8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                            Washington, DC 20549-1004



                                    FORM 8-K

                                 CURRENT REPORT
                       PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934



       Date of Report (Date of earliest event reported) November 18, 2005



                           GENERAL MOTORS CORPORATION
                           --------------------------
             (Exact Name of Registrant as Specified in its Charter)



             STATE OF DELAWARE                  1-143           38-0572515
             -----------------                  -----           ----------
         (State or other jurisdiction of     (Commission     (I.R.S. Employer
         Incorporation or Organization)      File Number)   Identification No.)

      300 Renaissance Center, Detroit, Michigan                  48265-3000
      -----------------------------------------                  ----------
      (Address of Principal Executive Offices)                   (Zip Code)




        Registrant's telephone number, including area code (313) 556-5000
                                                           --------------








================================================================================
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
    240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
    Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
    Exchange Act (17 CFR 240.13e-4(c))








                                TABLE OF CONTENTS
                                -----------------

Item 2.05 Costs Associated with Exit or Disposal Activities
Item 7.01 Regulation FD Disclosure
Signature
Exhibit Index
Exhibit 99.1 Press Release
Exhibit 99.2 Fact Sheet




Item 2.05.  Costs Associated with Exit or Disposal Activities

On November 18, 2005, General Motors ("GM") determined to implement a
wide-ranging restructuring plan to effect a major capacity reduction of its
manufacturing operations in the United States and Canada. This restructuring
plan, announced on November 21, 2005, is part of a broader comprehensive
four-point plan to return the company to profitability and long-term growth that
was identified by the Corporation at its annual meeting in June of this year.
The restructuring plan is described in more detail in Exhibit 99.1.

GM anticipates that it will record charges for costs and expenses related to
this restructuring plan in the current quarter and future periods, although the
largest portion of the charges are expected to be estimated in the next several
weeks and recorded during the fourth quarter of 2005. In this regard, GM expects
to estimate and record charges in the fourth quarter of 2005 for the idling of a
portion of the affected manufacturing workforce and for the impairment of
facilities and equipment. Additional charges will be identified during the
future periods as GM's ability to reasonably estimate the amount of such charges
becomes possible. At this time the ultimate costs associated with this
restructuring are not estimable. Upon making related determinations GM will
amend this form to set forth such costs.

Item 7.01.  Regulation FD Disclosure

A copy of the press release and the fact sheet presented to investors in
connection with the announcement of the restructuring on November 21, 2005 are
attached hereto as Exhibits 99.1 and 99.2 respectively, and are
incorporated herein by reference.


Exhibit                       Description             Method of Filing
- ----------------------------------------------------------------------
99.1                          Press Release           Filed herewith
99.2                          Fact Sheet              Filed herewith


                                      # # #



                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                          GENERAL MOTORS CORPORATION
                                          --------------------------
                                          (Registrant)

Date:  November 22, 2005             By:  /s/PETER R. BIBLE
                                     ---  -----------------
                                          (Peter R. Bible,
                                           Chief Accounting Officer)

EX-99

                                                                   EXHIBIT 99.1


GM North America to Undergo Major Capacity Reduction
Next Significant Step in GM's North American Turnaround Plan
9 Assembly, Stamping & Powertrain Facilities, 3 SPO Facilities to Cease
Operations
Total Reduction of 30,000 Positions
Total Cost Reduction Running Rate of $7 Billion by End of 2006

DETROIT - General Motors will undergo a wide-ranging restructuring of its
manufacturing operations in the United States and Canada as part of its
comprehensive four-point plan to return the company to profitability and
long-term growth, GM Chairman and CEO Rick Wagoner announced today.

GM's next step in its North American turnaround plan addresses its ongoing
capacity utilization, a major component of reducing structural cost. A total of
nine assembly, stamping and powertrain facilities and three Service and Parts
Operations facilities will cease operations.

The additional actions will reduce GMNA assembly capacity by about 1 million
units by the end of 2008, in addition to the previously implemented reduction of
1 million units between 2002 and 2005. Factoring in the additional capacity from
GM's new Delta Township facility in Lansing, Mich., slated to begin production
next year, the overall net result will be a GMNA assembly capacity of 4.2
million units. While down 30 percent since 2002, this capacity level will still
provide GM plenty of flexibility to anticipate and meet market demand, but in a
much more cost-effective manner. A total of 30,000 manufacturing positions will
be eliminated from 2005 through 2008.

"The decisions we are announcing today were very difficult to reach because of
their impact on our employees and the communities where they live and work,"
Wagoner added. "But these actions are necessary for GM to get its costs in line
with our major global competitors. In short, they are an essential part of the
plan to return our North American operations to profitability as soon as
possible.

"We continue to be equally committed to revenue drivers - introducing compelling
new cars and trucks, and executing our revitalized sales and marketing strategy
- - and we have received ratification of the agreement with the UAW, which will
help significantly to address our health-care cost challenges," Wagoner said.
"We are making steady and significant progress in implementing the plan to turn
around our U.S. business."

The following six assembly plant sites will be affected in the years indicated:

o   Oklahoma City, Okla., will cease production in early 2006.
o   Lansing, Mich., Craft Centre will cease production in mid-2006.
o   Spring Hill, Tenn., Plant/Line No. 1, will cease production at the end of
    2006.
o   Doraville,  Ga., will cease production at the end of its current  products'
    lifecycle in 2008.
o   The third shift will be removed at Oshawa Car Plant No. 1, in Ontario,
    Canada, in the second  half of 2006.  Subsequently,  Oshawa  Car  Plant No.
    2 will  cease  production after the current product runs out in 2008.
o   The third shift will be removed at Moraine, Ohio, during 2006, with timing
    to be based on market demand.

Capacity-related actions affecting stamping, Service & Parts Operations and
powertrain facilities include:

o   The Lansing, Mich., Metal Center will cease production in 2006.
o   The Pittsburgh, Pa., Metal Center will cease production in 2007.
o   The Parts Distribution Center in Portland, Ore., will cease operations in
    2006; the Parts Distribution Center in St. Louis, Mo., will cease
    warehousing activities and will be converted to a collision center facility
    in 2006; the Parts Processing Center in Ypsilanti, Mich., will cease
    operations in 2007.  One additional Parts Processing Center, to be announced
    at a later date, will also cease operations in 2007.
o   The competitiveness of all unitizing (packaging) operations at the
    Pontiac, Drayton Plains, and Ypsilanti Processing Centers in Michigan, as
    well as portions of the unitizing operations at the Flint, Mich.,
    Processing Center will be evaluated in accordance with the provisions of
    the GM-UAW national agreement.



o   St. Catharines Ontario Street West powertrain components facility in
    Ontario, Canada, will cease production in 2008.
o   The Flint, Mich., North 3800 engine facility ("Factory 36") will cease
    production in 2008.

Given the demographics of GM's workforce, the company plans to achieve much of
the job reduction via attrition and early retirement programs. GM will work with
the leadership of its unions, as any early retirement program would need to be
mutually agreed upon. GM hopes to reach an agreement on such a plan as soon as
possible.

"These are difficult moves that will affect thousands of dedicated GM employees
and families, as well as state and local governments," Wagoner said. "We will
work our hardest to mitigate that impact."

There will be a significant restructuring charge in conjunction with this
capacity announcement, and also with any related early retirement program. The
details of these charges will be provided when available.

Wagoner also said the company has further accelerated its efforts in structural
cost reduction, raising the previously indicated $5 billion running rate cost
reduction plan in North America to $6 billion by the end of 2006. In addition,
GM continues to pursue its plans to target $1 billion in net material cost
savings. In total, the plan is to achieve $7 billion of cost reductions on a
running rate basis by the end of 2006 - $1 billion above the previously
indicated target.

"Our collective goal remains the same: to return our North American operations
to sustained profitability as soon as possible, thereby helping to ensure a
stronger General Motors for the future," Wagoner concluded.

General Motors Corp. (NYSE: GM), the world's largest automaker, has been the
global industry sales leader since 1931. Founded in 1908, GM today employs about
325,000 people around the world. It has manufacturing operations in 32 countries
and its vehicles are sold in 200 countries. In 2004, GM sold nearly 9 million
cars and trucks globally, up 4 percent and the second-highest total in the
company's history. GM's global headquarters are at the GM Renaissance Center in
Detroit. More information on GM can be found at www.gm.com.

                                       ###

Forward-looking Statements

In this press release and in related comments by General Motors management, our
use of the words "expect, anticipate, design, estimate, forecast, initiative,
objective, plan, goal, project, outlook, priorities, target, intend, evaluate,
seek, impact" and similar expressions, including references to what the future
implementation of our restructuring plan and the tentative health-care agreement
with the UAW will achieve, and when, in terms of cost savings and capacity
reduction, is intended to identify forward-looking statements. While these
statements represent our current judgment on what the future may hold, and we
believe these judgments are reasonable, actual results may differ materially due
to numerous important factors that are described in GM's most recent report on
SEC Form 10-K, which may be revised or supplemented in subsequent reports on SEC
Forms 10-Q and 8-K. Such factors include, among others, the following: the
ability of GM to realize production efficiencies, to achieve reductions in costs
as a result of the restructuring and health-care cost reductions and to
implement capital expenditures, all at the levels and times planned by
management; the pace of product introductions; significant changes in the
competitive environment; changes in laws, regulations and tax rates; the ability
of the corporation to achieve reductions in cost and employment levels to
realize production efficiencies and implement capital expenditures at levels and
times planned by management; changes in relations with unions and
employees/retirees and the legal interpretations of the agreements with those
unions with regard to employees/retirees; shortages of and price increases for
fuel; labor strikes or work stoppages; market acceptance of the corporation's
new products; additional credit rating downgrades; and changes in economic
conditions, commodity prices, currency exchange rates or political stability.

EX-99

                                                                    EXHIBIT 99.2


GM North America's Four Point Turnaround Plan

Following is a brief update and summary of the other key elements of the GMNA
turnaround plan beyond structural cost reductions.

Health-care Cost Reductions

On Oct. 17, GM announced a far-reaching agreement with the UAW that will
introduce a series of changes to the hourly retiree health-care plan. As part of
the agreement, pending court approval, active hourly employees will contribute
financially to this health-care plan. As a result, GM will continue to provide
competitive health-care benefits to its hourly employees and retirees, but at a
significantly lower cost. The agreement is projected to reduce GM's retiree
health-care liabilities by approximately 25 percent of the hourly liability, or
about $15 billion, and cut the company's health-care expense by about $3 billion
on an annualized, pre-tax basis. Annualized cash savings will be approximately
$1 billion a year.

Product Renaissance

GM North America will continue with its aggressive product assault on all
vehicle segments. To target key growth segments with the right products, GM
earlier this year increased capital expenditures, with the vast majority of that
increase going toward future car and truck programs. This increased investment
will allow GM to average 15 all-new entries a year in the North American market
for the foreseeable future.

We remain committed to a diversified portfolio of hybrid cars and trucks,
including hybrid versions of the Saturn VUE, Chevrolet Malibu, and the next
generation of GM full-size pickups and SUVs. We also will continue to lead in
the implementation of other fuel savings technologies, such as Displacement on
Demand and six-speed transmissions. GMNA also will expand its offerings of
ethanol-capable vehicles (E85 fuel).

To help drive additional sales in the future, the product plan includes a heavy
emphasis on high-growth segments, such as "crossovers," compact and luxury SUVs,
large pickups and entry luxury cars.

Starting in January, GM will begin rolling out more than a dozen all-new
versions of its full-size SUVs for Chevrolet, GMC and Cadillac, to be followed
in late 2007 with the availability of GM's advanced two-mode hybrid powertrain.
In the same year, GM will begin rolling out an entire new lineup of full-size
pickups, another segment in which GM is the industry leader.

GM's strategy also builds on its recent move to create a single, global product
development organization, which will permit the company to better leverage its
considerable design and engineering resources around the globe. By taking full
advantage of its unique global footprint and that of its global partners, GM
will more effectively be able to address emerging trends and markets, and take
advantage of its creative talent base around the world.

Sales & Marketing

GM also laid out a focused strategy designed to improve significantly the
company's performance in the retail marketplace.

This strategy includes strengthening GM's automotive brands, marketing that
emphasizes the inherent value of GM cars and trucks, completing GM's
distribution channel strategy, and aggressively targeting markets where GM has
underperformed against the competition.

GM's newest products continue to attract new customers. Chevrolet introduced two
new cars this year that rank among the top 10 best-selling cars in the industry:
the Impala and Cobalt. The Buick LaCrosse is conquesting sales at impressive
rates with 24 percent of its customers citing Toyota, Honda and Nissan as second
choice and 50 percent claiming a non-GM brand as a second choice. The Pontiac G6
retail sales in October were up 100 percent versus October 2004. And the HUMMER
brand has posted the largest percent increase (up 86 percent in 2005) of any GM
division, with the H3's successful launch.



GM brands have focused more on consumer benefits in advertisements this year,
moving away from the deal-only ads that focused largely on monthly payments. For
instance, Chevrolet ads spend more time addressing segment-leading fuel economy,
safety and product quality.

The dealer-channel strategy is progressing well. There are over 200 Chevrolet
dealers implementing the brand's image program. At HUMMER, over 70 percent of
the dealerships will be consistent with that brand's image vision by the end of
2005. Cadillac has nearly 200 dealerships completed or in progress, representing
60 percent of the brand's sales, and nearly all Saab dealerships are consistent
with that brand's image vision. By the end of 2005, 60 percent of Pontiac, Buick
and GMC sales will be from combined dealerships.

As part of the move toward emphasizing the value of GM cars and trucks, GMNA
will continue to adjust suggested retail prices to more closely match actual
transaction prices, manage inventories and resale values more closely, and focus
strongly on improving retail sales.

In addition, GM will specifically address certain regional markets in the United
States in which GM's potential has not been fully realized. This more targeted
approach to incentives, advertising, and promotion is expected to result in
significant volume and share gains in these markets.


                                       ###