-----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, Luc8T2GX1HKEyVKq8SI6/rcfqvfTtk0SGJYaV8Py81ElFTYLKiqEWfDKaMUw0B1T nyKL/sjSd7g6M6u0DHG/eg== 0000040730-98-000028.txt : 19980518 0000040730-98-000028.hdr.sgml : 19980518 ACCESSION NUMBER: 0000040730-98-000028 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980515 FILED AS OF DATE: 19980515 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: SEC FILE NUMBER: 001-00143 FILM NUMBER: 98623717 BUSINESS ADDRESS: STREET 1: 100 RENAISSANCE CTR STREET 2: 3044 W GRAND BLVD CITY: DETROIT STATE: MI ZIP: 48243-7301 BUSINESS PHONE: 3135565000 11-K 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 November 30, 1997 ----------------- OR TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE - --- ACT OF 1934 For the transition period from to --------------------- --------------------- Commission file number 33-4663 ------- HUGHES SALARIED EMPLOYEES' THRIFT AND SAVINGS PLAN HUGHES CALIFORNIA HOURLY EMPLOYEES' THRIFT AND SAVINGS PLAN HUGHES TUCSON BARGAINING EMPLOYEES' THRIFT AND SAVINGS PLAN HUGHES THRIFT AND SAVINGS PLAN Hughes Electronics Corporation 200 N. Sepulveda Blvd. El Segundo, California 90245-0956 ---------------------------------- (Full titles and address of the plans) General Motors Corporation 100 Renaissance Center, Detroit, Michigan 48265-1000 ---------------------------------------------------- (Name of issuer of the securities held pursuant to the plans and the address of its principal executive offices) Registrant's telephone number, including area code (313) 556-5000 Notices and communications from the Securities and Exchange Commission relative to this report should be forwarded to: Peter R. Bible Chief Accounting Officer General Motors Corporation 100 Renaissance Center Detroit, Michigan 48265-1000 - 1 - FINANCIAL STATEMENTS AND EXHIBIT - --------------------------------- (a) FINANCIAL STATEMENTS -------------------- Hughes Salaried Employees' Thrift and Savings Plan ("Salaried"), Hughes California Hourly Employees' Thrift and Savings Plan ("California Hourly"), Hughes Tucson Bargaining Employees' Thrift and Savings Plan ("Tucson Bargaining"), and Hughes Thrift and Savings Plan ("Thrift and Savings") (collectively, the "Hughes Electronics Corporation Employees' Thrift and Savings Plans" or the "Plans"). Page No. -------- Independent Auditors' Report............................... 7 Financial Statements: -------------------- Statements of Net Assets Available for Benefits by Plan as of November 30, 1997 and 1996................................ 8 Statements of Changes in Net Assets Available for Benefits by Plan for the years ended November 30, 1997 and 1996..... 9 Notes to Financial Statements................................ 10 Supplemental Schedules Omitted ------------------------------ Supplemental schedules are omitted because of the absence of conditions under which they are required. (b) EXHIBIT ------- Exhibit 23 - Consent of Independent Auditors................. 17 - 2 - SIGNATURE The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Hughes Salaried Employees' Thrift and Savings Plan has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Hughes Salaried Employees' Thrift and Savings Plan -------------------------- (Name of Plan) Date: May 15, 1998 By /s/Sandra L. Harrison ----------------------- (Sandra L. Harrison, Chairman, Administrative Committee) - 3 - SIGNATURE (continued) The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Hughes California Hourly Employees' Thrift and Savings Plan has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Hughes California Hourly Employees' Thrift and Savings Plan -------------------------- (Name of Plan) Date: May 15, 1998 By /s/Sandra L. Harrison ----------------------- (Sandra L. Harrison, Chairman, Administrative Committee) - 4 - SIGNATURE (continued) The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Hughes Tucson Bargaining Employees' Thrift and Savings Plan has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Hughes Tucson Bargaining Employees' Thrift and Savings Plan -------------------------- (Name of Plan) Date: May 15, 1998 By /s/Sandra L. Harrison ----------------------- (Sandra L. Harrison, Chairman, Administrative Committee) - 5 - SIGNATURE (concluded) The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Hughes Thrift and Savings Plan has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Hughes Thrift and Savings Plan ------------------------------ (Name of Plan) Date: May 15, 1998 By /s/Sandra L. Harrison ----------------------- (Sandra L. Harrison, Chairman, Administrative Committee) - 6 - INDEPENDENT AUDITORS' REPORT - ---------------------------- Hughes Electronics Corporation Employees' Thrift and Savings Plans: We have audited the accompanying Statements of Net Assets Available for Benefits by Plan of the Hughes Salaried Employees' Thrift and Savings Plan, the Hughes California Hourly Employees' Thrift and Savings Plan, the Hughes Tucson Bargaining Employees' Thrift and Savings Plan, and the Hughes Thrift and Savings Plan (collectively, the "Plans") as of November 30, 1997 and 1996 and the related Statements of Changes in Net Assets Available for Benefits by Plan for the years then ended. These financial statements are the responsibility of the Plans' 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 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 Plans at November 30, 1997 and 1996 and the changes in their net assets available for benefits for the years then ended, in conformity with generally accepted accounting principles. /s/DELOITTE & TOUCHE LLP DELOITTE & TOUCHE LLP Los Angeles, California May 7, 1998 - 7 - HUGHES ELECTRONICS CORPORATION EMPLOYEES' THRIFT AND SAVINGS PLANS STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS BY PLAN NOVEMBER 30, 1997 THRIFT CALIFORNIA TUCSON AND SALARIED HOURLY BARGAINING SAVINGS TOTAL ---------- ---------- ---------- ------- ---------- (Dollars in Thousands) INVESTMENT IN HUGHES MASTER TRUST: Equity Fund $2,180,430 $80,704 $27,386 $11,000 $2,299,520 Fixed Income Fund 949,018 50,756 14,646 3,636 1,018,056 Class H Common Stock Fund 937,605 36,371 16,972 11,504 1,002,452 Balanced Fund 693,395 15,610 5,350 4,829 719,184 Loan Fund 107,214 10,904 6,012 1,263 125,393 ---------- -------- ------- ------- ---------- TOTAL 4,867,662 194,345 70,366 32,232 5,164,605 CONTRIBUTIONS RECEIVABLE: Employee 12,997 663 256 258 14,174 Employer 4,732 326 124 93 5,275 ---------- -------- ------- ------- ---------- NET ASSETS AVAILABLE FOR BENEFITS $4,885,391 $195,334 $70,746 $32,583 $5,184,054 ========== ======== ======= ======= ========== NOVEMBER 30, 1996 THRIFT CALIFORNIA TUCSON AND SALARIED HOURLY BARGAINING SAVINGS TOTAL ---------- ---------- ---------- ------- ---------- (Dollars in Thousands) INVESTMENT IN HUGHES MASTER TRUST: Equity Fund $1,743,376 $64,761 $22,155 $7,810 $1,838,102 Fixed Income Fund 991,155 53,683 16,069 3,566 1,064,473 Class H Common Stock Fund 739,446 28,398 13,504 9,286 790,634 Balanced Fund 543,906 12,276 3,738 3,576 563,496 Loan Fund 108,970 9,916 4,716 616 124,218 ---------- -------- ------- ------- ---------- TOTAL 4,126,853 169,034 60,182 24,854 4,380,923 CONTRIBUTIONS RECEIVABLE: Employee 13,365 622 343 252 14,582 Employer 237 135 90 462 ---------- -------- ------- ------- ---------- NET ASSETS AVAILABLE FOR BENEFITS $4,140,218 $169,893 $60,660 $25,196 $4,395,967 ========== ======== ======= ======= ========== See notes to financial statements. - 8 - HUGHES ELECTRONICS CORPORATION EMPLOYEES' THRIFT AND SAVINGS PLANS STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY PLAN FOR THE YEAR ENDED NOVEMBER 30, 1997 THRIFT CALIFORNIA TUCSON AND SALARIED HOURLY BARGAINING SAVINGS TOTAL ---------- ---------- ---------- ------- ---------- (Dollars in Thousands) INVESTMENT ACTIVITIES: Net investment income from the Master Trust $773,056 $24,488 $11,863 $5,729 $815,136 ---------- -------- ------- ------- ---------- OTHER ACTIVITIES INCREASE (DECREASE): Employee contributions 194,008 9,338 3,099 3,941 210,386 Employer contributions 81,988 4,426 1,525 1,221 89,160 Benefit payments (303,879) (12,811) (6,401) (3,504) (326,595) ---------- -------- ------- ------- ---------- INCREASE (DECREASE) (27,883) 953 (1,777) 1,658 (27,049) ---------- -------- ------- ------- ---------- INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS 745,173 25,441 10,086 7,387 788,087 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF PERIOD 4,140,218 169,893 60,660 25,196 4,395,967 ---------- -------- ------- ------- ---------- NET ASSETS AVAILABLE FOR BENEFITS, END OF PERIOD $4,885,391 $195,334 $70,746 $32,583 $5,184,054 ========== ======== ======= ======= ========== FOR THE YEAR ENDED NOVEMBER 30, 1996 THRIFT CALIFORNIA TUCSON AND SALARIED HOURLY BARGAINING SAVINGS TOTAL ---------- ---------- ---------- ------- ---------- (Dollars in Thousands) INVESTMENT ACTIVITIES: Net investment income from the Master Trust $597,793 $21,914 $7,709 $3,344 $630,760 ---------- -------- ------- ------- ---------- OTHER ACTIVITIES INCREASE (DECREASE): Employee contributions 167,342 7,432 3,231 3,420 181,425 Employer contributions 57,030 3,041 1,305 1,161 62,537 Benefit payments (237,527) (13,515) (5,095) (2,419) (258,556) ---------- -------- ------- ------- ---------- INCREASE (DECREASE) (13,155) (3,042) (559) 2,162 (14,594) ---------- -------- ------- ------- ---------- INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS 584,638 18,872 7,150 5,506 616,166 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF PERIOD 3,555,580 151,021 53,510 19,690 3,779,801 ---------- -------- ------- ------- ---------- NET ASSETS AVAILABLE FOR BENEFITS, END OF PERIOD $4,140,218 $169,893 $60,660 $25,196 $4,395,967 ========== ======== ======= ======= ========== See notes to financial statements. - 9 - HUGHES ELECTRONICS CORPORATION EMPLOYEES' THRIFT AND SAVINGS PLANS NOTES TO FINANCIAL STATEMENTS NOTE 1. PLAN DESCRIPTION AND RELATED INFORMATION Description of the Plan - The accompanying financial statements are comprised of the accounts of the Hughes Salaried Employees' Thrift and Savings Plan (the "Salaried Plan"), the Hughes California Hourly Employees' Thrift and Savings Plan (the "California Hourly Plan"), the Hughes Tucson Bargaining Employees' Thrift and Savings Plan (the "Tucson Bargaining Plan"), and the Hughes Thrift and Savings Plan (the "Thrift and Savings Plan") (collectively, the "Plans"). Plan Administration - As of March 29, 1995, the Plans are administered by Administrative Committees whose members are appointed by Hughes Electronics Corporation (the Company or Hughes), a wholly owned subsidiary of General Motors Corporation ("GM"). Prior to March 29, 1995, the Plans were sponsored by Hughes Aircraft Company, a wholly owned subsidiary of the Company. The Trustee of the Plans is Bankers Trust Company (Bankers Trust). Additional Plan information is provided to the participants by the Company in the form of Summary Annual Reports. The Plans' expenses are paid by either the Plans or Hughes, as provided by the Plan documents. NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Plans participate in the Hughes Electronics Corporation Savings Plan Master Trust (the "Master Trust"). Basis of Acounting - The financial statements of the Plans are prepared on the accrual basis of accounting. Investments - The Plans' investments in the Master Trust are presented at estimated fair value, which has been determined based on the fair value of the investments of the Master Trust. Use of Estimates - The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Income Taxes - The Internal Revenue Service has ruled that the Plans are qualified under Section 401 of the Internal Revenue Code (the "Code") and are, therefore, not subject to Federal income taxes under present income tax laws. Accordingly, no provision for Federal income taxes has been made in the accompanying financial statements. Contributions by participants made on a "pre-tax" basis, the Company's matching contributions, and the earnings thereon are not subject to Federal income taxes to the participants until distributed from the Plans. NOTE 3. PLAN PARTICIPATION All employees of the Company and its domestic subsidiaries that have adopted the respective Plans are eligible to participate in the Plans after 90 days of continuous employment. The Plans provide that eligible employees electing to become participants may contribute amounts within specified ranges through payroll deductions. The participants may direct these contributions to any of the four investment funds included in the Master Trust described in Note 6. The Company contributes to the Class H Common Stock Fund an amount equal to 100% of the individual employee's contribution up to the first 3% of the employee's compensation, subject to certain limitations (except for the Thrift and Savings Plan which requires a 50% matching contribution up to the first 6% of the individual employee's compensation). The Company's Board of Directors has resolved that, effective January 1, 1997, the Company contribution for employees participating in the Salaried Plan, the California Hourly Plan and the Tuscon Bargaining Plan will be increased to an amount equal to 100% of the individual employee's contribution up to the first 4% of the employee's compensation, subject to certain limitations. - 10 - HUGHES ELECTRONICS CORPORATION EMPLOYEES' THRIFT AND SAVINGS PLANS Participants in the Salaried Plan, the California Hourly Plan and the Tucson Bargaining Plan are vested in the Company's contributions after two full plan years and become fully vested after five years of service. Participants in the Thrift and Savings Plan are vested in the Company's contributions after five years of service. Forfeited Company contributions are used to reduce future Company contributions to the Plans. The Company reserves the right to terminate the Plans at any time. Upon such termination, the participants' rights to the Company's contributions vest immediately and the account balances are to be fully paid to the participants. NOTE 4. PARTICIPANT LOANS Each Plan allows participants to borrow from their vested account balances, subject to certain limitations. The loans bear interest at the Bank of America, N.T. & S.A. prime rate plus 1% (which is fixed at the inception of the loan) and maturities may not exceed four years. The loans (which are accounted for in the Loan Fund) are deducted from the participants' vested account balances based on their investment elections with respect to the funds described in Note 6. Loan repayments are credited to the participants' accounts in the same manner. NOTE 5. BENEFITS TO WITHDRAWING PARTICIPANTS Net assets available for benefits include the following amounts which will be paid to participants who are withdrawing from the Plans: Plan 1997 1996 - ------------------ ------- ------- (Dollars in Thousands) Salaried $13,930 $41,272 California Hourly 371 1,091 Tucson Bargaining 385 813 Thrift and Savings 92 391 ------- ------- Total $14,778 $43,567 ======= ======= NOTE 6. INFORMATION CONCERNING THE MASTER TRUST The Master Trust was created pursuant to a trust agreement between Hughes and Bankers Trust, as trustee of the funds, to permit the commingling of trust assets of the Plans and certain other employee benefit plans of the Company, for investment and administrative purposes. Each participating employee benefit plan has an interest in the net assets of the Master Trust and changes therein. The assets of the trust are held by Bankers Trust. Investments of the Master Trust are managed by independent investment advisors, with the exception of one account in the Fixed Income Fund managed directly by a subsidiary of the Company who also performs certain other duties in relation to the oversight of the investments of the plans (with asset values at November 30, 1997 and 1996 of approximately $682,872,000 and $719,407,000, respectively). Investment management fees paid by the Plans to the subsidiary for the account it manages were as follows: Plan 1997 1996 - ---------------------------------- ---- ---- (Dollars in Thousands) Salaried $461 $434 California Hourly 25 23 Tucson Bargaining 7 7 Thrift and Savings 2 2 ---- ---- Total investment management fees $495 $466 ==== ==== - 11 - HUGHES ELECTRONICS CORPORATION EMPLOYEES' THRIFT AND SAVINGS PLANS The Master Trust is composed of five funds: the Equity Fund, which invests primarily in equity securities; the Fixed Income Fund, which invests in certificates of deposit, short-term corporate debt and government securities, and contracts with insurance companies providing a guarantee of principal (backed by assets of the insurance company) and a specified rate of interest; the Class H Common Stock Fund, which invests in or holds shares of GM Class H Common Stock; the Balanced Fund, consisting primarily of investments in Equity and Debt Index Funds managed by Mellon Capital; and the Loan Fund, representing outstanding loans from employees who are participants in the Plans. Each Plan's share in the Master Trust's net assets is based upon the participant units and fund values (described below) of the participants in the Plan. The investment return of the Master Trust is allocated to the participating Plans based on the relative proportion of each Plan's net assets available for benefits in each fund. Significant Accounting Policies - ------------------------------- Short-term investment funds and certificates of deposit are stated at cost, which approximates fair value. Investments in contracts with insurance companies are carried at contract value, which approximates fair value. Securities, except short-term fixed income obligations (obligations having maturities of less than one year), are stated at fair value based upon closing sales prices reported on recognized securities exchanges on the last business day of the period or, for listed securities having no sales reported and for unlisted securities, upon last-reported bid prices on that date. Short-term fixed income obligations are stated at amortized cost, which approximates fair value. Participant loans are valued at cost which approximates fair value. Purchases and sales of securities are recorded on a trade date basis. Dividends declared but not received are accrued on the ex-dividend date. Interest income is recognized on the accrual basis. Participants may elect to have their contributions invested in proportionate shares of each such fund. The assets of the Trust are held by Bankers Trust. The following schedules summarize the net assets and net investment income of the Master Trust. - 12 - HUGHES ELECTRONICS CORPORATION EMPLOYEES' THRIFT AND SAVINGS PLANS a) NET ASSETS OF THE MASTER TRUST NOVEMBER 30, 1997
FIXED CLASS H EQUITY INCOME COMMON BALANCED LOAN FUND FUND STOCK FUND FUND TOTAL -------- ---------- ------- -------- -------- ---------- (Dollars in Thousands) INVESTMENTS: Short-term investment funds $96,328 $230,302 $958 $496 $419 $328,503 Certificates of deposit - 149,956 - - - 149,956 Short-term United States Government obligations - - - - - - Long-term United States Government obligations - - - - - - Short-term corporate obligations - 561,852 - - - 561,852 Long-term corporate obligations - - - - - - Common stocks 1,199,196 - - - - 1,199,196 Common Stock- GM Class H - - 987,587 - - 987,587 Pooled investments 978,025 - - - - 978,025 Preferred stock 2,623 - - - - 2,623 Insurance contracts - 87,418 - - - 87,418 Loan receivable from participants - - - - 127,026 127,026 Other - - - 717,334 - 717,334 ---------- ---------- -------- --------- -------- ---------- Total investments 2,276,172 1,029,528 988,545 717,830 127,445 5,139,520 Dividends and interest receivable - 15,492 3,865 128,585 66 148,008 Receivable for securities sold 11,777 - - - 16 11,793 Interfund accounts 16,088 (26,317) 10,465 1,604 (1,840) - Payable for securi- ties purchased (3,704) - - (128,301) (14) (132,019) Contributions receivable 7,173 2,407 7,070 2,799 - 19,449 Other (814) (647) (422) (534) (280) (2,697) -------- --------- --------- ------- ------- --------- NET ASSETS OF THE MASTER TRUST $2,306,692 $1,020,463$1,009,523 $721,983 $125,393 $5,184,054 ========= ========= ========= ======= ======= ========= NET ASSETS OF THE MASTER TRUST BY PLAN: Salaried $2,187,096 $951,037 $943,954 $696,090 $107,214 $4,885,391 California Hourly 80,967 51,008 36,794 15,661 10,904 195,334 Tucson Bargaining 27,521 14,745 17,113 5,355 6,012 70,746 Thrift and Savings 11,108 3,673 11,662 4,877 1,263 32,583 Other - - - - - - -------- --------- --------- ------- ------- --------- TOTAL $2,306,692 $1,020,463$1,009,523 $721,983 $125,393 $5,184,054 ========= ========= ========= ======= ======= =========
- 13 - HUGHES ELECTRONICS CORPORATION EMPLOYEES' THRIFT AND SAVINGS PLANS a) NET ASSETS OF THE MASTER TRUST NOVEMBER 30, 1996
FIXED CLASS H EQUITY INCOME COMMON BALANCED LOAN FUND FUND STOCK FUND FUND TOTAL -------- ---------- ------- -------- -------- ---------- (Dollars in Thousands) INVESTMENTS: Short-term investment funds $73,743 $70,955 $4,011 $18 $309 $149,036 Certificates of deposit - 235,020 - - - 235,020 Short-term United States Government obligations - 9,981 - - - 9,981 Long-term United States Government obligations - - - - - - Short-term corporate obligations - - - - - - Long-term corporate obligations - 567,623 - - - 567,623 Common stocks 1,263,487 67,585 - - - 1,331,072 Common Stock- GM Class H - - 783,795 - - 783,795 Pooled investments 499,756 - - - - 499,756 Preferred stock 1,041 - - - - 1,041 Insurance contracts - 101,672 - - - 101,672 Loan receivable from participants - - - - 124,010 124,010 Other - - - 560,252 - 560,252 ---------- ---------- -------- -------- -------- ---------- Total investments 1,838,027 1,052,836 787,806 560,270 124,319 4,363,258 Dividends and interest receivable - 14,229 3,502 - - 17,731 Receivable for securities sold 11,432 - - - - 11,432 Interfund accounts (1,273) (2,088) (481) 4,168 (326) - Payable for securi- ties purchased (9,259) - - (2,100) - (11,359) Contributions receivable 6,993 3,025 2,311 2,715 - 15,044 Other (825) (504) (193) 1,158 225 (139) -------- ---------- -------- -------- -------- ---------- NET ASSETS OF THE MASTER TRUST $1,845,095 $1,067,498 $792,945 $566,211 $124,218 $4,395,967 ========== ========== ======== ======== ======== ========== NET ASSETS OF THE MASTER TRUST BY PLAN: Salaried $1,749,876 $993,719 $741,130 $546,522 $108,971 $4,140,218 California Hourly 65,011 53,950 28,709 12,307 9,916 169,893 Tucson Bargaining 22,311 16,211 13,667 3,755 4,716 60,660 Thrift and Savings 7,897 3,618 9,439 3,627 615 25,196 Other - - - - - - -------- ---------- -------- -------- -------- ---------- TOTAL $1,845,095 $1,067,498 $792,945 $566,211 $124,218 $4,395,967 ========== ========== ======== ======== ======== ==========
- 14 - HUGHES ELECTRONICS CORPORATION EMPLOYEES' THRIFT AND SAVINGS PLANS b) MASTER TRUST NET INVESTMENT INCOME FOR THE YEAR ENDED NOVEMBER 30, 1997
FIXED CLASS H EQUITY INCOME COMMON BALANCED LOAN FUND FUND STOCK FUND FUND TOTAL -------- -------- ------- -------- ------ --------- (Dollars in Thousands) INVESTMENT INCOME AND EXPENSES: Interest and other income $ - $63,452 $523 $206,867 $8,586 $279,428 Dividends 20,960 - 15,062 - - 36,022 Net change in fair value of investments 448,580 (9,819) 147,471 (76,542) - 509,690 Investment management and trustee fees (5,103) (1,592) (597) (2,712) - (10,004) -------- ------- -------- ------- ------ -------- NET INVESTMENT INCOME $464,437 $52,041 $162,459 $127,613 $8,586 $815,136 ======== ======= ======== ======= ====== ======== FOR THE YEAR ENDED NOVEMBER 30, 1996 FIXED CLASS H EQUITY INCOME COMMON BALANCED LOAN FUND FUND STOCK FUND FUND TOTAL -------- -------- ------- -------- ------ --------- (Dollars in Thousands) INVESTMENT INCOME AND EXPENSES: Interest and other income $993 $61,275 $734 $62,488 $9,353 $134,843 Dividends 24,889 - 13,154 - - 38,043 Net change in fair value of investments 330,956 (1,163) 103,681 34,695 11 468,180 Investment management and trustee fees (5,137) (1,732) (679) (2,758) - (10,306) -------- ------- -------- ------- ------ -------- NET INVESTMENT INCOME $351,701 $58,380 $116,890 $94,425 $9,364 $630,760 ======== ======= ======== ======= ====== ========
- 15 - HUGHES ELECTRONICS CORPORATION EMPLOYEES' THRIFT AND SAVINGS PLANS Note 7. Subsequent Events On December 17, 1997, General Motors completed the restructuring of its Hughes Electronics subsidiary, including the spin-off and merger of its defense unit with the Raytheon Company. As part of the restructuring, the Plan participants' GM Class H common stock was converted to two new classes of stock, new GM Class H and Raytheon Class A. The defense unit Plan participants may elect a voluntary transfer to another qualified defined contribution plan maintained by the Raytheon Company, ending with the valuation date of the fifth full month following the spin-off merger. The impact on the Plans has not been determined. On June 1, 1998, the Plans will be merged as follows: (i) the Hughes Thrift and Savings Plan will be merged into the Hughes Salaried Employees' Thrift and Savings Plan and the Plan will be called the Hughes Non-Bargaining Employees Thrift and Savings Plan; (ii) the Hughes Tucson Bargaining Employees' Thrift and Savings Plan will be merged into the Hughes California Hourly Employees' Thrift and Savings Plan and the Plan will be called the Hughes Bargaining Employees Thrift and Savings Plan. - 16 - EX-23 2 EXHIBIT 23 CONSENT OF INDEPENDENT AUDITORS GENERAL MOTORS CORPORATION: We hereby consent to the incorporation by reference in Registration Statement No. 33-32322 on Form S-8 of our report dated May 7, 1998 appearing in this Annual Report on Form 11-K of the Hughes Salaried Employees' Thrift and Savings Plan, the Hughes California Hourly Employees' Thrift and Savings Plan, the Hughes Tucson Bargaining Employees' Thrift and Savings Plan, and the Hughes Thrift and Savings Plan for the year ended November 30, 1997. /s/DELOITTE & TOUCHE LLP DELOITTE & TOUCHE LLP Los Angeles, California May 12, 1998 - 17 - -----END PRIVACY-ENHANCED MESSAGE-----