-----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, PfbldR4ySxSayIuk6QkGf/WQbyU1pNXKxIeF82LwyZiE6Vot8y+jo7Vv7gn/WGy/ 3wZn3Zb4dGzpixqdg5HcwA== 0000040730-96-000011.txt : 19960701 0000040730-96-000011.hdr.sgml : 19960701 ACCESSION NUMBER: 0000040730-96-000011 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960628 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: 96587586 BUSINESS ADDRESS: STREET 1: 767 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10153-0075 BUSINESS PHONE: 3135565000 11-K 1 l:\secfiles\11_k\1995\sat_1_95\isp_rep.doc 18 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, 1995 ----------------- OR TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE - --- ACT OF 1934 For the transition period from to --------------------- --------------------- Commission file number 33-19551 -------- SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS -------------------------------- (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 - FINANCIAL STATEMENTS AND EXHIBIT - -------------------------------- (a) FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES Page No. ----------------------------------------------- -------- Saturn Individual Savings Plan for Represented Members: Independent Auditors' Report. . . . . . . . . . . . . . . . . 3 Statements of Net Assets Available for Benefits as of December 31, 1995 and 1994. . . . . . . . . . . . . . 4 Statements of Changes in Net Assets Available for Benefits for the Years Ended December 31, 1995 and 1994. . . . . . . 5 Notes to Financial Statements . . . . . . . . . . . . . . . . 6 Supplemental schedules: Line 27a-Schedule of Assets Held for Investment Purposes, as of December 31, 1995. . . . . . . . . . . . . . . . . 16 Line 27d-Schedule of Reportable Transactions for the Year Ended December 31, 1995. . . . . . . . . . . . . . . 17 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. . . . . . . . . . . 18 SIGNATURE The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the President's Council of General Motors Corporation has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Saturn Individual Savings Plan for Represented Members ------------------------------ (Name of plan) Date June 28, 1996 By: ------------- /s/John F. Smith, Jr. ------------------------------ (John F. Smith, Jr., Chairman President's Council) - 2 - INDEPENDENT AUDITORS' REPORT - ---------------------------- Saturn Individual Savings Plan for Represented Members: We have audited the accompanying statements of net assets available for benefits of the Saturn Individual Savings Plan for Represented Members (the "Plan") as of December 31, 1995 and 1994, 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 Plan as of December 31, 1995 and 1994, and the changes in net assets available for benefits for the years then ended, in conformity with generally accepted accounting principles. 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, 1995 and (2) reportable transactions for the year ended December 31, 1995 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 Plan's management. Such schedules have been subjected to the auditing procedures applied in our audit of the basic 1995 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 DELOITTE & TOUCHE LLP Nashville, Tennessee June 7, 1996 - 3 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1995 AND 1994 1995 1994 ASSETS: Investments, at fair value: Value of Interest in General Motors Savings Plans Master Trust $37,680,162 $ - General Motors Common Stock, $1-2/3 par value - 12,912,618 Equity Index Fund - 15,967,122 Mutual Funds 16,223,085 - Fixed Income Fund 4,457,488 - Loans to participants 6,926,226 5,237,905 Investments, at contract value: Investment contracts stated at cost plus accumulated interest 26,481,179 24,219,185 Receivables Contributions 633,598 - Securities sold, not settled - 382,284 Cash - 418 ---------- ---------- Total assets 92,401,738 58,719,532 LIABILITIES: Due to brokers for securities purchased, not settled - 145,584 Accounts payable 122,395 199,335 ---------- ---------- NET ASSETS AVAILABLE FOR BENEFITS $92,279,343 $58,374,613 ========== ========== Reference should be made to the Notes to Financial Statements. - 4 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994 1995 1994 ADDITIONS: Investment income (loss): Net appreciation (depreciation) in fair value of investments $857,608 $(3,080,361) Dividends 780,416 176,233 Interest 1,863,335 1,791,266 Net investment income from the General Motors Savings Plans Master Trust 9,498,714 - ---------- ---------- Total investment income (loss) 13,000,073 (1,112,862) Interest on loans 436,634 273,927 Participants contributions: After tax 7,593,268 4,141,339 Tax-deferred 15,590,410 12,150,758 Rollover 1,078,647 - ---------- ---------- Total contributions 24,262,325 16,292,097 ---------- ---------- Total additions 37,699,032 15,453,162 DEDUCTIONS: Benefits paid to participants 3,793,572 2,369,651 Forfeitures 730 2,819 ---------- ---------- Total deductions 3,794,302 2,372,470 NET INCREASE 33,904,730 13,080,692 NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 58,374,613 45,293,921 ---------- ---------- End of year $92,279,343 $58,374,613 ========== ========== Reference should be made to the Notes to Financial Statements. - 5 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS A. PLAN DESCRIPTION Saturn Corporation ("Saturn"), a wholly-owned subsidiary of General Motors Corporation ("Corporation"), established a defined contribution plan, the Saturn Individual Savings Plan for Union-Represented Employees (the "Plan"), on January 1, 1988. Effective January 1, 1993, the name of the Plan was changed to the Saturn Individual Savings Plan for Represented Members. The Finance Committee of the Corporation's Board of Directors acts as the Plan fiduciary and, along with various officers, employees and committees with authority delegated by the Plan fiduciary, controls and manages the operation and administration of the Plan subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). Assets of the Plan are held by various investment managers under the direction of a Trustee. The Plan provides eligible represented members with tax-deferred and after-tax voluntary savings opportunities. The following brief description of the Plan is provided for general information purposes only. Refer to the "Complete Text" of the Plan for a comprehensive description. Participation Eligibility in the Plan is restricted to regular employees of Saturn compensated fully or partly by salary who are represented by the United Auto Workers ("UAW") or other labor organizations which have adopted the Plan. Employees who are classified as temporary, contract or leased employees are not eligible to participate. Eligible Employees may participate in the Plan and accumulate savings as of the first day of employment. Employees on approved disability leaves of absence, or certain special leaves of absence, remain eligible to accumulate savings for a period of one year while on such leaves. Participant Contributions Participants may elect to contribute to the Plan in several ways: o Beginning in October 1994, participants may contribute up to 18% of Eligible Earnings, previously 15%, on an after-tax basis whereby the contributions are included in the participant's taxable income in the period of contribution ("After-Tax Savings"). o Beginning in October 1994, participants may contribute up to 18% of Eligible Earnings, or $9,240 for the years ended 1995 and 1994, whichever is less, on a tax-deferred basis whereby the contributions are excluded from the participant's taxable income until such amounts are distributed to the participant from the Plan ("Tax-Deferred Savings"). o Participants may elect to combine the above contribution methods, provided the contribution limitations noted above are not exceeded. o Participants who have transferred to Saturn from another unit of the Corporation are allowed to transfer assets into the Plan from the General Motors Corporation Personal Savings Plan Trust. o Newly hired Employees are permitted to make a rollover contribution equal to the taxable portion of cash proceeds received from a previous employer's qualified savings plan ("Rollover Contributions"). Description of Investment Options: General Motors Corporation Common Stock $1-2/3 Par Value - Under this option, participant's contributions are invested in the General Motors common stock. The return on a participant's investment is determined by the market price of the stock and by the amount of any dividends paid thereon. - 6 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued Each participant directs the Trustee how to vote common stock shares allocated to his or her account. The Trustee will not exercise voting rights with respect to those shares for which a direction has not been received by the required deadline. As of January 1, 1995, assets invested in the Common Stock Fund are expressed in terms of units rather than shares of stock as previously expressed. Each unit represents a proportionate interest in all of the assets of the common stock. The number of units credited to a participant's account will be determined by the amount of the participant's contributions and the purchase price of a unit. Equity Index Fund - Under this option, participant contributions are invested in a portfolio of common stocks managed by an investment manager. The investment manager maintains a portfolio which is designed to match the performance of the Standard and Poor's 500 Index. This Index is a broad-based index of large companies which operate in a wide variety of industries and market sectors and which represent over two-thirds of the market capitalization of all publicly traded common stocks in the United States. Balanced Fund - Under this option, initially made available to plan participants on January 1, 1995, contributions are invested in equity and fixed income investments selected from opportunities available in the entire global capital market, including large and small capitalization common stocks, investment and non-investment grade bonds, convertible securities, real estate, emerging market investments, and venture capital, and may be issued by U.S. and non-U.S. issuers. From time to time, investment managers may use derivative financial instruments including forward exchange contracts and futures contracts. Derivative instruments are used primarily to mitigate exposure to foreign exchange rate and interest rate fluctuations as well as manage the investment mix in the portfolio. The Plan's interest in funds which utilized such financial instruments is not considered significant to the Plan's financial statements. Effective January 1, 1995, the above three options were included under the General Motors Savings Plans Master Trust (See Note F.) Income Fund - Under this option, funds are invested 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 annual rates of return, maturity dates, issuing company, and contract value of the investment contracts at December 31, 1995 and 1994, respectively, were as follows: - 7 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued Year Annual of Rate Contri- of Maturity Fund Investment Contracts bution Return Date Manager 1995 1994 - ------ ------ --------------- ---------------- ---------- ---------- 1993 6.23% Dec. 31, 1997 Principal Mutual $4,687,940 $6,728,183 1992 7.38% Jan. 2, 1998 Provident National 2,504,741 3,554,454 1991 8.90% Dec. 31, 1995 Prudential Life 1,245,491 1,741,661 1990 8.70% Dec. 31, 1994 Aetna Capital Mgmt. - 827,901 1994 5.72% Dec. 31, 1994 Metropolitan Life - 11,201,915 1988 6.77% Dec. 31, 1996 New York Life 115,650 165,071 1995 6.14% Jan. 1, 2001 John Hancock 3,099,649 - 1995 6.00% Dec. 31, 2000 John Hancock Mutual Life 2,841,114 - 1995 7.00% Dec. 12, 2005 Metropolitan Life 11,986,594 - ---------- ---------- $26,481,179 $24,219,185 ---------- ========== The contract value of the investment contracts approximates their fair value. The average yield on investment contracts in the Income Fund for the years ended December 31, 1995 and 1994 was 6.78% and 6.44%, respectively. In 1995, investments were also made in short-term U.S. Government debt obligations and cash. At December 31, 1995, the fair value of such investments, considered as the Fixed Income Fund was $4,457,488. Mutual Funds - This option, initially made available to participants on January 1, 1995, is comprised of four core option mutual funds and thirty-one self directed account mutual funds managed by Fidelity Investments. (See Note C.) The core option mutual funds are Fidelity Magellan, Puritan, Contrafund and Asset Manager. Each fund has a different objective and investment strategy. To pursue their objectives, the fund managers invest in a wide variety of investments. Complete information about each fund's objectives and investments is contained in that fund's prospectus. Vesting Participant contributions vest immediately. Saturn matched participant contributions made through January 1, 1992 and earnings thereon vest fully upon the attainment of 5 years of service, death, total and permanent disability or retirement. Distributions Participants may withdraw their Tax-Deferred Savings after they reach age 59-1/2 or prior to age 59-1/2 for Financial Hardship, as defined in the Plan's "Complete Text". After-Tax Savings, vested Saturn matched contributions and related earnings may be withdrawn any time upon participant's request. Upon termination of employment, a final distribution of assets is made unless termination is by retirement, or the participants account exceeds $3,500. In those instances, distribution may be deferred until April 1 of the year after the participant reaches the age of 70-1/2. There were no distributions payable to participants included in net assets available for benefits as of December 31, 1995 and 1994. Transfers Participants may transfer assets between Investment Options at any time, with certain limitations. - 8 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued Loans Participants may borrow once per calendar year from both their Tax-Deferred and After-Tax Savings assets. The amount and term of the loans are limited under the Plan. Interest is charged at a rate equal to the prevailing prime lending rate. Interest paid on the loans is credited back to the borrowing participant's account in the Plan. No earnings will accrue to the assets liquidated for the loan. At December 31, 1995 and 1994 loans to participants were $6,926,226 and $5,237,905, respectively. Termination of the Plan Although it has not expressed any intent to do so, Saturn has the right under the Plan to terminate the Plan subject to the provisions of ERISA. B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Significant accounting policies followed in the preparation of the accompanying financial statements are as follows: o Investments are stated as follows: - Value of Interest in General Motors Savings Plans Master Trust - at estimated market prices of the assets in the Master Trust as determined by the investment manager. - Investment Contacts - at contract value, which consists of cost plus accumulated interest. - Common/Collective Trust - Fixed Income Fund - at estimated market prices of the assets in the Fund as determined by the investment manager. - Mutual Funds - at quoted market value. o General Motors common stock, $1-2/3 par value, acquired by the Trustee for purposes of the Plan may be obtained by purchases on the open market or from the Corporation by subscription or purchase. Such stock acquired by the Trustee on the open market is credited to the participants' accounts at the average per share cost of such purchases (excluding brokerage commissions, transfer taxes, etc.) made for each month. Stock obtained by the Trustee directly from the Corporation is credited to participants' accounts either at the average per share cost to the Trustee of the open market purchases of the stock acquired for a particular month or, in those months in which the Trustee acquires no stock on the open market, at the average of the daily mean high and low market prices of the stock as reported on the Composite Tape of Transactions for such month. o Securities transactions are recorded on the date the trades are executed. o Net appreciation (depreciation) in value of investments held, sold, or distributed represents the change in the market value of the Plan's investments during the year. o Investment income is recognized as earned. o 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 be based upon amounts which differ from those estimates. o Certain costs of Plan administration are paid by Saturn. o Certain prior period amounts have been reclassified to conform to the current year's presentation. - 9 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued C. INVESTMENTS The table below details the investment managers, the investment types and the carrying value of investments as of December 31, 1995 and 1994. Investment Manager Investment Type 1995 1994 - -------------------- ----------------------- ------------ ------------ State Street Bank Value of Interest in and Trust General Motors Savings Plans Master Trust $37,680,162* $ - National Bank of GM Common Stock, $1-2/3 Detroit, N.A. par value 306,531 shares in 1994 - 12,912,618* State Street Bank and Trust Equity Index Fund - 15,967,122* Fidelity Magellan 4,888,364* - Fidelity Puritan 1,901,432 - Fidelity Contrafund 5,776,146* - Fidelity Asset Manager 688,196 - Fidelity Self-Directed Accounts 2,968,947 - ---------- ---------- Total mutual funds 16,223,085 - State Street Bank and Trust Fixed Income Fund 4,457,488* - Loans to Participants 6% to 9% 6,926,226* 5,237,905* Metropolitan Life Investment Contract,5.72% - 11,201,915* Provident National Investment Contract,7.38% Assurance 2,504,741 3,554,454* Prudential Life Ins. Investment Contract,8.90% 1,245,491 1,741,661 Aetna Capital Mgt. Investment Contract,8.70% - 827,901 New York Life Investment Contract,6.77% 115,650 165,071 Principal Mutual Investment Contract,6.23% Life 4,687,940* 6,728,183* John Hancock Investment Contract,6.14% 3,099,649 - John Hancock Investment Contract,6.00% Mutual Life 2,841,114 - Metropolitan Life Investment Contract,7.00% 11,986,594* - ---------- ---------- Total Guaranteed Investment Contracts 26,481,179 24,219,185 ---------- ---------- TOTAL $91,768,140 $58,336,830 ========== ========== * Represents 5% or more of Plan assets. - 10 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued D. SHARE AND UNIT VALUES As of January 1, 1995 all assets invested in the Plan are expressed in terms of units. The number of units credited to each participant's account will be determined by the amount of deferred savings and the current value of each unit in the 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 following summarizes the Plan's number of units and the value of each unit by fund as at: December 31, September 30, Number of Value of Number of Value of Units Each Unit Shares Each Share Fiscal Year 1995 GM $1-2/3 par value Common Stock Fund 100,762 $126.370 109,798 $111.620 Income Fund 2,889,844 10.706 2,732,918 10.533 Equity Index Fund 1,738,744 13.760 1,652,303 12.980 Balanced Fund 78,243 12.410 47,703 11.850 Fidelity Magellan Fund 56,855 85.980 36,345 92.370 Fidelity Puritan Fund 111,783 17.010 83,360 16.780 Fidelity Contrafund 151,924 38.020 102,379 40.610 Fidelity Asset Manager 43,419 15.850 29,600 15.470 June 30, March 31, Number of Value of Number of Value of Units Each Unit Shares Each Share Fiscal Year 1995 GM $1-2/3 par value Common Stock Fund 125,469 $110.810 137,726 $104.110 Income Fund 2,586,715 10.359 2,437,509 10.186 Equity Index Fund 1,577,588 12.020 1,534,154 10.970 Balanced Fund 33,580 11.220 15,484 10.560 Fidelity Magellan Fund 21,459 83.500 8,875 72.440 Fidelity Puritan Fund 56,949 16.150 28,809 15.420 Fidelity Contrafund 76,159 36.560 32,842 32.120 Fidelity Asset Manager 18,280 14.800 10,714 14.060 December 31, September 30, Number of Value of Number of Value of Units Each Unit Shares Each Share Fiscal Year 1994 General Motors Corporation Common Stock, $1-2/3 par value 306,531 $42.125 232,283 $46.875 Income Fund 151,412 171.126 133,411 168.662 Equity Index Fund 226,282 70.561 66,203 209.662 June 30, March 31, Number of Value of Number of Value of Units Each Unit Shares Each Share Fiscal Year 1994 General Motors Corporation Common Stock, $1-2/3 par value 218,209 $50.250 196,650 $53.875 Income Fund 120,858 165.622 118,262 162.979 Equity Index Fund 65,070 200.465 62,904 199.410 - 11 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued E. FUND INFORMATION Contributions, investment income and distributions to participants by fund are as follows for the years ended December 31, 1995 and 1994: 1995 1994 Employee Contributions: GM $1-2/3 par value Common Stock Fund $2,946,816 $2,258,775 Income Fund 10,612,205 8,250,156 Equity Index Fund 5,721,280 5,783,166 Balanced Fund 254,093 - Fidelity Magellan Fund 1,181,554 - Fidelity Puritan Fund 660,613 - Fidelity Contrafund 1,592,454 - Fidelity Asset Manager 313,657 - Self-Directed Accounts 979,653 - ---------- ---------- $24,262,325 $16,292,097 ========== ========== 1995 1994 Investment Income (Loss): GM $1-2/3 par value Common Stock Fund $3,352,588 $(2,668,093) Income Fund 1,842,776 1,390,284 Equity Index Fund 6,065,372 164,947 Balanced Fund 80,755 - Fidelity Magellan Fund 404,781 - Fidelity Puritan Fund 184,998 - Fidelity Contrafund 728,672 - Fidelity Asset Manager 55,876 - Self-Directed Accounts 284,255 - ---------- ---------- $13,000,073 $(1,112,862) ========== ========== 1995 1994 Benefits Paid to Participants: GM $1-2/3 par value Common Stock Fund $548,597 $326,877 Income Fund 2,177,909 1,463,185 Equity Index Fund 835,014 579,589 Balanced Fund 9,323 - Fidelity Magellan Fund 74,328 - Fidelity Puritan Fund 34,521 - Fidelity Contrafund 79,092 - Fidelity Asset Manager 16,289 - Self-Directed Accounts 18,499 - ---------- ---------- $3,793,572 $2,369,651 ========== ========== - 12 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued 1995 1994 Interfund Trust Transfers: GM $1-2/3 par value Common Stock Fund $(5,759,947) $4,313,668 Income Fund (2,434,875) (2,322,582) Equity Index Fund (2,451,123) (1,991,086) Balanced Fund 662,982 - Fidelity Magellan Fund 3,376,212 - Fidelity Puritan Fund 1,085,538 - Fidelity Contrafund 3,562,728 - Fidelity Asset Manager 345,157 - Self-Directed Accounts 1,613,328 - --------- --------- $ - $ - ========= ========= F. THE MASTER TRUST As of December 21, 1994, 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 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 o Saturn Personal Choices Savings Plan for Non-Represented Members The Master Trust is composed of five master trust investment options: the GM $1-2/3 Common Stock Fund, the GM Class H Common Stock Fund, the GM Class E Common Stock Fund, the Equity Index Fund, and the Balanced Fund. Each of these investment options that are available under the Plan is described in Note A. Each participating employee benefit plan has an undivided interest in the net assets and changes therein of each of the five master trust investment options. 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 in each Master Trust investment fund of all the participating plans at the beginning of the month. The Plan's share of the total Master Trust is summarized as follows as of December 31, 1995: Value of interest in Master Trust $37,680,162 ---------- Percentage of total Master Trust 0.51% ---------- Value of interest in the net investment income from Master Trust accounts $9,498,714 ---------- Percentage of total Master Trust net investment gain 0.51% ---------- - 13 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued Total investments of all participating plans in the Master Trust at December 31, 1995 are summarized as follows: Total Master Trust 1995 ------------ (in thousands) ASSETS: Investments, at fair value: Common Stock: General Motors $1-2/3 par value $4,696,965 General Motors Class E, $0.10 par value 759,539 General Motors Class H, $0.10 par value 261,927 Other Corporate 11,666 U.S. Government Securities 33 Common/Collective Trust - State Street Bank Flagship S&P 500 Equity Index Fund 1,548,966 Registered Investment Company 63,349 Cash 103,410 --------- Total investments 7,445,855 Receivables: Receivables for investments sold 13,152 Accrued investment income 1,591 --------- Total receivables 14,743 --------- Total assets 7,460,598 --------- LIABILITIES: Due to broker for securities purchased (186) --------- Net assets available for benefits $7,460,412 ========= The net investment income of all participating Plans in the Master Trust for the year ended December 31, 1995 is summarized as follows: Interest $9,570 Dividends 125,249 Net appreciation in fair value of investments: Common stocks 1,296,102 U.S. Government securities 109 Common/collective trusts 405,995 Registered investment company 9,301 --------- Total net appreciation in fair value of investments 1,711,507 --------- Total investment income $1,846,326 ========= - 14 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Concluded G. FEDERAL INCOME TAXES The Plan was submitted to the Internal Revenue Service (the "IRS") and has received a favorable determination as to its tax-qualified status in meeting the requirements of Sections 401(a) and 401(k) of the Internal Revenue Code of 1986, as amended (the "Code"), and the Trust established thereunder has been determined to be exempt from United States Federal income taxes under Section 501(a) of the Code. The United States Federal income tax status of the Employee with respect to the Plan is described (1) in the Complete Text of the Plan, and (2) included with the confirmation letters sent to the Participant for withdrawals and distributions of assets. * * * * * * * - 15 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS Line 27a-SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1995
Column A Column B Column C Column D Column E - --------- ---------------- -------------------------------- ---------- ---------- Identity of Issue, Borrower, Lessor, or Current Similar Party Description of Investment Cost Value - --------- ---------------- -------------------------------- ---------- ---------- * State Street Bank Value of Interest in General $29,217,642 $37,680,162 and Trust Motors Savings Plans Master Trust * State Street Bank Fixed Income Fund 4,457,488 4,457,488 and Trust Fidelity Mutual Funds: * Fidelity Magellan 4,785,048 4,888,364 * Fidelity Puritan 1,801,935 1,901,432 * Fidelity Contrafund 5,570,149 5,776,146 * Fidelity Asset Manager 649,720 688,196 * Fidelity Self-Directed Accounts 2,968,947 2,968,947 ---------- ---------- Total Mutual Funds 15,775,799 16,223,085 Loan Fund 6 - 9% 6,926,226 6,926,226 Principal Mutual Dec. 31, 1997, 6.23% 4,687,940 4,687,940 Provident National Jan. 2, 1998, 7.38% 2,504,741 2,504,741 Prudential Life Dec. 31, 1995, 8.90% 1,245,491 1,245,491 New York Life Dec. 31, 1996, 6.77% 115,650 115,650 John Hancock Jan. 1, 2001, 6.14% 3,099,649 3,099,649 John Hancock Mutual Life Dec. 31, 2000, 6.00% 2,841,114 2,841,114 * Metropolitan Life Dec. 12, 2005, 7.00% 11,986,594 11,986,594 ---------- ---------- Total Guaranteed Investment Contracts 26,481,179 26,481,179 ---------- ---------- Total Assets Held for Investment $82,858,334 $91,768,140 ========== ========== * Indicates party-in-interest
- 16 - SATURN INDIVIDUAL SAVINGS PLAN FOR REPRESENTED MEMBERS Line 27d-SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1995 SERIES REPORTABLE TRANSACTIONS
Column A Column B Column C Column D Column E Column F Column G Column H Column I - --------------- ----------------- ---------- ---------- -------- ----------- ---------- ---------- --------- Expense Current Incurred Value of Identity of Purchase Selling Lease With Cost of Asset on Net Gain Party/Broker Description Price Price Rental Transaction Asset Trans. Date (Loss) - --------------- ----------------- ---------- ---------- -------- ----------- ---------- ----------- --------- State Street Bank Fixed Income $18,718,230 $ - $- $- $18,718,230 $18,718,230 $- and Trust Fund - 14,293,096 - - 14,293,096 14,293,096 - John Hancock GIC, Jan. 1, 2001, 6.14% 3,083,828 - - - 3,083,828 3,083,828 - Fidelity Magellan 6,311,401 - - - 6,311,401 6,311,401 - - 1,573,751 - - 1,526,353 1,573,751 47,398 Fidelity Contrafund 7,260,630 - - - 7,260,630 7,260,630 - - 1,758,241 - - 1,690,481 1,758,241 67,760 ---------- ---------- ----- ----- ---------- ---------- ------- $35,374,089 $17,625,088 $- $- $52,884,019 $52,999,177 $115,158 ========== ========== ===== ===== ========== ========== ======= There are no single reportable transactions that reach the 5% of beginning net assets criteria.
- 17 - EX-23 2 L:\secfiles\11-K\sat_1_95\isp23.doc1 EXHIBIT 23 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statement No. 33-64693 of General Motors Corporation on Form S-8 of our report dated June 7, 1996 appearing in this Annual Report on Form 11-K of the Saturn Individual Savings Plan for Represented Members for the year ended December 31, 1995. s/DELOITTE & TOUCHE LLP DELOITTE & TOUCHE LLP Nashville, Tennessee June 27, 1996 - 18 - -----END PRIVACY-ENHANCED MESSAGE-----