Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
DeLuca James B.
   2. Issuer Name and Ticker or Trading Symbol
General Motors Co [GM] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice President
(Last)
(First)
(Middle)
300 RENAISSANCE CENTER, M/C: 482-C25-A36		 3. Date of Earliest Transaction (Month/Day/Year)
09/30/2013
(Street)

DETROIT, MI 48265-3000		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock (1) 12/31/2013   M   248 A $ 0 248 D  
Common Stock 12/31/2013   D   156 D $ 40.81 92 D  
Common Stock 12/31/2013   F   92 D $ 40.81 0 D  
Common Stock (2) 12/31/2013   M   1,205 A $ 0 1,205 D  
Common Stock 12/31/2013   D   760 D $ 40.81 445 D  
Common Stock 12/31/2013   F   445 D $ 40.81 0 D  
Common Stock (3) 12/31/2013   M   304 A $ 0 304 D  
Common Stock 12/31/2013   D   191 D $ 40.81 113 D  
Common Stock 12/31/2013   F   113 D $ 40.81 0 D  
Common Stock (4) 09/30/2013   M   306 A $ 0 306 D  
Common Stock 09/30/2013   D   209 D $ 35.97 97 D  
Common Stock 09/30/2013   F   97 D $ 35.97 0 D  
Common Stock (5) 09/30/2013   M   1,200 A $ 0 1,200 D  
Common Stock 09/30/2013   D   820 D $ 35.97 380 D  
Common Stock 09/30/2013   F   380 D $ 35.97 0 D  
Common Stock (6) 09/30/2013   M   621 A $ 0 621 D  
Common Stock 09/30/2013   D   424 D $ 35.97 197 D  
Common Stock 09/30/2013   F   197 D $ 35.97 0 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (7) $ 0 02/13/2014   M   11,661     (8)   (8) Common Stock 11,661 $ 0 11,661 D  
Restricted Stock Units (9) $ 0 02/13/2014   M   3,291     (8)   (8) Common Stock 3,291 $ 0 3,291 D  
Salary Stock Units (1) $ 0 12/31/2013   M     248   (10)   (10) Common Stock 248 $ 0 496 D  
Salary Stock Units (2) $ 0 12/31/2013   M     1,205   (10)   (10) Common Stock 1,205 $ 0 1,205 D  
Salary Stock Units (3) $ 0 12/31/2013   M     304   (10)   (10) Common Stock 304 $ 0 0 D  
Salary Stock Units (4) $ 0 09/30/2013   M     306   (10)   (10) Common Stock 306 $ 0 611 D  
Salary Stock Units (5) $ 0 09/30/2013   M     1,200   (10)   (10) Common Stock 1,200 $ 0 1,200 D  
Salary Stock Units (6) $ 0 09/30/2013   M     621   (10)   (10) Common Stock 621 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
DeLuca James B.
300 RENAISSANCE CENTER
M/C: 482-C25-A36
DETROIT, MI 48265-3000		       Executive Vice President  

Signatures

 /s/ Anne T. Larin, attorney-in-fact for Mr. DeLuca   02/17/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The Common Stock reported in this item was issued upon the settlement of the portion of a grant of Salary Stock Units ("SSUs") awarded on December 31, 2012 pursuant to the Company's Salary Stock Plan (the "GMSSP") and vested upon grant. Each SSU vests upon grant and is the economic equivalent of one share of the Company's Common Stock (the "Common Stock").
(2) The Common Stock reported in this item was issued upon the settlement of a portion of a grant of SSUs awarded on December 31, 2011 pursuant to the GMSSP.
(3) The Common Stock reported in this item was issued upon the settlement of a portion of a grant of SSUs awarded on December 31, 2010 pursuant to the GMSSP.
(4) The Common Stock reported in this item was issued upon the settlement of a portion of a grant of SSUs awarded on September 30, 2012 pursuant to the GMSSP.
(5) The Common Stock reported in this item was issued upon the settlement of a portion of a grant of SSUs awarded on September 30, 2011 pursuant to the GMSSP.
(6) The Common Stock reported in this item was issued upon the settlement of a portion of a grant of SSUs awarded on September 30, 2010 pursuant to the GMSSP.
(7) Restricted Stock Units ("RSUs") were awarded on February 13, 2014, pursuant to the Company's 2009 Long-Term Incentive Plan (the "GMLTIP"). Two-thirds of these RSUs will vest on February 13, 2016 and the remaining one-third will vest on February 13, 2017.
(8) Each RSU represents a right to receive one share of the Company's common stock upon settlement. RSUs will be settled when they vest. Under the GMLTIP, RSUs do not have a conversion or exercise price or a date on which they expire or are exercisable.
(9) These RSUs will vest on February 13, 2015.
(10) Grants of SSUs will be settled in three equal, annual installments beginning one year after the date of grant. The GMSSP gives the employee the option of having a settlement made by delivery of the Stock or of cash in an amount equal to the fair market value of the Stock as of the applicable anniversary date of the SSUs' grant. Under the GMSSP, the fair value of the Stock is the average of the high and low trading prices for the Stock as reported on the New York Stock Exchange, on which it is listed, on the date of the transaction. The employee opted to have these settlements made by delivery of cash, less a portion withheld for taxes.

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