BLITZER: Joining us now the president and CEO of General Motors Fritz Henderson.

Mr. Henderson, thanks very much for coming in.

FRITZ HENDERSON, CEO, GENERAL MOTORS: Wolf, thank you.

BLITZER: What are the chances that by the end of May General Motors is going to have to file for bankruptcy protection?

HENDERSON: Today, we launched a bond exchange that provided options for bondholders and it also provided conditions to the bond exchange. We have been clear through this process and certainly we were in the prospectus that if we can't achieve our goals outside of a bankruptcy process which is our objective, then we would do it inside of one. So this is an important step today, it gives us a chance to execute this restructuring outside of a bankruptcy process. But if it doesn't succeed, if we're not able to accomplish what we need to accomplish, we would fall into a bankruptcy process by June 1.

BLITZER: The stock of GM a couple of years ago was selling for about $42 a share, a year ago, $25 a share, now it's just over $2 a share. This whole avoiding bankruptcy hinges right now on this contingency plan that you unveiled today. Give us your ballpark estimate, 50/50, 60/40, what are the chances it's going to work so you won't have to file for bankruptcy.

HENDERSON: As I look at the operating side of the business, we're confident that we can execute the plan that's included in the prospectus today, we're moving aggressively, we're moving fast, it's all about going faster, going deeper, in terms of what the bondholders want to do, I can't predict that.

BLITZER: So you say it's a 50/50 thing right no.

HENDERSON: I'm not in the business of providing probablistic estimates right now. With respect to bondholders and how they exercise their options, they have to make their own choices.

BLITZER: Bringing the total to $15.4 billion do you think more money will be necessary from U.S. taxpayers?

HENDERSON: The prospectus outlines what might be necessary from the U.S. taxpayer, we identified $27 billion in total. And that is by the way when we made our commission in February, we outlined an upper level of $30 billion, so we're baseball within the $30 billion we asked for in February. We have a $2.6 billion draw at the end of May and another $9 million beyond that.

BLITZER: In terms of repaying taxpayers, I take it what you really want to do is give perhaps 50 percent if not more of the common stock of General Motors to the U.S. treasury, making the General Motors in effect a U.S. government-run and owned operation?

HENDERSON: The bond exchange actually has as one of the conditions that 89 percent of the shares would be split between the U.S. treasury and the retirees and the payment of health care benefits. One of the ways for the bond exchange to be successful is that the exchange be over 50 percent. The treasury has not indicated any interest of running the business, as one of the announcements they made in March is that we need to reconstruct or board and if that were to occur, they would be the largest shareholder, they would be over 50 percent, as to what they would do in the future, I can't say, but in terms of what they have asked us to do is basically run the company and in terms of the board, have the board reconstitute it?

BLITZER: If you got your way, the majority of the ownership of GM would be you and me, the American taxpayer?

HENDERSON: There's no commitment, but certainly one of the conditions of the bond exchange is that.

BLITZER: Pontiac, why is Pontiac going to go away?

HENDERSON: We in our February commission talked about repositioning Pontiac as a niche brand between a Buick and a Pontiac retail challenge. We have spent the last 30 days trying to see how we would make Pontiac as a niche brand to be successful. We could not provide the right resources in terms of research and development and the right are resources in terms of product development. We need to stop.

BLITZER: Oldsmobile went away a few years ago, Buick is still there, why is Buick there, Chevy there, but Pontiac is going to disappear?

HENDERSON: Our core brand, Chevrolet, Cadillac, Pontiac and GMC represents 85 percent of our volume. It's a far higher level of the profitability level of the company. In terms of the Pontiac brand, a fair amount of their volume we're able to fulfill that with other brands. And as we get behind strong Chevrolet offerings, we could keep at least a relatively reasonable percentage of those customers within the family. We'll have to tell, but I think we're going to do fantastic cars and trucks across the ford core brand which is the most important thing we can do in the marketplace.

BLITZER: Make the case to the viewers right now, given the talk of bankruptcy and the major problems GM is facing right now, why should someone go out and by a GM car?

HENDERSON: First of all we have to tap the cars and trucks, first of all they should do it because they love our cars and truck. First of all we will succeed and we will get through this. President Obama in his speech talked about the fact that GM could be viable and would be viable and successful going forward. He basically then went on to stand behind the service and warranty of our products and services saying that the customers can have confidence that they can buy a GM car or truck and we will get through this and we will take care of customers. We will be there and you're going to be really happy buying a GM car or truck.

BLITZER: Fritz Anderson the CEO of GM's cars and trucks.