UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                            Washington, DC 20549-1004
                                    FORM 11-K


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


For the fiscal year ended December 31, 2003
                          -----------------


                  OR


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



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



Commission file number 2-88284
                       -------





                    THE GENERAL MOTORS PERSONAL SAVINGS PLAN
                 FOR HOURLY-RATE EMPLOYEES IN THE UNITED STATES
                  ---------------------------------------------
                            (Full title of the plan)



                           General Motors Corporation
              300 Renaissance Center, Detroit, Michigan 48265-3000
              ----------------------------------------------------
               (Name of issuer of the securities held pursuant to
                    the plan and the address of its principal
                               executive offices)



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



        Notices and communications from the Securities and Exchange Commission
        relative to this report should be forwarded to:



                                            Peter R. Bible
                                            Chief Accounting Officer
                                            General Motors Corporation
                                            300 Renaissance Center
                                            Detroit, Michigan  48265-3000









                                      - 1 -







FINANCIAL STATEMENTS AND EXHIBIT
--------------------------------
(a) FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE                  Page No.
     ----------------------------------------------------------     --------

     The General Motors Personal Savings Plan for
       Hourly-Rate Employees in the United States:
        Report of Independent Registered Public Accounting
            Firm. . . . . . . . . . . . . . . . . . . . . . . . . .       3
         Statements of Assets Available for Benefits, as of
           December 31, 2003 and 2002  . . . . . . . . . . . . . .        4
         Statements of Changes in Assets Available for
           Benefits for the Years Ended December 31, 2003 and 2002        5
         Notes to Financial Statements . . . . . . . . . . . . . .        6
         Supplemental Schedule, Form 5500 Schedule H, Part IV,
           Line 4i - Schedule of Assets (Held at End of Year)
           as of December 31, 2003. . . . . . . . . . . . . . . . .      14

All other schedules required by Section 2520.103-10 of the Department of Labor's
Rules and Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974 have been omitted because they are not applicable.


(b) EXHIBIT
     -------

      Exhibit 23 - Independent Registered Public Accounting
            Firm Consent . . . . . . . . . . . . . . . . . . . . . .     15





                                    SIGNATURE

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



                                              The General Motors Personal
                                              Savings Plan for Hourly-Rate
                                              Employees in the United States
                                              -----------------------------
                                                      (Name of Plan)


Date     June 25, 2004           By:
     -------------------


                                              /s/G. Richard Wagoner, Jr.
                                              -------------------------
                                              (G. Richard Wagoner, Jr., Chairman
                                              of the Board of Directors)














                                       -2-







REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
-------------------------------------------------------

To the Plan Administrator of The General Motors Personal Savings Plan for
Hourly-Rate Employees in the United States:



We have audited the accompanying statements of assets available for benefits of
The General Motors Personal Savings Plan for Hourly-Rate Employees in the United
States (the "Plan") as of December 31, 2003 and 2002, and the related statements
of changes in assets available for benefits for the years then ended. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

We conducted our audits in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material
respects, the assets available for benefits of the Plan as of December 31, 2003
and 2002, and the changes in assets available for benefits for the years then
ended in conformity with accounting principles generally accepted in the United
States of America.

Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule listed in the
Table of Contents is presented for the purpose of additional analysis and is not
a required part of the basic financial statements, but is supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. This schedule is the responsibility of the Plan's management. Such
schedule has been subjected to the auditing procedures applied in our audit of
the basic 2003 financial statements and, in our opinion, is fairly stated in all
material respects when considered in relation to the basic financial statements
taken as a whole.

/s/DELOITTE & TOUCHE LLP
------------------------
(Deloitte & Touche LLP)


Detroit, Michigan
June 25, 2004





















                                      - 3 -






                    THE GENERAL MOTORS PERSONAL SAVINGS PLAN
                 FOR HOURLY-RATE EMPLOYEES IN THE UNITED STATES

                   STATEMENTS OF ASSETS AVAILABLE FOR BENEFITS
                        AS OF DECEMBER 31, 2003 AND 2002

                                             2003                 2002
                                         ------------        ------------
                                             (Dollars in Thousands)
ASSETS:

  Investment in General Motors Savings
    Plans Master Trust (Note D):
    Investments - at estimated fair value  $7,721,495          $6,256,679
    Loans                                     393,260            405,991
                                            ---------           ---------

    Total assets                           $8,114,755           6,662,670
                                            ---------           ---------
ASSETS AVAILABLE FOR
  BENEFITS                                 $8,114,755          $6,662,670
                                            =========           =========


Reference should be made to the Notes to Financial Statements.
























                                      - 4 -






                    THE GENERAL MOTORS PERSONAL SAVINGS PLAN
                 FOR HOURLY-RATE EMPLOYEES IN THE UNITED STATES

             STATEMENTS OF CHANGES IN ASSETS AVAILABLE FOR BENEFITS
                 FOR THE YEARS ENDED DECEMBER 31, 2003 AND 2002

                                              2003                   2002
                                          ------------         -------------
                                               (Dollars in Thousands)

ADDITIONS:
  Net investment gain from General
    Motors Savings Plans Master
    Trust (Note D)                           1,355,046
  Employee contributions                       461,606              434,857
                                             ---------            ---------
    Total additions                          1,816,652              434,857

DEDUCTIONS:
  Net investment loss from
  General Motors Savings Plans Master Trust                        (687,414)
  (Note D)
  Distributions to participants               (363,752)            (377,960)
  Net Transfers (Note E)                          (815)             (10,813)
                                             ---------            ---------
    Total deductions                          (364,567)          (1,076,187)

NET INCREASE(DECREASE)                       1,452,085             (641,330)

ASSETS AVAILABLE FOR BENEFITS:
  Beginning of year                          6,662,670            7,304,000
                                             ---------            ---------

  End of year                                8,114,755            6,662,670
                                             =========            =========

Reference should be made to the Notes to Financial Statements.
























                                      - 5 -




                    THE GENERAL MOTORS PERSONAL SAVINGS PLAN
                 FOR HOURLY-RATE EMPLOYEES IN THE UNITED STATES

                          NOTES TO FINANCIAL STATEMENTS
                     YEARS ENDED DECEMBER 31, 2003 AND 2002

A. THE PLAN

  GENERAL - General Motors Corporation (the "Corporation" or "GM") and certain
  unions have established The General Motors Personal Savings Plan for
  Hourly-Rate Employees in the United States (the "Plan"), a defined
  contribution plan. Generally, eligible hourly-rate full-time and part-time
  employees may participate and accumulate savings under the Plan on the first
  day of the first pay period following the attainment of seniority, as defined
  in the Plan. The Investment Funds Committee of the Corporation's Board of
  Directors acts as the Plan fiduciary and, along with various officers,
  employees, and committees, with authority delegated from the Plan fiduciary,
  controls and manages the operation and administration of the Plan subject to
  the provisions of the Employee Retirement Income Security Act of 1974, as
  amended (ERISA). The following brief description of the Plan is provided for
  general informational purposes only. Participants should refer to the Plan
  document and prospectus for a complete description of the Plan's provisions.

   PARTICIPANT CONTRIBUTIONS - An eligible participant employed by the
   Corporation (an "Eligible Employee") may elect to make pre-tax contributions,
   in 1% increments, up to 40% for 2003 and 2002, of eligible weekly earnings up
   to the maximum Internal Revenue Service (the "IRS") 401(k) limit of $12,000
   and $11,000 in 2003 and 2002 respectively. In addition, an Eligible Employee
   may elect to contribute, in 1% increments, up to 100% of his or her profit
   sharing distribution from the General Motors Profit Sharing Plan for
   Hourly-Rate Employees in the United States to his or her account in the Plan.
   Profit sharing amounts contributed to the Plan on behalf of an Eligible
   Employee are invested in the same investment option(s) as selected by the
   participant for weekly contributions to the Plan. Employee contributions vest
   immediately. An Eligible Employee may also contribute to the Plan on an
   after-tax basis, or a combination of a pre-tax and an after-tax basis up to
   40% 2003 and 2002, of weekly earnings as defined in the Plan.

   An Eligible Employee age 50 or older or who will attain age 50 by the end of
   the calendar year, is eligible to make catch-up contributions to their
   account. A catch-up contribution is a separate contribution election, that is
   "pre-tax" only, and is made only after the participant's contributions have
   been limited by the annual 401 (k) contribution limit.

   EMPLOYER CONTRIBUTIONS - For certain employees hired on or after January 1,
   1994, the Corporation contributes an amount equal to a certain percent (based
   on local units competitive hire agreements) of eligible weekly earnings to
   such participants' accounts in the form of the Corporation's $1-2/3 par value
   common stock. Such participants must be in the Plan for at least three years
   to be vested in assets acquired with employer contributions, at which time
   such assets may be transferred by the participant to other available
   investment options. Forfeitures, if any, are used to offset future employer
   contributions. There were no employer contributions made in 2003 and 2002.

   FUND EXCHANGES - Generally, each participant is entitled on any business day
   on which the New York Stock Exchange is open ("Business Day") to exchange a
   specified portion or all of his or her interest in any of the investment
   options to other options offered under the Plan.










                                      - 6 -


                    THE GENERAL MOTORS PERSONAL SAVINGS PLAN
                 FOR HOURLY-RATE EMPLOYEES IN THE UNITED STATES
                    NOTES TO FINANCIAL STATEMENTS - Continued

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

   Certain costs of Plan administration are paid by the Corporation.

   INVESTMENT OPTIONS - The participants must direct, in 10% increments, how
   their contributions are to be invested. A description of each investment
   option offered under the Plan follows:

   General Motors Common Stock Fund $1-2/3 Par Value and Class H, $0.10 Par
   Value - Under this investment option, contributions are invested by the
   Trustee primarily in the respective General Motors common stock. Each unit
   represents a proportionate interest in all of the assets of the respective GM
   Common Stock Fund. The number of units credited to each participant's account
   within an applicable plan will be determined by the amount of the
   participant's contributions and the purchase price of a unit in the
   respective GM Common Stock Fund. The value of each participant's account is
   determined each Business Day by the number of units to the participant's
   credit, multiplied by the current unit value. The return on a participant's
   investment is based on the value of units, which, in turn, is determined by
   the market price of the respective GM common stock, the amount of any
   dividends paid thereon, and by interest earned on short-term investments held
   by each fund. As of December 23, 2003, GM Class H stock was replaced with
   DIRECTV Group Common Stock and News Corporation Preferred ADSs at the ratio
   of 84% and 16% respectively.

   Each participant directs the Trustee how to vote common stock shares
   allocated to his or her account. The Trustee will not exercise voting rights
   with respect to those shares for which direction has not been received by the
   required deadline.

   Promark Funds - There are Promark funds as investment options for
   participants in the Plan. These funds have a variety of investment
   strategies. Participants should refer to the Plan's prospectus for further
   information regarding the investment strategy of each investment fund option
   and the risks associated with each investment fund option.

   Assets invested in the Promark funds are expressed in terms of units. The
   number of units credited to a participant's account within an applicable plan
   will be determined by the amount of participant's contributions and the
   current value of each unit in the respective Promark fund. The value of each
   participant's account is determined each Business Day by the number of units
   to the participant's credit, multiplied by the current unit value.

   Mutual Funds - This investment option is comprised of many different mutual
   funds managed by Fidelity Investments, Neuberger Berman Management Inc.,
   Domini Social Investments LLC and SSgA Funds Management, Inc. Each mutual
   fund has a different objective and investment strategy. To pursue their
   objectives, the mutual fund managers invest in a wide variety of investments.
   Complete information about each mutual fund's objectives and investments is
   contained in that fund's prospectus.

                                      - 7 -


                    THE GENERAL MOTORS PERSONAL SAVINGS PLAN
                 FOR HOURLY-RATE EMPLOYEES IN THE UNITED STATES
                    NOTES TO FINANCIAL STATEMENTS - Continued

   Other Investments:

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

   Assets held in this fund are expressed in terms of units and not shares of
   stock. Each unit represents a proportionate interest in all of the assets of
   this fund. The value of each participant's account is determined each
   Business Day by the number of units to the participant's credit, multiplied
   by the current unit value. The return on a participant's investment is based
   on the value of units, which, in turn, is determined by the market price of
   EDS common stock and by the interest earned on short-term investments held by
   the fund.

   DIRECTV Group Common Stock Fund - Effective December 23, 2003, GM Class H
   stock was replaced with DIRECTV Group Common Stock and News Corporation
   Preferred ADSs at the ratio of 84% and 16% respectively. The DIRECTV Group
   Common Stock Fund will remain as an investment option; however, no further
   contributions or exchanges from any other investment option into the DIRECTV
   Group Common Stock Fund will be permitted during that time. Dividends if any
   paid on the stock held by the Trust will be invested in the Promark Income
   Fund Investment Option

   Assets held in this fund are expressed in terms of units and not shares of
   stock. Each unit represents a proportionate interest in all of the assets of
   this fund. The value of each participant's account is determined each
   Business Day by the number of units to the participant's credit, multiplied
   by the current unit value. The return on a participant's investment is based
   on the value of units, which, in turn, is determined by the market price of
   DIRECTV Group Common Stock and by the interest earned on short-term
   investments held by the fund.

   News Corporation Preferred ADSs Fund - Effective December 23, 2003, GM Class
   H stock was replaced with DIRECTV Group Common Stock Fund and News
   Corporation Preferred ADSs at the ratio of 84% and 16% respectively. The News
   Corporation Preferred ADSs Fund will remain as an investment option; however,
   no further contributions or exchanges from any other investment option into
   the NewsCorporation Preferred ADSs Fund will be permitted during that time.
   Dividends if any paid on the stock held by the Trust will be invested in the
   Promark Income Fund Investment Option.

   Assets held in this fund are expressed in terms of units and not shares of
   stock. Each unit represents a proportionate interest in all of the assets of
   this fund. The value of each participant's account is determined each
   Business Day by the number of units to the participant's credit, multiplied
   by the current unit value. The return on a participant's investment is based
   on the value of units, which, in turn, is determined by the market price of
   EDS common stock and by the interest earned on short-term investments held by
   the fund.

   Delphi Common Stock Fund - On May 28, 1999, GM completed the spin-off of
   Delphi Corporation (Delphi). In connection with that spin-off, Delphi common
   stock was distributed to holders of GM $1-2/3 par value common stock. Such
   distribution required the addition of the Delphi Common Stock Fund as an
   investment option. The Delphi Common Stock Fund will remain as an investment
   option; however, no further contributions or exchanges from any other
   investment option into the Delphi Common Stock Fund will be permitted during
   that time. Dividends if any paid on the stock held by the Trust will be
   invested in the Promark Income Fund Investment Option.

                                    -8-






                   THE GENERAL MOTORS PERSONAL SAVINGS PLAN
               FOR HOURLY-RATE EMPLOYEES IN THE UNITED STATES
                  NOTES TO FINANCIAL STATEMENTS - Continued

   Assets held in this fund are expressed in terms of units and not shares of
   stock. Each unit represents a proportionate interest in all of the assets of
   this fund. The value of each participant's account is determined each
   Business Day by the number of units to the participant's credit, multiplied
   by the current unit value. The return on a participant's investment is based
   on the value of units, which, in turn, is determined by the market
   price of Delphi common stock and by the interest earned on short-term
   investments held by the fund.

   Raytheon Common Stock Fund - Effective December 17, 1997, GM spun-off the
   defense electronics business of Hughes Electronics Corporation, a GM
   subsidiary (Hughes Defense), to holders of GM $1-2/3 par value and Class H
   common stock, which was immediately followed by the merger of Hughes Defense
   with Raytheon Company. In connection with the above transaction, Raytheon
   common stock was distributed to holders of GM $1-2/3 par value and Class H
   common stocks.

   Such distribution required the addition of the Raytheon Common Stock Fund as
   an investment option. The Raytheon Common Stock Fund was an investment option
   through December 31, 2003. No new contributions or exchanges from any other
   investment options into the Raytheon Common Stock Fund are permitted.
   Dividends, if any, paid on Raytheon common stock held by the Plan will be
   invested in the Promark Income Fund investment option prior to allocation to
   participant's accounts.

  Assets held in this fund are expressed in terms of units and not shares of
   stock. Each unit represents a proportionate interest in all of the assets of
   this fund. The value of each participant's account is determined each
   Business Day by the number of units to the participant's credit, multiplied
   by the current unit value. The return on a participant's investment is based
   on the value of units, which, in turn, is determined by the market price of
   the Raytheon common stock and by the interest earned on short-term
   investments held by the fund.

   GM has chosen to invest the General Motors $1-2/3 Par Value Common Stock
   Funds, the EDS Common Stock Fund, the Raytheon Common Stock Fund, the DIRECTV
   Group Common Stock Fund, the News Corporation Preferred ADSs Fund, and the
   Delphi Common Stock Fund in commingled funds managed by State Street Bank and
   Trust ("State Street"). State Street is responsible for anticipating
   liquidity needs and maintaining sufficient cash levels to process participant
   transactions, determining the daily number of shares of each individual
   common stock to be purchased or sold, and obtaining the best prices for any
   purchases or sales.

   PARTICIPANT LOANS - Once each year, eligible participants may borrow from
   their plan accounts. The amount and term of the loans are limited under the
   Plan. The loan interest rate will be established once each quarter at a rate
   equal to the prevailing prime lending rate as of the last Business Day of the
   previous quarter. Interest paid on the loans is credited back to the
   borrowing participant's account in the Plan. Loans not repaid within the
   provisions of the Plan are deemed to be distributions from participants'
   accounts. Balances of participant loans were $389,871,741 and $405,991,149
   for 2003 and 2002, respectively.

B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

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

   oThe financial statements of the Plan are prepared under accounting
    principles generally accepted in the United States of America using the
    accrual method of accounting.


                                      - 9 -





                    THE GENERAL MOTORS PERSONAL SAVINGS PLAN
                 FOR HOURLY-RATE EMPLOYEES IN THE UNITED STATES
                    NOTES TO FINANCIAL STATEMENTS - Continued

  o Investments are stated at fair value, except for benefit-responsive
    investment contracts, which are stated at contract value. Fair values are
    calculated by reference to published market quotations, where available;
    where not available for certain common & collective trusts, various bases,
    including cost, are used in determining estimates of fair values. Contract
    value represents contributions made under the investment contracts, plus
    interest, less withdrawals or administrative expenses charged by the issuer
    of the contract.

  o Security transactions are recorded on the trade date.

  o Investment income is recognized as earned based on the terms of the
    investments and the periods during which the investments are owned by the
    Plan.

   The preparation of financial statements in accordance with accounting
   principles generally accepted in the United States of America requires
   management to make estimates and assumptions that affect amounts reported
   therein. Due to the inherent uncertainty involved in making estimates, actual
   results reported in future periods may differ from those estimates. The Plan
   utilizes various investment instruments including U.S. Government Securities,
   corporate debt instruments, and corporate stocks. Investment securities, in
   general, are exposed to various risks, such as interest rate, credit, and
   overall market volatility. Due to the level of risk associated with certain
   investment securities, it is reasonably possible that changes in the values
   of investment securities will occur in the near term and that such changes
   could materially affect the amounts reported in the financial statements.

C. INVESTMENTS

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

   The synthetic guaranteed investment contracts ("contracts") owned by the Plan
   and held in the Master Trust are recorded at contract value and are fully
   benefit-responsive in accordance with the American Institute of Certified
   Public Accountants' Statement of Position 94-4, Reporting of Investment
   Contracts Held by Health and Welfare Benefit Plans and Defined Contribution
   Pension Plans. The contracts are included in the financial statements at
   contract value as reported to the Master Trust by the insurance company.
   Contract value represents contributions made under the contract, plus
   earnings, less participant withdrawals and administrative expenses.
   Participants may ordinarily direct the withdrawal or transfer of all or a
   portion of their investment at contract value. Contract value of such
   contracts approximates fair value as of December 31, 2003 and 2002. Synthetic
   investment contracts operate similarly to a separate account investment
   contract, except that the assets are placed in a trust (with ownership by the
   Master Trust) rather than a separate account of the contract issuer.

   The contracts provide for prospective crediting interest rate adjustments
   based on the interest earnings and fair value of the underlying trust assets.
   The crediting interest rates are reset quarterly and the contracts include
   wrappers that provide that the crediting interest rates cannot be less than
   zero. The average crediting interest rate of the synthetic investment
   contracts as of December 31, 2003 and 2002 was approximately 5.12% and 5.22%,
   respectively. The wrappers are entered into by the Master Trust to stabilize
   the income generation of the Fund.


                                      10 -



                    THE GENERAL MOTORS PERSONAL SAVINGS PLAN
                 FOR HOURLY-RATE EMPLOYEES IN THE UNITED STATES
                    NOTES TO FINANCIAL STATEMENTS - Continued


   The average yield for the synthetic investment contracts within the Promark
   Income Fund was approximately 4.9% and 6.1% for the years ended December 31,
   2003 and 2002, respectively. There are no reserves against the contract value
   for credit risk of the contract issuer or otherwise.

D. THE MASTER TRUST

   The Corporation established the Master Trust pursuant to a trust agreement
   among the Corporation, Saturn Corporation, and State Street Bank and Trust,
   as trustee of the funds, in order to permit the commingling of trust assets
   of several employee benefit plans for investment and administrative purposes.
   The assets of the Master Trust are held by State Street Bank and Trust.

   Employee benefit plans participating in the Master Trust as of December 31,
   2003 include the following:

   o  General Motors Savings-Stock Purchase Program for Salaried Employees
      in the United States
     o General Motors Personal Savings Plan for Hourly-Rate Employees in the
                                  United States
   o  Saturn Individual Savings Plan for Represented Members
   o  General Motors Income Security Plan for Hourly-Rate Employees

   Each participating employee benefit plan has an undivided interest in the net
   assets and changes therein of each of the Master Trust investment options in
   which the respective plan participates.

   The net investment income of the commingled Master Trust investment funds
   (the GM $1-2/3 Par Value Common Stock Fund, the EDS Common Stock Fund, the
   Raytheon Common Stock Fund, the Delphi Common Stock Fund, News Corporation
   Preferred ADS Fund, DIRECTV Group Common Stock Fund and the Promark Funds) is
   allocated by the trustee to each participating plan based on that plan's
   interest in each commingled Master Trust investment fund, as compared with
   the total interest in each commingled Master Trust investment fund of all the
   participating plans at the beginning of the period. For all other investment
   options, the net investment income is separately earned by the respective
   employee benefit plan, and is thus recorded separately in the accounting
   records of the respective plan.

   As of December 31, 2003 and 2002, the Plan had approximately a 38% interest
   in the Master Trust.


                                     - 11 -



                    THE GENERAL MOTORS PERSONAL SAVINGS PLAN
                 FOR HOURLY-RATE EMPLOYEES IN THE UNITED STATES
                    NOTES TO FINANCIAL STATEMENTS - Continued

   The net assets available for benefits of the Master Trust at December 31,
   2003 and 2002 are summarized as follows (dollars in thousands):

   ASSETS:                                                2003         2002
                                                     ---------    ---------
      Investments at fair value:
         General Motors Corporation $1-2/3 par
         value common stock                         $4,145,996   $2,799,227
         General Motors Corporation Class H
         $0.10 par value common stock                        0      444,377
         Electronic Data Systems common stock           62,815       52,182
         Delphi Corporation common stock               197,925      172,688
         DIRECTV Group common stock                    466,099            0
         News Corporation preferred ADSs                94,723            0
         Raytheon common stock                          69,696       79,089
                                                    ----------   ----------
            Total Common Stock                       5,037,254    3,547,563

        Mutual funds                                 6,473,483    4,954,961
        Common and collective trusts                 2,798,171    2,025,286
        Loan funds                                     651,348      681,457
        Other                                          143,656      350,373
                                                    ----------   ----------
      Total investments at fair value               15,103,912   11,559,640

      Investments at contract value-
         Guaranteed investment contracts             6,383,546    5,960,529
                                                    ----------    ---------
      Total investments                             21,487,458   17,520,169

      Receivables-
         Accrued investment income                          37           25
                                                    ----------   ----------
            Total receivables                               37           25
                                                    ----------   ----------
            Total assets                           $21,487,495  $17,520,194
                                                    ==========   ==========

   LIABILITIES:

      Due to broker for securities purchased             1,815        1,331
                                                    ----------   ----------
   NET ASSETS AVAILABLE FOR BENEFITS               $21,485,680  $17,518,863
                                                    ==========   ==========









                                     - 12 -


                    THE GENERAL MOTORS PERSONAL SAVINGS PLAN
                 FOR HOURLY-RATE EMPLOYEES IN THE UNITED STATES
                    NOTES TO FINANCIAL STATEMENTS - Continued

   The total investment earnings of the Master Trust for the years ended
   December 31, 2003 and 2002 are summarized as follows (dollars in thousands):
                                                          2003         2002
                                                     ---------    ---------

   Income from guaranteed investment contracts        $319,210     $350,896
   Interest                                             39,236       49,170
   Dividends                                           163,945      145,357
   Net appreciation (depreciation) in fair
   value of investments:
     General Motors Corporation $1-2/3 par
         value common stock                          1,296,970     (760,290)
     Mutual funds                                    1,393,142   (1,140,939)
     Common and collective trusts                      585,264     (501,491)
     Other                                             273,135     (461,322)
                                                     ---------    ---------
     Total net depreciation                          3,548,511   (2,864,042)
                                                     ---------    ---------
   Total investment income(loss)                    $4,070,902  $(2,318,619)
                                                     =========    =========

E. TRANSFER TO DELPHI

   On April 12, 1999, the GM Board of Directors approved the complete separation
   of Delphi by means of a spin-off, which was completed on May 28, 1999. Prior
   to the spin-off, GM established the Delphi Personal Savings Plan (the "Delphi
   Plan"), modeled after the GM Plan. On May 28, 1999, for those employees whom
   elected to do so, assets representing Delphi participants' holdings in the GM
   Plan were transferred and reinvested under the corresponding investment
   options in the Delphi Plan. As a result of the separation, the Delphi Plan
   was separated from the GM Plan, and is now administered by Delphi as a
   separate plan. During 2003 and 2002 additional participants elected to
   transfer their holdings between the Delphi and GM Plans resulting in a net
   transfer out of the GM Plan of approximately $815 thousand and $10.8 million
   for 2003 and 2002, respectively.

F. TERMINATION OF THE PLAN

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

G. FEDERAL INCOME TAXES

   By letter dated May 23, 2000, the IRS has determined and informed the
   Corporation that the Plan is a tax-qualified employee benefit plan, meeting
   the requirements of Sections 401(a) and 401(k) of the Internal Revenue Code
   of 1986, as amended (the "Code"), and the Trust established thereunder was
   determined to be exempt from United States Federal income taxes under Section
   501(a) of the Code. The Plan's fiduciary and tax counsel believe that the
   Plan is designed and currently being operated in compliance with the
   applicable requirements of the Code, and therefore no provision for income
   taxes has been included in the Plan's financial statements.

H. RELATED PARTY TRANSACTIONS

   The Plan and Master Trust enter into certain related party transactions.
   These generally include investments with trustees, fund managers, the
   Corporation and its subsidiaries. Such transactions are within the scope of
   the investment guidelines.



                                     - 13 -



                  THE GENERAL MOTORS PERSONAL SAVINGS PLAN
               FOR HOURLY-RATE EMPLOYEES IN THE UNITED STATES

                   Form 5500, SCHEDULE H, Part IV, Line 4i- Schedule of Assets
                   (Held at End of Year) DECEMBER 31, 2003 (dollars in
                   thousands)


     Identity of Issuer, Borrower, Lessor or
      Or Similar Party                                   Current Value


  *    Participant loans, maturing through December 31, 2008 and December 31,
       2007, with rates
       ranging from 4.0% to 9.5%                              $393,260
                                                              ========



* Denotes parties-in-interest






















                                     - 14-