-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, frB0oONetvtf6mMLKuENquDBYS/xLfjITzmHZWglkmkhQM70aC24O1tGfqxT+CLV Hng8zw6HLumBo4k7ftk/jg== 0000040730-94-000008.txt : 19940701 0000040730-94-000008.hdr.sgml : 19940701 ACCESSION NUMBER: 0000040730-94-000008 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL MOTORS CORP CENTRAL INDEX KEY: 0000040730 STANDARD INDUSTRIAL CLASSIFICATION: 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: 94536044 BUSINESS ADDRESS: STREET 1: 3044 W GRAND BLVD CITY: DETROIT STATE: MI ZIP: 48202 BUSINESS PHONE: 3135565000 11-K 1 DEFERRED COMP PLAN l:\secfiles\11_k\eds-93\defcomp1.doc3 1 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, 1993 ----------------- OR TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE - --- ACT OF 1934 For the transition period from to --------------------- --------------------- Commission file number 2-94698 ------- EDS DEFERRED COMPENSATION PLAN ------------------------------ (Full title of the plan) General Motors Corporation 767 Fifth Avenue, New York, New York 10153-0075 3044 West Grand Blvd., Detroit, Michigan 48202-3091 ---------------------------------------------------- (Name of issuer of the securities held pursuant to the plan and the address of its principal executive offices) Registrant's telephone number, including area code (313)556-5000 Notices and communications from the Securities and Exchange Commission relative to this report should be forwarded to: David J. FitzPatrick Chief Accounting Officer General Motors Corporation 3044 West Grand Blvd. Detroit, Michigan 48202-3091 - 1 - 2 FINANCIAL STATEMENTS AND EXHIBIT - -------------------------------- (a) FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULES Page No. ------------------------------------------------------ -------- EDS Deferred Compensation Plan: Independent Auditors' Report. . . . . . . . . . . . . . . 3 Basic Financial Statements: Statements of Net Assets Available for Benefits, December 31, 1993 and 1992 . . . . . . . . . . . . . . 4 Statements of Changes in Net Assets Available for Benefits for the Years Ended December 31, 1993 and 1992. . . . . . . . . . . . . . . . . . . . . 5 Notes to Financial Statements, December 31, 1993 and 1992 . . . . . . . . . . . . . . . . . . . . . 5 Supplemental schedules: Schedule 1-Schedule of Assets Held for Investment Purposes, December 31, 1993 . . . . . . . . . . . . . 15 Schedule 2-Schedule of Reportable Transactions for the Year Ended December 31, 1993. . . . . . . . . . . 17 Supplemental schedules not listed above are omitted as the required information is not applicable or the information is presented in the financial statements or related notes. (b) EXHIBIT ------- Exhibit 23 Consent of Independent Auditors . . . . . . . . 19 SIGNATURE The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Trustees of the EDS Deferred Compensation Plan have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. EDS DEFERRED COMPENSATION PLAN ------------------------------ (Name of plan) Electronic Data Systems Corporation Plan Administrator Date June 28, 1994 By ------------- s/Lester M. Alberthal, Jr. -------------------------- (Lester M. Alberthal, Jr., Chairman of the Board, President, and Chief Executive Officer) - 2 - 3 INDEPENDENT AUDITORS' REPORT - ---------------------------- To the Trustees EDS Deferred Compensation Plan: We have audited the accompanying statements of net assets available for benefits of the EDS Deferred Compensation Plan as of December 31, 1993 and 1992, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the EDS Deferred Compensation Plan as of December 31, 1993 and 1992 and the changes in net assets available for benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets held for investment purposes and reportable transactions 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. The supplemental schedules have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. s/KPMG PEAT MARWICK KPMG PEAT MARWICK Dallas, Texas June 3, 1994 - 3 - 4 EDS DEFERRED COMPENSATION PLAN Statements of Net Assets Available for Benefits December 31, 1993 and 1992 Assets: 1993 1992 ------------ ------------ Investments (note 4): Income Fund, at contract value (cost, 1993 - $177,289,335 1992 - $158,747,182) $177,289,335 $158,747,182 Executive Life Fund, at contract value (cost, 1993 - $9,639,617 1992 - $9,639,617) 9,639,617 9,639,617 GM Class E Stock Fund, at fair value (cost, 1993 - $130,265,817 1992 - $110,035,357) 176,393,616 187,956,256 Vanguard/Wellington Fund, at fair value (cost, 1993 - $153,938,933 1992 - $116,561,088) 167,243,193 123,282,362 Vanguard U.S. Growth Portfolio, at fair value (cost, 1993 - $22,596,911 1992 - $18,176,996) 23,198,133 19,381,196 Vanguard International Growth Portfolio, at fair value (cost, 1993 - $28,370,837 1992 - $7,740,244) 33,467,590 7,221,083 Vanguard Quantitative Portfolios, at fair value (cost, 1993 - $28,045,976 1992 - $12,877,650) 27,567,863 13,153,617 Vanguard Money Market Reserves-Prime Portfolio, at fair value (cost, 1993 - $12,369,286 1992 - $11,001,801) 12,369,286 11,001,801 MCorp Stock Fund, at fair value (cost, 1993 - $744,762 1992 - $773,248) 4,067 4,333 Loan Fund, at unpaid principal balance 35,363,491 29,354,927 ------------ ------------ Net assets available for benefits $662,536,191 $559,742,374 ============ ============ See accompanying Notes to Financial Statements. - 4 - 5 EDS DEFERRED COMPENSATION PLAN Statements of Changes in Net Assets Available for Benefits For the Years Ended December 31, 1993 and 1992 1993 1992 ------------ ------------ Additions to net assets attributed to: Investment income: Net appreciation (depreciation) in fair value of investments (note 4) ($7,508,921) $13,142,403 Interest 14,157,339 13,669,173 Dividends 15,768,149 9,762,953 ------------ ------------ Total 22,416,567 36,574,529 Contributions - employees 107,966,238 100,481,954 Net assets transferred from other plans (note 1) 895,561 1,401,774 ------------ ----------- Total additions 131,278,366 138,458,257 Deductions from net assets attributed to withdrawals (28,484,549) (16,759,156) ------------ ------------ Net increase 102,793,817 121,699,101 Net assets available for benefits at: Beginning of year 559,742,374 438,043,273 ------------ ------------ End of year $662,536,191 $559,742,374 ============ ============ See accompanying Notes to Financial Statements. Notes to Financial Statements December 31, 1993 and 1992 1. Description of Plan ------------------- The EDS Deferred Compensation Plan (Plan or Trust) (the Plan) became effective July 1, 1983, with employees admitted to the Plan October 1, 1983. As used herein, the terms "EDS", "the Company", and "Employer" refer to Electronic Data Systems Corporation and its adopting subsidiaries which participate in the Plan. As a result of the acquisition of EDS by General Motors Corporation (GM) on October 18, 1984, the Plan was amended primarily to allow the Plan to invest in GM Class E common stock, $0.10 par value. The following description of the Plan reflects all Plan amendments and is provided for general purposes only. Participants should refer to the Plan document, as amended, for more complete information. General - The Plan is a defined contribution plan covering eligible employees of the Company. An employee becomes eligible to participate in the Plan upon the completion of at least one hour of service with the Employer. On June 29, 1989, the EDS Payroll Stock Ownership Plan (PAYSOP) was terminated by unanimous consent of the Plan Committee which was appointed by the EDS Board of Directors. Effective October 27, 1992, undistributed net assets of $8,324 at fair value were transferred from the PAYSOP to the EDS Deferred Compensation Plan in conjunction with the termination of the PAYSOP. - 5 - 6 EDS DEFERRED COMPENSATION PLAN Commencing with the May 1, 1991 partial acquisition of System One Holdings, Inc. by EDS, employees of System One Holdings, Inc. who became EDS employees became eligible to participate in the Plan on May 1, 1991. Effective October 1, 1991, net assets of the System One Holdings, Inc. 401(k) Plan (System One Plan) of $16,754,312 were transferred to the EDS Deferred Compensation Plan in conjunction with the partial merger of the System One Plan into the EDS Deferred Compensation Plan. Effective January 23, 1992, additional net assets of $13,507 from the System One Plan were transferred to the EDS Deferred Compensation Plan. On October 17, 1991, the M&SD Employees' Stock Ownership Plan, which was adopted by EDS upon the acquisition of M&SD by EDS, was terminated by a unanimous consent of the Plan Committee of the Board of Directors of EDS. Effective December 16, 1992, undistributed net assets of $94,218 were transferred from the M&SD Employees' Stock Ownership Plan to the EDS Deferred Compensation Plan. Commencing with the January 15, 1992 acquisition of Energy Management Associates, Inc. (EMA) by EDS, employees of EMA became eligible to participate in the Plan on January 16, 1992. Effective June 30, 1992, net assets of $1,285,725 were transferred from the EMA 401(k) Plan (EMA Plan) to the EDS Deferred Compensation Plan in conjunction with the merger of the EMA Plan into the EDS Deferred Compensation Plan. Commencing with the August 1991 acquisition of SD-Scicon by EDS, domestic employees of SD- Scicon became eligible to participate in the Plan on July 1, 1992. Effective April 7, 1993, net assets of $895,561 were transferred from the SD-Scicon Profit Sharing Plan (SD-Scicon Plan) to the EDS Deferred Compensation Plan in conjunction with the merger of the SD-Scicon Plan into the Plan. For financial statement purposes, the historical cost and fair market values of the assets transferred from the plans were carried over to the Plan. Effective March 28, 1991, The Vanguard Fiduciary Trust Company (Vanguard) became asset custodian and record-keeper for the EDS Deferred Compensation Plan. Effective May 1, 1991, Vanguard became trustee of the Plan. The Plan's investment activities are managed by the Vanguard Group of Investment Companies. The Plan's Investment Committee has approval and oversight responsibilities for the investment process. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended. The Plan was created to provide additional incentive and retirement security for eligible employees. The Plan allows for nine investment funds, seven of which are available for participant investment: the Income Fund, which is a fixed income fund; the GM Class E Stock Fund, which consists of GM Class E common stock and a small amount of cash invested in a money market account; the Vanguard Money Market Reserves- Prime Portfolio (Vanguard Money Market), a short-term investment fixed income fund; the Vanguard/Wellington Fund (Vanguard/Wellington), a stock and bond mutual fund; the Vanguard Quantitative Portfolios (Vanguard Quantitative), a growth and income stock mutual fund; the Vanguard U.S. Growth Portfolio (Vanguard U.S.), a growth stock mutual fund; and the Vanguard International Growth Portfolio (Vanguard International), a growth stock mutual fund investing in foreign companies. In addition, the Plan holds other investments which were transferred to the EDS Deferred Compensation Plan from the MTech Plans on December 31, 1988. During 1991, the guaranteed annuity contract with Executive Life was segregated into its own investment fund, hereafter referred to as the Executive Life Fund (see Note 4). All of the administrative expenses of the Plan are paid by the Company with the following two exceptions: (1) loan application fees and (2) maintenance fees for non-EDS-employed participants. All investment expenses are paid from the investment funds. In order to preserve any benefits under any plans which are merged into the EDS Deferred Compensation Plan, the Plan was amended, effective December 30, 1988, to specifically prohibit the reduction or elimination of any benefit protected under IRC Section 411(d)(6). - 6 - 7 EDS DEFERRED COMPENSATION PLAN Contributions - Each year, contributions to the Plan are made on a pre-tax basis. Participants may elect to defer between one percent and 20 percent of their total compensation subject to a maximum annual contribution of $8,994 and maximum eligible compensation of $235,840 per participant beginning January 1, 1993, and limitations imposed to ensure a fair mix of participation among employees (elective contributions). The total annual additions to a participant's individual account may not exceed the lesser of $30,000 or 25 percent of the participant's total compensation as defined in the Plan. Annual additions for purposes of this test are defined as contributions less any rollover contributions made during the year. An individual participant's annual additions are further limited by amounts credited to the participant under other Company employee benefit plans. Effective January 1, 1991, a participant may elect, up to four times annually, to change his/her designated percentage of pay withheld. The individual accounts of certain participants may include portions of a one-time Employer contribution made as set forth in the text of Amendment Number One to the Plan. Such Employer contribution in 1987 was intended to compensate for losses incurred due to sharp stock market price changes during the normal delay in processing investment election transfers after the September 30, 1987 Valuation Date. Since 1987 there have been no similar contributions. Withdrawals - A participant may request a withdrawal of all or a portion of the amount of accumulated voluntary contributions in cases of hardship. Once a participant has exhausted all other available financial resources, including Plan loans, and upon the approval of the Plan Administrator, a participant may then withdraw an amount equal to but not in excess of the expense of the hardship (the "Hardship Withdrawal"). In order to obtain such approval from the Plan Administrator, a participant must demonstrate immediate and heavy financial need. Participants age 59 1/2 or above may request an in-service withdrawal without being subject to an additional 10% tax penalty. The amount of a participant's withdrawals may not be repaid to the Plan. Participant's Individual Account - The Participant's Individual Account is credited with the participant's contributions and the amounts of participant earnings dictated by the number of units held in each Vanguard investment fund. The benefit to which a participant is entitled is limited to the amount of the participant's individual account. The participant determines both the amount deferred and the percentage of the investment contributed to one or more of the investment funds. The percentages may be in any whole percentage increment. Vesting - Participants are always 100% vested in their individual accounts and in the earnings received thereon. The one-time employer contribution in 1987 was immediately vested. Payment of Benefits - On termination of service, a participant may elect to receive either a cash distribution for all or part of the value of his/her account, GM Class E common stock (for any amount so invested), MCorp common stock (for any amount so invested), or a non-transferable annuity contract purchased on his/her behalf from an insurance company. Lump sum cash distributions are no longer available for MCorp stock. A participant may elect to receive periodic payments in monthly, quarterly, or semiannual installments or elect to have all or part of his/her account rolled over to another qualified plan or to an individual retirement account. - 7 - 8 EDS DEFERRED COMPENSATION PLAN Loans - Upon written application of a participant, the Plan Administrator may, at his/her sole discretion, direct the Trustees to make a loan to the participant. The amount of any such loan is limited to fifty percent (50%) of the amount of accumulated elective contributions to which the participant would be entitled if employment was terminated as of the date the loan is made. No loan may be granted for less than $500. The maximum amount of loans available to a participant may not exceed $50,000 reduced by the highest outstanding loan balances from the Plan during the preceding year minus the outstanding loan balances on the date a loan is made. Plan loans and interest must be repaid within five years or upon separation from employment, whichever is earlier. If the outstanding loan is not repaid in full prior to the end of the calendar year during which the participant separates, the amount outstanding will be reported to the Internal Revenue Service as income for that calendar year. Effective July 1, 1991, the Plan was amended to allow no more than four outstanding loans at any one time. No more than two Plan loans may be granted in any plan year. At December 31, 1993, the interest rate on new loans was six percent (6.00%). 2. Summary of Significant Accounting Policies ------------------------------------------ Investments - Quoted market prices are used to value investments other than those of the Income Fund, the Executive Life Fund, and the Loan Fund. Investments in the Income Fund and the Executive Life Fund are valued at contract value which represents contributions made plus interest at the contract rate. (See note 4 regarding the investment in the Executive Life Fund.) Participant loans are presented in the accompanying financial statements at unpaid principal balance which approximates fair value. Investment Income - Income from investments is recorded as it is earned. 3. Plan Termination ---------------- While it has not expressed any intention to do so, the Company has the right to terminate the Plan at any time by majority vote of its Board of Directors subject to the provisions of ERISA. 4. Investments ----------- The Trustees of the Plan hold the investments of the Plan in trust on behalf of the participants. Consistent with the fiduciary standards of ERISA, safeguards are adhered to in protecting the interests of Plan participants and their beneficiaries. The table on the next page presents the fair value/contract value of the Plan's investments at December 31, 1993 and 1992. Investments that represent five percent (5.00%) or more of the Plan's net assets are separately identified. - 8 - 9 EDS DEFERRED COMPENSATION PLAN
1993 1992 ------------------------ ------------------------- Number Fair value/ Number Fair value/ of shares contract of shares contract or units value or units value ----------- ------------ ----------- ------------- Income Fund -- $177,289,335 -- $158,747,182 ------------ ------------ Executive Life Fund -- 9,639,617 -- 9,639,617 ------------ ------------ GM Class E Stock Fund (cost of $130,265,817 in 1993 and $110,035,357 in 1992) 6,040,278 176,393,616 5,638,309 187,956,256 ------------ ------------ Vanguard/Wellington (cost of $153,938,933 in 1993 and $116,561,088 in 1992) 8,198,356 167,243,193 6,434,345 123,282,362 ------------ ------------ Vanguard U.S. (cost of $22,596,911 in 1993 and $18,176,996 in 1992) 1,554,011 23,198,133 1,261,810 19,381,196 ------------ ------------ Vanguard International (cost of $28,370,837 in 1993 and $7,740,244 in 1992) 2,477,361 33,467,590 767,403 7,221,083 ------------ ------------ Vanguard Quantitative (cost of $28,045,976 in 1993 and $12,877,650 in 1992) 1,676,174 27,567,863 806,991 13,153,617 ------------ ------------ Vanguard Money Market -- 12,369,286 -- 11,001,801 ------------ ------------ MCorp Stock Fund (cost of $744,762 in 1993 and $773,428 in 1992) 8,134 4,067 26,684 4,333 ------------ ------------ Loan Fund (11,679 loans in 1993, loans outstanding from $6 to $48,202 with interest rates from 6.0% to 11.5% in 1993) -- 35,363,491 -- 29,354,927 ------------ ------------ $662,536,191 $559,742,374 ============ ============
On April 1, 1991, the Plan received $1.8 million for interest accrued from inception to March 31, 1991 on the group annuity contract with Executive Life Insurance Company (Executive Life). On April 11, 1991, the California State Board of Insurance placed Executive Life into conservatorship due to Executive Life's financial condition. Accordingly, the balances in the Executive Life Fund as of December 31, 1993 and 1992, do not include accrued interest since the month Executive Life was placed into conservatorship. The California Superior Court approved the purchase of Executive Life by a French investment group headed by Altus Finance and Mutuelle Assurance des Artisanale de France. The new company is called Aurora National Life Assurance Company. The recoverability of this investment will depend on the outcome of pending litigation, the priority in which claims and benefits are paid, and any recovery available through the various State Guaranty Funds. While a loss from this investment is possible, the amount of such loss cannot be reasonably estimated and, accordingly, no provision for loss has been recorded as of December 31, 1993 or 1992. - 9 - 10 EDS DEFERRED COMPENSATION PLAN To hedge against adverse foreign currency movements, the Vanguard International Growth Portfolio may enter into contracts for the purchase or sale of a specific foreign currency at a fixed price at a future date. The forward foreign currency rate of the underlying currency and any gains and losses are recorded for financial statement purposes as unrealized until the contract settlement date, at which point they are realized. To hedge against anticipated future changes in interest or security prices, the Vanguard Quantitative Portfolios may utilize futures contracts to a limited extent. The Fund receives from or pays to brokers amounts equal to the daily fluctuations in the values of the contracts. These receipts and payments are recorded as unrealized gains and losses until the contract settlement dates, at which point they are realized. The underlying risk to participants is proportional to each participant's number of shares relative to the total number of shares issued by each mutual fund. 5. Party-in-Interest Transactions ------------------------------ As stated previously, the GM Class E Stock Fund consists of GM Class E common stock and a small amount of cash invested in a money market account. 6. Income Tax Status ----------------- The Internal Revenue Service has determined and informed the Company by a letter dated February 13, 1986, that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code (Code). The Plan has been amended since receiving the determination letter. However, the Plan administrator and the Plan's tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Code. Therefore, no provision for income taxes has been included in the Plan's financial statements. - 10 - 11 EDS DEFERRED COMPENSATION PLAN 7. Allocation of Changes in Plan Assets and Liabilities to Investment Programs --------------------------------------------------------------------------- The following table presents the allocation of changes in net assets available for benefits to investment programs for the year ended December 31, 1993:
Vanguard GM Vanguard International Executive Class E Vanguard/ U.S. Growth Growth Income Life Stock Wellington Portfolio Portfolio Fund Fund Fund Fund Fund Fund ----------- ---------- ----------- ------------ ----------- ------------- Additions to net assets attributed to investment income: Net appreciation (depreciation) in fair value of investments $-- $-- ($20,748,541) $8,419,087 ($535,019) $5,886,876 Interest 11,595,989 -- -- -- -- -- Dividends -- -- 2,368,266 9,814,535 317,951 264,343 ------------ ----------- ------------ ------------ ----------- ----------- Total 11,595,989 -- (18,380,275) 18,233,622 (217,068) 6,151,219 Employee contributions 28,608,217 -- 26,953,408 27,702,591 8,814,419 4,922,130 Net assets transferred from other plans 75,021 -- 21,409 16,593 90,346 6,832 ------------ ----------- ------------ ------------ ----------- ----------- Total additions 40,279,227 -- 8,594,542 45,952,806 8,687,697 11,080,181 Deductions from net assets attributed to withdrawals (9,367,028) -- (6,863,263) (6,242,695) (1,168,107) (651,191) Interfund transfers (12,370,046) -- (13,293,919) 4,250,720 (3,702,653) 15,817,517 ------------ ----------- ------------ ------------ ----------- ----------- Net increase (decrease) 18,542,153 -- (11,562,640) 43,960,831 3,816,937 26,246,507 Net assets available for benefits at: Beginning of year 158,747,182 9,639,617 187,956,256 123,282,362 19,381,196 7,221,083 ------------ ----------- ------------ ------------ ----------- ----------- End of year $177,289,335 $9,639,617 $176,393,616 $167,243,193 $23,198,133 $33,467,590 ============ ========== ============ ============ =========== ===========
- 11 - 12 EDS DEFERRED COMPENSATION PLAN
Vanguard Money Market Vanguard Reserves- Quantitative Prime MCorp Portfolios Portfolio Stock Loan Fund Fund Fund Fund Total ----------- ------------ ------ ---------- ----------- Additions to net assets attributed to investment income: Net appreciation (depreciation) in fair value of investments ($531,333) $-- $9 $-- ($7,508,921) Interest -- 334,505 -- 2,226,845 14,157,339 Dividends 3,003,054 -- -- -- 15,768,149 ----------- ----------- ------ ----------- ------------ Total 2,471,721 334,505 9 2,226,845 22,416,567 Employee contributions 7,047,621 3,917,852 -- -- 107,966,238 Net assets transferred from other plans 94,883 549,180 -- 41,297 895,561 ----------- ----------- ------ ----------- ------------ Total additions 9,614,225 4,801,537 9 2,268,142 131,278,366 Deductions from net assets attributed to withdrawals (1,091,507) (1,653,944) (275) (1,446,539) (28,484,549) Interfund transfers 5,891,528 (1,780,108) -- 5,186,961 -- ----------- ----------- ------ ----------- ------------ Net increase (decrease) 14,414,246 1,367,485 (266) 6,008,564 102,793,817 Net assets available for benefits at: Beginning of year 13,153,617 11,001,801 4,333 29,354,927 559,742,374 ----------- ----------- ------ ----------- ------------ End of year $27,567,863 $12,369,286 $4,067 $35,363,491 $662,536,191 =========== =========== ====== =========== ============
- 12 - 13 EDS DEFERRED COMPENSATION PLAN 7. Allocation of Changes in Plan Assets and Liabilities to Investment Programs (continued) --------------------------------------------------------------------------------------- The following table presents the allocation of changes in net assets available for benefits to investment programs for the year ended December 31, 1992:
Vanguard GM Vanguard International Executive Class E Vanguard/ U.S. Growth Growth Income Life Stock Wellington Portfolio Portfolio Fund Fund Fund Fund Fund Fund ----------- ---------- ------------ ---------- ---------- ------------- Additions to net assets attributed to investment income: Net appreciation (depreciation) in fair value of investments $-- $-- $11,155,919 $2,098,625 $387,256 ($516,922) Interest 11,383,942 -- 63 37 34 21 Dividends -- -- 1,998,339 6,460,553 316,930 155,575 ------------ ---------- ------------ ------------ ----------- ---------- Total 11,383,942 -- 13,154,321 8,559,215 704,220 (361,326) Employee contributions 31,172,726 -- 27,044,482 23,505,597 6,962,926 2,864,469 Net assets transferred from other plans 566,646 -- 91,212 6,754 -- 6,754 ------------ ---------- ------------ ------------ ----------- ---------- Total additions 43,123,314 -- 40,290,015 32,071,566 7,667,146 2,509,897 Deductions from net assets attributed to withdrawals (6,358,273) -- (4,876,296) (3,117,742) (534,246) (183,060) Interfund transfers (15,671,971) -- 7,465,967 (5,604,602) 3,863,562 1,012,689 ------------ ---------- ------------ ------------ ----------- ---------- Net increase (decrease) 21,093,070 -- 42,879,686 23,349,222 10,996,462 3,339,526 Net assets available for benefits at: Beginning of year 137,654,112 9,639,617 145,076,570 99,933,140 8,384,734 3,881,557 ------------ ---------- ------------ ------------ ----------- ---------- End of year $158,747,182 $9,639,617 $187,956,256 $123,282,362 $19,381,196 $7,221,083 ============ ========== ============ ============ =========== ==========
- 13 - 14 EDS DEFERRED COMPENSATION PLAN
Vanguard Money Market Vanguard Reserves- Quantitative Prime MCorp Portfolios Portfolio Stock Loan Fund Fund Fund Fund Total ------------ ----------- ------- ----------- ------------ Additions to net assets attributed to investment income: Net appreciation (depreciation) in fair value of investments $17,872 $-- $(347) $ -- $13,142,403 Interest 29 311,573 -- 1,973,474 13,669,173 Dividends 831,556 -- -- -- 9,762,953 ----------- ----------- ------ ----------- ------------ Total 849,457 311,573 (347) 1,973,474 36,574,529 Employee contributions 5,265,234 3,666,520 -- -- 100,481,954 Net assets transferred from other plans -- 730,408 -- -- 1,401,774 ----------- ----------- ------ ----------- ------------ Total additions 6,114,691 4,708,501 (347) 1,973,474 138,458,257 Deductions from net assets attributed to withdrawals (422,033) (628,594) (170) (638,742) (16,759,156) Interfund transfers 1,033,638 (434,790) 64 8,335,443 -- ----------- ----------- ------ ----------- ------------ Net increase (decrease) 6,726,296 3,645,117 (453) 9,670,175 121,699,101 Net assets available for benefits at: Beginning of year 6,427,321 7,356,684 4,786 19,684,752 438,043,273 ----------- ----------- ------ ----------- ------------ End of year $13,153,617 $11,001,801 $4,333 $29,354,927 $559,742,374 =========== =========== ====== =========== ============
- 14 - 15 Schedule 1 EDS DEFERRED COMPENSATION PLAN Schedule of Assets Held for Investment Purposes December 31, 1993 Description of Investment ------------------------------------
Number Rate of of Shares Current Identity of Party Maturity Date Interest or Units Cost Value - --------------------------- -------------- --------- ---------- ------------ ----------- Income Fund: Allstate Life Ins. Co. 6/30/94 (33%) 8.87% -- $27,101,383 $27,101,383 9/30/94 (50%) 12/30/94 (100%) Bankers Trust #93-621 -- 4.80% -- 9,942,714 9,942,714 #93-621B -- 4.17% -- 10,104,376 10,104,376 #93-621C -- 5.10% -- 6,303,702 6,303,702 Canada Life 12/31/96 7.32% -- 11,000,000 11,000,000 Confederation Life Ins. Company 3/31/95 9.36% -- 12,836,949 12,836,949 Continental Nat'l. Assurance Company #12817-6 3/31/94 (50%) 5.60% -- 11,829,493 11,829,493 3/31/97 (100%) #12817-016 6/15/97 (75%) 6.65% -- 10,759,476 10,759,476 12/15/97 (100%) Hartford Life Ins. Co. 6/30/95 (50%) 8.60% -- 15,684,352 15,684,352 6/30/96 (100%) Metropolitan Life 9/30/95 9.15% -- 13,998,716 13,998,716 Principal Financial Group #4-5639-1 12/15/97 6.50% -- 8,056,704 8,056,704 #4-5639-2 12/15/95 (50%) 6.25% -- 10,676,301 10,676,301 9/15/96 (100%) #86513* 12/31/94 8.43% -- 90,498 90,498 #86513* 12/31/95 7.59% -- 138,251 138,251 Protective Life 9/30/95 9.45% -- 4,332,777 4,332,777 Prudential Asset Mgmt. Grp. #7347-211 5/15/96 6.53% -- 4,992,253 4,992,253 #7347-212 9/15/97 5.52% -- 8,021,908 8,021,908 Vanguard Money Market Reserves - Prime Portfolio (no guaranteed rate**) -- -- -- 11,419,482 11,419,482 ------------ ------------ Total Income Fund $177,289,335 $177,289,335 ------------ ------------ *The interest rate will be adjusted quarterly. **The interest rate was 3% at December 31, 1993. See accompanying independent auditors' report.
- 15 - 16 EDS DEFERRED COMPENSATION PLAN Description of Investment ------------------------------------
Number Rates of of Shares Current Identity of Party Maturity Date Interest or Units Cost Value - --------------------------- -------------- --------- ---------- ------------ ------------ Executive Life Fund -- -- -- $9,639,617 $9,639,617 Loan Fund -- 6.0% to 11.5% -- 35,363,491 35,363,491 GM Class E Stock Fund -- -- 6,040,278 130,265,817 176,393,616 Vanguard/Wellington Fund -- -- 8,198,356 153,938,933 167,243,193 Vanguard U.S. Growth Portfolio -- -- 1,554,011 22,596,911 23,198,133 Vanguard International Growth Portfolio -- -- 2,477,361 28,370,837 33,467,590 Vanguard Quantitative Portfolios -- -- 1,676,174 28,045,976 27,567,863 Vanguard Money Market Reserves - Prime Portfolio -- -- 12,369,286 12,369,286 12,369,286 MCorp Stock Fund -- -- 8,134 744,762 4,067 ------------ ------------ Total Assets Held for Investment Purposes $598,624,965 $662,536,191 ============ ============
See accompanying independent auditors' report. - 16 - 17 Schedule 2 EDS DEFERRED COMPENSATION PLAN Schedule of Reportable Transactions For The Year Ended December 31, 1993 Series of related transactions involving an aggregate amount in excess of 5% of the fair value of the Plan's assets as of December 31, 1992 are as follows:
Identity Number of Party of Purchase Selling Lease Involved Description of Asset Transactions Price Price Rental - -------- --------------------------------- ------------ ----------- ----------- ------ EDS Company Stock Fund: GM Class E Stock Fund (General Motors Corp. Class E Common Stock) 250 $88,648,673 $-- $-- GM Class E Stock Fund (General Motors Corp. Class E Common Stock) 253 -- 79,250,489 -- Various Fixed Principal Investment Fund: Income Fund 258 60,392,148 -- -- Income Fund 253 -- 41,601,754 -- Mutual Funds: Vanguard Vanguard/Wellington Fund (Stock and Bond Fund) 253 60,600,486 -- -- Vanguard/Wellington Fund (Stock and Bond Fund) 253 -- 24,979,135 -- Vanguard Vanguard Money Market Reserves- Prime Portfolio (Money Market Fund) 258 36,607,025 -- -- Vanguard Money Market Reserves- Prime Portfolio (Money Market Fund) 253 -- 35,774,558 -- Vanguard Vanguard International Growth Portfolio (Stock Fund) 245 26,948,185 -- -- Vanguard International Growth Portfolio (Stock Fund) 246 -- 6,585,672 -- See accompanying independent auditors' report.
- 17 - 18 EDS DEFERRED COMPENSATION PLAN
Current Expense Value of Identity Incurred Asset on Net of Party with Cost of Transaction Gain or Involved Description of Asset Transaction Asset Date (Loss) - -------- --------------------------------- ------------ ----------- ----------- ---------- EDS Company Stock Fund: GM Class E Stock Fund (General Motors Corp. Class E Common Stock) $-- $88,648,673 $88,648,673 $-- GM Class E Stock Fund (General Motors Corp. Class E Common Stock) -- 68,212,474 79,250,48911,038,015 Various Fixed Principal Investment Fund: Income Fund -- 60,392,148 60,392,148 -- Income Fund -- 41,601,754 41,601,754 -- Mutual Funds: Vanguard Vanguard/Wellington Fund (Stock and Bond Fund) -- 60,600,486 60,600,486 -- Vanguard/Wellington Fund (Stock and Bond Fund) -- 23,146,622 24,979,135 1,832,513 Vanguard Vanguard Money Market Reserves- Prime Portfolio (Money Market Fund) -- 36,607,025 36,607,025 -- Vanguard Money Market Reserves- Prime Portfolio (Money Market Fund) -- 35,774,558 35,774,558 -- Vanguard Vanguard International Growth Portfolio (Stock Fund) -- 26,948,185 26,948,185 -- Vanguard International Growth Portfolio (Stock Fund) -- 6,316,148 6,585,672 269,524 See accompanying independent auditors' report.
- 18 - EX-23 2 EXHIBIT 23 L:\secfiles\11-k\eds23 1 EXHIBIT 23 CONSENT OF INDEPENDENT AUDITORS ------------------------------- To the Trustees EDS Deferred Compensation Plan: We consent to the incorporation by reference in Registration Statement No. 33-36443 on Form S-8 of General Motors Corporation of our report dated June 3, 1994 relating to the statements of net assets available for benefits of the EDS Deferred Compensation Plan as of December 31, 1993 and 1992, and the related statements of changes in net assets available for benefits for the years then ended, and the related supplemental schedules, which report appears in the December 31, 1993 annual report on Form 11-K of the EDS Deferred Compensation Plan filed by General Motors Corporation. s/KPMG PEAT MARWICK KPMG PEAT MARWICK Dallas, Texas June 28, 1994 - 19 - -----END PRIVACY-ENHANCED MESSAGE-----