CALCULATION OF REGISTRATION FEE
|
Title of Each Class of Securities Offered |
Maximum Aggregate Offering Price |
Amount of Registration Fee |
|
Senior Unsecured Notes |
$1,000,000,000.00 |
$107,000.00 |
|
PROSPECTUS |
Pricing Supplement Number: 4452 |
|
Dated March 29, 2006 |
Filed Pursuant to Rule 424(b)(3) |
|
PROSPECTUS SUPPLEMENT |
Dated October 17, 2006 |
|
Dated March 29, 2006 |
Registration Statement: No. 333-132807 |
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: |
October 17, 2006 |
|
Settlement Date (Original Issue Date): |
October 20, 2006 |
|
Maturity Date: |
October 20, 2016 |
|
Principal Amount: |
US$1,000,000,000 |
|
Price to Public (Issue Price): |
99.473% |
|
Agents' Commission: |
0.400% |
|
Net Proceeds to Issuer: |
$990,730,000 |
|
All-in Price: |
99.073 % |
|
Accrued Interest: |
N/A |
|
Treasury Benchmark: |
4.875% due August 15, 2016 |
|
Treasury Yield: |
4.734% |
|
Spread to Treasury Benchmark: |
Plus 71 basis points |
|
Re-Offer Yield: |
5.444% |
|
Interest Rate Per Annum: |
5.375% |
|
Page 2 |
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Filed Pursuant to Rule 424(b)(3) |
|
Dated October 17, 2006 |
|
Registration Statement No. 333-132807 |
|
Interest Payment Dates: |
Semi-Annually on April 20 and October 20 of each year, commencing April 20, 2007 and ending on the Maturity Date |
|
Day Count Convention: |
30/360 |
|
Denominations: |
Minimum of $1,000 with increments of $1,000 thereafter |
|
CUSIP: |
36962GY40 |
|
ISIN (if applicable): |
US36962GY402 |
|
Common Code: (if applicable): |
027244866 |
Plan of Distribution:
The Notes are being purchased by the following institutions (collectively, "the Underwriters"), as principal, at the Issue Price of 99.473% of the aggregate principal amount less an underwriting discount equal to 0.40% of the principal amount of the Notes.
Institution Commitment
Lead Managers:
Banc of America Securities LLC $237,500,000
Credit Suisse Securities (USA) LLC $237,500,000
Goldman, Sachs & Co. $237,500,000
Lehman Brothers Inc. $237,500,000
Co-Managers:
Blaylock & Company, Inc. $10,000,000
Samuel A. Ramirez & Company, Inc. $10,000,000
Utendahl Capital Group, L.L.C $10,000,000
The Williams Capital Group, L.P. $10,000,000
CastleOak Securities, L.P. $5,000,000
Toussaint Capital Partners, LLC $5,000,000
Total $1,000,000,000
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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Page 3 |
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Filed Pursuant to Rule 424(b)(3) |
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Dated October 17, 2006 |
|
Registration Statement No. 333-132807 |
Additional Information:
General
At June 30, 2006, the Company had outstanding indebtedness totaling $382.374 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 June 30, 2006, excluding subordinated notes payable after one year, was equal to $379.581 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 ,
|
Six Months ended June 30, |
||||||||
|
2001 |
2002 |
2003 |
2004 |
2005 |
2006 |
||||
|
1.56 |
1.62 |
1.71 |
1.82 |
1.66 |
1.62 |
||||
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