<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>gmac10q-06302001.txt
<DESCRIPTION>GMAC 2ND QUARTER FORM 10-Q 06-30-2001
<TEXT>

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


                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 10-Q


(Mark One)
 X  QUARTERLY REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF
--- 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2001, OR

    TRANSITION REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF
--- 1934 FOR THE TRANSITION PERIOD FROM            TO
                                        ----------    -----------


                                      Commission file number 1-3754
                                                             ------


                      GENERAL MOTORS ACCEPTANCE CORPORATION
              -----------------------------------------------------
             (Exact name of registrant as specified in its charter)

           Delaware                                        38-0572512
------------------------------------                 ---------------------
(State or other jurisdiction of                       (I.R.S. Employer
incorporation or organization)                         Identification No.)

200 Renaissance Center P.O. Box 200
Detroit, Michigan                                         48265-2000
----------------------------------------                  ----------
(Address of principal executive offices)                  (Zip Code)

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

The registrant  meets the conditions set forth in General  Instruction  H(1) (a)
and (b) of Form  10-Q  and is  therefore  filing  this  Form  with  the  reduced
disclosure format.

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by  Section 13 of the  Securities  Exchange  Act of 1934  during the
preceding 12 months,  and (2) has been subject to such filing  requirements  for
the past 90 days. Yes X . No    .
                     ---     ---

As of June 30, 2001,  there were  outstanding  10 shares of the issuer's  common
stock.

Documents incorporated by reference.  None.
                                      -----
================================================================================

<PAGE>

This  quarterly  report,  filed pursuant to Rule 13a-13 of the General Rules and
Regulations under the Securities Exchange Act of 1934, consists of the following
information as specified in Form 10-Q:


                          PART 1. FINANCIAL INFORMATION


The  required  information  is  given  as  to  the  registrant,  General  Motors
Acceptance Corporation and subsidiaries (the Company or GMAC).


ITEM 1.  FINANCIAL STATEMENTS

          In the opinion of management, the interim financial statements reflect
          all  adjustments,  consisting of only normal recurring items which are
          necessary  for a fair  presentation  of the  results  for the  interim
          periods  presented.  The results for interim periods are unaudited and
          are not  necessarily  indicative  of results which may be expected for
          any  other  interim  period  or for the  full  year.  These  financial
          statements  should  be  read  in  conjunction  with  the  consolidated
          financial  statements,  the significant  accounting policies,  and the
          other notes to the consolidated  financial  statements included in the
          Company's  2000 Annual Report filed with the  Securities  and Exchange
          Commission on Form 10-K.

          The  financial  statements  described  below are  submitted  herein as
          Exhibit 20.

          1.   Consolidated Balance Sheet, June 30, 2001 and December 31, 2000.

          2.   Consolidated  Statement of Income, Net Income Retained for Use in
               the Business and Comprehensive  Income for the Second Quarter and
               Six Months Ended June 30, 2001 and 2000.

          3.   Consolidated  Statement  of Cash Flows for the Six  Months  Ended
               June 30, 2001 and 2000.

          4.   Notes to Consolidated Financial Statements.

<PAGE>


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

General Motors Acceptance  Corporation (the "Company" or "GMAC"), a wholly-owned
subsidiary  of  General  Motors  Corporation  ("General  Motors"  or "GM"),  was
incorporated in 1997 under the Delaware  General  Corporation Law. On January 1,
1998, the Company merged with its predecessor, which was originally incorporated
in New York in 1919.

The  Company is a  financial  services  corporation  that  principally  provides
consumer and dealer vehicle financing.  GMAC also provides commercial  financing
to the apparel, textile,  automotive supplier and numerous other industries. The
principal markets for the Company's  automotive  financial products and services
are North America, Europe, Latin America and Asia-Pacific. The principal markets
for the commercial  financing products are North America and Europe. The Company
conducts insurance operations primarily in the United States, Canada and Europe.
In addition,  the Company's mortgage banking subsidiaries operate principally in
the U.S. and have operations in Mexico, Japan, Europe and Canada.

BUSINESS SEGMENT EARNINGS

GMAC earned  consolidated net income of $449.4 million, up 13.7% from the $395.1
million earned in the second quarter of 2000. These earnings  represent a record
second  quarter for GMAC. Net income for the first six months of 2001 was $914.4
million,  up 15.4% from the $792.4  million  reported  in the same period a year
ago.

<TABLE>
<CAPTION>

                                                                 Period Ended June 30,
                                                  ----------------------------------------------------
                                                        Second Quarter                Six Months
                                                  ------------------------     ---------------------
                                                     2001          2000           2001         2000
                                                  -----------   ----------     ----------   ----------
                                                                 (in millions of dollars)
<S>                                                <C>           <C>            <C>           <C>
Automotive and other financing operations          $ 360.3       $ 278.0        $ 694.4       $ 540.1
Insurance operations *                                40.9          57.2           75.4         119.6
Mortgage operations**                                 48.2          59.9          144.6         132.7
                                                  -----------   ----------     ----------   ----------
Consolidated net income                            $ 449.4       $ 395.1        $ 914.4       $ 792.4
                                                  ===========   ==========     ==========   ==========

*  GMAC Insurance Holdings, Inc. (GMACI)
** GMAC Mortgage Group, Inc. (GMACMG)

</TABLE>

For the  quarter,  net income from  automotive  and other  financing  operations
totaled  $360.3  million,  up 29.6% from the $278.0  million  earned in the same
period of 2000.  The strong  results can be  attributed  to higher asset levels,
increased  securitization  activity, and the positive impact of lower short-term
interest  rates,  which were only  partially  offset by higher credit losses and
lower off-lease residual values.

Insurance operations generated net income of $40.9 million in the second quarter
of 2001, down 28.5% from the $57.2 million earned in the second quarter of 2000.
The decrease was primarily due to lower capital gains.

Mortgage  operations  earned $48.2 million in the second  quarter of 2001,  down
19.5% from the $59.9  million  earned for the same period  last year.  The lower
interest rate  environment led to an  acceleration  of loan  prepayments as more
customers   refinanced  their  mortgages  requiring  a  write-down  of  mortgage
servicing rights.  Absent this write-down,  mortgage  operations remained strong
with a significant  increase in mortgage  originations  and record earnings from
GMAC Commercial Mortgage and Residential Funding Corporation (GMAC's residential
mortgage conduit operation).
<page>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

AUTOMOTIVE AND OTHER FINANCING OPERATIONS

Financing  revenue totaled  $3,758.4  million and $7,659.8 million in the second
quarter and first six months of 2001, respectively, compared to $3,827.9 million
and $7,607.3 million for the comparable periods in 2000. The year-to-year growth
was mainly due to higher average retail and commercial and other loan receivable
balances,  partially  offset by a decrease  in  wholesale  receivable  balances.
Retail  receivable   balances   increased  due  to  continued  retail  financing
incentives  sponsored  by  GM.  Commercial  Credit  LLC's  acquisitions  of  the
factoring  businesses of Finova Capital  Corporation  and Banc of America during
the third and fourth quarters of 2000,  respectively,  continued  growth at GMAC
Business  Credit LLC and increases in secured notes  contributed to the increase
in  commercial  and other loan  receivable  balances.  The decrease in wholesale
receivables was due to reduced dealer inventory levels.

Annualized  net retail  losses  were 0.68% and 0.71% of total  average  serviced
automotive  receivables  during the second quarter and first six months of 2001,
respectively,  compared to 0.53% and 0.56% for the same periods  last year.  The
provision  for  credit  losses,  most of which  relates  to  automotive  finance
receivables,  totaled  $275.3  million and $535.7 million for the second quarter
and six months ended June 30, 2001, respectively, compared to $130.3 million and
$237.7  million  for the  second  quarter  and six months  ended June 30,  2000,
respectively. Higher outstanding finance receivables,  increased commercial loan
loss  reserves,  along with  increased  net losses due to the  deterioration  in
economic  conditions  contributed  to the increase in the  provision  for credit
losses.

United States New Passenger Car and Truck Deliveries

U.S.  deliveries of new General  Motors (GM) vehicles  during the second quarter
and the first six months of 2001 were lower compared to the  comparable  periods
in 2000.  The decline in  financing  penetration  in the second  quarter and six
months of 2001 was primarily the result of a reduction in  GM-sponsored  leasing
incentives.
<TABLE>
<CAPTION>

                                                                 Period Ended June 30,
                                                          -----------------------------------
                                                          Second Quarter       Six Months
                                                          -----------------------------------
                                                           2001    2000      2001       2000
                                                          ------- -------   ------    -------
(In millions of units sold)

<S>                                                         <C>     <C>       <C>        <C>
Industry                                                    4.7     4.9       8.9        9.4
General Motors                                              1.3     1.4       2.5        2.6

New GM vehicle deliveries financed by GMAC
  Retail (installment sale contracts and operating leases) 40.8%   44.7%     41.5%      45.2%
  Fleet transactions (lease financing)                      1.8%    1.7%      2.1%       1.7%
Total                                                      33.0%   35.3%     32.9%      35.6%


</TABLE>

<PAGE>


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

Financing Volume

The number of new  vehicle  deliveries  financed  for GM and other  dealers  are
summarized below:
<TABLE>
<CAPTION>

                                                          Period Ended June 30,
                                            -------------------------------------------------
                                                  Second Quarter              Six Months
                                            -----------------------    ----------------------
<S>                                             <C>        <C>            <C>          <C>
                                                2001       2000           2001         2000
                                            ---------   -----------    ---------    ---------
 (in thousands of units)
United States
  Retail installment sale contracts              281        270            541          497
  Operating leases                               133        200            256          429
  Leasing                                          6          7             14           13
                                            ---------   -----------    ---------    ---------
New deliveries financed                          420        477            811          939
                                            =========   ===========    =========    =========

Other Countries
  Retail installment sale contracts              115        118            226          239
  Operating leases                                80         76            138          140
  Leasing                                         14         16             25           32
                                            ---------   -----------    ---------    ---------
New deliveries financed                          209        210            389          411
                                            =========   ===========    =========    =========

Worldwide
  Retail installment sale contracts              396        388            767          736
  Operating leases                               213        276            394          569
  Leasing                                         20         23             39           45
                                            ---------   -----------    ---------    ---------
New deliveries financed                          629        687          1,200        1,350
                                            =========   ===========    =========    =========
</TABLE>

The number of new vehicles  financed in the U.S.  during the second  quarter and
first  six  months  of 2001 was  lower  than  the  comparable  periods  in 2000,
primarily  as a result of a decline in the number of  vehicles  produced  in the
industry.  Additionally, the decrease in operating lease units can be attributed
to a shift from lease  incentive  programs to special  rate  retail  finance and
other programs sponsored by GM.

GMAC also provides  wholesale  financing for GM and other  dealers' new and used
vehicle inventories.  In the United States, inventory financing was provided for
876,000 and  1,666,000 new GM vehicles  during the second  quarter and first six
months of 2001,  respectively,  compared  with  1,004,000  and  1,870,000 new GM
vehicles  during the  respective  periods in 2000.  GMAC's  wholesale  financing
represented  74.9% of all GM vehicle sales to U.S.  dealers during the first six
months of 2001, up from 70.5% for the comparable period a year ago. The increase
in  wholesale   penetration  levels  was  attributable  to  continued  marketing
initiatives and competitive pricing strategies offered by the Company.

CONSOLIDATED INCOME AND EXPENSES

The Company's worldwide cost of borrowing, including the effects of derivatives,
for the second  quarter and first six months of 2001  averaged  5.93% and 6.20%,
respectively,  compared to 6.39% and 6.30% for the same  periods in 2000.  Total
borrowing  costs for U.S.  operations  averaged  5.90% and 6.23% for the  second
quarter and first six months of 2001, respectively,  compared to 6.56% and 6.45%
for the second quarter and first six months of 2000, respectively.  The decrease
in average  borrowing costs was mainly a result of lower short-term market rates
in the second quarter.
<page>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

CONSOLIDATED INCOME AND EXPENSES (concluded)

Other income totaled $777.4 million and $1,558.4  million for the second quarter
and six months ended June 30, 2001, respectively, compared to $584.5 million and
$1,104.1  million  during the  comparable  2000  periods.  The  change  from the
comparable periods in 2000 was mainly  attributable to increased sales of retail
and wholesale receivables.

Consolidated  salaries and benefits  totaled $512.2 million and $1,019.0 million
for the second quarter and first six months of 2001,  respectively,  compared to
$452.9  million and $922.6  million for the  comparable  periods last year.  The
increase was mainly  attributable to continued  growth and  acquisitions at GMAC
and GMACMG during 2000 and 2001.

Consolidated  amortization  of  intangibles  totaled  $321.8  million and $525.9
million  for the  second  quarter  and first six  months of 2001,  respectively,
compared to $150.7 million and $304.8  million for the  comparable  periods last
year.  The  increase was mainly a result of  increases  in the  amortization  of
mortgage  servicing  rights  as  well  as an  increase  in the  amortization  of
goodwill.   Increased  mortgage  servicing  rights  amortization  resulted  from
impairment  charges  recorded  related to the interest rate  environment and the
corresponding  refinance  activity  in  the  marketplace.  The  increase  in the
amortization  of goodwill was due to continued  acquisitions  at GMAC and GMACMG
during 2000 and 2001.

Other operating  expenses  totaled $1,009.1 million and $1,922.5 million for the
second  quarter and first six months of 2001,  respectively,  compared to $715.1
million and $1,373.1 million for the comparable  periods last year. The increase
was primarily due to continued growth and acquisitions at GMAC and GMACMG.

The effective  income tax rate for the second  quarter and six months ended June
30,  2001 was  34.3% and  36.2%,  respectively,  compared  to 37.0% for both the
second quarter and six months ended June 30, 2000. The lower  effective tax rate
for the second quarter and six months ended June 30, 2001 was primarily a result
of reductions in Canadian federal and provincial income tax rates.

INSURANCE OPERATIONS

Net premiums  earned by GMACI and its  subsidiaries  totaled  $500.9 million and
$1,004.7  million  for the second  quarter and six months  ended June 30,  2001,
respectively, compared to $466.0 million and $928.1 million for the same periods
during 2000.  This  increase  was a result of strong  volume in  mechanical  and
reinsurance lines of business.

Pre-tax  capital gains and  investment  and other income at GMACI totaled $145.3
million and $290.8  million for the second quarter and first six months of 2001,
compared  to $159.6  million and $305.3  million  for the same  periods in 2000.
Fluctuations in realized  capital gains are primarily due to the timing of sales
of individual securities.

Insurance losses and loss adjustment  expenses totaled $473.2 million and $873.9
million during the second quarter and six months of 2001, respectively, compared
to $369.7 and $730.1 million for the comparable periods in 2000. The increase in
2001 was due to increased  premiums written in reinsurance and mechanical lines,
continued  severity  losses in personal  lines,  and severe  weather  negatively
impacting wholesale lines.
<page>


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

INSURANCE OPERATIONS (concluded)

Net income was $40.9  million and $75.4  million for the second  quarter and six
months ended June 30, 2001,  respectively,  compared to $57.2 million and $119.6
million for the same periods in 2000. Earnings for the six months ended June 30,
2001  declined  due to an  increase  in  insurance  losses  and loss  adjustment
expenses and lower capital gains.

MORTGAGE OPERATIONS

Mortgage  revenue totaled  $1,381.2  million and $2,571.5 million for the second
quarter and first six months of 2001,  respectively,  compared to $877.0 million
and $1,736.8  million for the comparable  periods in 2000. The growth in revenue
was primarily  attributable to significantly stronger lending volumes due to the
declining  interest  rate  environment.   In  addition,  multiple  acquisitions,
including GMACMG's acquisition of Nippon Asset Management in Japan in the second
quarter of 2000, have increased revenues from other lines of business.

During the second quarter and first six months of 2001, GMACMG loan origination,
mortgage  servicing  acquisitions  and  correspondent  loan volume totaled $38.7
billion and $67.9  billion,  respectively,  compared to $17.5  billion and $30.6
billion for the same periods in 2000.  The increases  were  attributed to higher
levels of origination and securitization  activity due to the declining interest
rate  environment  during the first half of 2001. The combined GMACMG  servicing
portfolio,  excluding GMAC term loans to dealers, totaled $360.4 billion at June
30, 2001,  compared  with $336.2  billion  serviced at December  31,  2000.  The
increase over year-end was  primarily  due to increased  loan  production in the
current lending environment.

Net income was $48.2 million and $144.6  million for the second  quarter and six
months ended June 30, 2001,  respectively,  compared to $59.9 million and $132.7
million for the same periods in 2000.  The decrease in net income for the second
quarter ended June 30, 2001  compared to the same period in 2000 was  attributed
to   impairment   charges   taken  on  mortgage   servicing   rights  and  hedge
ineffectiveness associated with the Company's risk management activities related
to its mortgage servicing rights which arose due to changes in market conditions
and the interest rate environment.  The increase in net income for the six month
period ended June 30, 2001 compared to the same period in 2000 was attributed to
higher  originations and increased sales and  securitization  activity offset by
impairment of mortgage  servicing  rights and  revaluation  of mortgage  related
residuals and retained interests.

During the first quarter of 2001, interest rates,  including those on originated
loans for fifteen and thirty-year  residential mortgages declined substantially.
This activity increased mortgage  refinancing  activity resulting in a reduction
in the  expected  future  cash  flows that  support  the  carrying  value of the
mortgage servicing rights.  During the second quarter,  spreads between mortgage
rates,  which  drive  changes  in the value of the  Company's  mortgage  related
assets,  and the  interest  rates,  which  drive  changes  in the  value  of the
Company's hedge  instruments that are used in risk management  activities,  have
significantly tightened while prepayments have continued to accelerate.  For the
second  quarter  and six  months  ended  June 30,  2001,  the  Company  recorded
after-tax  impairment charges of $51.1 million and $70.8 million,  respectively.
Subsequent to June 30, 2001,  mortgage  rates continue to stay at low levels and
prepayment  activity  continues at a pace similar to the second quarter.  In the
event that the hedge positions prove to be not fully effective,  the Company may
experience further impairment losses in the future.
<page>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

 MORTGAGE OPERATIONS (concluded)

The Company estimates the fair value of its mortgage servicing rights based upon
assumptions that market participants would use. Typically, those assumptions are
derived  from similar  transactions  which occur in the  marketplace.  Continued
industry  consolidation  and other factors have led to a substantial  decline in
relevant market transactions, particularly since April 2001. In order to improve
the  Company's  estimation  process for assessing the fair value of its mortgage
servicing rights,  during the second quarter, the Company increased its reliance
on its own mortgage  servicing rights cash flow history for certain  assumptions
and  continued  to use market  driven  earning  rates,  discounting  factors and
prepayment models.

FINANCIAL CONDITION AND LIQUIDITY

At June 30, 2001, the Company owned assets and serviced  automotive  receivables
totaling $193.0 billion, $7.3 billion above December 31, 2000. The increase over
year-end was principally the result of increases in serviced retail receivables,
other assets,  real estate  mortgages  held for sale,  commercial and other loan
receivables, investments in securities, due and deferred from receivables sales,
mortgage servicing rights and mortgage lending receivables. These increases were
partially offset by a decline in net operating lease assets,  serviced wholesale
receivables, mortgage loans held for investment and factored receivables.

Finance receivables serviced by the Company, including sold receivables, totaled
$116.8  billion at June 30, 2001,  $4.3 billion above  December 31, 2000 levels.
The  increase  was  primarily  a result of a $4.8  billion  increase in serviced
retail  receivables,  a $1.3  billion  increase  in  commercial  and other  loan
receivables,  partially  offset by a $2.0 billion decline in serviced  wholesale
receivables.  GM-sponsored retail financing incentives contributed to the growth
in  serviced  retail  receivables.  The  change in  commercial  and  other  loan
receivables was primarily  attributable to increases in secured notes as well as
continued  growth at  Commercial  Credit LLC and GMAC  Business  Credit LLC. The
growth at Commercial  Credit LLC was partially  attributable to the acquisitions
of the factoring  businesses of Finova Capital  Corporation  and Banc of America
during the third and fourth  quarters  of 2000,  respectively.  The  decrease in
serviced  wholesale  receivables was due to reduced dealer  inventory  levels at
June 30, 2001 compared to December 31, 2000.

Other assets at June 30, 2001 totaled $14.7 billion, compared with $12.0 billion
at December 31, 2000. Of the total  increase,  $1.0 billion was  attributable to
the adoption of SFAS No. 133, Accounting for Derivative  Instruments and Hedging
Activities,  which  requires  GMAC to  reflect  the  fair  market  value  of its
derivatives on the balance sheet. In addition,  GMAC's  off-lease  vehicles that
have not been sold totaled $1.3  billion at June 30,  2001,  $0.7 billion  above
December 31, 2000,  primarily due to an increased  level of scheduled  off-lease
vehicles  and  a  special   early   termination   promotion   sponsored  by  GM.
Additionally,  other  mortgage-related  assets  totaled $4.4 billion at June 30,
2001,   $0.9  billion   above   December   31,  2000.   The  increase  in  other
mortgage-related  assets  was  primarily  due to an  increase  in  broker/dealer
receivables and an increase in subordinate loan participations.

The real estate  mortgage  inventory  held for sale  amounted to $7.5 billion at
June 30, 2001,  $1.8 billion above  December 31, 2000. The increase was due to a
higher volume of loan  originations in the declining  interest rate environment,
net of sales and securitization  activity.  Additionally,  maturing construction
loans were transferred from held to maturity to held for sale.

<page>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

FINANCIAL CONDITION AND LIQUIDITY (continued)

Investment in securities totaled $10.5 billion and $9.5 billion at June 30, 2001
and  December  31,  2000,  respectively.  The  change was  primarily  due to the
increase in residual interests for  mortgage-related  securities  generated from
the high volume of securitizations in the first half of 2001.

The Company's due and deferred from receivable  sales (net) totaled $1.7 billion
at June 30, 2001,  compared with $1.2 million at December 31, 2000. The increase
over year-end was mainly due to an increase in cash deposits held for trusts and
interest-only strip receivables due to three new sales of retail receivables and
two new sales of wholesale receivables.

Mortgage  servicing  rights (net)  totaled $4.3 billion and $4.0 billion at June
30, 2001 and  December  31,  2000,  respectively.  The  increase  was  primarily
attributable to higher loan origination  volume through the second quarter,  net
of reductions in the carrying value of mortgage  servicing  rights as previously
discussed.

Mortgage lending  receivables  totaled $3.3 billion and $3.0 billion at June 30,
2001 and December 31, 2000, respectively. The increase was due to a low interest
rate  environment,  which  contributed  to growth in warehouse and  construction
lending positions.

Consolidated operating lease assets, net of depreciation,  totaled $26.9 billion
at June 30, 2001,  reflecting a decrease of $2.5 billion from December 31, 2000.
The decrease was primarily attributable to a shift from lease incentive programs
to special rate retail finance programs sponsored by GM.

Mortgage loans held for investment totaled $1.4 billion and $1.9 billion at June
30,  2001 and  December  31,  2000,  respectively.  The  decline  was  primarily
attributed to maturing  construction  loans, which were transferred from held to
maturity to held for sale.

Factored  receivables totaled $1.9 billion and $2.3 billion at June 30, 2001 and
December  31,  2000,  respectively.  The  decrease  was a result  of  offsetting
disputed factored accounts  receivables related to the Banc of America factoring
portfolio  acquired as of December  31, 2000  against  related  client  balances
included in other liabilities. Additionally, the decline in factored receivables
was a result of client  terminations  and the conversion of factored  clients to
asset based clients, included in net finance receivables.

As of June 30, 2001, GMAC's total borrowings were $131.4 billion,  compared with
$133.4 billion at December 31, 2000.  GMAC's ratio of consolidated debt to total
stockholder's  equity at June 30, 2001 was 8.9:1,  compared to 9.5:1 at December
31, 2000.

The  Company and its  subsidiaries  maintain  substantial  bank lines of credit,
which  totaled  $49.0  billion at June 30,  2001,  compared to $48.1  billion at
year-end  2000.  The unused  portion of these  credit  lines  decreased  by $0.8
billion from  December 31, 2000 to $37.6  billion at June 30, 2001.  Included in
the  unused  credit  lines  at  June  30,  2001 is a  $14.7  billion  syndicated
multi-currency  global credit facility available for use in the U.S. by GMAC and
in Europe by GMAC International Finance B.V. and GMAC (UK) plc. The entire $14.7
billion is available to GMAC in the U.S., $1.0 billion is available to GMAC (UK)
plc and $0.9  billion  is  available  to GMAC  International  Finance  B.V.  The
syndicated  credit  facility  serves  primarily  as back  up for  the  Company's
unsecured commercial paper programs. Also included in the unused credit lines is
a $12.3 billion U.S.  asset-backed  commercial  paper  liquidity and receivables
facility for New Center Asset Trust ("NCAT"), a non-consolidated limited purpose
business trust established to issue asset-backed commercial paper.
<page>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

FINANCIAL CONDITION AND LIQUIDITY (concluded)

In June 2001, GMAC renewed the syndicated  multi-currency global facility, which
includes  terms of five years on one-half of the facility (due to expire in June
2006)  and a  364-day  term.  It was  modified  to permit  the  Company,  at its
discretion, to transfer up to approximately $6 billion of the banks' commitments
to the liquidity and  receivables  facility for NCAT.  Additionally,  there is a
leverage   covenant   restricting  the  ratio  of  consolidated  debt  to  total
stockholder's equity to no greater than 11.0:1. This covenant is only applicable
under certain conditions. Those conditions are not in effect now and were not in
effect during the quarter ended June 30, 2001.

On April 6, 2001, Moody's Investors Service, while affirming its rating on GMAC,
revised its outlook from stable to negative. Fitch affirmed its stable rating on
GMAC on April 20, 2001.

Net unrealized  losses on derivatives for the six months ended June 30, 2001, of
$111.0 million  (including $52.6 million  transition  adjustment) was due to the
adoption  of SFAS No.  133 by the  Company  on  January  1,  2001.  This  amount
represents  the effective  portion of changes in the fair value of the Company's
derivatives that are designated as cash flow hedges as well as unrealized losses
on terminated cash flow hedges.

ACCOUNTING STANDARDS

In September  2000,  the FASB issued SFAS No. 140,  Accounting for Transfers and
Servicing  of  Financial  Assets  and  Extinguishments  of  Liabilities,   which
superceded similarly titled SFAS No. 125. GMAC adopted the disclosure provisions
of the standard,  related to  securitization of financial assets on December 31,
2000. The Company adopted the accounting provisions of this standard, related to
transfers and servicing of financial assets and  extinguishments  of liabilities
occurring after March 31, 2001, on April 1, 2001, consistent with the provisions
of the standard.  The effect of adopting the  accounting  provisions of this new
standard was not material to the Company's financial statements. Consistent with
the provisions of the standard,  prior year financial  statements  have not been
restated.

In July  2001,  the FASB  issued  SFAS No.  141,  Business  Combinations,  which
requires  that the  purchase  method  of  accounting  be used  for all  business
combinations  completed after June 30, 2001. SFAS No. 141 specifies that certain
acquired  intangible  assets in a business  combination  be recognized as assets
separately from goodwill.  Additionally, it requires the Company to evaluate its
existing   intangible   assets   and   goodwill   and  to  make  any   necessary
reclassifications  in order to conform with the new separation  requirements  at
the  date  of  adoption.  Goodwill  and  intangible  assets  determined  to have
indefinite  useful lives that are acquired in a business  combination  completed
after  June 30,  2001 will not be  amortized.  Goodwill  and  intangible  assets
acquired in business combinations completed before July 1, 2001 will continue to
be  amortized  until  December  31, 2001.  With the  exception of the  immediate
requirement  to use the purchase  method of accounting  for all future  business
combinations completed after June 30, 2001, the Company is required to adopt the
provisions of SFAS No. 141 on January 1, 2002.

In July 2001,  the FASB  issued  SFAS No.  142,  Goodwill  and Other  Intangible
Assets.  SFAS No. 142 requires  that goodwill no longer be amortized but instead
be tested for impairment at least  annually,  and that  intangible  assets other
than  goodwill  should be  amortized  over their  useful  lives.  The Company is
required to adopt the provisions on January 1, 2002. Upon adoption,  the Company
will be  required  to  reassess  the  useful  lives and  residual  values of all
intangible  assets and make any necessary  amortization  period  adjustments  by
March 31, 2002.

<page>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS (concluded)

ACCOUNTING STANDARDS (concluded)

In connection with the transitional impairment evaluation, SFAS No. 142 requires
the Company to perform an  assessment  of whether  there is an  indication  that
goodwill is impaired as of January 1, 2002.  Any  transitional  impairment  loss
resulting  from the  adoption  will be  recognized  as the effect of a change in
accounting  principle  in the  Company's  statement  of  income.  Because of the
extensiveness  of  the  efforts  needed  to  comply,  it is not  practicable  to
reasonably  estimate the impact the adoption of these  Statements is expected to
have on the Company's financial statements.

EURO CONVERSION

On January 1, 1999,  eleven of fifteen member countries of the European Monetary
Union established  fixed conversion rates between their existing  currencies and
adopted the euro as their new common  currency.  Additionally,  on December  31,
2000,  Greece also  established a fixed  conversion rate between the drachma and
the euro. The euro trades on currency exchanges and the legacy currencies remain
legal  tender in the  participating  countries  for a  transition  period  until
January 1, 2002.  Beginning on January 1, 2002, euro denominated bills and coins
will be issued and legacy currencies will be withdrawn from circulation.

The Company has established  plans to assess and address the potential impact to
GMAC that may result from the euro conversion. These issues include, but are not
limited  to:  1) the  technical  challenges  to  adapt  information  systems  to
accommodate euro  transactions;  2) the competitive impact of cross-border price
transparency;  3) the impact on currency  exchange rate risks;  4) the impact on
existing contracts; and 5) tax and accounting implications.  The Company expects
that  the  euro  conversion  will  not have a  material  adverse  impact  on its
financial condition or results of operations.

Certain  aspects of the operations  impacted by the conversion have already been
converted to euro. The remaining  aspects will be converted  throughout the year
2001.

FORWARD-LOOKING STATEMENTS

The foregoing  Management's  Discussion and Analysis of Financial  Condition and
Results of Operations  contains various  forward-looking  statements  within the
meaning of applicable  federal  securities laws and is based upon GMAC's current
expectations and assumptions  concerning  future events,  which are subject to a
number of risks and  uncertainties  that could  cause  actual  results to differ
materially from those anticipated.

<page>

                           PART II. OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS

The Company did not become a party to any  material  pending  legal  proceedings
during the second  quarter  ended June 30, 2001,  or prior to the filing of this
report.


ITEM 5. OTHER INFORMATION

                       RATIO OF EARNINGS TO FIXED CHARGES

                                Six Months Ended
                                    June 30,
                       -----------------------------------

                           2001                2000
                           ----                ----
                           1.35                1.32

The ratio of earnings to fixed  charges has been  computed by dividing  earnings
before income taxes and fixed charges by the fixed charges.  This ratio includes
the earnings and fixed charges of the Company and its consolidated subsidiaries.
Fixed charges consist of interest,  debt discount and expense and the portion of
rentals  for  real  and  personal   properties   in  an  amount   deemed  to  be
representative of the interest factor.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K


(a)  EXHIBITS

     20   General Motors  Acceptance  Corporation and Subsidiaries  Consolidated
          Financial Statements for the Six Months Ended June 30, 2001.


(b)  REPORTS ON FORM 8-K.

     The Company  filed Forms 8-K on April 9, 2001,  April 20,  2001,  April 24,
     2001 and July 17, 2001 reporting matters under Item 5, Other Events.


<page>


                                   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 thereunto duly authorized.

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



                          s/    WILLIAM F. MUIR
Dated:   August 8, 2001   ---------------------------------------------------
         --------------    William F. Muir, Executive Vice
                           President and Chief Financial Officer and Director

                          s/    GERALD E. GROSS
Dated:   August 8, 2001   ----------------------------------------------------
         --------------   Gerald E. Gross, Controller and
                          Principal Accounting Officer

<PAGE>
<TABLE>
<CAPTION>

                                                                                   Exhibit 20
                                                                                   Page 1 of 8
                      GENERAL MOTORS ACCEPTANCE CORPORATION
                           CONSOLIDATED BALANCE SHEET


                                                                 June 30,        December 31,
                                                                   2001              2000
                                                               ------------     --------------
Assets                                                            (in millions of dollars)
------
<S>                                                            <C>                <C>
Cash and cash equivalents                                      $   1,106.5        $    1,147.8
Investments in securities                                         10,472.6             9,485.0
Finance receivables, net (Note 1)                                 90,103.3            93,024.8
Investment in operating leases, net                               26,852.7            29,311.1
Notes receivable from General Motors Corporation                   5,495.8             5,434.0
Real estate mortgages - held for sale                              7,515.5             5,758.5
                      - held for investment                        1,428.3             1,895.1
                      - lending receivables                        3,257.8             2,960.0
Factored receivables                                               1,851.1             2,291.1
Due and deferred from receivable sales, net                        1,703.2             1,159.3
Mortgage servicing rights, net                                     4,342.5             3,984.5
Other                                                             14,721.1            12,021.0
                                                               -----------        ------------

Total Assets                                                   $ 168,850.4        $  168,472.2
                                                               ===========        ============

Liabilities and Stockholder's Equity

Liabilities
General Motors Corporation and affiliated companies, net       $     533.4        $     199.4
Interest                                                           2,122.1            1,765.9
Insurance losses and loss reserves                                 1,736.7            1,718.7
Unearned insurance premiums                                        2,390.7            2,151.1
Deferred income taxes                                              3,645.8            3,574.3
United States and foreign income and other taxes payable             894.1              805.5
Other postretirement benefits                                        742.0              744.3
Other                                                             10,661.9           10,100.7
Debt (Note 2)                                                    131,393.8          133,372.2
                                                               ------------       -----------
   Total liabilities                                             154,120.5          154,432.1
                                                               ------------       -----------

Commitments and contingencies

Stockholder's Equity
Common stock, $.10 par value (authorized 10,000
 shares, outstanding 10 shares) and paid-in capital                5,127.9            5,127.9
Retained earnings                                                  9,942.9            9,028.5
Net unrealized loss on derivatives                                  (111.0)              --
Net unrealized gains on securities                                   178.1              231.7
Unrealized accumulated foreign currency translation adjustment      (408.0)            (348.0)
                                                               -----------        -----------
   Accumulated other comprehensive income                           (340.9)            (116.3)
                                                               -----------        -----------
   Total stockholder's equity                                     14,729.9           14,040.1
                                                               -----------        -----------
Total Liabilities And Stockholder's Equity                     $ 168,850.4        $ 168,472.2
                                                               ===========        ===========

</TABLE>

Certain   amounts  for  2000  have  been   reclassified  to  conform  with  2001
classifications. Reference should be made to the Notes to Consolidated Financial
Statements.
<PAGE>

<TABLE>
<CAPTION>

                                                                                            Exhibit 20
                                                                                            Page 2 of 8
                      GENERAL MOTORS ACCEPTANCE CORPORATION
                        CONSOLIDATED STATEMENT OF INCOME,
                 NET INCOME RETAINED FOR USE IN THE BUSINESS AND
                              COMPREHENSIVE INCOME

                                                                          Period Ended June 30,
                                                             ------------------------------------------
                                                                Second Quarter          Six Months
                                                             --------------------  --------------------
                                                                2001      2000       2001       2000
                                                             ---------  ---------  ---------  ---------
                                                                      (in millions of dollars)
Financing Revenue
<S>                                                          <C>        <C>        <C>        <C>
Retail and lease financing                                   $ 1,276.4  $ 1,127.4  $ 2,504.5  $ 2,271.8
Operating leases                                               1,857.4    1,996.3    3,778.1    4,008.2
Wholesale, commercial and other loans                            624.6      704.2    1,377.2    1,327.3
                                                             ---------  ---------  ---------  ---------
   Total financing revenue                                     3,758.4    3,827.9    7,659.8    7,607.3
Interest and discount                                          1,945.3    2,027.3    4,065.4    3,936.9
Depreciation on operating leases                               1,197.3    1,282.3    2,473.1    2,612.7
                                                             ---------  ---------  ---------  ---------
   Net financing revenue                                         615.8      518.3    1,121.3    1,057.7
Insurance premiums earned                                        500.9      466.0    1,004.7      928.1
Mortgage revenue                                               1,381.2      877.0    2,571.5    1,736.8
Other income                                                     777.4      584.5    1,558.4    1,104.1
                                                             ---------  ---------  ---------  ---------
   Net financing revenue and other                             3,275.3    2,445.8    6,255.9    4,826.7
                                                             ---------  ---------  ---------  ---------

Expenses
Salaries and benefits                                            512.2      452.9    1,019.0      922.6
Amortization of intangibles                                      321.8      150.7      525.9      304.8
Other operating expenses                                       1,009.1      715.1    1,922.5    1,373.1
Insurance losses and loss adjustment expenses                    473.2      369.7      873.9      730.1
Provision for credit losses                                      275.3      130.3      535.7      237.7
                                                             ---------  ---------  ---------  ---------
   Total expenses                                              2,490.5    1,818.7    4,775.9    3,568.3
                                                             ---------  ---------  ---------  ---------

Income before income taxes                                       683.7      627.1    1,378.9    1,258.4
United States, foreign and other income taxes                    234.3      232.0      498.8      466.0
                                                             ---------  ---------  ---------  ---------
Income before cumulative effect of accounting change             449.4      395.1      880.1      792.4
Cumulative effect of accounting change                            --         --         34.3       --
                                                             ---------  ---------  ---------  ---------
Net Income                                                       449.4      395.1      914.4      792.4

Retained earnings at beginning of the period                   9,028.5    9,201.2    9,028.5    8,803.9
                                                             ---------  ---------  ---------  ---------
Total                                                          9,477.9    9,596.3    9,942.9    9,596.3
Cash dividends                                                    --         --         --         --
                                                             ---------  ---------  ---------  ---------
   Retained Earnings At End Of The Period                      9,477.9    9,596.3    9,942.9    9,596.3
                                                             =========  =========  =========  =========

Total Comprehensive Income                                   $   447.2  $   300.6  $   689.9  $   657.5
                                                             =========  =========  =========  =========


</TABLE>

Certain   amounts  for  2000  have  been   reclassified  to  conform  with  2001
classifications. Reference should be made to the Notes to Consolidated Financial
Statements.
<PAGE>
<TABLE>
<CAPTION>
                                                                             Exhibit 20
                                                                             Page 3 of 8
                      GENERAL MOTORS ACCEPTANCE CORPORATION
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                                                  Six Months Ended
                                                                      June 30,
                                                             ---------------------------
                                                                2001           2000
                                                             ------------   ------------
                                                               (in millions of dollars)
Cash Flows From Operating Activities
<S>                                                          <C>            <C>
Net income                                                   $     914.4    $     792.4
Cumulative effect of accounting change, net of tax                 (34.3)          --
Depreciation and amortization                                    3,117.8        3,012.9
Provision for credit losses                                        535.7          237.7
Gains on sales of finance receivables                             (134.6)          (4.6)
Gains on sales of available-for-sale investment securities         (53.6)         (96.5)
Mortgage loans      - originations/purchases                   (46,001.3)     (20,647.2)
                    - proceeds on sale                          44,236.2       21,259.8
Mortgage-related securities held for trading
                    - acquisitions                                (850.4)        (646.7)
                    - liquidations                                 623.8          314.7
Changes in the following items:
  Due to General Motors Corporation and affiliated companies       408.7           44.6
  Taxes payable and deferred                                       244.4          257.2
  Interest payable                                                 370.8          115.7
  Other assets                                                  (1,408.9)      (1,184.6)
  Other liabilities                                               (863.0)         364.8
  Other                                                            253.7           (1.0)
                                                             -----------    -----------
  Net cash provided by operating activities                      1,359.4        3,819.2
                                                             -----------    -----------
Cash Flows From Investing Activities
Finance receivables          - acquisitions                   (107,883.2)    (108,779.9)
                             - liquidations                     68,560.3       73,834.5
Notes receivable from General Motors Corporation                  (109.7)        (253.0)
Operating leases             - acquisitions                     (6,447.2)      (8,882.9)
                             - liquidations                      5,526.7        4,695.9
Investments in available-for-sale securities:
                                     - acquisitions            (14,516.2)     (11,620.8)
                                     - maturities               10,947.2       10,088.5
                                     - proceeds from sales       2,856.4        1,558.0
Investments in held to maturity securities:
                                     - acquisitions               (189.6)         (13.4)
                                     - maturities                   62.0           --
Mortgage servicing rights  - acquisitions                         (812.6)        (398.0)
                           - proceeds from sales                    18.4           --
Proceeds from sales of receivables - wholesale                  35,998.8       26,388.2
                                   - retail                      5,157.0        2,517.7
Net increase in short-term factored receivables                    432.4           43.4
Due and deferred from receivable sales                            (499.7)        (352.3)
Acquisitions of subsidiaries, net of cash acquired                (119.4)         (28.7)
Other                                                              278.4         (348.4)
                                                             ------------   -----------
  Net cash used in investing activities                           (740.0)     (11,551.2)
                                                             ------------   -----------
Cash Flows From Financing Activities
Proceeds from issuance of long-term debt                        28,903.5       12,619.3
Principal payments on long-term debt                            (7,342.4)      (8,097.5)
Change in short-term debt, net                                 (22,222.8)       2,180.0
Capital contribution from GM                                        --          1,000.0
                                                             ------------   -----------
  Net cash (used in)/provided by financing activities             (661.7)       7,701.8
                                                             ------------   -----------
Effect of exchange rate changes on cash and cash equivalents         1.0           (1.1)
                                                             ------------   -----------
  Net decrease in cash and cash equivalents                        (41.3)         (31.3)
Cash and cash equivalents at the beginning of the period         1,147.8          704.3
                                                             ------------   -----------
Cash and cash equivalents at the end of the period           $   1,106.5    $     673.0
                                                             ============   ===========
Non-Cash Financing Activity
   Capital contribution of property from GM                  $      --      $     479.1
Supplementary Cash Flows Information
   Interest paid                                             $   3,588.7    $   3,770.5
   Income taxes paid                                               332.1          260.5

</TABLE>
Certain   amounts  for  2000  have  been   reclassified  to  conform  with  2001
classifications. Reference should be made to the Notes to Consolidated Financial
Statements.
<PAGE>

                                                                     Exhibit 20
                                                                     Page 4 of 8

                      GENERAL MOTORS ACCEPTANCE CORPORATION
                CONSOLIDATED STATEMENT OF CASH FLOWS (concluded)


Supplementary Cash Flows Information (concluded)

During the six months ended June 30, 2001 and 2000, assets acquired, liabilities
assumed  and  consideration  paid for the  acquisitions  of  businesses  were as
follows:



                                           Six Months Ended
                                               June 30,
                                      ------------------------
                                          2001        2000
                                       ----------   ---------
                                      (in millions of dollars)
Fair value of assets acquired           $ 148.9      $ 31.4
Cash acquired                              (1.2)       (1.4)
Liabilities assumed                       (28.3)       (1.3)
                                       ----------   ---------
Net cash paid for acquisitions          $ 119.4      $ 28.7
                                       ==========   =========


Certain   amounts  for  2000  have  been   reclassified  to  conform  with  2001
classifications. Reference should be made to the Notes to Consolidated Financial
Statements.
<PAGE>


                                                                     Exhibit 20
                                                                     Page 5 of 8

                      GENERAL MOTORS ACCEPTANCE CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1.  FINANCE RECEIVABLES

The composition of finance receivables outstanding is summarized as follows:

                                            June 30,       December 31,
                                              2001              2000
                                           ----------      ------------
                                              (in millions of dollars)
United States
  Retail                                   $ 41,650.3      $ 40,474.9
  Wholesale                                  16,459.3        20,454.9
  Commercial                                  4,683.2         3,970.8
  Leasing and lease financing                   676.6           632.9
  Other                                      12,447.0        11,712.8
                                           ----------      ----------
Total United States                          75,916.4        77,246.3
                                           ----------      ----------

Europe
  Retail                                      5,027.2         5,500.2
  Wholesale                                   2,992.2         3,552.2
  Commercial                                  1,184.3         1,267.4
  Leasing and lease financing                   347.6           431.7
  Other                                         461.8           469.2
                                           -----------     ----------
Total Europe                                 10,013.1        11,220.7
                                           ----------      ----------

Canada
  Retail                                      3,069.1         2,970.2
  Wholesale                                   2,055.5         2,438.1
  Commercial                                    320.3           307.1
  Leasing and lease financing                   659.7           660.2
  Other                                         228.3           218.5
                                           ----------      ----------
Total Canada                                  6,332.9         6,594.1
                                           ----------      ----------

Other Countries
  Retail                                      2,557.8         2,393.6
  Wholesale                                     844.3         1,092.2
  Leasing and lease financing                   332.1           452.9
  Other                                         151.2           228.9
                                           ----------      ----------
Total Other Countries                         3,885.4         4,167.6
                                           ----------      ----------

Total finance receivables                    96,147.8        99,228.7
                                           ----------      ----------

Deductions
  Unearned income                             4,544.9         4,872.1
  Allowance for credit losses                 1,499.6         1,331.8
                                           ----------      ----------
Total deductions                              6,044.5         6,203.9
                                           ----------      ----------
Finance receivables, net                   $ 90,103.3      $ 93,024.8
                                           ==========      ==========
<PAGE>
<TABLE>
<CAPTION>

                                                                     Exhibit 20
                                                                     Page 6 of 8

                      GENERAL MOTORS ACCEPTANCE CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 2.  DEBT


                                           Weighted Average      June 30,      December 31,
                                            Interest Rate          2001           2000
                                           -----------------    ----------     ------------
                                                        (in millions of dollars)
Short-Term Debt
<S>                                                <C>             <C>            <C>
  Commercial paper                                              $ 12,915.0     $  43,633.5
  Demand notes                                                     4,942.5         4,663.9
  Master notes and other                                           8,843.2         2,223.6
  Bank loans and overdrafts                                        9,453.8         6,613.3
                                                                ----------     -----------
Total principal amount                                            36,154.5        57,134.3
  Unamortized discount                                               (60.5)         (220.7)
                                                                ----------     -----------
Total short-term debt                                             36,094.0        56,913.6
                                                                ----------     -----------


Long-Term Debt
Current portion of long-term debt                                 20,767.8        18,603.1

United States

  2002                                             5.4%            6,956.6        15,451.2
  2003                                             5.5%           14,437.4        11,351.6
  2004                                             5.4%           12,443.7         5,840.5
  2005                                             6.5%            5,270.7         4,502.3
  2006 to 2050                                     6.8%           24,616.0        11,478.1
                                                                ----------     -----------
Total United States                                               63,724.4        48,623.7

Other countries
  2000 - 2008                                      5.6%           10,867.5         9,815.4
                                                                ----------     -----------

Total United States and other countries                           95,359.7        77,042.2
  Unamortized discount                                              (600.9)         (583.6)
                                                                ----------     -----------
Total long-term debt                                              94,758.8        76,458.6
                                                                ----------     -----------

Mark to market adjustment *                                          541.0            --
                                                                ----------     -----------

Total debt                                                      $131,393.8    $  133,372.2
                                                                ==========    ============

</TABLE>

* To adjust hedged debt to fair value

<PAGE>
<TABLE>
<CAPTION>

                                                                                                                Exhibit 20
                                                                                                                Page 7 of 8


                      GENERAL MOTORS ACCEPTANCE CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 3. SEGMENT INFORMATION

GMAC's  reportable  operating  segments  include GMAC North  American  Financing
Operations  (GMAC-NAO),   GMAC  International  Financing  Operations  (GMAC-IO),
Insurance Operations (GMACI) and Mortgage Operations (GMACMG). GMAC-NAO consists
of the United States and Canada, and GMAC-IO consists of all other countries and
Puerto Rico.

Financial  results of GMAC's operating  segments for the quarters and six months
ended June 30, 2001 and 2000 are summarized below:

(in millions of dollars)
                                                                                            Eliminations/
                                 GMAC-NAO         GMAC-IO         GMACI       GMACMG        Reclassifications       Total
                                -----------      ----------    ---------   -----------      -----------------    -----------
For the Quarters Ended:
June 30, 2001
-----------------------
<S>                             <C>              <C>           <C>          <C>                 <C>              <C>
Total assets                    $ 139,253.6      $ 16,030.1    $ 7,212.2    $ 26,502.5          $(20,148.0)      $ 168,850.4

Net financing revenue                 416.9           233.7         --            --                 (34.8)            615.8


Other revenue                         796.8            84.7        647.9       1,105.7                24.4           2,659.5

Net income                            302.2            58.1         40.9          48.2                --               449.4

June 30, 2000
Total assets                    $ 133,128.8      $ 17,283.7    $ 7,148.9    $ 19,616.2          $(19,640.1)      $ 157,537.5

Net financing revenue                 255.6           250.6         --            --                  12.1             518.3

Other revenue                         646.5            29.9        623.5         645.6               (18.0)          1,927.5

Net income                            220.2            57.8         57.2          59.9                --               395.1

For the Six Months Ended:
June 30, 2001
Total assets                    $ 139,253.6      $ 16,030.1    $ 7,212.2    $ 26,502.5          $(20,148.0)      $ 168,850.4

Net financing revenue                 713.1           472.9          --            --                (64.7)          1,121.3

Other revenue                       1,590.4           176.7      1,296.5       2,023.9                47.1           5,134.6

Net income before cumulative
effect of accounting change           531.2           119.5         83.6         145.8                --               880.1

Net income                            580.0           114.4         75.4         144.6                --               914.4

June 30, 2000
Total assets                    $ 133,128.8      $ 17,283.7     $7,148.9    $ 19,616.2         $ (19,640.1)      $ 157,537.5

Net financing revenue                 530.9           515.8         --            --                  11.0           1,057.7

Other revenue                       1,193.1            62.3      1,228.3       1,307.0               (21.7)          3,769.0

Net income                            420.5           119.6        119.6         132.7                --               792.4

</TABLE>

<page>

                                                                     Exhibit 20
                                                                     Page 8 of 8


                      GENERAL MOTORS ACCEPTANCE CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 4.  DERIVATIVE FINANCIAL INSTRUMENTS

Effective  January  1,  2001,  GMAC  adopted  the  provisions  of SFAS No.  133,
Accounting for Derivative Instruments and Hedging Activities, as amended by SFAS
No. 138. Under these standards, GMAC records derivatives on the balance sheet as
assets or liabilities,  measured at fair value.  Gains or losses  resulting from
changes in the values of those  derivatives  are  accounted for depending on the
use of the  derivative  and  whether  it  qualifies  for hedge  accounting.  The
after-tax cumulative effect of this accounting change as of January 1, 2001, was
$34.3 million favorable to income and $52.6 million  unfavorable to equity.  The
amount of the transition  adjustment  expected to be reclassified  into earnings
from other comprehensive income during 2001 is immaterial.

GMAC Automotive Operations

Interest Rate Instruments
Net after-tax  gains of $12.2 million and $2.3 million  (excluding  $2.1 million
transition  adjustment) were recorded in other operating expenses,  representing
the  ineffectiveness  of fair value  hedges for the second  quarter  and the six
months ended June 30, 2001, respectively.

For the second quarter and six months ended June 30, 2001, there was no measured
ineffectiveness in the Company's cash flow hedges.

GMAC Mortgage Operations
Fair Value Hedges
For the second quarter and six months ended June 30, 2001,  GMACMG  recognized a
net  after-tax  loss  of   approximately   $72.4  million  and  $100.5  million,
respectively.  These  amounts were  reported as a component  of other  operating
expenses and represented the ineffective  portion of all fair-value  hedges. All
components of each  derivative's gain or loss were included in the assessment of
hedge effectiveness.

</TEXT>
</DOCUMENT>
