GM Reports Third Quarter Net Income of $425 Million, or $0.79 Per Share

Adjusted net income $448 million, or $0.80 per share, excluding Hughes

Automotive operations profitable, global market share up in third quarter

Substantial contributions, strong asset returns bolster U.S. pension plans

    DETROIT, Oct. 15 -- General Motors Corp. (NYSE: GM, GMH) today reported net income of 
$425 million, or $0.79 per diluted share of GM's $1-2/3 par value common stock, in the third quarter of 2003, 
compared with a net loss of $804 million, or $1.42 a share, in the third quarter of 2002.  Total net sales and revenues 
increased 5.4 percent to $45.9 billion.
    GM's adjusted income, which excludes results from Hughes, totaled $448 million, or $0.80 per share, in the third 
quarter of 2003.  GM's adjusted net income in the third quarter of 2002, excluding special items and Hughes, totaled 
$696 million, or $1.24 per share.  The third-quarter-2002 results included special items totaling an unfavorable $1.42 
billion, or $2.62 per share.  There were no special items in the third quarter of 2003.
    "On balance, General Motors posted solid business results despite ongoing pricing pressure, lower production 
volumes and increased pension and health care costs," said GM Chairman and Chief Executive Officer Rick 
Wagoner.  "And the accelerating U.S. economy and the enthusiastic response to our new products give us reason for 
optimism as we look forward."

GM AUTOMOTIVE OPERATIONS

    GM's global automotive operations earned $34 million in the third quarter of 2003, compared with $368 million in 
the year-ago quarter.  GM North America, GM Europe and GM Asia Pacific each reported market-share gains during 
the third quarter.  GM's global market share rose to 15.2 percent in the third quarter of 2003 from 15.1 percent in the 
third quarter of 2002.
    Net income at GM North America (GMNA) totaled $128 million versus $533 million in the third quarter of 2002.  
Improvements in sales mix, material-cost performance, and productivity were offset by a production decline of 
nearly 5 percent, intense pricing pressure and increased pension and health care expense, versus the year-ago period.  
The results were also affected by a $55 million favorable adjustment in GMNA's recall reserves, reflecting reduced 
costs associated with previously announced vehicle-recall programs, and a $27 million unfavorable adjustment for 
the adoption of a new accounting interpretation, FIN 46, which relates to the consolidation of variable interest 
entities.
    GM's U.S. market share rose to 28.7 percent in the quarter, compared with 28.0 percent in the same period last 
year and 27.9 percent in the second quarter of 2003.
    GM continued to set numerous sales records during the third quarter.  In the United States, GM established a new 
industry sales record for total trucks, sport utilities, and full-sized pickups.  Through the first nine months of 2003, 
GM sold 920,573 sport-utility vehicles, more than any other manufacturer has previously sold in a full calendar year.  
Chevrolet continued to make progress with sales rising 10 percent in the third quarter, and Cadillac is on pace to 
surpass 200,000 annual vehicle sales for the first time since 1994.
    "We expect that our sales momentum will continue to build, based on great new vehicles that are just arriving in 
dealers' showrooms now such as the Chevrolet Malibu and SSR, Cadillac XLR and SRX, and the Buick Rainier," 
Wagoner said.  "In addition, we will launch 17 more new car and truck models over the next year."
    During the quarter GM reached an agreement with the United Auto Workers on a new four-year contract.
    "We believe this agreement very effectively addresses the needs of our represented employees and the requirement 
that we continue to improve our competitive position.  Our close collaboration with the UAW remains an important 
aspect of our steady improvement in quality and productivity," Wagoner said.
    GM Europe (GME) reported a loss of $152 million in the third quarter of 2003, an improvement from the $180 
million loss in the year-ago period.  Continued progress in GME's cost-reduction efforts were partially offset by 
unfavorable currency-exchange rates.
    "Our market share in Europe has improved for the fourth consecutive quarter.  We expect this to continue as we 
launch new products, such as the highly anticipated Opel Astra, early next year," Wagoner said.
    GM Asia-Pacific reported a profit of $162 million in the third quarter of 2003 compared with earnings of $76 
million a year ago, led by continued strong performance at Shanghai GM and improved equity earnings from GM's 
Japanese automotive alliances.  GM Asia-Pacific wholesale vehicle sales rose 10 percent in the third quarter, led by 
record sales in China.
    "Our results in Asia were very encouraging.  We are well positioned to participate in the continued growth in the 
region as a result of our joint ventures in China and South Korea," Wagoner said.
    GM Latin America/Africa/Mid-East reported a loss of $104 million in the third quarter of 2003 compared with a 
loss of $61 million a year ago.  Results were negatively affected by unfavorable economic and market conditions in 
Brazil and lower sales in Venezuela.

GMAC

    GMAC reported earnings of $630 million, up more than 30 percent from the $476 million earned in the third 
quarter of 2002.  Financing operations remained strong as lower credit provisions more than offset narrower net-
interest margins.  Results from insurance operations more than doubled compared to the prior year, when earnings 
were adversely affected by the write-down of certain investment securities.  Mortgage operations generated the 
biggest year-over-year improvement reflecting higher origination and securitization volumes in both the residential 
and commercial mortgage sectors.
    "Once again, GMAC turned in an outstanding performance," Wagoner said.  "GMAC is firing on all cylinders, 
with all three business sectors contributing to a record third quarter."

HUGHES

    Hughes reported a loss of $23 million in the third quarter of 2003, compared with a loss of $81 million in the year 
ago period.  Revenue rose to $2.6 billion in the third quarter of 2003, up from $2.2 billion in the same quarter last 
year, led by the growing subscriber base of DIRECTV.  Total DIRECTV U.S. subscriptions increased approximately 
326,000 from the third
quarter of 2002 to 11.9 million.
    Earlier this month, GM stockholders voted to approve transactions that would result in the split off of Hughes and 
the acquisition of 34 percent of Hughes common stock by News Corp. (NYSE: NWS, NWS.A).  In September, GM 
received a private-letter ruling from the Internal Revenue Service confirming that the distribution of Hughes 
common stock to the holders of GM Class H common stock would be tax-free to GM and its Class H stockholders 
for U.S. 
federal income-tax purposes.  The transactions remain subject to certain regulatory clearances, including antitrust 
clearance from the U.S. Department of Justice and action by the U.S. Federal Communications Commission.  GM 
expects to complete the transactions in late 2003 or early 2004.

CASH AND PENSION UPDATE

    Automotive cash, marketable securities, and assets of the VEBA trust invested in short-term fixed-income 
securities totaled $29.3 billion at 
Sept. 30, 2003, excluding financing and insurance operations and Hughes, compared with $23.7 billion on June 30, 
2003.
    GM contributed $5.5 billion to its U.S. pension plans in September and another $8.0 billion in early October, 
bringing its year-to-date contributions to $14.4 billion.  In addition, GM contributed $3 billion to the VEBA trust for 
retiree-health-care benefits in the third quarter.
    As a result of the contributions, GM now expects 2003 pretax pension expense will be approximately $2.6 billion, 
down from the previous estimate of $2.8 billion.  For 2004, GM expects pretax pension expense to decline by at 
least $500 million to $2.1 billion or less.  However, this reduction in pension expense will be largely offset by higher 
interest expense related to the recent global debt offerings.
    Through the end of the third quarter, GM's pension-plan assets earned a return of 14 percent.  If asset returns 
remain at or above these levels for the remainder of 2003, the funded status of GM's U.S. hourly and salaried 
pension plans would improve dramatically by the end of the year and, with additional contributions, could approach 
a fully funded position in the near
term. 
                                
LOOKING AHEAD

    General Motors said the U.S. vehicle market continues to be strong.  GM expects auto industry sales of 
approximately 16.9 million units in 2003.  GM is forecasting North American production of about 1.35 million 
vehicles in the fourth quarter of 2003, which would bring total 2003-calendar-year production
volume to approximately 5.4 million vehicles.
    GM expects to earn approximately $1.00 per share, excluding Hughes and any special items, in the fourth quarter 
of 2003.  As a result, GM said it would exceed its original 2003-calendar-year earnings target of $5.00 per share, 
excluding special items and Hughes.
    GM financial results described throughout this release exclude special items unless otherwise noted.  See 
Highlights for reconciliation of adjusted results to results based on Generally Accepted Accounting Principles 
(GAAP).
                                
    In this press release and related comments by General Motors management, our use of the words "expect," 
"anticipate," "estimate," "forecast," "objective," "plan," "goal," "target," and similar expressions is intended to 
identify forward looking statements.  While these statements represent our current judgment on what the future may 
hold, and we believe these judgments are reasonable, actual results may differ materially due to numerous important 
factors that are described in GM's most recent report on SEC Form 10-K (at page II-18) which may be revised or 
supplemented in subsequent reports on SEC Forms 10-Q and 8-K.  Such factors include, among others, the 
following: changes in economic conditions, currency exchange rates or political stability; shortages of fuel, labor 
strikes or work stoppages; market acceptance of the corporation's new products; significant changes in the 
competitive environment; changes in laws, regulations and tax rates; and, the ability of the corporation to achieve 
reductions in cost and employment levels to realize production efficiencies and implement capital expenditures at
levels and times planned by management.
    In connection with the proposed transactions, on August 21, 2003, General Motors Corporation ("GM"), Hughes 
Electronics Corporation ("Hughes") and The News Corporation Limited ("News Corporation") filed definitive 
materials with the Securities and Exchange Commission ("SEC"), including a Definitive Consent Solicitation 
Statement of GM on Schedule 14A, a Registration Statement of
Hughes on Form S-4 and a Registration Statement of News Corporation on 
Form F-4 that contain a consent solicitation statement of GM, a prospectus of Hughes and a prospectus of News 
Corporation.  Investors and security holders are urged to read these materials, as well as any other relevant 
documents filed or that will be filed with the SEC, as they become available, because these documents contain or 
will contain important information.  These materials and other relevant materials (when they become available) and 
any other documents filed by GM, Hughes or News Corporation with the SEC, may be obtained for free at the SEC's 
website, www.sec.gov .  In addition, the definitive materials contain information about how to obtain transaction-
related documents for free from GM.
    This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor 
shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful 
prior to registration or qualification under the securities laws of any such jurisdiction.  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.
    Materials included in this document contain "forward-looking statements" within the meaning of the Private 
Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, 
uncertainties and other factors that could cause actual results to be materially different from historical results or from 
any future results expressed or implied by such forward-looking statements.  The factors that could cause actual 
results of GM, Hughes and/or News Corporation to differ materially, many of which are beyond the control of GM, 
Hughes or News Corporation include, but are not limited to, the following: (1) operating costs, customer loss and 
business
disruption, including, without limitation, difficulties in maintaining relationships with employees, customers, clients 
or suppliers, which may be greater than expected following the transaction; (2) the regulatory approvals required for 
the transaction may not be obtained on the terms expected or on the anticipated schedule; (3) the effects of 
legislative and regulatory changes; (4) an inability to retain necessary authorizations from the FCC; 
(5) an increase in competition from cable as a result of digital cable or otherwise, direct broadcast satellite, other 
satellite system operators, and other providers of subscription television services; (6) the introduction of new 
technologies and competitors into the subscription television business; (7) changes in labor, programming, 
equipment and capital costs; (8) future acquisitions, strategic partnerships and divestitures and the ability to access 
capital to maintain financial flexibility; (9) general business and economic conditions; and (10) other risks described 
from time to time in
periodic reports filed by GM, Hughes or News Corporation with the SEC.  Those other risks relating to Hughes 
include, but are not limited to, the uncertainties regarding the operations of DIRECTV Latin America, LLC, Hughes' 
75% owned subsidiary, which is currently operating under Chapter 11 bankruptcy proceedings, and the performance 
of its satellites.  You are urged to consider
statements that include the words "may," "will," "would," "could," "should," "believes," "estimates," "projects," 
"potential," "expects," "plans," "anticipates," "intends," "continues," "forecast," "designed," "goal,"  "outlook," 
"objectives," "strategy," "target," or the negative of those words or other comparable words to be uncertain and 
forward-looking.  This cautionary statement applies to all forward-looking statements included in this document.

                                                

                           General Motors Corporation
                        List of Special Items - After Tax
                 (dollars in millions except per share amounts)


     Management believes that the adjusted information set forth herein is
     useful to investors as it represents how Management views the results of
     operations and cash of the Corporation and, therefore, is the basis on
     which internal evaluation metrics are determined. The internal evaluation
     metrics are those used by the Corporation's Board of Directors to
     evaluate Management.

                                   Three Months Ended     Year to Date
                                    Sept. 30, 2003       Sept. 30, 2003
                                    --------------       --------------
                                     Net      $1-2/3      Net     $1-2/3
                                    Income      EPS      Income     EPS
                                    ------     -----     ------    -----

     Net Income                      $425     $0.79     $2,809     $5.08

     Gain on Sale of GM Defense (A)     -         -       (505)    (0.90)
                                      ---      ----      -----      ----
     Adjusted Income                 $425     $0.79     $2,304     $4.18
                                      ===      ====      =====      ====

     (A) The Gain on Sale of GM Defense relates to the sale of GM's light
         armored vehicle business to General Dynamics Corporation for net
         proceeds of approximately $1.1 billion.

                                      
                           General Motors Corporation
                        List of Special Items - After Tax
                 (dollars in millions except per share amounts)

                                   Three Months Ended     Year to Date
                                    Sept. 30, 2002       Sept. 30, 2002
                                    --------------       --------------
                                     Net      $1-2/3      Net     $1-2/3
                                    Income      EPS      Income     EPS
                                    ------     -----     ------    -----

     Reported                       ($804)   ($1.42)      $716     $1.63

     Write-down of
      Fiat Investment (A)           1,371      2.44      1,371      2.43

     GMNA Production
      Footprint (B)                   116      0.21        116      0.20

     Hughes Sale of Equity
      Interests (C)                   (68)    (0.03)       (68)    (0.04)

     GME End of Life Vehicle
      Charge (D)                        -         -         55      0.10

     GME Restructuring
      Charge (E)                        -         -        407      0.73

     Hughes Space Shuttle
      Settlement (F)                    -         -        (59)    (0.04)

     Hughes GECC Contractual
      Dispute (G)                       -         -         51      0.03

     Hughes Loan Guarantee
      Charge (H)                        -         -         18      0.01
                                    -----      ----      -----      ----
     Adjusted                        $615     $1.20     $2,607     $5.05
                                    =====      ====      =====      ====


     See Notes 
                                       
                           General Motors Corporation
                        List of Special Items - After Tax

     (A)   The Write-down of Fiat Investment relates to GM's investment
           in Fiat Auto Holdings, B.V. and reflects completion of an
           impairment study relating to the carrying value of that
           investment, which was reduced from $2.4 billion to $220
           million.
     (B)   The GMNA Production Footprint charge primarily relates to
           costs associated with the transfer of commercial truck
           production from Janesville, Wis., to Flint, Michigan.
     (C)   The Hughes Sale of Equity Interests relates primarily to
           the Hughes investment in Thomson Multimedia S.A.
     (D)   The GME End of Life Vehicle Charge relates to the European
           Union's directive requiring member states to enact 
           legislation regarding end-of-life vehicles and the
           responsibility of manufacturers for dismantling and
           recycling vehicles they have sold.
     (E)   The GME Restructuring Charge relates to the initiative 
           implemented in the first quarter of 2002 to improve the
           competitiveness of GM's automotive operations in Europe.
     (F)   The Hughes Space Shuttle Settlement relates to the 
           favorable resolution of a lawsuit that was filed against
           the U.S. government on March 22, 1991, based upon the
           National Aeronautics and Space Administration's (NASA)
           breach of contract to launch ten satellites on the Space
           Shuttle.
     (G)   The Hughes GECC Contractual Dispute relates to a loss 
           associated with a contractual dispute with General 
           Electric Capital Corporation.
     (H)   The Hughes Loan Guarantee Charge relates to a loan 
           guarantee for a Hughes Network Systems' affiliate in India.

                                              
                           General Motors Corporation
                       Summary Corporate Financial Results

                                    Third Quarter         Year to Date
                                    --------------       --------------
                                    2003       2002      2003      2002
                                    ----       ----      ----      ----
     Total net sales and
      revenues ($Mil's)           $45,929   $43,580   $143,602  $138,133
      Adjusted                    $45,929   $43,605   $142,788  $138,187
      Adjusted excluding Hughes
        (Automotive and Financing)$43,343   $41,402   $135,586  $131,702
     Net income (loss)($Mil's)       $425     $(804)    $2,809      $716
      Adjusted                       $425      $615     $2,304    $2,607
      Adjusted excluding Hughes      $448      $696     $2,359    $2,990
     Net margin
      (net income / total net
      sales and revenues)             0.9%     (1.8%)      2.0%      0.5%
      Adjusted                        0.9%      1.4%       1.6%      1.9%
      Adjusted excluding Hughes       1.0%      1.7%       1.7%      2.3%
     Earnings per share
      Basic $1-2/3                  $0.79    $(1.42)     $5.09     $1.65
      Diluted $1-2/3                $0.79    $(1.42)     $5.08     $1.63
      Basic Class H                $(0.02)   $(0.01)    $(0.04)   $(0.28)
      Diluted Class H              $(0.02)   $(0.01)    $(0.04)   $(0.28)
     Adjusted earnings per share
      Basic $1-2/3                  $0.79     $1.20      $4.19     $5.09
      Diluted $1-2/3                $0.79(1)  $1.20      $4.18     $5.05
      Diluted $1-2/3
        excluding Hughes            $0.80     $1.24      $4.20     $5.29
      Basic Class H                $(0.02)   $(0.06)    $(0.04)   $(0.32)
      Diluted Class H              $(0.02)   $(0.06)    $(0.04)   $(0.32)
     GM $1-2/3 par value average
      shares outstanding (Mil's)
      Basic shares                    561       560        561       560
      Diluted shares                  561       561        561       565
     Cash dividends per share
      of common stocks
      GM $1-2/3 par value           $0.50     $0.50      $1.50     $1.50

     Book value per share of
      common stocks at Sept. 30
      GM $1-2/3 par value          $13.76    $25.44
      GM Class H                    $2.75     $5.09
     ACO total cash & marketable
      securities at Sept. 30
        ($Bil's')                   $28.6     $16.0
      Cash in short-term VEBA        $3.4      $3.0
                                     ----      ----
     ACO total cash & marketable
      securities plus short-term    $32.0     $19.0
      VEBA
     Less:  Hughes cash & marketable
      securities                     $2.7      $0.8
                                      ---       ---

     Total Automotive cash &
      Marketable securities plus
      Short-term VEBA               $29.3     $18.2
                                     ====      ====
     Automotive, Communication Services
      and Other Operations ($Mil's)
      Depreciation                 $1,326    $1,166     $3,904    $3,441
      Amortization of special tools   676       645      2,029     1,896
      Amortization of intangible
        Assets                         29         3         77         6
                                    -----     -----      -----     -----
        Total                      $2,031    $1,814     $6,010    $5,343
                                    =====     =====      =====     =====


     See reconciliation of adjusted financial results on the following pages
     and see footnotes.

                                              
                           General Motors Corporation
                       Summary Corporate Financial Results

                                  Third Quarter
                                  2003 and 2002
                                 --------------
     (Dollars in millions)
     Total net sales and        Reported       Special Items       Adjusted
     revenues                   --------       -------------       --------
                             2003      2002    2003    2002     2003     2002
                             ----      ----    ----    ----     ----     ----
     GMNA                 $26,810   $26,704    $ -     $ -   $26,810  $26,704
     GME                    6,270     5,564      -       -     6,270    5,564
     GMLAAM                 1,304     1,161      -       -     1,304    1,161
     GMAP                   1,384     1,158      -       -     1,384    1,158
                           ------    ------     --      --    ------   ------
       Total GMA           35,768    34,587      -       -    35,768   34,587
     Hughes                 2,586     2,178      -      25     2,586    2,203
     Other                     77      (108)     -       -        77     (108)
                           ------    ------     --      --    ------   ------
       Total ACO           38,431    36,657      -      25    38,431   36,682
                           ------    ------     --      --    ------   ------
     GMAC                   7,473     6,801      -       -     7,473    6,801
     Other Financing           25       122      -       -        25      122
                           ------    ------     --      --    ------   ------
       Total FIO            7,498     6,923      -       -     7,498    6,923
                           ------    ------     --      --    ------   ------
     Total net sales and
     revenues             $45,929   $43,580    $ -     $25   $45,929  $43,605
                           ======    ======     ==      ==    ======   ======

     Income / (expense)
     before income taxes and
     minority interest
     GMNA                    $200      $586    $ -    $186      $200     $772
     GME                     (251)     (248)     -       -      (251)    (248)
     GMLAAM                  (146)      (96)     -       -      (146)     (96)
     GMAP                       -         9      -       -         -        9
                              ---     -----     --   -----       ---      ---
       Total GMA             (197)      251      -     186      (197)     437
     Hughes                   (44)        5      -    (109)      (44)    (104)
     Other                   (374)   (2,426)     -   2,211      (374)    (215)
                              ---     -----     --   -----       ---      ---
       Total ACO             (615)   (2,170)     -   2,288      (615)     118
                              ---     -----     --   -----       ---      ---
     GMAC                     962       789      -       -       962      789
     Other Financing           (4)      (24)     -       -        (4)     (24)
                              ---     -----     --   -----       ---      ---
       Total FIO              958       765      -       -       958      765
     Total income /           ---     -----     --   -----       ---      ---
     (expense) before
     income taxes and
     minority interests      $343   $(1,405)   $ -  $2,288      $343     $883
                              ===     =====     ==   =====       ===      ===

                                             
                           General Motors Corporation
                       Summary Corporate Financial Results

                                  Third Quarter
                                  2003 and 2002
                                 ---------------

     (Dollars in millions)       Reported       Special Items      Adjusted
                                 --------       ------------       --------
                              2003     2002     2003    2002    2003     2002
                              ----     ----     ----    ----    ----     ----
     Net income
     GMNA                     $128     $417       $ -  $ 116     $128    $533
     GME                      (152)    (180)        -      -     (152)   (180)
     GMLAAM                   (104)     (61)        -      -     (104)    (61)
     GMAP                      162       76         -      -      162      76
                             -----    -----        --  -----    -----   -----
       Total GMA                34      252         -    116       34     368
     Hughes                    (23)     (13)        -    (68)     (23)    (81)
     Other                    (212)  (1,486)        -  1,371     (212)   (115)
                             -----    -----        --  -----    -----   -----
       Total ACO              (201)  (1,247)        -  1,419     (201)    172
                             -----    -----        --  -----    -----   -----
     GMAC                      630      476         -      -      630     476
     Other Financing            (4)     (33)        -      -       (4)    (33)
                             -----    -----        --     --    -----   -----
       Total FIO               626      443         -      -      626     443
                             -----    -----        --  -----    -----   -----
     Net income (loss)        $425    $(804)      $ - $1,419     $425    $615
                             =====    =====        ==  =====    =====   =====
     Income tax expense
      (benefit)
     GMNA                      $52     $177       $ -   $ 70      $52    $247
     GME                       (96)     (63)        -      -      (96)    (63)
     GMLAAM                    (51)     (47)        -      -      (51)    (47)
     GMAP                        7       21         -      -        7      21
                               ---      ---        --    ---      ---     ---
       Total GMA               (88)      88         -     70      (88)    158
     Hughes                    (45)      (5)        -    (41)     (45)    (46)
     Other                    (152)    (918)        -    840     (152)    (78)
                               ---      ---        --     --      ---     ---
       Total ACO              (285)    (835)        -    869     (285)     34
                               ---      ---        --    ---      ---     ---
     GMAC                      374      289         -      -      374     289
     Other Financing             -       (5)        -      -        -      (5)
                               ---      ---        --    ---      ---     ---
       Total FIO               374      284         -      -      374     284
                               ---      ---        --    ---      ---     ---
     Income tax expense
      (benefit)                $89    $(551)      $ -   $869      $89    $318
                               ===     ====        ==    ===      ===     ===
     Effective tax rate
     GMNA                     26.0%    30.2%        -   37.6%    26.0%   32.0%
     GME                      38.2%    25.4%        -      -     38.2%   25.4%
     GMLAAM                   34.9%    49.0%        -      -     34.9%   49.0%
     GMAP                        -    233.3%        -      -        -   233.3%
     Hughes                  102.3%  (100.0%)       -   37.6%   102.3%   44.2%
     GMAC                     38.9%    36.6%        -      -     38.9%   36.6%
     Total GM Corp.           25.9%    39.2%        -   38.0%    25.9%   36.0%
     Equity income (loss)
     and minority interests
     GMNA                     $(20)      $8       $ -    $ -     $(20)     $8
     GME                         3        5         -      -        3       5
     GMLAAM                     (9)     (12)        -      -       (9)    (12)
     GMAP                      169       88         -      -      169      88
                               ---       --        --     --      ---      --
     Total GMA                $143      $89       $ -    $ -     $143     $89
                               ===       ==        ==     ==      ===      ==

     See footnotes.

                                              
                           General Motors Corporation
                       Summary Corporate Financial Results

                                  Year to Date
                                  2003 and 2002
                                 --------------
     (Dollars in millions)
     Total net sales and      Reported        Special Items       Adjusted
     revenues                 --------        ------------        --------
                           2003      2002     2003    2002     2003     2002
                           ----      ----     ----    ----     ----     ----
     GMNA               $85,331    $86,619    $ -     $ -   $85,331   $86,619
     GME                 20,195     17,149      -       -    20,195    17,149
     GMLAAM               3,468      3,768      -       -     3,468     3,768
     GMAP                 3,798      3,344      -       -     3,798     3,344
                        -------    -------    ---      --   -------   -------
       Total GMA        112,792    110,880      -       -   112,792   110,880
     Hughes               7,202      6,431      -      54     7,202     6,485
     Other                1,211        837   (814)      -       397       837
                        -------    -------    ---      --   -------   -------
       Total ACO        121,205    118,148   (814)     54   120,391   118,202
                        -------    -------    ---      --   -------   -------
     GMAC                22,383     19,753      -       -    22,383    19,753
     Other Financing         14        232      -       -        14       232
                        -------    -------    ---      --   -------   -------
       Total FIO         22,397     19,985      -       -    22,397    19,985
                        -------    -------    ---      --   -------   -------
     Total net sales and
     revenues          $143,602   $138,133  $(814)    $54  $142,788  $138,187
                        =======    =======    ===      ==   =======   =======

     Income / (expense)
     before income taxes
     and minority interest
     GMNA                $1,029     $3,305    $ -    $186    $1,029    $3,491
     GME                   (399)    (1,290)     -     726      (399)     (564)
     GMLAAM                (286)      (234)     -       -      (286)     (234)
     GMAP                    30        (35)     -       -        30       (35)
                          -----      -----    ---   -----     -----     -----
       Total GMA            374      1,746      -     912       374     2,658
     Hughes                  (5)      (456)     -     (92)       (5)     (548)
     Other                 (282)    (2,749)  (814)  2,211    (1,096)     (538)
                          -----      -----    ---   -----     -----     -----
       Total ACO             87     (1,459)  (814)  3,031      (727)    1,572
                          -----      -----    ---   -----     -----     -----
     GMAC                 3,440      2,223      -       -     3,440     2,223
     Other Financing        (16)       (34)     -       -       (16)      (34)
                          -----      -----    ---   -----     -----     -----
       Total FIO          3,424      2,189      -       -     3,424     2,189
     Total income /       -----      -----    ---   -----     -----     -----
     (expense) before
     income taxes and
     minority interests  $3,511       $730  $(814) $3,031    $2,697    $3,761
                          =====      =====    ===   =====     =====     =====

                                             
                           General Motors Corporation
                       Summary Corporate Financial Results

                                  Year to Date
                                  2003 and 2002
                                 ---------------

     (Dollars in millions)      Reported       Special Items       Adjusted
                                --------        ------------       --------
                              2003     2002    2003    2002     2003     2002
                              ----     ----    ----    ----     ----     ----
     Net income
     GMNA                     $759   $2,348     $ -     $116    $759   $2,464
     GME                      (220)    (882)      -      462    (220)    (420)
     GMLAAM                   (219)    (174)      -        -    (219)    (174)
     GMAP                      400      122       -        -     400      122
                             -----    -----     ---    -----     ---    -----
       Total GMA               720    1,414       -      578     720    1,992
     Hughes (2)                (55)    (325)      -      (58)    (55)    (383)
     Other                      (7)  (1,685)   (505)   1,371    (512)    (314)
                             -----    -----     ---    -----   -----    -----
       Total ACO               658     (596)   (505)   1,891     153    1,295
                             -----    -----     ---    -----   -----    -----
     GMAC                    2,163    1,346       -        -   2,163    1,346
     Other Financing           (12)     (34)      -        -     (12)     (34)
                             -----    -----     ---    -----   -----    -----
       Total FIO             2,151    1,312       -        -   2,151    1,312
                             -----    -----     ---    -----   -----    -----
     Net income (loss)      $2,809     $716   $(505)  $1,891  $2,304   $2,607
                             =====    =====     ===    =====   =====    =====
     Income tax expense
      (benefit)
     GMNA                     $268     $967     $ -      $70    $268   $1,037
     GME                      (152)    (374)      -      264    (152)    (110)
     GMLAAM                    (83)     (79)      -        -     (83)     (79)
     GMAP                       26       12       -        -      26       12
                             -----    -----     ---    -----   -----    -----
       Total GMA                59      526       -      334      59      860
     Hughes                    (50)    (190)      -      (34)    (50)    (224)
     Other                    (303)  (1,020)   (309)     840    (612)    (180)
                             -----    -----     ---    -----   -----    -----
       Total ACO              (294)    (684)   (309)   1,140    (603)     456
                             -----      ---     ---    -----   -----    -----
     GMAC                    1,308      828       -        -   1,308      828
     Other Financing            (4)      (7)      -        -      (4)      (7)
                             -----      ---     ---    -----   -----    -----
       Total FIO             1,304      821       -        -   1,304      821
                             -----      ---     ---    -----   -----    -----
     Income tax expense
      (benefit)             $1,010     $137   $(309)  $1,140    $701   $1,277
                             =====      ===     ===    =====   =====    =====
     Effective tax rate
     GMNA                     26.0%    29.3%      -     37.6%   26.0%   29.7%
     GME                      38.1%    29.0%      -     36.4%   38.1%   19.5%
     GMLAAM                   29.0%    33.8%      -        -    29.0%   33.8%
     GMAP                     86.7%   (34.3%)     -        -    86.7%  (34.3%)
     Hughes                 1000.0%    41.7%      -     37.0% 1000.0%   40.9%
     GMAC                     38.0%    37.2%      -        -    38.0%   37.2%
     Total GM Corp.           28.8%    18.8%   38.0%    37.6%   26.0%   34.0%

     Equity income (loss)
     and minority interests
     GMNA                      $(2)     $10      $-       $-     $(2)     $10
     GME                        27       34       -        -      27       34
     GMLAAM                    (16)     (19)      -        -     (16)     (19)
     GMAP                      396      169       -        -     396      169
                               ---      ---     ---      ---     ---      ---
     Total GMA                $405     $194     $ -      $ -    $405     $194
                               ===      ===     ===      ===     ===      ===


     See footnotes.

                                         
                           General Motors Corporation
                              Operating Statistics

                                    Third Quarter         Year to Date
                                    --------------       --------------
                                    2003       2002      2003      2002
                                    ----       ----      ----      ----
     (units in thousands)
     Worldwide Wholesale Sales
      United States - Cars           453        495      1,439    1,568
      United States - Trucks         686        661      2,205    2,078
                                   -----      -----      -----    -----
        Total United States        1,139      1,156      3,644    3,646
      Canada, Mexico, and Other      113        152        479      581
                                   -----      -----      -----    -----
        Total GMNA                 1,252      1,308      4,123    4,227
      GME                            372        364      1,246    1,225
      GMLAAM                         134        162        377      476
      GMAP                           131        119        412      313
                                   -----      -----      -----    -----
        Total Worldwide            1,889      1,953      6,158    6,241
                                   =====      =====      =====    =====

     Vehicle Unit Deliveries
      Chevrolet - Cars               221        187        612      585
      Chevrolet - Trucks             517        485      1,395    1,430
      Pontiac                        125        132        352      401
      GMC                            163        151        426      415
      Buick                           90        135        258      324
      Oldsmobile                      29         38         96      123
      Saturn                          70         66        217      212
      Cadillac                        58         56        154      145
      Other                           25         20         72       50
                                   -----      -----      -----    -----
        Total United States        1,298      1,270      3,582    3,685
      Canada, Mexico, and Other      183        183        514      570
                                   -----      -----      -----    -----
        Total GMNA                 1,481      1,453      4,096    4,255
      GME                            433        416      1,387    1,354
      GMLAAM                         137        152        391      433
      GMAP                           192        174        542      509
                                   -----      -----      -----    -----
        Total Worldwide            2,243      2,195      6,416    6,551
                                   =====      =====      =====    =====

     Market Share
      United States - Cars          26.3%      25.1%      25.4%    25.4%
      United States - Trucks        30.6%      30.6%      29.9%    30.6%
        Total United States         28.7%      28.0%      27.8%    28.1%
      Total North America           28.2%      27.6%      27.3%    27.7%
      Total Europe                   9.2%       9.0%       9.4%     9.1%
      Total LAAM                    15.4%      16.7%      15.3%    15.8%
      Asia and Pacific               4.9%       4.7%       4.6%     4.7%
        Total Worldwide             15.2%      15.1%      14.5%    14.9%

     U.S. Retail/Fleet Mix
      % Fleet Sales - Cars          30.5%      31.0%      30.1%    28.6%
      % Fleet Sales - Trucks         9.5%      10.9%      12.9%    11.6%
        Total Vehicles              18.1%      19.6%      20.1%    19.0%

     Retail Lease as % of Retail Sales
      Total Smartlease
      and Smartbuy                   6.6%       8.4%

     Days Supply of Inventory
      at September 30
      United States - Cars            69         75
      United States - Trucks         104         96

     GMNA Capacity Utilization
      (2 shift rated)               86.1%      89.8%      88.3%    88.3%

     GMNA Vehicle Revenue
      Per Unit                   $18,984    $18,782

                                            
                           General Motors Corporation
                              Operating Statistics

                                    Third Quarter         Year to Date
                                    --------------       --------------
                                    2003       2002      2003      2002
                                    ----       ----      ----      ----

     GMAC's U.S. Cost of Borrowing  3.40%      4.03%

     Current Debt Spreads Over
      U.S. Treasuries
      2 Year                         185 bp     340 bp
      5 Year                         210 bp     360 bp
      10 Year                        265 bp     380 bp

     Worldwide Employment
      at September 30 (in 000's)
      United States Hourly           119        123
      United States Salary            40         41
                                     ---        ---
        Total United States          159        164
      Canada, Mexico, and Other       31         33
                                     ---        ---
      GMNA                           190        197
      GME                             63         68
      GMLAAM                          23         23
      GMAP                            14         11
      Hughes                          12         12
      GMAC                            32         31
      Other                            6          8
                                     ---        ---
        Total                        340        350
                                     ===        ===

     Worldwide Payrolls ($Mil's)  $5,008     $5,146    $15,727  $15,568



     Footnotes:
     ---------
     (1) This amount is comparable to First Call analysts' consensus.

     (2) 2002 amounts exclude Hughes Series A Preferred Stock dividends
         paid to General Motors and Hughes write off of goodwill for
         DirecTV Latin America and DirecTV Broadband recorded as a
         cumulative effect of accounting change in the first quarter of
         2002 in Hughes' stand alone financial statements.  In accordance
         with SFAS 142, GM evaluated the carrying value of goodwill 
         associated with its Direct-to-Home Broadcast reporting unit in
         the aggregate and determined that the goodwill was not impaired.


                                     

                 GENERAL MOTORS CORPORATION AND SUBSIDIARIES

                        CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)

                                    Three Months Ended  Nine Months Ended
                                       September 30,      September 30,
                                       -------------      -------------
                                      2003      2002       2003     2002
                                      ----      ----       ----     ----
                                (dollars in millions except per share amounts)

    Total net sales and revenues      $45,929   $43,580   $143,602   $138,133
                                       ------    ------    -------    -------
    Cost of sales and other expenses   37,016    36,957    115,339    113,754
    Selling, general, and                
    administrative expenses             6,003     6,104     17,792     17,795
    Interest expense                    2,567     1,924      6,960      5,854
                                       ------    ------    -------    -------
                                                                          
      Total costs and expenses         45,586    44,985    140,091    137,403
                                       ------    ------    -------    -------
    Income before income taxes and
     minority interests                   343    (1,405)     3,511        730
    Income tax expense (benefit)           89      (551)     1,010        137
    Equity income (loss) and minority
     interests                            171        50        308        123
                                          ---      ----     ------        ---

      Net income (loss)                   425      (804)     2,809        716
    Dividends on preference stocks          -         -          -        (47)
                                          ---       ---      -----        ---
      Earnings attributable to common
       stocks                            $425     $(804)    $2,809       $669
                                          ===       ===      =====        ===

    Basic earnings (losses) per share
     attributable to common stocks
    Earnings per share attributable to   
     $1-2/3 par value                   $0.79    $(1.42)     $5.09      $1.65
                                         ====      ====       ====       ====

    Earnings (losses) per share 
     attributable to Class H           $(0.02)   $(0.01)    $(0.04)    $(0.28)
                                         ====      ====       ====       ====


    Earnings (losses) per share
     attributable to common stocks
     assuming dilution
    Earnings per share attributable to    
     $1-2/3 par value                   $0.79    $(1.42)     $5.08      $1.63
                                         ====      ====       ====       ====

    Earnings (losses) per share          
     attributable to Class H           $(0.02)   $(0.01)    $(0.04)    $(0.28)
                                         ====      ====       ====       ====


                   GENERAL MOTORS CORPORATION AND SUBSIDIARIES

        SUPPLEMENTAL INFORMATION TO THE CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)

                                    Three Months Ended     Nine Months Ended
                                        September 30,         September 30,
                                        -------------         -------------
                                       2003      2002       2003       2002
                                       ----      ----       ----       ----
                                             (dollars in millions)

    AUTOMOTIVE, COMMUNICATIONS SERVICES, 
    AND OTHER OPERATIONS

    Total net sales and revenues      $38,431   $36,657   $121,205   $118,148
                                       ------    ------    -------    -------
    Cost of sales and other expenses   34,900    34,868    109,052    107,540
    Selling, general, and                 
    administrative expenses             3,495     3,645     10,617     11,153
    Interest expense                      587       242      1,310        706
                                       ------    ------    -------    -------
      Total costs and expenses         38,982    38,755    120,979    119,399
    Net expense from transactions with
     Financing and Insurance
     Operations                            64        72        139        208
                                       ------    ------    -------    -------

    Income (loss) before income taxes
     and minority interests              (615)   (2,170)        87     (1,459)
    Income tax expense (benefit)         (285)     (835)      (294)      (684)
    Equity income and minority  
     interests                            129        88        277        179
                                          ---     -----        ---      -----
      Net income - Automotive,
      Communications Services, and 
      Other Operations                  $(201)  $(1,247)      $658      $(596)
                                          ===     =====        ===        ===
    Operations

    FINANCING AND INSURANCE OPERATIONS

    Total revenues                     $7,498    $6,923    $22,397    $19,985
                                        -----     -----     ------     ------

    Interest expense                    1,980     1,682      5,650      5,148
    Depreciation and amortization 
     expense                            1,484     1,395      4,568      4,109

    Operating and other expenses        2,315     2,315      6,560      6,171
    Provisions for financing and 
     insurance losses                     825       838      2,334      2,576
                                        -----     -----     ------     ------

      Total costs and expenses          6,604     6,230     19,112     18,004
    Net income from transactions with
     Automotive, Communications 
     Services, and Other Operations       (64)      (72)      (139)      (208)
                                        -----     -----     ------     ------
    Income before income taxes and 
     minority interests                   958       765      3,424      2,189

    Income tax expense                    374       284      1,304        821
    Equity income (loss) and minority       
     interests                             42       (38)        31        (56)
                                          ---       ---      -----      -----
      Net income - Financing and
       Insurance   Operations            $626      $443     $2,151     $1,312
                                          ===       ===      =====      =====

    The above Supplemental Information is intended to facilitate analysis
of General Motors Corporation's businesses: (1) Automotive, Communications Services, and Other Operations; and 
(2) Financing and Insurance Operations.


                   GENERAL MOTORS CORPORATION AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS

                                               Sept. 30,            Sept. 30,
                                                  2003   Dec. 31,     2002
                                              (Unaudited)  2002    (Unaudited)
                                              -----------  ----    -----------
                    ASSETS                           (dollars in millions)

    Cash and cash equivalents                    $41,854   $21,449     $22,008
    Marketable securities                         21,368    16,825      15,022
                                                  ------    ------      ------
     Total cash and marketable securities         63,222    38,274      37,030
    Finance receivables - net                    160,233   134,647     125,958
    Accounts and notes receivable 
     (less allowances)                            17,817    15,715      14,116
    Inventories (less allowances)                 11,229     9,967      10,673
    Deferred income taxes                         38,902    39,865      29,778
    Equipment on operating leases - net           35,982    32,988      32,871
    Equity in net assets of nonconsolidated            
     associates                                    5,803     5,044       5,045
    Property - net                                39,171    37,514      36,328
    Intangible assets - net                       18,064    17,954      17,100
    Other assets                                  44,054    37,028      38,777
                                                 -------   -------     -------
     Total assets                               $434,477  $368,996    $347,676
                                                 =======   =======     =======

     LIABILITIES AND STOCKHOLDERS' EQUITY

    Accounts payable (principally trade)         $30,129   $25,082     $24,572
    Notes and loans payable                      261,323   201,940     186,531
    Postretirement benefits other than pensions   35,875    38,186      37,976
    Pensions                                      19,127    22,762       9,785
    Deferred income taxes                          6,965     7,178       5,969
    Accrued expenses and other liabilities        68,965    66,200      62,894
                                                 -------   -------     -------
     Total liabilities                           422,384   361,348     327,727
    Minority interests                             1,324       834         817
    Stockholders' equity
     $1-2/3 par value common stock 
     (outstanding, 560,741,759;                                         
     560,447,797; and 560,322,989 shares)            935       936         936
    Class H common stock (outstanding,
     1,108,731,138; 958,284,272;                          
     and 958,110,288 shares)                         111        96          96
    Capital surplus (principally additional           
     paid-in capital)                             22,884    21,583      21,561
    Retained earnings                             12,000    10,031       9,291
                                                  ------    ------     -------
      Subtotal                                    35,930    32,646      31,884
    Accumulated foreign currency translation          
     adjustments                                 (2,099)   (2,784)     (3,009)
    Net unrealized loss on derivatives             (130)     (205)       (286)
    Net unrealized gains on securities              515       372         141
    Minimum pension liability adjustment        (23,447)  (23,215)     (9,598)
                                                 ------    ------      ------
     Accumulated other comprehensive loss       (25,161)  (25,832)    (12,752)
                                                 ------    ------      ------
      Total stockholders' equity                 10,769     6,814      19,132
                                                -------   -------     -------
    Total liabilities and stockholders' 
     equity                                    $434,477  $368,996    $347,676
                                                =======   =======     =======

                                     
                   GENERAL MOTORS CORPORATION AND SUBSIDIARIES
           SUPPLEMENTAL INFORMATION TO THE CONSOLIDATED BALANCE SHEETS

                                                Sept. 30,            Sept. 30,
                                                   2003   Dec. 31,     2002
                                              (Unaudited)  2002    (Unaudited)
                                              -----------  ----    -----------
                     ASSETS                        (dollars in millions)
    Automotive, Communications Services, 
     and Other Operations
    Cash and cash equivalents                    $20,530   $13,291     $14,670
    Marketable securities                          8,022     2,174       1,360
                                                 -------   -------     -------
      Total cash and marketable securities        28,552    15,465      16,030
    Accounts and notes receivable 
     (less allowances)                             6,613     5,861       5,649
    Inventories (less allowances)                 11,229     9,967      10,673
    Equipment on operating leases 
     (less accumulated depreciation)               6,401     5,305       4,524

    Deferred income taxes and 
     other current assets                         10,842    10,816       9,061
                                                  ------    ------     -------
      Total current assets                        63,637    47,414      45,937
    Equity in net assets of 
     nonconsolidated associates                    5,803     5,044       5,045

    Property - net                                37,174    35,693      34,569
    Intangible assets - net                       14,808    14,611      13,796
    Deferred income taxes                         30,353    31,431      22,884
    Other assets                                   7,980     7,781      15,112
                                                 -------   -------     -------
      Total Automotive, Communications Services, and
       Other Operations assets                   159,755   141,974     137,343
    Financing and Insurance Operations
    Cash and cash equivalents                     21,324     8,158       7,338
    Investments in securities                     13,346    14,651      13,662
    Finance receivables - net                    160,233   134,647     125,958
    Investment in leases and other receivables    38,781    35,517      34,629
    Other assets                                  41,038    34,049      28,746
    Net receivable from Automotive, Communications
     Services, and Other Operations                1,735     1,089         529
                                                 -------   -------     -------
      Total Financing and Insurance 
       Operations assets                         276,457   228,111     210,862
                                                 -------   -------     -------
    Total assets                                $436,212   370,085    $348,205
                                                 =======   =======     =======
      LIABILITIES AND STOCKHOLDERS' EQUITY
    Automotive, Communications Services, 
      and Other Operations
    Accounts payable (principally trade)         $22,727   $20,169     $19,851
    Loans payable                                    836     1,516       1,472
    Accrued expenses                              42,207    40,518      36,817
    Net payable to Financing and 
     Insurance Operations                          1,735     1,089         529
                                                 -------   -------     -------
      Total current liabilities                   67,505    63,292      58,669
    Long-term debt                                34,419    16,651      16,794
    Postretirement benefits other than pensions   31,949    34,275      34,138
    Pensions                                      19,063    22,709       9,742
    Other liabilities and deferred income taxes   15,560    15,461      15,764
                                                 -------   -------     -------
      Total Automotive, Communications Services, and
       Other Operations liabilities              168,496   152,388     135,107
    Financing and Insurance Operations
    Accounts payable                               7,402     4,913       4,721
    Debt                                         226,068   183,773     168,265
    Other liabilities and deferred income taxes   22,153    21,363      20,163
                                                 -------   -------     -------
      Total Financing and Insurance Operations   255,623   210,049     193,149
       liabilities                               -------   -------     -------
    
      Total liabilities                          424,119   362,437     328,256
    Minority interests                             1,324       834         817
    Stockholders' equity
    $1-2/3 par value common stock 
     (outstanding, 560,741,759;                                          
     560,447,797; and 560,322,989 shares)            935       936         936
    Class H common stock (outstanding,
     1,108,731,138; 958,284,272;                            
     and 958,110,288 shares)                         111        96          96
    Capital surplus (principally 
     additional paid-in capital)                  22,884    21,583      21,561
    Retained earnings                             12,000    10,031       9,291
                                                  ------    ------      ------
       Subtotal                                   35,930    32,646      31,884
    Accumulated foreign currency translation 
     adjustments                                 (2,099)   (2,784)     (3,009)
    Net unrealized loss on derivatives             (130)     (205)       (286)
    Net unrealized gains on securities              515       372         141
    Minimum pension liability adjustment        (23,447)  (23,215)     (9,598)
                                                 ------    ------      ------
       Accumulated other comprehensive loss     (25,161)  (25,832)    (12,752)
                                                 ------    ------      ------
     Total stockholders' equity                  10,769     6,814      19,132
                                                -------   -------     -------
    Total liabilities and stockholders' 
     equity                                    $436,212  $370,085    $348,205
                                                =======   =======     =======

    The above Supplemental Information is intended to facilitate analysis of General Motors Corporation's businesses:  
(1) Automotive, Communications Services, and Other Operations; and (2) Financing and Insurance Operations.


                   GENERAL MOTORS CORPORATION AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                                                     Nine Months Ended
                                                       September 30,
                                                   ---------------------
                                                      2003        2002
                                                      ----        ----
                                                    (dollars in millions)
Net cash provided by operating activities         $10,299     $17,190

Cash flows from investing activities
Expenditures for property                          (5,224)     (4,990)
Investments in marketable securities -   
  acquisitions                                    (12,600)    (35,024)
Investments in marketable securities -   
  liquidations                                      7,997      32,425
Net originations and purchases of mortgage         
  servicing rights                                 (2,029)     (1,290)
Increase in finance receivables                  (103,738)   (102,899)
Proceeds from sales of finance receivables         76,177      85,492
Operating leases - acquisitions                    (9,282)     (9,817)
Operating leases - liquidations                     8,137       7,722
Investments in companies, net of cash acquired       (206)       (306)
Proceeds from sale of business units                1,076           -
Other                                                (918)        223
                                                   ------      ------
Net cash used in investing activities             (40,610)    (28,464)
                                                   ------      ------

Cash flows from financing activities
Net increase (decrease) in loans payable             (436)      7,528
Long-term debt - borrowings                        80,065      25,731
Long-term debt - repayments                       (28,579)    (18,009)
Repurchases of common and preference stocks             -         (97)
Proceeds from issuing common stocks                     -          64
Proceeds from sales of treasury stocks                  -          19
Cash dividends paid to stockholders                  (840)       (887)
                                                   ------      ------
Net cash provided by financing activities          50,210      14,349
                                                   ------      ------

    Effect of exchange rate changes on cash and
      cash equivalents                                    506         378
                                                       ------      ------
Net increase (decrease) in cash and cash           
  equivalents                                      20,405       3,453 
Cash and cash equivalents at beginning of the 
  period                                           21,449      18,555
                                                   ------      ------
Cash and cash equivalents at end of the period    $41,854     $22,008
                                                   ======      ======

                   GENERAL MOTORS CORPORATION AND SUBSIDIARIES

                         SUPPLEMENTAL INFORMATION TO THE
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                                           Automotive, Comm.   Financing and
                                            Serv. and Other      Insurance
                                            ---------------    -------------
                                             Nine Months Ended September 30,
                                           -----------------------------------
                                             2003     2002     2003     2002
                                             ----     ----     ----     ----
                                                  (dollars in millions)
Net cash provided by operating        
  activities                           $1,121   $8,147   $9,178    $9,043

Cash flows from investing activities
Expenditures for property              (4,756)  (4,920)    (468)      (70)
Investments in marketable securities   
  - acquisitions                       (7,033)  (1,391)  (5,567)  (33,633)
Investments in marketable securities    
  - liquidations                        1,185      821    6,812    31,604
Net originations and purchases of           
  mortgage servicing rights                 -        -   (2,029)   (1,290)
Increase in finance receivables             -        - (103,738) (102,899)
Proceeds from sales of finance              
  receivables                               -        -   76,177    85,492
Operating leases - acquisitions             -        -   (9,282)   (9,817)
Operating leases - liquidations             -        -    8,137     7,722
Investments in companies, net of cash     
  acquired                                (64)    (156)    (142)     (150)
Proceeds from sale of business units    1,076        -        -         -
Other                                    (277)     258     (641)      (35)
                                        -----    -----   ------    ------ 
Net cash used in investing activities  (9,869)  (5,388) (30,741)  (23,076)
                                        -----    -----   ------    ------

Cash flows from financing activities
Net increase (decrease) in loans         
  payable                                (866)    (930)     430     8,458
Long-term debt - borrowings            17,262    6,149   62,803    19,582
Long-term debt - repayments              (588)    (183) (27,991)  (17,826)
Repurchase of common and preference         
  stocks                                    -      (97)       -         -
Proceeds from issuing common stocks         -       64        -         -
Proceeds from sales of treasury stocks      -       19        -         -
Cash dividends paid to stockholders      (840)    (887)       -         -
                                       ------    -----   ------    ------
Net cash provided by financing 
  activities                           14,968    4,135   35,242    10,214
                                       ------    -----   ------    ------
Effect of exchange rate changes on
  cash and cash equivalents               373      372      133         6
Net transactions with  
  Automotive/Financing Operations         646   (1,028)    (646)    1,028
                                       ------    -----   ------    ------
Net increase (decrease) in cash and  
  cash equivalents                      7,239    6,238   13,166    (2,785)
Cash and cash equivalents at  
  beginning of the period              13,291    8,432    8,158    10,123
                                       ------   ------   ------    ------
Cash and cash equivalents at end of   
  the period                          $20,530  $14,670  $21,324    $7,338
                                       ======   ======   ======     =====


    The above Supplemental Information is intended to facilitate analysis of General Motors Corporation's businesses: 
(1) Automotive, Communications Services, and Other Operations; and (2) Financing and Insurance Operations.

SOURCE  General Motors Corporation
    -0-                             10/15/2003 P
    /NOTE TO EDITORS:  For additional media information, visit http://media.gm.com ./
    /CONTACT:  Mark Tanner, +1-313-665-3146, mark.tanner@gm.com or Jerry Dubrowski, +1-212-418-6261, 
jerry.dubrowski@gm.com , both of General Motors Corporation/
    /Web site:  http://media.gm.com 
                http://www.gm.com /
    (GM GMH)






END