**Exhibit 10(j)**Robert A. LutzCOMPENSATION STATEMENT   Commencing: January 1, 2003 Salary: $129,166.66 Per MonthI agree I am classified as an exempt employee for purposes of the Fair Labor Standards Act, and thesalary provided to me pursuant to the letter agreement of even date herewith will be my totalsalary during each monthly period in which GM continues it in effect for all hours worked,including overtime.I acknowledge that I will become aware of trade secrets or other confidential and/or proprietaryinformation concerning GM, the disclosure of which will cause irreparable harm to the Corporation.I agree that I will not disclose to any person or entity any such trade secret, confidential and/orproprietary information and, upon termination of my employment with GM, I shall return alldocuments or other materials containing such information to GM. I also acknowledge that I will notdisclose to GM or its employees any trade secrets or other confidential and/or proprietaryinformation of any prior employer without the specific written authorization of the prior employer.I represent that I am not subject to any agreements that would preclude my employment with GM.For a period of one year immediately following my termination of employment with GM or any of itssubsidiaries for any reason, I will not, without the prior written consent of the GM ChiefExecutive Officer, engage in or perform any services of a similar nature to those I performed at GMfor any other corporation or business engaged in the design, manufacture, development, promotion,sale, or financing of automobiles or trucks within North America, Latin America, Asia, Australia,or Europe in competition with GM, any of its subsidiaries or affiliates, or any joint ventures towhich GM or any of its subsidiaries or affiliates is a party. If the terms of this paragraph arefound by a court to be unenforceable due to the duration, products or territory covered, such courtshall be authorized to interpret these terms in a manner that makes the paragraph enforceablewithin that particular jurisdiction.This Statement reaffirms that my employment is from month-to-month on a calendar month basis and Iacknowledge that except as provided in the letter agreements of even date herewith, GM retains theright in its discretion to increase or decrease my compensation. The parties agree Michigan lawapplies to this Compensation Statement even if I am employed outside the state.I agree that my job responsibilities with GM and a significant portion of my compensation as morefully described in the letter agreements of even date herewith are consideration for theconfidentiality and non-compete agreements noted above.I acknowledge that, with the exception of the Agreements between General Motors Corporation andRobert A. Lutz (dated September 1, 2001, and December 20, 2002), there are no other oral or writtenunderstandings or agreements in effect regarding my salary, nature or duration of employment, orthe other matters set forth in this compensation statement.No modification or amendment of this Compensation Statement will be effective unless it is inwriting and signed by both parties.            Employee General Motors Corporation         Date Date