Exhibit 25

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM T-1

STATEMENT OF ELIGIBILITY UNDER

THE TRUST INDENTURE ACT OF 1939 OF A

CORPORATION DESIGNATED TO ACT AS TRUSTEE

Check if an Application to Determine Eligibility of

a Trustee Pursuant to Section 305(b)(2)

U.S. BANK NATIONAL ASSOCIATION

(Exact name of Trustee as specified in its charter)

31-0841368

I.R.S. Employer Identification No.

800 Nicollet Mall Minneapolis, Minnesota	55402
(Address of principal executive offices)	(Zip Code)

James Kowalski

U.S. Bank National Association

535 Griswold, Ste. 550

Detroit, MI

(313) 234-4716

(Name, address and telephone number of agent for service)

General Motors Acceptance Corporation

(Issuer with respect to the Securities)

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

200 Renaissance Center Detroit, MI	48265-2000
(Address of Principal Executive Offices)	(Zip Code)

GMAC Variable Denomination Adjustable Rate Demand Notes

(Title of the Indenture Securities)

FORM T-1

Item 1.    GENERAL INFORMATION. Furnish the following information as to the Trustee.

a) Name and address of each examining or supervising authority to which it is subject.

                        Comptroller of the Currency

                        Washington, D.C.

b) Whether it is authorized to exercise corporate trust powers.

                        Yes

Item 2.    AFFILIATIONS WITH OBLIGOR. If the obligor is an affiliate of the Trustee, describe each such affiliation.

                        None

Items 3-15 Items 3-15 are not applicable because to the best of the Trustee’s knowledge, the obligor is not in default under any Indenture for which the Trustee acts as Trustee.

Item 16.    LIST OF EXHIBITS: List below all exhibits filed as a part of this statement of eligibility and qualification.

1. A copy of the Articles of Association of the Trustee.*

2. A copy of the certificate of authority of the Trustee to commence business.*

3. A copy of the certificate of authority of the Trustee to exercise corporate trust powers.*

4. A copy of the existing bylaws of the Trustee.*

5. A copy of each Indenture referred to in Item 4. Not applicable.

6. The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939, attached as Exhibit 6.

7. Report of Condition of the Trustee as of September 30, 2005, published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7.

* Incorporated by reference to Exhibit 25.1 to Amendment No. 2 to registration statement on S-4 filed by Revlon Consumer Products Corp., Registration Number 333-128217 dated 11/22/05.

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SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Detroit, State of Michigan on the 18th day of January, 2006.

U.S. BANK NATIONAL ASSOCIATION
By:	/s/ James Kowalski
	James Kowalski Vice President

By:	/s/ Susan T. Payne
	Susan T. Payne Vice President

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Exhibit 6

CONSENT

In accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.S. BANK NATIONAL ASSOCIATION hereby consents that reports of examination of the undersigned by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.

Dated: January 18, 2006

U.S. BANK NATIONAL ASSOCIATION
By:	/s/ James Kowalski
	James Kowalski Vice President

By:	/s/ Susan T. Payne
	Susan T. Payne Vice President

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Exhibit 7

U.S. Bank National Association

Statement of Financial Condition

As of 9/30/2005

($000’s)

	9/30/2005
Assets
Cash and Due From Depository Institutions	$	6,913,461
Securities		41,305,628
Federal Funds		3,300,808
Loans & Lease Financing Receivables		132,797,940
Fixed Assets		1,767,618
Intangible Assets		10,366,321
Other Assets		10,215,546
Total Assets	$	206,667,322
Liabilities
Deposits	$	130,337,423
Fed Funds		17,257,962
Treasury Demand Notes		0
Trading Liabilities		176,079
Other Borrowed Money		25,506,397
Acceptances		85,177
Subordinated Notes and Debentures		6,661,982
Other Liabilities		5,968,944
Total Liabilities	$	185,993,964
Equity
Minority Interest in Subsidiaries	$	1,029,440
Common and Preferred Stock		18,200
Surplus		11,804,040
Undivided Profits		7,821,678
Total Equity Capital	$	20,673,358
Total Liabilities and Equity Capital	$	206,667,322

To the best of the undersigned’s determination, as of the date hereof, the above financial information is true and correct.

U.S. Bank National Association
By:	/s/    James Kowalski
	Vice President

Date: January 18, 2006

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