UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20548

                                   FORM 15

CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF
THE  SECURITIES  EXCHANGE  ACT  OF  1934 OR SUSPENSION OF DUTY TO FILE REPORTS
UNDER  SECTIONS  13  AND  15(d)  OF  THE  SECURITIES  EXCHANGE  ACT  OF  1934.
                                     Commission File Number 0-25760 General
                           Acceptance Corporation
          (Exact name of registrant as specified in its charter)1025 Acuff
                 Road, Bloomington, IN 47404, (812) 337-6000
(Address,  including  zip  code, and telephone number, including area code, of
registrant's  principal  executive  offices)                           Common
Stock          (Title  of  each  class  of  securities  covered by this Form)
                              None(Titles of all other classes of securities
for  which  a  duty  to  file  reports  under  section 13(a) or 15(d) remains)

     Please  place  an  X  in  the  box(es)  to designate the appropriate rule
provision(s)  relied  upon  to  terminate or suspend the duty to file reports:
Rule  12g-4(a)(1)(i)X          Rule  12h-3(b)(1)(i)X
Rule  12g-4(a)(1)(ii)          Rule  12h-3(b)(1)(ii)
Rule  12g-4(a)(2)(i)          Rule  12h-3(b)(2)(i)
Rule  12g-4(a)(2)(ii)          Rule  12h-3(b)(2)(ii)
                              Rule  15d-6
     Approximate number of holders of record as of the certification or notice
date:  145
     Pursuant to the requirements of the Securities Exchange Act of 1934 (Name
of registrant as specified in charter) has caused this certification/notice to
be  signed  on  its  behalf  by  the  undersigned  duly  authorized  person.

Date:February  17,1998          By:  /s/James  J.  Larkin
                            James  J.  Larkin,  Chief  Executive
                               Officer
Instruction:    This  form  is required by Rules 12g-4, 12h-3 and 15d-6 of the
General  Rules and Regulations under the Securities Exchange Act of 1934.  The
registrant  shall  file  with  the  Commission three copies of Form 15, one of
which  shall  be  manually  signed.    It  may  be signed by an officer of the
registrant,  by  counsel or by any other duly authorized person.  The name and
title  of  the  person  signing  the  form shall be typed or printed under the
signature.