-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QDKaTm61z2y9D1LT3Cjhd5rQq1pY2XauvDKf+Zejg4dIxc7cff06Mnc68cDXiWwm TSh5emlCr+jVoU3CwIYbwA== 0000040729-97-000121.txt : 19970627 0000040729-97-000121.hdr.sgml : 19970627 ACCESSION NUMBER: 0000040729-97-000121 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970626 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL MOTORS CORP CENTRAL INDEX KEY: 0000040730 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 380572515 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00143 FILM NUMBER: 97630571 BUSINESS ADDRESS: STREET 1: 3044 WEST GRAND BLVD CITY: DETROIT STATE: MI ZIP: 48202-3091 BUSINESS PHONE: 3135565000 11-K 1 11-K SATURN PCSP/NON-REP MEMBERS 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, 1996 ----------------- OR TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE - --- ACT OF 1934 For the transition period from to --------------------- --------------------- Commission file number 33-43747 -------- SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS ------------------------------- (Full title of the plan) General Motors Corporation 100 Renaissance Center, Detroit, Michigan 48243-7301 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: Peter R. Bible Chief Accounting Officer General Motors Corporation 3044 West Grand Blvd. Detroit, Michigan 48202-3091 - 1 - 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, 1996 and 1995. . . . . . . . . . . . . . . . . 4 Statements of Changes in Net Assets Available for Benefits for the Years Ended December 31, 1996 and 1995. . . . . . . 5 Notes to Financial Statements . . . . . . . . . . . . . . . . 6 Supplemental schedules: Line 27a-Schedule of Assets Held for Investment Purposes, as of December 31, 1996 . . . . . . . . . . . . . . . . . 17 Line 27d-Schedule of Reportable Transactions for the Year Ended December 31, 1996. . . . . . . . . . . . . . . 19 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 . . . . . . . . . . 20 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 20, 1997 By: ------------- /s/John F. Smith, Jr. ------------------------------ (John F. Smith, Jr., Chairman President's Council) - 2 - 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, 1996 and 1995, 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. These 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 as of December 31, 1996 and 1995, and the changes in its 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, 1996 and (2) reportable transactions for the year ended December 31, 1996 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 Plan's management. Such schedules have been subjected to the auditing procedures applied in the audit of the basic 1996 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 13, 1997 - 3 -
SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1996 AND 1995 1996 1995 ASSETS: ----------- ----------- Investments, at fair value: Value of interest in General Motors Savings Plans Master Trust $40,974,143 $34,004,854 Fixed Income Fund 2,583,252 769,022 Mutual Funds 13,331,005 5,715,718 Loans to participants 2,055,338 1,195,211 Investments, at contract value: Investment contracts stated at cost plus accumulated interest 7,722,513 6,350,314 Receivables Contributions - 1,197,538 Accrued investment income - 49,754 ---------- ---------- Total assets 66,666,251 49,282,411 LIABILITIES: Due to brokers for securities purchased, not settled 52,085 16,107 ---------- ---------- NET ASSETS AVAILABLE FOR BENEFITS $66,614,166 $49,266,304 ========== ========== Reference should be made to the Notes to Financial Statements.
- 4 -
SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 1996 1995 ---- ---- ADDITIONS: Investment income: Net appreciation in fair value of investments $193,755 $124,553 Dividends 883,862 232,740 Interest 933,724 531,380 Net investment income from the General Motors Savings Plans Master Trust 2,418,034 7,792,890 ---------- ---------- Total investment income 4,429,375 8,681,563 Interest on loans 124,926 61,661 Contributions: Employer 2,835,614 1,890,037 Participants 11,100,551 11,932,524 ---------- ---------- Total contributions 13,936,165 13,822,561 ---------- ---------- Total additions 18,490,466 22,565,785 DEDUCTIONS: Benefits paid to participants 1,139,224 1,207,976 Forfeitures 3,380 9,468 ---------- ---------- Total deductions 1,142,604 1,217,444 NET INCREASE 17,347,862 21,348,341 NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 49,266,304 27,917,963 ---------- ---------- End of year $66,614,166 $49,266,304 ========== ========== 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 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 Employee 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 Participants may contribute up to 20% of Eligible Monthly Salary 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 Participants may contribute up to 20% of Eligible Monthly Salary, or $9,500 and $9,240 for the years ended 1996 and 1995, respectively, 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 $0 and $1,197,538 at December 31, 1996 and 1995, 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 (60% effective January 1, 1997). 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. Description of Investment Options: GENERAL MOTORS CORPORATION COMMON STOCK $1-2/3 PAR VALUE, EDS COMMON STOCK FUND, AND CLASS H $0.10 PAR VALUE - Under these options, a participant's contributions are invested in the respective classes of common stock. 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, EDS Common Stock Fund, and Class H)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 fund. 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 fund. EDS Common Stock Fund - Effective June 7, 1996 the net assets of Electronic Data Systems ("EDS") were split-off from the net assets of General Motors. In connection with the split-off, all shares of GM Class E Common Stock were converted to shares of EDS Common Stock, and participant assets in the GM Class E Common Stock Fund were converted to the EDS Common Stock Fund. The EDS Common Stock Fund will remain as an investment option in the Plan through July 31, 2001; however, no further contributions or exchanges from any other investment options into the EDS Common Stock Fund will be permitted during that time. Dividends, if any, paid on EDS Common Stock held by the Plan will be invested in an income fund investment option prior to allocation to participant 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 EDS common stock, the amount of any dividends paid thereon, and by interest earned on short-term investments held by each fund. 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. - 7 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued BALANCED FUND - Under this option, 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. The crediting interest rates, fund managers, and contract value of the investment contracts at December 31, 1996 and 1995, respectively, were as follows:
Interest Interest Rate Rate as of as of Fund Investment Contracts 12/31/96 12/31/95 Manager 1996 1995 -------- -------- ------------------------ --------- --------- 6.51% - New York Life $1,048,665 $ - 6.22% 6.00% John Hancock Mutual Life 2,049,572 1,079,168 6.51% 6.00% John Hancock Mutual Life 1,405,582 1,446,083 7.42% 7.10% Metropolitan Life 2,994,071 3,050,842 6.23% 6.23% Principal Mutual Life 150,660 521,108 7.27% 7.27% Provident National 73,963 253,113 --------- --------- $7,722,513 $6,350,314 ========= =========
The contract value of the investment contracts approximates their fair value at December 31, 1996 and 1995. The average yield on the investment contracts for the years ended December 31, 1996 and 1995 was 6.79% and 6.60%, respectively. In 1996 and 1995, investments were also made in short-term U.S. Government debt obligations and cash. At December 31, 1996 and 1995, the fair value of such investments, considered as the Fixed Income Fund, was $2,583,252 and $769,022, respectively. - 8 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued MUTUAL FUNDS - This option is comprised of four core option mutual funds and thirty-five 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 a participant's 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, the 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, 1996 and 1995. TRANSFERS Participants may transfer assets between Investment Options at any time, with certain limitations. 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. Loans bear a rate of interest equal to the prime lending rate as of the last business day of the calendar quarter immediately preceding the date the Participant gives appropriate direction for a loan to the Plan recordkeeper (interest rates for outstanding loans at December 31, 1996 ranged from 6% to 9%). 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, 1996 and 1995 loans to participants were $2,055,338 and $1,195,211, 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. In the event of termination, partial termination, or complete discontinuance of contributions, the Administrator may direct the Trustee to: o continue to administer the Plan and pay account balances in accordance with the Plan's distribution policy described in Note A, or o distribute the assets remaining in the Plan in a lump sum to participants and beneficiaries in proportion to their respective account balances. - 9 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued 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 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 reclassifications have been made to prior-year amounts to conform with current-year presentation. - 10 - 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, 1996 and 1995.
Investment Manager Investment Type 1996 1995 - ------------------ --------------------------------- ----------- ---------- State Street Bank Value of Interest in General and Trust Motors Savings Plans Master Trust $40,974,143* $34,004,854* State Street Bank and Trust Fixed Income Fund 2,583,252 769,022 Fidelity Magellan 2,831,013 1,763,174 Fidelity Puritan 1,234,619 547,424 Fidelity Contrafund 4,441,748* 1,294,796 Fidelity Asset Manager 546,977 277,983 Fidelity Self Directed Accounts 4,276,648** 1,832,341** ---------- ---------- Total mutual funds 13,331,005 5,715,718 Loans to Participants 6% to 9% 2,055,338 1,195,211 New York Life Investment Contract, 6.51% 1,048,665 - Provident National Investment Contract, 7.27% 73,963 253,113 Principal Mutual Investment Contract, 6.23% 150,660 521,108 Life John Hancock Mutual Investment Contract, 6.22% 2,049,572 1,079,168 Life John Hancock Mutual Investment Contract, 6.51% 1,405,582 1,446,083 Life Metropolitan Life Investment Contract, 7.42% 2,994,071 3,050,842* ---------- ---------- Total Guaranteed Investment Contracts 7,722,513 6,350,314 ---------- ---------- TOTAL $66,666,251 $48,035,119 ========== ========== * Represents 5% or more of Plan assets.
** Represents the total of thirty-five individual mutual funds managed by Fidelity Investments, none of which exceed 5% or more of Plan assets. D. SHARE AND UNIT VALUES 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: - 11 -
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 UNITS EACH UNIT ----- --------- ----- --------- FISCAL YEAR 1996 - ---------------- GM $1-2/3 par value Common Stock Fund 158,470 $134.180 167,441 $115.680 GM Class H Common Stock Fund 23,185 156.740 20,113 161.380 EDS Common Stock Fund 60,871 112.810 62,421 159.120 Income Fund 904,019 11.391 688,602 11.215 Equity Index Fund 507,039 16.390 472,274 15.620 Balanced Fund 44,524 14.160 33,988 13.390 Fidelity Magellan Fund 35,176 80.650 33,466 76.050 Fidelity Puritan Fund 71,574 17.240 63,500 16.480 Fidelity Contrafund 104,664 42.150 78,724 40.540 Fidelity Asset Manager 32,698 16.470 27,013 16.490 JUNE 30, MARCH 31, NUMBER OF VALUE OF NUMBER OF VALUE OF UNITS EACH UNIT UNITS EACH UNIT ----- --------- ----- --------- FISCAL YEAR 1996 - ---------------- GM $1-2/3 par value Common Stock Fund 147,914 $126.040 142,829 $128.230 GM Class H Common Stock Fund 17,807 167.550 12,749 176.950 EDS Common Stock Fund 66,938 139.530 68,044 147.640 Income Fund 711,754 11.038 672,017 10.866 Equity Index Fund 466,006 15.150 447,327 14.500 Balanced Fund 35,658 13.090 31,779 12.770 Fidelity Magellan Fund 31,950 74.800 28,549 87.510 Fidelity Puritan Fund 50,960 17.680 43,998 17.640 Fidelity Contrafund 68,494 39.340 51,725 38.140 Fidelity Asset Manager 24,613 16.270 22,991 16.010 DECEMBER 31, SEPTEMBER 30, NUMBER OF VALUE OF NUMBER OF VALUE OF UNITS EACH UNIT UNITS EACH UNIT ----- --------- ----- --------- 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 UNITS EACH UNIT ----- --------- ----- --------- 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
- 12 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued E. FUND INFORMATION Participant and employer contributions, investment income (loss), benefits paid to participants, and interfund transfers by fund are as follows for the years ended December 31, 1996 and 1995:
1996 1995 Participant Contributions: GM $1-2/3 par value Common Stock Fund $3,875,153 $4,339,527 GM Class H Common Stock Fund 728,070 466,668 EDS Common Stock Fund 690,423 1,557,413 Income Fund 1,663,491 2,037,384 Equity Index Fund 1,205,705 1,200,942 Balanced Fund 105,504 72,319 Fidelity Magellan Fund 837,046 627,826 Fidelity Puritan Fund 343,554 309,619 Fidelity Contrafund 730,917 557,848 Fidelity Asset Manager 168,155 168,275 Self-Directed Accounts 752,533 594,703 ---------- ---------- $11,100,551 $11,932,524 ========== ========== Employer Contributions: GM $1-2/3 par value Common Stock Fund $2,835,614 $1,890,037 ========= ========= Investment Income (Loss): GM $1-2/3 par value Common Stock Fund $1,993,610 $4,070,131 GM Class H. Common Stock Fund 246,386 451,717 EDS Common Stock Fund (1,348,574) 1,819,152 Income Fund 562,922 409,759 Equity Index Fund 1,465,708 1,434,923 Balanced Fund 61,020 16,966 Fidelity Magellan Fund 280,676 126,006 Fidelity Puritan Fund 136,312 45,560 Fidelity Contrafund 564,955 139,849 Fidelity Asset Manager 50,178 22,926 Self-Directed Accounts 416,182 144,574 --------- --------- $4,429,375 $8,681,563 ========= ========= Benefits Paid to Participants: GM $1-2/3 par value Common Stock Fund $413,485 $461,283 GM Class H Common Stock Fund 57,850 193,213 EDS Common Stock Fund 127,128 51,136 Income Fund 291,718 207,603 Equity Index Fund 118,436 199,738 Balanced Fund 7,248 243 Fidelity Magellan Fund 31,518 34,710 Fidelity Puritan Fund 14,540 10,239 Fidelity Contrafund 50,538 41,381 Fidelity Asset Manager 17,200 3,999 Self-Directed Accounts 9,563 4,431 --------- --------- $1,139,224 $1,207,976 ========= =========
- 13 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued Interfund Trust Transfers 1996 1995 GM $1-2/3 par value Common Stock Fund $(6,228,502) $(3,545,395) GM Class H Common Stock Fund 1,065,935 209,051 EDS Common Stock Fund 41,099 (130,318) Income Fund 1,421,427 (32,064) Equity Index Fund 312,135 (126,056) Balanced Fund 187,711 203,329 Fidelity Magellan Fund (60,377) 1,153,547 Fidelity Puritan Fund 164,208 280,424 Fidelity Contrafund 1,808,676 760,860 Fidelity Asset Manager 32,068 129,478 Self-Directed Accounts 1,255,620 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 EDS 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, 1996 and 1995:
1996 1995 ---- ---- Value of interest in Master Trust $40,974,143 $34,004,854 ---------- ---------- Percentage of total Master Trust 0.55% 0.46% ---------- ---------- Value of interest in the net investment income from Master Trust accounts $2,418,034 $7,792,890 --------- ---------- Percentage of total Master Trust net investment gain 0.34% 0.42% -------- ---------
- 14 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued The net assets available for benefits of all participating plans in the Master Trust at December 31, 1996 and 1995 are summarized in thousands as follows:
1996 1995 ASSETS ----------- ----------- Investments, at fair value: Common Stock: General Motors $1-2/3 par value $4,237,497 $4,696,965 General Motors Class H, $0.10 par value 389,506 261,927 EDS Common Stock Fund 632,206 759,539 Other Corporate 12,440 11,666 U.S. Government Securities 1,875 33 Common/Collective Trust 2,063,946 1,612,315 Cash 79,952 103,410 --------- --------- Total investments 7,417,422 7,445,855 Receivables: Due from broker for investments sold 2,081 13,152 Accrued investment income 1,633 1,591 --------- --------- Total receivables 3,714 14,743 --------- --------- Total assets $7,421,136 $7,460,598 --------- --------- LIABILITIES: Due to broker for securities purchased (49) (186) --------- --------- Net assets available for benefits $7,421,087 $7,460,412 ========= ========= The net investment income of all participating plans in the Master Trust for the years ended December 31, 1996 and 1995 is summarized in thousands as follows: Interest $ 5,651 $ 9,570 Dividends 145,877 125,249 Net appreciation in fair value of investments: Common stocks 192,900 1,296,102 U.S. Government securities 78 109 Common and collective trusts 365,828 405,995 Registered investment company 6,410 9,301 ------- --------- Total net appreciation in fair value of investments 565,216 1,711,507 ------- --------- Total investment income $716,744 $1,846,326 ======= =========
- 15 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Concluded G. FEDERAL INCOME TAXES The Plan was submitted to the Internal Revenue Service (the "IRS") and has received a favorable 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 the Trust established thereunder has been determined to be exempt from United States Federal income taxes under Section 501(a) of the Code. 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. * * * * * * - 16 -
SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS Item 27a-SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1996 Column A Column B Column C Column D Column E - --------- ---------------- ------------------------- ---------- ---------- Identity of Issue, Borrower, Lessor, or Current Similar Party Description of Investment Cost Value - --------- ---------------- ------------------------- ---------- ----------- * State Street Bank Value of Interest in and Trust General Motors Savings Plans Master Trust $42,926,713 $40,974,143 * State Street Bank Fixed Income Fund 2,579,300 2,583,252 and Trust Mutual Funds: Fidelity Magellan 2,889,225 2,831,013 Fidelity Puritan 1,229,589 1,234,619 Fidelity Contrafund 4,155,536 4,441,748 Fidelity Asset Manager 543,987 546,977 Fidelity Capital Appreciation 19,851 20,529 Fidelity Retirement Growth 53,687 50,390 Fidelity Value 459,594 457,546 Fidelity Small Cap Stock 141,499 151,618 Fidelity Low-Priced Stock 14,353 16,166 Fidelity Fifty 21,281 22,462 Fidelity OTC Portfolio 239,813 243,346 Fidelity Stock Selector 73,375 77,099 Fidelity Disciplined Equity 15,724 15,768 Fidelity Growth Company 298,703 310,975 Fidelity Dividend Growth 308,180 334,661 Fidelity Trend 18,194 17,639 Fidelity Blue Chip Growth 382,918 402,819 Fidelity Fund 78,462 80,843 Fidelity Growth & Income Portfolio 266,395 280,407 Fidelity Equity Income 105,354 108,553 Fidelity Equity Income II 321,339 340,720 Fidelity Real Estate Investment 30,561 36,469 Fidelity Utilities Income 16,532 16,949 Fidelity World Wide 99,568 106,687 Fidelity Canada 1,201 1,082 Fidelity Diversified International 162,621 173,316 Fidelity Pacific Basin 6,581 30,886 Fidelity International Growth & Income 121,479 127,933 Fidelity Europe 136,799 144,076 Fidelity Overseas 131,281 133,922 Fidelity Asset Manager Growth 7,758 8,050 Fidelity Convertible Securities 9,156 9,343 Fidelity Balanced 3,878 4,054 Fidelity Global Bond 11,112 10,944 Fidelity Investment Grade Bond 25,701 25,401 Fidelity Government Securities 46,357 45,156 * State Street Bank and Trust Money Market 470,839 470,839 ---------- ----------- Total Mutual Funds $12,918,483 $13,331,005 ---------- ----------
- 17 -
SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS Item 27a-SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1996 - Concluded Column A Column B Column C Column D Column E - --------- ---------------- ------------------------- ---------- ---------- Identity of Issue, Borrower, Lessor, or Current Similar Party Description of Investment Cost Value - --------- ---------------- ------------------------- ---------- ----------- Loan Fund 6% - 9% $2,055,338 $2,055,338 New York Life Investment Contract, 6.51% 1,048,665 1,048,665 John Hancock Mutual Life Investment Contract, 6.22% 2,049,572 2,049,572 John Hancock Mutual Life Investment Contract, 6.51% 1,405,582 1,405,582 * Metropolitan Life Investment Contract, 7.42% 2,994,071 2,994,071 Principal Mutual Life Investment Contract, 6.23% 150,660 150,660 Provident National Investment Contract, 7.27% 73,963 73,963 ---------- ---------- Total Guaranteed Investment Contracts 7,722,513 7,722,513 ---------- ---------- Total Assets Held for Investment $68,202,347 $66,666,251 ========== ========== * Indicates party-in-interest
- 18 -
SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS Item 27d-SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1996 SERIES OF TRANSACTIONS IN EXCESS OF 5% OF NET ASSETS 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) - -------------- --------------- ---------- ---------- ------ ----------- ---------- ----------- --------- State Street Bank Fixed Income $10,682,930 $ - $ - $ - $10,682,930 $10,682,930 $ - and Trust Fund - 8,865,259 - - 8,865,259 8,865,259 - Fidelity Magellan 2,743,714 - - - 2,743,714 2,743,714 - - 1,568,949 - - 1,607,663 1,568,949 (38,714) Fidelity Contrafund 3,436,390 - - - 3,436,390 3,436,390 - - 600,755 - - 575,651 600,755 25,104 --------- --------- ------ ------ ---------- ---------- ------- $16,863,034 $11,034,963 - - $27,911,607 $27,897,997 $(13,610) ========== ========== ====== ====== ========== ========== ======= There are no single reportable transactions that reach the 5% of beginning net assets criteria.
- 19 - EX-23 2 EXHIBIT 23 EXHIBIT 23 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statement No. 333-17937 of General Motors Corporation on Form S-8 of our report dated June 13, 1997 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, 1996. s/DELOITTE & TOUCHE LLP DELOITTE & TOUCHE LLP Nashville, Tennessee June 26, 1997 - 20 - -----END PRIVACY-ENHANCED MESSAGE-----