Guarantor Consolidating Financial Statements

The payment of principal and interest on senior notes is currently guaranteed solely by AFSI (the "Guarantor") and none of our other subsidiaries (the "Non-Guarantor 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.

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 September 30, 2013 and December 31, 2012, and for the three and nine months ended September 30, 2013 and 2012.

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.

CONDENSED CONSOLIDATING BALANCE SHEET

September 30, 2013

(unaudited, in millions)



	General Motors Financial Company, Inc.			Guarantor		Non- Guarantors			Eliminations			Consolidated
Assets
Cash and cash equivalents	$			$	1,250	$	506		$			$	1,756
Finance receivables, net				926		22,941						23,867
Restricted cash						1,371						1,371
Property and equipment, net				4		120						124
Leased vehicles, net						3,100						3,100
Deferred income taxes	3					66						69
Goodwill	1,095					61						1,156
Related party receivables	36					75						111
Other assets	76			56		202			(4		)	330
Due from affiliates	4,259			863					(5,122		)
Investment in affiliates	6,345			2,990					(9,335		)
Total assets	$	11,814		$	6,089	$	28,442		$	(14,461	)	$	31,884
Liabilities and Shareholder's Equity
Liabilities:
Secured debt	$			$		$	18,447		$			$	18,447
Unsecured debt	4,000					1,228						5,228
Accounts payable and accrued expenses	141			162		295			(4		)	594
Deferred income						157						157
Deferred taxes liabilities	(28		)	164		(72		)				64
Taxes payable	79					47						126
Related party taxes payable	598											598
Other liabilities				9		144						153
Related party payables	1					356						357
Due to affiliates	863			2,179		2,080			(5,122		)
Total liabilities	5,654			2,514		22,682			(5,126		)	25,724
Shareholder's equity:
Common stock						801			(801		)
Additional paid-in capital	4,765			79		2,864			(2,943		)	4,765
Accumulated other comprehensive income	27			10		47			(57		)	27
Retained earnings	1,368			3,486		2,048			(5,534		)	1,368
Total shareholder's equity	6,160			3,575		5,760			(9,335		)	6,160
Total liabilities and shareholder's equity	$	11,814		$	6,089	$	28,442		$	(14,461	)	$	31,884

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATING BALANCE SHEET

December 31, 2012

(in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
Assets
Cash and cash equivalents	$			$	1,252		$	37		$			$	1,289
Finance receivables, net				1,558			9,440						10,998
Restricted cash							744						744
Property and equipment, net				4			48						52
Leased vehicles, net							1,703						1,703
Deferred income taxes	39			(28		)	96						107
Goodwill	1,095						13						1,108
Related party receivables	66												66
Other assets	14			18			98						130
Due from affiliates	2,063									(2,063		)
Investment in affiliates	3,274			2,193						(5,467		)
Total assets	$	6,551		$	4,997		$	12,179		$	(7,530	)	$	16,197
Liabilities and Shareholder's Equity
Liabilities:
Secured debt	$			$			$	9,378		$			$	9,378
Unsecured debt	1,500												1,500
Accounts payable and accrued expenses	22			90			105						217
Deferred income							70						70
Taxes payable	91			4			(2		)				93
Related party taxes payable	559												559
Other liabilities							1						1
Due to affiliates				1,669			394			(2,063		)
Total liabilities	2,172			1,763			9,946			(2,063		)	11,818
Shareholder's equity:
Common stock							570			(570		)
Additional paid-in capital	3,459			79			123			(202		)	3,459
Accumulated other comprehensive (loss) income	(3		)	(11		)	13			(2		)	(3		)
Retained earnings	923			3,166			1,527			(4,693		)	923
Total shareholder's equity	4,379			3,234			2,233			(5,467		)	4,379
Total liabilities and shareholder's equity	$	6,551		$	4,997		$	12,179		$	(7,530	)	$	16,197

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATING STATEMENT OF INCOME

Three Months Ended September 30, 2013

(unaudited, in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income	$			$	37		$	610	$			$	647
Leased vehicle income							172					172
Other income	42			85			100		(179		)	48
Equity in income of affiliates	113			123					(236		)
	155			245			882		(415		)	867
Costs and expenses
Salaries and benefits				56			67					123
Other operating expenses	(74		)	42			112					80
Total operating expenses	(74		)	98			179					203
Leased vehicle expenses							133					133
Provision for loan losses				53			64					117
Interest expense	57			54			236		(179		)	168
Acquisition and integration expenses							7					7
	(17		)	205			619		(179		)	628
Income before income taxes	172			40			263		(236		)	239
Income tax (benefit) provision	11			(25		)	92					78
Net income	$	161		$	65		$	171	$	(236	)	$	161
Comprehensive income	$	256		$	79		$	266	$	(345	)	$	256

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATING STATEMENT OF INCOME

Three Months Ended September 30, 2012

(unaudited, in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income	$			$	43		$	374	$			$	417
Leased vehicle income							80					80
Other income	11			39			51		(84		)	17
Equity in income of affiliates	131			148					(279		)
	142			230			505		(363		)	514
Costs and expenses
Salaries and benefits				51			23					74
Other operating expenses	4			(23		)	50					31
Total operating expenses	4			28			73					105
Leased vehicle expenses							56					56
Provision for loan losses				44			34					78
Interest expense	17			34			108		(84		)	75
	21			106			271		(84		)	314
Income before income taxes	121			124			234		(279		)	200
Income tax (benefit) provision	(2		)	(6		)	85					77
Net income	$	123		$	130		$	149	$	(279	)	$	123
Comprehensive income	$	133		$	130		$	169	$	(299	)	$	133

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATING STATEMENT OF INCOME

Nine Months Ended September 30, 2013

(unaudited, in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income	$			$	106		$	1,603	$			$	1,709
Leased vehicle income							415					415
Other income	91			209			228		(409		)	119
Equity in income of affiliates	413			427					(840		)
	504			742			2,246		(1,249		)	2,243
Costs and expenses
Salaries and benefits				158			155					313
Other operating expenses	(76		)	(7		)	272					189
Total operating expenses	(76		)	151			427					502
Leased vehicle expenses							314					314
Provision for loan losses				180			131					311
Interest expense	128			143			552		(409		)	414
Acquisition and integration expenses							29					29
	52			474			1,453		(409		)	1,570
Income before income taxes	452			268			793		(840		)	673
Income tax (benefit) provision	7			(52		)	273					228
Net income	$	445		$	320		$	520	$	(840	)	$	445
Comprehensive income	$	475		$	341		$	553	$	(894	)	$	475

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATING STATEMENT OF INCOME

Nine Months Ended September 30, 2012

(unaudited, in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income	$			$	111		$	1,068	$			$	1,179
Leased vehicle income							199					199
Other income	33			149			205		(333		)	54
Equity in income of affiliates	390			467					(857		)
	423			727			1,472		(1,190		)	1,432
Costs and expenses
Salaries and benefits				147			71					218
Other operating expenses	12			(79		)	146					79
Total operating expenses	12			68			217					297
Leased vehicle expenses							147					147
Provision for loan losses				171			17					188
Interest expense	45			134			356		(333		)	202
	57			373			737		(333		)	834
Income before income taxes	366			354			735		(857		)	598
Income tax (benefit) provision	(6		)	(34		)	266					226
Net income	$	372		$	388		$	469	$	(857	)	$	372
Comprehensive income	$	379		$	388		$	487	$	(875	)	$	379

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

Nine Months Ended September 30, 2013

(unaudited, in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations		Consolidated
Net cash provided by operating activities	$	106		$	286		$	762		$		$	1,154
Cash flows from investing activities:
Purchases of consumer finance receivables, net				(3,971		)	(6,557		)	4,207		(6,321		)
Principal collections and recoveries on consumer finance receivables							5,099					5,099
Proceeds from sale of consumer finance receivables, net				4,207						(4,207	)
Funding of commercial finance receivables, net				(3,395		)	(15,391		)	2,593		(16,193		)
Collections of commercial finance receivables				1,069			14,616					15,685
Proceeds from sale of commercial finance receivables, net				2,593						(2,593	)
Purchases of leased vehicles, net							(1,746		)			(1,746		)
Proceeds from termination of leased vehicles							142					142
Acquisition of international operations, net of cash on hand	(2,547		)	(863		)	440			863		(2,107		)
Purchases of property and equipment				(1		)	(9		)			(10		)
Change in restricted cash							(74		)			(74		)
Change in other assets				(44		)	22					(22		)
Net change in investment in affiliates	(29		)	(350		)				379
Net cash used in investing activities	(2,576		)	(755		)	(3,458		)	1,242		(5,547		)
Cash flows from financing activities:
Borrowings and issuance of secured debt							11,676					11,676
Payments on secured debt							(9,009		)			(9,009		)
Borrowings and issuance of unsecured debt	2,500						1,698					4,198
Payments on unsecured debt							(1,817		)			(1,817		)
Borrowings on related party line of credit	1,100											1,100
Payments on related party line of credit	(1,100		)									(1,100		)
Repayment of debt to Ally Financial							(1,416		)			(1,416		)
Capital contribution from parent	1,300						382			(382	)	1,300
Debt issuance costs	(29		)				(40		)			(69		)
Net change in due from/due to affiliates	(1,301		)	467			1,697			(863	)
Net cash provided by (used in) financing activities	2,470			467			3,171			(1,245	)	4,863
Net (decrease) increase in cash and cash equivalents				(2		)	475			(3	)	470
Effect of foreign exchange rate changes on cash and cash equivalents							(6		)	3		(3		)
Cash and cash equivalents at beginning of period				1,252			37					1,289
Cash and cash equivalents at end of period	$			$	1,250		$	506		$		$	1,756

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

Nine Months Ended September 30, 2012

(unaudited, in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations		Consolidated
Net cash provided by operating activities	$	236		$	166		$	529		$		$	931
Cash flows from investing activities:
Purchases of consumer finance receivables, net				(4,354		)	(4,116		)	4,116		(4,354		)
Principal collections and recoveries on consumer finance receivables							3,050					3,050
Proceeds from sale of consumer finance receivables, net				4,116						(4,116	)
Funding of commercial finance receivables, net				(582		)						(582		)
Collections of commercial finance receivables				300								300
Purchases of leased vehicles, net							(857		)			(857		)
Proceeds from termination of leased vehicles							33					33
Purchases of property and equipment				(2		)	(9		)			(11		)
Change in restricted cash							219					219
Change in other assets	(21		)	29			(2		)			6
Net change in investment in affiliates				2,177						(2,177	)
Net cash (used in) provided by investing activities	(21		)	1,684			(1,682		)	(2,177	)	(2,196		)
Cash flows from financing activities:
Borrowings and issuance of secured debt							6,600					6,600
Payments on secured debt							(5,059		)			(5,059		)
Borrowings and issuance of unsecured debt	1,000											1,000
Debt issuance costs	(12		)				(31		)			(43		)
Retirement of debt	(1		)									(1		)
Net capital contribution to subsidiaries							(2,187		)	2,187
Net change in due from/due to affiliates	(1,202		)	(608		)	1,810
Net cash (used in) provided by financing activities	(215		)	(608		)	1,133			2,187		2,497
Net increase (decrease) in cash and cash equivalents				1,242			(20		)	10		1,232
Effect of foreign exchange rate changes on cash and cash equivalents							12			(10	)	2
Cash and cash equivalents at beginning of period				500			72					572
Cash and cash equivalents at end of period	$			$	1,742		$	64		$		$	1,806