File No. 333-75250 U.S.$10,000,000,000 GENERAL MOTORS ACCEPTANCE CORPORATION SMARTNOTES(SM) DUE FROM NINE MONTHS TO THIRTY YEARS FROM DATE OF ISSUE Unless otherwise specified in an applicable pricing supplement, the SmartNotes will not be listed on any securities exchange, and there can be no assurance that the SmartNotes offered will be sold or that there will be a secondary market for the notes. The Agents have advised GMAC that they may from time to time purchase and sell notes in the secondary market, but the Agents are not obligated to do so. No termination date for the offering of the notes has been established. Pricing Supplement No. 21 Trade Date: 06/13/2002 (To Prospectus dated January 18, 2002) Issue Date: 06/18/2002 The date of this Pricing Supplement is June 13, 2002 CUSIP Stated or Interest Price to Common Code Rate Maturity Public 1 Reallowance ----------- -------- -------- -------- ----------- 37042 GYV2 4.150% 06/15/2004 100% 0.3000% 37042 GYW0 4.600% 06/15/2005 100% 0.4500% 37042 GYX8 5.350% 06/15/2007 100% 0.7500% 37042 GYY6 6.750% 06/15/2014 100% 1.4000% 37042 GYZ3 6.950% 06/15/2017 100% 1.6000% Payment Survivor's Subject to Redemption Frequency Option Yes/No Date and terms of redemption --------- ---------- ----------------------------------------- Quarterly Yes No Monthly Yes No Semi-Annual Yes No Semi-Annual Yes Yes Callable at 100% on 6/15/04 and every coupon date thereafter. Semi-Annual Yes Yes Callable at 100% in 6/15/05 and every coupon date thereafter. 1 Actual Price to Public may be less, and will be determined by prevailing market prices at the time of purchase as set forth in the confirmation statement. Per Note Total -------- ----- Public Offering Price ..... 100.00% $10,000,000,000 Agents' Discounts and Concessions ......... .20%-2.50% $20,000,000-$250,000,000 Proceeds, before expenses, to General Motors Acceptance Corporation ............... 97.50%-99.80% $9,750,000,000-$9,980,000,000 (SM) Service Mark of General Motors Acceptance Corporation NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED IF THIS PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. __________________ ABN AMRO FINANCIAL SERVICES, INC. A.G. EDWARDS & SONS, INC. EDWARD JONES & CO., L.P. FIDELITY CAPITAL MARKETS a division of National Financial Services LLC MERRILL LYNCH & CO. MORGAN STANLEY PRUDENTIAL SECURITIES SALOMON SMITH BARNEY CHARLES SCHWAB & CO. INC. USB PAINEWEBBER INC. January 18, 2002