General Motors Corporation $2.5 Billion Convertible

FOR RELEASE: February 25, 2002

GM Files for Convertible Securities Offering

NEW YORK -- General Motors Corporation today announced plans to offer $2.5 billion in convertible debt securities as part of a comprehensive effort to improve the company's financial flexibility.

The proceeds of the offering, combined with other cash-generation initiatives, will be used to rebuild GM's liquidity position, reduce its underfunded pension liability and fund its post-retirement health care obligations. The securities mature in 30 years and are convertible into GM $1-2/3 common stock. Pricing of the securities is expected to occur later this week.

A supplemental prospectus relating to the offering is also available at the SEC and on GM's investor web site. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.