GENERAL MOTORS ACCEPTANCE CORPORATION
3044 WEST GRAND BOULEVARD
DETROIT, MI 48202
October 30, 1998
Securities and Exchange Commission
Attn: Mark Schwartz
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: General Motors Acceptance Corporation
Registration Statement on
FORM S-2, FILE NO. 333-65713
----------------------------
Dear Mr. Schwartz:
Pursuant to Rule 477 of the Securities Act of 1933, General Motors
Acceptance Corporation (the "Company" or the "Issuer") hereby requests the
withdrawal of its Registration Statement on Form S-2, File No. 333-65713,
originally filed with the Securities and Exchange Commission on October 15,
1998. The withdrawal is based on a change in the Issuer's plans, having in mind
changed marketing conditions.
In addition to filing this request under the EDGAR system, this letter
will also be faxed to your attention. Acknowledgement will occur via the
Company's E-Mail address as well as faxed transmission acceptance. If you have
any questions with respect to this matter, please call either Francis J. Morison
of Davis Polk & Wardwell at (212) 450-4044 or Sarah Beshar of the same firm at
(212) 450-4131.
Very truly yours,
s\ Jerome B. Van Orman, Jr.
---------------------------
Jerome B. Van Orman, Jr.
Vice President - Finance
General Motors Acceptance Corp.
Company's Telephone Number:
(313) 556-1508
c: M. Darvick, GM
C. Ranzilla, GMAC
F. Morison, Davis Polk and Wardwell
S. Beshar, Davis Polk and Wardwell
