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PROSPECTUS SUPPLEMENT (To Prospectus dated May 17, 2005)

General Electric Capital Corporation

$14,651,734,000 GE Capital* InterNotes® Due From 9 Months to 60 Years From Date of Issue

We may offer to sell our GE Capital* InterNotes® from time to time. The specific terms of the notes will be set prior to the time of sale and described in a pricing supplement. You should read this prospectus supplement, the accompanying prospectus and the applicable pricing supplement carefully before you invest.

We may offer the notes to or through agents for resale. The amount we expect to receive if all of the notes are sold to or through the agents is from $14,622,430,532 to $14,212,182,000, after paying agent discounts and commissions of between $29,303,468 and $439,552,020. We also may offer the notes directly. We have not set a date for termination of our offering.

The agents have advised us that from time to time they may purchase and sell notes in the secondary market, but they are not obligated to make a market in the notes and may suspend or completely stop that activity without notice and at any time. Unless otherwise specified in the applicable pricing supplement, we do not intend to list the notes on any stock exchange.

Investing in the notes involves certain risks, including those described in the “Risk Factors” section beginning on page S-4.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these notes or passed on the adequacy or accuracy of this prospectus supplement, the accompanying prospectus or any pricing supplement. Any representation to the contrary is a criminal offense.

Joint Lead Managers and Lead Agents

Banc of America Securities LLC


A.G. Edwards and Sons, Inc. Citigroup Merrill Lynch & Co. UBS Financial Services, Inc.

Prospectus Supplement dated May 17, 2005

  • *

    GE Capital is a registered trademark of General Electric Company

InterNotes® is a registered servicemark of Incapital Holdings LLC

Incapital LLC

Charles Schwab & Co., Inc. Edward D. Jones & Co., L.P.

Morgan Stanley Wachovia Securities

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