8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

October 31, 2008
(Date of report; date of
earliest event reported)

Commission file number: 1-3754

GMAC LLC

(Exact name of registrant as specified in its charter)

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

200 Renaissance Center
P.O. Box 200 Detroit, Michigan
48265-2000
(Address of principal executive offices)
(Zip Code)

(313) 556-5000
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition

On November 5, 2008, GMAC LLC (“GMAC”) issued a press release announcing operating results for the third quarter ended September 30, 2008. The press release is attached hereto and incorporated by reference as Exhibit 99.1. Charts furnished to securities analysts in connection with GMAC’s third quarter 2008 earnings press release are attached hereto and incorporated by reference as Exhibit 99.2.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Edward J. Kelly, III provided to GMAC a notice of resignation from the GMAC Board of Managers (the “Board”) effective October 31, 2008. The Board consists of thirteen members with six appointed by FIM Holdings LLC (“FIM”), which holds a majority interest in GMAC and is controlled by Cerberus FIM Investors, LLC, four appointed by GM, and three independent directors. Mr. Kelly was one of the six FIM members of the Board. A replacement has not yet been appointed.

Item 9.01 Financial Statements and Exhibits

Exhibit No.		Description
	99.1	Press Release, Dated September 30, 2008
	99.2	Charts Furnished to Securities Analysts

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	GMAC LLC (Registrant)
Dated: November 5, 2008	/s/ David J. DeBrunner
	David J. DeBrunner
	Vice President, Chief Accounting Officer and Controller

EXHIBIT INDEX

Exhibit No.		Description
	99.1	Press Release, Dated November 5, 2008
	99.2	Charts Furnished to Securities Analysts

EX-99.1

Exhibit 99.1

GMAC Financial Services Reports Preliminary Third Quarter
2008 Financial Results

• Third quarter net loss of $2.5 billion

• ResCap results continue to be affected by adverse market conditions

• Insurance operation posted a profit

• Auto finance actions align originations with funding

• Cash and cash equivalents balance at $13.5 billion

NEW YORK — GMAC Financial Services reported a 2008 third quarter net loss of $2.5 billion, compared to a net loss of $1.6 billion in the third quarter of 2007. Results were primarily attributable to a significant loss at Residential Capital, LLC (ResCap) as adverse market conditions domestically and internationally continued to affect the mortgage business. GMAC’s automotive finance operation also experienced pressure from lower used vehicle prices and weaker consumer and dealer credit performance. Other items affecting results were realized losses and valuation adjustments on assets held for sale and certain other investment securities as a result of illiquidity in the credit and capital markets. These items were partially offset by profitable results in the insurance businesses.

“The economic and market conditions created an unrelenting environment for our business and the financial services sector overall,” said GMAC Chief Executive Officer Alvaro G. de Molina. “Clearly this weighed heavily on financial results in the third quarter.

“In this climate, our primary objective is to make prudent use of our resources and take the steps needed to address the reduced access to liquidity. In this regard, we’ve limited originations to match funding sources and are streamlining operations and evaluating opportunities to shed operations that are not essential to the core business,” said de Molina. “In addition, we are pursuing strategies to increase flexibility and access to funding such as participating in the Federal Reserve’s commercial paper purchase program via our asset-backed credit facility and engaging in discussions with regulatory authorities regarding bank holding company status.”

GMAC CONFIDENTIAL

Third Quarter Net Income/(Loss)
($ in millions)

	Q308			Q307			Change
Global Automotive Finance		($294	)	$	554			($848	)
Insurance		97			117			(20	)
ResCap		(1,912	)		(2,261	)		349
Other1		(414	)		(6	)		(408	)
Net Income/(Loss)		($2,523	)		($1,596	)		($927	)

¹ Includes Commercial Finance operating segment, 21% ownership of former commercial mortgage unit and other corporate activities.

Liquidity and Capital

GMAC’s consolidated cash and cash equivalents were $13.5 billion at Sept. 30, 2008, down modestly from the cash and cash equivalents balance of $14.3 billion at June 30, 2008. Of these total balances, ResCap’s cash and cash equivalents balance was $6.9 billion at quarter-end, up from $6.6 billion at June 30, 2008. The change in consolidated cash is related to debt maturities at GMAC in the quarter, which were partially offset by reduced origination levels.

GMAC Bank assets and deposits continue to grow at a measured rate with total assets of $32.9 billion at quarter-end, which includes $8.5 billion of assets at the auto division and $24.4 billion of assets at the mortgage division. This compares to $31.9 billion at June 30, 2008. Deposits also increased in the third quarter to $17.7 billion at Sept. 30, 2008, compared to $16.9 billion at the end of the second quarter.

GMAC previously disclosed it is in discussions with federal regulatory authorities regarding, among other things, seeking bank holding company status under the Bank Holding Company Act of 1956, as amended. In conjunction with this initiative, GMAC intends to commence a private offer to exchange a significant amount of outstanding indebtedness for a reduced principal amount of new indebtedness. Timing and details should be disclosed in the near term.

Global Automotive Finance

GMAC’s global automotive finance business reported a net loss of $294 million in the third quarter of 2008, compared to net income of $554 million in the year-ago period. The decline in performance was primarily driven by an increase in credit reserves as a result of the continued deterioration in used vehicle prices, which affected certain retail balloon contracts. Also affecting results was an impairment on operating leases related

2

GMAC CONFIDENTIAL

to the truck vehicle portfolio in Canada, weaker consumer and dealer credit performance, and valuation adjustments on securitization retained interests.

New vehicle financing originations for the third quarter of 2008 decreased to $11.3 billion of retail and lease contracts from $14.5 billion in the third quarter of 2007, due to tighter underwriting standards and lower industry sales.

Due to the current volatility in the global capital and credit markets, GMAC has recently taken steps to more closely align auto financing activities with available funding. Most recently in October, the company implemented pricing and underwriting adjustments in the U.S. and select international markets. In addition, in Asia-Pacific, GMAC announced it would cease retail and wholesale originations in Australia and New Zealand by the end of the year. The company also ceased retail originations in seven European markets as of Nov. 1, 2008.

Credit losses have increased in the third quarter of 2008 to 1.55 percent of managed retail assets, versus 1.01 percent in the third quarter of 2007. The sharp increase is related to higher loss severity in North America and increased losses in Latin America due to weaker economic conditions. Delinquencies remained almost flat with the year-ago period at 2.62 percent. Increased loan servicing efforts and tighter underwriting aided in keeping delinquencies from increasing during this weaker economic environment.

Insurance

GMAC’s insurance business recorded net income of $97 million, down from net income of $117 million in the third quarter of 2007. Performance reflects slightly lower written premium and a decline in investment income due to realized losses and an impairment on Lehman Brothers securities as a result of recent market volatility.

The insurance investment portfolio was $6.6 billion at Sept. 30, 2008, compared to $7.5 billion at Sept. 30, 2007. The decrease in the portfolio is related to a dividend payment to GMAC and changes in the market conditions that have caused the portfolio to have aggregate unrealized losses.

3

GMAC CONFIDENTIAL

On Nov. 3, 2008, GMAC agreed to divest its reinsurance business, GMAC RE, to Maiden Holdings, Ltd. This transaction is part of GMAC’s strategy to pursue opportunities to shed non-core operations in an effort to preserve capital.

Real Estate Finance

ResCap reported a net loss of $1.9 billion for the third quarter of 2008, compared to a net loss of $2.3 billion in the year-ago period. Results are primarily attributable to continued adverse market conditions, which drove high credit-related provisions and weak revenue.

During the third quarter, ResCap announced additional actions to significantly streamline operations, reduce cost and adjust its lending footprint. These actions included closing all GMAC Mortgage retail offices, ceasing originations through the Homecomings wholesale broker channel and further curtailing business lending and international business activities. In addition, ResCap entered into an agreement to sell the GMAC Home Services business to Brookfield Residential Property Services.

ResCap’s U.S. residential finance business was negatively affected by lower mortgage production and a decrease in net servicing fees. While prime conforming loan production decreased year-over-year with $6.8 billion in the third quarter of 2008 versus $12.2 billion in the year-ago period, production of higher-margin government loans increased to $4.1 billion this quarter compared to $1.4 billion in the third quarter of 2007.

The international mortgage business experienced a net loss in the third quarter related to weakening consumer credit in key markets and increased cost of funds. ResCap has currently suspended all production outside of the U.S. with the exception of Canadian insured loans. ResCap’s international business is now focused on management of assets in the U.K. and continental Europe. Results were also negatively affected by unfavorable foreign currency movements. The business lending operation experienced continued losses in the third quarter due to high levels of loss provisions and other impairments related to the current real estate market conditions.

In the third quarter, GMAC forgave $101.5 million of debt outstanding under the mortgage servicing rights credit facility with ResCap as a capital contribution to the

4

GMAC CONFIDENTIAL

mortgage subsidiary. In addition, GMAC also forgave $95.3 million of outstanding principal and accrued unpaid interest on ResCap notes held by GMAC. In October, GMAC forgave additional debt to ensure that ResCap remained compliant with the tangible net worth covenant.

Adverse market conditions have made it difficult for ResCap to maintain adequate capital and liquidity levels. As a result, absent economic support from GMAC, substantial doubt exists regarding ResCap’s ability to continue as a going concern.

Outlook

The global capital and credit markets remain disrupted and general economic conditions have deteriorated. GMAC’s business continues to be affected by these conditions and has led the company to take several actions to manage resources during this volatile environment. These steps include:

• Aligning auto originations with available committed funding sources in the U.S. and abroad

• Streamlining operations to suit the current business plans

• Growing GMAC Bank within the regulatory guidelines

• Reducing risk in the balance sheet

• Divesting select non-core operations such as GMAC Global Home Services and GMAC Reinsurance

GMAC is focused on pursuing strategies to increase flexibility and access to liquidity with the primary focus of continuing to support automotive dealers and customers.

About GMAC Financial Services

GMAC Financial Services is a global finance company operating in and servicing North America, South America, Europe and Asia-Pacific. GMAC specializes in automotive finance, real estate finance, insurance, commercial finance and online banking. As of Dec. 31, 2007, the organization had $249 billion in assets and serviced 15 million customers. Visit the GMAC media site at www.media.gmacfs.com for more information.

5

GMAC CONFIDENTIAL

Contact:
Gina Proia
917-369-2364
gina.proia@gmacfs.com

Forward-Looking Statements

In this earnings release and related comments by GMAC LLC (“GMAC”) management, the use of the words “expect,” “anticipate,” “estimate,” “forecast,” “initiative,” “objective,” “plan,” “goal,” “project,” “outlook,” “priorities,” “target,” “intend,” “evaluate,” “pursue,” “seek,” “may,” “would,” “could,” “should,” “believe,” “potential,” “continue,” or the negative of any of those words or similar expressions is intended to identify forward-looking statements. All statements herein and in related charts and management comments, other than statements of historical fact, including without limitation, statements about future events and financial performance, are forward-looking statements that involve certain risks and uncertainties.

While these statements represent our current judgment on what the future may hold, and we believe these judgments are reasonable, these statements are not guarantees of any events or financial results, and GMAC’s and Residential Capital LLC’s (“ResCap”) actual results may differ materially due to numerous important factors that are described in the most recent reports on SEC Forms 10-K and 10-Q for GMAC and ResCap, each of which may be revised or supplemented in subsequent reports on SEC Forms 10-Q and 8-K. Such factors include, among others, the following: securing low cost funding for GMAC and ResCap and maintaining the mutually beneficial relationship between GMAC and General Motors Corporation (“GM”); our ability to maintain an appropriate level of debt and liquidity; the profitability and financial condition of GM; restrictions on ResCap’s ability to pay dividends to us; recent developments in the residential mortgage and capital markets; continued deterioration in the residual value of off-lease vehicles; the impact on ResCap of the continuing decline in the U.S. housing market; changes in U.S. government-sponsored mortgage programs or disruptions in the markets in which our mortgage subsidiaries operate; disruptions in the markets in which we fund GMAC’s and ResCap’s operations, with resulting negative impact on our liquidity; uncertainty concerning our ability to access federal liquidity programs; changes in our contractual servicing rights; costs and risks associated with litigation; changes in our accounting assumptions that may require or that result from changes in the accounting rules or their application, which could result in an impact on earnings; changes in the credit ratings of ResCap, GMAC or GM; changes in economic conditions, currency exchange rates or political stability in the markets in which we operate; and changes in the existing or the adoption of new laws, regulations, policies or other activities of governments, agencies and similar organizations.

Investors are cautioned not to place undue reliance on forward-looking statements. GMAC undertakes no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events or other such factors that affect the subject of these statements, except where expressly required by law.

6

GMAC Financial Services Preliminary Unaudited Third Quarter 2008 Financial Highlights
($ in millions)

								Memo:
		3Q			3Q			2Q
Summary Statement of Income	Note	2008			2007			2008
Revenue
Total financing revenue		$	4,641		$	5,381		$	4,822
Interest expense			2,906			3,715			2,869
Depreciation expense on operating lease assets			1,412			1,276			1,401
Impairment of investment in operating leases			93			—			716
Net financing revenue (loss)			230			390			(164	)
Other revenue
Servicing fees			441			548			465
Servicing asset valuation and hedge activities, net			(261	)		(123	)		(185	)
Insurance premiums and service revenue earned			1,123			1,143			1,123
Gain (loss) on mortgage and automotive loans, net			25			(320	)		(1,099	)
Investment (loss) income			(216	)		13			185
Other income			373			602			990
Total other revenue			1,485			1,863			1,479
Total net revenue			1,715			2,253			1,315
Provision for credit losses			1,099			964			771
Noninterest expense
Compensation and benefits expense			612			628			591
Insurance losses and loss adjustment expenses			642			659			714
Other operating expenses			1,967			1,211			1,548
Impairment of goodwill and other intangible assets			16			455			—
Total noninterest expense			3,237			2,953			2,853
Loss before income tax (benefit) expense			(2,621	)		(1,664	)		(2,309	)
Income tax (benefit) expense			(98	)		(68	)		173
Net loss			($2,523	)		($1,596	)		($2,482	)

		Sep 30,		Dec 31,		Sep 30,
Select Balance Sheet Data		2008		2007		2007
| | | | | Cash and cash equivalents $13,534 $17,677 $23,923
Loans held for sale			11,979		20,559		23,992
Finance receivables and loans, net	1
Consumer			72,925		87,769		106,542
Commercial			39,497		39,745		40,558
Investments in operating leases, net	2		30,628		32,348		31,300
Total debt	3		160,631		193,148		221,100

		Third Quarter						Nine Months
Operating Statistics		2008			2007			2008			2007
GMAC’s Worldwide Cost of Borrowing	4		6.15	%		6.51	%		6.17	%		6.30	%

(1)	Finance receivables and loans are net of unearned income
(2)	Net of accumulated depreciation
(3)	Represents both secured and unsecured on-balance sheet debt such as commercial paper, medium-term notes and long-term debt
(4)	Calculated by dividing total interest expense (excluding marked-to-market adjustments and intercompany interest) by total borrowings

7

GMAC Financial Services Preliminary Unaudited Third Quarter 2008 Financial Highlights (Continued)
($ in millions)

			Third Quarter						Nine Months
GMAC Automotive Finance Operations		Note	2008			2007			2008			2007
Net Income
North American Operations (NAO)				($250	)	$	438			($950	)	$	1,058
International Operations (IO)				(44	)		116			197			289
Net Income				($294	)	$	554			($753	)	$	1,347
Consumer Portfolio Statistics
NAO	Number of contracts originated (# thousands)			393			510			1,270			1,448
	Dollar amount of contracts originated		$	10,601		$	13,856		$	34,268		$	38,633
	Dollar amount of contracts outstanding at end of period	5	$	59,175		$	65,237
	Share of new GM retail sales			42	%		45	%		45	%		45	%
	Mix of retail & lease contract originations (% based on # of units):
	New			75	%		79	%		75	%		80	%
	Used			25	%		21	%		25	%		20	%
	GM subvented (% based on # of units)			82	%		84	%		80	%		85	%
	Average original term in months (US retail only)			65			59			63			57
	Off-lease remarketing (US only)
	Sales proceeds on scheduled lease terminations (36-month) per vehicle — Serviced	6,7	$	12,765		$	15,250		$	13,413		$	15,539
	Off-lease vehicles terminated — Serviced (# units)	7		108,063			80,449			328,438			237,812
	Sales proceeds on scheduled lease terminations (36-month) per vehicle — On-balance sheet	6	$	12,987		$	15,750		$	13,481		$	15,769
	Off-lease vehicles terminated — On-balance sheet (# units)	8		58,418			30,150			161,176			87,371
IO	Number of contracts originated (# thousands)			160			179			540			537
	Dollar amount of contracts originated		$	2,733		$	2,968		$	9,280		$	8,686
	Dollar amount of contracts outstanding at end of period	9	$	17,694		$	17,911
	Mix of retail & lease contract originations (% based on # of units):
	New			85	%		84	%		85	%		83	%
	Used			15	%		16	%		15	%		17	%
	GM subvented (% based on # of units)			39	%		42	%		40	%		42	%
Asset Quality Statistics
NAO	Annualized net retail charge-offs as a % of managed assets	10		1.90	%		1.19	%		1.71	%		1.17	%
	Managed retail contracts over 30 days delinquent	10,11		2.69	%		2.69	%		2.44	%		2.52	%
	Serviced retail contracts over 30 days delinquent	11,12		2.66	%		2.54	%		2.43	%		2.33	%
IO	Annualized net charge-offs as a % of managed assets	10		0.70	%		0.49	%		0.72	%		0.56	%
	Managed retail contracts over 30 days delinquent	10,11		2.51	%		2.50	%		2.47	%		2.56	%
Operating Statistics
NAO	Allowance as a % of related on-balance sheet consumer receivables at end of period			4.37	%		3.72	%
	Repossessions as a % of average number of managed retail contracts outstanding	10		2.65	%		2.43	%		2.57	%		2.25	%
	Severity of loss per unit serviced — Retail	12
	New		$	11,720		$	9,077		$	10,919		$	8,829
	Used		$	9,269		$	7,295		$	8,710		$	7,044
IO	Allowance as a % of related on-balance sheet consumer receivables at end of period			1.61	%		1.46	%
	Repossessions as a % of average number of contracts outstanding			0.69	%		0.73	%		0.69	%		0.76	%

(5)	Represents on-balance sheet assets, which includes $6.1 billion of loans held for sale in 2008
(6)	Prior period amounts based on current vehicle mix, in order to be comparable
(7)	Serviced assets represent operating leases where GMAC continues to service the underlying asset
(8)	GMAC-owned portfolio reflects lease assets on GMAC’s books after distribution to GM of automotive leases in connection with the sale transaction which occurred in November 2006
(9)	Represents on-balance sheet assets including retail leases
(10)	Managed assets represent on and off-balance sheet finance receivables and loans where GMAC continues to be exposed to credit and/or interest rate risk
(11)	Represents percentage of average number of contracts outstanding. Excludes accounts in bankruptcy.
(12)	Serviced assets represent on and off-balance sheet finance receivables and loans where GMAC continues to service the underlying asset

8

GMAC Financial Services Preliminary Unaudited Third Quarter 2008 Financial Highlights (Continued)
($ in millions)

			Third Quarter						Nine Months
ResCap Operations	Note		2008			2007			2008			2007
Net Income (loss)				($1,912	)		($2,261	)		($4,631	)		($3,425	)
Gain (loss) on sale of mortgage loans, net
Domestic			$	32			($107	)		($213	)		($351	)
International				(171	)		(463	)		(1,735	)		(280	)
Total Gain (loss) on sale of mortgage loans				($138	)		($570	)		($1,948	)		($631	)
Portfolio Statistics
Mortgage loan production
Prime conforming			$	6,766		$	12,174		$	34,390		$	34,425
Prime non-conforming				250			4,993			1,838			27,798
Government				4,137			1,378			9,873			5,458
Nonprime				—			221			3			4,246
Prime second-lien				86			1,440			872			6,472
Total Domestic				11,239			20,206			46,976			78,399
International				627			9,068			3,867			23,258
Total Mortgage production			$	11,866		$	29,274		$	50,843		$	101,657
Mortgage loan servicing rights at end of period			$	4,725		$	5,547
Loan servicing at end of period
Domestic			$	391,945		$	427,440
International				34,079			38,200
Total Loan servicing			$	426,023		$	465,640
Asset Quality Statistics — ResCap Consolidated
Provision for credit losses by product
Mortgage loans held for investment			$	533		$	788		$	1,158		$	1,436
Lending receivables				118			93			256			313
Total Provision for credit losses			$	652		$	881		$	1,414		$	1,749
Allowance by product at end of period
Mortgage loans held for investment			$	975		$	1,734
Lending receivables				564			325
Total Allowance by product			$	1,539		$	2,060
Allowance as a % of related receivables at end of period
Mortgage loans held for investment				3.27	%		2.85	%
Lending receivables				12.95	%		4.12	%
Total Allowance as a % of related receivables				4.50	%		3.00	%
Nonaccrual loans at end of period			$	7,477		$	8,993
Nonaccrual loans as a % of related receivables at end of period				21.88	%		13.10	%
Total nonperforming assets			$	8,496		$	10,655
GMAC Insurance Operations
Net Income			$	97		$	117		$	364		$	391
Premiums and service revenue written			$	1,042		$	1,063		$	3,241		$	3,097
Premiums and service revenue earned			$	1,114		$	1,133		$	3,322		$	3,206
Combined ratio		13		90.9	%		95.3	%		94.2	%		92.3	%
Investment portfolio fair value at end of period									$	6,639		$	7,518
Memo: After-tax at end of period
Unrealized gains			$	104		$	156
Unrealized losses				(172	)		(42	)
Net unrealized capital gains				($68	)	$	114

(13)	Combined ratio represents the sum of all incurred losses and expenses (excluding interest and income tax expense) divided by the total of premiums and service revenues earned and other income
	Numbers may not foot due to rounding

9

EX-99.2

Exhibit 99.2

Preliminary 2008 Third Quarter Results November 5, 2008 9:00 AM EDT Contact GMAC Investor Relations at (866) 710-4623 or investor.relations@gmacfs.com

Forward-Looking Statements In the presentation that follows and related comments by GMAC LLC ("GMAC") management, the use of the words "expect," "anticipate," "estimate," "forecast," "initiative," "objective," "plan," "goal," "project," "outlook," "priorities," "target," "intend," "evaluate," "pursue," "seek," "may," "would," "could," "should," "believe," "potential," "continue," or similar expressions is intended to identify forward-looking statements. All statements herein and in related management comments, other than statements of historical fact, including without limitation, statements about future events and financial performance, are forward-looking statements that involve certain risks and uncertainties. While these statements represent our current judgment on what the future may hold, and we believe these judgments are reasonable, these statements are not guarantees of any events or financial results, and GMAC's and ResCap's actual results may differ materially due to numerous important factors that are described in the most recent reports on SEC Forms 10-K and 10-Q for GMAC and Residential Capital, LLC ("ResCap"), each of which may be revised or supplemented in subsequent reports on SEC Forms 10-Q and 8-K. Such factors include, among others, the following: securing low cost funding for GMAC and ResCap and maintaining the mutually beneficial relationship between GMAC and General Motors Corporation ("GM"); our ability to maintain an appropriate level of debt; the profitability and financial condition of GM; restrictions on ResCap's ability to pay dividends to us; recent developments in the residential mortgage and capital markets; continued deterioration in the residual value of off-lease vehicles; the impact on ResCap of the continuing decline in the U.S. housing market; changes in U.S. government-sponsored mortgage programs or disruptions in the markets in which our mortgage subsidiaries operate; disruptions in the market in which we fund GMAC's and ResCap's operations, with resulting negative impact on our liquidity; uncertainty concerning our ability to access federal liquidity programs; changes in our contractual servicing rights; costs and risks associated with litigation; changes in our accounting assumptions that may require or that result from changes in the accounting rules or their application, which could result in an impact on earnings; changes in the credit ratings of ResCap, GMAC or GM; changes in economic conditions, currency exchange rates or political stability in the markets in which we operate; and changes in the existing or the adoption of new laws, regulations, policies or other activities of governments, agencies and similar organizations. Investors are cautioned not to place undue reliance on forward-looking statements. GMAC undertakes no obligation to update publicly or otherwise revise any forward-looking statements except where expressly required by law. A reconciliation of certain non-GAAP financial measures included within this presentation is provided in the supplemental charts. Use of the term "loans" describes products associated with direct and indirect lending activities of GMAC's global operations. The specific products include retail installment sales contracts, loans, lines of credit, leases or other financing products. The term "originate" refers to GMAC's purchase, acquisition or direct origination of various "loan" products.

Table of Contents GMAC Page 4 Global Auto Finance Page 6 Insurance Page 10 ResCap Page 12 Liquidity and Funding Page 18 Summary Page 22 Supplemental Page 23

GMAC: Third Quarter 2008 Performance Highlights Q3 2008 consolidated loss of $2.5 billion ResCap performance characterized by credit-related losses and limited revenue opportunities due to deterioration in the domestic and international housing markets Insurance operations remained profitable North America Auto Finance business negatively affected by increase in provisions and weak economic conditions Residual values continue to be under pressure, leading to additional lease impairments in Canada GMAC ended Q3 2008 with $13.5 billion of cash and cash equivalents *Includes the cash of GMAC Bank as presented on ResCap's financial statements

GMAC: Net Income and Significant Items Notable Items (Pre-tax) Net Income by Segment * Includes Commercial Finance operating segment, 21% ownership of former commercial mortgage unit and other corporate activities.

Global Auto Finance: Key Metrics Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Net Income 593 398 395 554 137 258 -717 -294 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Used 1.4 2 2.1 2.3 1.9 2.1 2.7 2 New 10.8 12.3 14 14.5 13.4 12.9 12.4 11.3 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Serviced 120 120 121 123 124 122 120 115 On-Balance Sheet 83 84 85 83 83 86 81 77 ($ bil) All tables include North American and International Operations except where noted. Origination and asset base figures include auto loans and leases. *U.S. managed portfolio only, adjusted for Q3 2008 vehicle mix. Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 24/27 months 17.9871516 19.29051466 19.03518024 19.18139163 18.4615428 18.31300614 16.67074687 16.05711227 36 months 15.31757242 15.86467017 16.28172091 15.76548434 14.92066406 14.55052902 13.34103077 12.99537984 48 months 13.03510032 13.5768567 13.67385259 13.12883055 12.75592017 12.5462237 11.49216139 11.07605865

Global Auto Finance: Condensed Income Statement

Global Auto Finance: Consumer Auto Loss Trends Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Managed 0.0122 0.0113 0.0092 0.0101 0.0105 0.0134 0.014 0.0155 Net Retail Losses (% Avg Assets) Q3 2008 1.90% 0.28% 0.70% 1.52% 1.55% Q3 2007 1.19% 0.41% 0.35% 0.74% 1.01% Year over Year Change +71bps -13bps +35bps +78bps +54bps North Asia Latin America Europe Pacific America Global

Global Auto Finance: Auto Delinquency Trends Loans > 30 Days Past Due Q3 2008 2.69% 1.43% 1.79% 3.88% 2.62% Q3 2007 2.69% 1.36% 2.04% 4.03% 2.63% Year over Year Change 0bps +7bps -25bps -15bps -1bps Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Managed 0.026132226 0.025186718 0.024565484 0.026298541 0.026815981 0.0242 0.023 0.0262 North Asia Latin America Europe Pacific America Global

Insurance: Key Metrics Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Net Income 735 143 131 117 68 132 135 97 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Core 170 143 134 114 70 131 84 154 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Combined 0.925 0.91 0.902 0.953 0.969 0.938 0.978 0.909 ($ mil) *Core Earnings = underwriting income + investment income, net of tax. See supplemental charts for a reconciliation of core earnings to GAAP income. Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Premiums Written($ MM) 936 1070 964 1063 942 1133 1067 1042

Insurance: Condensed Income Statement

ResCap: Key Messages Operating and market environments Execution of strategic initiatives is reducing the balance sheet and lowering operating costs; however, current market conditions continue to pose problems Revenue opportunities are limited Credit-related costs are high Foreign currency has had a negative impact Capital and liquidity Remained compliant with key covenants Ongoing evaluation of plans to address capital and liquidity needs Market conditions and capital and liquidity needs continue Asset sales and losses erode capital base Select aspects of contingency plans are subject to external factors Absent economic support from GMAC, substantial doubt exists regarding ResCap's ability to continue as a going concern

ResCap: Key Metrics Q3 '06 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Net income 83 -128 -910 -254 -2261 -921 -859 -1860 -1912 Q3 '06 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Total HFI, net of Allowance 73.1 67.9 63.6 61 59 41.3 34.001 30.3 28.8 All Other 59.508191 72.2 67 64.6 57.1 48.1 47.371 42.5 37.7 TA 132.608191 140.1 130.6 125.6 116.1 89.4 81.372 72.8 66.5 2 1 Total assets include the assets of Auto division of GMAC Bank as presented in ResCap's 10-Q financial statements. 2 Government and Prime Second Liens are included in Prime Non-conforming. Q1 '06 Q2 '06 Q3 '06 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Prime Conforming 8.6 12 12 10.8 9.6 12.7 12.1 13 15.44 12.2 6.8 Prime Non-conforming 22.5 27.6 28.1 28.6 22.4 18.9 14.1 6.3 5.11 5.8 5.1 Nonprime 10.5 7.4 11.4 9.8 5.5 3.2 3.1 1.5 0.34 0.1 0 Total 41.6 47 51.5 49.2 37.5 34.8 29.3 20.8 20.9 18.1 11.9 2 Of the total, $7.4 billion was securitized on-balance sheet at 9/30/08, with net economic exposure limited to $80 million Q1 '06 Q2 '06 Q3 '06 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Prime Conforming 189.307419 194.907448 200.632475 203.9264827 207.0379288 211.4626959 263.4375031 267.5111779 276.2 237.6 236.4 Prime Non-conforming 134.489056 145.858766 159.785278 170.5410375 175.4969053 184.7850459 142.2049002 133.2148282 136.1 155.26 149.8 Nonprime 69.319146 69.06174 73.528717 74.13348295 70.32762594 64.2637315 59.99735154 52.58351891 47.6 44 39.8 TOTAL 393.115621 409.827954 433.94647 448.6010032 452.86246 460.5114733 465.6397548 453.309525 459.9 436.9 426 2

ResCap: Condensed Income Statement* *Income statement presentation (condensed) as it appears on a GMAC reported basis; results on a ResCap reported basis can be found on page 29 of this presentation.

ResCap: Global Portfolio Credit Quality Q1 '06 Q2 '06 Q3 '06 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 % MLFI net charge-offs to total 0.0016 0.002 0.0025 0.0033 0.0033 0.004 0.0073 0.0076 0.0041 0.0061 0.0066 0.0046 0.0067 0.0071 Q1 '06 Q2 '06 Q3 '06 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 % Lending Receivables nonaccruals to total 0.004 0.002 0.002 0.093 0.109 0.029 0.05 0.071 0.072 0.116 0.218 Q1 Q2 Q3 Q4 Q1 '06 Q2 '06 Q3 '06 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 % Lending Receivables net charge-offs to total 0 0.0002 0 0.0003 0 0.0003 0 0.0002 0.0037 0.0265 0.0047 0.0022 0.0107 0.0047 0.0014 Q1 '06 Q2 '06 Q3 '06 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 % MLFI nonaccruals to total 0.084 0.083 0.092 0.105 0.119 0.14 0.141 0.127 0.162 0.171 0.199 0.122 0.124 0.152 Excluding loans impacted by FAS 159 Excluding loans impacted by FAS 159 Total HFI* = $29.8 billion Total Lending Receivables* = $7.1 billion *Note: HFI and Lending Receivables balances are carry value before allowance; charge-off percentages are not annualized.

Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Nonprime 1.2 0.3 0.2 0.2 0.2 0.2 0.1 Prime 5.3 3.6 1.6 1.5 1.6 1.3 1.2 ResCap: Nonprime and Prime Exposure Prime and Other2 1) The nonprime category includes high FICO/high LTV loans, high FICO alternative attribute loans, purchased distressed assets, and subprime assets (Weighted Average FICO 618) for the domestic business and international loans with at least some adverse credit history. 2) Prime and Other includes Prime Conforming, Prime Non-conforming, Prime Second-Lien, and Government. 3) HFI is before allowance. Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Nonprime 70.3 64.3 60 52.6 47.6 44 39.8 Prime 382.6 396.2 405.6 400.7 412.3 393 386.2 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Nonprime 5 4 2.9 2 2.6 1.1 0.75 Prime 17 15.3 12 10 9.2 5.9 3.41 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Nonprime 47.9 44.6 37.1 16.9 9.7 7.7 6.7 Prime 17.4 18 23.7 25.3 24.8 23.3 23.1 Nonprime1 $7.4 billion of securitized assets (largely non-prime) at 9/30/08, with net economic exposure limited to $80 million

ResCap: Capital and Liquidity Total equity of $2.3 billion (9/30/08) GMAC contributed $93 million of ResCap bonds, with a market value of just over $50 million and forgave the related $2 million of accrued interest, as well as $102 million of debt, for a favorable impact to equity of $197 million Tangible net worth, without GMAC Bank, as required by certain bank facility covenants, was $350 million vs. $250 million requirement ResCap was compliant with its tangible net worth and minimum cash covenants at quarter end GMAC forgave additional debt in October so that ResCap remained compliant with tangible net worth covenant; GMAC has not committed to date to provide any further assistance Global ResCap cash and cash equivalents of $6.9 billion (9/30/08) ResCap cash and cash equivalents increased $307 million compared to Q2 2008 Of the total, $4.9 billion was held at GMAC Bank Evaluating additional measures to support liquidity as pressures expected to continue for the balance of 2008 and into 2009 1 These figures include the Auto Division of GMAC Bank.

Global Liquidity: GMAC Bank Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Assets 23.5 28.1 28.4 30.3 31.9 32.9 Deposit Liabilities 10.7 14.5 12.8 15.4 16.9 17.7 Continuing to grow GMAC Bank assets and deposits in line with FDIC guidelines Assets of $32.9 billion include $8.5 of assets at the auto division, and $24.4 of assets at the mortgage division Increased marketing efforts have raised deposits to $17.7 billion as of 9/30/08 Total FHLB borrowing capacity of $10.8 billion ($0.3 billion of which is unused) available to fund mortgage assets

Global Liquidity: Roll Forward Cash fell $0.8 billion in the quarter mostly owing to debt maturities

GMAC: Funding Components

GMAC: Committed Funding Facilities

Conclusion Due to current market and funding challenges, GMAC is pursuing a tough "self help" plan Restructuring ResCap and Auto Finance operations Refinanced bank commitments and ResCap liability structure Secured ownership of GMAC Bank for 10 years Shedding non-core operations Limiting originations to match committed funding sources Accessing federal liquidity programs where possible Transforming company from captive into an independent deposit-funded lender and servicer In addition, GMAC has applied for a bank holding company charter There can be no assurance that this application will be approved Ultimately, all our actions are intended to support GMAC customers and investors as fully as possible given current funding constraints.

Supplemental Charts

GMAC: Preliminary Q3 Consolidated Net Income Supplemental

GMAC: Preliminary Consolidated Balance Sheet Supplemental

Global Auto Finance: Lease Residual Trends U.S. and Canada Sales Proceeds as a % of Original ALG Estimate Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec 2005 101.8610783 104.3917374 108.0019965 109.6538096 108.9511979 105.8965373 104.3570196 106.4569628 105.0085612 101.6797595 101.1698672 102.8707456 2006 104.7330129 106.4284774 108.0473274 107.5062125 104.5343969 103.5587378 101.7725439 99.28182346 95.07847382 96.16380851 97.41643041 96.3721895 2007 98.06906497 101.6069817 105.6398782 107.7841967 103.6543368 100.8387071 101.2411401 100.9464379 98.37266631 96.79915642 94.62518025 92.87061888 2008 94.31969184 95.79423203 98.55757287 97.30788759 92.28766863 86.32228814 85.7350517 89.58796068 89.56936266 Jan '08 Feb '08 Mar '08 Apr '08 May '08 Jun '08 Jul '08 Aug '08 Sep '08 Cars 94.4 98.8 101.7 103 100 97.5 99.4 99.71281131 95.53158002 SUVs 92.1 91.6 94 91 83.8 75.8 75.3 80.82027159 83.90147116 Trucks 102.6 101.4 105.2 102.8 97.8 92.4 88.8 92.11760456 92.32680583 * U.S. scheduled terminations on a managed basis, all lease terms **Canada scheduled terminations on a managed basis, all lease terms Supplemental Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec 2005 89.36635959 89.53137502 90.85745216 92.14418656 93.71790699 95.15338338 95.53982147 95.48339741 92.84330256 89.21919855 87.48580606 86.68008375 2006 83.84073007 81.24652029 84.5818251 89.18379153 89.9986058 89.21982781 88.49044328 89.10457554 88.80727918 85.26391153 83.79381036 84.55569626 2007 82.10195894 82.0920171 86.99571175 91.8905646 92.9154266 90.72285463 88.52056185 88.37049302 88.86905748 87.18913118 82.44171991 81.36550339 2008 85.1030162 84.28997081 87.47832967 91.07284756 92.21064646 91.69868861 90.85027554 90.98615532 90.17321307 Jan '08 Feb '08 Mar '08 Apr '08 May '08 Jun '08 Jul '08 Aug '08 Sep '08 Cars 85.29520006 86.00970186 87.15202726 91.48207049 94.81934435 93.11316159 88.5 88.4161845 89.1 SUVs 76.69895413 75.35176101 75.00619782 76.67483307 74.5957956 68.90653201 63.1 63.71779078 67.1 Trucks 83.67446765 84.45044451 86.52989642 88.19678949 87.28400319 81.81713601 72.3 71.42938586 73.5 1- U.S. scheduled terminations, all lease terms 2- Canada scheduled terminations, all lease terms

Auto Finance: Portfolio Composition Supplemental North America Lease Portfolio by Vehicle Mix As of 9/30/08

Reconciliation of Insurance Core Earnings 1 Amount within premium tax and other expense in Forms 10-Q and 10-K. 2 Amount within investment income in Forms 10-Q and 10-K. Supplemental

ResCap: Income Statement Note: Numbers may not foot due to rounding. Income statement presentation (condensed) as it appears on ResCap's reported basis; results as they appear on a GMAC reported basis can be found on page 14 of this presentation. Supplemental

ResCap: Mortgage Production 1 International includes some nonprime production. 1 1 Supplemental Q3 '06 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Total Domestic 43.9 41.3 31 27.2 20.2 15.5 18.7 17 11.2 Total International 7.5 8 6.5 7.7 9.1 5.3 2.2 1 0.6 Q4 '06 Q1 '07 Q2 '07 Q3 '07 Q4 '07 Q1 '08 Q2 '08 Q3 '08 Prime Conforming 10.8 9.6 12.7 12.2 13.03 15.44 12.2 6.8 Prime Non-conforming 17.5 12.3 9.8 5 0.3 0.5 0.4 0.3 Government 0.8 0.6 0.8 1.4 1.19 1.98 3.8 4.1 Nonprime 6.9 3.3 0.7 0.2 0.1 0 0 0 Prime Second-lien 5.2 5.3 3.1 1.4 0.9 0.8 0.7 0.1 Total International 8 6.5 7.7 9.1 5.32 2.18 1 0.6 1 International includes nonprime production. Note: Totals may not foot due to rounding.

HFS and HFI Q3 08 transfers: HFS to HFI $260 million HFI to HFS $11 million ResCap: Global HFS Portfolio Q308 Prime Conforming 0.5 Prime Nonconforming 1.9 Nonprime 0.7 Prime Second-lien 0 Government 1 Q3 08 Non-Agency Public Securitizations 0.2 Agency 10.7 Non-Agency Whole Loans 2.3 Supplemental

ResCap: HFI Portfolio Q407 Non-Bank HFI 10.8 GMAC Bank HFI 15 159 Loans Fair Value - On-BS HFI Securitizations 16.3 Q3 08 Non-Bank HFI 7.3 GMAC Bank HFI 15.7 159 Loans Fair Value 2.2 On-BS HFI Securitizations 4.6 Q3 08 Non-Bank HFI 7.3 GMAC Bank HFI 15.7 159 Loans Fair Value 2.2 On-BS HFI Securitizations 4.6 GMAC Bank HFI On-Balance Sheet HFI Securitizations Non Bank HFI 159 Loans Fair Value The Q4 2007 pie chart represents the HFI portfolio before FAS 159 Fair Value Election on January 1, 2008 which resulted in a $10.5 billion reduction in HFI balance related to securitized loans Supplemental

ResCap: Q3 Significant Items 1 Q3 and Q2 2008 "HFS Valuation" includes losses from certain nonconforming asset sales. Note: These amounts are classified according to ResCap's income statement presentation (includes Auto division of GMAC Bank). Supplemental