UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                           Washington, DC 20549-1004
                                  FORM 10-K/A

 X  ANNUAL REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF
    1934
                 For the fiscal year ended December 31, 1997

                                       OR

    
TRANSITION REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF
1934

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

                          Commission file number 1-143

                           GENERAL MOTORS CORPORATION
             (Exact Name of Registrant as Specified in its Charter)


        STATE OF DELAWARE                                       38-0572515
    (State or other jurisdiction of                        (I.R.S. Employer
    Incorporation or Organization)                       Identification No.)

  100 Renaissance Center, Detroit, Michigan                 48243-7301
3044 West Grand Boulevard, Detroit, Michigan                48202-3091
(Address of Principal Executive Offices)                    (Zip Code)

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

         Securities registered pursuant to Section 12(b) of the Act:


                                                 Name of Each Exchange on
             Title of Each Class                     Which Registered         
Common, $1-2/3 par value (678,564,579 shares
  outstanding as of February 28, 1998)           New York Stock Exchange, Inc.
Class H Common, $0.10 par value (104,368,924
  shares outstanding as of February 28, 1998)    New York Stock Exchange, Inc.
Preference, $0.10 par value, Series B
  9-1/8% Depositary Shares, stated value
  $25 per share, dividends cumulative
  (20,020,586 depositary shares outstanding
  as of February 28, 1998)                       New York Stock Exchange, Inc.
Preference, $0.10 par value, Series D
  7.92% Depositary Shares, stated value
  $25 per share, dividends cumulative
  (3,014,654 depositary shares outstanding
  as of February 28, 1998)                       New York Stock Exchange, Inc.
Preference, $0.10 par value, Series G
  9.12% Depositary Shares, stated value
  $25 per share, dividends cumulative
  (5,015,410 depositary shares outstanding
  as of February 28, 1998)                       New York Stock Exchange, Inc.
General Motors Capital Trust D 8.67% Trust
  Originated Preferred Securitiessm (TOPrSsm),
  Series D (3,149,748 shares outstanding as of
  February 28, 1998)                             New York Stock Exchange, Inc.
General Motors Capital Trust G 9.87% Trust
  Originated Preferred Securitiessm (TOPrSsm),
  Series G (5,221,123 shares outstanding as of
  February 28, 1998)                             New York Stock Exchange, Inc.






Note:  The $1-2/3 par value common stock of the Registrant is also listed for
trading on:

    Chicago Stock Exchange, Inc.                Chicago, Illinois
    Pacific Exchange, Inc.                      San Francisco, California
    Philadelphia Stock Exchange, Inc.           Philadelphia, Pennsylvania
    Montreal Stock Exchange                     Montreal, Quebec, Canada
    Toronto Stock Exchange                      Toronto, Ontario, Canada
    Borse Frankfurt am Main                     Frankfort on the Main, Germany
    Borse Dusseldorf                            Dusseldorf, Germany
    Bourse de Bruxelles                         Brussels, Belgium
    Courtiers en Valeurs Mobilieres             Paris, France
    The London Stock Exchange                   London, England


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by  Section 13 of the  Securities  Exchange  Act of 1934  during the
preceding 12 months,  and (2) has been subject to such filing  requirements  for
the past 90 days. Yes X . No .

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. ( )

The  aggregate  market  value  (based upon the average of the highest and lowest
sales  prices on the  Composite  Tape on February  27,  1998) of General  Motors
Corporation  $1-2/3 par value and Class H common stocks held by nonaffiliates on
February  27,  1998  was   approximately   $46.6   billion  and  $4.3   billion,
respectively.

Documents incorporated by reference are as follows:
                                                Part and Item Number of Form
Document                                        10-K into Which Incorporated

General Motors Notice of Annual Meeting of 
  Stockholders  and Proxy Statement for
  the Annual Meeting of  Stockholders 
  to be held June 1, 1998                        Part III, Items 10
                                                 through 13


sm "Trust Originated Preferred Securities" and "TOPrS" are service trademarks of
Merrill Lynch & Co.


























                                   COVER PAGE

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

                                  FORM 10-K/A
                              AMENDMENT TO REPORT
                        FILED PURSUANT TO SECTION 13 OF
                      THE SECURITIES EXCHANGE ACT OF 1934

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

                                AMENDMENT NO. 1


    The  undersigned  registrant  hereby  amends  Exhibit 99 to its 1997  Annual
Report on Form 10-K ("Form 10-K") to update the Independent  Auditors' Report on
page IV-17 to include the typed signature of Deloitte & Touche LLP,  independent
auditors, as part of such Form 10-K.

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


                                       General Motors Corporation
                                              (Registrant)


                                   By:  /s/Peter R. Bible
                                        (Peter R. Bible, Chief Accounting
                                         Officer)

Date:  March 26, 1998

































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