GENERAL ELECTRIC CAPITAL SERVICES INC/
10-Q, 1994-11-03
SHORT-TERM BUSINESS CREDIT INSTITUTIONS
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<PAGE>   1
 
                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 
                             WASHINGTON, D.C. 20549
                          ---------------------------
                                   FORM 10-Q
                          ---------------------------

          /X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                          SECURITIES EXCHANGE ACT OF 1934
 
                 FOR THE QUARTERLY PERIOD ENDED OCTOBER 1, 1994
                                       OR
          / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                          SECURITIES EXCHANGE ACT OF 1934
 
                FOR THE TRANSITION PERIOD FROM______TO______

                          ---------------------------
                         COMMISSION FILE NUMBER 0-14804
                          ---------------------------


                    GENERAL ELECTRIC CAPITAL SERVICES, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
 
<TABLE>
<S>                                      <C>
                DELAWARE                                06-1109503
     (State or other jurisdiction of                 (I.R.S. Employer
     incorporation or organization)                 Identification No.)


     260 LONG RIDGE ROAD, STAMFORD,                        06927
                CONNECTICUT
(Address of principal executive offices)                (Zip Code)

                                  (203) 357-4000
               (Registrant's telephone number, including area code)
</TABLE>
 
                          ---------------------------
 
     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.  Yes  X   No
 
     At October 19, 1994, 101 shares of common stock with a par value of $10,000
were outstanding.
 
     REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION H(1)(A)
AND (B) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM 10-Q WITH THE REDUCED
DISCLOSURE FORMAT.
<PAGE>   2
 
                               TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
                                                                                PAGE
<S>                                                                             <C>
PART I -- FINANCIAL INFORMATION.

  Item 1. Financial Statements.                                                   1

  Item 2. Management's Discussion and Analysis of Results of Operations.          5

  Exhibit 12. Computation of Ratio of Earnings to Fixed Charges.                  8

PART II -- OTHER INFORMATION.

  Item 1. Legal Proceedings.                                                      9

  Item 2. Changes in Securities.                                                  9

  Item 3. Defaults Upon Senior Securities.                                        9

  Item 4. Submission of Matters to a Vote of Security Holders.                    9

  Item 5. Other Information.                                                      9

  Item 6. Exhibits and Reports on Form 8-K.                                       9

  Signatures.                                                                    10

  Index to Exhibits.                                                             11

  Exhibit 27. Financial Data Schedule                                            
</TABLE>
<PAGE>   3
 
                        PART I -- FINANCIAL INFORMATION
 
ITEM 1. FINANCIAL STATEMENTS.
 
      GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES
 
              CONDENSED STATEMENT OF CURRENT AND RETAINED EARNINGS
 
                                  (Unaudited)
 
<TABLE>
<CAPTION>
                                          FOR THE THREE MONTHS ENDED             FOR THE NINE MONTHS ENDED
                                     ------------------------------------   ------------------------------------
(In millions)                        OCTOBER 1, 1994   SEPTEMBER 25, 1993   OCTOBER 1, 1994   SEPTEMBER 25, 1993
                                     ---------------   ------------------   ---------------   ------------------
<S>                                       <C>                <C>                <C>                 <C>
EARNED INCOME                             $6,618             $5,919             $18,434             $15,811
                                          ------             ------             -------             -------
EXPENSES
Interest                                   2,476              1,896               6,820               4,903
Operating and administrative               1,728              1,746               5,405               4,849
Insurance losses and policyholder
  and annuity benefits                     1,089                809               2,561               2,046
Provision for losses on financing
  receivables                                186                200                 607                 747
Depreciation and amortization of
  buildings and equipment and
  equipment on operating leases              433                382               1,218               1,108
Minority interest in net earnings
  of consolidated affiliates                  25                 53                  99                  98
                                          ------             ------             -------             -------
                                           5,937              5,086              16,710              13,751
                                          ------             ------             -------             -------
EARNINGS
Earnings before income taxes                 681                833               1,724               2,060
Provision for income taxes                   155                340                 405                 702
                                          ------             ------             -------             -------
NET EARNINGS                                 526                493               1,319               1,358
Dividends paid                              (191)              (310)               (465)               (460)
Retained earnings at beginning of
  period                                   8,731              7,730               8,212               7,015
                                          ------             ------             -------             -------
RETAINED EARNINGS AT END OF PERIOD        $9,066             $7,913             $ 9,066             $ 7,913
                                          ======             ======             =======             =======
</TABLE>
 
See Notes to Condensed, Consolidated Financial Statements.
 
                                        1
<PAGE>   4
 
ITEM 1. FINANCIAL STATEMENTS (Continued).
 
      GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES
 
                   CONDENSED STATEMENT OF FINANCIAL POSITION
 
<TABLE>
<CAPTION>
(In millions)                                                    OCTOBER 1, 1994      DECEMBER 31, 1993
                                                                 ---------------      -----------------
<S>                                                                <C>                   <C>
                                                                   (Unaudited)
ASSETS
Cash and equivalents                                               $  1,598              $  1,682
Trading securities                                                   19,971                30,165
Investment securities                                                26,872                26,792
Securities purchased under agreements to resell                      45,569                43,463
Financing receivables:
  Time sales and loans, net of deferred income                       45,327                40,748
  Investment in financing leases, net of deferred income             27,182                24,930
                                                                   --------              --------
                                                                     72,509                65,678
  Allowance for losses on financing receivables                      (1,910)               (1,730)
                                                                   --------              --------
     Financing receivables -- net                                    70,599                63,948
Other receivables -- net                                             18,560                15,799
Equipment on operating leases (at cost), less accumulated
  amortization of $3,815 and $3,238                                  12,204                10,650
Other assets                                                         17,156                19,231
                                                                   --------              --------
TOTAL ASSETS                                                       $212,529              $211,730
                                                                   ========              ========
LIABILITIES AND EQUITY
Notes payable within one year                                      $ 56,755              $ 60,003
Senior notes payable after one year                                  32,406                25,126
Subordinated notes payable after one year                               759                   759
Securities sold under agreements to repurchase                       49,773                56,669
Securities sold but not yet purchased -- at market                   16,021                15,332
Insurance reserves and annuity benefits                              24,817                22,909
Other liabilities                                                    15,104                13,414
Deferred income taxes                                                 4,959                 5,408
                                                                   --------              --------
       Total liabilities                                            200,594               199,620
                                                                   --------              --------
Minority interest in equity of consolidated affiliates                1,549                 1,301
                                                                   --------              --------
Capital stock                                                            11                     1
Additional paid-in capital                                            1,877                 1,877
Retained earnings                                                     9,066                 8,212
Other                                                                  (568)                  719
                                                                   --------              --------
       Total equity                                                  10,386                10,809
                                                                   --------              --------
TOTAL LIABILITIES AND EQUITY                                       $212,529              $211,730
                                                                   ========              ========
</TABLE>
 
See Notes to Condensed, Consolidated Financial Statements.
 
                                        2
<PAGE>   5
 
ITEM 1. FINANCIAL STATEMENTS (Continued).
 
      GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES
 
                       CONDENSED STATEMENT OF CASH FLOWS
 
                                  (Unaudited)
 
<TABLE>
<CAPTION>
                                                                     FOR THE NINE MONTHS ENDED
                                                               --------------------------------------
(In millions)                                                  OCTOBER 1, 1994     SEPTEMBER 25, 1993
                                                               ---------------     ------------------
<S>                                                               <C>                   <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings                                                      $   1,319             $  1,358
Adjustments to reconcile net earnings to cash provided from
  operating activities:
  Provision for losses on financing receivables                         607                  747
  Depreciation and amortization of buildings and equipment
     and equipment on operating leases                                1,218                1,108
  Decrease (increase) in securities activities of
     broker-dealer -- net                                             1,881               (3,145)
  Other -- net                                                         (312)               3,799
                                                                  ---------             --------
     Cash provided from operating activities                          4,713                3,867
                                                                  ---------             --------
CASH FLOWS FROM INVESTING ACTIVITIES
Increase in loans to customers                                      (17,811)             (19,456)
Principal collections from customers                                 14,428               17,840
Net change in credit card receivables                                  (839)                 415
Investment in assets on financing leases                             (7,175)              (4,351)
Principal collections on financing leases                             5,062                4,599
Buildings and equipment, and equipment on
  operating leases -- additions                                      (3,662)              (2,760)
                   -- dispositions                                    2,034                1,321
Payments for principal businesses purchased, net of cash
  acquired                                                           (1,314)              (2,046)
Purchases of investment securities by insurance and annuity
  affiliates                                                         (7,469)              (7,024)
Dispositions and maturities of investment securities by
  insurance and annuity affiliates                                    5,922                4,327
Other                                                                 3,234                  545
                                                                  ---------             --------
  Cash used for investing activities                                 (7,590)              (6,590)
                                                                  ---------             --------
CASH FLOWS FROM FINANCING ACTIVITIES
Net change in borrowings (less than 90-day maturities)               (5,723)              (2,259)
Newly issued debt -- short-term (91-365 days)                         2,354                2,763
                    -- long-term senior                              15,088                8,123
Repayments and other reductions -- short-term                        (7,469)              (5,688)
                                    -- long-term senior                (868)                (109)
Proceeds from sales of investment and annuity contracts                 585                  417
Redemption of investment and annuity contracts                         (713)                (385)
Principal payments -- non-recourse, leveraged lease debt               (246)                (230)
Proceeds -- non-recourse, leveraged lease debt                           --                   53
Dividends paid to share owner                                          (455)                (460)
Issuance of preferred stock by consolidated affiliate                   240                   --
                                                                  ---------             --------
  Cash provided from financing activities                             2,793                2,225
                                                                  ---------             --------
DECREASE IN CASH AND EQUIVALENTS                                        (84)                (498)
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD                           1,682                1,940
                                                                  ---------             --------
CASH AND EQUIVALENTS AT END OF PERIOD                             $   1,598             $  1,442
                                                                  =========             ========
</TABLE>
 
See Notes to Condensed, Consolidated Financial Statements.
 
                                        3
<PAGE>   6
 
ITEM 1. FINANCIAL STATEMENTS (Continued).
 
      GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES
 
             NOTES TO CONDENSED, CONSOLIDATED FINANCIAL STATEMENTS
 
                                  (UNAUDITED)
 
1. The condensed, consolidated financial statements represent a consolidation of
   General Electric Capital Services, Inc. ("Corporation") and all
   majority-owned and controlled affiliates ("consolidated affiliates"). All
   significant transactions among the parent and consolidated affiliates have
   been eliminated. In the opinion of management, all adjustments of a normal
   recurring nature necessary to present a fair statement of financial position
   as of October 1, 1994, the statement of cash flows for the nine-month interim
   periods ended October 1, 1994, and September 25, 1993, and the results of
   operations for the three-month and nine-month interim periods ended October
   1, 1994, and September 25, 1993, have been included. The condensed,
   consolidated financial statements have been prepared in accordance with the
   instructions for Form 10-Q and therefore do not include some information and
   footnotes necessary to constitute a complete and detailed presentation in
   conformity with annual reporting requirements.
 
2. The results of operations for the three and nine month periods ended October
   1, 1994, should not be regarded as necessarily indicative of the results that
   may be expected for the entire year.
 
3. The ratio of earnings to fixed charges for the nine months ended October 1,
   1994, was 1.26. For purposes of computing the ratio, earnings consist of net
   earnings adjusted for provision for income taxes, minority interest and fixed
   charges. Fixed charges consist of interest on all indebtedness and one-third
   of annual rentals, which the Corporation believes is a reasonable
   approximation of the interest factor of such rentals.
 
4. Net earnings for the first nine months of 1994 included a $210 million ($350
   million before tax) first quarter charge resulting from the discovery of
   false trading profits created by the then head U.S. government securities
   trader at Kidder, Peabody & Co. Incorporated, a subsidiary within the
   Corporation's securities broker-dealer business, Kidder, Peabody Group Inc.
   (Kidder, Peabody). Approximately $143 million ($238 million before tax) of
   the charge related to periods prior to 1994.
 
5. Subsequent Event:
 
   On October 17, 1994, the Corporation entered into an agreement with
   PaineWebber Group, Inc. (PaineWebber) under which PaineWebber may acquire
   certain Kidder, Peabody assets and businesses. The agreement also provides
   that the Corporation will retain Kidder, Peabody's other businesses, which
   PaineWebber has the right to review and acquire. The transaction is subject
   to the completion of due diligence and approval by various regulatory
   authorities.
 
                                        4
<PAGE>   7
 
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS.
 
OVERVIEW
 
     Net earnings for the first nine months of 1994 were $1,319 million, a $39
million decrease from the first nine months of 1993, as negative results at the
Corporation's broker-dealer business, Kidder, Peabody Group Inc. (Kidder,
Peabody), discussed below, and increases in insurance losses and policyholder
and annuity benefits, exceeded the increase in earnings from the Corporation's
financing businesses which principally reflected a higher average level of
invested assets, lower provision for losses in the specialized financing
businesses and no current year counterpart to the unfavorable effects of the
1993 increase in the federal income tax rate from 34% to 35%.
 
     Year to date 1994 net earnings included a $210 million ($350 million before
tax) first quarter charge resulting from the discovery of false trading profits
created by the then head U.S. government securities trader at Kidder, Peabody &
Co. Incorporated, a subsidiary of Kidder, Peabody. Approximately $143 million
($238 million before tax) of the charge related to periods prior to 1994.
Kidder, Peabody's net loss amounted to $272 million for the first nine months of
1994, compared with reported net earnings of $186 million for the first nine
months of 1993. Excluding estimated effects of the false trading profits from
both periods, Kidder, Peabody's net loss amounted to $129 million for the first
nine months of 1994 (compared with net earnings of $99 million for the first
nine months of 1993) attributable principally to mortgage-backed securities
market conditions and reduced underwriting activity. The United States
Securities and Exchange Commission, the United States Attorney for the Southern
District of New York, and The New York Stock Exchange are conducting
investigations relating to the false trading profits. General Electric Company
also completed and released a report on its internal investigation of the
matter.
 
OPERATING RESULTS
 
     EARNED INCOME during the first nine months of 1994 increased $2,623 million
(17%) over the first nine months of 1993.
 
     Earned income from the Corporation's specialized financing, mid-market
financing, consumer services and equipment management businesses increased
$1,931 million (22%) over the comparable prior year period principally
reflecting a higher average level of invested assets resulting from both
origination volume and acquisitions of portfolios and businesses. Approximately
$424 million of the increase was generated by the Corporation's annuity
business, formed through two acquisitions during the second and third quarters
of 1993. Earned income from the Corporation's specialty insurance businesses
increased $245 million (7%) over the first nine months of 1993 principally
reflecting growth in premium income in both the property and casualty
reinsurance business, resulting from improved rates and higher volume, and in
the private mortgage insurance business. These increases were partially offset
by lower premium income in the life reinsurance business resulting from the
recapture of reinsurance treaties during 1994 and reduced assumed volume.
Revenues of the securities broker-dealer business increased $454 million over
the first nine months of 1993 reflecting higher investment income associated
with higher average securities positions, partially offset by both the
aforementioned one-time before tax charge to revenue relating to the false
trading profits, losses in the mortgage-backed securities market and lower
underwriting revenues.
 
     INTEREST EXPENSE for the first nine months of 1994 increased $1,917 million
(39%) over last year's comparable period. The increase principally reflected the
effects of additional borrowings required to finance the higher level of
invested assets in both the securities broker-dealer and the financing
businesses. The composite interest rate incurred on borrowings for the first
nine months of 1994 was 5.25%, compared with 4.94% for the first nine months of
1993.
 
     OPERATING AND ADMINISTRATIVE EXPENSE increased 12% to $5,405 million in the
first nine months of 1994, compared with the first nine months of 1993. This
increase reflected operating costs associated with the higher level of assets in
the Corporation's financing businesses, including businesses and portfolios
acquired over the past year.
 
                                        5
<PAGE>   8
 
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
(Continued).


     INSURANCE LOSSES AND POLICYHOLDER AND ANNUITY BENEFITS were $2,561 million
for the first nine months of 1994, a 25% increase over the first nine months of
1993, principally as a result of annuity benefits credited to customers of the
annuity business which was acquired in 1993, adverse loss development in the
private mortgage insurance business, particularly related to the effects of poor
economic conditions and housing value declines in southern California, and
higher volume related losses in the property and casualty reinsurance business.
These increases were partially offset by lower policyholder benefits in the life
reinsurance business resulting from the recapture of reinsurance treaties during
1994 and reduced assumed volume.
 
     PROVISION FOR LOSSES ON FINANCING RECEIVABLES during the first nine months
of 1994 was $607 million, $140 million (19%) lower than during the comparable
prior year period, principally reflecting lower provisions for losses in the
specialized financing businesses.
 
     DEPRECIATION AND AMORTIZATION OF BUILDINGS AND EQUIPMENT AND EQUIPMENT ON
OPERATING LEASES was $1,218 million in the first nine months of 1994, $110
million higher than in the first nine months of 1993, reflecting higher levels
of equipment on operating leases as a result of portfolio growth and
acquisitions.
 
     PROVISION FOR INCOME TAXES for the first nine months of 1994 was $405
million (an effective tax rate of 24%) compared with $702 million (34%) for the
comparable prior year period. The decrease in the provision for income taxes
reflects the reduction in earnings before income taxes, the effect of the 1993
increase in federal income tax rates from 34% to 35% for which there was no 1994
counterpart, and reduced state taxes. The lower effective tax rate was primarily
attributable to the aforementioned 1993 increase in the federal tax rate,
reduced state taxes and a higher relative proportion of tax-exempt income in
relation to earnings before income taxes.
 
PORTFOLIO QUALITY
 
     The portfolio of financing receivables is the Corporation's largest
financing asset and primary source of revenues. The portfolio, net of reserves,
aggregated $70.6 billion at October 1, 1994, an increase of $6.7 billion (10%)
from year-end 1993. Related reserves were $1.9 billion (2.63% of
receivables -- the same percentage as at the end of 1993) and are, in
management's judgment, appropriate given the risk profile of the portfolio. A
discussion of the portfolio quality of certain elements of financing receivables
and investments follows.
 
     CONSUMER LOANS RECEIVABLE, primarily retailer and auto, were $19.7 billion
at October 1, 1994, an increase of $2.4 billion from the end of 1993, reflecting
both origination volume and business and portfolio acquisitions. In addition,
the Corporation's investment in consumer auto finance leases was $7.1 billion at
October 1, 1994, an increase of $1.5 billion from the end of 1993, reflecting
origination volume. Nonearning receivables were $423 million at October 1, 1994,
compared with $391 million at December 31, 1993. The provision for losses on
retailer and auto financing receivables was $342 million for the first nine
months of 1994, compared with $346 million for the first nine months of 1993.
 
     COMMERCIAL REAL ESTATE LOANS classified as financing receivables by the
Commercial Real Estate business were $11.8 billion at October 1, 1994, compared
with $10.9 billion at December 31, 1993. In addition, the investment portfolio
of the Corporation's annuity business included approximately $1.3 billion of
commercial property loans. The commercial real estate portfolio also included
$2.1 billion of assets purchased from the Resolution Trust Corporation and other
institutions for resale and $1.5 billion of investments in real estate joint
ventures, both of which are included in other assets and are essentially
unchanged from December 31, 1993. Commercial Real Estate's foreclosed properties
decreased to $53 million at October 1, 1994, from $110 million at December 31,
1993, primarily due to sales. Nonearning and reduced earning receivables
declined to $184 million at October 1, 1994, from $272 million at the end of
1993. Loss provisions for Commercial Real Estate loans and investments were $218
million for the first nine months of 1994, compared with $194 million for the
first nine months of 1993.
 
     HIGHLY LEVERAGED TRANSACTION (HLT) PORTFOLIO INVESTMENTS classified as
financing receivables totaled $2.8 billion at October 1, 1994, a decrease of
$0.5 billion from the end of 1993. The October 1, 1994, balance
 
                                        6
<PAGE>   9
 
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
(Continued).


of amounts that had been written down to estimated fair value and carried in
other assets aggregated $452 million, net of allowances, a decrease of $92
million from the end of 1993, reflecting investment sales. Nonearning and
reduced earning receivables were $132 million at October 1, 1994, a decline of
$7 million from year-end 1993. As a result of a stronger economic climate and
successful past actions, loss provisions for HLT investments were insignificant
during the first nine months of 1994. Such provisions were $126 million in the
first nine months of 1993, and comprised $94 million of receivable loss
provisions and $32 million of loss provisions for other investments.
 
     OTHER FINANCING RECEIVABLES relate primarily to a diverse commercial,
industrial and equipment loan and lease portfolio. Nonearning and reduced
earning receivables in these portfolios were $118 million at October 1, 1994,
compared with $98 million at the end of 1993.
 
     The Corporation's aggregate loans and leases to commercial airlines at
October 1, 1994, increased to approximately $7.3 billion from the December 31,
1993, balance of approximately $6.8 billion, principally as a result of
increased equipment on operating leases.
 
OTHER MATTERS
 
     As discussed in Note 5 to the condensed consolidated financial statements,
the Corporation has entered into an agreement with PaineWebber Group, Inc.
(PaineWebber) under which PaineWebber may acquire certain Kidder, Peabody assets
and businesses. The agreement also provides that the Corporation will retain
Kidder, Peabody's other businesses, which PaineWebber has the right to review
and acquire. The transaction is subject to the completion of due diligence and
approval by various regulatory authorities. If the transaction is consummated,
the Corporation estimates that the 1994 net loss with respect to Kidder, Peabody
will range from $850 million to $950 million, which includes the previously
discussed $272 million net loss through the first nine months of 1994.
 
     On December 31, 1993, the Corporation adopted Statement of Financial
Accounting Standards (SFAS) No. 115, "Accounting for Certain Investments in Debt
and Equity Securities." All of the Corporation's investment securities were
designated as available-for-sale at both October 1, 1994, and December 31, 1993.
Consequently, such securities were reported at fair value, with net unrealized
gains and losses included in equity, net of applicable taxes. Equity included
net unrealized losses of $512 million at October 1, 1994, and net unrealized
gains of $812 million at December 31, 1993, a difference primarily due to a
decrease in the fair value of fixed-rate debt securities held by the
Corporation's annuity and insurance affiliates, principally resulting from
increased interest rates. Carrying amounts of liabilities of these affiliates
are not adjusted for changes in fair value. In a rising interest rate
environment, the fair value of these liabilities would be expected to decline.
 
     As 1994 progresses, management continues to believe that the diversity and
strength of the Corporation's assets, along with vigilant attention to risk
management, position it to deal effectively with a changing global economic
environment.
 
                                        7
<PAGE>   10
 
                                                                      EXHIBIT 12
 
      GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES
 
               COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
 
                                  (Unaudited)
 
<TABLE>
<CAPTION>
                                                                             NINE MONTHS ENDED
(Dollar amounts in millions)                                                 OCTOBER 1, 1994
                                                                             -----------------
<S>                                                                          <C>
Net earnings                                                                       $1,319
Provision for income taxes                                                            405
Minority interest in net earnings of consolidated affiliates                           99
                                                                                   ------
Income before provision for income taxes and minority interest                      1,823
                                                                                   ------
Fixed charges:
  Interest                                                                          6,856
  One-third of rentals                                                                130
                                                                                   ------
Total fixed charges                                                                 6,986
Less capitalized interest, net of amortization                                          7
                                                                                   ------
Earnings before provision for income taxes and minority interest plus fixed
  charges                                                                          $8,802
                                                                                   ======
Ratio of earnings to fixed charges                                                   1.26
                                                                                   ======
</TABLE>
 
                                        8
<PAGE>   11
 
                          PART II -- OTHER INFORMATION
 
ITEM 1. LEGAL PROCEEDINGS.
 
     The Corporation is not involved in any material pending legal proceedings.
 
ITEM 2. CHANGES IN SECURITIES.
 
     Omitted.
 
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
 
     None.
 
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
 
     Omitted.
 
ITEM 5. OTHER INFORMATION.
 
     None.
 
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
 
     A. EXHIBITS.
 
        Exhibit 12. Computation of ratio of earnings to fixed charges.

        Exhibit 27. Financial Data Schedule.

 
     B. REPORTS ON FORM 8-K.
 
        None.
 
                                        9
<PAGE>   12
 
                                   SIGNATURES
 
     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
 
                                   GENERAL ELECTRIC CAPITAL SERVICES, INC.
                                   ---------------------------------------
                                                (Registrant)
 
<TABLE>
<S>                                <C>
Date:  November 2, 1994            By: /s/  J. A. PARKE
                                       ------------------------------------------------
                                            J. A. Parke, Senior Vice President, Finance
                                                    (Principal Financial Officer)



Date:  November 2, 1994            By: /s/  J. C. AMBLE
                                       -----------------------------------------------
                                            J. C. Amble, Vice President and Controller
                                                    (Principal Accounting Officer)
</TABLE>                         
 
                                       10
<PAGE>   13
 
      GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES
 
                               INDEX TO EXHIBITS
 
<TABLE>
<CAPTION>
EXHIBIT NO.                                                                              PAGE NO.
___________                                                                              ________

<S>              <C>                                                                     <C>
     12          Computation of ratio of earnings to fixed charges                           8

     27          Financial Data Schedule                                                    
     


</TABLE>
 
                                       11

<TABLE> <S> <C>

<ARTICLE> 5
<CIK> 0000797463
<NAME> GENERAL ELECTRIC CAPITAL SERVICES, INC.
<MULTIPLIER> 1,000,000
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-END>                               OCT-01-1994
<CASH>                                           1,598
<SECURITIES>                                    46,843
<RECEIVABLES>                                   72,509
<ALLOWANCES>                                     1,910
<INVENTORY>                                          0
<CURRENT-ASSETS>                                     0
<PP&E>                                          18,072
<DEPRECIATION>                                   4,818
<TOTAL-ASSETS>                                 212,529
<CURRENT-LIABILITIES>                                0
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