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This prospectus is part of a ""shelf'' registration statement that we have filed with the Securities and Exchange Commission (the ""SEC''). By using a shelf registration statement, we may sell, from time to time, in one or more offerings, any combination of the securities described in this prospectus in a U.S. dollar amount that does not exceed the amount registered. For further information about our business and the securities, you should refer to the registration statement and its exhibits. The exhibits to our registration statement contain the full text of certain contracts and other important documents we have summarized in this prospectus. Since these summaries may not contain all the information that you may find important in deciding whether to purchase the securities we offer, you should review the full text of these documents. The registration statement can be obtained from the SEC as indicated under the heading ""Where You Can Get More Information on GECC.''

This prospectus only provides you with a general description of the securities we may oÅer. Each time we sell securities, we will provide a prospectus supplement that contains speciÑc information about the terms of those securities. The prospectus supplement may also add, update or change information contained in this prospectus. You should read both this prospectus and any prospectus supplement together with the additional information described below under the heading ""Where You Can Get More Information on GECC.''

You should rely only on the information incorporated by reference or provided in this prospectus and the prospectus supplement. We have authorized no one to provide you with diÅerent information. We are not making an oÅer of these securities in any state where the oÅer is not permitted. You should not assume that the information in this prospectus or the prospectus supplement is accurate as of any date other than the date on the front of the document.

References in this prospectus to ""GECC'', ""we'', ""us'' and ""our'' are to General Electric Capital Corporation.


GECC Ñles annual, quarterly and current reports with the SEC. You may obtain any document we Ñle with the SEC at the SEC's Public Reference Room in Washington, D.C. You may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. Our SEC Ñlings are also accessible through the Internet at the SEC's Web site at http://www.sec.gov.

The SEC allows us to ""incorporate by reference'' into this prospectus the information in documents we Ñle with it, which means that we can disclose important information to you by referring you to those documents. The information incorporated by reference is considered to be a part of this prospectus, and information that we Ñle later with the SEC will automatically update and supersede information contained in documents Ñled earlier with the SEC or contained in this prospectus. We incorporate by reference in this prospectus the documents listed below and any future Ñlings that we make with the SEC under Section 13(a), 13(c), 14, or 15(d) of the Securities Exchange Act of 1934, as amended, until we sell all the securities that may be oÅered by this prospectus (including, without limitation, Ñlings made after the date of this Amendment No. 1 and before the eÅectiveness of the registration statement); provided, however, that we are


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