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PROSPECTUS |
Pricing Supplement No. 4391 |
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March 29, 2006 |
Dated June 15, 2006 |
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PROSPECTUS SUPPLEMENT |
Filed Pursuant to Rule 424(b)(3) |
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March 29, 2006 |
Registration Statement No. 333-132807 |
GENERAL ELECTRIC CAPITAL CORPORATION
GLOBAL MEDIUM-TERM NOTES, SERIES A
(Floating Rate Notes)
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Issuer: |
General Electric Capital Corporation |
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Ratings: |
Aaa/AAA |
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Trade Date: |
June 15, 2006 |
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Settlement Date (Original Issue Date): |
June 20, 2006 |
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Maturity Date: |
May 10, 2010 |
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Principal Amount: |
US$250,000,000 |
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Price to Public (Issue Price): |
99.9746% |
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Agents Commission: |
0.20% |
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All-in Price: |
99.7746% |
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Accrued Interest: |
US$1,486,250 |
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Net Proceeds to Issuer: |
US$250,922,750 |
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Interest Rate Basis (Benchmark): |
LIBOR, as determined by LIBOR Telerate |
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Index Currency: Coupon: |
U.S. Dollars LIBOR plus 0.06% |
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Re-Offer Spread (plus or minus): |
Plus 0.06% |
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Index Maturity: |
Three Months |
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Index Payment Period: |
Quarterly |
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Interest Payment Dates: |
Quarterly on each February 10, May 10, August 10, and November 10 of each year, commencing August 10, 2006 and ending on the Maturity Date |
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Pricing Supplement No. 4391 |
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Page 2 Dated June 15, 2006 |
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Filed Pursuant to Rule 424(b)(3) |
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Registration Statement No. 333-132807 |
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Initial Interest Rate: |
To be determined two London Business days prior to each Interest Reset Date |
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Interest Reset Periods and Dates: |
Quarterly on each Interest Payment Date |
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Denominations: |
Minimum of $1,000 with increments of $1,000 thereafter. |
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CUSIP: |
36962GW83 |
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ISIN: |
US36962GW836 |
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Common Code: |
025409809 |
Additional Information:
Reopening of Issue
The Notes are intended to be fully fungible and be consolidated and form a single issue for all purposes with the Issuers issue of US$500,000,000 and US$500,000,000 principal amount of Floating Rate Notes due May 10, 2010 as described in the Issuers pricing supplement number 4353 dated May 4, 2006 and pricing supplement number 4367 dated May 15, 2006, respectively.
Plan of Distribution:
The Notes are being purchased by Blaylock & Company, Inc. and J.P. Morgan Securities Inc. (the "Underwriters"), as principal, at 99.9746% of the aggregate principal amount less an underwriting discount equal to 0.20% of the principal amount of the Notes.
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Institution Lead Managers: |
Commitment |
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Blaylock & Company, Inc |
$25,000,000 |
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J.P. Morgan Securities Inc. |
$225,000,000 |
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Total |
$250,000,000 |
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Pricing Supplement No. 4391 |
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Page 3 Dated June 14, 2006 |
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Filed Pursuant to Rule 424(b)(3) |
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Registration Statement No. 333-132807 |
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The Company has agreed to indemnify the Underwriter against certain liabilities, including liabilities under the Securities Act of 1933, as amended.
Additional Information:
At March 31, 2006, the Company had outstanding indebtedness totaling $359.920 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 March 31, 2006, excluding subordinated notes payable after one year, was equal to $357.254 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:
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Year Ended December 31 ,
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Three Months ended March 31, |
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2001 |
2002 |
2003 |
2004 |
2005 |
2006 |
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1.56 |
1.62 |
1.71 |
1.82 |
1.66 |
1.63 |
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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.
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting the SEC Web site at
.www.sec.gov. the issuer or the underwriter(s) participating in the offering will arrange to send you the prospectus if you request it by calling Blaylock & Company, Inc. at 212-715-3313 or Investor Communications of the issuer at 1-203-357-3950.