GUARANTOR CONSOLIDATING FINANCIAL STATEMENTS

Subsequent to the issuance of our consolidated financial statements for the year ended December 31, 2011, we identified certain errors in the presentation of the consolidating financial statements contained in this footnote as of December 31, 2011, September 30, 2011 and for the nine months ended September 30, 2011. The errors are related to the allocation of carrying value adjustments, as well as certain intercompany equity transactions, between AmeriCredit Financial Services, Inc. (the "Guarantor"), our principal operating subsidiary and our other subsidiaries (the "Non-Guarantor Subsidiaries") which occurred during the recast of the consolidating financial statements to reflect the new guarantor structure in 2011. These adjustments did not have an impact on the consolidated financial statements as of December 31, 2011, as of September 30, 2011 or for the three and nine months ended September 30, 2011.



	December 31, 2011
	(in thousands)
	Guarantor				Non-Guarantors				Eliminations
Balance Sheet:	As Previously Reported		Restated		As Previously Reported		Restated		As Previously Reported			Restated
Finance receivables, net	$	201,796	$	558,770	$	8,960,696	$	8,603,722
Due from affiliates					2,656,353		2,927,537		$	(3,426,131	)	$	(3,697,315	)
Investment in affiliates	3,252,248		3,166,458						(6,123,604		)	(6,037,814		)
Total assets	4,058,263		4,329,447		13,725,688		13,639,898		(9,549,735		)	(9,735,129		)
Due to affiliates	3,426,131		3,697,315						(3,426,131		)	(3,697,315		)
Total liabilities	3,495,851		3,767,035						(3,426,131		)	(3,697,315		)
Additional paid-in capital					1,143,529		1,001,958		(1,222,716		)	(1,081,145		)
Retained earnings					3,918,022		3,973,803		(4,401,247		)	(4,457,028		)
Total shareholder's equity					5,561,192		5,475,402		(6,123,604		)	(6,037,814		)
Total liabilities and shareholder's equity	4,058,263		4,329,447		13,725,688		13,639,898		(9,549,735		)	(9,735,129		)



	Nine Months Ended September 30, 2011
	(in thousands)
	Guarantor						Non-Guarantors				Eliminations
Statement of Operations and Comprehensive Operations Items:	As Previously Reported			Restated			As Previously Reported		Restated		As Previously Reported			Restated
Finance charge income	$	46,821		$	68,251		$	860,226	$	838,796
Equity in income of affiliates	377,504			364,974							$	(673,265	)	$	(660,735	)
Income before income taxes	230,111			239,011			618,739		597,309		(673,265		)	(660,735		)
Income tax (benefit) provision	(53,383		)	(44,483		)	228,968		220,068
Net income							389,771		377,241		(673,265		)	(660,735		)



	Nine Months Ended September 30, 2011
	(in thousands)
	Guarantor						Non-Guarantors						Eliminations
Statement of Cash Flows Items:	As Previously Reported			Restated			As Previously Reported			Restated			As Previously Reported			Restated
Cash flows from operating activities:
Net income							$	389,771		$	377,241		$	(673,265	)	$	(660,735	)
Amortization of carrying value adjustment	$	30,582		$	9,152		113,193			134,623
Equity in income of affiliates	(377,504		)	(364,974		)							673,265			660,735
Net cash provided by operating activities	85,564			76,664			445,244			454,144
Cash flows from investing activities:
Purchases of consumer finance receivables, net							(3,645,522		)	(3,244,815		)	3,645,522			3,244,815
Proceeds from sale of receivables, net	3,645,522			3,244,815									(3,645,522		)	(3,244,815		)
Net cash provided (used) by investing activities	15,371			(385,336		)	(1,406,426		)	(1,005,719		)
Cash flows from financing activities:
Net change in due (to) from affiliates	(23,185		)	386,422			471,631			62,024
Net cash provided (used) by financing activities	(23,185		)	386,422			1,005,397			595,790

The payment of principal and interest on the 6.75% and the 4.75% senior notes issued in June 2011 and August 2012, respectively, are currently guaranteed solely by the Guarantor and none of our other subsidiaries. The separate financial statements of the Guarantor are not included herein because the Guarantor is a 100% owned consolidated subsidiary and is unconditionally liable for the obligations represented by the senior notes. Some of our Non-Guarantor Subsidiaries had previously guaranteed the payment of principal and interest on our senior notes and convertible senior notes that were outstanding prior to the issuance of the 6.75% and the 4.75% senior notes. These previously outstanding senior notes and convertible senior notes have been repaid in full. As a result, the consolidating financial statements for September 30, 2011 and the three and nine months ended September 30, 2011 have been recast to reflect the current guarantor structure for the 6.75% and 4.75% senior notes.

The consolidating financial statements present consolidating financial data for (i) General Motors Financial Company, Inc. (on a parent only basis), (ii) the Guarantor, (iii) the combined Non-Guarantor Subsidiaries, (iv) an elimination column for adjustments to arrive at the information for the parent company and our subsidiaries on a consolidated basis and (v) the parent company and our subsidiaries on a consolidated basis as of December 31, 2011, September 30, 2012 and for the three and nine months ended September 30, 2012 and 2011.

Investments in subsidiaries are accounted for by the parent company using the equity method for purposes of this presentation. Results of operations of subsidiaries are therefore reflected in the parent company's investment accounts and earnings. The principal elimination entries set forth below eliminate investments in subsidiaries and intercompany balances and transactions.

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING BALANCE SHEET

September 30, 2012

(Unaudited, in Thousands)



	General Motors Financial Company, Inc.		Guarantor		Non- Guarantors		Eliminations			Consolidated
Assets
Cash and cash equivalents			$	1,742,053	$	63,928				$	1,805,981
Finance receivables, net			924,865		9,673,488					10,598,353
Restricted cash – securitization notes payable					718,729					718,729
Restricted cash – credit facilities					118,492					118,492
Property and equipment, net	$	220	3,940		47,919					52,079
Leased vehicles, net					1,570,625					1,570,625
Deferred income taxes	32,760		10,331		100,642					143,733
Goodwill	1,094,923				13,514					1,108,437
Intercompany receivables	40,859									40,859
Other assets	17,974		19,819		100,118					137,911
Due from affiliates	1,988,691				1,106,118		$	(3,094,809	)
Investment in affiliates	3,268,790		1,457,512				(4,726,302		)
Total assets	$	6,444,217	$	4,158,520	$	13,513,573	$	(7,821,111	)	$	16,295,199
Liabilities and Shareholder's Equity
Liabilities:
Credit facilities					$	556,946				$	556,946
Securitization notes payable					9,005,203					9,005,203
Senior notes	$	1,500,000								1,500,000
Accounts payable and accrued expenses	19,607		$	106,538	107,006					233,151
Deferred income					66,647					66,647
Taxes payable	84,640		5,071		1,769					91,480
Intercompany taxes payable	548,056									548,056
Interest rate swap and cap agreements			1,501		301					1,802
Due to affiliates			3,094,809				$	(3,094,809	)
Total liabilities	2,152,303		3,207,919		9,737,872		(3,094,809		)	12,003,285
Shareholder's equity:
Common stock					562,817		(562,817		)
Additional paid-in capital	3,458,905		79,187		194,286		(273,473		)	3,458,905
Accumulated other comprehensive income	327				385		(385		)	327
Retained earnings	832,682		871,414		3,018,213		(3,889,627		)	832,682
Total shareholder’s equity	4,291,914		950,601		3,775,701		(4,726,302		)	4,291,914
Total liabilities and shareholder's equity	$	6,444,217	$	4,158,520	$	13,513,573	$	(7,821,111	)	$	16,295,199

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING BALANCE SHEET

December 31, 2011

(in thousands)



	General Motors Financial Company, Inc.			Guarantor		Non- Guarantors			Eliminations			Consolidated
Assets
Cash and cash equivalents				$	500,556	$	71,741					$	572,297
Finance receivables, net				558,770		8,603,722						9,162,492
Restricted cash – securitization notes payable						919,283						919,283
Restricted cash – credit facilities						136,556						136,556
Property and equipment, net	$	220		3,567		43,653						47,440
Leased vehicles, net						809,491						809,491
Deferred income taxes	28,572			49,792		30,320						108,684
Goodwill	1,094,923					13,059						1,107,982
Intercompany receivables	35,975					1,472						37,447
Other assets	7,880			50,304		83,064						141,248
Due from affiliates	769,778					2,927,537			$	(3,697,315	)
Investment in affiliates	2,871,356			3,166,458					(6,037,814		)
Total assets	$	4,808,704		$	4,329,447	$	13,639,898		$	(9,735,129	)	$	13,042,920
Liabilities and Shareholder's Equity
Liabilities:
Credit facilities						$	1,099,391					$	1,099,391
Securitization notes payable						6,937,841						6,937,841
Senior notes	$	500,000										500,000
Convertible senior notes	500											500
Accounts payable and accrued expenses	4,975			$	60,070	95,127						160,172
Deferred income						24,987						24,987
Taxes payable	79,885			4,882		710						85,477
Intercompany taxes payable	300,306											300,306
Interest rate swap and cap agreements				4,768		6,440						11,208
Due to affiliates				3,697,315					$	(3,697,315	)
Total liabilities	885,666			3,767,035		8,164,496			(3,697,315		)	9,119,882
Shareholder's equity:
Common stock						517,037			(517,037		)
Additional paid-in capital	3,470,495			79,187		1,001,958			(1,081,145		)	3,470,495
Accumulated other comprehensive loss	(7,617		)			(17,396		)	17,396			(7,617		)
Retained earnings	460,160			483,225		3,973,803			(4,457,028		)	460,160
Total shareholder’s equity	3,923,038			562,412		5,475,402			(6,037,814		)	3,923,038
Total liabilities and shareholder's equity	$	4,808,704		$	4,329,447	$	13,639,898		$	(9,735,129	)	$	13,042,920

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING STATEMENT OF INCOME

Three Months Ended September 30, 2012

(Unaudited, in Thousands)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income				$	40,372		$	374,692				$	415,064
Leased vehicle income							80,578					80,578
Other income	$	10,798		41,322			50,479		$	(83,724	)	18,875
Equity in income of affiliates	131,089			147,840					(278,929		)
	141,887			229,534			505,749		(362,653		)	514,517
Costs and expenses
Operating expenses	3,861			27,700			73,783					105,344
Leased vehicle expenses							56,029					56,029
Provision for loan losses				43,704			34,462					78,166
Interest expense	16,879			33,845			107,329		(83,724		)	74,329
	20,740			105,249			271,603		(83,724		)	313,868
Income before income taxes	121,147			124,285			234,146		(278,929		)	200,649
Income tax (benefit) provision	(2,801		)	(5,884		)	85,386					76,701
Net income	$	123,948		$	130,169		$	148,760	$	(278,929	)	$	123,948

Comprehensive income	$	134,082		$	130,169		$	169,151	$	(299,320	)	$	134,082

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING STATEMENT OF INCOME

Three Months Ended September 30, 2011

(Unaudited, in Thousands)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income				$	35,372		$	312,913				$	348,285
Leased vehicle income							27,096					27,096
Other income	$	11,766		61,458			117,474		$	(175,398	)	15,300
Equity in income of affiliates	115,205			133,112					(248,317		)
	126,971			229,942			457,483		(423,715		)	390,681
Costs and expenses
Operating expenses	3,178			23,851			61,106					88,135
Leased vehicle expenses							17,864					17,864
Provision for loan losses				47,129			3,812					50,941
Interest expense	15,853			69,023			146,817		(175,398		)	56,295
	19,031			140,003			229,599		(175,398		)	213,235
Income before income taxes	107,940			89,939			227,884		(248,317		)	177,446
Income tax (benefit) provision	(867		)	(13,985		)	83,491					68,639
Net income	$	108,807		$	103,924		$	144,393	$	(248,317	)	$	108,807

Comprehensive income	$	91,989		$	103,924		$	121,520	$	(225,444	)	$	91,989

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING STATEMENT OF INCOME

Nine Months Ended September 30, 2012

(Unaudited, in Thousands)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income				$	108,513		$	1,067,594				$	1,176,107
Leased vehicle income							199,699					199,699
Other income	$	32,923		151,821			205,163		$	(333,282	)	56,625
Equity in income of affiliates	389,490			467,364					(856,854		)
	422,413			727,698			1,472,456		(1,190,136		)	1,432,431
Costs and expenses
Operating expenses	11,692			67,513			216,725					295,930
Leased vehicle expenses							147,686					147,686
Provision for loan losses				171,545			17,051					188,596
Interest expense	45,475			134,539			354,865		(333,282		)	201,597
	57,167			373,597			736,327		(333,282		)	833,809
Income before income taxes	365,246			354,101			736,129		(856,854		)	598,622
Income tax (benefit) provision	(7,276		)	(34,088		)	267,464					226,100
Net income	$	372,522		$	388,189		$	468,665	$	(856,854	)	$	372,522

Comprehensive income	$	380,466		$	388,189		$	486,446	$	(874,635	)	$	380,466

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING STATEMENT OF INCOME

Nine Months Ended September 30, 2011

(Unaudited, in Thousands)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income				$	68,251		$	838,796				$	907,047
Leased vehicle income							60,831					60,831
Other income	$	40,346		232,652			417,276		$	(642,419	)	47,855
Equity in income of affiliates	295,761			364,974					(660,735		)
	336,107			665,877			1,316,903		(1,303,154		)	1,015,733
Costs and expenses
Operating expenses	14,511			66,383			169,026					249,920
Leased vehicle expenses							39,446					39,446
Provision for loan losses				113,051			21,884					134,935
Interest expense	45,478			247,432			489,238		(642,419		)	139,729
	59,989			426,866			719,594		(642,419		)	564,030
Income before income taxes	276,118			239,011			597,309		(660,735		)	451,703
Income tax (benefit) provision	(5,745		)	(44,483		)	220,068					169,840
Net income	$	281,863		$	283,494		$	377,241	$	(660,735	)	$	281,863

Comprehensive income	$	266,322		$	283,494		$	303,585	$	(587,079	)	$	266,322

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING STATEMENT OF CASH FLOWS

Nine Months Ended September 30, 2012

(Unaudited, in Thousands)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
Cash flows from operating activities:
Net income	$	372,522		$	388,189		$	468,665		$	(856,854	)	$	372,522
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	1,838			1,292			175,314						178,444
Accretion and amortization of loan and leasing fees				143			(37,778		)				(37,635		)
Amortization of carrying value adjustment				201			(2,276		)				(2,075		)
Amortization of purchase accounting premium							(26,068		)				(26,068		)
Provision for loan losses				171,545			17,051						188,596
Deferred income taxes	(4,188		)	39,461			(69,275		)				(34,002		)
Stock-based compensation expense	3,141												3,141
Other				1,703			(10,775		)				(9,072		)
Equity in income of affiliates	(389,490		)	(467,364		)				856,854
Changes in assets and liabilities:
Other assets	240			(3,589		)	(1,050		)				(4,399		)
Accounts payable and accrued expenses	(94		)	34,447			13,806						48,159
Taxes payable	4,755			189			1,041						5,985
Intercompany taxes payable	247,750												247,750
Net cash provided by operating activities	236,474			166,217			528,655						931,346
Cash flows from investing activities:
Purchases of consumer finance receivables, net				(4,353,965		)	(4,115,913		)	4,115,913			(4,353,965		)
Principal collections and recoveries on consumer finance receivables				(133		)	3,049,666						3,049,533
Fundings of commercial finance receivables, net				(581,499		)							(581,499		)
Collections of commercial finance receivables				299,731									299,731
Proceeds from sale of consumer finance receivables, net				4,115,913						(4,115,913		)
Purchases of leased vehicles, net							(857,433		)				(857,433		)
Proceeds from termination of leased vehicles							32,607						32,607
Purchases of property and equipment				(1,665		)	(9,246		)				(10,911		)
Change in restricted cash - securitization notes payable							200,554						200,554
Change in restricted cash - credit facilities							18,956						18,956
Change in other assets	(21,820		)	29,090			(1,127		)				6,143
Net change in investment in affiliates				2,176,310						(2,176,310		)
Net cash (used) provided by investing activities	(21,820		)	1,683,782			(1,681,936		)	(2,176,310		)	(2,196,284		)
Cash flows from financing activities:
Borrowings on credit facilities							1,199,707						1,199,707
Payments on credit facilities							(1,752,095		)				(1,752,095		)
Issuance of securitization notes payable							5,400,000						5,400,000
Payments on securitization notes payable							(3,306,678		)				(3,306,678		)
Issuance of senior notes	1,000,000												1,000,000
Debt issuance costs	(12,172		)				(31,375		)				(43,547		)
Retirement of debt	(505		)										(505		)
Net capital contribution to subsidiaries							(2,186,423		)	2,186,423
Net change in due (to) from affiliates	(1,201,977		)	(608,502		)	1,810,565			(86		)
Net cash (used) provided by financing activities	(214,654		)	(608,502		)	1,133,701			2,186,337			2,496,882
Net increase (decrease) in cash and cash equivalents				1,241,497			(19,580		)	10,027			1,231,944
Effect of Canadian exchange rate changes on cash and cash equivalents							11,767			(10,027		)	1,740
Cash and cash equivalents at beginning of period				500,556			71,741						572,297
Cash and cash equivalents at end of period	$			$	1,742,053		$	63,928		$			$	1,805,981

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING STATEMENT OF CASH FLOWS

Nine Months Ended September 30, 2011

(Unaudited, in Thousands)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
Cash flows from operating activities:
Net income	$	281,863		$	283,494		$	377,241		$	(660,735	)	$	281,863
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	5,277			1,316			65,804						72,397
Accretion and amortization of loan and leasing fees				(917		)	(13,993		)				(14,910		)
Amortization of carrying value adjustment				9,152			134,623						143,775
Amortization of purchase accounting premium	(183		)				(57,515		)				(57,698		)
Provision for loan losses				113,051			21,884						134,935
Deferred income taxes	103,435			(8,383		)	(53,893		)				41,159
Stock-based compensation expense	9,585												9,585
Other	1,436			12,273			(36,857		)				(23,148		)
Equity in income of affiliates	(295,761		)	(364,974		)				660,735
Changes in assets and liabilities:
Other assets	4,572			(2,436		)	25,607						27,743
Accounts payable and accrued expenses	(26,034		)	29,002			(3,468		)				(500		)
Taxes payable	(79,315		)	5,086			(5,289		)				(79,518		)
Intercompany taxes payable	203,155												203,155
Net cash provided by operating activities	208,030			76,664			454,144						738,838
Cash flows from investing activities:
Purchases of consumer finance receivables, net				(3,793,696		)	(3,244,815		)	3,244,815			(3,793,696		)
Principal collections and recoveries on consumer finance receivables				854			2,815,753						2,816,607
Proceeds from sale of consumer finance receivables, net				3,244,815						(3,244,815		)
Purchases of leased vehicles, net							(584,726		)				(584,726		)
Proceeds from termination of leased vehicles							32,017						32,017
Sales (purchases) of property and equipment	1,924			(2,288		)	(5,494		)				(5,858		)
Acquisition of FinanciaLinx							(9,601		)				(9,601		)
FinanciaLinx cash on hand at acquisition							9,283						9,283
Change in restricted cash - securitization notes payable							(3,114		)				(3,114		)
Change in restricted cash - credit facilities							6,359						6,359
Change in other assets				(2,840		)	(21,381		)				(24,221		)
Net change in investment in affiliates	33			167,819						(167,852		)
Net cash provided (used) by investing activities	1,957			(385,336		)	(1,005,719		)	(167,852		)	(1,556,950		)
Cash flows from financing activities:
Borrowings on credit facilities							2,717,534						2,717,534
Payments on credit facilities							(2,991,574		)				(2,991,574		)
Issuance of securitization notes payable							3,650,000						3,650,000
Payments on securitization notes payable							(2,821,473		)				(2,821,473		)
Issuance of senior notes	500,000												500,000
Debt issuance costs	(7,622		)				(37,346		)				(44,968		)
Retirement of debt	(75,164		)										(75,164		)
Net capital contribution to subsidiaries							16,625			(16,625		)
Net change in due (to) from affiliates	(611,684		)	386,422			62,024			163,238
Net cash (used) provided by financing activities	(194,470		)	386,422			595,790			146,613			934,355
Net increase in cash and cash equivalents	15,517			77,750			44,215			(21,239		)	116,243
Effect of Canadian exchange rate changes on cash and cash equivalents	(15,517		)				(9,304		)	21,239			(3,582		)
Cash and cash equivalents at beginning of period				185,004			9,550						194,554
Cash and cash equivalents at end of period	$			$	262,754		$	44,461		$			$	307,215