BANKERS TRUST NEW YORK CORPORATION
One Bankers Trust Plaza
New York, New York 10006
Damian P. Reitemeyer
Vice President
Telephone: 212-250-4599
February 17, 1998
Securities and Exchange Commission
SEC Document Control
450 Fifth Street, N.W.
Washington, DC 20549
Attn: Filing Desk
Dear Sirs:
Re: Filing of Schedule 13G on
General Motors Corporation - Class H
Pursuant to Rule 13d-1 of the General Rules and Regulations
under the Securities Exchange Act of 1934, the following is
one copy of the Schedule 13G with respect to the common
stock of the above referenced corporation.
Please acknowledge your receipt of the Schedule 13G filing
submission through the EDGAR-Link System software, by E-Mail
confirmation.
Sincerely,
Damian P. Reitemeyer
Enclosures
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
General Motors Corporation
_______________________________________
NAME OF ISSUER:
Common Stock - Class H (Par Value $0.10)
_______________________________________
TITLE OF CLASS OF SECURITIES
370442830
_______________________________________
CUSIP NUMBER
Check the following box if a fee is being paid with
this statement [x]. (A fee is not required only if
the filing person: (1) has a previous statement on
file reporting beneficial ownership of more than five
percent of the class of securities described in Item
1; and (2) has filed no amendment subsequent thereto
reporting beneficial ownership of five percent or less
of such class.) (See Rule 13d-7.)
*The remainder of this cover page shall be filled out
for a reporting person's initial filing on this form
with respect to the subject class of securities, and
for any subsequent amendment containing information
which would alter the disclosures provided in a prior
cover page.
The information required in the remainder of this
cover page shall not be deemed to be "filed" for the
purpose of Section 18 of the Securities Exchange Act
of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act but shall be
subject to all other provisions of the Act (however,
see the Notes).
(Continued on following page(s))
Page 1 of 12 Pages
CUSIP No. 370442830 Page 2 of 12 Pages
1.NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Bankers Trust New York Corporation (Bankers
Trust New York)its wholly-owned
subsidiary, Bankers Trust Company, As Trustee for
various trusts, and employee benefit plans, and
investment advisor and its indirectly wholly-owned
subsidiaries: Bankers Trust AG, BT Alex. Brown
Incorporated (BT Alex.Brown)and Alex. Brown Capital
Advisory and Trust Company (Alex.Brown Capital
Advisory and Trust). 13-6180473
2.CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(A) [ ]
(B) [X]
3.SEC USE ONLY
4.CITIZENSHIP OR PLACE OF ORGANIZATION
Bankers Trust New York Corporation and Bankers Trust
Company are New York Corporations. BT Alex.Brown
is a Delaware corporation. Alex.Brown Capital Advisory and
Trust is a Maryland Corporation. Bankers Trust AG is
Swiss company.
NUMBER OF 5. SOLE VOTING POWER
SHARES Bankers Trust New York 183,400 shares
Bankers Trust Company 265,746 shares
BT Alex.Brown 70,000 shares
Alex.Brown Capital
Advisory and Trust 200 shares
Bankers Trust AG 0 shares
519,346
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY Bankers Trust New York 0 shares
Bankers Trust Company 36 shares
BT Alex.Brown 0 shares
Alex.Brown Capital
Advisory and Trust 0 shares
Bankers Trust AG 0 shares
36
CUSIP No. 370442830 Page 3 of 12 Pages
EACH 7. SOLE DISPOSITION POWER
REPORTING Bankers Trust New York 183,400 shares
Bankers Trust Company 732,408 shares
BT Alex.Brown 70,020 shares
Alex.Brown Capital
Advisory and Trust 200 shares
Bankers Trust AG 0 shares
986,028
PERSON 8. SHARED DISPOSITION POWER
WITH Bankers Trust New York 0 shares
Bankers Trust Company 102 shares
BT Alex.Brown 0 shares
Alex.Brown Capital
Advisory and Trust 0 shares
Bankers Trust AG 1,000 shares
1,102
9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
Bankers Trust New York 183,400 shares
Bankers Trust Company 732,510 shares
BT Alex.Brown 70,020 shares
Alex.Brown Capital
Advisory and Trust 200 shares
Bankers Trust AG 1,000 shares
987,130
10.CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9) EXCLUDES
CERTAIN SHARES *
[X]
CUSIP No. 370442830 Page 4 of 12 Pages
11.PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Bankers Trust New York 0.18%
Bankers Trust Company 0.71%
BT Alex.Brown 0.07%
Alex.Brown Capital
Advisory and Trust 0.00%
Bankers Trust AG 0.00%
0.96%
12.TYPE OF REPORTING PERSON *
Bankers Trust New York Corporation - HC
Bankers Trust Company - BK
BT Alex.Brown - BD
Alex.Brown Capital Advisory and Trust - BK
Bankers Trust AG - BK
DISCLAIMER OF BENEFICIAL OWNERSHIP
THE FILING OF THIS SCHEDULE G STATEMENT SHALL NOT BE
CONSTRUED AS AN ADMISSION THAT BANKERS TRUST NEW YORK
CORPORATION OR BANKERS TRUST COMPANY, AS TRUSTEE AND
INVESTMENT ADVISOR (THE "BANK"), ARE FOR THE PURPOSE OF
SECTION 13(g) OF THE SECURITIES AND EXCHANGE ACT OF
1934, OR FOR ANY OTHER PURPOSE, THE BENEFICIAL OWNER OF
THE SECURITIES SET FORTH IN ITEM 4(a)(ii) HEREOF.
Item 1(a) NAME OF ISSUER:
General Motors Corporation
Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE
OFFICES:
GM Building
767 Fifth Avenue
New York, NY 10153-0075
CUSIP No. 370442830 Page 5 of 12 Pages
Item 2(a) NAME OF PERSON FILING:
Bankers Trust New York Corporation, its
wholly-owned subsidiary, Bankers Trust Company, As
Trustee for various trusts, and employee benefit
plans, and investment advisor, and its indirectly
wholly-owned subsidiaries: Bankers Trust AG, BT
Alex.Brown, and Alex. Brown Capital Advisory and
Trust.
Item 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE:
For Bankers Trust New York Corporation, Bankers
Bankers Trust Company and BT Alex.Brown
130 Liberty Street
New York, New York 10006
For Alex.Brown Capital Advisory and Trust
19 South Street
Baltimore, Maryland 21202
For Bankers Trust AG.
Stauffacherquai 42
8039 Zurich, Switzerland
Item 2(c) CITIZENSHIP:
Bankers Trust New York Corporation and Bankers
Trust Company are corporations incorporated in
the State of New York with their principal
business offices located in New York.
Alex.Brown Capital Advisory and Trust is
a Maryland Corporation with its principal
business office located in Maryland.
BT Alex.Brown is a Delaware corporation
with its principal business office located in
New York.
CUSIP No. 370442830 Page 6 of 12 Pages
Bankers Trust AG is incorporated in Switzerland
with its principal office located in Zurich.
Item 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock - Class H (Par Value $0.10) of
General Motors Corporation, a Delaware corporation.
Item 2(e) CUSIP NUMBER:
370442830
Item 3 THE PERSON FILING IS A:
For Bankers Trust New York Corporation,
(g) [X] Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G)
For Bankers Trust Company, Alex.Brown Capital
Advisory and Trust and Bankers Trust AG,
(b) [X] Bank as defined in section 3(a)(6) of the Act.
For BT Alex.Brown
(a) [X] Broker or dealer registered under Section
15 of the Act.
CUSIP No. 370442830 Page 7 of 12 Pages
Item 4 OWNERSHIP:
(a) Amount Beneficially Owned:
(i) Bankers Trust New York 183,400 shares
Bankers Trust Company 732,510 shares
BT Alex.Brown 70,020 shares
Alex.Brown Capital
Advisory and Trust 200 shares
Bankers Trust AG 1,000 shares
987,130
(ii) Bankers Trust Company was also the record
owner of 15,331,451 shares held by the Bank
as Trustee of the GM Savings Stock Purchase
Program for Salaried employees in the U.S.,
Personal Savings Plan for Hourly employees in
the U.S., Hughes Aircraft Co. Salaried
Employees' Thrift and Savings Plan, Hughes
Aircraft Co. California Hourly Employees'
Thrift and Savings Plan, Hughes Aircraft Co.
Tucson Bargaining Employees' Savings and
Thrift Plan, Hughes Thrift & Savings Plan
(the "Plan") with respect to which the bank
disclaims beneficial ownership. The Plan
states that each Plan participant shall have
the right to direct the manner in which
shares of common stock shall be voted at all
stockholders' meetings. The Department of
Labor has expressed the view that, under
certain circumstances, ERISA may require the
Trustee to vote shares which are not
allocated to participants' accounts. Since
in the view of the Bank and Bankers Trust
New York Corporation, such voting power is
merely a residual power based upon the
occurrence of an unlikely contingency and is
not a sole or shared power to vote the
securities, the Bank and Bankers
Trust New York Corporation hereby disclaim
beneficial ownership of such securities.
CUSIP No. 370442830 Page 8 of 12 Pages
(b) Percent of Class:
The common stock described in Item 4(a) above
as to which the Bank acknowledges beneficial
ownership constitutes the following:
Bankers Trust New York 0.18%
Bankers Trust Company 0.71%
BT Alex.Brown 0.07%
Alex.Brown Capital
Advisory and Trust 0.00%
Bankers Trust AG 0.00%
0.96%
The Common Stock as to which the Bank disclaims
beneficial ownership constitutes 15.0% of
the Issuer's outstanding Common Stock.
(c) Number of shares as to which the Bank has:
(i) sole power to vote or to direct the
vote -
Bankers Trust New York 183,400 shares
Bankers Trust Company 265,746 shares
BT Alex.Brown 70,000 shares
Alex.Brown Capital
Advisory and Trust 200 shares
Bankers Trust AG 0 shares
519,346
(ii) shared power to vote or to direct the vote -
Bankers Trust New York 0 shares
Bankers Trust Company 36 shares
BT Alex.Brown 0 shares
Alex.Brown Capital
Advisory and Trust 0 shares
Bankers Trust AG 0 shares
36
CUSIP No. 370442830 Page 9 of 12 Pages
(iii) sole power to dispose or to direct the disposition of -
Bankers Trust New York 183,400 shares
Bankers Trust Company 732,408 shares
BT Alex.Brown 70,020 shares
Alex.Brown Capital
Advisory and Trust 200 shares
Bankers Trust AG 0 shares
986,028
(iv) shared power to dispose or to direct
the disposition of -
Bankers Trust New York 0 shares
Bankers Trust Company 102 shares
BT Alex.Brown 0 shares
Alex.Brown Capital
Advisory and Trust 0 shares
Bankers Trust AG 1,000 shares
1,102
Item 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not applicable.
Item 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF
OF ANOTHER PERSON:
The Issuer's Plan, and various trusts, and
employee benefit plans for which the Bank
serves as Trustee, and accounts for which the
Bank serves as investment advisor, have the
right to receive and/or the power to direct
the receipt of dividends from, or the
proceeds from the sale of, such securities.
Item 7 IDENTIFICATION AND CLASSIFICATION OF THE
SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING
REPORTED ON BY THE PARENT HOLDING COMPANY:
See Item 3 above and Exhibits to Item 7.
CUSIP No. 370442830 Page 10 of 12 Pages
Item 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF
THE GROUP:
Not applicable.
Item 9 NOTICE OF DISSOLUTION OF GROUP:
Not applicable.
Item 10 CERTIFICATION:
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were
acquired in the ordinary course of business and were not
acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a
participant in any transaction having such purpose or
effect.
CUSIP No. 370442830 Page 11 of 12 Pages
SIGNATURE:
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set
forth in this statement is true, complete and correct.
Date: as of December 31, 1997
Signature: Bankers Trust New York Corporation
By: /s/James T. Byrne, Jr.
Name: James T. Byrne, Jr.
Title: Secretary
Signature: Bankers Trust Company, As Trustee for various
trusts, and employee benefit plans, and
investment advisor.
By: /s/James T. Byrne, Jr.
Name: James T. Byrne, Jr.
Title: Secretary
Signature: BT Alex.Brown
By: /s/ James T. Byrne, Jr.
Name: James T. Byrne, Jr.
Title: Secretary
CUSIP No. 370442830 Page 12 of 12 Pages
Signature: Bankers Trust AG
By: /s/ Walter Schnell
Name: Walter Schnell
Title: Deputy General Manager
Signature: Alex.Brown Capital Advisory and Trust
By: /s/ Gregg Hawes
Name: Gregg Hawes
Title: Secretary
EXHIBIT TO ITEM 7
The chain of ownership from Bankers Trust New York
Corporation to Bankers Trust Company is shown below:
Bankers Trust New York Corporation
|
100%
|
Bankers Trust Company
EXHIBIT TO ITEM 7
The chain of ownership from Bankers Trust New York
Corporation to BT Alex. Brown and Alex. Brown Capital
Advisory and Trust is shown below:
Bankers Trust New York Corporation
|
|
100%
|
|
BT Alex.Brown Holdings Incorporated
|
_________________________|________________
| |
| |
100% 100%
| |
| |
Alex. Brown Financial Corporation BT Alex. Brown Incorporated
|
|
100%
|
|
Alex. Brown Asset Management Incorporated
|
|
100%
|
|
Alex. Brown Capital Advisory and Trust Company
EXHIBIT TO ITEM 7
The chain of ownership from Bankers Trust New York
Corporation to Bankers Trust AG is shown below:
Bankers Trust New York Corporation
|
100%
|
Bankers Trust Company
|
100%
|
Bankers International Corporation
|
100%
|
BT International (Delaware) Inc.
|
100%
|
BT Foreign Investment Corporation
|
100%
|
Bankers Trust AG
