SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

CUMMING IAN M

(Last)

(First)

(Middle)

C/O LEUCADIA NATIONAL CORPORATION

315 PARK AVENUE SOUTH

(Street)

NEW YORK

10010

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AMERICREDIT CORP [ ACF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/23/2008

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/23/2008		P		750,000	A	$12.92	30,086,440	I⁽¹⁾⁽²⁾	See Explanation⁽¹⁾⁽²⁾
Common Stock	05/27/2008		P		100,800	A	$12.98	30,187,240	I⁽³⁾	See Explanation⁽³⁾
Common Stock	05/28/2008		P		160,000	A	$12.97	30,347,240	I⁽⁴⁾	See Explanation⁽⁴⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Reflects 26,836,440 shares of AmeriCredit common stock directly owned by Baldwin Enterprises, Inc. ("Baldwin"), and indirectly owned by Phlcorp, Inc. ("Phlcorp") and Leucadia National Corporation ("Leucadia") and 3,250,000 shares of AmeriCredit common stock directly owned by RCG Baldwin, L.P. ("RCG Baldwin"), as nominee for Baldwin, and indirectly owned by Baldwin, Phlcorp and Leucadia. Baldwin is a wholly-owned subsidiary of Phlcorp and Phlcorp is a wholly-owned subsidiary of Leucadia. Baldwin, the sole limited partner of RCG Baldwin, has decision making authority and pecuniary interest with respect to the shares of AmeriCredit common stock owned directly by RCG Baldwin pursuant to an agreement with RCG Baldwin's general partner.

2. (Continutation of Footnote 1) The Reporting Person is a significant shareholder and Chairman of Leucadia. The Reporting Person disclaims beneficial ownership of AmeriCredit common stock owned by Leucadia and its subsidiaries, except to the extent of his pecuniary interest, if any.

3. Reflects 26,937,240 shares of AmeriCredit common stock directly owned by Baldwin and indirectly owned by Phlcorp and Leucadia and 3,250,000 shares of AmeriCredit common stock directly owned by RCG Baldwin, as nominee for Baldwin, and indirectly owned by Baldwin, Phlcorp and Leucadia.

4. Reflects 27,097,240 shares of AmeriCredit common stock directly owned by Baldwin and indirectly owned by Baldwin, Phlcorp and Leucadia and 3,250,000 shares of AmeriCredit common stock directly owned by RCG Baldwin, as nominee for Baldwin, and indirectly owned by Baldwin, Phlcorp and Leucadia.

	/s/ Ian M. Cumming	05/28/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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