8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549-1004

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) April 24, 2009

GENERAL MOTORS CORPORATION

(Exact Name of Registrant as Specified in its Charter)

DELAWARE	38-0572515
(State or other jurisdiction of incorporation)	(I.R.S. Employer Identification No.)

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

(313) 556-5000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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

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

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

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

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

ITEM 8.01 Other Events

On April 24, 2009, General Motors Corporation (“GM”) communicated to its employees who participate in the Savings-Stock Purchase Program or the Personal Savings Plan that all shares of GM common stock held in the General Motors $1-2/3 Par Value Common Stock Fund (the “Fund”) were sold via a selling program conducted by State Street Bank and Trust Company (the “Trustee”), the investment manager and independent fiduciary of the Fund. The Trustee made the determination to sell the GM stock in its capacity as independent fiduciary for reasons set forth in the communication. The selling program began on March 31, 2009 and was completed on April 24, 2009. The communication is attached as Exhibit 99.1.

Number	Description
99.1	Important Information about the GM Common Stock Fund Concerning Two Employee Benefit Plans dated April 24, 2009

SIGNATURES

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

	GENERAL MOTORS CORPORATION (Registrant)
Date: April 24, 2009	By:	/s/ NICK S. CYPRUS
		Nick S. Cyprus,
		Controller and Chief Accounting Officer

EX-99.1

Exhibit 99.1

April 24, 2009

Important Information about the GM Common Stock Fund

Concerning Two Employee Benefit Plans

This notice is to participants in the General Motors Savings Plans (the “Plans”) [Savings-Stock Purchase Program (S-SPP) and the Personal Savings Plan (PSP)] that are invested in the General Motors $1- ²/3 Par Value Common Stock Fund (the “GM Common Stock Fund” or the “Fund”). State Street Bank and Trust Company (“State Street”) serves as the investment manager and independent fiduciary of the GM Common Stock Fund. In this role, State Street is specifically authorized to sell shares of GM common stock held in the GM Common Stock Fund if it determines that (A) there is a serious question concerning General Motors Corporation’s (“GM” or the “Company”) short–term viability as a going concern without resorting to bankruptcy proceedings; OR (B) there is no possibility in the short-term of recouping any substantial proceeds from the sale of stock in bankruptcy proceedings. State Street made the determination that this standard had been met due to the economic climate and the circumstances surrounding GM’s business.

Accordingly, based on State Street’s determination, on March 31, 2009 State Street commenced a selling program pursuant to which it started selling the shares of GM common stock held in the GM Common Stock Fund, and started investing the proceeds of such sales in short-term fixed-income investments and money market instruments. The daily unit value of the GM Common Stock Fund has at all times reflected the value of these underlying investments. The selling program is expected to be substantially completed today, April 24, 2009, and at such time as it is completed, the Fund will no longer have any investments in GM common stock and will be fully invested in short-term fixed-income investments and money market instruments. Accordingly, the Fund is no longer pursuing its stated investment strategy, and its returns are no longer correlated to the performance of GM common stock. The ability to effect an in-kind withdrawal was suspended as of the end of the business day on April 23, 2009.

As noted, upon completion of the selling program, the only remaining assets in the GM Common Stock Fund will be cash and cash equivalents. On May 29, 2009, the GM Common Stock Fund will be discontinued and removed as an investment option from the GM Savings Plans. Therefore, participants are encouraged to exchange their remaining balances in the Fund into other Plan investment options before the close of business on May 29, 2009. For participants who do not make such an election as of the close of business on May 29, 2009, any remaining balances in the Fund will be exchanged into the Qualified Default Investment Alternatives for the respective Plans, the Pyramis Strategic Balanced Commingled Pool investment option for the affected S-SPP participants and the Pyramis Active Lifecycle Commingled Pool investment option with a target retirement date (as specified in the Pool’s name) closest to the year that the participant will attain the age of 65 for the affected PSP participants.

As investment manager, State Street does not accept direct inquiries from participants.

If you have any questions regarding this notice, please contact the GM Benefits & Services Center at 1-800-489-4646.

General Motors Corporation