GENERAL ELECTRIC CAPITAL SERVICES INC/CT
10-Q, 1998-05-12
PERSONAL CREDIT INSTITUTIONS
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<PAGE>
                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 March 28, 1998

                                       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)

            DELAWARE                                              06-1109503
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                              Identification No.)


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


                                 (203) 357-4000
              (Registrant's telephone number, including area code)
                         ------------------------------

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 May 11, 1998,  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>

                                TABLE OF CONTENTS


                                                                        PAGE    
                                                                      --------  


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 and Computation of Ratio of 
              Earnings to Combined Fixed Charges and
              Preferred Stock Dividends ................                   7


PART II - OTHER INFORMATION.

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

Signatures .............................................                   9

Index to Exhibits ......................................                  10





<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.
<TABLE>
<CAPTION>

       GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES

              CONDENSED STATEMENT OF CURRENT AND RETAINED EARNINGS

                                   (Unaudited)

                                                            THREE MONTHS ENDED
                                                           --------------------
                                                          MARCH 28,   MARCH 29,
(In millions)                                                 1998        1997 
                                                           --------    --------
<S>                                                        <C>         <C>     
REVENUES
Revenues from services .................................   $  9,525    $  8,628
Sales of goods .........................................      1,626         916
                                                           --------    --------
                                                             11,151       9,544
                                                           --------    --------
EXPENSES
Interest ...............................................      2,025       1,783
Operating and administrative ...........................      3,158       2,716
Cost of goods sold .....................................      1,482         808
Insurance losses and policyholder and annuity benefits .      2,213       2,244
Provision for losses on financing receivables ..........        332         312
Depreciation and amortization of buildings and equipment
 and equipment on operating leases .....................        656         570
Minority interest in net earnings of
 consolidated affiliates ...............................         33          30
                                                           --------    --------
                                                              9,899       8,463
                                                           --------    --------
EARNINGS
Earnings before income taxes ...........................      1,252       1,081
Provision for income taxes .............................       (371)       (327)
                                                           --------    --------

NET EARNINGS ...........................................        881         754
Dividends ..............................................       (503)       (300)
Retained earnings at beginning of period ...............     12,951      11,354
                                                           --------    --------
RETAINED EARNINGS AT END OF PERIOD .....................   $ 13,329    $ 11,808
                                                           ========    ========
</TABLE>








See Notes to Condensed, Consolidated Financial Statements.


                                      1
<PAGE>

ITEM 1. FINANCIAL STATEMENTS (Continued).
<TABLE>
<CAPTION>

       GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES

                    CONDENSED STATEMENT OF FINANCIAL POSITION



                                                          MARCH 28, DECEMBER 31,
(In millions)                                                 1998        1997 
                                                           --------    --------
                                                         (Unaudited)           
<S>                                                       <C>         <C>      
ASSETS
Cash and equivalents ...................................   $  4,670    $  4,904
Investment securities ..................................     71,654      70,356
Financing receivables:
  Time sales and loans, net of deferred income .........     64,600      64,832
  Investment in financing leases, net of deferred income     41,580      41,769
                                                           --------    --------
                                                            106,180     106,601
  Allowance for losses on financing receivables ........     (2,793)     (2,802)
                                                           --------    --------
    Financing receivables - net ........................    103,387     103,799
Other receivables - net ................................     19,084      18,332
Equipment on operating leases (at cost), less
 accumulated amortization of $6,465 and $6,126 .........     19,102      18,689
Intangible assets ......................................     10,710      10,366
Inventories ............................................        808         786
Other assets ...........................................     30,768      28,176
                                                           --------    --------
      TOTAL ASSETS .....................................   $260,183    $255,408
                                                           ========    ========


LIABILITIES AND EQUITY
Short-term borrowings ..................................   $ 99,949    $ 95,274
Long-term borrowings:
  Senior ...............................................     42,134      44,993
  Subordinated .........................................        996         996
Insurance liabilities, reserves and annuity benefits ...     68,647      67,270
Other liabilities ......................................     18,122      17,557
Deferred income taxes ..................................      9,132       8,966
                                                           --------    --------
      Total liabilities ................................    238,980     235,056
                                                           --------    --------

Minority interest in equity of consolidated affiliates .      3,220       3,113
                                                           --------    --------

Unrealized gains on investment securities ..............      2,396       2,135
Foreign currency translation adjustments ...............       (227)       (185)
                                                           --------    --------
Accumulated non-owner changes in equity ................      2,169       1,950
Capital stock ..........................................         11          11
Additional paid-in capital .............................      2,474       2,327
Retained earnings ......................................     13,329      12,951
                                                           --------    --------
      Total equity .....................................     17,983      17,239
                                                           --------    --------
      TOTAL LIABILITIES AND EQUITY .....................   $260,183    $255,408
                                                           ========    ========
</TABLE>




See Notes to Condensed, Consolidated Financial Statements.

                                       2
<PAGE>
ITEM 1. FINANCIAL STATEMENTS (Continued).
<TABLE>
<CAPTION>
       GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES

                        CONDENSED STATEMENT OF CASH FLOWS

                                   (Unaudited)

                                                            THREE MONTHS ENDED 
                                                           --------------------
                                                          MARCH 28,   MARCH 29,
(In millions)                                                 1998        1997 
                                                           --------    --------
<S>                                                       <C>         <C>      
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings ...........................................   $    881    $    754
Adjustments to reconcile net earnings to cash provided
 from operating activities:
  Provision for losses on financing receivables ........        332         312
  Depreciation and amortization of buildings and
   equipment and equipment on operating leases .........        656         570
  Other - net ..........................................        810         (50)
                                                           --------    --------
    Cash from operating activities .....................      2,679       1,586
                                                           --------    --------

CASH FLOWS FROM INVESTING ACTIVITIES
Increase in loans to customers .........................    (18,844)    (10,362)
Principal collections from customers ...................     19,249      10,250
Investment in assets on financing leases ...............     (3,596)     (3,880)
Principal collections on financing leases ..............      2,856       3,924
Net decrease in credit card receivables ................         89       1,453
Buildings and equipment and equipment on
 operating leases:
    - additions ........................................     (1,560)     (1,285)
    - dispositions .....................................      1,427         349
Payments for principal businesses purchased, net of
 cash acquired .........................................       (686)        (27)
Purchases of investment securities by insurance
 affiliates and annuity businesses .....................     (5,608)     (4,562)
Dispositions and maturities of investment securities
 by insurance affiliates and annuity businesses ........      4,698       4,460
Other - net ............................................     (1,229)     (1,538)
                                                           --------    --------
    Cash used for investing activities .................     (3,204)     (1,218)
                                                           --------    --------

CASH FLOWS FROM FINANCING ACTIVITIES
Net change in borrowings (maturities 90 days or less) ..      6,477       2,457
Newly issued debt  - short-term (maturities 91-365 days)      1,556         963
                   - long-term senior ..................      3,853       3,700
Proceeds - non-recourse, leveraged lease debt ..........        156        --
Repayments and other reductions:
                   - short-term (maturities 91-365 days)     (8,221)     (7,418)
                   - long-term senior ..................     (2,630)       (331)
Principal payments - non-recourse, leveraged lease debt        (184)       (129)
Proceeds from sales of investment and annuity contracts       1,067         917
Redemption of investment and annuity contracts .........     (1,280)       (640)
Dividends paid .........................................       (503)       (300)
Issuance of variable cumulative preferred stock by
 consolidated affiliate ................................       --           100
                                                           --------    --------
    Cash from (used for) financing activities ..........        291        (681)
                                                           --------    --------

DECREASE IN CASH AND EQUIVALENTS .......................       (234)       (313)
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD ............      4,904       3,234
                                                           --------    --------
CASH AND EQUIVALENTS AT END OF PERIOD ..................   $  4,670    $  2,921
                                                           ========    ========
</TABLE>



See Notes to Condensed, Consolidated Financial Statements.

                                       3
<PAGE>

ITEM 1. FINANCIAL STATEMENTS (Continued).

       GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES

              NOTES TO CONDENSED, CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


1.        The accompanying  condensed quarterly financial  statements  represent
          the adding together of General Electric Capital Services, Inc. and all
          majority-owned  and controlled  affiliates  (collectively  called "the
          Corporation" or "GECS"). All significant transactions among the parent
          and consolidated affiliates have been eliminated. Certain prior period
          data  have  been   reclassified  to  conform  to  the  current  period
          presentation.

2.        The  condensed   consolidated   quarterly  financial   statements  are
          unaudited.  These  statements  include all adjustments  (consisting of
          normal  recurring  accruals)  considered  necessary by  management  to
          present a fair  statement  of the  results  of  operations,  financial
          position  and cash  flows.  The results  reported  in these  condensed
          consolidated   financial   statements   should  not  be   regarded  as
          necessarily  indicative of results that may be expected for the entire
          year.

3.        Statement  of   Financial  Accounting  Standards  No. 130,   Reporting
          Comprehensive  Income,  was  adopted  as  of  January 1,  1998.   This
          Statement requires reporting of changes in  share owner's equity  that
          do  not result  directly  from  transactions  with  share  owners.  An
          analysis of these changes follows:

<TABLE>
<CAPTION>
                                                            THREE MONTHS ENDED
                                                           --------------------

                                                          MARCH 28,   MARCH 29,
          (Dollars in millions)                               1998        1997 
                                                           --------    --------
<S>                                                        <C>         <C>     
          Net earnings .................................   $    881    $    754
          Unrealized gains (losses) on investment
           securities - net ............................        261        (488)
          Foreign currency translation adjustments .....        (42)       (102)
                                                           --------    --------
          Total ........................................   $  1,100    $    164
                                                           ========    ========
</TABLE>




                                       4
<PAGE>

ITEM  2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS.

OVERVIEW

Net earnings  for the first  quarter of 1998 were $881  million,  a $127 million
(17%)  increase  over the first  quarter  of 1997.  The  results  reflected  the
globalization  and  diversity of  the Corporation's  businesses  and were led by
double-digit   increases  in  Specialty  Insurance,   Equipment  Management  and
Mid-Market Financing activities.

Within  the  Specialty   Insurance   segment,   GE  Global   Insurance   Holding
Corporation's  net earnings  increased  over the prior year  quarter  reflecting
higher  investment   income,  the  result  of  continued  growth  in  investment
portfolios and higher gains on investment  securities,  in addition to increased
fee income  generated  from  investment-related  life  reinsurance  products and
financial reinsurance transactions.  Improved earnings in the mortgage insurance
business, the result of improved market conditions,  as well as increases in the
other insurance businesses also contributed to the increase.

Earnings  of the  lending,  leasing  and  equipment  management  businesses  are
significantly  influenced by the level of invested assets, the related financing
spreads (the excess of rates earned -- yields -- over rates on  borrowings)  and
the  quality  of those  assets.  Net  earnings  for these  businesses  reflected
increases,  primarily from a higher average level of invested assets,  offset by
decreased earnings from Consumer Services activities,  attributable to increased
losses and lower  volumes  for U.S.  private-label  credit  cards and  increased
automobile residual losses.  These impacts were partially offset by lower losses
associated with the  Corporation's  equity investment in Montgomery Ward Holding
Corp.  Financing  spreads  decreased  slightly  compared  with the prior  year's
quarter, reflecting both lower yields and higher borrowing rates.

OPERATING RESULTS

TOTAL  REVENUES  from all sources was $11,151  million for the first  quarter of
1998, a 17% increase compared with $9,544 million for the first quarter of 1997.

Revenues from the equipment management,  consumer services, mid-market financing
and specialized  financing  businesses  increased  $1,323 million (18%) over the
comparable  prior-year period. A significant  portion of the increase arose from
sales of goods by the computer  equipment  distribution  businesses,  reflecting
both  acquisition and core growth.  The increase also reflected a higher average
level of invested assets,  resulting principally from acquisitions of portfolios
and businesses,  as well as increased  premiums  related to the acquisition of a
consumer  savings  and  insurance  business in 1997.  Revenues of the  Specialty
Insurance  segment  increased  $113 million (5%) to $2,430 million for the first
quarter of 1998 compared with the first quarter of 1997. The increase  primarily
reflected  increased   investment  income  resulting  from  origination  volume,
continued  growth in the  investment  portfolios  and higher gains on investment
securities. GE Global Insurance net premiums earned decreased 10% over the first
quarter  of 1997,  primarily  reflecting  two large life  reinsurance  contracts
obtained  in 1997 that did not recur in 1998,  as well as the  impact of foreign
currency translation.

INTEREST  EXPENSE for the first quarter of 1998 was $2,025  million,  14% higher
than for the first quarter of 1997. The increase reflected the effects of higher
average  borrowings  used to finance  asset growth  combined with the effects of
higher average interest rates. The composite  interest rate on the Corporation's
borrowings  for the first  quarter of 1998 was 6.12%  compared with 6.02% in the
first quarter of 1997.

OPERATING AND ADMINISTRATIVE  EXPENSES were $3,158 million for the first quarter
of 1998, a 16% increase over the first quarter of 1997.  The increase  primarily
reflected costs associated with businesses and portfolios acquired over the past
year and higher investment levels.

INSURANCE LOSSES AND POLICYHOLDER AND ANNUITY BENEFITS  decreased $31 million to
$2,213 million for the first quarter of 1998, compared with the first quarter of
1997.  The decrease was  associated  with a  corresponding  decline in GE Global
Insurance net premiums earned,  primarily  reflecting two large life reinsurance
contracts  obtained in 1997 that did not recur in 1998, as well as the impact of
foreign  currency  translation.  Excluding  this  effect,  insurance  losses and
policyholder and annuity benefits increased,  primarily  reflecting the consumer
savings  and  insurance  business  acquired  in 1997 and  growth in  origination
volume, partially offset by improved market conditions in the mortgage insurance
business.

PROVISION FOR LOSSES ON FINANCING  RECEIVABLES increased to $332 million for the
first  quarter of 1998 from $312  million for the first  quarter of 1997.  These
provisions  principally  related to  private-label  and bank credit cards in the
Consumer Services segment that are discussed below under Portfolio Quality.  The
increase  principally  reflects  higher average  receivable  balances as well as
increased  delinquencies  in the consumer  portfolio,  consistent  with industry
experience.


                                       5
<PAGE>

ITEM  2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
          OF OPERATIONS (Continued).

DEPRECIATION  AND  AMORTIZATION  OF BUILDINGS  AND  EQUIPMENT  AND  EQUIPMENT ON
OPERATING  LEASES  increased  $86  million  (15%) to $656  million for the first
quarter of 1998 compared  with $570 million for the first  quarter of 1997.  The
increase was  principally  the result of higher levels of equipment on operating
leases,  primarily  reflecting  automobile and aircraft  volume and  acquisition
growth.

PROVISION  FOR INCOME TAXES was $371  million for the first  quarter of 1998 (an
effective  tax rate of 29.6%),  compared with $327 million for the first quarter
of 1997 (an effective tax rate of 30.2%).  The higher provision for income taxes
reflected increased pre-tax earnings subject to statutory rates. The decrease in
the 1998  effective tax rate resulted  primarily  from increased tax credits and
decreases in taxes on non-U.S. income.

PORTFOLIO QUALITY

FINANCING  RECEIVABLES are the financing segment's largest asset and its primary
source of revenues. The portfolio of financing receivables, before allowance for
losses,  decreased to $106.2  billion at March 28, 1998,  from $106.6 billion at
the end of 1997,  primarily  reflecting  seasonal  decreases  in the credit card
portfolios,  mostly offset by origination volume and acquisition growth. Related
allowances  for losses at March 28,  1998,  aggregated  $2.8  billion  (2.63% of
receivables - the same as at the end of 1997) and, in management's judgment, are
appropriate  given the risk profile of the  portfolio.  A  discussion  about the
quality of certain elements of the portfolio of financing  receivables  follows.
"Nonearning"  receivables  are those that are 90 days or more delinquent (or for
which  collection  has  otherwise   become  doubtful)  and  "reduced-   earning"
receivables are commercial  receivables  whose terms have been restructured to a
below-market   yield.   The   following   discussion  of  the   nonearning   and
reduced-earning  receivable  balances and  write-off  amounts  excludes  amounts
related to Montgomery  Ward Holding Corp. and  affiliates,  which are separately
discussed below.

CONSUMER  FINANCING  RECEIVABLES,  primarily  credit card and personal loans and
auto loans and leases,  were $47.6 billion at March 28, 1998, a decrease of $0.5
billion from the end of 1997. Nonearning  receivables were $1.0 billion at March
28,  1998,  2.1% of total  consumer  financing  receivables,  both of which were
substantially  the  same  as  at  December  31,  1997.  Write-offs  of  consumer
receivables  increased to $356 million for the first  quarter of 1998,  compared
with $293 million for the first  quarter of 1997.  This  increase was  primarily
attributable to higher average receivable  balances resulting from a combination
of origination  volume and  acquisitions of businesses and portfolios as well as
higher delinquencies, consistent with overall industry experience.

OTHER  FINANCING  RECEIVABLES,  totaling  $58.6 billion at March 28, 1998 ($58.5
billion at December 31, 1997), consisted of a diverse commercial, industrial and
equipment  loan and lease  portfolio.  Related  nonearning  and  reduced-earning
receivables  were $385 million at March 28, 1998,  compared with $353 million at
year-end 1997.

As discussed in the Corporation's  Annual Report on Form 10-K for the year ended
December  31, 1997,  Montgomery  Ward  Holding  Corp.  (MWHC) filed a bankruptcy
petition for  reorganization in 1997. The Corporation's  recorded  investment in
MWHC and  affiliates  at March 28,  1998,  was $790  million,  a decrease  of $5
million from the end of 1997,  and consisted  primarily of inventory  financing.
Income  recognition  had  been  suspended  on  these   pre-bankruptcy   petition
investments.  Subsequent to the petition,  the Corporation  committed to provide
MWHC up to $1.0 billion in  debtor-in-possession  financing,  subject to certain
conditions,  in order to fund working capital requirements and general corporate
expenses.  A majority of this facility has been  syndicated;  the  Corporation's
loans under this facility at March 28, 1998 were approximately $81 million.  The
Corporation also provides  financing to customers of MWHC and affiliates through
the Corporation's  wholly-owned  affiliates,  Montgomery Ward Credit Corporation
and Monogram  Credit Card Bank of Georgia.  These  receivables,  which represent
revolving  credit  card  transactions   directly  with  customers  of  MWHC  and
affiliates,  aggregated  approximately $3.9 billion at March 28, 1998, including
$1.8 billion that have been sold with recourse by the Corporation's  affiliates.
The obligations of customers with respect to these  receivables are not affected
by the bankruptcy  filing.  MWHC and its affiliates,  under new management since
1997, are continuing their restructuring efforts as well as developing a plan of
reorganization.

The Corporation held loans and leases to commercial  airlines  amounting to $9.1
billion at March 28, 1998, up from $9.0 billion at the end of 1997.

                                       6
<PAGE>

                                                                     EXHIBIT 12
<TABLE>
<CAPTION>

       GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES

                COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
                                       AND
           COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES
                          AND PREFERRED STOCK DIVIDENDS

                        THREE MONTHS ENDED MARCH 28, 1998

                                   (Unaudited)

                                                                      RATIO OF 
                                                                      EARNINGS 
                                                                         TO    
                                                                      COMBINED 
                                                                        FIXED  
                                                           RATIO OF    CHARGES 
                                                           EARNINGS      AND   
                                                              TO      PREFERRED
                                                             FIXED      STOCK  
(Dollar amounts in millions)                                CHARGES   DIVIDENDS
                                                           --------    --------
<S>                                                        <C>         <C>     
Net earnings ...........................................   $    881    $    881
Provision for income taxes .............................        371         371
Minority interest in net earnings of consolidated
 affiliates ............................................         33          33
                                                           --------    --------
Earnings before provision for income taxes and
 minority interest .....................................      1,285       1,285
                                                           --------    --------

Fixed charges:
  Interest .............................................      2,053       2,053
  One-third of rentals .................................         59          59
                                                           --------    --------
Total fixed charges ....................................      2,112       2,112
                                                           --------    --------

Less interest capitalized, net of amortization .........         12          12
                                                           --------    --------
Earnings before provision for income taxes and minority
 interest, plus fixed charges ..........................   $  3,385    $  3,385
                                                           ========    ========

Ratio of earnings to fixed charges .....................       1.60            
                                                           ========            

Preferred stock dividend requirements ..................               $   --  
Ratio of earnings before provision for income taxes to
 net earnings ..........................................                   1.42
Preferred stock dividend factor on pre-tax basis .......                   --  
Fixed charges ..........................................                  2,112
                                                                       --------
Total fixed charges and preferred stock dividend
 requirements ..........................................               $  2,112
                                                                       ========
Ratio of earnings to combined fixed charges and
 preferred stock dividends .............................                   1.60
                                                                       ========
</TABLE>



For purposes of computing the ratios,  fixed charges  consist of interest on all
indebtedness and one-third of rentals, which management believes is a reasonable
approximation of the interest factor of such rentals.

                                       7
<PAGE>

                           PART II--OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

     a.  EXHIBITS.

         Exhibit 12.  Computation of  ratio  of  earnings  to  fixed charges and
                      computation of ratio of earnings to combined fixed charges
                      and preferred stock dividends.

         Exhibit 27.  Financial Data Schedule (filed electronically only).


     b.  REPORTS ON FORM 8-K.

         None.




                                       8
<PAGE>

                                   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)                 


Date:  May 12, 1998                  By:           /s/ J.A. Parke
                                         -------------------------------------
                                                     J.A. Parke,
                                           Senior Vice President, Finance
                                            (Principal Financial Officer)


Date:  May 12, 1998                  By:           /s/ J.C. Amble
                                         -------------------------------------
                                                     J.C. Amble,
                                            Vice President and Controller
                                            (Principal Accounting Officer)




                                       9
<PAGE>

       GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES

                                INDEX TO EXHIBITS


EXHIBIT NO.                                                             PAGE    
- -----------                                                            ------   


    12     Computation of ratio of earnings to fixed charges
           and computation of ratio of earnings to combined
           fixed charges and preferred stock dividends ........          7


    27     Financial Data Schedule (filed electronically only)                  






                                       10
<PAGE>

<PAGE>

                                                                     EXHIBIT 12
<TABLE>
<CAPTION>

       GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES

                COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
                                       AND
           COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES
                          AND PREFERRED STOCK DIVIDENDS

                        THREE MONTHS ENDED MARCH 28, 1998

                                   (Unaudited)

                                                                      RATIO OF 
                                                                      EARNINGS 
                                                                         TO    
                                                                      COMBINED 
                                                                        FIXED  
                                                           RATIO OF    CHARGES 
                                                           EARNINGS      AND   
                                                              TO      PREFERRED
                                                             FIXED      STOCK  
(Dollar amounts in millions)                                CHARGES   DIVIDENDS
                                                           --------    --------
<S>                                                        <C>         <C>     
Net earnings ...........................................   $    881    $    881
Provision for income taxes .............................        371         371
Minority interest in net earnings of consolidated
 affiliates ............................................         33          33
                                                           --------    --------
Earnings before provision for income taxes and
 minority interest .....................................      1,285       1,285
                                                           --------    --------

Fixed charges:
  Interest .............................................      2,053       2,053
  One-third of rentals .................................         59          59
                                                           --------    --------
Total fixed charges ....................................      2,112       2,112
                                                           --------    --------

Less interest capitalized, net of amortization .........         12          12
                                                           --------    --------
Earnings before provision for income taxes and minority
 interest, plus fixed charges ..........................   $  3,385    $  3,385
                                                           ========    ========

Ratio of earnings to fixed charges .....................       1.60            
                                                           ========            

Preferred stock dividend requirements ..................               $   --  
Ratio of earnings before provision for income taxes to
 net earnings ..........................................                   1.42
Preferred stock dividend factor on pre-tax basis .......                   --  
Fixed charges ..........................................                  2,112
                                                                       --------
Total fixed charges and preferred stock dividend
 requirements ..........................................               $  2,112
                                                                       ========
Ratio of earnings to combined fixed charges and
 preferred stock dividends .............................                   1.60
                                                                       ========
</TABLE>



For purposes of computing the ratios,  fixed charges  consist of interest on all
indebtedness and one-third of rentals, which management believes is a reasonable
approximation of the interest factor of such rentals.

<TABLE> <S> <C>

<PAGE>
<ARTICLE>                                          5
<LEGEND>
THIS  SCHEDULE  CONTAINS  SUMMARY  FINANCIAL   INFORMATION  EXTRACTED  FROM  THE
CONSOLIDATED  FINANCIAL STATEMENTS FOR THE PERIOD ENDED MARCH 28, 1998,  AND  IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS
</LEGEND>
<CIK>                                                     0000797463
<NAME>                       GENERAL ELECTRIC CAPITAL SERVICES, INC.
<MULTIPLIER>                                               1,000,000
       
<S>                                                <C>
<PERIOD-TYPE>                                      3-MOS
<FISCAL-YEAR-END>                                  DEC-31-1998
<PERIOD-END>                                       MAR-28-1998
<CASH>                                                         4,670
<SECURITIES>                                                  71,654
<RECEIVABLES>                                                106,180
<ALLOWANCES>                                                   2,793
<INVENTORY>                                                      808
<CURRENT-ASSETS>                                                   0
<PP&E>                                                        29,770
<DEPRECIATION>                                                 8,086
<TOTAL-ASSETS>                                               260,183
<CURRENT-LIABILITIES>                                              0
<BONDS>                                                       43,130
                                              0
                                                       10
<COMMON>                                                           1
<OTHER-SE>                                                    17,972
<TOTAL-LIABILITY-AND-EQUITY>                                 260,183
<SALES>                                                        1,626
<TOTAL-REVENUES>                                              11,151
<CGS>                                                          1,482
<TOTAL-COSTS>                                                      0
<OTHER-EXPENSES>                                               3,158
<LOSS-PROVISION>                                                 332
<INTEREST-EXPENSE>                                             2,025
<INCOME-PRETAX>                                                1,252
<INCOME-TAX>                                                     371
<INCOME-CONTINUING>                                              881
<DISCONTINUED>                                                     0
<EXTRAORDINARY>                                                    0
<CHANGES>                                                          0
<NET-INCOME>                                                     881
<EPS-PRIMARY>                                                   0.00
<EPS-DILUTED>                                                   0.00
        

</TABLE>


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