RNS Number:7900S
General Motors Accept Corp Canada
02 December 2003


                      Consolidated Financial Statements of
             General Motors Acceptance Corporation of Canada, Limited

                                              September 30, 2003
                                                 (Unaudited)


                                   CONSOLIDATED BALANCE SHEETS
                                         (in thousands)

   ASSETS
                                                                            September 30,                  December 31,
                                                                                 2003                          2002
                                                                              (unaudited)

   Cash and cash equivalents                                       $            1,784,000       $               781,000

   Subordinated interests in securitization trusts, net (Note                     398,601                       346,920
   3)

   Finance receivables and loans, net (Note 2)
      Consumer                                                                  5,231,818                     5,556,658
      Commercial                                                                2,103,428                     3,210,457
   Allowance for credit losses                                                   (74,149)                      (76,920)
      Total finance receivables and loans, net                                  7,261,097                     8,690,195

   Investment in operating leases, net (Note 4)                                 5,770,693                     5,169,099

   Notes receivable from affiliates                                             2,486,031                     2,706,486

   Investments                                                                  1,084,392                     1,084,392

   Other assets                                                                   455,461                       575,804

   TOTAL ASSETS                                                     $          19,240,275         $          19,353,896






  LIABILITIES AND SHAREHOLDER'S EQUITY


Liabilities

  Debt payable within one year (Note 6)                             $           5,214,213         $           6,394,603
                                             
  Accounts payable to GMCL and affiliates                                          74,407                        92,151
                                                    
  Interest payable                                                                171,914                       184,766
                                                   
  Income and other taxes payable                                                        -                        74,635

  Accrued expenses and other liabilities                                          838,836                       693,961
                                                                                 
  Future income taxes                                                             707,554                       656,807 
  Debt payable after one year (Note 7)                                         10,322,460                     9,432,215

Total Liabilities                                                   $          17,329,384         $          17,529,138
                                               
Shareholder's Equity (Note 9)

  Capital stock without par value (authorized - unlimited,
  outstanding - 1,450,000 common shares)                                           50,000                        50,000

  Contributed surplus                                                             129,692                       129,692

  Retained earnings                                                             1,731,199                     1,645,066
                                            
Total Shareholder's Equity                                          $           1,910,891         $           1,824,758

TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY                          $          19,240,275         $          19,353,896
                                                                                    


Certain amounts for 2002 have been reclassified to conform with the 2003 presentation.

The Notes to Consolidated Financial Statements are an integral part of these statements.




                            CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
                                          (in thousands)

                                     For the Nine Months Ended           For the Quarter Ended
                                           September 30,                     September 30,
                                   2003             2002                 2003            2002
                                             (unaudited)                          (unaudited)

Financing Revenue
    Consumer                       $ 240,680       $ 269,244            $  79,811         $  87,596
                                   
    Commercial                       205,572         265,077               51,798            79,717
                                     
    Operating leases               1,001,787         819,065              347,801           305,341
                                   
Total financing revenue            1,448,039       1,353,386              479,410           472,654
                                   
    Interest and discount          (602,619)       (546,767)            (203,088)         (189,497)
                                   
    Depreciation on operating      (733,256)       (559,538)            (250,563)         (208,834)
    leases                                         

Net financing revenue                112,164         247,081               25,759            74,323
                      
Other income (Note 8)                203,683         211,041               57,404            78,374                     
                                  
Net financing revenue and
other income                         315,847         458,122               83,163           152,697 
                     
Expenses
    Operating expenses             (143,458)       (134,001)             (46,409)          (47,467)
                                   
    Provision for credit
    losses                          (18,236)        (24,877)              (9,087)           (8,936)

Total expenses                     (161,694)       (158,878)             (55,496)          (56,403)

Income before income taxes           154,153         299,244               27,667            96,294

Provision for income taxes          (68,020)       (101,556)             (13,547)          (37,890)

Net income                            86,133         197,688               14,120            58,404

Retained earnings, beginning
of the period                      1,645,066       1,375,465            1,717,079         1,514,749
                                                                                          

Retained earnings, end of the        
period                           $ 1,731,199     $ 1,573,153          $ 1,731,199    $    1,573,153


Certain amounts for 2002 have been reclassified to conform with the 2003 presentation.

The Notes to Consolidated Financial Statements are an integral part of these statements.




                                         CONSOLIDATED STATEMENTS OF CASH FLOWS                                        
                                                    (in thousands)                                                    
                                   For the Nine Months Ended September 30,            For the Quarter Ended           
                                                                                           September 30,              
                                      2003                         2002          2003                        2002     
                                                 (unaudited)                                (unaudited)               
  Operating Activities                                                                                                
                  Net income          $86,133                     $197,688       $14,120                     $58,404 
 
                  Depreciation        734,689                      561,069       251,094                     209,559 
 
                  Provision for        18,236                       24,877         9,087                       8,936  
                  credit losses
                                                                                       
                  Gain on sale        (33,520)                     (35,567)            -                     (21,124) 
                  of finance                                                                                          
                  receivables -                                                                                       
                  Consumer
                                                                                            
                  Net change in:
                                                                                      
                  Other assets        118,910                     (102,652)      (24,632)                    (66,631)
 
                  Accounts            (17,744)                      62,618        31,762                        (688) 
                  payable to                                                                                          
                  GMCL and                                                                                            
                  affiliates
                                                                                          
                  Interest            (12,852)                     (45,150)      (11,513)                    (31,579) 
                  payable 
                                                                                            
                  Income and          (74,635)                     (47,935)      (19,170)                    (19,905) 
                  other taxes                                            
                  receivable /                                                                                        
                  payable
                                                                                             
                  Accrued             144,875                      (35,288)      (68,109)                     (9,056) 
                  expenses and                                                                                        
                  other                                                                                               
                  liabilities
                                                                                         
                  Future income        50,747                      (13,351)       26,745                       1,188  
                  taxes
                                                                                               
  Cash provided by operating        1,014,839                      566,309       209,384                     129,104  
  activities                                                                                                          

  Financing Activities                                                                                                
                  Net change in    (1,186,141)                     396,369      (681,139)                    253,904  
                  short-term                                                                                          
                  debt
                                                                                                
                  Issuance of       3,744,069                    2,601,080     1,552,139                     681,109  
                  long-term                                                                                           
                  debt
                                                                                                
                  Repayment of     (2,848,073)                  (3,209,471)     (707,664)                 (1,199,481) 
                  long-term                                                                                           
                  debt
                                                                                                
                  Increase in               -                       34,692             -                           -  
                  contributed                                                                                         
                  surplus 
                                                                                            
  Cash provided by (used in)         (290,145)                    (177,330)      163,336                    (264,468) 
  financing activities                                                                                                

  Investing Activities                                                                                                
                  Acquisitions    (15,278,051)                 (17,128,457)   (4,169,809)                 (5,020,302) 
                  of finance                                                                                          
                  receivables                                                                                         
                  and loans
                                                                                           
                  Liquidations     14,447,156                   15,220,757     4,940,357                   5,078,019  
                  of finance                                                                                          
                  receivables                                                                                         
                  and loans
                                                                                           
                  Proceeds from     2,275,277                    1,941,180             -                     797,420  
                  sales of                                                                                            
                  finance                                                                                             
                  receivables
                                                                                         
                  Purchases of     (2,382,618)                  (2,560,195)     (953,827)                   (867,971)   
                  operating                                                                                           
                  lease assets
                                                                                        
                  Disposals of      1,047,768                      557,177       410,535                     207,967    
                  operating                                                                                           
                  lease assets
                                                                                        
                  Net change in:
                                                                                      
                  Notes               220,455                    1,306,015       222,320                     559,374    
                  receivable                                                                                          
                  from                                                                                                
                  affiliates
                                                                                          
                  Investments               -                      (34,692)            -                           - 
 
                  Subordinated        (51,681)                     (27,765)       57,196                      28,357  
                  interests in                                                                                        
                  securitization                                                                                      
                  trusts
                                                                                              
  Cash provided by (used in)          278,306                     (725,980)      506,772                     782,864  
  investing activities
                                                                                                
  Increase (decrease) in cash       1,003,000                     (337,001)      879,492                     647,500  
  and cash equivalents
                                                                                                
  Cash and cash equivalents at        781,000                    1,302,001       904,508                     317,500  
  beginning of the period 
                                                                                            
  Cash and cash equivalents at     $1,784,000                     $965,000    $1,784,000                   $ 965,000    
  end of the period                 
 
  Supplemental disclosure                                                                                             
  Cash paid for:
                                                                                                      
                  Interest           $614,360                    $ 591,799      $214,154                   $ 221,036
  
                  Taxes              $103,787                     $169,332       $ 7,007                     $62,116  

Certain amounts for 2002 have been reclassified to conform with the 2003 presentation.

The Notes to Consolidated Financial Statements are an integral part of these statements.





NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)





Note 1.  Basis of Presentation



The accompanying unaudited consolidated financial statements have been prepared
by General Motors Acceptance Corporation of Canada, Limited (the "Company") in
accordance with Canadian generally accepted accounting principles, using the
same accounting policies and methods of application as used in the Company's
financial statements as of and for the year ended December 31, 2002.  In the
opinion of management, the financial statements include all necessary
adjustments (which are of a normal and recurring nature) for the fair
presentation of the results of the interim periods presented and consistent with
prior period reporting.



These financial statements should be read in conjunction with the Company's
December 31, 2002 audited consolidated financial statements.  Certain amounts in
prior year consolidated financial statements have been reclassified to conform
with current year presentation.




Note 2.  Finance Receivables and Loans


The composition of finance receivables and loans outstanding was as follows:

                                                               September 30,                   December 31,
                                                                    2003                            2002
                                                                (unaudited)
                                                              (in thousands)

Consumer
           Retail Automotive                          $            5,231,818          $            5,556,658
Commercial
           Automotive:
                Wholesale                                          1,185,272                       2,113,952
                Leasing and lease financing                          576,976                         718,349
                Term loans to dealers and other                      341,180                         378,156
Total commercial                                                   2,103,428                       3,210,457
Total finance receivables and loans, net 1            $            7,335,246          $            8,767,115

1 Net of unearned income of $551,401 and $534,774 at September 30, 2003 and December 31, 2002, respectively.





Note 3.  Sale of Finance Receivables



In May 2003, the Company sold retail finance receivables with contractual
principal aggregating $1,713.7 million.  An aggregate pre-tax gain of $20.5
million was realized on the sales.  In February 2003, the Company sold retail
finance receivables with contractual principal aggregating $836.0 million.  A
pre-tax gain of $13.0 million was realized on the sale.  For the nine months
September 2002, the Company sold retail finance receivables with contractual
principal aggregating $1,745.1 million, resulting in total realized pre-tax
gains of $35.6 million.  The outstanding principal balance of sold retail
finance receivables totaled $3,519.2 and $2,581.5 million at September 30, 2003
and December 31, 2002, respectively.



The Company has also sold wholesale receivables on a revolving basis resulting
in a decrease in the balance of wholesale receivables outstanding of $2,203.7
and $2,385.0 million at September 30, 2003 and December 31, 2002, respectively.
No gains or losses are recorded with respect to these sales.


The retained interest amount recorded with respect to securitization activity is comprised of the following:

                                             September 30,                                             December 31,
                                                  2003                                                     2002
                                              (unaudited)
                                             (in thousands)

Subordinated interests in securitization                                                                 
trusts                                            $  427,541                                             $   368,686

Allowance for estimated credit losses on            (28,940)                                                (21,766)
sold receivables
                                                                                                         
                                                  $  398,601                                             $   346,920




Note 4.  Investment in Operating Leases, Net


  Investments in operating leases, including unamortized deferred lease origination costs, were as follows:

                                                September 30,                                             December 31,
                                                    2003                                                      2002
                                                (unaudited)
                                               (in thousands)

  Vehicles and other equipment, at cost          $ 7,073,635                                       $         6,393,764
                                                 
  Accumulated depreciation                      (1,302,942)                                                (1,224,665)
                                               
  Investment in operating leases, net            $ 5,770,693                                       $         5,169,099
                                                 





Note 5.  Lines of Credit With Banks



Established committed revolving lines of credit with banks totaled $1.25 billion
at September 30, 2003 and December 31, 2002, and were renewed in June 2003.  Of
this amount, $625 million will expire on June 14, 2004 and $625 million will
expire on June 16, 2008.




Note 6.  Debt Payable Within One Year

                                   September 30, 2003                  September 30,                    December 31,
                                        Weighted                           2003                             2002
                                         Average                       (unaudited)
                                      Interest Rate                   (in thousands)
Short-term notes

       Domestic                          3.053%                    $         1,544,821              $         2,657,598

       Foreign 1                         3.003%                                 21,292                           87,113

Total principal amount                                                       1,566,113                        2,744,711

Unamortized discount                                                           (5,200)                          (8,503)

Total                                                                        1,560,913                        2,736,208

Bank loans and overdrafts                4.530%                                  9,923                           20,770

Other notes and debentures payable within one year

       Domestic                          5.266%                              3,118,197                        2,799,445

       Foreign 2                         2.886%                                525,180                          838,180

Total                                                                        3,643,377                        3,637,625

Total payable within one year                                      $         5,214,213              $         6,394,603


This debt, guaranteed by General Motors Acceptance Corporation, is unsecured.

1 Denominated in U.S. dollars
2 Denominated in Euro, British Pounds, Norwegian Krone and Japanese Yen




Note 7.  Debt Payable After One Year

                                       Denominated in
                        Contract       Foreign Currency                 September 30,                    December 31,
   Maturity Date          Rate         (in millions)                          2003                             2002
                                                                          (unaudited)
                                                                        (in thousands)

March, 2004              6.500%           GBP 100         $                          -       $                  250,194
June, 2004               6.000%           NOK 400                                    -                           90,876
June, 2004               5.500%                                                      -                          100,000
September, 2004          5.750%                                                      -                          100,000
September, 2004          1.480%           Y 1,000                                    -                           13,286
September, 2004          6.250%                                                      -                          100,000
December, 2004           6.500%                                                100,000                          100,000
January, 2005            7.000%           USD 200                              271,820                          315,640
February, 2005                    (1)     Y 6,000                               73,204                           79,721
February, 2005           8.250%           NZD 100                               79,833                           82,746
February, 2005                    (2)      USD 30                               40,773                           47,346
March, 2005              7.000%                                                100,000                          100,000
March, 2005              7.750%           USD 250                              339,775                          394,550
April, 2005                       (3)       Euro 26                                39,774                           42,246
April, 2005              7.000%          CZK 1,000                              48,949                           52,458
April, 2005              12.250%          PLN 100                               34,054                           41,233
July, 2005               5.250%           DKK 400                               83,796                           88,979
October, 2005            7.500%           NZD 100                               79,834                           82,745
November, 2005           6.125%           DKK 400                               83,796                           88,979
December, 2005           6.625%                                                100,000                          100,000
February, 2006           6.125%           DKK 600                              125,693                          133,469
March, 2006              6.250%                                                100,000                          100,000
May, 2006                6.250%                                                100,000                          100,000
September, 2006          6.125%                                                100,000                          100,000
November, 2007           6.125%           DKK 400                               83,796                           88,979
February, 2008           6.000%           DKK 500                              104,744                          111,224
May, 2008                7.000%                                                 10,000                                -
June, 2008               5.825%             Euro 50                                77,791                                -
June, 2008               5.665%             Euro 25                                38,896                                -
September, 2008                   (4)      Euro 400                               622,332                                -
September, 2008          7.750%           NZD 100                               79,834                                -
                                                                                                                      

Notes with original maturities up to ten years with a weighted average interest rate at
 September 30, 2003 of  6.10%                                                7,403,766                        6,527,544
                                                              $             10,322,460        $               9,432,215

This debt, guaranteed by General Motors Acceptance Corporation, is unsecured.

(1) Interest at a rate of 0.10% above the 3 month JPY LIBOR rate
(2) Interest at a rate of 0.21% above the 3 month US LIBOR rate
(3) Interest at a rate of 0.20% above the 3 month EURIBOR rate
(4) Interest at a rate of 1.75% above the 3 month EURIBOR rate




Note 8.  Other Income

  Details of other income were as follows:
                                            For the Nine Months Ended                For the Quarter Ended
                                                  September 30,                          September 30,
                                              2003                2002                2003                2002
                                          (unaudited)                            (unaudited)
                                        ( in thousands)                        ( in thousands)

    Automotive receivable             $          137,741    $      136,042         $     33,034         $    56,145
    securitizations                                                                                    
    Service fee revenue from GMCL                 39,151            63,488               11,446              17,541     
    Other                                         26,791            11,511               12,924               4,688     
    Total other income                $          203,683    $      211,041        $      57,404         $    78,374
                                                                                                       


Note 9.  Shareholder's Equity

There have been no changes in authorized or issued share capital as at September
30, 2003.




Note 10.  Guarantees



The Company has standard indemnification clauses in certain of its funding and
securitization arrangements that would require the Company to pay counterparties
for increased costs due to certain changes in laws or regulations. Since any
changes would be dictated by legislative and regulatory actions, which by their
nature are unpredictable, the Company is not able to estimate a maximum exposure
under these arrangements.


                      This information is provided by RNS
            The company news service from the London Stock Exchange
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