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, 2005
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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 33-10665
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THE GMAC MORTGAGE GROUP, INC. SAVINGS INCENTIVE PLAN
----------------------------------------------------
(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:
Paul W. Schmidt
Controller
General Motors Corporation
300 Renaissance Center
Detroit, Michigan 48265-3000
1
FINANCIAL STATEMENTS AND EXHIBIT
--------------------------------
(a) FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
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Page No.
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The GMAC Mortgage Group, Inc. Savings Incentive Plan:
Report of Independent Registered Public Accounting Firm 3
Statements of Net Assets Available for Benefits 4
Statement of Changes in Net Assets Available for Benefits 5
Notes to Financial Statements 6
Supplemental schedule as of December 31, 2005:
Schedule H, Part IV, Line 4i - Schedule of Assets Held at
End of Year 14
Schedules required under the Employee Retirement Income Security Act of 1974,
other than the schedule listed above, are omitted because of the absence of the
conditions under which such schedules are required or because such schedules
have been previously submitted to the Department of Labor.
(b) EXHIBIT
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Exhibit 23 - Consent of Independent Registered Public Accounting Firm
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Administrative Committee has duly caused this annual report to be signed on
its behalf by the undersigned hereunto duly authorized.
THE GMAC MORTGAGE GROUP, INC.
SAVINGS INCENTIVE PLAN
-----------------------------
(Name of Plan)
Date June 29, 2006 By
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/s/David C. Walker
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(David C. Walker,
Chief Financial Officer,
GMAC Mortgage Group, Inc.)
2
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Trustees and Participants of
The GMAC Mortgage Group, Inc. Savings Incentive Plan
Horsham, Pennsylvania
We have audited the accompanying statements of net assets available for benefits
of the GMAC Mortgage Group, Inc. Saving Incentive Plan (the "Plan") as of
December 31, 2005 and 2004, and the related statements of changes in net assets
available for benefits for the year ended December 31, 2005. 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 standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Plan is not required to have,
nor were we engaged to perform, an audit of its internal control over financial
reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Plan's internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, 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, 2005 and 2004, and the changes in net assets available for benefits
for the year ended December 31, 2005 in conformity with accounting
principles generally accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes as of December 31, 2005, is presented for the purpose
of additional analysis and is not a required part of the basic financial
statements, but is 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. This schedule is the responsibility of
the Plan's management. Such supplemental schedule has been subjected to the
auditing procedures applied in our audit of the basic 2005 financial statements
and, in our opinion, is 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
Philadelphia, PA
June 27, 2006
3
THE GMAC MORTGAGE GROUP, INC. SAVINGS INCENTIVE PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2005 AND 2004
2005 2004
ASSETS:
Participant-directed investments $477,760,688 $415,566,305
Nonparticipant-directed investments (Note 5) 56,857,727 70,705,538
----------- -----------
Total investments 534,618,415 486,271,843
----------- -----------
Receivables:
Participant contributions 7,557 31,507
Employer contributions 2,701,137 371,970
----------- -----------
Total receivables 2,708,694 403,477
----------- -----------
NET ASSETS AVAILABLE FOR BENEFITS $537,327,109 $486,675,320
=========== ===========
See notes to financial statements.
4
THE GMAC MORTGAGE GROUP, INC. SAVINGS INCENTIVE PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2005
ADDITIONS:
Contributions:
Employee $75,285,646
Employer 25,400,126
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Total contributions 100,685,772
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Investment income (loss):
Net depreciation in fair
value of investments (Note 4) (20,310,227)
Interest and dividends 17,982,985
----------
Net investment loss (2,327,242)
---------
DEDUCTIONS:
Benefits paid to participants 47,706,741
----------
INCREASE IN NET ASSETS 50,651,789
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 486,675,320
-----------
End of year $537,327,109
===========
See notes to financial statements
5
THE GMAC MORTGAGE GROUP, INC. SAVINGS INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2005 AND 2004,
AND FOR THE YEAR ENDED DECEMBER 31, 2005
-------------------------------------------------------------------------------
1. DESCRIPTION OF THE PLAN
The following description of the GMAC Mortgage Group Inc. Savings Incentive
Plan (the "Plan") is provided for general information purposes only.
Participants should refer to the Plan document for more complete
information.
The Plan was initially effective
January 1, 1978 under the sponsorship of Colonial Mortgage Service Company
("Colonial") and was then known as the Colonial Companies Savings and
Incentive Plan. GMAC Mortgage Corporation acquired all of the outstanding
stock of Colonial in 1986 and adopted the Plan as The GMAC Mortgage
Corporation Savings Incentive Plan. The Plan was subsequently assumed by
GMAC Mortgage Group (the "Group") and was renamed The GMAC Mortgage Group,
Inc. Savings Incentive Plan. The Plan has been amended or amended and
restated from time to time. The Plan was last amended and restated effective
January 1, 2001. The Plan's most recent amendment was effective March 23,
2006.
The Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974 ("ERISA"), as amended.
General--The Plan is a defined contribution plan with a cash or deferred
arrangement for substantially all employees of the Group, its participating
subsidiaries and any related entities electing to adopt the Plan with the
permission of the Group's Board of Directors or the Plan Administrative
Committee. The primary subsidiaries or related entities and their respective
subsidiaries participating in the Plan include:
o GMAC Residential Holding Corporation ("GMAC Residential")
o Residential Funding Corporation ("RFC")
o GMAC Commercial Holding Corporation ("GMAC Commercial Mortgage"). On
March 23, 2006, a sale of 78% equity interest in GMAC Commercial Mortgage
was finalized. As of that date, GMAC Commercial Mortgage is no longer
part of the GM Control Group and is no longer part of the employer in the
GMAC Mortgage Group, Inc. Savings Incentive Plan. On March 23, 2006,
each participant who was an employee of GMAC Commercial Mortgage without
a severance date was transferred and became 100% vested in all
contributions regardless of length of service.
The Group controls and manages the operation and administration of the plan.
Fidelity Management Trust Company ("Fidelity") serves as the trustee of the
Plan.
Contributions--Annual additions to a participant's account are subject to
certain limitations imposed by the Plan, and the Internal Revenue Code
("IRC") limitations. Employees may elect to contribute to the Plan on a
pre-tax basis, in even multiples of 1% up to 99% of eligible compensation
(or the amount available after statutory and other benefit deductions are
taken). Contributions are subject to a limit of $14,000, plus as applicable,
the limit for age 50 or older catch-up contributions of $4,000 for the year
ended December 31, 2005. After one year of service, the Group will match
100% of a participant's contribution, up to 6% of compensation on a per
payroll period basis, to an annual matching limit of $3,000, subject to
adjusting contributions at the end of the year to provide the participant
with the same level of employer matching contribution as the participant
would have received if the participant made level contributions throughout
the year. Additional amounts may be contributed at the discretion of
6
THE GMAC MORTGAGE GROUP, INC. SAVINGS INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2005 AND 2004,
AND FOR THE YEAR ENDED DECEMBER 31, 2005 (continued)
-------------------------------------------------------------------------------
GMAC Residential and RFC to non-highly compensated employees. Such a
contribution was made on March 9, 2006 in a total amount of $2,338,375 for
the Plan year ended December 31, 2005. Participants may also contribute
certain amounts representing distributions from other qualified defined
benefit or defined contribution Plans.
Investments--Based on the participant's election, participant contributions
can be directed to any of several investment funds or options. As of
December 31, 2005, the Plan currently offers 20 mutual funds and the General
Motors Unitized Stock Fund ("GMUS") as investment options for participants.
Participants may elect to change contribution elections daily and are
permitted to change allocations among funds or transfer balances between
funds, in 1% increments, daily. Employer contributions are automatically
invested in GMUS and are considered as nonparticipant-directed investments
at this point. The participants, however, have the ability to transfer funds
immediately. Discretionary contributions are made to the same fund elections
as the participant contributions.
Eligibility--Employees, except those in an ineligible classification,
generally are eligible to make elective contributions to the Plan starting
on the first day of the calendar month following 30 days of employment.
Employees considered ineligible are those covered by a collective bargaining
agreement, part-time commissioned employees not eligible for fringe
benefits, part-time employees scheduled to work less than 20 hours per week,
temporary employees, those employed as mortgage loan agents by GMAC Home
Services, non-resident aliens with no United States source income, leased
employees (paid by an entity other than the Group), or independent
contractors. Temporary employees and those scheduled to work less than 20
hours per week become eligible once they complete one year of eligibility
service if they are employed by the Group on that date.
Participant Accounts--Individual accounts are maintained for each Plan
participant. The Salary Reduction Account consists of a participant's
contributions. The Matching Account consists of the Group's contributions.
An account is also maintained for each participant that has rollover
contributions from a prior Qualified Plan and in 2005 a separate account was
established for Qualified Non-Elective Contributions ("QNEC"). The QNEC
consist of contributions made by the employer to eligible non-highly
compensated employees. The benefit to which a participant is entitled is the
benefit that can be provided from the participant's vested account. Any
increase or decrease in the market value of each investment category and all
accrued income, expense, and realized profit or loss are added to or
deducted from the account of each participant in proportion to account
balance.
Vesting--Participants are vested immediately in their contributions in the
Salary Reduction Account plus actual earnings thereon. Vesting in the
Group's contributions in the Matching Account plus earnings thereon is based
on years of service. The participants' Matching Account vested balance is
20% after one year of service and increases 20% per year thereafter until
becoming 100% (fully) vested after 5 years of service.
Participant Loans--Participants may borrow from their fund accounts up to a
maximum of $50,000 or 50% of their account balance, whichever is less.
Interest on participant loans is determined by the Group based on rates
offered by commercial lenders for similar type loans. The interest rate on a
participant loan is the prime rate + 1%. Loan repayments generally are made
in level payments each pay period during the term of the loan. The loan term
is not to exceed ten years if the loan is used for the purchase of a home or
five years if the loan is used for any other purpose. Loans are funded
through the liquidation of the participant's related investments. Repayments
of principal and interest are reinvested based upon the participant's
current investment options.
7
THE GMAC MORTGAGE GROUP, INC. SAVINGS INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2005 AND 2004,
AND FOR THE YEAR ENDED DECEMBER 31, 2005 (continued)
-------------------------------------------------------------------------------
Payment of Benefits--On termination of service, a participant may generally
elect to withdraw his or her vested accrued benefit at any time subject to a
tax penalty if withdrawn prior to age 59 1/2. A participant's vested accrued
benefit may be withdrawn prior to termination because of financial hardship.
A participant will receive his or her withdrawal in a lump-sum payment.
Distributions are ordinarily made in cash (or as a direct rollover);
however, a participant may also elect a distribution of shares of stock to
the extent that a participant's accrued benefit is invested in employer
stock.
Forfeitures--At December 31, 2005 and 2004, forfeited non-vested accounts
totaled $1,585,330 and $1,242,042, respectively. These accounts will be used
to pay Plan expenses or reduce subsequent Group contributions. During the
year ended December 31, 2005, employer contributions were reduced by
$1,990,030 from forfeited nonvested accounts.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting-- The accompanying financial statements have been
prepared in accordance with accounting principles generally accepted in the
United States of America.
Basis of Presentation--Certain prior year amounts have been reclassified to
conform to current year classifications.
Use of Estimates--The preparation of the financial statements in conformity
with accounting principles generally accepted in the United States of
America requires management to make estimates and assumptions that affect
the reported amounts of assets, liabilities, and changes therein and
disclosure of contingent assets and liabilities. Actual results may differ
from those estimates.
Risks and Uncertainties--The Plan utilizes various investment instruments
such as, mutual funds and common stock. 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 such changes could
materially affect the amounts reported in the financial statements.
Investment Valuation and Income Recognition--The Plan's investment are
stated at fair value. Quoted market prices are used to value investments.
Shares of mutual funds are valued at quoted market prices, which represent
the net asset value of shares held y the Plan at year end. Participant loans
are valued at the outstanding loan balances, which approximate fair value.
Purchase and sales of securities are recorded on a trade-date basis.
Interest income is recorded on cash basis. Dividends are recorded on the
ex-dividend date.
Management fees and operating expenses charged to the Plan for investments
in the mutual funds are deducted from income earned on a daily basis and are
not separately reflected. Consequently, management fees and operating
expenses are reflected as a reduction of investment return for such
investments.
8
THE GMAC MORTGAGE GROUP, INC. SAVINGS INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2005 AND 2004,
AND FOR THE YEAR ENDED DECEMBER 31, 2005 (continued)
-------------------------------------------------------------------------------
Payment of Benefits--Benefit payments to participants are recorded upon
distribution.
Administrative Expenses--Administrative expenses of the Plan are paid by the
Plan as provided in the Plan document. Advisory, auditing and accounting
services were paid for by the Group on behalf of the Plan. Costs for such
outside services amounted to approximately $308,937 during the year ended
December 31, 2005.
3. PLAN TERMINATION
Although it has not expressed any intent to do so, the Group has the right
under the Plan to discontinue its contributions at any time and to terminate
the Plan subject to the provisions of ERISA. In the event of Plan
termination, each participant's Matching Account becomes fully vested.
4. INVESTMENTS AND INVESTMENT OPTIONS
Each of the following investments' market value represented five percent or
more of the Plan's assets available for benefits at December 31, 2005 and
2004:
December 31,
Investment description and number of shares 2005 2004
Fidelity Management Trust Company:
Fidelity Contrafund (885,625 and 694,625
shares, respectively) $57,353,121 $39,413,039
Spartan US Equity Index Fund
(2,408,331 and 302,666 shares
respectively) 106,351,899 12,972,283
Puritan Fund (1,681,881 and 519,686 shares,
respectively) 31,501,644 9,848,058
Managed Income Fund (57,922,817 and
28,482,400 shares, respectively) 57,922,817 28,482,400
Value Fund (480,711 and
174,372 shares, respectively) 36,476,407 12,430,997
Diversified International Fund (1,151,739
and 311,113 shares, respectively) 37,477,615 8,910,303
General Motors Unitized Common Stock Fund
(6,060,214 and 7,002,671 shares,
respectively)* 34,543,220 76,399,136
* Includes nonparticipant-directed
9
THE GMAC MORTGAGE GROUP, INC. SAVINGS INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2005 AND 2004,
AND FOR THE YEAR ENDED DECEMBER 31, 2005 (continued)
-------------------------------------------------------------------------------
During the year ended December 31, 2005, the Plan's investments, which
consist of mutual funds and individual stock funds (including gains and
losses on investments bought and sold, as well as held during the year),
appreciated (depreciated) in value as follows:
Asset Allocation Funds $1,034,141
Balanced Funds 353,357
Bond Funds (585,834)
Common Stock Funds (36,867,981)
Growth & Income Funds (2,275,414)
Growth Funds 14,090,625
International Growth Funds 3,961,014
Specialty Fund (20,135)
----------
Net depreciation in fair value of investments $(20,310,227)
==========
The objective of the GMUS is to provide a General Motors stock investment option
that can be traded and accessed with the same frequency and timeliness as a
mutual fund. This Fund is primarily comprised of General Motors ("GM") Common
Stock and a small percentage of cash and/or other liquid investments ranging
from 1 to 3 percent of total assets of the fund. The availability of the cash
makes it possible to trade shares of GM Common Stock without waiting the
mandatory five-day settlement period. Contributions to each participant's
Matching Account are initially invested in the GMUS. Participants have
investments in the common stock of Delphi, DirecTV, NewsCorp and Raytheon as a
result of receiving distributions of shares of stock to GM Shareholders from GM.
Participants have investments in the common stock of Wachovia as a result of
receiving distributions of shares of stock from a predecessor of GMAC
Residential These investments have been included as nonparticipant-directed
investments. See Note 5 for more detailed financial information regarding the
activity of nonparticipant-directed investments.
10
THE GMAC MORTGAGE GROUP, INC. SAVINGS INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2005 AND 2004,
AND FOR THE YEAR ENDED DECEMBER 31, 2005 (continued)
-------------------------------------------------------------------------------
5. NONPARTICIPANT-DIRECTED INVESTMENTS
Information about the net assets and the changes in net assets relating to
the nonparticipant-directed investments as of December 31, 2005 and for the
year ended December 31, 2005 is as follows:
At December 31,
2005 2004
Nonparticipant-directed investments $56,857,727 $70,705,538
========== ==========
ADDITIONS:
Contributions:
Employer 23,210,569
----------
Total contributions 23,210,569
----------
Investment income (loss):
Net depreciation in fair value of
investments (32,785,469)
Dividends 52,842
----------
Net investment loss (32,732,627)
DEDUCTIONS:
Benefits paid to participants 4,044,725
Net transfers to participant-directed
investments 281,029
----------
Total deductions 4,325,754
----------
DECREASE IN NET ASSETS (13,847,811)
----------
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 70,705,538
----------
End of year $56,857,727
==========
6. FEDERAL INCOME TAX STATUS
The Internal Revenue Service has determined and informed the Company by a
letter dated August 20, 2002 that the Plan and related trust were designed
in accordance with the applicable regulations of the IRC. The Plan has been
amended since receiving the determination letter. However, the Plan
Administrator and the Plan's tax counsel believe that the Plan is designed
and is currently operated in compliance with the applicable requirements of
the IRC. Therefore, no provision for income taxes has been included in the
Plan's financial statements.
11
THE GMAC MORTGAGE GROUP, INC. SAVINGS INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2005 AND 2004,
AND FOR THE YEAR ENDED DECEMBER 31, 2005 (continued)
-------------------------------------------------------------------------------
7. EXEMPT PARTY-IN-INTEREST-TRANSACTIONS
Certain Plan investments are shares of mutual funds managed by Fidelity.
Fidelity is the trustee as defined by the Plan and, therefore, these
transactions qualify as exempt party-in-interest transactions. Fees paid by
the Plan for investment management services were included as a reduction of
the return earned on a fund. The total balance for these Funds was
$321,765,649 and $365,958,013 at December 31, 2005 and 2004, respectively.
These investments earned income of $47,628,642 during the year ended
December 31, 2005.
Through its GMUS investment option, the Plan has invested in the indirect
parent of the Group. See Note 5 for more detailed financial information
regarding the activity of nonparticipant-directed investments. During the
year ended December 31, 2005, participants had the following participant
directed and non-participant directed transactions in the Plan as a result
of the GMUS investment option:
Total dollar amount of purchases $28,062,586
Total dollar amount of sales 34,466,431
Total dollar amount at cost 63,660,860
Total dollar amount at current value 34,543,220
8. SUBSEQUENT EVENTS
Effective the first payroll on or after March 1, 2006, the Plan
automatically enrolled all eligible GMAC Residential Holding Corporation and
RFC employees into the Plan. Unless the participant elects differently,
participants are automatically enrolled to contribute 2% of compensation on
a pre-tax basis. If the participant does not make an investment election,
the contribution will be invested into the Fidelity Puritan Fund, which is
the Plan's default investment option.
Effective with the first payroll on or after July 1, 2006, the Plan will
invest matching contributions in the same manner as elective participants.
Effective November 30, 2006, the following investment options will be
eliminated from the Plan: GM Common Stock, DirecTV Common Stock, News
Corporation Non-Voting Common Stock, Delphi Common Stock, Raytheon Company
Common Stock and Wachovia Group Common Stock. All investment balances in
these investment options will be liquidated.
The Plan will implement additional Hardship withdrawals allowed as per the
revised IRS section 401(k) regulation. The regulations have been
expanded to include (i) funeral expenses that a participant incurs for a
family member's funeral and (ii) expenses to make principal residence
repairs necessitated by a casualty loss, such as hurricane or fire.
The Plan will be revised to include a partial payment distribution option in
addition to the current lump sum distribution payment option as the
participant or beneficiary elects, consistent with IRC minimum distribution
requirements.
12
THE GMAC MORTGAGE GROUP, INC. SAVINGS INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2005 AND 2004,
AND FOR THE YEAR ENDED DECEMBER 31, 2005 (concluded)
-------------------------------------------------------------------------------
Effective January 1, 2007, the 401(k) plan will be enhanced. The maximum
employer contribution will be increased from $3,000 to $6,000 and two
additional 401(k) plan contributions will also be added; a non-discretionary
retirement contribution and a discretionary profit sharing contribution. The
non-discretionary retirement contributions will be a 2% annual of base
compensation contribution while the discretionary profit-sharing
contribution allows for a 0% - 2% annual contribution of base contribution.
* * * * * *
13
THE GMAC MORTGAGE GROUP, INC. SAVINGS INCENTIVE PLAN
FORM 5500, SCHEDULE H, PART IV, LINE 4i - SCHEDULE OF ASSETS HELD AT
END OF YEAR DECEMBER 31, 2005
---------------------------------------------------------------------------------------------------------
(a)(b) Identity of Issue, Borrower, (c) Description of (d) Cost (e) Current Value
Lessor or Similar Party Investment,
Including Maturity
Date, Rate
of Interest,
Collateral, par or
Maturity Value
---------------------------------------------------------------------------------------------------------
* Various Participants Participant Loans ** $11,569,100
(maturing 2006 to 2016
at interest rates of 5%
to 10.5%)
* Fidelity Contrafund Growth Fund ** 57,353,121
* Fidelity Managed Income Fund Stable Value Fund ** 57,922,817
* Fidelity Retirement Government
Money Market Fund Money Market Fund ** 412
* Fidelity Blue Chip Growth Fund Growth & Income Fund ** 17,580,739
* Fidelity Small Cap Stock Fund Growth Fund ** 13,915,010
* Fidelity Spartan U.S. Equity
Index Fund Growth Fund ** 106,351,899
* Fidelity Puritan Fund Balanced Fund ** 31,501,644
* Fidelity Ginnie Mae Fund International Growth Fund ** 3
* Fidelity Low-Price Stock Fund Growth Fund ** 25,828,258
* Fidelity Equity Income Fund Growth Fund ** 10,396,520
* Fidelity Freedom 2010 Fund Asset Allocation Fund ** 7,016,710
* Fidelity Freedom 2020 Fund Asset Allocation Fund ** 9,700,869
* Fidelity Freedom 2030 Fund Asset Allocation Fund ** 10,038,160
* Fidelity Freedom 2040 Fund International Growth Fund ** 3,194,060
---------------------------------------------------------------------------------------------------------
(Continued)
14
THE GMAC MORTGAGE GROUP, INC. SAVINGS INCENTIVE PLAN
FORM 5500, SCHEDULE H, PART IV, LINE 4i - SCHEDULE OF ASSETS HELD AT
END OF YEAR DECEMBER 31, 2005
---------------------------------------------------------------------------------------------------------
(a)(b) Identity of Issue, Borrower, (c) Description of (d) Cost (e) Current Value
Lessor or Similar Party Investment,
Including Maturity
Date, Rate
of Interest,
Collateral, par or
Maturity Value
---------------------------------------------------------------------------------------------------------
* Fidelity Value Fund Growth Fund ** $36,476,407
* Third Avenue Real Estate
Value Fund Specialty Fund ** 2,720,648
* Harris Small Cap Value Fund Growth Fund ** 1,782,488
* Diversified International Fund International Growth Fund ** 37,477,615
* Fidelity Fixed Income Trust
Inflation Protected Bond Fund Bond Fund ** 3,363,304
* Janus Advisor Series Mid Cap
Value Growth Fund ** 19,340,739
* ING Partners Inc PIMCO Total
Return Portfolio Bond Fund ** 24,949,998
* Alger Fund MidCap Growth Portfolio Growth Fund ** 10,140,944
* Delphi Automotive Common Stock Fund $1,317,769 42,194
* General Motors Unitized CS Fund Common Stock Fund*** 63,660,860 34,543,220
* DirectTV Common Stock Common Stock Fund 287,873 227,286
* Newscorp Class A Common Stock Fund 55,523 54,812
* Raytheon Common Stock Common Stock Fund 400,085 372,452
* Wachovia Corporation Stock Fund Common Stock Fund 250,167 756,986
------------
** $534,618,415
* Party-in-interest
** Cost information is not required for participant-directed investments and,
therefore, is not included
*** Included participant-directed and nonparticipant-directed investments.
(Concluded)
15