PROSPECTUS

PROSPECTUS

Pricing Supplement No. 4282

Dated May 17, 2005

Dated January 4, 2006

PROSPECTUS SUPPLEMENT

Rule 424(b)(3) Registration Statement

Dated August 24, 2005

No. 333-123085

GENERAL ELECTRIC CAPITAL CORPORATION

GLOBAL MEDIUM-TERM NOTES, SERIES A

(Fixed Rate Notes)

 

Issuer:

General Electric Capital Corporation

Ratings:

Aaa/AAA

Trade Date/Pricing Effective Time:

January 4, 2006

Settlement Date (Original Issue Date):

January 9, 2006

Maturity Date:

January 8, 2016

Principal Amount:

US$1,250,000,000

Price to Public (Issue Price):

99.348%

Agents Commission:

0.400%

All-in Price:

98.948%

Accrued Interest:

N/A

Treasury Benchmark:

4.500% due November 15, 2015

Treasury Yield:

4.344%

Spread to

Treasury Benchmark:

74 basis points

Re-Offer Yield:

5.084%

Net Proceeds to Issuer:

US$1,236,850,000

Interest Rate Per Annum:

5.000%

Interest Payment Dates:

Semi-Annually on January 8 and July 8 of each year, commencing July 8, 2006 and ending on the Maturity Date

Day Count Convention:

30/360

 

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Pricing Supplement No. 4282

Dated January 4, 2006

Rule 424(b)(3) Registration Statement

No. 333-123085

Denominations:

Minimum of $1,000 with increments of $1,000 thereafter

Call Dates (if any):

N/A

Call Notice Period:

N/A

Put Dates (if any):

N/A

Put Notice Period:

N/A

CUSIP:

36962GU69

ISIN: (if applicable)

TBD

Common Code: (if applicable)

TBD

Other:

N/A

Plan of Distribution:

The Notes are being purchased by the following financial institutions in their respective amounts (collectively, the "Underwriters"), as principal, at 99.348% of the aggregate principal amount less an underwriting discount equal to 0.40% of the principal amount of the Notes.

Institution

Lead Manager:

Commitment

Goldman, Sachs & Co.

$404,168,000

Lehman Brothers, Inc.

$404,166,000

Morgan Stanley & Co., Incorporated

$404,166,000

Co-Managers:

 

Samuel A. Ramirez & Company, Inc.

$25,000,000

The Williams Capital Group, L.P.

$12,500,000

Total

$1,250,000,000

 

The Company has agreed to indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act of 1933, as amended.

 

 

 

 

 

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Pricing Supplement No. 4282

Dated January 4, 2006

Rule 424(b)(3) Registration Statement

No. 333-123085

Additional Information:

General


At September 30, 2005, the Company had outstanding indebtedness totaling $344.022 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 30, 2005, excluding subordinated notes payable after one year, was equal to $341.143 billion.

Consolidated Ratio of Earnings 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 31,

 

Nine Months Ended

2000

2001

2002

2003

2004

September 30, 2005

 

(Restated)

(Restated)

(Restated)

(Restated)

 

1.52

1.73

1.66

1.86

1.89

1.82

         

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.

CAPITALIZED TERMS USED HEREIN WHICH ARE DEFINED IN THE PROSPECTUS SUPPLEMENT SHALL HAVE THE MEANINGS ASSIGNED TO THEM IN THE PROSPECTUS SUPPLEMENT