GENERAL ELECTRIC CAPITAL CORP
424B3, 1997-01-08
PERSONAL CREDIT INSTITUTIONS
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PROSPECTUS                            Pricing Supplement No. 2940
Dated January 10, 1995                Dated January 6, 1997
PROSPECTUS SUPPLEMENT                 Rule 424(b)(3)-Registration Statement 
                                                 No. 33-60723
Dated January 25, 1995
                                   GENERAL ELECTRIC CAPITAL CORPORATION
                                    GLOBAL MEDIUM-TERM NOTES, SERIES A
                                       (Redeemable Fixed Rate Notes)
Trade Date:  January 6, 1996

Settlement Date (Original Issue Date):  January 9, 1997

Maturity Date:  January 9, 2012 (subject to earlier redemption, as
set forth under "Additional Terms-Redemption")

Principal Amount (in Specified Currency): US$25,000,000

Price to Public (Issue Price): 100.00%

Agent's Discount or Commission: 0.00%

Net Proceeds to Issuer:  US$25,000,000

Interest Rate Per Annum:  7.50%

Interest Payment Date(s):

    __      March 15 and September 15 of each year
    X       Other: Monthly on the 9th day of each month, commencing on
            February 9, 1997, and ending on the Maturity Date (each
            period from and including an Interest Payment Date or the
            Original Issue Date, as the case may be, to but excluding
            the next succeeding Interest Payment Date are referred to
            herein as an "Interest Period")

Form of Notes:

    X   DTC registered        __  non-DTC registered

Repayment, Redemption and Acceleration

    Initial Redemption Date:  January 9, 1998, and thereafter on any
    Interest Payment Date (See  "Additional Terms--Redemption"
    below)
    Initial Redemption Percentage:  100%
    Optional Repayment Date:  Not applicable ("N/A")
    Annual Redemption Percentage Reduction:  N/A
    Modified Payment Upon Acceleration:  N/A

CAPITALIZED TERMS USED IN THIS PRICING SUPPLEMENT WHICH ARE DEFINED
IN THE PROSPECTUS SUPPLEMENT SHALL HAVE THE MEANINGS ASSIGNED TO
THEM IN THE PROSPECTUS SUPPLEMENT.
<PAGE>
                                            (Fixed Rate Notes)
                                                                  Page 2
                                         Pricing Supplement No. 2940
                                         Dated January 6, 1996
                                         Rule 424(b)(3)-Registration Statement 
                                                 No. 33-60723


Original Issue Discount:

    Amount of OID:  N/A
    Yield to Maturity:  N/A
    Interest Accrual Date:  N/A
    Initial Accrual Period OID:  N/A

Amortizing Notes:

    Amortization Schedule:  N/A

Dual Currency Notes:

    Face Amount Currency:  N/A
    Optional Payment Currency:  N/A
    Designated Exchange Rate:  N/A
    Option Value Calculation Agent:  N/A
    Option Election Date(s):  N/A

Indexed Notes:

    Currency Base Rate:  N/A
    Determination Agent:  N/A

Additional Terms:

    Interest.

    Accrued interest on the Notes for each Interest Period shall be
    calculated and paid based on the number of days in such Period
    divided by 360 (the number of days in such Period to be
    calculated on the basis of a year of 360 days consisting of
    twelve 30-day months).  As a result, the amount payable on each
    Interest Payment Date will remain constant irrespective of the
    actual number of days that have elapsed since the preceding
    Interest Payment Date.  
 
    Optional Redemption.

    The Company may at its option elect to redeem the Notes in whole
    on January 9, 1998 or on any Interest Payment Date thereafter
    (each such date, an "Optional Redemption Date") at 100% of their
    principal amount plus accrued interest to but excluding the date
    of redemption (the "Redemption Date").  In the event the Company
    elects to redeem the Notes, notice will be given to registered
    holders not more than 60 nor less than 30 days prior to the
    Redemption Date.

<PAGE>
                                            (Fixed Rate Notes)
                                                                  Page 3
                                         Pricing Supplement No. 2940
                                         Dated January 6, 1996
                                         Rule 424(b)(3)-Registration Statement 
                                                 No. 33-60723



    Certain Covenants of the Company.

    As of August 1, 1996, the Company entered into a supplemental
    indenture with The Chase Manhattan Bank, as trustee, eliminating
    the covenants of the Company described in the Prospectus under
    the caption "Certain Covenants of the Company".  Consequently,
    the information under such caption is not applicable to the
    Notes.

Additional Information:               

    General.

    At September 28, 1996, the Company had outstanding indebtedness
    totalling $114.704 billion, consisting of notes payable within
    one year, senior notes payable after one year and subordinated
    notes payable after one year.  The total amount of outstanding
    indebtedness at September 28, 1996 excluding subordinated notes
    payable after one year was equal to $104.007 billion.

    Consolidated Ratio of Earning to Fixed Charges.

    The information contained in the Prospectus under the caption
    "Consolidated Ratio of Earnings to Fixed Charges" is hereby
    amended in its entirety, as follows:

                Year Ended December                  Nine Months Ended
        1991    1992     1993     1994     1995      September 28, 1996

        1.34    1.44     1.62     1.63     1.51           1.56

    For purposes of computing the consolidated ratio of earnings to
    fixed charges, earnings consist of net earnings adjusted for the
    provision for income taxes, minority interest and fixed charges. 
    Fixed charges consist of interest and discount on all
    indebtedness and one-third of rentals, which the Company
    believes is a reasonable approximation of the interest factor of
    such rentals.

    Documents Incorporated by Reference.

    The information contained in the Prospectus in the first
    paragraph of text under the caption "Documents Incorporated by
    Reference" is hereby amended in its entirety, as follows:  There
    is hereby incorporated in the Prospectus by reference the

<PAGE>
                                            (Fixed Rate Notes)
                                                                  Page 4
                                         Pricing Supplement No. 2940
                                         Dated January 6, 1996
                                         Rule 424(b)(3)-Registration Statement 
                                                 No. 33-60723



    Company's Annual Report on Form 10-K for the year ended December
    31, 1995, the Company's Quarterly Reports on Form 10-Q for the
    quarters ended March 31, 1996, June 29, 1996 and September 28,
    1996 and the Company's Form 8-K dated June 28, 1996 heretofore
    filed with the Securities and Exchange Commission pursuant to
    the 1934 Act, to which reference is hereby made.

Plan of Distribution:

    The Notes are being purchased by Smith Barney Inc. (the
    "Underwriter"), as principal, at the Issue Price of 100.00% of
    the aggregate principal amount.

    The Company has agreed to indemnify the Underwriter against
    certain liabilities, including liabilities under the Securities
    Act of 1933, as amended.




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