File No. 333-84309

                               U.S.$5,000,000,000

                      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. 89                         Trade Date:     05/17/2001
(To Prospectus dated August 12, 1999)             Issue Date:     05/22/2001

The date of this Pricing Supplement is May 17, 2001

    CUSIP         Stated
     or           Interest                   Price to
Common Code       Rate          Maturity     Public 1     Reallowance
-----------       --------      --------     --------     -----------
 37042 GMN3       5.000%        05/15/2003    100%        0.3000%
 37042 GMP8       5.400%        05/15/2004    100%        0.4500%
 37042 GMQ6       5.900%        05/15/2006    100%        0.7500%
 37042 GMR4       6.550%        05/15/2011    100%        1.1000%


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
Monthly              Yes          Yes   Callable at 100% on 05/15/2003
                                        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%              $5,000,000,000

Agents' Discounts

  and Concessions ......... .20%-2.50%           $10,000,000-$125,000,000

Proceeds, before
expenses, to General
Motors Acceptance

Corporation ............... 97.50%-99.80%        $4,875,000,000-$4,990,000,000

(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 INCORPORATED

                  A.G. EDWARDS & SONS, INC.

                        EDWARD JONES & CO., L.P.

                            FIDELITY CAPITAL MARKETS

                                  a division of National Financial
                                  Services Corporation

                                     PRUDENTIAL SECURITIES INCORPORATED

                                           SALOMON SMITH BARNEY

                                 August 16, 1999