PROSPECTUS Pricing Supplement No. 2954
Dated January 10, 1995 Dated January 22, 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 Step Down Coupon Notes)
Trade Date: January 22, 1997
Settlement Date (Original Issue Date): January 27, 1997
Maturity Date: January 27, 2012 (subject to earlier redemption, as
set forth below under "Additional Terms-Redemption")
Principal Amount (in Specified Currency): US$20,000,000
Price to Public (Issue Price): 100.00%
Agent's Discount or Commission: 0.125%
Net Proceeds to Issuer: US$19,975,000
Interest Rate Per Annum: 8.125% for the period from and including
January 27, 1997 to but excluding January 27, 1998; thereafter,
7.125% per annum for the period from and including January 27, 1998
up to but excluding the Maturity Date or date of earlier
redemption.
Interest Payment Date(s):
__ March 15 and September 15 of each year
X Other: Semi-Annually on January 27 and July 27, commencing
July 27, 1997
Repayment, Redemption and Acceleration:
Initial Redemption Date: January 27, 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.
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(Fixed Rate Notes)
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Pricing Supplement No. 2954
Dated January 22, 1997
Rule 424(b)(3)-Registration Statement
No. 33-60723
Form of Notes:
X DTC registered __ non-DTC registered
Original Issue Discount:
Amount of OID: N/A
Yield to Maturity: N/A
Interest Accrual Date: N/A
Initial Accrual Period OID: 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.
Interest on the Notes will accrue from and including January 27,
1997 and will be payable in U.S. dollars semi-annually on
January 27 and July 27 each year, commencing July 27, 1997 or
date of earlier redemption (each, an "Interest Payment Date").
Interest will accrue from and including each Interest Payment
Date to but excluding the next succeeding Interest Payment Date.
In the event an Interest Payment Date falls on a day other than
a Business Day, interest will be paid on the next succeeding
Business Day and no interest on such payment shall accrue for
the period from and after such Interest Payment Date to such
next succeeding Business Day. The interest rate on the Notes
will be equal to 8.125% per annum from and including the
Original Issue Date up to but excluding January 27, 1998;
thereafter, the interest rate will be adjusted to 7.125% per
annum from and including January 27, 1998 to but excluding the
Maturity Date or date of earlier redemption.
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(Fixed Rate Notes)
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Pricing Supplement No. 2954
Dated January 22, 1997
Rule 424(b)(3)-Registration Statement
No. 33-60723
Optional Redemption.
The Company may at its option elect to redeem the Notes in whole
on January 27, 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.
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 $114.007 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.
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(Fixed Rate Notes)
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Pricing Supplement No. 2954
Dated January 22, 1997
Rule 424(b)(3)-Registration Statement
No. 33-60723
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
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 30, 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 Goldman, Sachs & Co. (the
"Underwriter"), as principal, at 100% of the aggregate principal
amount, less an underwriting discount equal to 0.125% of the
principal amount of the Notes.
The Company has agreed to indemnify the Underwriter against
certain liabilities, including liabilities under the Securities
Act of 1933, as amended.
