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 9, 1998
                                  ----------------




                           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.)




   100 Renaissance Center, Detroit, Michigan                 48243-7301
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 9, 1998, and February 10, 1998,  General Motors Corporation
(GM) issued the following news releases  regarding the  announcement of a new $4
billion stock repurchase program and the establishment of voting and liquidation
rights for Class H common stock, which was recapitalized on December 17, 1997.

       GM BOARD APPROVES NEW $4 BILLION STOCK REPURCHASE PROGRAM

      DETROIT  --  Reaffirming  its  commitment  to  return  enhanced  value  to
stockholders,  the General  Motors Board of Directors  today  announced a new $4
billion stock  repurchase  program.  Upon  completion of this program,  GM stock
repurchases since January 1997 will total $9 billion.

      "GM's strong cash position and our  expectations for future cash flow make
it possible for us to return cash directly to  stockholders  in an effective and
timely manner," said GM Chairman,  Chief Executive Officer and President John F.
Smith,   Jr.  "At  the  current  stock  price,   we  firmly   believe  that  our
stock-repurchase programs are the best way to return cash to GM stockholders."

      The stock  repurchases  will be made over a  12-month  period  principally
through open market  transactions,  and would  represent about 10 percent of the
outstanding  shares of GM $1-2/3  par value  common  stock,  based on the NYSE's
closing price on Friday,  February 6, 1998,  of $60.56 per share.  The new stock
repurchase  program is expected to begin in  mid-March,  upon  completion of the
current program.

      GM  initiated  two stock  repurchase  programs in 1997.  The initial  $2.5
billion  program,  which began in January 1997, was completed in six months.  In
August, GM began repurchasing shares in a second $2.5 billion program. At year's
end, GM was 50 percent  complete with the second  program and had  repurchased a
total  of $3.8  billion  or 63.5  million  shares  under  the  stock  repurchase
programs,  principally through open market transactions. The number of GM $1-2/3
common stock shares  outstanding  at the close of 1997 was 692.5  million,  down
from 756 million shares at the end of 1996.

      GM also  repurchases  stock in order to meet the needs of employee benefit
programs  and the  exercise  of stock  options.  The  stock  repurchase  program
announced  today (as well as previously  announced  programs) are in addition to
those intended for employee benefit and stock option programs.

      "The size and pace of GM's repurchase  programs -- $9 billion in just over
two years -- underscores our commitment to enhancing  stockholder  value," Smith
stressed.  "Taken  together,  these  programs  will  reduce the total  number of
outstanding shares by about 20 percent."

      The GM Board today also declared a quarterly  dividend on GM $1-2/3 common
stock of $0.50 per share.  The dividend is payable March 10, 1998, to holders of
record as of Feb. 19, 1998.  The  dividend  rate is unchanged  from the previous
quarter. The GM Board will continue to review periodically the dividend rate.

                                 - 2 -

      "GM has a philosophy  of  consistently  returning  cash to  shareholders,"
Smith said. "Our stock repurchase programs,  combined with our current dividend,
provide stockholders with both immediate and longer-term enhanced value."


      With respect to GM Class H common stock,  the GM Board has determined that
it will not pay any cash  dividends  at this time in order to allow the earnings
of Hughes  Electronics to be retained for  investment in its  telecommunications
business.

      The GM Board also declared the following  quarterly  dividends:  $0.570313
per GM Series B depositary share; $0.495 per Series D depositary;  and $0.57 per
GM Series G  depositary  share.  These  dividends  are payable  May 1, 1998,  to
holders of record on April 6, 1998.


                                    # # #


      GM SETS VOTING AND LIQUIDATION RIGHTS FOR NEW CLASS H COMMON STOCK

      NEW YORK -- General Motors  Corporation  (NYSE:  GM, GMH) today  announced
voting and liquidation rights for its new GM Class H common stock.

      Voting and liquidation  rights of the new Class H common stock will be 0.6
votes per share and 0.6  liquidation  units per share  compared to 0.5 votes per
share and 0.5 liquidation units per share of the former Class H common stock.

      GM  completed  a  strategic   restructuring  of  its  Hughes   Electronics
subsidiary,  including the spin-off and merger of its defense  electronics  unit
with  Raytheon  Company  and the  transfer of Delco  Electronics  to GM's Delphi
Automotive   Systems,   on  Dec.  17,  1997.  Under  the  terms  of  the  Hughes
transactions, the voting and liquidation rights of GM's new Class H common stock
were to be established in accordance with a specified  formula.  The formula was
based upon the relative  market value of GM's new Class H common stock  compared
to the  market  value of the GM $1-2/3  par  value  common  stock  over a 20-day
trading period, which concluded on Feb. 2, 1998.

      The voting and liquidation  rights of GM $1-2/3 common stock will continue
to be one vote per share and one  liquidation  unit per share as it was prior to
the Hughes transactions.



                                 * * * * * *












                                    - 3 -



                                   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 10, 1998
        -----------------
                                        By
                                            s/Peter R. Bible
                                            -------------------------------
                                            (Peter R. Bible,
                                             Chief Accounting Officer)















































                                    - 4 -
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{"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": "98528820"}, "business-address": {"street1": "100 RENAISSANCE CTR", "street2": "3044 W GRAND BLVD", "city": "DETROIT", "state": "MI", "zip": "48243-7301", "phone": "3135565000"}}
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 9, 1998
                                  ----------------

                           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.)

   100 Renaissance Center, Detroit, Michigan                 48243-7301
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 9, 1998, and February 10, 1998,  General Motors Corporation
(GM) issued the following news releases  regarding the  announcement of a new $4
billion stock repurchase program and the establishment of voting and liquidation
rights for Class H common stock, which was recapitalized on December 17, 1997.

       GM BOARD APPROVES NEW $4 BILLION STOCK REPURCHASE PROGRAM

      DETROIT  --  Reaffirming  its  commitment  to  return  enhanced  value  to
stockholders,  the General  Motors Board of Directors  today  announced a new $4
billion stock  repurchase  program.  Upon  completion of this program,  GM stock
repurchases since January 1997 will total $9 billion.

      "GM's strong cash position and our  expectations for future cash flow make
it possible for us to return cash directly to  stockholders  in an effective and
timely manner," said GM Chairman,  Chief Executive Officer and President John F.
Smith,   Jr.  "At  the  current  stock  price,   we  firmly   believe  that  our
stock-repurchase programs are the best way to return cash to GM stockholders."

      The stock  repurchases  will be made over a  12-month  period  principally
through open market  transactions,  and would  represent about 10 percent of the
outstanding  shares of GM $1-2/3  par value  common  stock,  based on the NYSE's
closing price on Friday,  February 6, 1998,  of $60.56 per share.  The new stock
repurchase  program is expected to begin in  mid-March,  upon  completion of the
current program.

      GM  initiated  two stock  repurchase  programs in 1997.  The initial  $2.5
billion  program,  which began in January 1997, was completed in six months.  In
August, GM began repurchasing shares in a second $2.5 billion program. At year's
end, GM was 50 percent  complete with the second  program and had  repurchased a
total  of $3.8  billion  or 63.5  million  shares  under  the  stock  repurchase
programs,  principally through open market transactions. The number of GM $1-2/3
common stock shares  outstanding  at the close of 1997 was 692.5  million,  down
from 756 million shares at the end of 1996.

      GM also  repurchases  stock in order to meet the needs of employee benefit
programs  and the  exercise  of stock  options.  The  stock  repurchase  program
announced  today (as well as previously  announced  programs) are in addition to
those intended for employee benefit and stock option programs.

      "The size and pace of GM's repurchase  programs -- $9 billion in just over
two years -- underscores our commitment to enhancing  stockholder  value," Smith
stressed.  "Taken  together,  these  programs  will  reduce the total  number of
outstanding shares by about 20 percent."

      The GM Board today also declared a quarterly  dividend on GM $1-2/3 common
stock of $0.50 per share.  The dividend is payable March 10, 1998, to holders of
record as of Feb. 19, 1998.  The  dividend  rate is unchanged  from the previous
quarter. The GM Board will continue to review periodically the dividend rate.

                                 - 2 -

      "GM has a philosophy  of  consistently  returning  cash to  shareholders,"
Smith said. "Our stock repurchase programs,  combined with our current dividend,
provide stockholders with both immediate and longer-term enhanced value."

      With respect to GM Class H common stock,  the GM Board has determined that
it will not pay any cash  dividends  at this time in order to allow the earnings
of Hughes  Electronics to be retained for  investment in its  telecommunications
business.

      The GM Board also declared the following  quarterly  dividends:  $0.570313
per GM Series B depositary share; $0.495 per Series D depositary;  and $0.57 per
GM Series G  depositary  share.  These  dividends  are payable  May 1, 1998,  to
holders of record on April 6, 1998.

                                    # # #

      GM SETS VOTING AND LIQUIDATION RIGHTS FOR NEW CLASS H COMMON STOCK

      NEW YORK -- General Motors  Corporation  (NYSE:  GM, GMH) today  announced
voting and liquidation rights for its new GM Class H common stock.

      Voting and liquidation  rights of the new Class H common stock will be 0.6
votes per share and 0.6  liquidation  units per share  compared to 0.5 votes per
share and 0.5 liquidation units per share of the former Class H common stock.

      GM  completed  a  strategic   restructuring  of  its  Hughes   Electronics
subsidiary,  including the spin-off and merger of its defense  electronics  unit
with  Raytheon  Company  and the  transfer of Delco  Electronics  to GM's Delphi
Automotive   Systems,   on  Dec.  17,  1997.  Under  the  terms  of  the  Hughes
transactions, the voting and liquidation rights of GM's new Class H common stock
were to be established in accordance with a specified  formula.  The formula was
based upon the relative  market value of GM's new Class H common stock  compared
to the  market  value of the GM $1-2/3  par  value  common  stock  over a 20-day
trading period, which concluded on Feb. 2, 1998.

      The voting and liquidation  rights of GM $1-2/3 common stock will continue
to be one vote per share and one  liquidation  unit per share as it was prior to
the Hughes transactions.

                                 * * * * * *

                                    - 3 -

                                   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 10, 1998
        -----------------
                                        By
                                            s/Peter R. Bible
                                            -------------------------------
                                            (Peter R. Bible,
                                             Chief Accounting Officer)

                                    - 4 -