SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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) March 12, 2003
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GENERAL MOTORS CORPORATION
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(Exact name of registrant as specified in its charter)
STATE OF DELAWARE 1-143 38-0572515
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
300 Renaissance Center, Detroit, Michigan 48265-3000
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (313)-556-5000
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ITEM 5. OTHER ITEMS
As further described in GM's Annual Report on Form 10-K for the fiscal year
ended December 31, 2002, on March 12, 2003, GM contributed 149.2 million shares
of GM Class H common stock to certain of its U.S. employee benefit plans. In
connection with the contribution, GM and United States Trust Company of New
York, as trustee for the employee benefit plans, amended and restated their
existing restated Registration Rights Agreement, dated July 1, 2000, and
existing Transfer Agreement, dated June 12, 2000, and entered into other related
agreements. The amended and restated Registration Rights Agreement and amended
and restated Transfer Agreement provide various restrictions on the transfer of
the shares of GM Class H common stock held by each of the employee benefit
plans. In addition, the amended and restated Registration Rights Agreement
provides the employee benefit plans certain rights to have their shares of GM
Class H common stock registered under the Securities Act of 1933, as amended.
This description is qualified by the amended and restated Registration Rights
Agreement and related exhibits and the amended and restated Transfer Agreement,
copies of which are attached as exhibits hereto.
EXHIBITS
Designation Description Method of Filing
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Exhibit 99.1 First Amended and Restated Registration Rights Filed with
Agreement by and among General Motors this Report
Corporation and U.S. Trust Company of New York,
as Trustee of the General Motors Special Hourly
Employees Pension Trust, as Trustee of the
General Motors Special Salaried Employees
Pension Trust and as Trustee of the Sub-Trust of
the General Motors Welfare Benefit Trust dated
as of March 12, 2003 (including the exhibits
thereto)
Exhibit 99.2 First Amended and Restated Transfer Agreement by Included in
and among General Motors Corporation and U.S. Exhibit 99.1
Trust Company of New York, as Trustee of the
General Motors Special Hourly Employees Pension
Trust, as Trustee of the General Motors Special
Salaried Employees Pension Trust and as Trustee
of the Sub-Trust of the General Motors Welfare
Benefit Trust dated as of March 12, 2003
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SIGNATURE
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
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(Registrant)
Date March 20, 2003
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By
/s/Peter R. Bible
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(Peter R. Bible,
Chief Accounting Officer)