-----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, UP2ZRysGaFS9ZZIrmfqJ1k8UM2JUb9gsmglMBO94+CKkU60JU6TxHXRXQUFosNn6 hMx3GA054MPCqykptADMeQ== 0000040730-95-000002.txt : 199506280000040730-95-000002.hdr.sgml : 19950628 ACCESSION NUMBER: 0000040730-95-000002 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19950627 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL MOTORS CORP CENTRAL INDEX KEY: 0000040730 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 380572515 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00143 FILM NUMBER: 95549435 BUSINESS ADDRESS: STREET 1: 3044 W GRAND BLVD CITY: DETROIT STATE: MI ZIP: 48202 BUSINESS PHONE: 3135565000 11-K 1 l:\secfiles\11_k\eds-94\defcomp1.doc2 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, 1994 ----------------- 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: James H. Humphrey Chief Accounting Officer General Motors Corporation 3044 West Grand Blvd. Detroit, Michigan 48202-3091 - 1 - 2 FINANCIAL STATEMENTS AND EXHIBIT - -------------------------------- (a) FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES Page No. ----------------------------------------------- -------- EDS Deferred Compensation Plan: Independent Auditors' Report. . . . . . . . . . . . . . . . 3 Basic Financial Statements: Statements of Net Assets Available for Benefits, December 31, 1994 and 1993 . . . . . . . . . . . . . . 4 Statements of Changes in Net Assets Available for Benefits for the Years Ended December 31, 1994 and 1993. . . . . . . . . . . . . . . . . . . . . 5 Notes to Financial Statements, December 31, 1994 and 1993 . . . . . . . . . . . . . . . . . . . . . 5 Supplemental schedules: Line 27(a)-Schedule of Assets Held for Investment Purposes, December 31, 1994 . . . . . . . . 15 Line 27(d)-Schedule of Reportable Transactions for the Year Ended December 31, 1994 . . . . . . . . . 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 27, 1995 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, 1994 and 1993, 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, 1994 and 1993 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 LLP KPMG PEAT MARWICK LLP Dallas, Texas June 15, 1995 - 3 - 4 EDS DEFERRED COMPENSATION PLAN Statements of Net Assets Available for Benefits December 31, 1994 and 1993 Assets: 1994 1993 ------------ ------------ Investments (note 4): Income Fund, at contract value (cost, 1994 - $200,430,721 1993 - $177,289,335) $200,430,721 $177,289,335 Executive Life Fund, at contract value (cost, 1994 - $9,639,617 1993 - $9,639,617) 9,639,617 9,639,617 GM Class E Stock Fund, at fair value (cost, 1994 - $146,435,039 1993 - $130,265,817) 235,048,771 176,393,616 Vanguard/Wellington Fund, at fair value (cost, 1994 - $179,545,217 1993 - $153,938,933) 182,701,125 167,243,193 Vanguard U.S. Growth Portfolio, at fair value (cost, 1994 - $33,907,306 1993 - $22,596,911) 35,086,396 23,198,133 Vanguard International Growth Portfolio, at fair value (cost, 1994 - $53,273,034 1993 - $28,370,837) 56,298,491 33,467,590 Vanguard Quantitative Portfolios, at fair value (cost, 1994 - $37,322,130 1993 - $28,045,976) 35,487,178 27,567,863 Vanguard Money Market Reserves-Prime Portfolio, at fair value (cost, 1994 - $43,400,377 1993 - $12,369,286) 43,400,377 12,369,286 MCorp Stock Fund, at fair value (cost, 1994 - $705,054 1993 - $744,762) 3,984 4,067 Loan Fund, at unpaid principal balance, which approximates fair value 42,197,276 35,363,491 ------------ ------------ Net assets available for benefits $840,293,936 $662,536,191 ============ ============ 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, 1994 and 1993 1994 1993 ------------ ------------ Additions to net assets attributed to: Investment income: Net appreciation (depreciation) in fair value of investments (note 4) $44,151,120 ($7,508,921) Interest 15,632,256 14,157,339 Dividends 13,610,325 15,768,149 ------------ ------------ Total 73,393,701 22,416,567 Contributions - employees 117,825,009 107,966,238 Net assets transferred from other plans (note 1) 22,979,482 895,561 ------------ ----------- Total additions 214,198,192 131,278,366 Deductions from net assets attributed to withdrawals (36,440,447) (28,484,549) ------------ ------------ Net increase 177,757,745 102,793,817 Net assets available for benefits at: Beginning of year 662,536,191 559,742,374 ------------ ------------ End of year $840,293,936 $662,536,191 ============ ============ See accompanying Notes to Financial Statements. Notes to Financial Statements December 31, 1994 and 1993 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 commencement of the first hour of service with the Employer. 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. EDS acquired World Computer in November 1993, at which time the World Computer employees became eligible to participate in the Plan. In 1994, $3,897,540 of net assets were transferred to the Plan from the World Computer Corporation 401(k) Tax Sheltered Employee Savings and Profit-Sharing Plan. - 5 - 6 EDS DEFERRED COMPENSATION PLAN During the second quarter of 1994, EDS entered into a contract with Xerox Corporation (Xerox) whereby the data processing employees of Xerox became EDS employees and became eligible to participate in the Plan. As a result, net assets of $18,343,941 were transferred to the Plan. Additional net transfers totalling $738,001 took place during 1994. For financial statement purposes, the fair market values of the assets transferred from or to the plans are reflected at fair value at the dates of transfer. 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 and the Internal Revenue Code, 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). 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 $9,240 and $8,994 and maximum eligible compensation of $150,000 and $235,840 per participant beginning January 1, 1994 and 1993,respectively, 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. - 6 - 7 EDS DEFERRED COMPENSATION PLAN 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 (including rollovers) and the amounts of participant earnings dictated by the number of units held in each 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, age 59-1/2, death, or retirement, 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. 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, 1994 and 1993, the interest rate on new loans was eight and one-half percent (8.50%) and six percent (6.00%), respectively. - 7 - 8 EDS DEFERRED COMPENSATION PLAN 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.) Purchases and sales of the GM Class E common stock are recorded on a trade date basis. 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. Benefits - Benefits are recorded when paid. 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, 1994 and 1993. Investments that represent five percent (5.00%) or more of the Plan's net assets are separately identified. - 8 - 9 EDS DEFERRED COMPENSATION PLAN
1994 1993 ------------------------ ------------------------- Number Fair value/ Number Fair value/ of shares contract of shares contract or units value or units value ----------- ------------ ----------- ------------- Income Fund (Including Bankers Trust investment of $42,575,390 at December 31, 1994)* - $200,430,721 - $177,289,335 ------------ ------------ Executive Life Fund - 9,639,617 - 9,639,617 ------------ ------------ GM Class E Stock Fund (cost of $146,435,039 in 1994 and $130,265,817 in 1993)* 6,085,363 235,048,771 6,040,278 176,393,616 ------------ ------------ Vanguard/Wellington (cost of $179,545,217 in 1994 and $153,938,933 in 1993)* 9,422,570 182,701,125 8,198,356 167,243,193 ------------ ------------ Vanguard U.S. (cost of $33,907,306 in 1994 and $22,596,911 in 1993) 2,288,766 35,086,396 1,554,011 23,198,133 ------------ ------------ Vanguard International (cost of $53,273,034 in 1994 and $28,370,837 in 1993)* 4,192,061 56,298,491 2,477,361 33,467,590 ------------ ------------ Vanguard Quantitative (cost of $37,322,130 in 1994 and $28,045,976 in 1993) 2,280,702 35,487,178 1,676,174 27,567,863 ------------ ------------ Vanguard Money Market* 43,400,377 43,400,377 12,369,286 12,369,286 ------------ ------------ MCorp Stock Fund (cost of $705,054 in 1994 and $744,762 in 1993) 7,802 3,984 8,134 4,067 ------------ ------------ Loan Fund (13,137 and 11,679 loans in 1994 and 1993, respectively, loans outstanding from $1 to $47,554 and $6 to $48,202 in 1994 and 1993, respectively, with interest rates from 6.0% to 11.5% in 1994 and 1993)* - 42,197,276 - 35,363,491 ------------ ------------ $840,293,936 $662,536,191 ============ ============
*Represents 5% or more of Plan assets. 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, 1994 and 1993, 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, 1994 or 1993. - 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 at fair value and 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. Related Party 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. Additionally, the Vanguard Investment Funds consist of investments in various Vanguard managed mutual funds. 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 of 1986 (Code). The Plan has been amended and restated since receiving the determination letter. The Plan filed for a new determination letter on November 30, 1994, but has not yet received a determination from the Internal Revenue Service. 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 accompanying 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, 1994:
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 $- $- $55,220,915 ($9,047,592) $728,713 ($997,875) Interest 12,344,192 - - - - - Dividends - - 2,877,575 8,034,944 400,242 733,618 ------------ ---------- ------------ ------------ ----------- ---------- Total 12,344,192 - 58,098,490 (1,012,648) 1,128,955 (264,257) Employee contributions 24,501,497 - 23,255,597 31,187,647 9,499,321 15,068,636 Net assets transferred from other plans 4,388 - 9,015 6,731 1,461 1,461 ------------ ---------- ------------ ------------ ----------- ---------- Total additions 36,850,077 - 81,363,102 30,181,730 10,629,737 14,805,840 Deductions from net assets attributed to withdrawals (10,359,148) - (7,739,365) (7,944,903) (1,730,614) (2,512,413) Interfund transfers (3,349,543) - (14,968,582) (6,778,895) 2,989,140 10,537,474 ------------ ---------- ------------ ------------ ----------- ---------- Net increase 23,141,386 - 58,655,155 15,457,932 11,888,263 22,830,901 Net assets available for benefits at: Beginning of year 177,289,335 9,639,617 176,393,616 167,243,193 23,198,133 33,467,590 ------------ ---------- ------------ ------------ ----------- ---------- End of year $200,430,721 $9,639,617 $235,048,771 $182,701,125 $35,086,396 $56,298,491 ============ ========== ============ ============ =========== ==========
- 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 ($1,753,125) $- $84 $- $44,151,120 Interest - 831,192 - 2,456,872 15,632,256 Dividends 1,563,946 - - - 13,610,325 ----------- ----------- ------ ----------- ------------ Total (189,179) 831,192 84 2,456,872 73,393,701 Employee contributions 10,169,218 4,143,093 - - 117,825,009 Net assets transferred from other plans - 21,656,233 - 1,300,193 22,979,482 ----------- ----------- ------ ----------- ------------ Total additions 9,980,039 26,630,518 84 3,757,065 214,198,192 Deductions from net assets attributed to withdrawals (1,781,718) (3,040,480) (167) (1,331,639) (36,440,447) Interfund transfers (279,006) 7,441,053 - 4,408,359 - ----------- ----------- ------ ----------- ------------ Net increase (decrease) 7,919,315 31,031,091 (83) 6,833,785 177,757,745 Net assets available for benefits at: Beginning of year 27,567,863 12,369,286 4,067 35,363,491 662,536,191 ----------- ----------- ------ ----------- ------------ End of year $35,487,178 $43,400,377 $3,984 $42,197,276 $840,293,936 =========== =========== ====== =========== ============
- 12 - 13 EDS DEFERRED COMPENSATION PLAN 7. Allocation of Changes in Plan Assets and Liabilities to Investment Programs (concluded) --------------------------------------------------------------------------------------- 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 ============ ========== ============ ============ =========== ===========
- 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 ($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 =========== =========== ====== =========== ============
- 14 - 15 EDS DEFERRED COMPENSATION PLAN Line 27a-Schedule of Assets Held for Investment Purposes December 31, 1994 Description of Investment ------------------------------------
Number Rate of of Shares Current Identity of Party Maturity Date Interest or Units Cost Value - --------------------------- -------------- --------- ---------- ------------ ----------- Income Fund: Bankers Trust #93-621* - 4.66% - $27,569,399 $27,569,399 #94-791* - 7.56% - 15,005,991 15,005,991 Canada Life 12/31/96 7.32% - 11,805,200 11,805,200 Continental Nat'l. Assurance Company #12817-6 3/31/97 5.60% - 6,245,973 6,245,973 #12817-016 6/15/97 (75%) 6.65% - 11,474,981 11,474,981 12/15/97 (100%) Hartford Life Ins. Co. 6/30/95 (50%) 8.60% - 17,033,206 17,033,206 6/30/96 (100%) John Hancock Mutual Life 1/31/96 (33%) 6.98% - 15,458,846 15,458,846 Insurance Co. 6/30/98 (50%) 6/30/99 (100%) Metropolitan Life 9/30/95 9.15% - 15,279,598 15,279,598 Principal Financial Group #4-5639-1 12/15/97 6.50% - 8,580,390 8,580,390 #4-5639-2 12/15/95 (50%) 6.25% - 11,343,570 11,343,570 9/15/96 (100%) #86513* 12/31/94 8.75% - 98,047 98,047 #86513* 12/31/95 7.91% - 148,640 148,640 Protective Life 9/30/95 9.45% - 4,742,224 4,742,224 Prudential Asset Mgmt. Grp. #7347-211 5/15/96 6.53% - 5,318,247 5,318,247 #7347-212 9/15/97 5.52% - 8,464,718 8,464,718 Union Bank of Switzerland - 6.59% - 25,640,584 25,640,584 Vanguard Money Market Reserves - Prime Portfolio (no guaranteed rate**) - - - 16,221,107 16,221,107 ------------ ------------ Total Income Fund $200,430,721 $200,430,721 *The interest rate will be adjusted quarterly. **The interest rate was 6.0% at December 31, 1994. See accompanying independent auditors' report.
- 15 - 16 EDS DEFERRED COMPENSATION PLAN Description of Investment ------------------------------------
Number Rate of of Shares Current Identity of Party Maturity Date Interest or Units Cost Value - --------------------------- -------------- --------- ---------- ------------ ------------ Executive Life Fund - - - $9,639,617 $9,639,617 GM Class E Stock Fund* - - 6,085,363 146,435,039 235,048,771 Vanguard/Wellington Fund* - - 9,422,570 179,545,217 182,701,125 Vanguard U.S. Growth* Portfolio - - 2,288,766 33,907,306 35,086,396 Vanguard International* Growth Portfolio - - 4,192,061 53,273,034 56,298,491 Vanguard Quantitative* Portfolios - - 2,280,702 37,322,130 35,487,178 Vanguard Money Market* Reserves - Prime Portfolio - - 43,400,377 43,400,376 43,400,377 MCorp Stock Fund - - 7,802 705,054 3,984 Loan Fund - 6.0% to 11.5% - 42,197,276 42,197,276 ------------ ------------ Total Assets Held for Investment Purposes $746,855,770 $840,293,936 ============ ============
* Parties In Interest See accompanying independent auditors' report. - 16 - 17 EDS DEFERRED COMPENSATION PLAN Line 27d-Schedule of Reportable Transactions For The Year Ended December 31, 1994
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) 252 $131,179,512 $- $- GM Class E Stock Fund (General Motors Corp. Class E Common Stock) 252 - 127,556,371 - Various Fixed Principal Investment Fund: Income Fund 255 64,212,298 - - Income Fund 252 - 40,924,695 - Mutual Funds: Vanguard Vanguard/Wellington Fund (Stock and Bond Fund) 251 58,252,789 - - Vanguard/Wellington Fund (Stock and Bond Fund) 252 - 33,715,426 - Vanguard Vanguard Money Market Reserves- Prime Portfolio (Money Market Fund) 255 106,899,038 - - Vanguard Money Market Reserves- Prime Portfolio (Money Market Fund) 252 - 76,265,908 - Vanguard Vanguard International Growth Portfolio (Stock Fund) 252 45,979,156 - - Vanguard International Growth Portfolio (Stock Fund) 251 - 22,121,545 - 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) $- $131,179,512 $131,179,512 $- GM Class E Stock Fund (General Motors Corp. Class E Common Stock) - 114,850,472 127,556,371 12,705,899 Various Fixed Principal Investment Fund: Income Fund - 64,212,298 64,212,298 - Income Fund - 40,924,694 40,924,694 - Mutual Funds: Vanguard Vanguard/Wellington Fund (Stock and Bond Fund) - 58,252,789 58,252,789 - Vanguard/Wellington Fund (Stock and Bond Fund) - 32,613,825 33,715,426 1,101,601 Vanguard Vanguard Money Market Reserves- Prime Portfolio (Money Market Fund) - 106,899,038 106,899,038 - Vanguard Money Market Reserves- Prime Portfolio (Money Market Fund) - 76,265,908 76,265,908 - Vanguard Vanguard International Growth Portfolio (Stock Fund) - 45,979,156 45,979,156 - Vanguard International Growth Portfolio (Stock Fund) - 21,040,517 22,121,545 1,081,028 See accompanying independent auditors' report.
- 18 - EX-23 2 L:\secfiles\11-k\eds_94\eds23.doc1 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 15, 1995 relating to the statements of net assets available for benefits of the EDS Deferred Compensation Plan as of December 31, 1994 and 1993, 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, 1994 annual report on Form 11-K of the EDS Deferred Compensation Plan filed by General Motors Corporation. s/KPMG PEAT MARWICK LLP KPMG PEAT MARWICK LLP Dallas, Texas June 27, 1995 - 19 - -----END PRIVACY-ENHANCED MESSAGE-----