PROSPECTUS

PROSPECTUS

Pricing Supplement No. 4176

Dated June 17, 2004

Dated May 12, 2005

PROSPECTUS SUPPLEMENT

Rule 424(b)(3)-Registration Statement

Dated June 18, 2004

No. 333-114095

GENERAL ELECTRIC CAPITAL CORPORATION

GLOBAL MEDIUM-TERM NOTES, SERIES A

(Floating Rate Notes)

Trade Date:

May 12, 2005

Settlement Date (Original Issue Date):

May 19, 2005

Maturity Date:

May 19, 2008

Principal Amount (in Specified Currency)

U.S.$1,400,000,000

Price to Public (Issue Price):

100.00%

Agent's Discount or Commission:

0.150%

Net Proceeds to Issuer (in Specified Currency):

U.S.$ 1,397,900,000

Interest Rate:

Interest Calculation:

n Regular Floating Rate

 Inverse Floating Rate

 Other Floating Rate

 

Interest Rate Basis:

LIBOR

Index Currency:

U.S. Dollars

Spread (Plus or Minus)

Plus 0.06%

Index Maturity:

One Month

Spread Multiplier:

N/A

Maximum Interest Rate:

N/A

Minimum Interest Rate:

N/A

Interest Payment Period:

Monthly

Interest Payment Dates:

Monthly on the 19th of each month, commencing June 19, 2005.

Initial Interest Rate:

To be determined two London Business Days prior to the Original Issue Date based on one month USD LIBOR plus 0.06%.

Interest Reset Periods and Dates:

Monthly on each Interest Payment Date.

Interest Determination Dates:

Monthly, two London Business Days prior to each Interest Reset Date.

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

 

 

(Floating Rate)

 

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Pricing Supplement No. 4176

 

Rule 424(b)(3)-Registration Statement

 

No.333-114095

Clearance and Settlement:

___

 

DTC Only.

     

X

 

DTC global (including through its indirect participants Euroclear and Clearstream, Luxembourg as described under "Global Clearance and Settlement Procedures" in the accompanying Prospectus Supplement).

     

___

 

DTC and Euroclear/Clearstream, Luxembourg (as described under "Description of Notes - General Special Provisions Relating to Certain Foreign Currency Notes" in the accompanying Prospectus Supplement).

     

___

 

Euroclear and Clearstream, Luxembourg only.

CUSIP No.: 36962GQ49

ISIN: US36962GQ499

Common Code: 022024043

Repayment, Redemption and Acceleration

Optional Repayment Date(s): N/A

Initial Redemption Date: N/A

Initial Redemption Percentage: N/A

Annual Redemption Percentage Reduction: N/A

Modified Payment Upon Acceleration: N/A

Original Issue Discount:

Amount of OID: N/A

Yield to Maturity: N/A

Interest Accrual Date: N/A

Initial Accrual Period OID: N/A

Amortizing Notes:

Amortization Schedule: N/A

 

 

 

 

(Floating Rate)

 

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Pricing Supplement No. 4176

 

Dated May 12, 2005

 

Rule 424(b)(3)-Registration Statement

 

No. 333-114095

Dual Currency Notes:

Face Amount Currency: N/A

Optional Payment Currency: N/A

Designated Exchange Rate: N/A

Option Value Calculation Agent: N/A

Option Election Date(s): N/A

Indexed Notes:

Currency Base Rate: N/A

Determination Agent: N/A

Listing:

___ Listed on the Luxembourg Exchange

_X_ Not listed on the Luxembourg Exchange

Additional Information:

General.


At March 31, 2005, the Company had outstanding indebtedness totaling $350.741 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, 2005, excluding subordinated notes payable after one year was equal to $349.921 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,

 

Three Months Ended March 31, 2005

2000

2001

2002

2003

2004

 

1.52

1.73

1.66

1.86

1.89

1.74

           

 

 

 

 

 

(Floating Rate)

 

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Pricing Supplement No. 4176

 

Dated May 12, 2005

 

Rule 424(b)(3)-Registration Statement

 

No. 333-114095

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.

Plan of Distribution:

The Notes are being purchased by the following financial institutions in their respective amounts (collectively, the "Underwriters"), as principal, at 100.00% of the aggregate principal amount less an underwriting discount equal to 0.150% of the principal amount of the Notes.

Institution

Commitment

Lead Managers:

 

Citigroup Global Markets Inc.

$ 438,760,000

Credit Suisse First Boston LLC

438,620,000

Merrill Lynch, Pierce Fenner & Smith Incorporated

438,760,000

   

Co-Managers:

 

Blaylock & Partners, L.P.

32,620,000

Loop Capital Markets, LLC

32,620,000

The Williams Capital Group, L.P.

18,620,000

   

Total

$1,400,000,000

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