EXHIBIT 31.1


                                  CERTIFICATION


I, G. Richard Wagoner, Jr., Chairman and Chief Executive Officer, certify
that:

1.    I have reviewed this quarterly report on Form 10-Q of General Motors
      Corporation;

2.    Based on my knowledge, this quarterly report does not contain any untrue
      statement of a material fact or omit to state a material fact necessary to
      make the statements made, in light of the circumstances under which such
      statements were made, not misleading with respect to the period covered by
      this quarterly report;

3.    Based on my knowledge, the financial statements, and other financial
      information included in this quarterly report, fairly present in all
      material respects the financial condition, results of operations and cash
      flows of the registrant as of, and for, the periods presented in this
      quarterly report;

4.    The registrant's other certifying officers and I are responsible for
      establishing and maintaining disclosure controls and procedures (as
      defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant
      and we have:

      a) designed such disclosure controls and procedures, or caused such
         disclosure controls and procedures to be designed under our
         supervision, to ensure that material information relating to the
         registrant, including its consolidated subsidiaries, is made known to
         us by others within those entities, particularly during the period in
         which this quarterly report is being prepared;

      b) evaluated the effectiveness of the registrant's disclosure controls
         and procedures and presented in this report our conclusions about
         the effectiveness of the disclosure controls and procedures, as of
         the end of the period covered by this report based on such
         evaluation; and

      c) disclosed in this report any change in the registrant's internal
         control over financial reporting that occurred during the
         registrant's most recent fiscal quarter that has materially
         affected, or is reasonably likely to materially affect, the
         registrant's internal control over financial reporting; and

5.    The registrant's other certifying officers and I have disclosed,
      based on our most recent evaluation of internal control over
      financial reporting, to the registrant's auditors and the audit
      committee of registrant's board of directors (or persons performing
      the equivalent function):

      a) all significant deficiencies and material weaknesses in the design
         or operation of internal control over financial reporting which are
         reasonably likely to adversely affect the registrant's ability to
         record, process, summarize and report financial information; and

      b) any fraud, whether or not material, that involves management or
         other employees who have a significant role in the registrant's
         internal control over financial reporting.




Date:  May 6, 2004

                              /s/ G. RICHARD WAGONER, JR.
                              ---------------------------
                              G. Richard Wagoner, Jr.
                              Chairman and Chief Executive Officer



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