AMENDMENT TO SECURITY AGREEMENT

Exhibit 4.(f)(118)

AMENDMENT TO SECURITY AGREEMENT

     This Amendment, dated November 21, 2008, is delivered pursuant to Section 4.15 of the Security Agreement referred to below. The undersigned hereby agrees that this Amendment may be attached to the Third Amended and Restated Security Agreement dated as of February 7, 2006, between the undersigned and Comerica Bank, as the Collateral Agent for the benefit of the Banks and the Future Debt Holders referred to therein (the “Security Agreement”), and that the shares of stock, membership interests, partnership units, notes or other instruments listed on Schedule 1 annexed hereto shall be and become part of the Collateral referred to in the Security Agreement and shall secure payment and performance of all Benefited Obligations as provided in the Security Agreement.

     Capitalized terms used herein but not defined herein shall have the meanings therefor provided in the Security Agreement.

(signatures appear on the following pages)

	CREDIT ACCEPTANCE CORPORATION
	By:	/s/ Xxxxxxx X. Xxxx
	Name:	Xxxxxxx X. Xxxx
	Title:	Treasurer

Signature Page to Amendment to Security Agreement
(859954)

AUTO FUNDING AMERICA OF NEVADA INC.
BUYERS VEHICLE PROTECTION PLAN, INC.
CAC LEASING, INC.
VEHICLE REMARKETING SERVICES, INC.
CREDIT ACCEPTANCE CORPORATION OF
NEVADA, INC.
CAC (TCI), LTD.
CREDIT ACCEPTANCE CORPORATION OF SOUTH DAKOTA, INC.
CAC REINSURANCE, LTD.

	By:	/s/ Xxxxxxx X. Xxxx
	Name:	Xxxxxxx X. Xxxx
	Title:	Treasurer

Signature Page to Amendment to Security Agreement
(859954)

	COMERICA BANK, as Collateral Agent
	By:	/s/ Xxxxxxx X. Xxxxxx
	Name:	Xxxxxxx X. Xxxxxx
	Title:	Vice President

Signature Page to Amendment to Security Agreement
(859954)

SCHEDULE 1

Pledged Shares as a

No. of Shares

% of Total Shares

Total Shares

Issuer

Owner

Certificate No.

Pledged

Outstanding

Outstanding

VSC Re Company

Company

1

10,000

100

%

10,000