-----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, LUUUxHuhGB/LV2bs8QkKNL1sH9DS4W1Mk25xX/pXP/VBeUJGiLeuk6zqVolaC97p Eu/VW2ieyhsez2iRTSvZwA== 0000040729-97-000120.txt : 19970627 0000040729-97-000120.hdr.sgml : 19970627 ACCESSION NUMBER: 0000040729-97-000120 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: 97630567 BUSINESS ADDRESS: STREET 1: 3044 WEST GRAND BLVD CITY: DETROIT STATE: MI ZIP: 48202-3091 BUSINESS PHONE: 3135565000 11-K 1 11-K SATURN ISP/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 33-19551 -------- SATURN INDIVIDUAL SAVINGS PLAN FOR 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 Individual Savings Plan for 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. . . . . . . . . . . . . . . . . 16 Line 27d-Schedule of Reportable Transactions for the Year Ended December 31, 1996. . . . . . . . . . . . . . . 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 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 Individual Savings Plan for 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 Individual Savings Plan for Represented Members: We have audited the accompanying statements of net assets available for benefits of the Saturn Individual Savings Plan for 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 INDIVIDUAL SAVINGS PLAN FOR 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 $49,062,156 $37,680,162 Mutual Funds 35,425,308 16,223,085 Fixed Income Fund 8,957,879 4,457,488 Loans to participants 9,001,970 6,926,226 Investments, at contract value: Investment contracts stated at cost plus accumulated interest 27,455,663 26,481,179 Receivables Contributions - 633,598 ----------- ---------- Total assets 129,902,976 92,401,738 LIABILITIES: Accounts payable - 122,395 ----------- ---------- NET ASSETS AVAILABLE FOR BENEFITS $129,902,976 $92,279,343 =========== ========== Reference should be made to the Notes to Financial Statements.
- 4 -
SATURN INDIVIDUAL SAVINGS PLAN FOR 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 $1,777,384 $ 857,608 Dividends 2,449,584 780,416 Interest 2,009,369 1,863,335 Net investment income from the General Motors Savings Plans Master Trust 7,490,763 9,498,714 --------- --------- Total investment income 13,727,100 13,000,073 Interest on loans 609,113 436,634 Participants contributions: After tax 7,921,919 7,593,268 Tax-deferred 19,271,548 15,590,410 Rollover 710,252 1,078,647 ---------- ---------- Total contributions 27,903,719 24,262,325 ---------- ---------- Total additions 42,239,932 37,699,032 DEDUCTIONS: Benefits paid to participants 4,614,535 3,793,572 Forfeitures 1,764 730 ---------- ---------- Total deductions 4,616,299 3,794,302 NET INCREASE 37,623,633 33,904,730 NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 92,279,343 58,374,613 ------------ ----------- End of year $129,902,976 $92,279,343 =========== ==========
Reference should be made to the Notes to Financial Statements. - 5 - SATURN INDIVIDUAL SAVINGS PLAN FOR 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 Individual Savings Plan for 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 represented members with tax-deferred and after-tax voluntary savings opportunities. 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 represented by the United Auto Workers ("UAW") or other labor organizations which have adopted the Plan. 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 18% of Eligible Earnings (20% effective January 1, 1997) 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 18% of Eligible Earnings (20% effective January 1, 1997), 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 Personal Savings Plan Trust. 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"). Description of Investment Options: GENERAL MOTORS CORPORATION COMMON STOCK $1-2/3 PAR VALUE - Under this option, a participant's contributions are invested in General Motors 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. - 6 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued Assets invested in the Common Stock Fund are expressed in terms of units rather than shares of stock. Each unit represents a proportionate interest in all of the assets of the Common Stock Fund. The number of units credited to a participant's account will be determined by the amount of the participant's contributions and the purchase price of a unit. 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, 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 primarily 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 -------- ----------------------------- ---------- ---------- 6.23% 6.23% Principal Mutual Life $2,663,481 $4,687,940 7.38% 7.38% Provident National 1,439,123 2,504,741 - 8.90% Prudential Life - 1,245,491 - 6.77% New York Life - 115,650 6.36% 6.14% John Hancock Mutual Life 3,292,389 3,099,649 6.20% 6.00% John Hancock Mutual Life 7,236,957 2,841,114 7.09% 7.00% Metropolitan Life 12,823,713 11,986,594 ---------- ---------- $27,455,663 $26,481,179 ========== ==========
- 7 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued The contract value of the investment contracts approximates their fair value at December 31, 1996 and 1995. The average yield on investment contracts for the years ended December 31, 1996 and 1995 was 6.70% and 6.78%, 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 $8,957,879 and $4,457,488, respectively. 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 Participant contributions vest immediately. Saturn matched participant contributions made through January 1, 1992 and earnings thereon vest fully upon the attainment of 5 years of service, death, total and permanent disability or retirement. DISTRIBUTIONS Participants 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 participants account 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 $9,001,970 and $6,926,226, respectively. - 8 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued TERMINATION OF THE PLAN Although it has not expressed any intent to do so, Saturn has the right under the Plan 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. 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. - Common/Collective Trust - 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 common stock, $1-2/3 par value, 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 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 be based upon amounts which differ from those estimates. o Certain costs of Plan administration are paid by Saturn. o Certain reclassifications have been made to prior-year amounts to conform with current-year presentation. - 9 - SATURN INDIVIDUAL SAVINGS PLAN FOR 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 and Trust General Motors Savings Plans Master Trust $49,062,156* $37,680,162* Fidelity Magellan 7,397,544* 4,888,364* Fidelity Puritan 4,110,838 1,901,432 Fidelity Contrafund 14,870,776* 5,776,146* Fidelity Asset Manager 1,334,359 688,196 Fidelity Self-Directed Accounts 7,711,791** 2,968,947** ---------- ---------- Total mutual funds 35,425,308 16,223,085 ---------- ---------- State Street Bank and Trust Fixed Income Fund 8,957,879* 4,457,488 Loans to Participants 6% to 9% 9,001,970* 6,926,226* Principal Mutual Life Investment Contract, 6.23% 2,663,481 4,687,940* Provident National Investment Contract, 7.38% 1,439,123 2,504,741 Prudential Life Investment Contract, 8.90% - 1,245,491 New York Life Investment Contract, 6.77% - 115,650 John Hancock Mutual Life Investment Contract, 6.36% 3,292,389 3,099,649 John Hancock Mutual Life Investment Contract, 6.20% 7,236,957* 2,841,114 Metropolitan Life Investment Contract, 7.09%12,823,713* 11,986,594* ---------- ---------- Total Guaranteed Investment Contracts 27,455,663 26,481,179 ---------- ---------- TOTAL $129,902,976 $91,768,140 =========== ========== * 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.
- 10 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued 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:
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 91,112 $134.180 105,779 $115.680 Equity Index Fund 2,088,235 16.930 1,975,129 15.620 Balanced Fund 105,361 14.160 98,999 13.390 Income Fund 3,191,539 11.399 2,872,363 11.223 Fidelity Magellan Fund 91,656 80.650 84,100 76.050 Fidelity Puritan Fund 238,487 17.240 202,955 16.480 Fidelity Contrafund 353,521 42.150 300,183 40.540 Fidelity Asset Manager 81,530 16.470 67,715 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 95,053 $126.040 96,615 $128.230 Equity Index Fund 1,898,458 15.150 1,794,820 14.500 Balanced Fund 107,352 13.090 91,657 12.770 Income Fund 2,768,409 11.045 2,799,091 10.875 Fidelity Magellan Fund 80,925 74.800 68,941 87.510 Fidelity Puritan Fund 164,178 17.680 145,851 17.640 Fidelity Contrafund 275,721 39.340 218,676 38.140 Fidelity Asset Manager 61,224 16.270 53,674 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 100,762 $126.370 109,798 $111.620 Equity Index Fund 1,738,744 13.760 1,652,303 12.980 Balanced Fund 78,243 12.410 47,703 11.850 Income Fund 2,889,844 10.706 2,732,918 10.533 Fidelity Magellan Fund 56,855 85.980 36,345 92.370 Fidelity Puritan Fund 111,783 17.010 83,360 16.780 Fidelity Contrafund 151,924 38.020 102,379 40.610 Fidelity Asset Manager 43,419 15.850 29,600 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 125,469 $110.810 137,726 $104.110 Equity Index Fund 1,577,588 12.020 1,534,154 10.970 Balanced Fund 33,580 11.220 15,484 10.560 Income Fund 2,586,715 10.359 2,437,509 10.186 Fidelity Magellan Fund 21,459 83.500 8,875 72.440 Fidelity Puritan Fund 56,949 16.150 28,809 15.420 Fidelity Contrafund 76,159 36.560 32,842 32.120 Fidelity Asset Manager 18,280 14.800 10,714 14.060
- 11 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued E. FUND INFORMATION Contributions, investment income, benefits paid to participants, and interfund trust transfers by fund are as follows for the years ended December 31, 1996 and 1995:
1996 1995 ---- ---- Employee Contributions: GM $1-2/3 par value Common Stock Fund $2,412,777 $2,946,816 Equity Index Fund 5,910,740 5,721,280 Balanced Fund 412,489 254,093 Income Fund 9,634,081 10,612,205 Fidelity Magellan Fund 2,325,869 1,181,554 Fidelity Puritan Fund 1,189,508 660,613 Fidelity Contrafund 3,875,123 1,592,454 Fidelity Asset Manager 453,173 313,657 Self-Directed Accounts 1,689,959 979,653 ---------- ---------- $27,903,719 $24,262,325 ========== ========== Investment Income: GM $1-2/3 par value Common Stock Fund $1,219,997 $3,352,588 Equity Index Fund 6,105,254 6,065,372 Balanced Fund 165,512 80,755 Income Fund 1,999,337 1,842,776 Fidelity Magellan Fund 717,617 404,781 Fidelity Puritan Fund 441,005 184,998 Fidelity Contrafund 2,150,903 728,672 Fidelity Asset Manager 130,424 55,876 Self-Directed Accounts 797,051 284,255 ---------- ---------- $13,727,100 $13,000,073 ========== ========== Benefits Paid to Participants: GM $1-2/3 par value Common Stock Fund $628,916 $548,597 Equity Index Fund 1,094,228 835,014 Balanced Fund 31,424 9,323 Income Fund 2,127,609 2,177,909 Fidelity Magellan Fund 233,529 74,328 Fidelity Puritan Fund 81,868 34,521 Fidelity Contrafund 327,024 79,092 Fidelity Asset Manager 34,371 16,289 Self-Directed Accounts 55,566 18,499 ---------- ---------- $4,614,535 $3,793,572 ========== ========== Interfund Trust Transfers: GM $1-2/3 par value Common Stock Fund $(3,190,673) $(5,759,947) Equity Index Fund 895,526 (2,451,123) Balanced Fund (42,687) 662,982 Income Fund (3,857,033) (2,434,875) Fidelity Magellan Fund (255,636) 3,376,212 Fidelity Puritan Fund 639,644 1,085,538 Fidelity Contrafund 3,512,359 3,562,728 Fidelity Asset Manager 89,991 345,157 Self-Directed Accounts 2,208,509 1,613,328 --------- --------- $ - $ - ========= =========
- 12 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued 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 Value Common Stock Fund, the GM Class H, $.10 Par Value Common Stock Fund, the EDS Common Stock Fund, the Equity Index Fund, and the Balanced Fund. Each of these investment options that are available under the Plan is described in Note A. Each participating employee benefit plan has an undivided interest in the net assets and changes therein of the applicable 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 $49,062,156 $37,680,162 ----------- ----------- Percentage of total Master Trust 0.66% 0.51% ----------- ----------- Value of interest in the net investment income from Master Trust accounts $ 7,490,763 $9,498,714 ----------- ---------- Percentage of total Master Trust net investment gain 1.05% 0.51% ----------- ----------
- 13 - SATURN INDIVIDUAL SAVINGS PLAN FOR 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 ======= =========
- 14 - SATURN INDIVIDUAL SAVINGS PLAN FOR 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. * * * * * * - 15 -
SATURN INDIVIDUAL SAVINGS PLAN FOR 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 General Motors and Trust Savings Plans Master Trust $43,897,010 $49,062,156 * State Street Bank Fixed Income Fund 8,931,914 8,957,879 and Trust Mutual Funds: Fidelity Magellan 7,564,889 7,397,544 Fidelity Puritan 4,091,584 4,110,838 Fidelity Contrafund 13,785,113 14,870,776 Fidelity Asset Manager 1,325,010 1,334,359 Fidelity Capital Appreciation 45,380 45,493 Fidelity Retirement Growth 90,326 85,381 Fidelity Value 571,649 568,119 Fidelity Small Cap Stock 82,809 87,537 Fidelity Fifty 48,787 51,533 Fidelity OTC Portfolio 207,668 215,025 Fidelity Emerging Growth 4,708 4,549 Fidelity Stock Selector 175,877 181,175 Fidelity Disciplined Equity 57,380 59,601 Fidelity Growth Company 458,344 484,955 Fidelity Dividend Growth 503,075 556,215 Fidelity Trend 19,270 20,078 Fidelity Blue Chip Growth 1,553,178 1,634,062 Fidelity Fund 151,149 158,047 Fidelity Growth & Income Portfolio 777,598 835,370 Fidelity Equity Income 95,541 100,200 Fidelity Equity Income II 782,014 827,768 Fidelity Real Estate Investment 135,167 151,278 Fidelity Utilities Income 19,480 20,312 Fidelity World Wide 119,272 130,241 Fidelity Canada 22,664 21,028 Fidelity Diversified International 148,278 158,934 Fidelity Pacific Basin 108,615 113,932 Fidelity International Growth & Income 105,738 111,019 Fidelity Europe 147,086 154,111 Fidelity Overseas 319,814 329,932 Fidelity Asset Manager Growth 59,028 61,390 Fidelity Convertible Securities 28,780 29,700 Fidelity Balanced 2,759 2,871 Fidelity Global Bond 8,705 8,635 Fidelity Investment Grade Bond 18,195 17,929 Fidelity Government Securities 5,931 5,879 * State Street Bank and Trust Money Market 479,492 479,492 ---------- ---------- Total Mutual Funds $34,120,353 $35,425,308 ---------- ---------- - 16 - SATURN INDIVIDUAL SAVINGS PLAN FOR 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% $9,001,970 $9,001,970 Principal Mutual Life Investment Contract, 6.23% 2,663,481 2,663,481 Provident National Investment Contract, 7.38% 1,439,123 1,439,123 John Hancock Mutual Life Investment Contract, 6.36% 3,292,389 3,292,389 John Hancock Mutual Life Investment Contract, 6.20% 7,236,957 7,236,957 * Metropolitan Life Investment Contract, 7.09% 12,823,713 12,823,713 ----------- ----------- Total Guaranteed Investment Contracts 27,455,663 27,455,663 ----------- ----------- Total Assets Held for Investment $123,406,910 $129,902,976 =========== =========== * Indicates party-in-interest
- 17 -
SATURN INDIVIDUAL SAVINGS PLAN FOR 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 Column 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 $20,160,543 $ - $ - $ - $20,160,543 $20,160,543 $ - and Trust Fund - 15,634,694 - - 15,634,694 15,634,694 - Fidelity Magellan 6,384,311 - - - 6,384,311 6,384,311 - - 3,608,938 - - 3,707,785 3,608,938 (98,847) Fidelity Contrafund 12,427,351 - - - 12,427,351 12,427,351 - - 4,506,627 - - 4,418,383 4,506,627 88,244 Fidelity Puritan 3,408,345 - - - 3,408,345 3,408,345 - - 1,241,689 - - 1,218,193 1,241,689 23,496 Loan Fund 5,792,350 - - - 5,792,350 5,792,350 - 6 - 9% - 3,695,985 - - 3,695,895 3,695,895 - ---------- ---------- ----- ---------- ---------- ---------- ------ $48,172,900 $28,687,933 $ - $ - $76,847,850 $76,860,743 $12,893 ========== ========== ===== ========== ========== ========== ====== There are no single reportable transactions that reach the 5% of beginning net assets criteria.
- 18 - EX-23 2 EXHIBIT 23 EXHIBIT 23 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statement No. 333-21029 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 Individual Savings Plan for Represented Members for the year ended December 31, 1996. s/DELOITTE & TOUCHE LLP DELOITTE & TOUCHE LLP Nashville, Tennessee June 26, 1997 - 19 - -----END PRIVACY-ENHANCED MESSAGE-----