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

                                    FORM 8-K


                CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                     THE SECURITIES AND EXCHANGE ACT OF 1934

          Date of report (Date of Earliest Event Reported: (01-16-2002)


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

                                    Delaware
         --------------------------------------------------------------
         (State or other jurisdiction of incorporation or organization)

             1-3754                                38-0572512
    ----------------------------       ------------------------------------
    (Commission File No.)              (I.R.S. Employer Identification No.)

              200 Renaissance Center, Detroit, Michigan 48265-2000
              ----------------------------------------------------

                                  313-665-6266
              ----------------------------------------------------
              (Registrant's telephone number, including area code)



<PAGE>

ITEM 5.  OTHER EVENTS


                 GMAC 2001 and 4th Quarter 2001 Earnings Summary

General Motors Acceptance  Corporation (GMAC) earned  consolidated net income of
$1,786 million in calendar year 2001, an increase of 11% from the $1,602 million
earned in 2000.  These  earnings  set an annual  record for GMAC,  with 2001 net
income being the seventh straight year of increase.

             In 2001,  net  income  from  financing  operations  totaled  $1,255
million,  up 19% from the $1,055 million earned in the prior year.  Lower market
interest rates and increased asset levels more than offset weakness in off-lease
residual  values,  higher credit losses,  and wider borrowing  spreads that have
occurred in the wake of negative rating agency actions.

            GMAC Insurance  Holdings,  Inc. generated net income of $200 million
in 2001, a decline of 9% from $220 million  earned in 2000.  The decrease is due
to a  reduction  in capital  gains,  reflecting  general  weakness in the equity
markets, partially offset by improved underwriting results.

            GMAC Mortgage  Group,  Inc. earned $331 million in 2001, up slightly
from the  $327  million  earned  last  year.  The  results  reflect  strong  new
origination  volumes  which kept pace with the large  run-off of home  mortgages
that occurs during periods of high refinance activity.

            Fourth  quarter  2001  consolidated  results  were a record  for the
quarter and totaled  $435  million,  up 6% from the $409  million  earned in the
final quarter of 2000.  For the quarter,  net income from  financing  operations
totaled $251 million,  up from $243 million  earned a year ago.  GMAC  Insurance
Holdings,  Inc.  generated  net income of $76  million in the fourth  quarter of
2001, up from the $50 million earned in the same period last year. GMAC Mortgage
Group,  Inc.  earned  $108  million  in the fourth  quarter,  down from the $116
million  earned in the fourth  quarter of 2000,  yet still achieved their second
highest quarterly profit.

                                     # # # #

<PAGE>

                                    SIGNATURE

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has  duly  caused  this  report  to be  signed  on  its  behalf  the
undersigned hereunto duly authorized.


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


Dated:  January 16, 2002               By  s/  GERALD E. GROSS
                                       ----------------------------------------
                                              (Gerald E. Gross, Controller)
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{"company-data": {"conformed-name": "GENERAL MOTORS ACCEPTANCE CORP", "cik": "0000040729", "assigned-sic": "6172", "irs-number": "380572512", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-03754", "film-number": "2510309"}, "business-address": {"street1": "200 RENAISSANCE CENTER", "city": "DETROIT", "state": "MI", "zip": "48265", "phone": "3136654327"}}
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                     THE SECURITIES AND EXCHANGE ACT OF 1934

          Date of report (Date of Earliest Event Reported: (01-16-2002)

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

                                    Delaware
         --------------------------------------------------------------
         (State or other jurisdiction of incorporation or organization)

             1-3754                                38-0572512
    ----------------------------       ------------------------------------
    (Commission File No.)              (I.R.S. Employer Identification No.)

              200 Renaissance Center, Detroit, Michigan 48265-2000
              ----------------------------------------------------

                                  313-665-6266
              ----------------------------------------------------
              (Registrant's telephone number, including area code)
ITEM 5.  OTHER EVENTS

                 GMAC 2001 and 4th Quarter 2001 Earnings Summary

General Motors Acceptance  Corporation (GMAC) earned  consolidated net income of
$1,786 million in calendar year 2001, an increase of 11% from the $1,602 million
earned in 2000.  These  earnings  set an annual  record for GMAC,  with 2001 net
income being the seventh straight year of increase.

             In 2001,  net  income  from  financing  operations  totaled  $1,255
million,  up 19% from the $1,055 million earned in the prior year.  Lower market
interest rates and increased asset levels more than offset weakness in off-lease
residual  values,  higher credit losses,  and wider borrowing  spreads that have
occurred in the wake of negative rating agency actions.

            GMAC Insurance  Holdings,  Inc. generated net income of $200 million
in 2001, a decline of 9% from $220 million  earned in 2000.  The decrease is due
to a  reduction  in capital  gains,  reflecting  general  weakness in the equity
markets, partially offset by improved underwriting results.

            GMAC Mortgage  Group,  Inc. earned $331 million in 2001, up slightly
from the  $327  million  earned  last  year.  The  results  reflect  strong  new
origination  volumes  which kept pace with the large  run-off of home  mortgages
that occurs during periods of high refinance activity.

            Fourth  quarter  2001  consolidated  results  were a record  for the
quarter and totaled  $435  million,  up 6% from the $409  million  earned in the
final quarter of 2000.  For the quarter,  net income from  financing  operations
totaled $251 million,  up from $243 million  earned a year ago.  GMAC  Insurance
Holdings,  Inc.  generated  net income of $76  million in the fourth  quarter of
2001, up from the $50 million earned in the same period last year. GMAC Mortgage
Group,  Inc.  earned  $108  million  in the fourth  quarter,  down from the $116
million  earned in the fourth  quarter of 2000,  yet still achieved their second
highest quarterly profit.

                                     # # # #
SIGNATURE

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has  duly  caused  this  report  to be  signed  on  its  behalf  the
undersigned hereunto duly authorized.

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

Dated:  January 16, 2002               By  s/  GERALD E. GROSS
                                       ----------------------------------------
                                              (Gerald E. Gross, Controller)