11-K 1 0001.txt SALARIED STOCK PROGRAM 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, 1999 ----------------- OR TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE --- ACT OF 1934 For the transition period from to --------------------- --------------------- Commission file number 2-14960 ------- GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM FOR SALARIED EMPLOYEES IN THE UNITED STATES ---------------------------------------------- (Full title of the plan) General Motors Corporation 300 Renaissance Center, Detroit, Michigan 48265-3000 ---------------------------------------------------- (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 300 Renaissance Center. Detroit, Michigan 48265-3000 - 1 - FINANCIAL STATEMENTS AND EXHIBIT -------------------------------- (a) FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES Page No. ---------------------------------------------------------- -------- General Motors Savings-Stock Purchase Program for Salaried Employees in the United States: Independent Auditors' Report. . . . . . . . . . . . . . . 3 Statements of Net Assets Available for Benefits, as of December 31, 1999 and 1998. . . . . . . . . . . . . . . 4 Statements of Changes in Net Assets Available for Benefits for the Years Ended December 31, 1999 and 1998 . . . . . . . . . . . . . . . . . . . . . . . . . 5 Notes to Financial Statements . . . . . . . . . . . 6 Supplemental schedules: Schedule of Assets Held for Investment Purposes as of December 31, 1999. . . . . . . . . . . 13 Schedule of Reportable Transactions for the Year Ended December 31, 1999. . . . . . . . . . . . . 15 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 . . . . . . . . . 16 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this annual report to be signed on its behalf by the undersigned, hereunto duly authorized. General Motors Savings-Stock Purchase Program for Salaried Employees in the United States ----------------------------- (Name of plan) Date June 28, 2000 By: ------------- /s/John F. Smith, Jr. ----------------------------- (John F. Smith, Jr., Chairman of the Board of Directors) - 2 - INDEPENDENT AUDITORS' REPORT ---------------------------- General Motors Savings-Stock Purchase Program for Salaried Employees in the United States: We have audited the accompanying statements of net assets available for benefits of the General Motors Savings-Stock Purchase Program for Salaried Employees in the United States (the "Program") as of December 31, 1999 and 1998, 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 Program's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. 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, such financial statements present fairly, in all material respects, the net assets available for benefits of the Program as of December 31, 1999 and 1998, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America. 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, 1999 and (2) reportable transactions for the year ended December 31, 1999, 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 Program's management. Such schedules have been subjected to the auditing procedures applied in our audit of the basic 1999 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 Detroit, Michigan June 9, 2000 - 3 - GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM FOR SALARIED EMPLOYEES IN THE UNITED STATES STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1999 AND 1998 1999 1998 -------------- ------------- (Dollars in Thousands) ASSETS: Investments 15,889,918 15,880,710 Accrued investment income 18,044 ---------- ---------- Total assets 15,889,918 15,898,754 ---------- --------- NET ASSETS AVAILABLE FOR BENEFITS $15,889,918 $15,898,754 ========== ========== Reference should be made to the Notes to Financial Statements. - 4 - GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM FOR SALARIED EMPLOYEES IN THE UNITED STATES STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 1999 1998 -------------- ------------- (Dollars in Thousands) ADDITIONS: Investment income: Net appreciation in fair value of mutual fund investments $625,710 $471,078 Dividends 397,185 293,059 Interest 237,575 237,835 Net investment earnings from the General Motors Savings Plans Master Trust (Note D) 1,476,137 1,368,043 --------- --------- Total investment income 2,736,607 2,370,015 Contributions: Employer 151,579 173,854 Participants 425,397 480,564 --------- --------- Total contributions 576,976 654,418 --------- --------- Total additions 3,313,583 3,024,433 DEDUCTIONS - DISTRIBUTIONS TO PARTICIPANTS (959,470) (675,954) TRANSFER TO DELPHI (Note E) (2,362,949) --------- --------- NET (DECREASE) INCREASE (8,836) 2,348,479 NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 15,898,754 13,550,275 ---------- ---------- End of year $15,889,918 $15,898,754 ========== ========== Reference should be made to the Notes to Financial Statements. - 5 - GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM FOR SALARIED EMPLOYEES IN THE UNITED STATES NOTES TO FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 1999 AND 1998 A. THE PROGRAM GENERAL - General Motors Corporation (the "Corporation" or "GM") has established the General Motors Savings-Stock Purchase Program for Salaried Employees in the United States (the "Program"), a defined contribution plan. Eligibility is restricted to regular employees of the Corporation compensated fully or partly by salary and/or commission who are not represented by a labor organization (unless they are eligible through understandings reached between the Corporation and their collective bargaining representatives). Employees classified as part-time employees, regular employees, temporary assignment, flexible service employees, temporary employees, and cooperative student employees hired prior to January 1, 1999 are eligible to participate in the Program upon the completion of six months of employment. The Investment Funds Committee of the Corporation's Board of Directors acts as the Program fiduciary and, along with various officers, employees, and committees, with authority delegated from the Program fiduciary, controls and manages the operation and administration of the Program subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). The following brief description of the Program is provided for general information purposes only. Participants should refer to the Program document and prospectus for a complete description of the Program's provisions. In November 1998, the net assets of the Saturn Personal Choices Savings Plan for Non-Represented Members (the "Saturn Personal Choices Plan") were merged into the Program in order to allow for a common savings plan administrative process for both Saturn and GM participants. Net assets of approximately $124,956,000 were transferred into the Program on November 30, 1998 from the Saturn Personal Choices Plan. CONTRIBUTIONS - An eligible participant employed by the Corporation (an "Employee") may elect to contribute to the Program as follows: o on an after-tax basis (regular savings), up to 20% of Employee's eligible salary as defined in the Program. o on a tax-deferred basis (deferred savings), an amount of eligible salary which is the lesser of (1) $10,000 for 1999 and 1998, respectively or (2) 20% for 1999 and 1998, respectively, of the Employee's eligible salary for a calendar year. o in lieu of receiving a distribution from The General Motors Short-term Variable Pay Plan for Salaried Employees in the United States (the "Short-term Variable Pay Plan"), an Employee may elect to have the Corporation contribute, as deferred savings to the extent permissible under tax law, 100% of any such amount, which vests immediately. o in lieu of receiving a flexible compensation payment from the Corporation, an Employee may elect to have the Corporation contribute 100% of the flexible compensation payment as deferred savings until the tax deferral legal limit is reached and then any remaining portion of such payment will be contributed as regular savings to the extent permissible under tax law. In addition, an Employee also may elect to combine the first two contribution methods disclosed above, provided that the sum of these contributions does not total more than 20% of eligible salary for any calendar year. The sum of all four of the above-described methods of contribution may only exceed 20% of eligible salary by an amount equal to the payout under the Short-term Variable Pay Plan and/or the flexible compensation payment. As defined in the Program document, the Corporation's total matching contribution is limited to 70% of basic savings. Basic savings as defined by the Program is Employee savings up to 6% of an Employee's eligible salary. The Corporation's matching contribution is invested entirely in the GM $1-2/3 par value Common Stock Fund and such contributions must remain invested in this fund during the period January through December 31, of the calendar year in which the contributions were made. This period is referred to as the "required retention period". - 6 - GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM FOR SALARIED EMPLOYEES IN THE UNITED STATES NOTES TO FINANCIAL STATEMENTS - Continued An Employee hired on or after January 1, 1993 will automatically have a Corporation contribution amount equal to 1% of the Employee's eligible salary credited monthly to such Employee's account upon attainment of eligibility. This contribution is provided because such Employee will receive different post-retirement benefit treatment from the Corporation than Employees hired prior to January 1, 1993. Such contribution will be credited to the Employee's account whether or not the Employee elects to participate in the Program. VESTING - Assets derived from Employee contributions and related Corporation contributions and earnings thereon vest immediately on allocation to the employee's account except for employees with less than five years of credited service for whom Corporation contributions and related earnings vest on January 1 following the calendar year in which such contributions or earnings are credited. Forfeitures are used to offset future employer contributions. FUND EXCHANGES - Participants may exchange funds between investment options on any business day. This provision does not apply to Employee contributions and Corporation contributions required to be invested in Corporation common stock funds during the required retention period. Employee contributions required to be invested in the Corporation's Common Stock Funds may be exchanged only between the Corporation's Common Stock Funds during the required retention period. Corporation contributions may not be exchanged until completion of the required retention period. PARTICIPANT WITHDRAWALS - A participant may withdraw funds in their account at any time after attaining age 59-1/2. Prior to age 59-1/2, employee deferred savings may only be withdrawn because of termination of employment, death, total and permanent disability, or financial hardship. Prior to receiving a withdrawal for financial hardship, a participant previously must have taken all available asset distributions, withdrawals, and loans under all applicable plans maintained by the Corporation. The amount that may be withdrawn for a financial hardship is limited as defined in the Program. The funds that represent a financial hardship withdrawal must conform to conditions required by the Internal Revenue Service (the "IRS"). A participant who receives a hardship distribution shall have his or her contributions to the Program suspended for a period of 12 months following the distribution as required by law. INVESTMENT OPTIONS - The Corporation's contributions are invested in the GM $1-2/3 par value Common Stock Fund. One-half of an Employee's Basic Savings is required to be invested, in 10% increments, in either one or both of the Corporation's Common Stock Funds: (1) GM $1-2/3 par value Common Stock Fund; or (2) GM Class H, $0.10 Par Value Common Stock Fund. The remainder of an Employee's contributions will be invested at the Employee's direction, in 10% increments, in any of the following investment options: o General Motors $1-2/3 par value Common Stock Fund, o General Motors Class H, $0.10 Par Value Common Stock Fund o Promark Funds o Mutual Funds Certain costs of Program administration are paid by the Corporation. DESCRIPTION OF INVESTMENT OPTIONS: General Motors Common Stock Funds: $1-2/3 Par Value and Class H, $0.10 Par Value - Under these investment options, contributions are invested by the Trustee primarily in the respective General Motors common stock. Each unit represents a proportionate interest in all of the assets of the respective GM Common Stock Funds. The number of units credited to each participant's account within an applicable plan will be determined by the amount of the participant's contributions and the purchase price of a unit in the respective GM Common Stock Fund. The value of each participant's account is determined each business day by the number of units to the participant's credit, multiplied by the current unit value. The return on a - 7 - GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM FOR SALARIED EMPLOYEES IN THE UNITED STATES NOTES TO FINANCIAL STATEMENTS - Continued participant's investment is based on the value of units, which, in turn, is determined by the market price of the respective GM common stock, the amount of any dividends paid thereon, and by interest earned on short-term investments held by each fund. Each participant directs the Trustee how to vote common stock shares allocated to his or her account. The Trustee will exercise voting rights with respect to those shares for which direction has not been received by the required deadline. Promark Funds - On January 11, 1999, the names of the Equity Index Fund, the Income Fund, and the Balanced Fund were changed to the Promark Large Cap Index Fund, the Promark Income Fund, and the Promark Balanced Fund, respectively, and sixteen Promark funds were added as investment options for participants in the Program. These funds have a variety of investment strategies, and the funds are managed by General Motors Investment Management Corporation (GMIMCo), a wholly-owned subsidiary of General Motors, and a party-in-interest. GMIMCo selects and monitors investment advisors for each fund. Participants should refer to the Prospectus for further information about the investment strategy of each fund, and the risks associated with each fund. The Promark Income Fund invests 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 Promark Income Fund also invests in a short-term fixed income fund (the "Fixed Income Fund") made up of U.S. Government debt obligations and cash. Assets invested in the Promark funds are expressed in terms of units. The number of units credited to a participant's account within an applicable plan will be determined by the amount of participant's contributions and the current value of each unit in the respective Promark 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. Mutual Funds - This investment option is comprised of many different mutual funds managed by Fidelity Investments. Each mutual fund has a different objective and investment strategy. To pursue their objectives, the mutual fund managers invest in a wide variety of investments. Complete information about each mutual fund's objectives and investments is contained in that fund's prospectus. - 8 - GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM FOR SALARIED EMPLOYEES IN THE UNITED STATES NOTES TO FINANCIAL STATEMENTS - Continued Other Investments: EDS Common Stock Fund - Effective June 7, 1996, the net assets of Electronic Data Systems ("EDS") were split-off from the net assets of the Corporation. As a result, the Class E Common Stock Fund was changed to the EDS Common Stock Fund. Also, effective June 7, 1996, no new contributions, loan repayments, or exchanges may be made into the EDS Common Stock Fund. Dividends, if any, paid on EDS common stock held by the Plan will be invested in an Income Fund investment option. This fund will be eliminated in five years from the effective date of the split-off. Assets held in this fund are expressed in terms of units and not shares of stock. Each unit represents a proportionate interest in all of the assets of this fund. The value of each participant's account is determined each business day by the number of units to the participant's credit, multiplied by the current unit value. The return on a participant's investment is based on the value of units, which, in turn, is determined by the market price of EDS common stock and by the interest earned on short-term investments held by the fund. Delphi Common Stock Fund - On May 28, 1999, GM completed the spin-off of Delphi Automotive Systems (Delphi). In connection with that spin-off, Delphi common stock was distributed to holders of GM $1-2/3 par value common stock. Such distribution required the addition of the Delphi Common Stock Fund as an investment option. Program participants holding units in the GM $1-2/3 par value Common Stock Fund were allocated approximately .70 units in the Delphi Common Stock Fund for each unit held in the GM $1-2/3 par value Common Stock Fund. Such distribution was recorded as a stock dividend, in which a total of $887 million of Delphi common stock was distributed to GM $1-2/3 par value common stockholders. The Delphi Common Stock Fund will remain as an investment option; however, no further contributions or exchanges from any other investment option into the Delphi Common Stock Fund will be permitted during that time. Assets held in this fund are expressed in terms of units and not shares of stock. Each unit represents a proportionate interest in all of the assets of this fund. The value of each participant's account is determined each business day by the number of units to the participant's credit, multiplied by the current unit value. The return on a participant's investment is based on the value of units, which, in turn, is determined by the market price of Delphi common stock and by the interest earned on short-term investments held by the fund. Raytheon Class A Common Stock Fund - Effective December 17, 1997, GM spun-off the defense electronics business of Hughes Electronics, a GM subsidiary (Hughes Defense), to holders of GM $1-2/3 par value and Class H common stock, which was immediately followed by the merger of Hughes Defense with Raytheon Company. In connection with the above transaction, Raytheon Class A common stock was distributed to holders of GM $1-2/3 par value and Class H common stocks. - 9 - GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM FOR SALARIED EMPLOYEES IN THE UNITED STATES NOTES TO FINANCIAL STATEMENTS - Continued Such distribution required the addition of the Raytheon Class A Common Stock Fund as an investment option. The Raytheon Class A Common Stock Fund will remain as an investment option through December 31, 2002; however, no further contributions or exchanges from any other investment options into the Raytheon Class A Common Stock Fund will be permitted during that time. Dividends, if any, paid on Raytheon Class A common stock held by the Program will be invested in an Income Fund investment option prior to allocation to participant's accounts. Assets held in this fund are expressed in terms of units and not shares of stock. Each unit represents a proportionate interest in all of the assets of this fund. The value of each participant's account is determined each business day by the number of units to the participant's credit, multiplied by the current unit value. The return on a participant's investment is based on the value of units, which, in turn, is determined by the market price of Raytheon Class A common stock and by the interest earned on short-term investments held by the fund. PARTICIPANT LOANS - Participants may borrow once per year from both their tax-deferred and after-tax savings assets (excluding Corporation contributions, and earnings thereon subject to the required retention period). The amount and terms of the loans are limited under the Program. The loan interest rate will be established once each quarter at a rate equal to the prevailing prime lending rate as of the previous quarter and will apply to all new loans issued. Repayment of loans is generally made through after-tax payroll deductions and are invested in the same discretionary investment options that the Participant selected for their savings contributions. Interest paid on the loans is credited back to the borrowing employee's account in the Program. Partial and total prepayment of loans is permitted at any time, without penalty. Loans not repaid within the loan term are deemed to be distributions from participants' accounts. B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The significant accounting policies followed in the preparation of the accompanying financial statements are as follows: o The financial statements of the Program are prepared under accounting principles generally accepted in the United States of America using the accrual method of accounting. o Investments are stated at fair value, except for investment contracts, which are stated at contract value. Fair values are calculated by reference to published market quotations, where available; where not available for certain common & collective trusts, various bases, including cost, are used in determining estimates of fair values. Contract value represents contributions made under the investment contracts, plus interest, less withdrawals and administrative expenses charged by the issuer of the contract. o Security transactions are recorded on the trade date. o Investment income is recognized as earned based on the terms of the investments and the periods during which the investments are owned by the Program. The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect amounts reported therein. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may differ from those estimates. - 10 - GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM FOR SALARIED EMPLOYEES IN THE UNITED STATES NOTES TO FINANCIAL STATEMENTS - Continued C. INVESTMENTS The following table presents investments that represent 5% or more of the Program's net assets: 1999 1998 ----------- ----------- * Value of interest in General Motors Savings Plan Master Trust (Note D) $6,709,818 $6,933,737 Mutual Funds 5,084,513 4,665,470 Investment Contracts 3,474,029 3,491,790 * Both participant-directed and nonparticipant-directed The average yield on investment contracts for the years ended December 31, 1999 and 1998 was 6.1% and 6.3%, respectively. The fair value of investment contracts exceeded contract value by approximately $89 million and $118 million at December 31, 1999 and 1998, respectively. D. THE MASTER TRUST 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 as of December 31, 1999 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 Each participating employee benefit plan has an undivided interest in the net assets and changes therein of each of the master trust investment funds. 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 of all the participating plans, in each Master Trust investment fund at the beginning of the month. As of December 31, 1999 and 1998, the Program had approximately a 70% and 73% interest in the Master Trust, respectively. The net assets available for benefits of all participating plans in the commingled accounts of the Master Trust at December 31, 1999 and 1998 are summarized as follows (dollars in thousands): - 11 - GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM FOR SALARIED EMPLOYEES IN THE UNITED STATES NOTES TO FINANCIAL STATEMENTS - Concluded ASSETS: 1999 1998 --------- --------- Investments 9,618,760 9,478,662 Receivables: Due from broker for investments sold 0 21,444 Accrued investment income 249 4,979 --------- --------- Total receivables 249 26,423 --------- --------- Total assets $9,619,009 $9,505,085 ========= ========= LIABILITIES: Due to broker for securities purchased 345 1,627 --------- --------- NET ASSETS AVAILABLE FOR BENEFITS $9,618,664 $9,503,458 ========= ========= The net investment earnings of all participating plans in the commingled accounts of the Master Trust for the years ended December 31, 1999 and 1998 are summarized as follows (dollars in thousands): 1999 1998 --------- --------- Interest $2,369 $3,993 Dividends 31,009 132,901 Stock dividend 886,886 Net appreciation in fair value of investments 1,700,783 1,775,327 --------- --------- Total investment earnings $2,621,047 $1,912,221 ========= ========= E. TRANSFER TO DELPHI On April 12, 1999, the GM Board of Directors approved the complete separation of Delphi by means of a spin-off, which was completed on May 28, 1999. Prior to the spin-off, GM established the Delphi Savings-Stock Purchase Program (the "Delphi Program"), modeled after the GM Program. On May 28, 1999, assets representing Delphi participants' holdings in the Program were transferred and reinvested under the corresponding investment options in the Delphi Program. The total amount transferred to the Delphi Program was $2.4 billion. As a result of the separation, the Delphi Program was separated from the GM Program, and is now administered by Delphi as a separate plan. F. TERMINATION OF THE PLAN Although it has not expressed any intent to do so, the Corporation has the right to terminate the Program subject to the provisions of ERISA. Such termination of the Program, if any, would not affect a participant's interest in assets already in the Program. G. FEDERAL INCOME TAXES In April 2000, the Program was determined by the IRS to be a tax-qualified employee benefit plan, meeting the requirements of Sections 401(a), 401(k), and 4975(e)(7)of the Internal Revenue Code of 1986, as amended (the "Code"), and the Trust established thereunder was determined to be exempt from United States Federal income taxes under Section 501(a) of the Code. The Program's fiduciary and tax counsel believe that the Program is designed and currently being operated in compliance with the applicable requirements of the Code, and therefore no provision for income taxes has been included in the Program's financial statements. H. SUBSEQUENT EVENTS Effective April 1, 2000, the Corporation's matching contribution was increased from 70% to 80% of basic savings. Also effective April 1, 2000, three new investment funds were added to the Program, the Domini Social Equity Fund, the Neuberger Berman Socially Responsive Fund, and the Promark Social Equity Fund. - 12 - GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM FOR SALARIED EMPLOYEES IN THE UNITED STATES SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1999 Current Description of Investments Cost Value -------------------------- ------------- ------------ (Dollars in Thousands) Value of Interest in the Commingled Accounts of the General Motors Savings Plans Master Trust* $5,190,406 $6,709,818 Fixed Income Fund 284,234 284,234 Loan Fund* 337,324 Fidelity Mutual Funds*: ---------------------------- Fidelity 176,448 198,216 Puritan 54,692 52,013 Trend 21,709 23,655 Magellan 309,611 333,214 Contra Fund 366,968 378,821 Equity Income 110,355 104,428 Growth Company 307,456 360,492 Investment Grade 27,005 25,716 Growth & Income 299,210 306,741 Capital & Income 33,120 31,962 Value 68,431 58,487 Government Income 193,882 182,686 Retirement Growth 69,777 81,944 OTC Portfolio 273,465 368,871 Overseas 41,894 51,888 Europe 98,465 109,446 Pacific Basin 93,099 131,760 Real Estate 12,566 11,659 Balanced Fund 28,587 26,316 International Growth & Income 19,588 23,440 Capital Appreciation 50,227 58,708 Convertible Securities 10,687 12,848 Canada 1,816 2,314 Utilities 44,561 47,323 Blue Chip 346,605 400,017 Asset Manager 21,490 22,515 Disciplined Equity 43,127 43,740 Low Priced Stock 72,009 71,665 Worldwide 38,636 45,082 Equity Income II 187,274 168,490 Stock Selector 30,802 33,583 Asset Manager - Growth 23,649 24,476 Emerging Markets 64,997 78,125 Aggressive Growth Fund 298,271 389,521 Diversified International 132,046 162,270 Asset Manager - Income 12,475 12,287 Dividend Growth 389,480 384,001 New Markets Income Fund 7,539 8,660 Fidelity Exp & Multinational Fund 24,519 27,421 Fidelity Global Balanced 2,261 2,448 Fidelity Small Cap Stock 27,506 31,199 Fidelity Mid-Cap Stock 38,869 45,032 Freedom Income Fund 12,998 13,137 Freedom 2000 Fund 13,734 14,117 Freedom 2010 Fund 26,833 28,539 Freedom 2020 Fund 14,656 16,172 Freedom 2030 Fund 11,467 12,792 Global Bond 3,137 3,056 Fidelity Fifty 57,997 63,220 --------- --------- Total Mutual Funds $4,615,996 $5,084,513 --------- --------- - 13 - GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM FOR SALARIED EMPLOYEES IN THE UNITED STATES SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1999 Concluded
Current Description of Investment Cost Value --------------------------------------------------------------- -------------- ------------- (Dollars in Thousands) Investment Contracts: Maturity Issuing Company Date Contract Rate ------------------ ---------- ----------- ------- Metropolitan Life N/A GA13415 Variable $1,046,705 $1,046,705 Metropolitan Life N/A GA13414 Variable 17,633 17,633 Metropolitan Life 3/31/00 GAC24537 6.40% 79,444 79,444 Metropolitan Life 12/12/00 GAC24598 5.60% 626,978 626,978 New York Life 3/14/01 GA06362003 6.55% 213,708 213,708 New York Life 3/31/00 GA06362004 6.56% 79,994 79,994 New York Life 2/04/02 GA06362005 6.86% 254,193 254,193 New York Life 2/04/02 30672 6.86% 1,908 1,908 New York Life 6/30/00 GA06493002 6.51% 999 999 John Hancock 12/31/00 GAC8599 Variable 239,490 239,490 John Hancock N/A GA7271SA76 Variable 219,114 219,114 John Hancock 6/30/00 GAC7272 6.33% 249,059 249,059 John Hancock 1/01/01 GAC7880 6.14% 3,889 3,889 John Hancock 12/31/00 GIC8314 Variable 3,584 3,584 John Hancock 12/31/01 GAC8744 6.59% 98,603 98,603 Mass Mutual N/A GIC10753 Variable 338,728 338,728 ---------- ---------- Total Investment Contracts 3,474,029 3,474,029 ---------- ---------- Total Investments $13,564,665 $15,889,918 ========== ========== *Party-in-Interest
- 14 - GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM FOR SALARIED EMPLOYEES IN THE UNITED STATES SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1999 (Dollars in Thousands)
Purchases Sales -------------- --------------------------------------- Identity of Purchase Sales Original Net Gain Party/Broker Description of Asset Price Price Cost (Loss) ------------ -------------------- -------------- -------- ------------ ------------ SERIES REPORTABLE TRANSACTIONS ------------------------------ State Street Bank Fixed Income Fund and Trust (163 purchases, 153 sales) $3,098,091 $3,169,865 $3,169,865 $ - Metropolitan Life Investment Contract No. Insurance Co. GA 13415 (13 purchases) 783,180 - - -
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