SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549-1004





                                    FORM 8-K
                    CURRENT REPORT PURSUANT TO SECTION 13 OF
                       THE SECURITIES EXCHANGE ACT OF 1934



          Date of Report
(Date of earliest event reported) February 1, 2000
                                  ----------------




                           GENERAL MOTORS CORPORATION
                   -----------------------------------------------------
                   (Exact name of registrant as specified in its charter)




      STATE OF DELAWARE                 1-143                 38-0572515
----------------------------   -----------------------    -------------------
(State or other jurisdiction   (Commission File Number)   (I.R.S. Employer
 of incorporation)                                         Identification No.)




   300 Renaissance Center, Detroit, Michigan                 48265-3000
3044 West Grand Boulevard, Detroit, Michigan                 48202-3091
--------------------------------------------                 ----------
  (Address of principal executive offices)                   (Zip Code)







Registrant's telephone number, including area code       (313) 556-5000
                                                         --------------

















                                      - 1 -
ITEM 5. OTHER EVENTS

     On February 1, 2000, General Motors Corporation (GM) issued a press release
announcing  it will  offer to  repurchase  GM $1-2/3  stock in  exchange  for $8
billion of Class H stock, and make $7 billion in Class H stock  contributions to
benefit plans. Hughes Electronics Corporation (Hughes) issued two press releases
on February 1, 2000.  The first  announced that Hughes will continue to focus on
its delivery of business  objectives and the second announced  Hughes' new board
member, Bernee D.L. Strom. On February 2, 2000, GM announced G. Richard Wagoner,
Jr. as their new Chief Executive Officer. The releases are as follows:


    GM WILL OFFER TO REPURCHASE GM $1-2/3 STOCK IN EXCHANGE FOR $8 BILLION OF
  CLASS H STOCK, AND MAKE $7 BILLION IN CLASS H STOCK CONTRIBUTIONS TO BENEFIT
                                     PLANS

   TRANSACTIONS WILL REDUCE GM'S ECONOMIC INTEREST IN HUGHES TO APPROXIMATELY
        35 PERCENT , AND SIGNIFICANTLY INCREASE EPS FOR GM $1-2/3 STOCK

     DETROIT -- General Motors Corp. (NYSE: GM, GMH) today announced plans for a
broad  restructuring of its economic  interest in Hughes  Electronics  (Hughes),
including an offer to its current shareholders to repurchase GM $1-2/3 par value
common  stock in  exchange  for  approximately  $8  billion of GM Class H common
stock,  and  contributions  of  approximately  $7 billion of Class H stock to GM
benefit plans.

     "The GM Board of Directors  today  authorized  this series of  transactions
that continue GM's efforts to deliver  significant value to its shareholders and
further strengthen the corporation's  financial  position," said GM Chairman and
Chief Executive Officer John F.
Smith, Jr.

 Exchange offer to be made

     GM will offer to exchange  approximately $8 billion of Class H stock for GM
$1-2/3 stock. This exchange would  significantly  reduce the number of shares of
GM $1-2/3 stock outstanding. Specifically, GM will offer to holders of GM $1-2/3
stock an opportunity  to voluntarily  tender any portion of their holdings of GM
$1-2/3 stock in order to acquire Class H stock.  The exchange  generally will be
tax-free to GM and its U.S.  stockholders  for U.S. income tax purposes.  Shares
tendered will be subject to pro-ration if the exchange offer is  oversubscribed.
A Form S-4  registration  statement  detailing  the terms and  conditions of the
proposed  exchange  offer will be filed shortly with the Securities and Exchange
Commission.  GM expects to complete the proposed  transaction  during the second
quarter of this year.  The  per-share  exchange  ratio for the offering  will be
determined  immediately  prior to the  commencement of the offer. No offering of
Class H stock will be made except by means of a prospectus to be included in the
Form S-4 registration statement.

 Contributions to benefit plans

     GM plans to  contribute up to $7 billion of Class H stock to certain of its
benefit plans in the second quarter,  including a significant amount to its U.S.
Hourly-Rate  Employees Pension Plan, and the balance to its voluntary employees'
beneficiary  association (VEBA) trust. The VEBA trust was set up in 1997 to fund
the corporation's other post-retirement  employee benefit (OPEB) obligations for
hourly  employees.  The pension plan  contribution will help to ensure that GM's
U.S.  pension plans remain fully funded on an SFAS-87 basis for the  foreseeable
future.  The  contributions  to the benefit plans,  which are not subject to any
regulatory approvals, will significantly reduce annual pension and OPEB expense,
and will strengthen the company's overall financial position.


                                      - 2 -
     "These actions enable GM to realize $15 billion of the value of Hughes, and
improve GM's financial  flexibility to pursue business and growth initiatives in
our automotive and financial services  businesses," said Smith. "We will improve
net income through reduced pension and OPEB expense while substantially reducing
the number of GM $1-2/3 shares outstanding. This will translate to a significant
increase in GM's earnings per share."

     In connection  with these  transactions,  GM will issue  approximately  $15
billion of Class H stock.  However, the proposed  transactions will not have any
dilutive effect on the earnings per share  attributable to the outstanding Class
H stock.  The issuance of  additional  Class H shares in  connection  with these
transactions  will  substantially  increase  the  liquidity of that stock in the
securities market, which should benefit trading of Class H stock over time.

     Upon completion of a fully subscribed  exchange offer and  contributions to
the benefit plans, GM will retain  approximately  a 35 percent,  or $18 billion,
economic  interest in Hughes (based on yesterday's NYSE closing price of Class H
stock) and Hughes will remain a wholly-owned subsidiary of GM. Consequently,  GM
$1-2/3 common  shareholders would benefit indirectly in any further  improvement
in the Class H stock  price as a result of GM's  retained  economic  interest in
Hughes as well as the Class H stock held by the GM benefit plans.

     GM has no  current  plans or  intention  to  separate  Hughes or any of its
businesses  from GM,  whether  by means of a  spin-off,  split-off  or any other
transaction.  However,  GM will  continue  to  evaluate  what  Hughes  ownership
structure would be optimal for the two companies and GM stockholders.

     GM has the  flexibility  to use the  economic  interest  that it retains in
Hughes in a variety of ways,  including as a currency for  additional  GM $1-2/3
stock  repurchases,  acquisitions,  benefit  plan  contributions,  to raise cash
proceeds  in  a  tax-efficient   manner,   or  to  implement  further  corporate
restructurings.

     The  transactions  will not affect the business  operations of Hughes,  and
GM's  automotive   operations  will  continue  to  have  direct  access  to  the
opportunities   for   strategic   synergies   with   Hughes'   rapidly   growing
communications services businesses.

     "It is  important to retain our  strategic  relationship  with  Hughes.  We
continue to create new  communications  capabilities  and  functionality  in our
vehicles.  Hughes  has  redefined  itself  as  a  premier  provider  of  digital
entertainment  and business  communications,  which  strengthens  its ability to
contribute  to GM's  strategy to grow its  service-oriented  businesses,"  Smith
said.

     GM has repurchased  approximately $9 billion of GM $1-2/3 stock since 1997,
in  addition  to the  significant  reduction  in the number of GM $1-2/3  shares
outstanding  expected to result from the proposed exchange offer.  Moreover,  GM
has distributed  approximately  $12 billion of value to its shareholders as part
of the spin-offs of the Hughes defense  business in 1997 and the Delphi business
in 1999.

     "GM has a strong and  consistent  track  record of  finding  ways to return
value to shareholders,  and that record is being extended through these proposed
transactions," Smith said. "GM will strive to continue to increase earnings with
less  capital  employed.  This  is an  excellent  formula  to  deliver  superior
shareholder returns."

     GM $1-2/3 stock and Class H stock are both common stocks of General Motors.
Class H earnings per share and amounts  available  for payment of dividends  are
determined by the financial  performance of Hughes.  As of year-end 1999,  there
were 137.1  million  shares of Class H  outstanding,  representing  a 32 percent
tracking stock  interest in the earnings of Hughes,  and 617.4 million shares of
GM $1-2/3 stock outstanding.

                                      - 3 -
     Morgan Stanley Dean Witter will act as dealer manager for General Motors in
connection with the exchange  offer.  Hughes will engage Salomon Smith Barney in
connection with the offering.

     In this news release, use of the words anticipate, expect, should, believe,
plan, intensify,  overcome and similar words are associated with forward-looking
statements  that are  inherently  subject to numerous  risks and  uncertainties.
Accordingly,  there  can be no  assurance  that the  results  described  in such
forward-looking statements will be realized. The principal risk factors that may
cause   actual   results  to  differ   materially   from  those   expressed   in
forward-looking  statements  contained  in this news  release are  described  in
various documents filed by GM with the U.S. Securities and Exchange  Commission,
including  GM's Current  Reports on Form 8-K dated April 12, 1999,  and filed on
April 15, 1999, and April 21, 1999.

     We  urge  holders  of GM  $1-2/3  common  stock  to read  the  Registration
Statement on Form S-4,  including the  prospectus,  regarding the exchange offer
referred to above,  when it becomes  available,  as well as the other  documents
which  General  Motors has filed or will file with the  Securities  and Exchange
Commission, because they contain or will contain important information.  Holders
of GM $1-2/3  common  stock may  obtain a free copy of the  prospectus,  when it
becomes  available,   and  other  documents  filed  by  General  Motors  at  the
Commission's  web site at at General  Motors' web site at or from General Motors
by  directing  such  request in  writing  or by  telephone  to:  General  Motors
Corporation, 100 Renaissance Center, Detroit, Michigan 48243-7301, Attention: GM
Investor Relations,  Telephone: (212) 418-6270, Facsimile:  (212)418-3658.  This
communication  shall not constitute an offer to sell or the  solicitation  of an
offer to buy,  nor shall there be any sale of  securities  in any state in which
offer,  solicitation  or  sale  would  be  unlawful  prior  to  registration  or
qualification  under the  securities  laws of any such  state.  No  offering  of
securities  shall  be  made  except  by  means  of  a  prospectus   meeting  the
requirements of Section 10 of the Securities Act of 1933, as amended.  Inquiries
from the  news  media  should  be  directed  to GM  Corporation  Communications:
212-418-6380.


                                      # # #


        Chairman Michael T. Smith Says Company Will Continue Its Focus on
                         Delivery of Business Objectives

     EL SEGUNDO, Calif., Feb. 1, 2000 - The announcement today by General Motors
Corp.  that GM will  restructure  its  economic  interest in Hughes  Electronics
Corporation  will have no impact on Hughes'  current  business  plans, or on its
strategy  to  be  the  world  leader  in  digital   entertainment  and  business
communication  services,  according to Hughes Chairman and CEO Michael T. Smith.
The announced actions by GM would,  however,  provide the flexibility to use the
economic interest that it retains in Hughes in a variety of ways, including as a
currency for additional GM $1-2/3 stock repurchases,  acquisitions, benefit plan
contributions, to raise cash proceeds in a tax-efficient manner, or to implement
further corporate restructuring, Smith noted.

     Smith,  who  on  January  13  announced  the  sale  of  Hughes'   satellite
manufacturing  operations  and a  restructuring  of the company into two sectors
focused on its consumer and business  customer  groups,  emphasized that Hughes'
strategy  would focus on fueling the growth of its  entertainment  and  business
communication  service  businesses,   and  on  the  successful   convergence  of
technologies for both the consumer and business markets.


                                      - 4 -

     "We are focused  entirely on the  execution  and  delivery of our  business
plans," said Smith.  "We believe we can deliver  revenue  growth in excess of 20
percent,  while  accelerating our EBITDA  performance."  EBITDA (earnings before
interest,  taxes,  depreciation and amortization) is the key measurement used by
financial   analysts  to  evaluate  the   performance   of   entertainment   and
communications companies investing heavily in high-growth business activities.

     "Also,  we are  concentrating  on the convergence of  entertainment,  data,
voice, internet,  and other communications on a variety of platforms,  including
television,  desktop computers, mobile telephones,  automobiles,  airplanes, and
others," said Smith.

     "We believe the  combination of delivering on our commitments and long-term
investment will support great value for our shareholders," said Smith.

     The year  2000  holds  many  significant  milestones  for  Hughes.  Content
enhancements of its DIRECTV(R) service, combined with the continuous addition of
local channels in major television markets,  have resulted in greater demand for
DIRECTV,  which is expecting a record year in  subscriber  growth.  Partnerships
with Wink and TiVo, which add interactive  capabilities to DIRECTV service, will
premiere by mid-year.  Also, as part of its previously  announced agreement with
America Online (AOL),  Hughes and AOL will jointly launch a digital  interactive
service, "AOL Plus by DirecPC," this year. Later, as part of the same agreement,
its DIRECTV unit will launch AOL TV, a new content-rich  interactive  service on
the television platform.

     Hughes  also  plans to  launch a total  of five new  satellites  for its 81
percent-owned  satellite communication services unit, PanAmSat. It will increase
its  production of DIRECTV set top boxes to meet the growing  demands of DIRECTV
customers.  Its Latin American DIRECTV partnership,  Galaxy Latin America,  will
focus on maintaining  strong double digit growth in the key consumer  markets of
Brazil,  Argentina and Mexico.  And Hughes Network Systems continues to maintain
more than a 50 percent  market  share in  satellite  based  business-to-business
private  network  communications,  while  at  the  same  time  investing  in the
development  and  deployment of its two-way,  broadband  Spaceway(TM)  system in
2003.

     Hughes Electronics is a unit of General Motors Corporation. The earnings of
Hughes are used to calculate the earnings per share  attributable to the General
Motors Class H common stock (NYSE:GMH)

     NOTE: Hughes  Electronics  Corporation  believes that certain statements in
this press release may constitute  forward-looking statements within the meaning
of The Private Securities Litigation Reform Act of 1995. When used in this press
release,  the  words  "estimate,"  "plan,"  "project,"  "anticipate,"  "expect,"
"intend,"  "outlook,"  "believe," and other similar  expressions are intended to
identify  forward-looking  statements and information.  Actual results of Hughes
may differ materially from anticipated  results as a result of certain risks and
uncertainties,  which  include  but are not  limited to those  associated  with:
economic  conditions;  demand for products and services,  and market acceptance;
government  action;  local  political or economic  developments  in or affecting
countries where we have international  operations;  our ability to obtain export
licenses;  competition;  our ability to achieve cost  reductions;  technological
risks;  our ability to address the year 2000 issue;  interruptions to production
attributable   to  causes   outside  our  control;   limitations  on  access  to
distribution  channels;  the success and  timelines of satellite  launches;  the
in-orbit  performance  of  satellites;  the ability of our  customers  to obtain
financing;  and  our  ability  to  access  capital  to  maintain  our  financial
flexibility. Hughes cautions that these important factors are not exclusive.





                                      - 5 -

     We  urge  holders  of GM  $1-2/3  common  stock  to read  the  Registration
Statement on Form S-4,  including the  prospectus,  regarding the exchange offer
referred to above,  when it becomes  available,  as well as the other  documents
which  General  Motors has filed or will file with the  Securities  and Exchange
Commission, because they contain or will contain important information.  Holders
of GM $1-2/3  common  stock may  obtain a free copy of the  prospectus,  when it
becomes  available,   and  other  documents  filed  by  General  Motors  at  the
Commission's  web site at at General  Motors' web site at or from General Motors
by  directing  such  request in  writing  or by  telephone  to:  General  Motors
Corporation,  100 Renaissance Center, Detroit, Michigan 48243-7301,  [Attention:
GM Investor Relations,  Telephone:  (212) 418-6270,  Facsimile:  (212)418-3658.]
This communication  shall not constitute an offer to sell or the solicitation of
an offer to buy, nor shall there be any sale of securities in any state in which
offer,  solicitation  or  sale  would  be  unlawful  prior  to  registration  or
qualification  under the  securities  laws of any such  state.  No  offering  of
securities  shall  be  made  except  by  means  of  a  prospectus   meeting  the
requirements of Section 10 of the Securities Act of 1933, as amended.  Inquiries
from the  news  media  should  be  directed  to GM  Corporation  Communications:
212-418-6380.

                                      # # #


                     INTERNET EXECUTIVE BERNEE STROM ELECTED
                           TO HUGHES ELECTRONICS BOARD

     EL  SEGUNDO,  Calif.,  Feb.  1,  2000 - Bernee  D.L.  Strom,  president  of
InfoSpace.com Ventures, LLC and former chief executive officer of Priceline.com,
has been elected to the board of directors  of Hughes  Electronics  Corporation.
Strom's  appointment  is the  continuation  of Hughes'  strategy  to broaden the
expertise  of its  board  by  adding  independent  members  with  knowledge  and
experience directly related to Hughes' future markets and growth opportunities.

     "Bernee Strom brings a wealth of information on managing  Internet  content
and  e-commerce to Hughes at a time when Hughes is focusing its resources on the
growth of its services  businesses,"  said Michael T. Smith,  chairman and chief
executive officer of Hughes.  "Hughes is the world's leading provider of digital
entertainment  and  information,  and Bernee's  insight into the rapidly growing
Internet  market will be valued as Hughes rolls out the  interactive  DIRECTV(R)
and consumer  DirecPC(R)  products it is introducing  with America  Online,  and
develops future broadband opportunities."

     Strom was elected to the board on Monday,  bringing the membership to nine.
The board  includes one member of Hughes  management,  three  members of General
Motors  management,  three  members who are also outside GM  directors,  and two
independent, non-affiliated members.

     Hughes in October elected Alfred C. Sikes,  president of Hearst Interactive
Media and former chairman of the Federal Communications Commission (FCC), to its
board.

     Ms. Strom,  51, was named  president of  InfoSpace.com  Ventures in January
after having served as president and chief operating  officer of  InfoSpace.com,
Inc.  since  November  1998.  She remains a member of the board of  directors of
InfoSpace.com,  a leading  global  provider of  infrastructure  services for Web
sites, merchants and wireless devices.

     Ms. Strom from July 1997 to December  1998 served on the board of directors
of Walker  Digital,  an intellectual  property studio that invents,  patents and
licenses  processes,  systems and  technologies  that leverage  larger  existing
marketing  systems.  She served as the  founding CEO of Walker  Digital's  first
spin-out Internet commerce company, Priceline.com.


                                      - 6 -

     Prior to joining Walker, Ms. Strom was president and CEO of U.S.A.  Digital
Radio,  which is developing a technology to serve as a worldwide standard for AM
and FM digital radio  broadcasting.  She also is a founder and shareholder,  and
was a principal, of the Gemstar International Group Ltd., which invented the VCR
Plus+  Instant  Programmer.   Ms.  Strom  was  responsible  for  developing  and
implementing the business strategy and marketing for the products worldwide.

     Ms.  Strom was  founder,  president  and CEO of MBS  Technologies,  Inc., a
computer software company that published the FileRunner  program,  and served as
chairman of Quantum Development Corporation,  a software company specializing in
business analysis and optimization applications.

     Since 1990, Ms. Strom has served as managing partner of the Strom Group, an
investment, management consulting and business advisory firm that specializes in
the startup of new firms, especially in high technology.

     A graduate  of New York  University  with a  bachelor's  degree,  summa cum
laude,  in mathematics  and history,  Ms. Strom also earned a master's degree in
mathematics and mathematics education from New York University,  and received an
MBA with highest honors in finance from the Anderson School at the University of
California, Los Angeles.

     Ms.  Strom,  who served as a former  senior  executive  at the Los  Angeles
Herald Examiner and a senior management consultant at Deloitte, Haskins & Sells,
is on the  boards  of  directors  of  Polaroid  Corporation,  InfoSpace.com  and
ImageX.com.

     She is on the board of  advisors  of the J.L.  Kellogg  Graduate  School of
Management of Northwestern  University,  and is a trustee of the National Public
Radio Foundation.

     Hughes Electronics is a unit of General Motors Corporation. The earnings of
Hughes are used to calculate the earnings per share  attributable to the General
Motors Class H common stock (NYSE:GMH).

                                      # # #

                     GM BOARD ANNOUNCES MANAGEMENT CHANGES;
                 WAGONER ELECTED CEO, SMITH REMAINS AS CHAIRMAN

     DETROIT -- The General  Motors  Board of  Directors  has elected G. Richard
Wagoner, Jr., 46, chief executive officer and president, effective June 1, 2000.
Currently,  he is president and chief  operating  officer.  In his new capacity,
Wagoner has  responsibility  for the  strategic  and  operational  leadership of
General Motors.

     John F. Smith,  Jr., 61,  currently  chairman and chief executive  officer,
will  continue  as  chairman  and  maintain  his  key  role of  building  strong
relationships with GM's business  partners,  unions,  dealers,  with governments
around  the world and with  external  business  groups.  He will also act as the
primary interface between the Board of Directors and GM management.

     "Everyone  at  General  Motors  has a  deep  sense  of  gratitude  for  the
tremendous  leadership  Jack Smith has provided since he was named CEO in 1992,"
Wagoner  said.  "Having  Jack's  continuing  leadership  counsel  and  years  of
experience  at hand will be an  invaluable  strategic  advantage for us as we go
forward."

     Harry J. Pearce, 58, vice chairman, will continue in that position and will
continue   to  provide   oversight   for  Hughes   Electronics.   He   maintains
responsibility for Allison  Transmission  Division,  GM Electro-Motive Group and
its Defense  Operations.  He will also continue to be responsible for GM's focus
on advanced vehicle  technology,  safety,  the environment and key public policy
issues.

                                      - 7 -

     Wagoner,  Pearce and  Thomas A.  Gottschalk,  GM's  general  counsel,  will
continue to report to Smith. Smith, Wagoner and Pearce continue as GM directors.

     In  addition to the four  regional  automotive  presidents  and key "global
process leaders" (for such enterprise activities as engineering,  manufacturing,
purchasing and human  resources)  who already  report to Wagoner,  the Company's
chief financial officer and General Motors Acceptance Corp. will be realigned to
report to him as well. These latter organizations previously reported to Smith.

     In communications  to employees earlier this morning,  Smith said that this
action was part of the Board's continuing  succession planning activity and that
it will maintain continuity at the senior-most executive level and further build
on the momentum General Motors has generated over the past several years.

     "We have a lot of momentum  right now," Smith said.  "I'm proud of the work
we've accomplished,  but even more important, I'm excited about the potential we
have as a company going forward.

     "Rick has been  instrumental  in  putting  together  a  winning  automotive
strategy,  one  based  on  operating  as  one  company  worldwide,  getting  our
organization to aggressively pursue stretch targets, moving with a greater sense
of urgency and enhancing  our focus  globally on product,"  Smith said.  "Rick's
being  elected  chief  executive  officer  is not  only a reward  for what  he's
accomplished,  but is a vote of  confidence  that he can take GM to even greater
heights in terms of products, services and shareholder value."

     "While it's  gratifying  to have Jack's and the  Board's  confidence,  it's
clear that winning in today's competitive global auto industry is a team sport,"
Wagoner said.  "The progress we've made at GM in recent years is the result of a
lot of great  people  working  together  with a focus  on  winning.  And  that's
certainly what we'll need in the future as well.

     "I'm very pleased that the Board is keeping the leadership  team in place,"
Wagoner added.  "Jack,  Harry and I, along with our leadership group at GM, work
well together.  Under Jack's  leadership,  we've accomplished a great deal since
the trying days of 1992, and, given Jack's  example,  we know that together with
our  employees,  unions,  dealers,  suppliers  and all the other  members of the
worldwide GM team, we can accomplish even more - a lot more."

     "I fully  support  the  Board's  decision,"  Pearce  commented.  "Rick is a
talented  executive  with a broad range of  experience.  We have worked  closely
these last eight years,  and will continue to going  forward.  We share a common
vision,  with Jack, on where we want to take GM. We're ready for the  challenges
and opportunities that lie before us."

BIOGRAPHIES
                               JOHN F. SMITH, JR.
                        CHAIRMAN, CHIEF EXECUTIVE OFFICER
                              GENERAL MOTORS CORP.

John F. "Jack"  Smith,  Jr.,  became  chairman of  the  General  Motors  Corp.
board of directors in January  1996. He has been chief  executive  officer since
November 1992.

Effective  June 1,  Smith  will no longer  have CEO  responsibilities,  but will
remain chairman.  Smith had served as president from April 1992 to October 1998,
and as president and chief operating officer from April 1992 to November 1992.

From Aug. 1, 1990,  to April 6, 1992,  Smith served as vice  chairman of GM with
responsibility  for international  operations.  He previously had been executive
vice president in charge of GM's international operations since June 1988.

                                      - 8 -

Smith was born April 6, 1938,  in Worcester,  Mass.  He received his  bachelor's
degree in business  administration from the University of Massachusetts in 1960,
and a master's degree in business administration from Boston University in 1965.

Smith  joined  General  Motors in 1961 at the Fisher  Body plant in  Framingham,
Mass. He transferred  to the New York  financial  staff in 1966 and was named an
assistant  treasurer  in  September  1974.  In  February  1976,  he was named an
assistant comptroller on the financial staff in Detroit.

On Aug. 1, 1980, he was named comptroller.   He  became  director  of  worldwide
product  planning in Detroit on Feb. 1, 1982.  He was  appointed  president  and
general manager of General Motors of Canada Ltd. and a GM vice president on Jan.
9, 1984.  On Feb.  1,  1986,  Smith was named  executive  vice  president  of GM
Europe-Passenger  Cars,  in  charge  of  operations  and  engineering,  and  was
appointed president of GM Europe on April 1, 1987.

Smith is a member of the  Procter & Gamble  Co.  board of  directors  as well as
chairman of the Economic Club of Detroit,  chairman of Catalyst, and co-chairman
of the Business Roundtable. He is also a director of Detroit Renaissance and the
U.S.-Japan  Business  Council.  He also  serves on the board of  trustees of the
United Way of Southeastern Michigan.

Smith is a member of the American  Society of Corporate  Executives,  The Nature
Conservancy board of directors and the Business Council.  He is president of the
Beta Gamma Sigma's  Director's  Table,  a member of the  Chancellor's  Executive
Committee  of the  University  of  Massachusetts,  and a member  of the board of
trustees at Boston  University.  He has been awarded  honorary  doctoral degrees
from  those  universities  as  well  as  Providence   College,   Michigan  State
University, Kettering University and Holy Cross College.


                                 HARRY J. PEARCE
                                  VICE CHAIRMAN
                              GENERAL MOTORS CORP.

Harry J. Pearce was elected a member of the General  Motors Corp.  board of
directors and became vice chairman on Jan. 1, 1996.

Pearce had been an  executive  vice  president  since Nov. 2, 1992.  He provides
oversight for Hughes Electronics and has responsibility for Allison Transmission
Division, GM Electro-Motive Group and its Defense Operations. He continues to be
responsible  for  GM's  focus  on  advanced  vehicle  technology,   safety,  the
environment and key public policy issues.

Pearce  joined  General  Motors as associate  general  counsel in October  1985,
assuming  responsibility  for all product  litigation  and product safety issues
worldwide. He served as general counsel with responsibility for GM's legal staff
from May 1987 to August 1994.

Prior to joining  GM,  Pearce had been a senior  partner in the firm of Pearce &
Durick  of  Bismarck,  N.D.  In  that  capacity,  he  represented  GM and  other
industrial  companies nationwide in a variety of product liability cases over 15
years.

Pearce was born Aug. 20, 1942, in Bismarck.  He received a bachelor's  degree in
engineering  sciences from the United  States Air Force Academy in 1964,  and in
1967 he earned  his law degree  from  Northwestern  University's  School of Law,
where he was a Hardy Scholar.

During his Air Force  career,  Pearce  served as a staff judge  advocate and was
certified as a military  judge.  On his return to civilian life, he joined a law
firm in  Bismarck.  He was a  municipal  judge  there from 1970 to 1976 and also
served as United States commissioner and U.S. magistrate.


                                      - 9 -

Pearce also is a member of the board of directors of Hughes Electronics, General
Motors Acceptance Corp.  (GMAC),  Marriott  International  Inc., the Alliance of
Automobile Manufacturers, Economic Strategy Institute, Theodore Roosevelt Medora
Foundation, MDU Resources Group Inc., National Defense University Foundation and
the Detroit Investment Fund. He also is a member of the U.S. Air Force Academy's
board of visitors and chairman of the U.S. Air Force Academy's Sabre Society.

Pearce  is  a  fellow  in  the  American   College  of  Trial  Lawyers  and  the
International  Society of  Barristers.  He is chairman of the Product  Liability
Advisory  Council  Foundation  and a  founding  member of the  Minority  Counsel
Demonstration   Program  of  the  American  Bar   Association's   Commission  on
Opportunities for Minorities in the Profession.

Pearce is a member of the American Law  Institute,  the  President's  Council on
Sustainable Development, the World Business Council for Sustainable Development,
and the Mentor Group's Forum for U.S.-European Union Legal-Economic  Affairs. He
also  serves on The  Conference  Board,  the  Network of  Employers  for Traffic
Safety's Leadership Council and the World Economic Forum's Council of Innovative
Leaders in  Globalization.  He is a member of Northwestern  University School of
Law's Law Board, and a trustee of Howard  University,  the United States Council
for International Business and New Detroit Inc.


                             G. RICHARD WAGONER, JR.
              NAMED CHIEF EXECUTIVE OFFICER OF GENERAL MOTORS CORP.

G. Richard Wagoner,  Jr., was elected  president and chief operating  officer of
General  Motors  Corp.  and a member of GM's board of directors on Oct. 5, 1998.
Effective June 1, Wagoner will take on the additional  responsibilities of chief
executive officer.

Wagoner,  who leads GM's  unified  global  Automotive  Operations  and serves as
chairman of GM's Automotive  Strategy  Board,  had served as a GM executive vice
president and president of GM's North American Operations since 1994.

Born in Wilmington,  Del., on Feb. 9, 1953, and raised in Richmond, Va., Wagoner
received a bachelor's  degree in economics  from Duke  University  in 1975 and a
master's degree in business administration from Harvard University in 1977.

Wagoner began his GM career in 1977 as an analyst in the  Treasurer's  Office in
New York.  While there, he held several  positions,  including  manager of Latin
American financing, director of Canadian and overseas borrowing, and director of
capital analysis and investment.

In 1981,  Wagoner became  treasurer of General Motors do Brasil in Sao Paulo. In
1984, he became  executive  director of finance for that unit. He moved to GM of
Canada Ltd. in 1987 as vice president and finance  manager.  In October 1988, he
became   group   director,   strategic   business   planning   for  the   former
Chevrolet-Pontiac-GM of Canada Group.

Wagoner served as vice president in charge of finance for General Motors Europe,
based in Zurich,  from June 1989 to July 1991,  when he was named  president and
managing director of General Motors do Brasil.

Wagoner was elected  executive vice president and chief financial  officer of GM
in  November  1992,  and  also had  direct  responsibility  for  GM's  Worldwide
Purchasing Group from April 1993 to July 1994.

                                      # # #

Note to Editors:  Complete  press  releases  and  photography  available  on the
Internet at GM Media Online (http://media.gm.com). Photography is also available
through Wieck Photo Database at 972-392-0888.
                                     - 10 -


                                    SIGNATURE

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


                                            GENERAL MOTORS CORPORATION
                                            --------------------------
                                                    (Registrant)
Date    February 2, 2000
        -----------------
                                       By
                                            s/Peter R. Bible
                                            -------------------------------
                                            (Peter R. Bible,
                                             Chief Accounting Officer)















































                                     - 11 -
[{"type": "8-K", "sequence": "1", "description": "GM/HUGHES PRESS RELEASES/NEW COE", "secsgml_size_bytes": 36841}]
{"company-data": {"conformed-name": "GENERAL MOTORS CORP", "cik": "0000040730", "assigned-sic": "3711", "irs-number": "380572515", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-00143", "film-number": "520441"}, "business-address": {"street1": "300 RENAISSANCE CTR", "city": "DETROIT", "state": "MI", "zip": "48265-1000", "phone": "3135565000"}, "mail-address": {"street1": "3044 W GRAND BOULEVARD", "city": "DETROIT", "state": "MI", "zip": "48202-3091"}}
SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549-1004

                                    FORM 8-K
                    CURRENT REPORT PURSUANT TO SECTION 13 OF
                       THE SECURITIES EXCHANGE ACT OF 1934

          Date of Report
(Date of earliest event reported) February 1, 2000
                                  ----------------

                           GENERAL MOTORS CORPORATION
                   -----------------------------------------------------
                   (Exact name of registrant as specified in its charter)

      STATE OF DELAWARE                 1-143                 38-0572515
----------------------------   -----------------------    -------------------
(State or other jurisdiction   (Commission File Number)   (I.R.S. Employer
 of incorporation)                                         Identification No.)

   300 Renaissance Center, Detroit, Michigan                 48265-3000
3044 West Grand Boulevard, Detroit, Michigan                 48202-3091
--------------------------------------------                 ----------
  (Address of principal executive offices)                   (Zip Code)

Registrant's telephone number, including area code       (313) 556-5000
                                                         --------------

                                      - 1 -
ITEM 5. OTHER EVENTS

     On February 1, 2000, General Motors Corporation (GM) issued a press release
announcing  it will  offer to  repurchase  GM $1-2/3  stock in  exchange  for $8
billion of Class H stock, and make $7 billion in Class H stock  contributions to
benefit plans. Hughes Electronics Corporation (Hughes) issued two press releases
on February 1, 2000.  The first  announced that Hughes will continue to focus on
its delivery of business  objectives and the second announced  Hughes' new board
member, Bernee D.L. Strom. On February 2, 2000, GM announced G. Richard Wagoner,
Jr. as their new Chief Executive Officer. The releases are as follows:

    GM WILL OFFER TO REPURCHASE GM $1-2/3 STOCK IN EXCHANGE FOR $8 BILLION OF
  CLASS H STOCK, AND MAKE $7 BILLION IN CLASS H STOCK CONTRIBUTIONS TO BENEFIT
                                     PLANS

   TRANSACTIONS WILL REDUCE GM'S ECONOMIC INTEREST IN HUGHES TO APPROXIMATELY
        35 PERCENT , AND SIGNIFICANTLY INCREASE EPS FOR GM $1-2/3 STOCK

     DETROIT -- General Motors Corp. (NYSE: GM, GMH) today announced plans for a
broad  restructuring of its economic  interest in Hughes  Electronics  (Hughes),
including an offer to its current shareholders to repurchase GM $1-2/3 par value
common  stock in  exchange  for  approximately  $8  billion of GM Class H common
stock,  and  contributions  of  approximately  $7 billion of Class H stock to GM
benefit plans.

     "The GM Board of Directors  today  authorized  this series of  transactions
that continue GM's efforts to deliver  significant value to its shareholders and
further strengthen the corporation's  financial  position," said GM Chairman and
Chief Executive Officer John F.
Smith, Jr.

 Exchange offer to be made

     GM will offer to exchange  approximately $8 billion of Class H stock for GM
$1-2/3 stock. This exchange would  significantly  reduce the number of shares of
GM $1-2/3 stock outstanding. Specifically, GM will offer to holders of GM $1-2/3
stock an opportunity  to voluntarily  tender any portion of their holdings of GM
$1-2/3 stock in order to acquire Class H stock.  The exchange  generally will be
tax-free to GM and its U.S.  stockholders  for U.S. income tax purposes.  Shares
tendered will be subject to pro-ration if the exchange offer is  oversubscribed.
A Form S-4  registration  statement  detailing  the terms and  conditions of the
proposed  exchange  offer will be filed shortly with the Securities and Exchange
Commission.  GM expects to complete the proposed  transaction  during the second
quarter of this year.  The  per-share  exchange  ratio for the offering  will be
determined  immediately  prior to the  commencement of the offer. No offering of
Class H stock will be made except by means of a prospectus to be included in the
Form S-4 registration statement.

 Contributions to benefit plans

     GM plans to  contribute up to $7 billion of Class H stock to certain of its
benefit plans in the second quarter,  including a significant amount to its U.S.
Hourly-Rate  Employees Pension Plan, and the balance to its voluntary employees'
beneficiary  association (VEBA) trust. The VEBA trust was set up in 1997 to fund
the corporation's other post-retirement  employee benefit (OPEB) obligations for
hourly  employees.  The pension plan  contribution will help to ensure that GM's
U.S.  pension plans remain fully funded on an SFAS-87 basis for the  foreseeable
future.  The  contributions  to the benefit plans,  which are not subject to any
regulatory approvals, will significantly reduce annual pension and OPEB expense,
and will strengthen the company's overall financial position.

                                      - 2 -
     "These actions enable GM to realize $15 billion of the value of Hughes, and
improve GM's financial  flexibility to pursue business and growth initiatives in
our automotive and financial services  businesses," said Smith. "We will improve
net income through reduced pension and OPEB expense while substantially reducing
the number of GM $1-2/3 shares outstanding. This will translate to a significant
increase in GM's earnings per share."

     In connection  with these  transactions,  GM will issue  approximately  $15
billion of Class H stock.  However, the proposed  transactions will not have any
dilutive effect on the earnings per share  attributable to the outstanding Class
H stock.  The issuance of  additional  Class H shares in  connection  with these
transactions  will  substantially  increase  the  liquidity of that stock in the
securities market, which should benefit trading of Class H stock over time.

     Upon completion of a fully subscribed  exchange offer and  contributions to
the benefit plans, GM will retain  approximately  a 35 percent,  or $18 billion,
economic  interest in Hughes (based on yesterday's NYSE closing price of Class H
stock) and Hughes will remain a wholly-owned subsidiary of GM. Consequently,  GM
$1-2/3 common  shareholders would benefit indirectly in any further  improvement
in the Class H stock  price as a result of GM's  retained  economic  interest in
Hughes as well as the Class H stock held by the GM benefit plans.

     GM has no  current  plans or  intention  to  separate  Hughes or any of its
businesses  from GM,  whether  by means of a  spin-off,  split-off  or any other
transaction.  However,  GM will  continue  to  evaluate  what  Hughes  ownership
structure would be optimal for the two companies and GM stockholders.

     GM has the  flexibility  to use the  economic  interest  that it retains in
Hughes in a variety of ways,  including as a currency for  additional  GM $1-2/3
stock  repurchases,  acquisitions,  benefit  plan  contributions,  to raise cash
proceeds  in  a  tax-efficient   manner,   or  to  implement  further  corporate
restructurings.

     The  transactions  will not affect the business  operations of Hughes,  and
GM's  automotive   operations  will  continue  to  have  direct  access  to  the
opportunities   for   strategic   synergies   with   Hughes'   rapidly   growing
communications services businesses.

     "It is  important to retain our  strategic  relationship  with  Hughes.  We
continue to create new  communications  capabilities  and  functionality  in our
vehicles.  Hughes  has  redefined  itself  as  a  premier  provider  of  digital
entertainment  and business  communications,  which  strengthens  its ability to
contribute  to GM's  strategy to grow its  service-oriented  businesses,"  Smith
said.

     GM has repurchased  approximately $9 billion of GM $1-2/3 stock since 1997,
in  addition  to the  significant  reduction  in the number of GM $1-2/3  shares
outstanding  expected to result from the proposed exchange offer.  Moreover,  GM
has distributed  approximately  $12 billion of value to its shareholders as part
of the spin-offs of the Hughes defense  business in 1997 and the Delphi business
in 1999.

     "GM has a strong and  consistent  track  record of  finding  ways to return
value to shareholders,  and that record is being extended through these proposed
transactions," Smith said. "GM will strive to continue to increase earnings with
less  capital  employed.  This  is an  excellent  formula  to  deliver  superior
shareholder returns."

     GM $1-2/3 stock and Class H stock are both common stocks of General Motors.
Class H earnings per share and amounts  available  for payment of dividends  are
determined by the financial  performance of Hughes.  As of year-end 1999,  there
were 137.1  million  shares of Class H  outstanding,  representing  a 32 percent
tracking stock  interest in the earnings of Hughes,  and 617.4 million shares of
GM $1-2/3 stock outstanding.

                                      - 3 -
     Morgan Stanley Dean Witter will act as dealer manager for General Motors in
connection with the exchange  offer.  Hughes will engage Salomon Smith Barney in
connection with the offering.

     In this news release, use of the words anticipate, expect, should, believe,
plan, intensify,  overcome and similar words are associated with forward-looking
statements  that are  inherently  subject to numerous  risks and  uncertainties.
Accordingly,  there  can be no  assurance  that the  results  described  in such
forward-looking statements will be realized. The principal risk factors that may
cause   actual   results  to  differ   materially   from  those   expressed   in
forward-looking  statements  contained  in this news  release are  described  in
various documents filed by GM with the U.S. Securities and Exchange  Commission,
including  GM's Current  Reports on Form 8-K dated April 12, 1999,  and filed on
April 15, 1999, and April 21, 1999.

     We  urge  holders  of GM  $1-2/3  common  stock  to read  the  Registration
Statement on Form S-4,  including the  prospectus,  regarding the exchange offer
referred to above,  when it becomes  available,  as well as the other  documents
which  General  Motors has filed or will file with the  Securities  and Exchange
Commission, because they contain or will contain important information.  Holders
of GM $1-2/3  common  stock may  obtain a free copy of the  prospectus,  when it
becomes  available,   and  other  documents  filed  by  General  Motors  at  the
Commission's  web site at at General  Motors' web site at or from General Motors
by  directing  such  request in  writing  or by  telephone  to:  General  Motors
Corporation, 100 Renaissance Center, Detroit, Michigan 48243-7301, Attention: GM
Investor Relations,  Telephone: (212) 418-6270, Facsimile:  (212)418-3658.  This
communication  shall not constitute an offer to sell or the  solicitation  of an
offer to buy,  nor shall there be any sale of  securities  in any state in which
offer,  solicitation  or  sale  would  be  unlawful  prior  to  registration  or
qualification  under the  securities  laws of any such  state.  No  offering  of
securities  shall  be  made  except  by  means  of  a  prospectus   meeting  the
requirements of Section 10 of the Securities Act of 1933, as amended.  Inquiries
from the  news  media  should  be  directed  to GM  Corporation  Communications:
212-418-6380.

                                      # # #

        Chairman Michael T. Smith Says Company Will Continue Its Focus on
                         Delivery of Business Objectives

     EL SEGUNDO, Calif., Feb. 1, 2000 - The announcement today by General Motors
Corp.  that GM will  restructure  its  economic  interest in Hughes  Electronics
Corporation  will have no impact on Hughes'  current  business  plans, or on its
strategy  to  be  the  world  leader  in  digital   entertainment  and  business
communication  services,  according to Hughes Chairman and CEO Michael T. Smith.
The announced actions by GM would,  however,  provide the flexibility to use the
economic interest that it retains in Hughes in a variety of ways, including as a
currency for additional GM $1-2/3 stock repurchases,  acquisitions, benefit plan
contributions, to raise cash proceeds in a tax-efficient manner, or to implement
further corporate restructuring, Smith noted.

     Smith,  who  on  January  13  announced  the  sale  of  Hughes'   satellite
manufacturing  operations  and a  restructuring  of the company into two sectors
focused on its consumer and business  customer  groups,  emphasized that Hughes'
strategy  would focus on fueling the growth of its  entertainment  and  business
communication  service  businesses,   and  on  the  successful   convergence  of
technologies for both the consumer and business markets.

                                      - 4 -

     "We are focused  entirely on the  execution  and  delivery of our  business
plans," said Smith.  "We believe we can deliver  revenue  growth in excess of 20
percent,  while  accelerating our EBITDA  performance."  EBITDA (earnings before
interest,  taxes,  depreciation and amortization) is the key measurement used by
financial   analysts  to  evaluate  the   performance   of   entertainment   and
communications companies investing heavily in high-growth business activities.

     "Also,  we are  concentrating  on the convergence of  entertainment,  data,
voice, internet,  and other communications on a variety of platforms,  including
television,  desktop computers, mobile telephones,  automobiles,  airplanes, and
others," said Smith.

     "We believe the  combination of delivering on our commitments and long-term
investment will support great value for our shareholders," said Smith.

     The year  2000  holds  many  significant  milestones  for  Hughes.  Content
enhancements of its DIRECTV(R) service, combined with the continuous addition of
local channels in major television markets,  have resulted in greater demand for
DIRECTV,  which is expecting a record year in  subscriber  growth.  Partnerships
with Wink and TiVo, which add interactive  capabilities to DIRECTV service, will
premiere by mid-year.  Also, as part of its previously  announced agreement with
America Online (AOL),  Hughes and AOL will jointly launch a digital  interactive
service, "AOL Plus by DirecPC," this year. Later, as part of the same agreement,
its DIRECTV unit will launch AOL TV, a new content-rich  interactive  service on
the television platform.

     Hughes  also  plans to  launch a total  of five new  satellites  for its 81
percent-owned  satellite communication services unit, PanAmSat. It will increase
its  production of DIRECTV set top boxes to meet the growing  demands of DIRECTV
customers.  Its Latin American DIRECTV partnership,  Galaxy Latin America,  will
focus on maintaining  strong double digit growth in the key consumer  markets of
Brazil,  Argentina and Mexico.  And Hughes Network Systems continues to maintain
more than a 50 percent  market  share in  satellite  based  business-to-business
private  network  communications,  while  at  the  same  time  investing  in the
development  and  deployment of its two-way,  broadband  Spaceway(TM)  system in
2003.

     Hughes Electronics is a unit of General Motors Corporation. The earnings of
Hughes are used to calculate the earnings per share  attributable to the General
Motors Class H common stock (NYSE:GMH)

     NOTE: Hughes  Electronics  Corporation  believes that certain statements in
this press release may constitute  forward-looking statements within the meaning
of The Private Securities Litigation Reform Act of 1995. When used in this press
release,  the  words  "estimate,"  "plan,"  "project,"  "anticipate,"  "expect,"
"intend,"  "outlook,"  "believe," and other similar  expressions are intended to
identify  forward-looking  statements and information.  Actual results of Hughes
may differ materially from anticipated  results as a result of certain risks and
uncertainties,  which  include  but are not  limited to those  associated  with:
economic  conditions;  demand for products and services,  and market acceptance;
government  action;  local  political or economic  developments  in or affecting
countries where we have international  operations;  our ability to obtain export
licenses;  competition;  our ability to achieve cost  reductions;  technological
risks;  our ability to address the year 2000 issue;  interruptions to production
attributable   to  causes   outside  our  control;   limitations  on  access  to
distribution  channels;  the success and  timelines of satellite  launches;  the
in-orbit  performance  of  satellites;  the ability of our  customers  to obtain
financing;  and  our  ability  to  access  capital  to  maintain  our  financial
flexibility. Hughes cautions that these important factors are not exclusive.

                                      - 5 -

     We  urge  holders  of GM  $1-2/3  common  stock  to read  the  Registration
Statement on Form S-4,  including the  prospectus,  regarding the exchange offer
referred to above,  when it becomes  available,  as well as the other  documents
which  General  Motors has filed or will file with the  Securities  and Exchange
Commission, because they contain or will contain important information.  Holders
of GM $1-2/3  common  stock may  obtain a free copy of the  prospectus,  when it
becomes  available,   and  other  documents  filed  by  General  Motors  at  the
Commission's  web site at at General  Motors' web site at or from General Motors
by  directing  such  request in  writing  or by  telephone  to:  General  Motors
Corporation,  100 Renaissance Center, Detroit, Michigan 48243-7301,  [Attention:
GM Investor Relations,  Telephone:  (212) 418-6270,  Facsimile:  (212)418-3658.]
This communication  shall not constitute an offer to sell or the solicitation of
an offer to buy, nor shall there be any sale of securities in any state in which
offer,  solicitation  or  sale  would  be  unlawful  prior  to  registration  or
qualification  under the  securities  laws of any such  state.  No  offering  of
securities  shall  be  made  except  by  means  of  a  prospectus   meeting  the
requirements of Section 10 of the Securities Act of 1933, as amended.  Inquiries
from the  news  media  should  be  directed  to GM  Corporation  Communications:
212-418-6380.

                                      # # #

                     INTERNET EXECUTIVE BERNEE STROM ELECTED
                           TO HUGHES ELECTRONICS BOARD

     EL  SEGUNDO,  Calif.,  Feb.  1,  2000 - Bernee  D.L.  Strom,  president  of
InfoSpace.com Ventures, LLC and former chief executive officer of Priceline.com,
has been elected to the board of directors  of Hughes  Electronics  Corporation.
Strom's  appointment  is the  continuation  of Hughes'  strategy  to broaden the
expertise  of its  board  by  adding  independent  members  with  knowledge  and
experience directly related to Hughes' future markets and growth opportunities.

     "Bernee Strom brings a wealth of information on managing  Internet  content
and  e-commerce to Hughes at a time when Hughes is focusing its resources on the
growth of its services  businesses,"  said Michael T. Smith,  chairman and chief
executive officer of Hughes.  "Hughes is the world's leading provider of digital
entertainment  and  information,  and Bernee's  insight into the rapidly growing
Internet  market will be valued as Hughes rolls out the  interactive  DIRECTV(R)
and consumer  DirecPC(R)  products it is introducing  with America  Online,  and
develops future broadband opportunities."

     Strom was elected to the board on Monday,  bringing the membership to nine.
The board  includes one member of Hughes  management,  three  members of General
Motors  management,  three  members who are also outside GM  directors,  and two
independent, non-affiliated members.

     Hughes in October elected Alfred C. Sikes,  president of Hearst Interactive
Media and former chairman of the Federal Communications Commission (FCC), to its
board.

     Ms. Strom,  51, was named  president of  InfoSpace.com  Ventures in January
after having served as president and chief operating  officer of  InfoSpace.com,
Inc.  since  November  1998.  She remains a member of the board of  directors of
InfoSpace.com,  a leading  global  provider of  infrastructure  services for Web
sites, merchants and wireless devices.

     Ms. Strom from July 1997 to December  1998 served on the board of directors
of Walker  Digital,  an intellectual  property studio that invents,  patents and
licenses  processes,  systems and  technologies  that leverage  larger  existing
marketing  systems.  She served as the  founding CEO of Walker  Digital's  first
spin-out Internet commerce company, Priceline.com.

                                      - 6 -

     Prior to joining Walker, Ms. Strom was president and CEO of U.S.A.  Digital
Radio,  which is developing a technology to serve as a worldwide standard for AM
and FM digital radio  broadcasting.  She also is a founder and shareholder,  and
was a principal, of the Gemstar International Group Ltd., which invented the VCR
Plus+  Instant  Programmer.   Ms.  Strom  was  responsible  for  developing  and
implementing the business strategy and marketing for the products worldwide.

     Ms.  Strom was  founder,  president  and CEO of MBS  Technologies,  Inc., a
computer software company that published the FileRunner  program,  and served as
chairman of Quantum Development Corporation,  a software company specializing in
business analysis and optimization applications.

     Since 1990, Ms. Strom has served as managing partner of the Strom Group, an
investment, management consulting and business advisory firm that specializes in
the startup of new firms, especially in high technology.

     A graduate  of New York  University  with a  bachelor's  degree,  summa cum
laude,  in mathematics  and history,  Ms. Strom also earned a master's degree in
mathematics and mathematics education from New York University,  and received an
MBA with highest honors in finance from the Anderson School at the University of
California, Los Angeles.

     Ms.  Strom,  who served as a former  senior  executive  at the Los  Angeles
Herald Examiner and a senior management consultant at Deloitte, Haskins & Sells,
is on the  boards  of  directors  of  Polaroid  Corporation,  InfoSpace.com  and
ImageX.com.

     She is on the board of  advisors  of the J.L.  Kellogg  Graduate  School of
Management of Northwestern  University,  and is a trustee of the National Public
Radio Foundation.

     Hughes Electronics is a unit of General Motors Corporation. The earnings of
Hughes are used to calculate the earnings per share  attributable to the General
Motors Class H common stock (NYSE:GMH).

                                      # # #

                     GM BOARD ANNOUNCES MANAGEMENT CHANGES;
                 WAGONER ELECTED CEO, SMITH REMAINS AS CHAIRMAN

     DETROIT -- The General  Motors  Board of  Directors  has elected G. Richard
Wagoner, Jr., 46, chief executive officer and president, effective June 1, 2000.
Currently,  he is president and chief  operating  officer.  In his new capacity,
Wagoner has  responsibility  for the  strategic  and  operational  leadership of
General Motors.

     John F. Smith,  Jr., 61,  currently  chairman and chief executive  officer,
will  continue  as  chairman  and  maintain  his  key  role of  building  strong
relationships with GM's business  partners,  unions,  dealers,  with governments
around  the world and with  external  business  groups.  He will also act as the
primary interface between the Board of Directors and GM management.

     "Everyone  at  General  Motors  has a  deep  sense  of  gratitude  for  the
tremendous  leadership  Jack Smith has provided since he was named CEO in 1992,"
Wagoner  said.  "Having  Jack's  continuing  leadership  counsel  and  years  of
experience  at hand will be an  invaluable  strategic  advantage for us as we go
forward."

     Harry J. Pearce, 58, vice chairman, will continue in that position and will
continue   to  provide   oversight   for  Hughes   Electronics.   He   maintains
responsibility for Allison  Transmission  Division,  GM Electro-Motive Group and
its Defense  Operations.  He will also continue to be responsible for GM's focus
on advanced vehicle  technology,  safety,  the environment and key public policy
issues.

                                      - 7 -

     Wagoner,  Pearce and  Thomas A.  Gottschalk,  GM's  general  counsel,  will
continue to report to Smith. Smith, Wagoner and Pearce continue as GM directors.

     In  addition to the four  regional  automotive  presidents  and key "global
process leaders" (for such enterprise activities as engineering,  manufacturing,
purchasing and human  resources)  who already  report to Wagoner,  the Company's
chief financial officer and General Motors Acceptance Corp. will be realigned to
report to him as well. These latter organizations previously reported to Smith.

     In communications  to employees earlier this morning,  Smith said that this
action was part of the Board's continuing  succession planning activity and that
it will maintain continuity at the senior-most executive level and further build
on the momentum General Motors has generated over the past several years.

     "We have a lot of momentum  right now," Smith said.  "I'm proud of the work
we've accomplished,  but even more important, I'm excited about the potential we
have as a company going forward.

     "Rick has been  instrumental  in  putting  together  a  winning  automotive
strategy,  one  based  on  operating  as  one  company  worldwide,  getting  our
organization to aggressively pursue stretch targets, moving with a greater sense
of urgency and enhancing  our focus  globally on product,"  Smith said.  "Rick's
being  elected  chief  executive  officer  is not  only a reward  for what  he's
accomplished,  but is a vote of  confidence  that he can take GM to even greater
heights in terms of products, services and shareholder value."

     "While it's  gratifying  to have Jack's and the  Board's  confidence,  it's
clear that winning in today's competitive global auto industry is a team sport,"
Wagoner said.  "The progress we've made at GM in recent years is the result of a
lot of great  people  working  together  with a focus  on  winning.  And  that's
certainly what we'll need in the future as well.

     "I'm very pleased that the Board is keeping the leadership  team in place,"
Wagoner added.  "Jack,  Harry and I, along with our leadership group at GM, work
well together.  Under Jack's  leadership,  we've accomplished a great deal since
the trying days of 1992, and, given Jack's  example,  we know that together with
our  employees,  unions,  dealers,  suppliers  and all the other  members of the
worldwide GM team, we can accomplish even more - a lot more."

     "I fully  support  the  Board's  decision,"  Pearce  commented.  "Rick is a
talented  executive  with a broad range of  experience.  We have worked  closely
these last eight years,  and will continue to going  forward.  We share a common
vision,  with Jack, on where we want to take GM. We're ready for the  challenges
and opportunities that lie before us."

BIOGRAPHIES
                               JOHN F. SMITH, JR.
                        CHAIRMAN, CHIEF EXECUTIVE OFFICER
                              GENERAL MOTORS CORP.

John F. "Jack"  Smith,  Jr.,  became  chairman of  the  General  Motors  Corp.
board of directors in January  1996. He has been chief  executive  officer since
November 1992.

Effective  June 1,  Smith  will no longer  have CEO  responsibilities,  but will
remain chairman.  Smith had served as president from April 1992 to October 1998,
and as president and chief operating officer from April 1992 to November 1992.

From Aug. 1, 1990,  to April 6, 1992,  Smith served as vice  chairman of GM with
responsibility  for international  operations.  He previously had been executive
vice president in charge of GM's international operations since June 1988.

                                      - 8 -

Smith was born April 6, 1938,  in Worcester,  Mass.  He received his  bachelor's
degree in business  administration from the University of Massachusetts in 1960,
and a master's degree in business administration from Boston University in 1965.

Smith  joined  General  Motors in 1961 at the Fisher  Body plant in  Framingham,
Mass. He transferred  to the New York  financial  staff in 1966 and was named an
assistant  treasurer  in  September  1974.  In  February  1976,  he was named an
assistant comptroller on the financial staff in Detroit.

On Aug. 1, 1980, he was named comptroller.   He  became  director  of  worldwide
product  planning in Detroit on Feb. 1, 1982.  He was  appointed  president  and
general manager of General Motors of Canada Ltd. and a GM vice president on Jan.
9, 1984.  On Feb.  1,  1986,  Smith was named  executive  vice  president  of GM
Europe-Passenger  Cars,  in  charge  of  operations  and  engineering,  and  was
appointed president of GM Europe on April 1, 1987.

Smith is a member of the  Procter & Gamble  Co.  board of  directors  as well as
chairman of the Economic Club of Detroit,  chairman of Catalyst, and co-chairman
of the Business Roundtable. He is also a director of Detroit Renaissance and the
U.S.-Japan  Business  Council.  He also  serves on the board of  trustees of the
United Way of Southeastern Michigan.

Smith is a member of the American  Society of Corporate  Executives,  The Nature
Conservancy board of directors and the Business Council.  He is president of the
Beta Gamma Sigma's  Director's  Table,  a member of the  Chancellor's  Executive
Committee  of the  University  of  Massachusetts,  and a member  of the board of
trustees at Boston  University.  He has been awarded  honorary  doctoral degrees
from  those  universities  as  well  as  Providence   College,   Michigan  State
University, Kettering University and Holy Cross College.

                                 HARRY J. PEARCE
                                  VICE CHAIRMAN
                              GENERAL MOTORS CORP.

Harry J. Pearce was elected a member of the General  Motors Corp.  board of
directors and became vice chairman on Jan. 1, 1996.

Pearce had been an  executive  vice  president  since Nov. 2, 1992.  He provides
oversight for Hughes Electronics and has responsibility for Allison Transmission
Division, GM Electro-Motive Group and its Defense Operations. He continues to be
responsible  for  GM's  focus  on  advanced  vehicle  technology,   safety,  the
environment and key public policy issues.

Pearce  joined  General  Motors as associate  general  counsel in October  1985,
assuming  responsibility  for all product  litigation  and product safety issues
worldwide. He served as general counsel with responsibility for GM's legal staff
from May 1987 to August 1994.

Prior to joining  GM,  Pearce had been a senior  partner in the firm of Pearce &
Durick  of  Bismarck,  N.D.  In  that  capacity,  he  represented  GM and  other
industrial  companies nationwide in a variety of product liability cases over 15
years.

Pearce was born Aug. 20, 1942, in Bismarck.  He received a bachelor's  degree in
engineering  sciences from the United  States Air Force Academy in 1964,  and in
1967 he earned  his law degree  from  Northwestern  University's  School of Law,
where he was a Hardy Scholar.

During his Air Force  career,  Pearce  served as a staff judge  advocate and was
certified as a military  judge.  On his return to civilian life, he joined a law
firm in  Bismarck.  He was a  municipal  judge  there from 1970 to 1976 and also
served as United States commissioner and U.S. magistrate.

                                      - 9 -

Pearce also is a member of the board of directors of Hughes Electronics, General
Motors Acceptance Corp.  (GMAC),  Marriott  International  Inc., the Alliance of
Automobile Manufacturers, Economic Strategy Institute, Theodore Roosevelt Medora
Foundation, MDU Resources Group Inc., National Defense University Foundation and
the Detroit Investment Fund. He also is a member of the U.S. Air Force Academy's
board of visitors and chairman of the U.S. Air Force Academy's Sabre Society.

Pearce  is  a  fellow  in  the  American   College  of  Trial  Lawyers  and  the
International  Society of  Barristers.  He is chairman of the Product  Liability
Advisory  Council  Foundation  and a  founding  member of the  Minority  Counsel
Demonstration   Program  of  the  American  Bar   Association's   Commission  on
Opportunities for Minorities in the Profession.

Pearce is a member of the American Law  Institute,  the  President's  Council on
Sustainable Development, the World Business Council for Sustainable Development,
and the Mentor Group's Forum for U.S.-European Union Legal-Economic  Affairs. He
also  serves on The  Conference  Board,  the  Network of  Employers  for Traffic
Safety's Leadership Council and the World Economic Forum's Council of Innovative
Leaders in  Globalization.  He is a member of Northwestern  University School of
Law's Law Board, and a trustee of Howard  University,  the United States Council
for International Business and New Detroit Inc.

                             G. RICHARD WAGONER, JR.
              NAMED CHIEF EXECUTIVE OFFICER OF GENERAL MOTORS CORP.

G. Richard Wagoner,  Jr., was elected  president and chief operating  officer of
General  Motors  Corp.  and a member of GM's board of directors on Oct. 5, 1998.
Effective June 1, Wagoner will take on the additional  responsibilities of chief
executive officer.

Wagoner,  who leads GM's  unified  global  Automotive  Operations  and serves as
chairman of GM's Automotive  Strategy  Board,  had served as a GM executive vice
president and president of GM's North American Operations since 1994.

Born in Wilmington,  Del., on Feb. 9, 1953, and raised in Richmond, Va., Wagoner
received a bachelor's  degree in economics  from Duke  University  in 1975 and a
master's degree in business administration from Harvard University in 1977.

Wagoner began his GM career in 1977 as an analyst in the  Treasurer's  Office in
New York.  While there, he held several  positions,  including  manager of Latin
American financing, director of Canadian and overseas borrowing, and director of
capital analysis and investment.

In 1981,  Wagoner became  treasurer of General Motors do Brasil in Sao Paulo. In
1984, he became  executive  director of finance for that unit. He moved to GM of
Canada Ltd. in 1987 as vice president and finance  manager.  In October 1988, he
became   group   director,   strategic   business   planning   for  the   former
Chevrolet-Pontiac-GM of Canada Group.

Wagoner served as vice president in charge of finance for General Motors Europe,
based in Zurich,  from June 1989 to July 1991,  when he was named  president and
managing director of General Motors do Brasil.

Wagoner was elected  executive vice president and chief financial  officer of GM
in  November  1992,  and  also had  direct  responsibility  for  GM's  Worldwide
Purchasing Group from April 1993 to July 1994.

                                      # # #

Note to Editors:  Complete  press  releases  and  photography  available  on the
Internet at GM Media Online (http://media.gm.com). Photography is also available
through Wieck Photo Database at 972-392-0888.
                                     - 10 -

                                    SIGNATURE

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                                            GENERAL MOTORS CORPORATION
                                            --------------------------
                                                    (Registrant)
Date    February 2, 2000
        -----------------
                                       By
                                            s/Peter R. Bible
                                            -------------------------------
                                            (Peter R. Bible,
                                             Chief Accounting Officer)

                                     - 11 -