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
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ACT OF 1934
For the fiscal year ended December 31, 2002
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OR
TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE
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ACT OF 1934
For the transition period from to
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Commission file number 33-19551
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SATURN INDIVIDUAL SAVINGS PLAN
FOR REPRESENTED MEMBERS
--------------------------------
(Full title of the plan)
General Motors Corporation
300 Renaissance Center, Detroit, Michigan 48265-3000
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(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:
Peter R. Bible
Chief Accounting Officer
General Motors Corporation
300 Renaissance Center
Detroit, Michigan 48265-3000
- 1 -
FINANCIAL STATEMENTS AND EXHIBIT
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(a) FINANCIAL STATEMENTS Page No.
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Saturn Individual Savings Plan for Represented Members:
Independent Auditors' Report. . . . . . . . . . . . . . . . . 3
Statements of Net Assets Available for Benefits
as of December 31, 2002 and 2001. . . . . . . . . . . . . . 4
Statements of Changes in Net Assets Available for Benefits
for the Years Ended December 31, 2002 and 2001. . . . . . . 5
Notes to Financial Statements . . . . . . . . . . . . . . . . 6
Supplemental schedules have been omitted due to
the absence of the conditions under which they
are required.
(b) EXHIBIT
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Exhibit 23 - Independent Auditors' Consent. . . . . . . . . . 16
Exhibit 99.1 - Certification Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002. . . . . . . . . . 17
Exhibit 99.2 - Certification Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002. . . . . . . . . . 18
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant 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
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(Name of plan)
Date June 27, 2003 By:
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/s/G. Richard Wagoner, Jr.
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(G. Richard Wagoner, Jr., Chairman
of the Board of Directors)
- 2 -
INDEPENDENT AUDITORS' REPORT
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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, 2002 and 2001, 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 auditing standards generally accepted
in the United States of America. 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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31,
2002 and 2001, and the changes in net assets available for benefits for the
years then ended in conformity with accounting principles generally accepted in
the United States of America.
/s/DELOITTE & TOUCHE LLP
Nashville, Tennessee
June 20, 2003
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SATURN INDIVIDUAL SAVINGS PLAN
FOR REPRESENTED MEMBERS
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2002 AND 2001
2002 2001
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ASSETS:
Investment in the General Motors Savings
Plan Master Trust (Notes A,C and D) $263,915,971 $277,841,148
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Total assets 263,915,971 277,841,148
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NET ASSETS AVAILABLE FOR BENEFITS $263,915,971 $277,841,148
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Reference should be made to the Notes to Financial Statements.
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SATURN INDIVIDUAL SAVINGS PLAN
FOR REPRESENTED MEMBERS
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001
2002 2001
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ADDITIONS:
Participants contributions:
After-tax $ 6,304,792 $ 5,347,638
Tax-deferred 22,464,222 20,736,761
Rollover 162,852 390,410
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Total contributions 28,931,866 26,474,809
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Total additions 28,931,866 26,474,809
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DEDUCTIONS:
Net investment loss from the
General Motors Savings Plan Master
Trust (Note D) (35,429,490) (26,217,209)
Benefits paid to participants (7,427,553) (12,031,231)
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Total deductions (42,857,043) (38,248,440)
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NET DECREASE (13,925,177) (11,733,631)
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 277,841,148 289,614,779
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End of year $263,915,971 $277,841,148
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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 (the "Corporation"), has established a defined contribution plan,
the Saturn Individual Savings Plan for Represented Members (the "Plan"). The
Finance Committee of the Board of Directors of the Corporation 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"). General Motors
Investment Management Corporation("GMIMCo")acts as the Plan fiduciary for
investment purposes. State Street Bank and Trust Company (the "Trustee") acts as
the trustee of the Plan. 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 Plan document for a comprehensive description of the Plan's provisions.
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 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 direct the investment of their contributions (as well as
Saturn matching contributions prior to January 1, 1992) into various
investment options offered by the Plan. Participants may elect to
contribute to the Plan in several ways:
o Participants may contribute up to 40% of eligible earnings 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 Participants may contribute up to 40% of eligible earnings, not to exceed
the annual Internal Revenue Service ("IRS") maximum deferral amount, 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").
Investment Options
The participants must direct how their contributions are to be invested. A
description of each investment option offered under the Plan follows:
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SATURN INDIVIDUAL SAVINGS PLAN
FOR REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
General Motors ("GM") Corporation Common Stock Funds $1-2/3 Par Value and
Class H, $0.10 Par Value - Under these investment options, contributions are
invested by the Trustee primarily in the respective General Motors common
stock. Assets held in these funds are expressed in terms of units and not
shares of stock. Each unit represents a proportionate interest in all of the
assets of the respective GM Common Stock Funds. The number of units credited
to each participant's account within the Plan is determined by the amount of
the participant's contributions and the purchase price of a unit in the
respective GM Common Stock Fund. The value of each participant's account is
determined each business day on which the New York Stock Exchange is open
("Business Day") by the number of units to the participant's credit,
multiplied by the current unit value. The return on a participant's
investment is based on the value of units, which, in turn, is determined by
the market price of the respective GM common stock, the amount of any
dividends paid thereon, and by interest earned on short-term investments
held by each fund.
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.
Raytheon Class A Common Stock Fund - Effective December 17, 1997, the
Corporation spun-off the defense electronics business of Hughes Electronics
Corporation, a subsidiary of the Corporation ("Hughes Defense"), to holders
of GM $1-2/3 par value and Class H common stock, which was immediately
followed by the merger of Hughes Defense with Raytheon Company. In
connection with the above transaction, Raytheon Class A common stock was
distributed to holders of the GM $1-2/3 par value and Class H common stocks.
Such distribution required the addition of the Raytheon Class A Common Stock
Fund as an investment option. The Raytheon Class A Common Stock Fund was an
investment option through December 31, 2002. No new contributions or
exchanges from any other investment options into the Raytheon Class A Common
Stock Fund are permitted. Dividends, if any, paid on Raytheon Class A common
stock held by the Plan will be invested in the Promark Income Fund
investment option prior to allocation to participants' accounts.
Assets held in this fund are expressed in terms of units and not shares of
stock. Each unit represents a proportionate interest in all of the assets of
this 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 return on a participant's investment is based
on the value of units, which, in turn, is determined by the market price of
the Raytheon Class A common stock, and by interest earned on short-term
investments held by the fund.
Delphi Common Stock Fund - On May 28, 1999, the Corporation completed the
spin-off of Delphi Corporation ("Delphi"). In connection with that spin-off,
Delphi common stock was distributed to holders of GM $1-2/3 par value common
stock. Such distribution required the addition of the Delphi Common Stock
Fund as an investment option. Plan participants holding units in the GM
$1-2/3 Par Value Common Stock Fund were allocated approximately 70 units in
the Delphi Common Stock Fund for each unit held in the GM $1-2/3 Par Value
Common Stock Fund. Such distribution was recorded as a stock dividend, in
which a total of $887 million of Delphi common stock was distributed to GM
$1-2/3 par value common stockholders.
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SATURN INDIVIDUAL SAVINGS PLAN
FOR REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
The Delphi Common Stock Fund will remain as an investment option; however,
no further contributions or exchanges from any other investment option into
the Delphi Common Stock Fund will be permitted.
Assets held in this fund are expressed in terms of units and not shares of
stock. Each unit represents a proportionate interest in all of the assets of
this 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 return on a participant's investment is based
on the value of units, which, in turn, is determined by the market price of
Delphi common stock and by interest earned on short-term investments held by
the fund.
The Corporation has chosen to invest the General Motors Common Stock Funds,
the Raytheon Class A Common Stock Fund, and the Delphi Common Stock Fund in
commingled funds managed by the Trustee. The Trustee is responsible for
anticipating liquidity needs and maintaining sufficient cash levels to
process participant transactions, determining the daily number of shares of
each individual common stock to be purchased or sold, and obtaining the best
prices for any purchases or sales.
Promark Large Cap Index Fund - Under this investment option, contributions
are invested in a portfolio of common stocks managed by the SSgA Funds
Management, Inc. ("SSgA"). SSgA maintains a portfolio which is designed to
match the performance of the Standard and Poor's 500 Index ("S&P Index").
The S&P 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.
Assets invested in the fund are expressed in terms of units. The number of
units credited to a participant's account within the Plan is determined by
the amount of participant's contributions 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.
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SATURN INDIVIDUAL SAVINGS PLAN
FOR REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
Promark Funds - There are seventeen Promark Funds as investment options for
participants in the Plan. These funds have a variety of investment
strategies, and the funds are managed by General Motors Trust Company
("GMTC"), a wholly-owned subsidiary of the Corporation, and a
party-in-interest. GMTC selects and monitors investment advisors for each
fund. Participants should refer to the prospectus for further information
about the investment strategy of each fund, and the risks associated with
each fund.
Assets invested in the Promark funds are expressed in terms of units. The
number of units credited to a participant's account within the Plan is
determined by the amount of participant's contributions and the current
value of each unit in the respective Promark 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 value.
Mutual Funds - This option is comprised of fifty-two mutual funds managed by
Fidelity Investments, Neuberger Berman, Domini Social Investment LLC and
SSgA Funds Management, Inc. (See Note C). Each mutual fund has a different
objective and investment strategy. To pursue their objectives, the mutual
fund managers invest in a wide variety of investments. Participants should
refer to the prospectus for each mutual fund for further information about
the investment strategy of each mutual fund, and the risks associated with
each mutual fund.
Participant 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. Loans bear a rate of interest equal to the
prime lending rate as of the last business day of the calendar quarter
immediately preceding the date the participant gives appropriate direction
for a loan to the Plan recordkeeper (interest rates for outstanding loans at
December 31, 2002 ranged from 4.25% to 9.5%). Interest paid on the loans is
credited back to the borrowing participant's account in the Plan. No
earnings accrue to the assets liquidated for the loan. At December 31, 2002
and 2001, loans to participants were $14,884,418 and $15,006,514,
respectively. Repayment of loans is generally made through after-tax payroll
deductions and are invested in the same discretionary investment options
that the participant selected for their savings contributions. Partial and
total repayment of loans is permitted at any time, without penalty. Loans
not repaid within the loan term are deemed to be distributions from the
participant's account.
Vesting
Participant contributions vest immediately. Saturn matched participant
contributions were made through January 1, 1992 and earnings thereon vest
fully upon the attainment of five years of service, death, total and
permanent disability, or retirement. Effective January 1, 1992, matching of
participant contributions by Saturn was discontinued.
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SATURN INDIVIDUAL SAVINGS PLAN
FOR REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
Distributions
Participants may generally 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 document. After-Tax Savings, vested Saturn matched
contributions, and related earnings may be withdrawn any time upon a
participant's request. Upon termination of employment, a final distribution
of assets is made unless termination is by retirement or the participant's
account exceeds $1,000. In those instances, the distribution may be deferred
until April 1 of the year after the participant reaches the age of 70-1/2.
Participants who continue working beyond reaching the age of 70-1/2 are not
required to begin distribution.
There were no distributions payable to participants included in net assets
available for benefits as of December 31, 2002 and 2001.
Transfers
Participants may transfer assets between investment options at any time,
with certain limitations.
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. In
the event of termination, partial termination, or complete discontinuance of
contributions, the administrator may direct the Trustee to:
o continue to administer the Plan and pay account balances in accordance
with the Plan's distribution policy described above, or
o distribute the assets remaining in the Plan in a lump sum to participants
and beneficiaries in proportion to their respective account balances.
B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The significant accounting policies followed in the preparation of the Plan's
financial statements are as follows:
o The financial statements of the Plan are prepared under accounting
principles generally accepted in the United States of America using the
accrual method of accounting.
o Investments are stated at fair value, except for investment contracts,
which are stated at contract value which approximates fair value, and
loans to participants, which are stated at cost which approximate fair
value. Fair values are calculated by reference to published market
quotations, where available; where not available for certain investments,
various bases, including cost, are used in determining estimates of fair
values. Contract value represents contributions made under the investment
contracts, plus interest, less withdrawals and administrative expenses
charged by the issuer of the contract.
o Securities transactions are recorded on the date the trades are executed.
- 10 -
SATURN INDIVIDUAL SAVINGS PLAN
FOR REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
o Investment income is recognized as earned based on the terms of the
investments and the periods during which the investments are owned by the
Plan.
o The preparation of financial statements in conformity with generally
accepted accounting principles in the United States of America requires
management to make estimates and assumptions that affect the reported
amounts of net assets and changes therein. Actual results could differ
from those estimates. The Plan utilizes various investment instruments.
Investment securities, in general, are exposed to various risks, such as
interest rate, credit, and overall market volatility. Due to the level of
risk associated with certain investment securities, it is reasonably
possible that changes in the values of investment securities will occur
in the near term and that such changes could materially affect the
amounts reported in the statements of net assets available for plan
benefits.
o Certain costs of Plan administration are paid by Saturn.
- 11 -
SATURN INDIVIDUAL SAVINGS PLAN
FOR REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
C. INVESTMENTS
All of the investments in the Plan are held in the General Motors Savings Plan
Master Trust (the "Master Trust") as more fully described in Note D.
The guaranteed investment contracts ("contracts") owned by the Plan and held in
the Master Trust matured during 2002 and no additional contracts were purchased
during 2002. The average annualized yield on the contracts for the period held
during 2002 and for the year ended December 31, 2001 was 6.86% and 5.61%,
respectively.
The table below details the investment managers, the investment types (and
interest rates, where applicable) and the Plan's carrying value of investments
as of December 31, 2002 and 2001.
Investment Manager Investment Type 2002 2001
-------------------- ----------------------- ------------ ------------
State Street Bank General Motors $1-2/3
and Trust Par Value Common Stock $21,388,321* $16,262,418*
State Street Bank General Motors Class H,
and Trust $0.10 Par Value
Common Stock 2,985,156 4,128,925
State Street Bank Delphi Common Stock 564,022 1,060,492
and Trust
State Street Bank Raytheon Class A
and Trust Common Stock 169,151 197,711
State Street Bank Promark Large Cap
and Trust Index Fund 42,815,083* 56,769,396*
GMTC Promark Funds 6,202,486 4,762,052
Neuberger Berman Socially Responsible Trust 5,028 1,970
Domini Social Equity Fund 8,192 9,357
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Total common/collective funds 74,137,439 83,192,321
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Fidelity Magellan 15,971,998* 21,239,792*
Fidelity Contrafund 28,858,583* 31,732,299*
Fidelity Other Mutual Funds 61,170,454** 69,441,558**
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Total mutual funds 106,001,035 122,413,649
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GMTC Promark Income Fund II 68,893,079* 51,014,147*
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Loans to Participants 4.25% to 9.5% 14,884,418* 15,006,514*
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New York Life Investment Contract, 6.86% - 6,214,517
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Total Investment Contracts - 6,214,517
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TOTAL $263,915,971 $277,841,148
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* Represents 5% or more of Plan assets.
** Represents the total of forty-nine (fifty as of December 31, 2001) individual
mutual funds managed by Fidelity Investments, none of which exceed 5% or more of
Plan assets.
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SATURN INDIVIDUAL SAVINGS PLAN
FOR REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
D. THE MASTER TRUST
The Corporation established 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 as of December 31, 2002
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 General Motors Income Security Plan for Hourly-Rate Employees
Each participating employee benefit plan has an undivided interest in the net
assets and changes therein of the Master Trust investment options in which the
respective plan participates.
The net investment income of the common and commingled Master Trust investment
funds (the GM Common Stock Funds, the EDS Common Stock Fund, the Raytheon Class
A Common Stock Fund, the Delphi Common Stock Fund, the Promark Large Cap Index
Fund, the Promark Funds, the Socially Responsible Trust and the Social Equity
Fund) is allocated by the trustee to each participating plan based on that
plan's interest in each commingled Master Trust investment fund, as compared
with the total interest in each commingled Master Trust investment fund of all
the participating plans at the beginning of the month. For all other investment
options, the net investment income is separately earned by the respective
employee benefit plan, and is thus recorded separately in the accounting records
of the respective plan.
As of December 31, 2002 and 2001, the Plan had approximately a 1.51% and 1.37%
interest in the Master Trust, respectively.
- 13 -
SATURN INDIVIDUAL SAVINGS PLAN
FOR REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Continued
The net assets available for benefits of all participating plans in the Master
Trust at December 31, 2002 and 2001 are summarized as follows (dollars in
thousands):
ASSETS: 2002 2001
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Investments:
General Motors Corporation $1-2/3 Par
Value Common Stock $2,799,227 $3,276,889
General Motors Corporation Class H
$0.10 Par Value Common Stock 444,377 641,826
Electronic Data Systems Common Stock 52,182 213,904
Delphi Corporation Common Stock 172,688 323,553
Raytheon Class A Common Stock 79,089 92,154
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Total Common Stock 3,547,563 4,548,326
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Mutual funds 4,954,961 6,360,525
Common and collective trusts 8,336,148 7,244,303
Guaranteed investment contracts - 886,307
Loan funds 681,457 723,272
Fixed income fund - 447,355
Other 40 25,961
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Total investments 17,520,169 20,236,049
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Receivables:
Accrued investment income 25 316
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Total receivables 25 316
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Total assets 17,520,194 $20,236,365
=========== ===========
LIABILITIES:
Due to broker for securities purchased 1,331 1,322
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NET ASSETS AVAILABLE FOR BENEFITS $17,518,863 $20,235,043
=========== ===========
The total investment earnings of all participating plans in the Master Trust
for the years ended December 31, 2002 and 2001 are summarized as follows
(dollars in thousands):
2002 2001
--------- ---------
Interest $ 49,170 $ 61,216
Dividends 145,357 137,147
Net (depreciation) appreciation in fair value
of investments:
General Motors Corporation $1-2/3 Par
Value Common Stock (760,290) (103,711)
Mutual funds (1,140,939) (1,106,317)
Common and collective trusts (501,491) (368,087)
Other (110,426) 176,067
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Total net depreciation (2,513,146) (1,402,048)
---------- ----------
Total investment losses $(2,318,619) $(1,203,685)
========== ==========
- 14 -
SATURN INDIVIDUAL SAVINGS PLAN
FOR REPRESENTED MEMBERS
NOTES TO FINANCIAL STATEMENTS - Concluded
E. FEDERAL INCOME TAXES
The IRS has determined and informed Saturn by a letter dated February 6, 1998,
that the Plan and related trust are designed in accordance with applicable
sections of the Internal Revenue Code (IRC). Although the Plan has been amended
since receiving the determination letter, 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 IRC.
F. RELATED PARTY TRANSACTIONS
The Plan and Master Trust enter into certain related party transactions. These
generally include investments with trustees, fund managers, the Corporation and
its subsidiaries. Such transactions are within the scope of the investment
guidelines.
* * * * * *
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