AMENDED
Pricing Supplement Dated August 20, 1996 Rule 424(b)(3)
(To Prospectus Dated October 20, 1995) File No. 33-63463
GENERAL MOTORS ACCEPTANCE CORPORATION
Medium-Term Notes - Floating Rate
____________________________________________________________________________
Agent: Morgan Stanley
Principal Amount: $100,000,000
Agent's Discount
or Commission: $175,000
Net Proceeds to Company: $99,825,000
Initial Interest Rate: 5.29%
Issue Date: 8/23/96
Maturity Date: 8/24/98
____________________________________________________________________________
Calculation Agent: GMAC
Interest Calculation:
/X/ Regular Floating Rate Note
Interest Rate Basis: / / CD Rate / / Commercial Paper Rate
/ / Prime Rate /X/ Federal Funds Rate
/ / LIBOR (see below) / / Treasury Rate
/ / Other
(see attached)
If LIBOR, Designated LIBOR Page / / Reuters Page: / / or
/X/ Telerate Page: 122
Interest Reset Dates: Weekly: On each Tuesday, or the next business day
referencing the most recently available H.15 Report
commencing Tuesday, August 27, 1996.
Interest Payment Dates: Each February 24, May 24, August 24, November 24
commencing November 25, 1996 and ending
August 24, 1998.
Index Maturity: Weekly
Spread (+/-): +.19%
Day Count Convention:
/X/ Actual/360 for the period from 8/23/96 to 8/24/98
/ / Actual/Actual for the period from / / to / /
/ / 30/360 for the period from / / to / /
Redemption:
/X/ The Notes cannot be redeemed prior to the Stated Maturity Date.
/ / The Notes may be redeemed prior to Stated Maturity Date.
/ / Initial Redemption Date:
Initial Redemption Percentage: ___%
Annual Redemption Percentage Reduction: ___% until Redemption
Percentage is 100% of the Principal Amount.
Repayment:
/X/ The Notes cannot be repaid prior to the Maturity Date.
/ / The Notes can be repaid prior to the Maturity Date at the option of
the holder of the Notes. (See Below)
/ / Optional Repayment Date(s):
Repayment Price: %
Currency:
Specified Currency: U.S. (If other than U.S. dollars, see attached)
Minimum Denominations: ___________ (Applicable only if Specified
Currency is other than U.S. dollars)
Original Issue Discount: / / Yes /X/ No
Total Amount of OID: Yield to Maturity:
Initial Accrual Period:
Form: /X/ Book-Entry / / Certificated
OTHER TERMS
The Interest Determination Date with respect to each Interest Reset Date
will be the Business Day immediately preceding such Interest Reset Date. The
Federal Funds Rate for each Interest Period will be determined by the
Calculation Agent (as defined below) in accordance with the following
provisions.
Interest payable on the Notes will include interest accrued from and
including the Issue Date or from and including the last Interest Payment Date
to which interest has been paid to, but excluding, the next succeeding
Interest Payment Date, or Maturity Date, as the case may be.
All calculations made by the Calculation Agent in the absence of
manifest error shall be conclusive for all purposes and binding on the Company
and the holders of the Notes.
