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, 2000
                          -----------------


                  OR


    TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE
---
    ACT OF 1934


For the transition period from                       to
                               ---------------------    ---------------------


Commission file number 2-14960
                       -------



                  GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
                   FOR SALARIED EMPLOYEES IN THE UNITED STATES
                 ----------------------------------------------
                            (Full title of the plan)


                           General Motors Corporation
              300 Renaissance Center, Detroit, Michigan 48265-3000
              ----------------------------------------------------
               (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
--------------------------------

(a)  FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES                Page No.
     ----------------------------------------------------------     --------

     General Motors Savings-Stock Purchase
       Program for Salaried Employees in the United States:
         Independent Auditors' Report. . . . . . . . . . . . . . .        3
         Statements of Net Assets Available for Benefits, as of
           December 31, 2000 and 1999. . . . . . . . . . . . . . .        4
         Statements of Changes in Net Assets Available for
           Benefits for the Years Ended December 31, 2000 and 1999        5
         Notes to Financial Statements . . . . . . . . . . . . . .        6
         Supplemental schedules are omitted because of the
           absence of the conditions under which they are
           required.

(b)  EXHIBIT
     -------

     Exhibit 23 - Independent Auditors' Consent . . . . . . . . .        14




                                    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.



                                             General Motors Savings-Stock
                                             Purchase Program for Salaried
                                             Employees in the United States
                                             -----------------------------
                                                     (Name of plan)



Date   June 28, 2001                     By:
       -------------

                                             /s/John F. Smith, Jr.
                                             -----------------------------
                                             (John F. Smith, Jr., Chairman of
                                             the Board of Directors)





















                                      - 2 -










INDEPENDENT AUDITORS' REPORT
----------------------------

General Motors Savings-Stock Purchase Program
for Salaried Employees in the United States:


We have audited the accompanying statements of net assets available for benefits
of the General Motors Savings-Stock Purchase Program for Salaried Employees in
the United States (the "Program") as of December 31, 2000 and 1999, 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 Program'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 Program as of December
31, 2000 and 1999, 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


Detroit, Michigan
June 13, 2001



























                                      - 3 -






                   GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
                    FOR SALARIED EMPLOYEES IN THE UNITED STATES

                  STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
                          AS OF DECEMBER 31, 2000 AND 1999

                                                      2000              1999
                                                 --------------    -------------
                                                     (Dollars in Thousands)
ASSETS:

  Investment in the General Motors Savings
    Plans Master Trust                              $13,699,535     $15,889,918
                                                     ----------      ----------

      Total assets                                   13,699,535      15,889,918
                                                     ----------       ---------

NET ASSETS AVAILABLE FOR BENEFITS                   $13,699,535     $15,889,918
                                                     ==========      ==========

Reference should be made to the Notes to Financial Statements.
















































                                       - 4 -


                 GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
                  FOR SALARIED EMPLOYEES IN THE UNITED STATES

          STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
                FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999

                                                     2000               1999
                                                 --------------    -------------
                                                     (Dollars in Thousands)

ADDITIONS:
  Investment income:
    Net investment earnings (losses) from the General
      Motors Savings Plans Master Trust (Note D)    $(1,570,574)     $2,736,607
                                                      ---------       ---------
        Total investment income                      (1,570,574)      2,736,607

  Contributions:
    Employer                                            157,388         151,579
    Participants                                        414,768         425,397
                                                      ---------       ---------
        Total contributions                             572,156         576,976
                                                      ---------       ---------

    Total additions (reductions)                       (998,418)      3,313,583

DEDUCTIONS - DISTRIBUTIONS TO PARTICIPANTS           (1,191,965)       (959,470)

TRANSFER TO DELPHI (Note E)                                   0      (2,362,949)
                                                      ---------       ---------

NET DECREASE                                         (2,190,383)         (8,836)

NET ASSETS AVAILABLE FOR BENEFITS:
  Beginning of year                                  15,889,918      15,898,754
                                                     ----------      ----------
  End of year                                       $13,699,535     $15,889,918
                                                     ==========      ==========


Reference should be made to the Notes to Financial Statements.

Certain amounts for 1999 have been reclassified to conform to the 2000
classifications.





























                                      - 5 -






                GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
                 FOR SALARIED EMPLOYEES IN THE UNITED STATES

                        NOTES TO FINANCIAL STATEMENTS
                    YEARS ENDED DECEMBER 31, 2000 AND 1999

A.  THE PROGRAM

  GENERAL - General Motors Corporation (the "Corporation" or "GM") has
  established the General Motors Savings-Stock Purchase Program for Salaried
  Employees in the United States (the "Program"), a defined contribution plan.
  Eligibility is restricted to regular employees of the Corporation who have
  completed six months of employment and who are compensated fully or partly by
  salary and/or commission, but who are not represented by a labor organization
  (unless they are eligible through understandings reached between the
  Corporation and their collective bargaining representatives). Employees
  classified as part-time employees, regular employees, temporary assignment,
  flexible service employees, temporary employees, and cooperative student
  employees hired prior to January 1, 1999 are eligible to participate in the
  Program upon the completion of six months of employment. The Investment Funds
  Committee of the Corporation's Board of Directors acts as the Program
  fiduciary and, along with various officers, employees, and committees, with
  authority delegated from the Program fiduciary, controls and manages the
  operation and administration of the Program subject to the provisions of the
  Employee Retirement Income Security Act of 1974, as amended (ERISA). The
  following brief description of the Program is provided for general information
  purposes only. Participants should refer to the Program document and
  prospectus for a complete description of the Program's provisions.

  CONTRIBUTIONS - An eligible participant employed by the Corporation (an
  "Employee") may elect to contribute to the Program as follows:

   o  on an after-tax basis (regular savings), up to 20% of Employee's eligible
      salary as defined in the Program.

   o  on a tax-deferred basis (deferred savings), an amount of eligible salary
      which is the lesser of (1) $10,500 for 2000 and $10,000 for 1999,
      respectively or (2) 20% (for both 2000 and 1999) of the Employee's
      eligible salary for a calendar year.

   o  in lieu of receiving a distribution from The General Motors Enhanced
      Variable Pay Plan for Salaried Employees in the United States (the
      "Variable Pay Plan"), an Employee may elect to have the Corporation
      contribute, as deferred savings to the extent permissible under tax law,
      up to 100%, in 10% increments, of any such amount, which vests
      immediately.

   o  in lieu of receiving a flexible compensation payment from the Corporation,
      an Employee may elect to have the Corporation contribute 100% of the
      flexible compensation payment as deferred savings until the tax deferral
      legal limit is reached and then any remaining portion of such payment will
      be contributed as regular savings to the extent permissible under tax law.

   In addition, an Employee also may elect to combine the first two contribution
   methods disclosed above, provided that the sum of these contributions does
   not total more than 20% of eligible salary for any calendar year. The sum of
   all four of the above-described methods of contribution may only exceed 20%
   of eligible salary by an amount equal to the payout under the Variable Pay
   Plan and/or the flexible compensation payment. As defined in the Program
   document, the Corporation's total matching contribution is limited to 80% of
   basic savings. Basic savings as defined by the Program is Employee savings up
   to 6% of an Employee's eligible salary. The Corporation's matching
   contribution is invested entirely in the GM $1-2/3 par value Common Stock
   Fund and such contributions must remain invested in this fund during the
   period January through December 31, of the calendar year in which the
   contributions were made. This period is referred to as the "required
   retention period".

                                      - 6 -

                GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
                 FOR SALARIED EMPLOYEES IN THE UNITED STATES
                  NOTES TO FINANCIAL STATEMENTS - Continued

   An Employee hired on or after January 1, 1993 will automatically have a
   Corporation contribution amount equal to 1% of the Employee's eligible salary
   credited monthly to such Employee's account upon attainment of eligibility.
   This contribution is provided because such Employee will receive different
   post-retirement benefit treatment from the Corporation than Employees hired
   prior to January 1, 1993. Such contribution will be credited to the
   Employee's account whether or not the Employee elects to participate in the
   Program. This contribution is invested in the GM $1-2/3 Par Value Common
   Stock Fund, and such contribution must remain invested in this fund during
   the required retention period.

   VESTING - Assets derived from employee contributions and related Corporation
   contributions and earnings thereon vest immediately on allocation to the
   employee's account except for employees with less than five years of credited
   service for whom Corporation contributions and related earnings vest on
   January 1 following the calendar year in which such contributions or earnings
   are credited. Forfeitures are used to offset future employer contributions.

   FUND EXCHANGES - Participants may exchange funds between investment options
   on any business day. This provision does not apply to Employee contributions
   and Corporation contributions required to be invested in Corporation common
   stock funds during the required retention period. Employee contributions
   required to be invested in the Corporation's Common Stock Funds may be
   exchanged only between the Corporation's Common Stock Funds during the
   required retention period. Corporation contributions may not be exchanged
   until completion of the required retention period.

   PARTICIPANT WITHDRAWALS - A participant may withdraw funds in their account
   at any time after attaining age 59-1/2. Prior to age 59-1/2, employee
   deferred savings may only be withdrawn because of termination of employment,
   death, total and permanent disability, or financial hardship. Prior to
   receiving a withdrawal for financial hardship, a participant previously must
   have taken all available asset distributions, withdrawals, and loans under
   all applicable plans maintained by the Corporation. The amount that may be
   withdrawn for a financial hardship is limited as defined in the Program. The
   funds that represent a financial hardship withdrawal must conform to
   conditions required by the Internal Revenue Service (the "IRS"). A
   participant who receives a hardship distribution shall have his or her
   contributions to the Program suspended for a period of 12 months following
   the distribution as required by law.

   INVESTMENT OPTIONS - The Corporation's contributions are invested in the GM
   $1-2/3 par value Common Stock Fund. One-half of an Employee's Basic Savings
   is required to be invested, in 10% increments, in either one or both of the
   Corporation's Common Stock Funds: (1) GM $1-2/3 par value Common Stock Fund;
   or (2) GM Class H, $0.10 Par Value Common Stock Fund. The remainder of an
   Employee's contributions will be invested at the Employee's direction, in 10%
   increments, in any of the following investment options:

   o General Motors $1-2/3 par value Common Stock Fund,
   o General Motors Class H, $0.10 Par Value Common Stock Fund
   o Promark Funds
   o Mutual Funds

   Certain costs of Program administration are paid by the Corporation.









                                      - 7 -

                GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
                 FOR SALARIED EMPLOYEES IN THE UNITED STATES
                  NOTES TO FINANCIAL STATEMENTS - Continued

   DESCRIPTION OF INVESTMENT OPTIONS:

   General Motors 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. 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 an applicable plan will be 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 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 exercise voting rights with
   respect to those shares for which direction has not been received by the
   required deadline.

   Promark Funds - On January 11, 1999, the names of the Equity Index Fund, the
   Income Fund, and the Balanced Fund were changed to the Promark Large Cap
   Index Fund, the Promark Income Fund, and the Promark Balanced Fund,
   respectively, and sixteen Promark funds were added as investment options for
   participants in the Program. These funds have a variety of investment
   strategies, and the funds are managed by General Motors Asset Management
   Corporation (GMAM), a wholly-owned subsidiary of General Motors, and a
   party-in-interest. GMAM 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.

   The Promark Income Fund invests 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. The Promark Income Fund
   also invests in the Promark Income Fund II, which has an identical investment
   strategy to the Promark Income Fund, and in a short-term fixed income fund
   (the "Fixed Income Fund") made up of U.S. Government debt obligations and
   cash.

   Assets invested in the Promark funds are expressed in terms of units. The
   number of units credited to a participant's account within an applicable plan
   will be 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 unit value.

   Mutual Funds - This investment option is comprised of many different mutual
   funds, which are managed by Fidelity Investments, Neuberger Berman Management
   Inc., and Mellon Equity Associates. 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. Complete information
   about each mutual fund's objectives and investments is contained in that
   fund's prospectus.








                                      - 8 -

                GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
                 FOR SALARIED EMPLOYEES IN THE UNITED STATES
                  NOTES TO FINANCIAL STATEMENTS - Continued

   Other Investments:

   EDS Common Stock Fund - Effective June 7, 1996, the net assets of Electronic
   Data Systems ("EDS") were split-off from the net assets of the Corporation.
   As a result, the Class E Common Stock Fund was changed to the EDS Common
   Stock Fund. No new contributions, loan repayments, or exchanges may be made
   into the EDS Common Stock Fund. Dividends, if any, paid on EDS common stock
   held by the Plan will be invested in an Income Fund investment option. This
   fund will be eliminated in five years from the effective date of the
   split-off.

   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
   EDS common stock and by the interest earned on short-term investments held by
   the fund.

   Delphi Common Stock Fund - On May 28, 1999, GM completed the spin-off of
   Delphi Automotive Systems (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. Program 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.

   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 during that time.

   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 the interest earned on short-term investments held
   by the fund.

   Raytheon Class A Common Stock Fund - Effective December 17, 1997, GM spun-off
   the defense electronics business of Hughes Electronics Corporation, a GM
   subsidiary (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 GM $1-2/3 par value and
   Class H common stocks.















                                      - 9 -

                GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
                 FOR SALARIED EMPLOYEES IN THE UNITED STATES
                  NOTES TO FINANCIAL STATEMENTS - Continued

   Such distribution required the addition of the Raytheon Class A Common Stock
   Fund as an investment option. The Raytheon Class A Common Stock Fund will
   remain as 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 Program will be invested in an
   Income Fund investment option prior to allocation to participant's 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
   Raytheon Class A common stock and by the interest earned on short-term
   investments held by the fund.

   GM has chosen to invest the General Motors Common Stock Funds, the EDS Common
   Stock Fund, the Raytheon Class A Common Stock Fund, and the Delphi Common
   Stock Fund in commingled funds managed by State Street Bank and Trust ("State
   Street"). State Street 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.

   PARTICIPANT LOANS - Participants may borrow once per year from both their
   tax-deferred and after-tax savings assets (excluding Corporation
   contributions, and earnings thereon subject to the required retention
   period). The amount and terms of the loans are limited under the Program. The
   loan interest rate will be established once each quarter at a rate equal to
   the prevailing prime lending rate as of the previous quarter and will apply
   to all new loans issued. 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. Interest paid on the loans is credited back to the borrowing
   employee's account in the Program. Partial and total prepayment of loans is
   permitted at any time, without penalty. Loans not repaid within the loan term
   are deemed to be distributions from participants' accounts.

B.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

   The significant accounting policies followed in the preparation of the
   accompanying financial statements are as follows:

   o  The financial statements of the Program 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. Fair values are calculated by
      reference to published market quotations, where available; where not
      available for certain common & collective trusts, 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  Security transactions are recorded on the trade date.

   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
      Program.

                                     - 10 -

                GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
                 FOR SALARIED EMPLOYEES IN THE UNITED STATES
                  NOTES TO FINANCIAL STATEMENTS - Continued

   The preparation of financial statements in accordance with accounting
   principles generally accepted in the United States of America 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.

C.  INVESTMENTS

   All of the investments in the Program are held in the General Motors Savings
   Plans Master Trust (the "Master Trust") as more fully described in Note D.
   The investment in the Master Trust is both participant-directed and
   nonparticipant-directed.

   The average yield on investment contracts owned by the Program and held in
   the Master Trust for the years ended December 31, 2000 and 1999 was 6.0% and
   6.1%, respectively. The fair value of investment contracts owned by the
   Program and held in the Master Trust exceeded contract value by approximately
   $30 million and $89 million at December 31, 2000 and 1999, respectively.

D.  THE MASTER TRUST

   The Corporation established the Master Trust pursuant to a trust agreement
   among the Corporation, Saturn Corporation, and State Street, 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.

   Employee benefit plans participating in the Master Trust as of December 31,
   2000 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 each of the master trust investment funds in
   which the respective plan participates.

   The net investment income of the 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, and the Promark Funds) 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 of all the participating plans, in each commingled Master
   Trust investment fund 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, 2000 and 1999, the Program had approximately a 63% and 64%
   interest in the Master Trust, respectively.

   The net assets available for benefits of all participating plans in the
   Master Trust at December 31, 2000 and 1999 are summarized as follows (dollars
   in thousands):







                                     - 11 -

                GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
                 FOR SALARIED EMPLOYEES IN THE UNITED STATES
                  NOTES TO FINANCIAL STATEMENTS - Concluded

   ASSETS:                                              2000         1999
                                                     ---------    ---------
      Investments:
         General Motors Corporation $1-2/3 par
         value common stock                         $3,262,391   $4,180,214
         General Motors Corporation Class H
         $0.10 par value common stock                  922,176      570,679
         Electronic Data Systems common stock          200,687      277,729
         Delphi Automotive Systems common stock        295,509      553,312
         Raytheon Class A common stock                  89,795       92,900
                                                    ----------   ----------
            Total Common Stock                       4,770,558    5,674,834

      Mutual funds                                   7,683,024    7,906,708
      Common and collective trusts                   5,204,826    3,886,404
      Guaranteed investment contracts                3,016,469    5,974,727
      Loan funds                                       760,624      746,209
      Fixed income fund                                293,279      509,088
      Other                                             26,552       80,301
                                                    ----------   ----------
      Total investments                             21,755,332   24,778,271

      Receivables:
         Accrued investment income                         786          702
                                                    ----------   ----------
            Total receivables                              786          702
                                                    ----------   ----------
            Total assets                           $21,756,118  $24,778,973
                                                    ==========   ==========

   LIABILITIES:

      Due to broker for securities purchased               794          346
                                                    ----------   ----------
   NET ASSETS AVAILABLE FOR BENEFITS               $21,755,324  $24,778,627
                                                    ==========   ==========

   The net investment earnings of all participating plans in the Master Trust
   for the years ended December 31, 2000 and 1999 are summarized as follows
   (dollars in thousands):

                                                        2000         1999
                                                     ---------    ---------

   Interest                                            $56,125     $413,640
   Dividends                                           138,472      654,965
   Stock dividend                                                   886,886
   Net appreciation (depreciation) in fair
   value of investments                             (2,381,832)   2,040,719
                                                     ---------    ---------
   Total investment earnings (losses)              $(2,187,235)  $3,996,210
                                                     =========    =========

E.  TRANSFER TO DELPHI

   On April 12, 1999, the GM Board of Directors approved the complete separation
   of Delphi by means of a spin-off, which was completed on May 28, 1999. Prior
   to the spin-off, GM established the Delphi Savings-Stock Purchase Program
   (the "Delphi Program"), modeled after the GM Program. On May 28, 1999, assets
   representing Delphi participants' holdings in the Program were transferred
   and reinvested under the corresponding investment options in the Delphi
   Program. The total amount transferred to the Delphi Program was $2.4 billion.
   As a result of the separation, the Delphi Program was separated from the GM
   Program, and is now administered by Delphi as a separate plan.




                                     - 12 -

                GENERAL MOTORS SAVINGS-STOCK PURCHASE PROGRAM
                 FOR SALARIED EMPLOYEES IN THE UNITED STATES
                  NOTES TO FINANCIAL STATEMENTS - Concluded

F.  TERMINATION OF THE PLAN

   Although it has not expressed any intent to do so, the Corporation has the
   right to terminate the Program subject to the provisions of ERISA. Such
   termination of the Program, if any, would not affect a participant's interest
   in assets already in the Program.

G.  FEDERAL INCOME TAXES

   In April 2000, the Program was determined by the IRS to be a tax-qualified
   employee benefit plan, meeting the requirements of Sections 401(a), 401(k),
   and 4975(e)(7)of the Internal Revenue Code of 1986, as amended (the "Code"),
   and the Trust established thereunder was determined to be exempt from United
   States Federal income taxes under Section 501(a) of the Code. The Program's
   fiduciary and tax counsel believe that the Program is designed and currently
   being operated in compliance with the applicable requirements of the Code,
   and therefore no provision for income taxes has been included in the
   Program's financial statements.

H.  NEW ACCOUNTING STANDARD

   Statement of Financial Accounting Standards (SFAS) No. 133, Accounting for
   Derivative Instruments and Hedging Activities, is effective for all fiscal
   years beginning after June 15, 2000. SFAS 133, as amended, establishes
   accounting and reporting standards for derivative instruments, including
   certain derivative instruments embedded in other contracts, and for hedging
   activities. Under SFAS 133, certain contracts that were not formerly
   considered derivatives may now meet the definition of a derivative. The
   Program adopted SFAS 133 effective January 1, 2001. The Program does not
   expect the adoption of SFAS 133 to have a significant impact on the net
   assets available for benefits or the changes in net assets available for
   benefits of the Program.

I.  SUBSEQUENT EVENTS

   Effective March 1, 2001, the phase-out dates to eliminate the Delphi Common
   Stock Fund, the EDS Common Stock Fund, and the Raytheon Class A Common Stock
   Fund have been eliminated. These stock funds will remain in the Program
   indefinitely or until the GM Board of Directors decides otherwise. Also
   effective March 1, 2001, the Corporation's matching contribution was
   decreased from 80% to 60% of basic savings.

























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