited. Forfeitures are used to offset future employer contributions.
FUND EXCHANGES - Participants may exchange funds between investment options
on any business day. This provision does not apply to Employee contributions
and Corporation contributions required to be invested in Corporation common
stock funds during the required retention period. Employee contributions
required to be invested in the Corporation's Common Stock Funds may be
exchanged only between the Corporation's Common Stock Funds during the
required retention period. Corporation contributions may not be exchanged
until completion of the required retention period.
PARTICIPANT WITHDRAWALS - A participant may withdraw funds in their account
at any time after attaining age 59-1/2. Prior to age 59-1/2, employee
deferred savings may only be withdrawn because of termination of employment,
death, total and permanent disability, or financial hardship. Prior to
receiving a withdrawal for financial hardship, a participant previously must
have taken all available asset distributions, withdrawals, and loans under
all applicable plans maintained by the Corporation. The amount that may be
withdrawn for a financial hardship is limited as defined in the Program. The
funds that represent a financial hardship withdrawal must conform to
conditions required by the Internal Revenue Service (the "IRS"). A
participant who receives a hardship distribution shall have his or her
contributions to the Program suspended for a period of 12 months following
the distribution as required by law.
INVESTMENT OPTIONS - The Corporation's contributions are invested in the GM
$1-2/3 par value common stock fund. One-half of an Employee's Basic Savings
is required to be invested, in 10% increments, in either one or both of the
Corporation's Common Stock Funds: (1) GM $1-2/3 par value Common Stock Fund;
or (2) GM Class H Common Stock Fund. The remainder of an Employee's
contributions will be invested at the Employee's direction, in 10%
increments, in any of the following investment options:
o General Motors $1-2/3 par value Common Stock Fund,
o General Motors Class H Common Stock Fund
o Balanced Fund
o Equity Index Fund
o Income Fund
o Mutual Funds
DESCRIPTION OF INVESTMENT OPTIONS:
General Motors Common Stock Funds: $1-2/3 Par Value, Class H, - Under these
investment options, contributions are invested by the Trustee primarily in
the respective General Motors common stock. Each unit represents a
proportionate interest in all of the assets of the respective GM Common Stock
Funds. The number of units credited to each participant's account within an
applicable plan will be determined by the amount of the particpant's
contributions and the purchase price of a unit in the respective GM Common
Stock Fund. The value of each particpant's account is determined each
business day by the number of units to the particpant's credit, multiplied by
the current unit value. The return on a particpant's investment is based on
the value of units, which, in turn, is determined by the market price of the
GM Common Stock, the amount of any dividends paid thereon, and by interest
earned on short-term investments held by each fund.
- 7 -
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
Each participant directs the Trustee how to vote common stock shares
allocated to his or her account. The Trustee will exercise voting rights with
respect to those shares for which direction has not been received by the
required deadline.
Balanced Fund - Under this investment option, contributions are invested in
equity and fixed income investments selected from opportunities available in
global capital markets, 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 primarily to mitigate exposure to foreign
exchange rate and interest rate fluctuations as well as manage the investment
mix in the portfolio. The Program's interest in funds which utilize such
financial instruments is not considered significant to the Program's
financial statements.
Assets invested in the Balanced Fund are expressed in terms of units. The
number of units credited to a participant's account will be determined by the
amount of the participant's contributions and the unit purchase price. 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.
Equity Index Fund - Under this investment option, 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 & 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.
Assets invested in the Equity Index Fund are expressed in terms of units. The
number of units credited to a participant's account will be determined by the
amount of deferred savings and the current value of each unit in the Equity
Index 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.
Mutual Funds - This investment option is comprised of many different mutual
funds managed by Fidelity Investments. Each mutual fund has a different
objective and investment strategy. To pursue their objectives, the mutual
fund managers invest in a wide variety of investments. Complete information
about each mutual fund's objectives and investments is contained in that
fund's prospectus.
Income Fund - 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. The Income Fund also
invests in a short-term fixed income fund (the "Fixed Income Fund") made up
of U.S. Government debt obligations and cash.
- 8 -
<TABLE>
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
The annual rates of return, maturity dates, issuing company, and investment
contract balances at December 31, 1997 and 1996, respectively, are as
follows:
<CAPTION>
Contract Contract
Value as Value as
Annual Rate Maturity of of
of Return Date Issuing Company 12/31/97 12/31/96
- ----------- ---------- ----------------- -------------- --------------
(Dollars in Thousands)
<S> <C> <C> <C> <C>
Variable N/A Metropolitan Life* $609,835 $572,276
Variable N/A Metropolitan Life* 271,945 255,038
6.25% 8/15/98 Metropolitan Life 101,911 95,916
Variable 12/31/00 John Hancock 253,112 316,671
6.59% 12/31/01 John Hancock 102,842 20,000
6.40% 3/31/00 Metropolitan Life 83,179 78,176
5.60% 12/12/00 Metropolitan Life 322,768 304,089
6.86% 2/4/02 New York Life 263,890
6.55% 3/14/01 New York Life 222,990 209,282
6.56% 3/31/00 New York Life 83,388 78,254
Variable N/A John Hancock* 194,464 235,564
Variable N/A John Hancock* 229,325 215,234
Variable N/A Mass Mutual* 355,410 334,996
8.28% 1/02/98 Aetna Life & Casualty 5,366 5,653
---------- ---------
Total 3,100,425 $2,721,149
========== =========
* Individual separate account.
</TABLE>
The average yield on investment contacts in the Income Fund for the years
ended December 31, 1997 and 1996 are 6.6% and 6.5%, respectively.
The contract value of investment contracts in the Income Fund approximates
fair value as of December 31, 1997 and 1996.
Other Investments:
EDS Common Stock Fund - Effective June 7, 1996, the net assets of Electronic
Data Systems ("EDS") were split-off from the net assets of the Corporation.
As a result, the Class E Common Stock Fund was changed to the EDS Common
Stock Fund. Also, effective June 7, 1996, no new contributions, loan
repayments or exchanges may be made into the EDS Common Stock Fund.
Dividends, if any, paid on EDS Common Stock held by the Plan will be invested
in an Income Fund investment option. This fund will be eliminated in five
years from the effective date of the split-off.
Raytheon Class A Common Stock Fund - Effective December 17, 1997, GM spun-off
the defense electronics business of Hughes Electronics, a GM subsidiary
(Hughes Defense), to holders of GM $1-2/3 par value and Class H common stock,
which was immediately followed by the merger of Hughes Defense with Raytheon
Company. In connection with the above transaction, Raytheon Class A common
stock was distributed to holders of GM $1-2/3 par value and Class H common
stocks. Program participants holding Class H Common Stock Fund units were
allocated approximately .81 units of Raytheon Class A units for each unit of
GM Class H held. Program participants holding GM $1-2/3 par value Common
Stock Fund units were allocated approximately .08 units of Raytheon Class A
units for each unit of GM $1-2/3 held. The determination of the allocation
ratio for units was based on the number of units held in the Program. Such
distribution was recorded as a stock dividend and totaled approximately $314
million of which $172 million and $142 million were distributed to $1-2/3 par
value common stockholders and Class H common stockholders, respectively.
- 9 -
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
Such distribution required the addition of the Raytheon Class A Common Stock
Fund as an investment option. The Raytheon Class A Common Stock Fund will
remain as an investment option through December 31, 2002; however, no further
contributions or exchanges from any other investment options into the
Raytheon Class A Common Stock Fund will be permitted during that time.
Dividends, if any, paid on Raytheon Class A Common Stock held by the Program
will be invested in an Income Fund investment option prior to allocation to
participant's accounts.
Assets held in this fund are expressed in terms of units and not shares of
stock. Each unit represents a proportionate interest in all of the assets of
this 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 return on a participant's investment is based
on the value of units, which, in turn, is determined by the market price of
the Raytheon Class A Common Stock, the amount of any dividends paid thereon,
and by the interest earned on short-term investments held by the fund.
PARTICIPANT LOANS - Participants may borrow once per year from both their tax
deferred and after-tax savings assets (excluding Corporation contributions,
and earnings thereon subject to the required retention period). The amount
and terms of the loans are limited under the Program. The loan interest rate
will be established once each quarter at a rate equal to the prevailing prime
lending rate as of the previous quarter and will apply to all new loans
issued. Repayment of loans is generally made through after-tax payroll
deductions and are invested in the same discretionary investment options that
the Participant selected for their savings contributions. Interest paid on
the loans is credited back to the borrowing employee's account in the
Program. Partial and total prepayment of loans is permitted at any time,
without penalty. Loans not repaid within the loan term are deemed to be
distributions from participants' accounts.
B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The significant accounting policies followed in the preparation of the
accompanying financial statements are as follows:
o The financial statements of the Program are prepared under the accrual
method of accounting.
o Investments are stated at fair value, except for investment contracts,
which are stated at contract value. Fair values are calculated by
reference to published market quotations, where available; where not
available, various bases, including cost, are used in determining
estimates of fair values. Contract value represents contributions made
under the investment contracts, plus interest, less withdrawals and
administrative expenses charged by the issuer of the contract.
o Security transactions are recorded on the trade date.
o Investment income is recognized as earned based on the terms of the
investments and the periods during which the investments are owned by the
Program.
o Certain costs of Program administration are paid by the Corporation.
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.
- 10 -
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
C. THE MASTER TRUST
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 six commingled master trust investment funds:
the GM $1-2/3 Common Stock Fund, the GM Class H Common Stock Fund, the EDS
Common Stock Fund, the Equity Index Fund, the Balanced Fund, and the Raytheon
Class A Common Stock 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 six master trust investment
funds.
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 of all the participating plans, in each Master Trust investment fund
at the beginning of the month.
As of December 31, 1997 and 1996, the Program had approximately a 74% and 77%
interest in the Master Trust, respectively.
The net assets available for benefits of all participating plans in the
Master Trust at December 31, 1997 and 1996 are summarized as follows (dollars
in thousands):
ASSETS: 1997 1996
Investments, at fair value: --------- ---------
Common Stock:
General Motors $1-2/3 par value $4,219,576 $4,237,497
General Motors Class H, $0.10 par value 225,418 389,506
EDS Common Stock, $0.10 par value 460,532 632,206
Raytheon Class A Common Stock Fund 360,087 -
Other Corporate 15,110 12,440
U.S. Government Securities 2,913 1,875
Common and collective trust 3,167,494 2,063,946
Cash 51,835 79,952
--------- ---------
Total investments 8,502,965 7,417,422
Receivables:
Due from broker for investments sold 2,664 2,081
Accrued investment income 4,791 1,633
--------- ---------
Total receivables 7,455 3,714
--------- ---------
Total assets $8,510,420 $7,421,136
========= =========
Liabilities -
Due to broker for securities purchased 8,553 49
--------- ---------
Net assets available for benefits $8,501,867 $7,421,087
========= =========
- 11 -
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
The net investment earnings of all participating plans in the Master Trust
for the years ended December 31, 1997 and 1996 are summarized as follows
(dollars in thousands):
1997 1996
--------- ---------
Interest $4,273 $5,651
Dividends 148,332 145,877
Stock dividend 314,280 -
Net appreciation in fair value of investments:
Common stocks 658,340 192,900
U.S. Government securities 303 78
Common and collective trust 703,360 365,828
Registered investment company 8,321 6,410
--------- ---------
Total net appreciation in fair value
of investments 1,370,324 565,216
--------- ---------
Total investment earnings $1,837,209 $716,744
========= =========
D. FUND INFORMATION
Contributions, investment income and distributions to participants by fund
are as follows for the years ended December 31, 1997 and 1996. Mutual fund
investment options which individually comprise less than 5% of the Program's
total net assets available for benefits have been combined.
1997 1996
------------ -----------
(Dollars in Thousands)
Participant Contributions:
Master Trust $224,316 $232,127
Income Fund 87,948 76,517
Mutual funds 117,114 106,781
------- -------
Total $429,378 $415,425
======= =======
Employer Contributions:
Master Trust $143,367 $115,208
======= =======
Investment income:
Interest and dividends:
Master Trust $129,238 $135,489
Income Fund 209,250 180,021
Mutual funds 277,783 165,438
--------- ---------
Total $616,271 $480,948
--------- ---------
Net appreciation in fair
value of investments
Master Trust $972,907 $372,348
Mutual funds 275,006 88,808
--------- ---------
Total $1,247,913 $461,156
--------- ---------
Total investment income $1,864,184 $942,104
========= =========
Distributions to participants:
Master Trust ($260,757) ($224,780)
Income Fund (210,790) (179,157)
Mutual funds (92,927) (50,796)
Participant loans (11,206) (7,703)
------- ---------
Total ($575,680) ($462,436)
======= =========
- 12 -
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
E. TERMINATION OF THE PLAN
Although it has not expressed any intent to do so, the Corporation has the
right to terminate the Program subject to the provisions of ERISA. Such
termination of the Program, if any, would not affect a participant's interest
in assets already in the Program.
F. FEDERAL INCOME TAXES
In January 1998, the Program was determined by the IRS to be a tax-qualified
employee benefit plan, meeting the requirements of Sections 401(a), 401(k),
and 4975(e)(7)of the Internal Revenue Code of 1986, as amended (the "Code"),
and the Trust established thereunder was determined to be exempt from United
States Federal income taxes under Section 501(a) of the Code. The Program's
fiduciary and tax counsel believe that the Program is designed and currently
being operated in compliance with the applicable requirements of the Code,
and therefore no provision for income taxes has been included in the
Program's financial statements.
- 13 -
<PAGE>
<TABLE>
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
G. PARTICIPANT UNIT DATA
FOR THE YEAR ENDED DECEMBER 31, 1997
<CAPTION>
GENERAL MOTORS SAVINGS PLAN MASTER TRUST
------------------------------------------------------------------------------------
GM GM Raytheon
$1-2/3 Par Class H EDS Class A
Common Stock Common Stock Common Stock Balanced Equity Index Common Stock
Fund Fund Fund Fund Fund Fund
----------- ----------- ---------- --------- ------------ -------------
(Units in Thousands)
Quarter ended March 31
<S> <C> <C> <C> <C> <C> <C>
Plan number of units outstanding 24,721 2,306 5,126 4,506 77,909
Net asset value per unit $133.39 $150.84 $105.41 $14.30 $17.38
Quarter ended June 30
Plan number of units outstanding 24,278 2,136 4,775 4,516 78,849
Net asset value per unit $134.08 $159.56 $107.05 $15.62 $20.42
Quarter ended September 30
Plan number of units outstanding 21,587 1,879 4,261 4,945 86,251
Net asset value per unit $160.89 $181.52 $92.78 $16.49 $21.95
Quarter ended December 31
Plan number of units outstanding 22,615 2,078 3,936 4,777 86,108 3,442
Net asset value per unit $145.83 $103.75 $114.66 $16.37 $22.58 $89.89
</TABLE>
- 14 -
<PAGE>
<TABLE>
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
G. PARTICIPANT UNIT DATA - Concluded
FOR THE YEAR ENDED DECEMBER 31, 1996
<CAPTION>
GENERAL MOTORS SAVINGS PLAN MASTER TRUST
--------------------------------------------------------------------
GM GM
$1-2/3 Par Class H EDS
Common Stock Common Stock Common Stock Balanced Equity Index
Fund Fund Fund Fund Fund
----------- ----------- ---------- --------- ------------
(Units in Thousands)
Quarter ended March 31
<S> <C> <C> <C> <C> <C>
Plan number of units outstanding 27,107 1,844 6,588 4,638 76,881
Net asset value per unit $123.28 $176.96 $147.64 $12.77 $14.50
Quarter ended June 30
Plan number of units outstanding 27,136 2,208 6,267 4,515 76,590
Net asset value per unit $126.04 $167.55 $139.53 $13.09 $14.98
Quarter ended September 30
Plan number of units outstanding 28,065 2,357 5,842 4,428 74,884
Net asset value per unit $115.68 $161.38 $159.12 $13.39 $15.62
Quarter ended December 31
Plan number of units outstanding 25,206 2,490 5,520 4,352 74,937
Net asset value per unit $134.18 $156.74 $112.81 $14.16 $16.93
</TABLE>
* * * * * *
- 15 -
<PAGE>
<TABLE>
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
<CAPTION>
Line 27a-SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1997
Current
Description of Investments Cost Value
-------------------------- -------------- --------------
(Dollars in Thousands)
Value of Interest in General Motors
<S> <C> <C>
Savings Plans Master Trust* $4,367,277 $6,296,807
Fixed Income Fund 102,534 102,534
Loan Fund* - 469,641
Fidelity Mutual Funds*:
----------------------------
Fidelity 80,371 83,904
Puritan 65,143 67,973
Trend 7,449 6,371
Magellan 179,828 194,062
Contra Fund 274,646 286,968
Equity Income 174,602 184,363
Growth Company 89,545 89,820
Investment Grade 24,711 25,147
Growth & Income 337,494 371,815
Capital & Income 10,653 11,091
Value 143,171 135,437
Government Securities 198,401 202,839
Retirement Growth 29,800 28,245
OTC Portfolio 88,494 83,669
Overseas 46,230 43,108
Europe 63,855 67,938
Pacific Basin 15,599 13,173
Real Estate 54,300 59,337
Balanced Fund 16,982 17,166
International Growth & Income 12,446 11,790
Capital Appreciation 33,503 30,522
Convertible Securities 8,784 8,509
Canada 2,827 2,511
Utilities 23,292 23,677
Blue Chip 250,583 276,796
Asset Manager 21,011 22,163
Disciplined Equity 53,208 53,815
Low Priced Stock 160,267 172,511
Worldwide 108,851 105,276
Equity Income II 191,173 204,177
Stock Selector 44,200 44,933
Asset Manager - Growth 27,959 28,760
Emerging Markets 14,843 8,956
Emerging Growth Fund 15,432 13,518
Diversified International 94,948 93,627
Asset Manager - Income 10,218 10,329
Dividend Growth 234,372 241,587
New Markets Income Fund 19,201 18,185
Fidelity Exp & Multinational Fund 31,569 30,083
Fidelity Global Balanced 1,327 1,324
Fidelity Small Cap Stock 56,596 58,580
Fidelity Mid-Cap Stock 82,258 83,796
Freedom Income Fund 4,193 4,274
Freedom 2000 Fund 7,601 7,963
Freedom 2010 Fund 10,668 11,240
Freedom 2020 Fund 5,190 5,492
Freedom 2030 Fund 2,882 3,022
Global Bond 3,833 3,725
Fidelity Fifty 11,600 11,132
---------- ----------
Total Mutual Funds $3,446,109 $3,564,699
---------- ----------
</TABLE>
- 16 -
<PAGE>
<TABLE>
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
Line 27a-SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1997
Concluded
<CAPTION>
Current
Description of Investment Cost Value
- --------------------------------------------------------------- -------------- -------------
(Dollars in Thousands)
Investment Contracts: Maturity
Issuing Company Date Contract Rate
------------------ ---------- ----------- -------
<S> <C> <C> <C> <C> <C>
Aetna 1/2/98 GACLT13100 8.28% $5,366 $5,366
Metropolitan Life N/A GA13415 Variable 609,835 609,835
Metropolitan Life N/A GA13414 Variable 271,945 271,945
Metropolitan Life 8/15/98 GA13635 6.25% 101,911 101,911
Metropolitan Life 3/31/00 GAC24537 6.40% 83,179 83,179
Metropolitan Life 12/12/00 GAC24598 5.60% 322,768 322,768
New York Life 3/14/01 GA06362003 6.55% 222,990 222,990
New York Life 3/31/00 GA06362004 6.56% 83,388 83,388
New York Life 6.86% 263,890 263,890
John Hancock 12/31/00 GAC8599 Variable 253,112 253,112
John Hancock N/A GA7271SA76 Variable 229,325 229,325
John Hancock 12/31/01 GAC8744 6.59% 102,842 102,842
John Hancock N/A GAC7272 Variable 194,464 194,464
Mass Mutual N/A GIC10753 Variable 355,410 355,410
---------- ----------
Total Investment Contracts 3,100,425 3,100,425
---------- ----------
Total Investments $11,016,345 $13,534,106
========== ==========
*Party-in-Interest
</TABLE>
- - 17 -
<PAGE>
<TABLE>
GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
FOR SALARIED EMPLOYEES IN THE UNITED STATES
Line 27d-SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1997
(Dollars in Thousands)
<CAPTION>
Purchases Sales
-------------- ---------------------------------------
Identity of Purchase Sales Original Net Gain
Party/Broker Description of Asset Price Price Cost (Loss)
- ------------ -------------------- -------------- -------- ------------ ------------
SERIES REPORTABLE TRANSACTIONS
------------------------------
State Street Bank Fixed Income Fund
<S> <C> <C> <C> <C> <C> <C>
and Trust (138 purchases, 140 sales) $1,399,436 $1,854,384 $1,854,384 $-
</TABLE>
- 18 -
<PAGE>
EXHIBIT 23
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement No.
333-45961 of General Motors Corporation on Form S-8 of our report dated June
5, 1998 appearing in this Annual Report on Form 11-K of the General Motors
Savings-Stock Purchase Program for Salaried Employees in the United States for
the year ended December 31, 1997.
/s/DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
Detroit, Michigan
June 23, 1998
- 19 -
