-----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, BGELJCzyZn+8GXpPoYoU1MYUb8k0cUcK8fvNNTSH38jwEPn0mO6+9jNMafK74tTz ohS/M2DqQjpmt59y2fQqvg== 0000040730-96-000012.txt : 19960701 0000040730-96-000012.hdr.sgml : 19960701 ACCESSION NUMBER: 0000040730-96-000012 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: 96587601 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_2_95\pcsp_non.doc18 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 33-43747 -------- SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-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 Personal Choices Savings Plan for Non-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 . . . . . . . . . . 19 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 Personal Choices Savings Plan for Non-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 Personal Choices Savings Plan for Non-Represented Members: We have audited the accompanying statements of net assets available for benefits of the Saturn Personal Choices Savings Plan for Non-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 supplemental shedules are the responsibility of the Plan's management. Such schedules have been subjected to the auditing procedures applied in our audits 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 PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS STATEMENTS OF NET ASSETS AVAILABLE FOR BENFITS AS OF DECEMBER 31, 1995 AND 1994 1995 1994 ASSETS: Investments, at fair value: Value of interest in General Motors Savings Plans Master Trust $34,004,854 $ - General Motors Common Stock: $1-2/3 par value - 13,054,116 Class E, $0.10 par value - 4,513,975 Class H, $0.10 par value - 863,889 Equity Index Fund - 3,662,062 Fixed Income Fund 769,022 - Mutual Funds 5,715,718 - Loans to participants 1,195,211 760,786 Investments, at contract value: Investment contracts stated at cost plus accumulated interest 6,350,314 4,943,502 Receivables Contributions 1,197,538 86,680 Securities sold, not settled - 108,198 Accrued investment income 49,754 - Cash and temporary investments - 1,957,041 ---------- ---------- Total assets 49,282,411 29,950,249 LIABILITIES: Due to brokers for securities purchased, not settled 16,107 2,032,286 ---------- ---------- NET ASSETS AVAILABLE FOR BENEFITS $49,266,304 $27,917,963 ========== ========== Reference should be made to the Notes to Financial Statements. - 4 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENFITS FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994 1995 1994 ADDITIONS: Investment income: Net appreciation (depreciation) in fair value of investments $124,553 $(1,802,595) Dividends 232,740 225,400 Interest 531,380 351,872 Net investment income from the General Motors Savings Plans Master Trust 7,792,890 - ---------- ---------- Total investment income (loss) 8,681,563 (1,225,323) Interest on loans 61,661 33,183 Contributions: Employer 1,890,037 1,061,598 Participants 11,932,524 10,202,220 ---------- ---------- Total contributions 13,822,561 11,263,818 ---------- ---------- Total additions 22,565,785 10,071,678 DEDUCTIONS: Benefits paid to participants 1,207,976 662,325 Forfeitures 9,468 9,443 ---------- ---------- Total deductions 1,217,444 671,768 NET INCREASE 21,348,341 9,399,910 NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 27,917,963 18,518,053 ---------- ---------- End of year $49,266,304 $27,917,963 ========== ========== Reference should be made to the Notes to Financial Statements. - 5 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-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 Personal Choices Savings Plan for Non-Represented Employees (the "Plan"), on January 1, 1992. Effective January 1, 1993, the name of the Plan was changed to Saturn Personal Choices Savings Plan for Non-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 Participant 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 non-represented members with tax-deferred and after-tax voluntary savings opportunities. Participant savings are matched, in part, by Saturn contributions credited to the Plan. 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 not represented by the United Auto Workers ("UAW") or other labor organizations. 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 20% of Eligible Monthly Salary, 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 20% of Eligible Monthly Salary, previously 15%, 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 Savings-Stock Purchase Program Trust. Transfers in process relating thereto were $1,197,538 and $86,680 at December 31, 1995 and 1994, respectively. 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"). - 6 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued Saturn Matching Contributions Saturn currently matches Participant Savings up to 50% of Basic Savings (from January 1, 1995 to June 30, 1995, the Saturn match was 25%). A participant's "Basic Savings" are defined as savings which do not exceed 6% of Eligible Monthly Salary. Basic Savings excludes any Rollover Savings amounts. Description of Investment Options: General Motors Corporation Common Stock $1-2/3 Par Value, Class E $0.10 Par Value, Class H $0.10 Par Value - Under these options, participant's contributions are invested in the respective classes of common stock. The return on each participant's investment is determined by the market price of the common stock and by the amount of any dividends paid thereon. 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 each of the classes of common stock ($1-2/3 par value, Class H and Class E) were 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 particular class of common stock. The number of units credited to each participant's account will be determined by the amount of the participant's contributions and the purchase price of a unit in the respective class of common stock. 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 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. - 7 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued As of December 31, 1995 and 1994, the annual rates of return, contract periods, fund managers, and contract value of the investment contracts were as follows: Year Annual of Rate Contri- of Maturity Fund Investment Contracts bution Return Date Manager 1995 1994 - ------ ------ --------------- ---------------- ---------- ---------- 1995 6.00% June 1, 2001 John Hancock $1,079,168 $ - 1995 6.00% Dec. 31, 2000 John Hancock 1,446,083 - 1995 7.10% Dec. 31, 1999 Metropolitan Life 3,050,842 - 1994 5.87% Dec. 31, 1995 Metropolitan Life - 3,138,195 1993 6.23% Dec. 31, 1997 Principal Mutual 521,108 1,258,845 1992 7.27% Dec. 31, 1997 Provident National 253,113 546,462 ---------- ---------- $6,350,314 $4,943,502 ========== ========== The contract value of the investment contracts approximates their fair value. The average yield on the investment contracts for the years ended December 31, 1995 and 1994 was 6.60% and 6.12%, 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 $769,022. 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 Employee contributions vest immediately. Saturn matching contributions and earnings thereon vest fully upon the attainment of 5 years of credited service, death, total and permanent disability or retirement. Distributions Employees 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 request. Upon termination of employment, a final distribution of assets is made unless termination is by retirement, or the participant's account balance 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 PERSONAL CHOICES SAVINGS PLAN FOR NON-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 $1,195,211 and $760,786, respectively. Termination of the Plan Although it has not expressed any intent to do so, Saturn has the right under the Plan to discontinue its contributions at any time and 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. - 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 Corporation Common Stocks 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 Certain costs of Plan administration are paid by Saturn. 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 differ from those estimates. o Certain prior period amounts have been reclassified to conform to the current year's presentation. - 9 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-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 General and Trust Motors Savings Plans Master Trust $34,004,854* $ - NationsBank GM Common Stock, $1-2/3 par value - 13,054,116* NationsBank GM Class E Stock, $0.10 par value - 4,513,975* NationsBank GM Class H Stock, $0.10 par value - 863,889 State Street Bank and Trust Fixed Income Fund 769,022 - Fidelity Magellan 1,763,174 - Fidelity Puritan 547,424 - Fidelity Contrafund 1,294,796 - Fidelity Asset Manager 277,983 - Fidelity Self Directed Accounts 1,832,341 - ---------- ---------- Total mutual funds 5,715,718 - State Street Bank and Trust Equity Index Fund - 3,662,062* Loans to Participants 6% to 9% 1,195,211 760,786 Metropolitan Life Investment Contract, 5.87% - 3,138,195* Provident National Assurance Investment Contract, 7.27% 253,113 546,462 Principal Mutual Investment Contract, 6.23% 521,108 1,258,845 John Hancock Investment Contract, 6.00% 1,079,168 - John Hancock Investment Contract, 6.00% 1,446,083 - Metropolitan Life Investment Contract, 7.10% 3,050,842* - ---------- ---------- Total Guaranteed Investment Contracts 6,350,314 4,943,502 ---------- ---------- TOTAL $48,035,119 $27,798,330 ========== ========== *Represents 5% or more of Plan assets. 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: - 10 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued 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 148,043 $126.370 143,039 $111.620 GM Class H Common Stock Fund 12,334 139.410 11,973 117.200 GM Class E Common Stock Fund 55,559 134.710 51,092 118.110 Income Fund 665,358 10.710 678,095 10.527 Equity Index Fund 422,275 13.760 389,621 12.980 Balanced Fund 22,758 12.410 11,527 11.850 Fidelity Magellan Fund 20,507 85.980 14,048 92.370 Fidelity Puritan Fund 32,182 17.010 22,106 16.780 Fidelity Contrafund 34,356 38.020 22,757 40.610 Fidelity Asset Manager 17,538 15.850 11,014 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 140,157 $110.810 139,899 $104.110 GM Class H Common Stock Fund 10,978 112.660 9,341 116.920 GM Class E Common Stock Fund 46,893 112.570 47,832 100.630 Income Fund 569,976 10.353 503,430 10.182 Equity Index Fund 370,174 12.020 367,639 10.970 Balanced Fund 9,568 11.220 1,878 10.560 Fidelity Magellan Fund 5,953 83.500 1,950 72.440 Fidelity Puritan Fund 14,857 16.150 4,006 15.420 Fidelity Contrafund 11,965 36.560 4,668 32.120 Fidelity Asset Manager 7,575 14.800 4,853 14.060 December 31, September 30, Number of Value of Number of Value of Units Each Unit Shares Each Share Fiscal Year 1994 Diversified U.S. Government Securities - $ - 4,233 $112.590 General Motors Corporation Common Stock, $1-2/3 par value 311,033 42.125 213,763 46.875 GM Class E, $0.10 par value 119,193 38.875 108,786 38.000 GM Class H, $0.10 par value 24,771 34.875 23,190 37.375 Income Fund 40,523 122.122 30,454 120.237 Equity Index Fund 29,655 121.548 28,395 121.391 June 30, March 31, Number of Value of Number of Value of Units Each Unit Shares Each Share Fiscal Year 1994 Diversified U.S. Government Securities 3,916 $112.710 3,658 $112.590 General Motors Corporation Common Stock, $1-2/3 par value 191,862 50.250 173,256 53.875 GM Class E, $0.10 par value 101,802 34.875 92,505 34.250 GM Class H, $0.10 par value 20,364 35.875 18,022 33.000 Income Fund 26,690 118.400 25,832 116.610 Equity Index Fund 26,126 115.857 23,914 115.314 - 11 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-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 Participant Contributions: GM $1-2/3 par value Common Stock Fund $4,339,527 $4,147,205 GM Class H Common Stock Fund 466,668 1,589,532 GM Class E Common Stock Fund 1,557,413 416,841 Income Fund 2,037,384 2,382,336 Equity Index Fund 1,200,942 1,475,038 Diversified U.S. Government Securities - 191,268 Balanced Fund 72,319 - Fidelity Magellan Fund 627,826 - Fidelity Puritan Fund 309,619 - Fidelity Contrafund 557,848 - Fidelity Asset Manager 168,275 - Self-Directed Accounts 594,703 - ---------- ---------- $11,932,524 $10,202,220 ========== ========== 1995 1994 Employer Contributions: GM $1-2/3 par value Common Stock Fund $1,890,037 $1,061,598 Investment Income (Loss): GM $1-2/3 par value Common Stock Fund $4,070,131 $(2,389,401) GM Class H. Common Stock Fund 451,717 944,839 GM Class E. Common Stock Fund 1,819,152 (58,271) Income Fund 409,759 227,813 Equity Index Fund 1,434,923 52,454 Diversified U.S. Government Securities - (2,757) Balanced Fund 16,966 - Fidelity Magellan Fund 126,006 - Fidelity Puritan Fund 45,560 - Fidelity Contrafund 139,849 - Fidelity Asset Manager 22,926 - Self-Directed Accounts 144,574 - ---------- ---------- $8,681,563 $(1,225,323) ========== ========== 1995 1994 Benefits Paid to Participants: GM $1-2/3 par value Common Stock Fund $461,283 $281,771 GM Class H Common Stock Fund 193,213 106,803 GM Class E Common Stock Fund 51,136 15,877 Income Fund 207,603 122,757 Equity Index Fund 199,738 107,703 Diversified U.S. Government Securities - 27,414 Balanced Fund 243 - Fidelity Magellan Fund 34,710 - Fidelity Puritan Fund 10,239 - Fidelity Contrafund 41,381 - Fidelity Asset Manager 3,999 - Self-Directed Accounts 4,431 - ---------- ---------- $1,207,976 $662,325 ========== ========== - 12 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Continued Interfund Trust Transfers 1995 1994 GM $1-2/3 par value Common Stock Fund $(3,545,395) $1,510,995 GM Class H Common Stock Fund 209,051 (32,930) GM Class E Common Stock Fund (130,318) (509,825) Income Fund (32,064) (37,875) Equity Index Fund (126,056) (364,495) Diversified U.S. Government Securities - (565,870) Balanced Fund 203,329 - Fidelity Magellan Fund 1,153,547 - Fidelity Puritan Fund 280,424 - Fidelity Contrafund 760,860 - Fidelity Asset Manager 129,478 - Self-Directed Accounts 1,097,144 - ---------- ---------- $ - $ - ========== ========== 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 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 $34,004,854 Percentage of total Master Trust 0.46% Value of interest in the net investment income from Master Trust accounts $7,792,890 Percentage of total Master Trust net investment gain 0.42% - 13 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-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: (in thousands) 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 PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS NOTES TO FINANCIAL STATEMENTS - Concluded G. FEDERAL INCOME TAXES The Plan is in the process of submission to the Internal Revenue Service (the "IRS") for a 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 that the Trust established thereunder is exempt from United States Federal income taxes under Section 501(a) of the Code. Saturn management believes a favorable ruling will be received for this Plan. 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. H. SUBSEQUENT EVENTS The following modifications were made to the General Motors Savings Plans Master Trust effective January 1, 1996: o The Corporation announced in 1995 its intention to split-off its Electronic Data Systems ("EDS") wholly-owned subsidiary, subject to which all GM Class E Common Stock will be exchanged for EDS Common Stock. The split-off is expected to be effective in June of 1996. As a result of the split-off, the GM Class E Common Stock Fund was changed to the EDS Common Stock Fund. The EDS Common Stock will be eliminated in five years, during which time no new contributions, loan repayments or exchanges into the EDS Common Stock Fund will be permitted. Dividends, if any, paid on EDS Common Stock held by the Plan will be invested in the Income Fund investment option prior to allocation to participant accounts. * * * * * * - 15 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-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 and Trust General Motors Savings Plans Master Trust $28,397,654 $34,004,854 State Street Bank Fixed Income Fund 769,022 769,022 * and Trust Fidelity Mutual Funds: Fidelity Magellan 1,743,024 1,763,174 Fidelity Puritan 523,745 547,424 Fidelity Contrafund 1,270,750 1,294,796 Fidelity Asset Manager 262,040 277,983 Fidelity Self-Directed Accounts 1,832,341 1,832,341 ---------- ---------- Total Mutual Funds 5,631,900 5,715,718 Loan Fund 6% - 9% 1,195,211 1,195,211 John Hancock June 1, 2001, 6.00% 1,079,168 1,079,168 John Hancock Mutual Life Dec. 31, 2000, 6.00% 1,446,083 1,446,083 * Metropolitan Life Dec. 31, 1999, 7.10% 3,050,842 3,050,842 Principal Mutual Dec. 31, 1997, 6.23% 521,108 521,108 Provident National Dec. 31, 1997, 7.27% 253,113 253,113 ---------- ---------- Total Guaranteed Investment Contracts 6,350,314 6,350,314 ---------- ---------- Total Assets Held for Investment $42,344,101 $48,035,119 =========== ==========
- 16 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS Line 27d-SCHEDULE OF REPORTABLE TRANSACTIONS YEAR ENDED DECEMBER 31, 1995 SERIES REPORTABLE TRANSACTIONS
Column A Column B Column C Column D Col 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 $8,024,050 $ - $- $- $8,024,050 $8,024,050 $- and Trust Fund - 7,260,610 - - 7,260,610 7,260,610 - John Hancock GIC, June 1, 1,514,232 - - - 1,514,232 1,514,232 - Mutual Life 2001,6.00% - 75,391 - - 75,391 75,391 - Fidelity Magellan 2,484,300 - - - 2,484,300 2,484,300 - - 758,300 - - 741,275 758,300 17,025 Fidelity Contrafund 1,573,170 - - - 1,573,170 1,573,170 - - 317,628 - - 302,420 317,628 15,208 ---------- --------- ----- ----- --------- --------- ------ $13,595,752 $8,411,929 $- $- $21,975,448 $22,007,681 $32,233 ========== ========= ===== ===== ========== ========== ======
- 17 - SATURN PERSONAL CHOICES SAVINGS PLAN FOR NON-REPRESENTED MEMBERS Line 27d-SCHEDULE OF REPORTABLE TRANSACTIONS YEAR ENDED DECEMBER 31, 1995 SINGLE REPORTABLE TRANSACTIONS
Column A Column B Column C Column D Col 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 and Trust Fund $ - $1,500,000 $- $- $1,500,000 $1,500,000 $- John Hancock GIC, June 1, Mutual Life 2001, 6.00% 1,500,000 - - - 1,500,000 1,500,000 - --------- --------- ----- ----- --------- --------- ----- $1,500,000 $1,500,000 $- $- $3,000,000 $3,000,000 $- ========= ========= ===== ===== ========= ========= =====
- 18 - EX-23 2 l:\secfiles\11-K\sat_2_95\pcsp23.doc1 EXHIBIT 23 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statement No. 33-49243 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 Personal Choice Savings Plan for Non-Represented Members for the year ended December 31, 1995. s/DELOITTE & TOUCHE LLP DELOITTE & TOUCHE LLP Nashville, Tennessee June 27, 1996 - 19 - -----END PRIVACY-ENHANCED MESSAGE-----