UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                            Washington, DC 20549-1004



                                   FORM 8-K/A

                                 CURRENT REPORT
                       PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934



       Date of Report (Date of earliest event reported) November 15, 2004



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



         STATE OF DELAWARE                  1-143           38-0572515
         -----------------                  -----           ----------
     (State or other jurisdiction of     (Commission     (I.R.S. Employer
     Incorporation or Organization)      File Number)   Identification No.)

     300 Renaissance Center,                              48265-3000
     Detroit, Michigan                                     (Zip Code)
     ----------------------------------------------------------------------
                    (Address of Principal Executive Offices)



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








================================================================================

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act 
    (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
    240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the 
    Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the 
    Exchange Act (17 CFR 240.13e-4(c))






ITEM 2.05  Costs Associated with Exit or Disposal Activities

With respect to Form 8-K, Item 2.05, Costs Associated with Exit or Disposal
Activities:

(a)         On November 15, 2004, Management of General Motors Corporation's
            North American and Manufacturing Operations finalized the plans for
            the closing of the Corporation's assembly plant in Baltimore,
            Maryland, in 2005 as described in the following press release.

(b)         At this time General Motors (GM) is unable to estimate the total
            amount or range of amounts expected to be incurred in connection
            with each major type of cost associated with this course of action.
      
            GM will recognize a pre-tax charge of $52 million ($32 million after
            tax) for the write-down to fair market value of various plant assets
            as of December 31, 2004. Continued payment of compensation and other
            benefits to laid-off employees is estimated to be $6 million per
            month, which is expected to decline as employees are redeployed,
            retire, or otherwise terminate their employment; accordingly, the
            total of such charges is not currently estimable. Exit and
            environmental costs of approximately $20 million, pre-tax
            (approximately $12 million after tax), will be recognized in the
            future as liabilities are incurred.
      
(c)         At this time GM is unable to estimate the total amount or range of
            amounts expected to be incurred in connection with this act.

(d)         At this time GM is unable to estimate the total amount or range of
            amounts of the charge that will result in future cash expenditures.
      
            Payments of compensation and other benefits to laid-off employees
            will be made in cash. Such payments are estimated to be $6 million
            per month, which is expected to decline as employees are redeployed,
            retire, or otherwise terminate their employment; accordingly, the
            total of such payments is not currently estimable. The estimated
            future exit and environmental costs of approximately $20 million are
            expected to be settled in cash.
      


On November 16, 2004, GM issued the following press release:


              Chevy Astro And GMC Safari To Be Discontinued In 2005

                GM's Baltimore, Maryland Assembly Plant To Close

  GM Maintains Significant Presence In Baltimore Area Through White Marsh 
  Transmission Plant

  PONTIAC, Mich. - General Motors today announced that its Chevy Astro and GMC
  Safari will be discontinued in 2005. As a consequence, the company's
  Baltimore, Md. assembly plant, which exclusively builds the Chevy Astro and
  GMC Safari, will also close in 2005. The company also reaffirmed that it will
  maintain a significant presence in the greater Baltimore area through its
  state-of-the-art transmission plant in White Marsh, Md.

  With the Astro and Safari reaching the end of their lifecycles, GM management
  initiated several production changes over the last several years to better
  align production at the plant with market demand for the Astro and Safari.
  These decisions included eliminating the plant's second shift of production in
  the summer of 2000 and slowing production output on several occasions.

  The Chevy Astro and GMC Safari were introduced in the 1985 model year. During
  the first 10 months of this year, production at Baltimore amounted to
  approximately 41,000 vehicles.

  "Long-term market softening and the products' lifecycle have driven GM to make
  this difficult yet necessary decision," said Joe Spielman, GM vice president
  and general manager of Vehicle Manufacturing. "GM can no longer justify
  building these two products at volumes that are significantly below the
  plant's capacity."



  "The men and women of Baltimore Assembly are proud, hard working people who
  have done a great job of building the Chevy Astro and GMC Safari over the
  years," Spielman added. "Everyone at Baltimore Assembly should take great
  pride in their many accomplishments and years of dedication to these
  products."

  GM currently employs approximately 1,000 hourly and 100 salaried employees at
  the Baltimore plant. The UAW/GM National Agreement provides a comprehensive
  plan and provisions for the GM employees affected by the decision. UAW Local
  239 represents the plant's hourly workforce. In addition, management will work
  with affected salaried employees to pursue opportunities at other GM
  locations.

  The Baltimore Assembly plant sits on 182 acres and consists of approximately
  3.2 million square feet. It opened in 1935 and originally produced a variety
  of Chevrolet cars and trucks. In 1984, the facility was converted for
  production of the Astro and Safari.

  General Motors Corp. (NYSE: GM), the world's largest vehicle manufacturer,
  employs about 325,000 people globally. Founded in 1908, GM has been the global
  automotive sales leader since 1931. GM today has manufacturing operations in
  32 countries and its vehicles are sold in 192 countries. In 2003, GM sold
  nearly 8.6 million cars and trucks, about 15 percent of the global vehicle
  market. GM's global headquarters are at the GM Renaissance Center in Detroit.
  More information on GM and its products can be found on the company's
  corporate website at www.gm.com.


                                      # # #



                                   SIGNATURES

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


                                          GENERAL MOTORS CORPORATION
                                          --------------------------
                                          (Registrant)

Date:  January 18, 2005              By:  /s/PETER R. BIBLE
                                     ---  -----------------
                                          (Peter R. Bible, 
                                           Chief Accounting Officer)