FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

LOCKHART H EUGENE 		2. Issuer Name and Ticker or Trading Symbol

ASSET ACCEPTANCE CAPITAL CORP [ AACC ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

28405 VAN DYKE 		3. Date of Earliest Transaction (MM/DD/YYYY)

5/21/2008
(Street)

WARREN, MI 48093
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Deferred Stock Units     (1) 5/21/2008     A     473         (2)   (2) Common Stock, $0.01 par value per share   473   $0.00   473   D    
Restricted Stock Units     (3) 5/21/2008     A     1667         (4)   (4) Common Stock, $0.01 par value per share   1667   $0.00   1667   D    
Stock Options (right to buy)   $13.21   5/21/2008     A     5000       5/21/2008   5/21/2018   Common Stock, $0.01 par value per share   5000   $0.00   5000   D    

Explanation of Responses:
( 1)  Each deferred stock unit converts to shares of common stock on a one-to-one basis.
( 2)  The reporting person has received Deferred Stock Units ("DSUs") under the Company's 2004 Stock Incentive Plan, as amended. The reporting person has elected to receive DSUs in lieu of the annual retainer fees payable for services on the Company's Board of Directors. The DSUs are immediately vested and a settlement will occur in a single lump sum as soon as practicable after the earliest of the following events: (1) death of reporting person; (2) disability of reporting person; (3) change in control of Asset Acceptance Capital Corp.; (4) other separation of reporting person's service to Asset Acceptance Capital Corp.
( 3)  Each restricted stock unit represents a contingent right to receive one share of Asset Acceptance Capital Corp. common stock.
( 4)  The reporting person has received Restricted Stock Units ("RSUs") under the Company's 2004 Stock Incentive Plan, as amended. The reporting person received RSUs for services on the Company's Board of Directors. The RSUs will fully vest upon the earlier of (a) separation from service or (b) a Change in Control as defined in the Stock Plan.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
LOCKHART H EUGENE
28405 VAN DYKE
WARREN, MI 48093 		X



Signatures
/s/ Mark A. Redman, attorney-in-fact for H. Eugene Lockhart 5/23/2008
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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