UPDATE 2-Judge approves plan to sell GM assets

* Sale needed to "prevent the death" of GM - judge

* Ruling marks second victory for Obama's auto task force (Changes sourcing, dateline; adds details, background)

By Emily Chasan and Ajay Kamalakaran

NEW YORK/BANGALORE, July 6 (Reuters) - A U.S. judge on Sunday approved General Motors Corp's GMGMQ.PK bankruptcy sale, in a move that will allow the company's most profitable assets to exit bankruptcy protection under government ownership.

Judge Robert Gerber of the U.S. bankruptcy court in Manhattan said the sale would "prevent the death of the patient on the operating table."

GM, which filed for bankruptcy protection on June 1, had argued that it would be forced to liquidate if the sale was not approved. The U.S. government said it could walk away from funding the automaker if a deal was not approved by July 10.

"If GM liquidates, there will not only be nothing for stockholders; there will be nothing for unsecured creditors," Judge Gerber said in a 95-page opinion.

Under the deal, New GM will operate the best parts of the old company, including its Chevrolet and Cadillac brands, with a less-expensive workforce, smaller dealer network, and much less debt.

The "old GM," which includes unpopular brands and unneeded factories and liabilities, will remain behind in bankruptcy court to be liquidated.