X0202 4 2004-12-13 0 0000040730 GENERAL MOTORS CORP GM 0001181688 DEVINE JOHN M 300 RENAISSANCE CENTER M/C: 482-C39-B30 DETROIT MI 482653000 0 1 0 0 Vice Chairman & CFO General Motors Common Stock, $1-2/3 Par Value 2004-12-13 4 F 0 4916 38.89 D 168056 D General Motors Common Stock, $1-2/3 Par Value 476 I Trust GM Phantom Stock Units $1-2/3 Par Value Com Stock 0.00 General Motors Common Stock, $1-2/3 Par Value 2178 2178 D GM Stock $1-2/3 Par Value Option (Right To Buy) 52.54 2001-12-13 2010-12-14 General Motors Common Stock, $1-2/3 Par Value 500000 500000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 52.35 2002-01-08 2011-01-09 General Motors Common Stock, $1-2/3 Par Value 200000 200000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 50.46 2003-01-07 2012-01-08 General Motors Common Stock, $1-2/3 Par Value 200000 200000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 50.82 2003-02-04 2012-02-05 General Motors Common Stock, $1-2/3 Par Value 100000 100000 D GM Stock $1-2/3 Par Value Option (Right To Buy) 40.05 2004-01-21 2013-01-22 General Motors Common Stock, $1-2/3 Par Value 200000 200000 D GM Stock $1-2/3 Par Value Option (Right to Buy) 53.92 2005-01-23 2014-01-24 General Motors Common Stock, $1-2/3 Par Value 160000 160000 D GM Stock $1-2/3 Par Value, Deferred Stock Units 0.00 General Motors Common Stock, $1-2/3 Par Value 52250 52250 D GM Stock $1-2/3 Par Value, Restricted Stock 0.00 General Motors Common Stock, $1-2/3 Par Value 75000 75000 D Includes Restricted Stock Unit grant of 19,040 shares to be delivered on 12/13/05. Also, includes Restricted Stock Unit grant of 95,200 shares that are to be delivered 18 months after my retirement. Shares are subject to forfeiture. Dividend equivalents are earned on each share until delivered. On 12/13/2004, 12,413 Shares were delivered that had been previously reported and taxes were withheld on the delivery. Shares held in trust under General Motors Stock Purchase Program as of 12/31/03. State Street Bank & Trust Co., Trustee. Shares owned pursuant to Rule 16b-3 exempt employee savings plan. The Phantom Stock Units are held under Section 16b-3(c) exempt Rule 16b-3(b)(2) eligible excess benefit plan operated in conjunction with a qualified 401(k) plan. The Units are payable in cash upon separation from General Motors. These Units are being reported even though they are exempt under Rule 16b-3. Units held as of 12/31/03. The price of zero is fictional and only used for purposes of facilitating the electronic filing of this Form. Employee stock options granted pursuant to Rule 16b-3 qualified General Motors Stock Incentive Plan; stock options are exercisable in five equal annual installments, commencing, respectively, one, two, three, four and five years from the date of initial grant. Date shown is the date the first installment was excercisable. Employee stock option granted pursuant to Rule 16b-3 qualified General Motors Stock Incentive Plan. Stock option is exercisable in three equal annual installments, commencing, respectively, one, two and three years from the date of initial grant. Date shown is the date the first installment was exercisable. The Deferred Stock Units were accrued under the Rule 16b-3 qualified General Motors Deferred Compensation Plan. Dividend equivalents are earned on each Deferred Stock Unit. Units held as of 01/23/04. The Deferred Stock Units convert on a '1 for 1' basis. The price of zero is fictional and only used for purposes of facilitating the electronic filing of this Form. The Restricted Stock Units were accrued under the Rule 16b-3 qualified General Motors Annual Incentive Plan. Dividend equivalents are earned on each Restricted Stock Unit. Units held as of 01/23/04. The Restricted Stock Units convert on a '1 for 1' basis. The price of zero is fictional and only used for purposes of facilitating the electronic filing of this Form. By: Martin I. Darvick - Attorney-in-Fact for 2004-12-15