UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K (Mark One) þ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2010 or ¨ Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from ___________to ___________ Commission file number 0-14804 General Electric Capital Services, Inc. (Exact name of registrant as specified in charter)

(Mark One) þ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2009 or ¨ Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from ___________to ___________ Commission file number 0-14804 General Electric Capital Services, Inc. (Exact name of registrant as specified in charter)

Delaware		06-1109503
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

3135 Easton Turnpike, Fairfield, CT	06828-0001	203/373-2211
(Address of principal executive offices)	(Zip Code)	(Registrant’s Telephone No., including area code)

Securities Registered Pursuant to Section 12(b) of the Act:
Title of each class		Name of each exchange on which registered
7½% Guaranteed Subordinated Notes Due August 21, 2035		New York Stock Exchange

Securities Registered Pursuant to Section 12(g) of the Act:

(Title of each class)

Common Stock, par value $1,000 per share

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¨ No þ

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No þ

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ¨ No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ¨

Accelerated filer ¨

Non-accelerated filer þ

Smaller reporting company ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No þ

Aggregate market value of the outstanding common equity held by nonaffiliates of the registrant as of the last business day of the registrant’s recently completed second fiscal quarter: None.

At February 1824, ~~2010~~2011, 1,062 shares of voting common stock, which constitute all of the outstanding common equity, with a par value of $1,000 per share were outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

The consolidated financial statements of General Electric Company, set forth in the Annual Report on Form 10-K of General Electric Company for the year ended December 31, ~~2009~~2010, are incorporated by reference into Part IV hereof.

REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION I(1)(a) AND (b) OF FORM 10-K AND IS THEREFORE FILING THIS FORM 10-K WITH THE REDUCED DISCLOSURE FORMAT.

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General Electric Capital Services, Inc.

Table of Contents

Part I		Page
Item 1.	Business	3
Item 1A.	Risk Factors	7
Item 1B.	Unresolved Staff Comments	12
Item 2.	Properties	12
Item 3.	Legal Proceedings	12
Item 4.	Submission of Matters to a Vote of Security Holders	13
Part II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and
	Issuer Purchases of Equity Securities	1413
Item 6.	Selected Financial Data	1413
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1514
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	5354
Item 8.	Financial Statements and Supplementary Data	5355
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	~~112~~125
Item 9A.	Controls and Procedures	~~112~~126
Item 9B.	Other Information	~~112~~126
Part III
Item 10.	Directors, Executive Officers and Corporate Governance	~~112~~126
Item 11.	Executive Compensation	~~112~~126
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	~~112~~126
Item 13.	Certain Relationships and Related Transactions, and Director Independence	~~112~~126
Item 14.	Principal Accounting Fees and Services	~~113~~127
Part IV
Item 15.	Exhibits, and Financial Statement Schedules	~~113~~127
	Signatures	~~121~~135

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PART I

Item 1. Business.

General Electric Capital Services, Inc.

General Electric Capital Services, Inc. (GE Capital Services or GECS) was incorporated in 1984 in Delaware. All of our outstanding common stock is owned by General Electric Company (GE Company or GE). Our principal subsidiary, General Electric Capital Corporation (GE Capital or GECC), which we wholly own, conducts most of GE’s financial services operations.

We operate in five segments described below. These operations are subject to a variety of regulations in their respective jurisdictions. Our ~~services~~operations are ~~offered~~ ~~primarily~~located in North America, South America, Europe, Australia and Asia.

Our principal executive offices are located at 3135 Easton Turnpike, Fairfield, CT, 06828-0001. At December 31, ~~2009~~2010, our employment totaled approximately 75 55,000.

Our financial information, including filings with the U.S. Securities and Exchange Commission (SEC), is available at www.ge.com/secreports. Copies are also available, without charge, from GE Corporate Investor Communications, 3135 Easton Turnpike, Fairfield, CT, 06828-0001. Reports filed with the SEC may be viewed at www.sec.gov or obtained at the SEC Public Reference Room in Washington, D.C. Information regarding the operation of the Public Reference Room may be obtained by calling the SEC at 1-800-SEC-0330. References to our website addressed in this report are provided as a convenience and do not constitute, or should not be viewed as, an incorporation by reference of the information contained on, or available through, the website. Therefore, such information should not be considered part of this report.

General Electric Capital Corporation

GE Capital was incorporated in 1943 as successor to a 1932 company in the State of New York under the provisions of the New York Banking Law relating to investment companies. GE contributed all of GE Capital’s stock to us in June 1984 upon our formation. On July 2, 2001, GE Capital changed its state of incorporation to Delaware. Financing and services offered by GE Capital are diversified, a significant change from the original business of GE Capital, which was, financing distribution and sale of consumer and other GE products. Currently, GE manufactures few of the products financed by GE Capital.

Forward-Looking Statements

This document contains “forward-looking statements” - that is, statements related to future, not past, events. In this context, forward-looking statements often address our expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see” or “will.” Forward-looking statements by their nature address matters that are, to different degrees, uncertain. For us, particular uncertainties that could cause our actual results to be materially different than those expressed in our forward-looking statements include: ~~the severity and duration of~~ current economic and financial conditions, including volatility in interest and exchange rates, commodity and equity prices and the value of financial assets; the impact of ~~U.S. and foreign government programs to restore liquidity and stimulate national and global economies; the impact of~~ conditions in the financial and credit markets on the availability and cost of GE ~~Capital~~GECC’s funding and on our ability to reduce ~~GE Capital~~GECC’s asset levels as planned; the impact of conditions in the housing market and unemployment rates on the level of commercial and consumer credit defaults; changes in Japanese consumer behavior that may affect our estimates of liability for excess interest refund claims (Grey Zone); our ability to maintain our current credit rating and the impact on our funding costs and competitive position if we do not do so; the ~~soundness of other financial institutions with which GE Capital does business; the~~ level of demand and financial performance of the major industries we serve, including, without limitation, air transportation, real estate and healthcare; the impact of regulation and regulatory, investigative and legal proceedings and legal compliance risks, including the impact of ~~proposed~~ financial services regulation; strategic actions, including acquisitions and dispositions and our success in integrating acquired businesses; and numerous other matters of national, regional and global scale, including those of a political, economic, business and competitive nature. These uncertainties may cause our actual future results to be materially different than those expressed in our forward-looking statements. These uncertainties are described in more detail in Part I, Item 1A. “Risk Factors” of this Form 10-K Report. We do not undertake to update our forward-looking statements.

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Operating Segments

Segment revenue and profit information and additional financial data and commentary on recent financial results for operating segments are provided in the Segment Operations section in Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and in Note 1920 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

Operating businesses that are reported as segments include Commercial Lending and Leasing (CLL), Consumer, Real Estate, Energy Financial Services and GE Capital Aviation Services (GECAS). A summary description of each of our operating segments follows.

~~During 2009,~~ GE Capital ~~provided~~businesses ~~$72~~offer ~~billion~~a ofbroad ~~new~~range ~~financings~~of infinancial ~~the~~services ~~U.S.~~and toproducts ~~various companies,~~worldwide ~~infrastructure~~for ~~projects~~businesses ~~and~~of ~~municipalities~~all sizes. ~~Additionally,~~Services weinclude ~~extended $74~~commercial ~~billion~~loans ofand ~~credit~~leases, tofleet ~~approximately~~management, 54financial ~~million~~programs, ~~U.S.~~home ~~consumers.~~loans, ~~GE Capital provided~~ credit ~~to approximately 14~~cards,~~200~~ ~~new~~personal ~~commercial~~loans ~~customers~~ and ~~40,000~~other ~~new small~~financial ~~businesses~~services. ~~during~~GE ~~2009~~Capital inalso ~~the~~develops ~~U.S.~~strategic partnerships and ~~ended~~joint ~~the~~ventures ~~period~~that ~~with~~utilize ~~outstanding credit~~GE’s toindustry-specific ~~more~~expertise ~~than~~in ~~346~~aviation,~~000~~ ~~commercial~~energy, ~~customers and 174~~infrastructure,~~000~~ ~~small~~healthcare ~~businesses through~~and ~~retail~~media ~~programs~~to incapitalize ~~the~~on Umarket-specific opportunities.S.

WeDuring ~~have communicated~~2010, ~~our~~GE ~~goal~~Capital ofprovided ~~reducing~~approximately ~~our~~$90 ~~ending~~billion ~~net~~of ~~investment~~new ~~(ENI)~~financings ~~over~~in the ~~next three years~~U.S. Toto ~~achieve~~various ~~this goal~~companies, weinfrastructure ~~are~~projects ~~more~~and ~~aggressively~~municipalities. ~~focusing~~Additionally, ~~our businesses~~we onextended ~~selective~~approximately ~~financial~~$78 ~~services~~billion ~~products~~of ~~where~~credit weto ~~have~~approximately ~~domain knowledge,~~52 ~~broad~~million ~~distribution,~~U.S. ~~and~~consumers. ~~the~~GE ~~ability~~Capital toprovided ~~earn~~credit ato ~~consistent~~approximately ~~return on capital~~29,000 ~~while~~new ~~managing~~commercial ~~our~~customers ~~overall~~and ~~balance~~46,000 ~~sheet~~new ~~size~~small ~~and~~businesses ~~risk.~~in Wethe ~~have~~U.S. ~~a strategy~~during of2010 ~~exiting~~and ~~those~~ended ~~businesses~~the ~~where~~period wewith ~~are~~outstanding ~~underperforming~~credit ~~or that are deemed~~ to bemore ~~non-strategic.~~than We302,000 ~~have~~commercial ~~completed~~customers aand ~~number~~179,000 ofsmall ~~dispositions~~businesses ~~in our~~through ~~businesses~~retail programs in the ~~past and will continue to evaluate options going forward~~U.S.

~~Effective January~~We 1,have ~~2010,~~communicated GEour ~~expanded~~goal ~~the~~of GEreducing ~~Capital~~our ~~Finance~~ending ~~segment~~net toinvestment ~~include~~(ENI). ~~all~~To ~~of the~~achieve ~~continuing~~this ~~operations~~goal, ofwe ~~GECC~~are ~~and~~more ~~renamed~~aggressively itfocusing GEour ~~Capital.~~businesses Inon ~~addition,~~selective ~~the Transportation~~financial ~~Financial~~services ~~Services~~products ~~business,~~where ~~previously~~we ~~reported~~have indomain ~~GECAS~~knowledge, ~~will be~~broad ~~included~~distribution, inand ~~CLL~~the ~~and~~ability ~~our~~to ~~Consumer~~earn ~~business~~a inconsistent ~~Italy~~return on capital, ~~previously~~while ~~reported~~managing ~~in Consumer,~~our ~~will~~overall bebalance ~~included~~sheet insize ~~CLL~~and risk. ~~Results~~We ~~for~~have ~~2009~~a ~~and~~strategy ~~prior~~of ~~periods~~ exiting those businesses where we are ~~reported~~ onunderperforming ~~the~~or ~~basis~~that ~~under~~are ~~which~~deemed weto ~~managed~~be non-strategic. We have completed a number of dispositions in our ~~business~~businesses in ~~2009~~the past and dowill ~~not reflect~~continue ~~the~~to ~~January~~evaluate ~~2010~~options ~~reorganization~~going forward.

We also continue our longstanding practice of providing supplemental information for certain businesses within the segments.

Commercial Lending and Leasing

CLL ~~(37.9%,~~ ~~37.1% and 37.5% of total GECS revenues in 2009, 2008 and 2007, respectively)~~ provides customers around the world with a broad range of financing solutions. We have particular mid-market expertise, and primarily offer collateralized loans, leases and other financial services to customers, including manufacturers, distributors and end-users for a variety of equipment and major capital assets. These assets include industrial-related facilities and equipment; vehicles; corporate aircraft; and equipment used in many industries, including the construction, manufacturing, transportation, media, communications, entertainment and healthcare industries. During 2009, we acquired a 100% ownership interest in Interbanca S.p.A., an Italian corporate bank in exchange for the Consumer businesses in Austria and Finland, ~~the~~our credit card and auto businesses in the U.K. and ~~the~~our credit card business in Ireland.

Historically, we have operated in a highly competitive environment. Our competitors include commercial banks, investment banks, leasing companies, financing companies associated with manufacturers, and independent finance companies. Competition related to our lending and leasing operations is based on price, that is, interest rates and fees, as well as deal structure and terms. More recently, competition has been affected by disruption in the capital markets, access to and availability of capital and a reduced number of competitors. Profitability is affected not only by broad economic conditions that affect customer credit quality and the availability and cost of capital funding, but also by successful management of credit risk, operating risk and market risks such as interest rate and currency exchange risks. Success requires high quality risk management systems, customer and industry specific knowledge, diversification, service and distribution channels, strong collateral and asset management knowledge, deal structuring expertise and the ability to reduce costs through technology and productivity.

In the first quarter of 2009, we deconsolidated Penske Truck Leasing, Co., L.P. (PTL) following our sale of a partial interest in a limited partnership in PTL.

Our headquarters are in Norwalk, Connecticut with offices throughout North America, Europe, Asia, Australia and Latin America.

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Consumer

Consumer ~~(35.6%~~, ~~35.5% and 34.8% of total GECS revenues in 2009, 2008 and 2007, respectively),~~ through consolidated entities and associated companies, is a leading provider of financial services to consumers and retailers ~~in over 40 countries~~ around the world. We offer a full range of ~~innovative~~ financial products to suit customers’ needs. These products include, on a global basis, private-label credit cards; personal loans; bank cards; auto loans and leases; mortgages; debt consolidation; home equity loans; deposit and other savings products; and small and medium enterprise lending.

~~In December~~During ~~2007, we sold our U.S. mortgage business (WMC). In the third quarter of~~ 2008, we completed the sale of GE Money Japan, which ~~comprised~~included our Japanese personal loan business (Lake) ~~and~~along with our Japanese mortgage and card businesses, excluding our ~~minority~~investment ~~ownership~~ in GE Nissen Credit Co., Ltd. GE Money Japan has been classified as discontinued operations. Also in 2008, we completed the sale of the Consumer business in Germany. In 2009, we completed the sale of our Consumer businesses in Austria and Finland, the credit card and auto businesses in the U.K., and the credit card business in Ireland in exchange for a 100% ownership in Interbanca S.p.A. Also in 2009, we completed the sale of a portion of our Australian residential mortgage business.

In ~~October~~ ~~2008, we completed~~ the ~~sale~~fourth quarter of ~~the Consumer business in Germany. In early 2009~~2010, we ~~completed~~entered ~~the~~into ~~sale~~agreements ofto sell our ~~Consumer businesses in Austria and Finland, the credit card and auto businesses in the~~ U.KS., ~~and~~recreational ~~the~~vehicle ~~credit~~and ~~card business~~marine inequipment ~~Ireland~~financing inportfolio ~~exchange~~(Consumer ~~for~~RV aMarine) ~~100%~~and ~~ownership~~Consumer ~~in Interbanca S.p.A.~~Mexico, which ~~were~~ ~~included~~have inbeen ~~assets~~classified ~~and~~as ~~liabilities~~discontinued ~~of businesses held for sale on the Statement of Financial Position at December 31, 2008~~operations.

In ~~the first~~2008, ~~quarter~~we ofacquired a controlling interest in Bank BPH. In June 2009, we acquired a controlling interest in BAC Credomatic GECF Inc. (BAC) and, in December 2010, completed the sale of aBAC. ~~portion~~BAC ofhas ~~our~~been ~~Australian residential~~classified ~~mortgage~~as ~~business~~a discontinued operation.

In ~~June 2008~~October 2010, we ~~acquired~~purchased asales ~~controlling~~finance ~~interest~~portfolios infrom ~~Bank~~Citi ~~BPH.~~Retail InPartner ~~June 2009~~Cards, wewhich ~~acquired a~~provides ~~controlling~~consumer ~~interest~~financing inprograms ~~BAC~~and ~~Credomatic~~related ~~GECF~~services ~~Inc.~~to ~~(BAC)~~small to mid-sized retailers and dealers.

Our operations are subject to a variety of bank and consumer protection regulations. Further, a number of countries have ceilings on rates chargeable to consumers in financial service transactions. We are subject to competition from various types of financial institutions including commercial banks, leasing companies, consumer loan companies, independent finance companies, ~~manufacturers’ captive~~ finance companies associated with manufacturers, and insurance companies. Industry participants compete on the basis of price, servicing capability, promotional marketing, risk management, and cross selling. The markets in which we operate are also subject to the risks from fluctuations in retail sales, interest and currency exchange rates, and the consumer’s capacity to repay debt.

Our headquarters are in Norwalk, Connecticut and our operations are located in North America, South America, Europe, Australia and Asia.

Real Estate

Real Estate ~~(7.4%, 9.3% and 9.8% of total GECS revenues in 2009, 2008 and 2007, respectively)~~ offers a comprehensive range of capital and investment solutions, including equity capital for acquisition or development, as well as fixed and floating rate mortgages for new acquisitions or re-capitalizations of commercial real estate worldwide. Our business finances, with both equity and loan structures, the acquisition, refinancing and renovation of office buildings, apartment buildings, retail facilities, hotels, parking facilities and industrial properties. Our typical real estate loans are intermediate term, senior, fixed or floating-rate, and are secured by existing income-producing commercial properties. We invest in, and provide restructuring financing for, portfolios of commercial mortgage loans, limited partnerships and tax-exempt bonds.

We own and operate a global portfolio of real estate with the objective of maximizing property cash flows and asset values. In the normal course of our business operations, we sell certain real estate equity investments when it is economically advantageous for us to do so. However, as real estate values are affected by certain forces beyond our control (e.g., market fundamentals and demographic conditions), it is difficult to predict with certainty the level of future sales, sales prices, impairments or write-offs.

Our competitors include banks, financial institutions, real estate companies, real estate investment funds and other financial companies. Competition in our equity investment business is primarily based on price, and competition in our lending business is primarily based on interest rates and fees, as well as deal structure and terms. As we compete globally, our success is sensitive to the economic and political environment of each country in which we do business.

Our headquarters are in Norwalk, Connecticut with offices throughout North America, Europe, Australia and Asia.

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Energy Financial Services

Energy Financial Services ~~(3.9%, 5.2% and 3.3% of total GECS revenues in 2009, 2008 and 2007, respectively)~~ offers structured equity, debt, leasing, partnership financing, project finance and broad-based commercial finance to the global energy and water industries and invests in operating assets in these industries. ~~Energy~~ ~~Financial~~In ~~Services~~May ~~also~~2010, ~~owns~~we asold ~~controlling~~our general partnership interest in Regency Energy Partners LPL.P. (Regency), a midstream ~~master~~natural ~~limited~~gas ~~partnership~~services ~~engaged~~provider, inand ~~the~~retained ~~gathering, processing,~~a ~~transporting~~limited ~~and~~partnership ~~marketing~~interest. ofThis ~~natural~~resulted ~~gas~~in ~~and~~the ~~gas liquids~~deconsolidation of Regency.

We operate in a highly competitive environment. Our competitors include banks, financial institutions, energy and water companies, and other finance and leasing companies. Competition is primarily based on price, that is, interest rates and fees, as well as deal structure and terms. As we compete globally, our success is sensitive to the economic and political environment of each country in which we do business.

Our headquarters are in Stamford, Connecticut with offices throughout North America, Europe, Asia and the Middle East.

GE Capital Aviation Services

GECAS ~~(8.7%,~~ ~~6.9% and 6.7% of total GECS revenues in 2009, 2008 and 2007, respectively)~~ engages in commercial aircraft leasing and finance, delivering fleet and financing solutions to companies across the spectrum of the aviation industry. Our product offerings include leases and secured loans on commercial passenger aircraft, freighters and regional jets; engine leasing and financing solutions; aircraft parts solutions; and airport equity and debt financing. We also co-sponsor an infrastructure private equity fund, which invests in large infrastructure projects including gateway airports. ~~GECAS also has in its portfolio a wide array of products including leases, debt and equity investments to the global transportation industry (marine, rail and intermodal).~~

We operate in a highly competitive environment. Our competitors include aircraft manufacturers, banks, financial institutions, equity investors, and other finance and leasing companies. Competition is based on lease rate financing terms, aircraft delivery dates, condition and availability, as well as available capital demand for financing.

Our headquarters are in Stamford, Connecticut and Shannon, Ireland with offices throughout North America, Europe, the Middle East, Asia and South America.

GECS Corporate Items and Eliminations

GECS Corporate Items and Eliminations primarily include unallocated Treasury and Tax operations; Trinity, a group of sponsored special purpose entities, (which ceased issuing new investment contracts beginning in the first quarter of 2010); certain consolidated, liquidating securitization entities; the effects of eliminating transactions between GE Capital’s five operating businesses; underabsorbed corporate overhead; and certain non-allocated amounts determined by the GECS Chairman.

Discontinued Operations

Discontinued operations primarily comprised BAC, GE Money Japan, ~~and~~our U.S. mortgage business (WMC), Consumer RV Marine and Consumer Mexico.

For further information about discontinued operations, see ~~the Segment Operations section of~~ Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Note 2 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

Geographic Data

Geographic data ~~are~~is reported in Note 1920 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

Additional financial data about our geographic operations is provided in the Geographic Operations section in Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this Form 10-K Report.

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Regulations and Competition

Our activities are subject to a variety of U.S. federal and state regulations including, at the federal level, the Consumer Credit Protection Act, the Equal Credit Opportunity Act and certain regulations issued by the Federal Trade Commission. A majority of states have ceilings on rates chargeable to customers on retail loan transactions, installment loans and revolving credit financing. Our insurance activities are regulated by various state insurance commissions and non-U.S. regulatory authorities. We are a unitary savings and loan holding company by virtue of owning a federal savings bank in the U.S.; as such, we are subject to holding company supervision by the Office of Thrift Supervision. Our global operations are subject to regulation in their respective jurisdictions. To date, compliance with such regulations has not had a material adverse effect on our financial position or results of operations.

The businesses in which we engage are highly competitive. We are subject to competition from various types of financial institutions, including banks, thrifts, investment banks, broker-dealers, credit unions, leasing companies, consumer loan companies, independent finance companies, finance companies associated with manufacturers and insurance and reinsurance companies.

Business and Economic Conditions

Our businesses are generally affected by general business and economic conditions in countries in which we conduct business. When overall economic conditions deteriorate in those countries, there generally are adverse effects on our operations, although those effects are dynamic and complex. For example, a downturn in employment or economic growth in a particular national or regional economy will generally increase the pressure on customers, which generally will result in deterioration of repayment patterns and a reduction in the value of collateral. However, in such a downturn, demand for loans and other products and services we offer may actually increase. Interest rates, another macro-economic factor, are important to our businesses. In the lending and leasing businesses, higher real interest rates increase our cost to borrow funds, but also provide higher levels of return on new investments. For our operations, such as the insurance activities, that are linked less directly to interest rates, rate changes generally affect returns on investment portfolios.

Item 1A. Risk Factors.

The following discussion of risk factors contains “forward-looking statements,” as discussed in Item 1. “Business”. These risk factors may be important to understanding any statement in this Annual Report on Form 10-K or elsewhere. The following information should be read in conjunction with Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” (MD&A), and the consolidated financial statements and related notes in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

Our businesses routinely encounter and address risks, some of which will cause our future results to be different -– sometimes materially different -– than we presently anticipate. Discussion about important operational risks that our businesses encounter can be found in the MD&A section and in the business descriptions in Item 1. “Business” of this Form 10-K Report. Below, we describe certain important operational and strategic risks. Our reactions to material future developments as well as our competitors’ reactions to those developments will affect our future results.

Our global growth is subject to economic and political risks.

We conduct our operations in virtually every part of the world. In ~~2009~~2010, approximately 52% of our ~~revenues~~revenue was attributable to activities outside the United States. Our operations are subject to the effects of global competition. They are also affected by local economic environments, including inflation, recession and currency volatility. Political changes, some of which may be disruptive, can interfere with our supply chain, our customers and all of our activities in a particular location. While some of these risks can be hedged using derivatives or other financial instruments and some are insurable, such attempts to mitigate these risks are costly and not always successful, and our ability to engage in such mitigation has decreased or become even more costly as a result of ~~current~~more volatile market conditions.

We are subject to a wide variety of laws and regulations that may change in significant ways.

Our businesses are subject to regulation under a wide variety of U.S. federal and state and non-U.S. laws, regulations and policies.

(7)

~~There~~We ~~can be~~are no assurance that laws and regulations will not be changed in ways that will require us to modify our business models and objectives or affect our returns on investments by making existing practices more restricted, subject to ~~escalating costs or prohibited outright. In particular, U.S. and non-U.S. governments are undertaking~~ a ~~substantial~~wide ~~review~~variety ~~and revision~~ of ~~the regulation and supervision of bank and non-bank financial institutions, consumer lending, the over-the-counter derivatives market and tax~~ laws and regulations, ~~which may have a significant effect on GE Capital’s structure, operations, liquidity and performance. We are also subject to a number of trade control laws and regulations~~ that may ~~affect~~change ~~our ability to sell our products~~ in global markets. In addition, we are subject to regulatory risks from laws that reduce the allowable lending rate or limit consumer borrowing, local capital requirements that may increase the risk of not being able to retrieve assets, and changes to tax law that may affect our return on investments. For example, GE’s effective tax rate is reduced because active business income earned and indefinitely reinvested outside the United States is taxed at less than the U.S. rate. A significant ~~portion of this reduction depends upon a provision of U~~ways.S. tax law that defers the imposition of U.S. tax on certain active financial services income until that income is repatriated to the United States as a dividend. This provision is consistent with international tax norms and permits U.S. financial services companies to compete more effectively with non-U.S. banks and other non-U.S. financial institutions in global markets. This provision, which expired at the end of 2009, has been scheduled to expire and has been extended by Congress on five previous occasions, including in October of 2008. A one-year extension was passed by the House of Representatives in 2009 and the Senate Finance Committee Chairman and Ranking Member have indicated an intention to extend the provision for one year retroactive to the beginning of 2010, but there can be no assurance that it will be extended. In the event the provision is not extended after 2009, the current U.S. tax imposed on active financial services income earned outside the United States would increase, making it more difficult for U.S. financial services companies to compete in global markets. If this provision is not extended, we expect our effective tax rate to increase significantly after 2010. The executive branch of the U.S. government recently proposed the Financial Responsibility Crisis Fee, which would require us to pay a fee at an annual rate of 15 basis points based on the amount of covered liabilities (defined as assets less the sum of Tier 1 capital and Federal Deposit Insurance Corporation (FDIC) - assessed deposits). This proposal is at an early stage, and its impact on the company, if any, will depend on a number of factors that are subject to congressional review and approval. If adopted, this fee could result in a reduction of our earnings going forward. In addition, the U.S. government is currently considering broad–based legislation to change healthcare coverage, that includes provisions for a fee on medical devices, which could adversely affect the profitability of GE’s Healthcare business and increase the costs of providing healthcare to GE’s employees. Furthermore, we have been, and expect to continue, participating in U.S. and international economic stimulus programs, which require us to comply with strict governmental regulations. Inability to comply with these regulations could adversely affect our status in these projects and adversely affect our results of operations, financial position and cash flows.

Our businesses are subject to regulation under a wide variety of U.S. federal and state and non-U.S. laws, regulations and policies. There can be no assurance that laws and regulations will not be changed in ways that will require us to modify our business models and objectives or affect our returns on investments by restricting existing activities and products, subjecting them to escalating costs or prohibiting them outright. In particular, U.S. and non-U.S. governments are undertaking a substantial review and revision of the regulation and supervision of bank and non-bank financial institutions, consumer lending, the over-the-counter derivatives market and tax laws and regulations, which may have an effect on GE Capital’s structure, operations, liquidity and performance. We are also subject to a number of trade control laws and regulations that may affect our ability to sell our products in global markets. In addition, we are subject to regulatory risks from laws that reduce the allowable lending rate or limit consumer borrowing, local capital requirements that may increase the risk of not being able to retrieve assets, and changes to tax law that may affect our return on investments. For example, GE’s effective tax rate is reduced because active business income earned and indefinitely reinvested outside the United States is taxed at less than the U.S. rate. A significant portion of this reduction depends upon a provision of U.S. tax law that defers the imposition of U.S. tax on certain active financial services income until that income is repatriated to the United States as a dividend. This provision is consistent with international tax norms and permits U.S. financial services companies to compete more effectively with non-U.S. banks and other non-U.S. financial institutions in global markets. This provision, which expires at the end of 2011, has been scheduled to expire and has been extended by Congress on six previous occasions, including in December of 2010, but there can be no assurance that it will continue to be extended. In the event the provision is not extended after 2011, the current U.S. tax imposed on active financial services income earned outside the United States would increase, making it more difficult for U.S. financial services companies to compete in global markets. If this provision is not extended, we expect our effective tax rate to increase significantly after 2012. In addition, efforts by public and private sectors to control the growth of healthcare costs may lead to lower reimbursements and increased utilization controls related to the use of our products by healthcare providers. Increased government regulatory scrutiny of medical devices, including reviews of the U.S. Food and Drug Administration (U.S. FDA) device pre-market authorization process, may impact the requirements for marketing GE’s products and slow its ability to introduce new products, resulting in an adverse impact on GE’s business. Furthermore, we have been, and expect to continue, participating in U.S. and international economic stimulus programs, which require us to comply with strict governmental regulations. Inability to comply with these regulations could adversely affect our status in these projects and adversely affect our results of operations, financial position and cash flows.

We are subject to legal proceedings and legal compliance risks.

We are subject to a variety of legal proceedings and legal compliance risks. Wein ~~and~~virtually ~~our subsidiaries~~every part of the world. We, our ~~businesses~~representatives and the industries in which we operate are at times being reviewed or investigated by regulators, which could lead to enforcement actions, fines and penalties or the assertion of private litigation claims and damages. Additionally, GE and its subsidiaries are involved in a sizable number of remediation actions to clean up hazardous wastes as required by federal and state laws. These include the dredging of polychlorinated biphenyls from a 40-mile stretch of the upper Hudson River in New York State. We are also subject to certain other legal proceedings described in Item 3. “Legal Proceedings” of this Form 10-K Report. While we believe that we have adopted appropriate risk management and compliance programs, the global and diverse nature of our operations means that legal and compliance risks will continue to exist and additional legal proceedings and other contingencies, the outcome of which cannot be predicted with certainty, will arise from time to time.

The success of our business depends on achieving our objectives for strategic acquisitions, dispositions and joint ventures.

With respect to acquisitions, mergers and joint ventures, we may not be able to identify suitable candidates at terms acceptable to us or may not achieve expected returns and other benefits as a result of various factors, including integration and collaboration challenges, such as personnel and technology. We will continue to evaluate the potential disposition of assets and businesses that may no longer help us meet our objectives. When we decide to sell assets or a business, we may encounter difficulty in finding buyers or alternative exit strategies on acceptable terms in a timely manner, which could delay the accomplishment of our strategic objectives. Alternatively, we may dispose of a business at a price or on terms that are less than we had anticipated. Even upon reaching an agreement with a buyer or seller for the acquisition or disposition of a business, we are subject to satisfaction of pre-closing conditions as well as to necessary regulatory and governmental approvals on acceptable terms, which may prevent us from completing the transaction.

(8)

The success of our business depends on achieving our objectives for strategic acquisitions and dispositions.

With respect to acquisitions and mergers, we may not be able to identify suitable candidates at terms acceptable to us or may not achieve expected returns and other benefits as a result of various factors, including integration challenges, such as personnel and technology. We will continue to evaluate the potential disposition of assets and businesses that may no longer help us meet our objectives. When we decide to sell assets or a business, we may encounter difficulty in finding buyers or alternative exit strategies on acceptable terms in a timely manner, which could delay the accomplishment of our strategic objectives. Alternatively, we may dispose of a business at a price or on terms that are less than we had anticipated. Even upon reaching an agreement with a buyer or seller for the acquisition or disposition of a business, we are subject to necessary regulatory and governmental approvals on acceptable terms, which may prevent us from completing the transaction. For example, our parent, GE, recently entered into an agreement with Comcast Corporation to transfer the assets of the NBCU business to a newly formed entity, pursuant to which GE will receive cash and will own a 49% interest in the newly formed entity. The transaction is subject to receipt of various regulatory approvals. In addition, there is a risk that we may sell a business whose subsequent performance exceeds our expectations, in which case our decision would have potentially sacrificed enterprise value.

Sustained increases in costs of pension and healthcare benefits may reduce GE’s profitability.

Our results of operations may be positively or negatively affected by the amount of income or expense GE records ~~for~~ its defined benefit pension plans. U.S. generally accepted accounting principles (GAAP) require that we calculate income or expense for the plans using actuarial valuations. These valuations reflect assumptions about financial market and other economic conditions, which may change based on changes in key economic indicators. The most significant year-end assumptions GE used to estimate pension income or expense for ~~2010~~2011 are the discount rate and the expected long-term rate of return on ~~plans~~the plan assets. In addition, we are required to make an annual measurement of plan assets and liabilities, which may result in a significant change to equity through a reduction or increase to Accumulated gains (losses) – net, Benefit plans. At the end of ~~2009~~2010, the ~~projected benefit obligation of~~ GE’s ~~U.S.~~Pension ~~principal~~Plan ~~pension plans~~ was underfunded by $482.18 billion, and ~~assets~~the ~~were~~GE Supplementary Pension Plan, an unfunded plan, had a projected benefit obligation of $424.14 billion. Although GAAP expense and pension funding contributions are not directly related, key economic factors that affect GAAP expense would also likely affect the amount of cash weGE would contribute to pension plans as required under the Employee Retirement Income Security Act (ERISA). Failure to achieve expected returns on plan assets could also result in an increase to the amount of cash GE would be required to contribute to pension plans. In addition, upward pressure on the cost of providing healthcare benefits to current employees and retirees may increase future funding obligations. Although GE has actively sought to control increases in these costs, there can be no assurance that GE will succeed in limiting cost increases, and continued upward pressure could reduce GE’s profitability.

Conditions in the financial and credit markets may affect the availability and cost of GE Capital’s funding.

A large portion of GE Capital’s borrowings is in the form of commercial paper and long-term debt. GE Capital’s outstanding commercial paper and long-term debt was $4237 billion and $~~399~~350 billion as of December 31, ~~2009~~2010, respectively. ~~While~~We ~~we have fully prefunded our planned 2010 long-term debt requirements, we~~ continue to rely on the availability of the unsecured debt markets to access funding for term maturities ~~beyond~~for ~~2010~~2011 and beyond. In addition, we rely on the availability of the commercial paper markets to refinance maturing ~~short-term~~ commercial paper debt throughout the year. In order to further diversify our funding sources, we also plan to expand our reliance on alternative sources of funding, including bank deposits, securitizations and other asset-based funding. There can be no assurance that we will succeed in diversifying our funding sources or that the short and long-term credit markets will be available or, if available, that the cost of funding will not substantially increase and affect the overall profitability of GE Capital. Factors that may cause an increase in our funding costs include: a decreased reliance on short-term funding, such as commercial paper, in favor of longer-term funding arrangements; ~~refinancing of funding that we have obtained under the FDIC Temporary Liquidity Guarantee Program (TLGP) at market rates at the time such funding matures;~~ decreased capacity and increased competition among debt issuers; and ~~our~~increased ~~credit~~competition ~~ratings~~for deposits in ~~effect~~our ataffiliate ~~the~~banks’ ~~time of refinancing~~markets. If GE Capital’s cost of funding were to increase, it may adversely affect its competitive position and result in lower lending margins, earnings and cash flows as well as lower returns on its shareowner’s equity and invested capital. ~~While GE currently does not anticipate any equity offerings, other sources of funding that involve the issuance of additional equity securities would be dilutive to GE’s existing shareowners.~~

If conditions in the financial markets deteriorate, it may adversely affect the business and results of operations of GE Capital.

Increased payment defaults and foreclosures and sustained levels of high unemployment have resulted in significant write-downs of asset values by financial institutions, including GE Capital. If these conditions continue or worsen, there can be no assurance that we will be able to recover fully the value of certain assets, including goodwill, intangibles and tax assets. In addition, although we have established allowances for losses in GE Capital’s portfolio of financing receivables that we believe are adequate, further deterioration in the economy and in default and recovery rates could require us to increase these allowances and write-offs, which, depending on the amount of the increase, could have a material adverse effect on our business, financial position and results of operations. To reduce GE’s exposure to volatile conditions in the financial markets and rebalance the relative size of its financial and industrial businesses, we decided to reduce the size of GE Capital, as measured by its ending net investment. While we are currently ahead of our reduction targets, there can be no assurance that we will be able to timely execute on our reduction targets and failure to do so would result in greater exposure to financial markets than contemplated under our strategic funding plan or may result in the need for GE to make additional contributions to GE Capital.

(9)

Difficult conditions in the financial services markets have materially and adversely affected the business and results of operations of GE Capital and these conditions may persist.

Declines in the real estate markets, increased payment defaults and foreclosures and sustained levels of high unemployment have resulted in significant write-downs of asset values by financial institutions, including GE Capital. If these conditions continue or worsen, there can be no assurance that we will be able to recover fully the value of certain assets, including goodwill, intangibles and tax assets. In addition, although we have established allowances for losses in GE Capital’s portfolio of financing receivables that we believe are adequate, further deterioration in the economy and in default and recovery rates could require us to increase these allowances and write-offs, which, depending on the amount of the increase, could have a material adverse effect on our business, financial position and results of operations. To reduce GE’s exposure to volatile conditions in the financial markets and rebalance the relative size of its financial and industrial businesses, we have decided to reduce the size of GE Capital, as measured by its ending net investment. There can be no assurance that we will be able to timely execute on our reduction targets and failure to do so would result in greater exposure to financial markets than contemplated under our strategic funding plan or may result in the need for GE to make additional contributions to GE Capital.

The soundness of other financial institutions could adversely affect GE Capital.

GE Capital has exposure to many different industries and counterparties, and routinely executes transactions with counterparties in the financial services industry, including brokers and dealers, commercial banks, investment banks and other institutional clients. Many of these transactions expose GE Capital to credit risk in the event of default of ~~its~~our counterparty or client. In addition, GE Capital’s credit risk may be increased when the collateral held cannot be realized upon sale or is liquidated at prices not sufficient to recover the full amount of the loan or derivative exposure due to itus. GE Capital also has exposure to these financial institutions in the form of unsecured debt instruments held in its investment portfolios. GE Capital has policies relating to initial credit rating requirements and to exposure limits to counterparties (as described in Note 15 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report), which are designed to limit credit and liquidity risk. There can be no assurance, however, that any losses or impairments to the carrying value of financial assets would not materially and adversely affect GE Capital’s business, financial position and results of operations.

The real estate markets in which GE Capital participates are highly uncertain, which may adversely affect GE Capital’s business, financial position and results of operations.

GE Capital participates in the commercial real estate market in two ways: ~~it provides~~we provide financing for the acquisition, refinancing and renovation of various types of properties, and itwe also ~~acquires~~acquire equity positions in various types of properties or real estate investments. The profitability of real estate investments is largely dependent upon the economic conditions in specific geographic markets in which the properties are located and the perceived value of those markets at the time of sale. The level of transactions for real estate assets ~~may~~continue ~~vary~~to ~~significantly from~~remain ~~one~~at ~~year~~levels tobelow historical norms in many of the ~~next~~markets in which we operate. Continued high levels of unemployment, slowdown in business activity, excess inventory capacity and limited availability of credit ~~are~~ ~~expected~~may to continue to adversely affect the value of real estate assets and collateral to real estate loans GE Capital holds. Under current market and credit conditions, there can be no assurance as to the level of sales GE Capital will complete or the net sales proceeds itwe will realize. Also, occupancy rates and market ~~rentals~~rent levels may worsen, which may result in impairments to the carrying value of equity investments or increases in the allowance for loan losses on commercial real estate loans.

GE Capital is also a residential mortgage lender in certain geographic markets outside the United States that have been, and may continue to be, adversely affected by declines in real estate values and home sale volumes, job losses, consumer bankruptcies and other factors that may negatively impact the credit performance of our mortgage loans. Our allowance for loan losses on these mortgage loans is based on our analysis of current and historical delinquency and loan performance, as well as other management assumptions that may be inaccurate predictions of credit performance in this environment. There can be no assurance that, in this environment, credit performance will not be materially worse than anticipated and, as a result, materially and adversely affect GE Capital’s business, financial position and results of operations.

(10)

Failure to maintain our credit ratings could adversely affect our cost of funds and related margins, liquidity, competitive position and access to capital markets.

The major debt rating agencies routinely evaluate our debt. This evaluation is based on a number of factors, which include financial strength as well as transparency with rating agencies and timeliness of financial reporting. InAs ~~March~~of ~~2009~~December 31, ~~Standard &~~2010, ~~Poor’s (S&P) downgraded~~ GE and ~~GE Capital~~GECC’s long-term ~~rating~~unsecured bydebt ~~one notch~~credit rating from ~~“AAA”~~Standard toand Poor’s Ratings Service (S&P) was “AA+” ~~and, at~~ (the ~~same~~second ~~time,~~highest ~~revised~~of ~~the~~22 ~~outlook~~rating ~~from negative~~categories) towith a stable. Inoutlook ~~addition,~~and from Moody’s Investors Service (“Moody’s”) ~~downgraded GE~~was ~~and~~“Aa2” GE(the ~~Capital’s~~third ~~long-term~~highest ~~rating~~of by21 ~~two~~rating ~~notches~~categories) ~~from “Aaa” to “Aa2”~~ with a stable outlook. ~~The~~As of December 31, 2010, GE, GE Capital Services and GE Capital’s short-term ~~ratings~~credit ofrating from S&P was “A-1+~~/P-1~~” ~~were~~(the ~~affirmed~~highest ~~by both~~ rating ~~agencies~~category atof ~~the~~six ~~same~~categories) ~~time~~and ~~with~~from ~~respect~~Moody’s towas ~~GE,~~“P-1” GE(the ~~Capital~~highest ~~Services~~rating ~~and~~category ~~GE Capital~~of four categories). There can be no assurance that we will be able to maintain our credit ratings and failure to do so could adversely affect our cost of funds and related margins, liquidity, competitive position and access to capital markets. Various debt and derivative instruments, guarantees and covenants would require posting additional capital or collateral in the event of a ratings downgrade, which, depending on the extent of the downgrade, could have a material adverse effect on our liquidity and capital position.

(10)

Current conditions in the global economy and the major industries we serve also may materially and adversely affect the business and results of operations of GE’s non-financial businesses.

The business and operating results of GE’s technology infrastructure, energy infrastructure, ~~consumer~~home and ~~industrial~~business solutions and media businesses have been, and will continue to be, affected by worldwide economic conditions, including conditions in the air and rail transportation, energy generation, healthcare, media, home building and other major industries GE serves. As a result of ~~slowing~~slower global economic growth, the credit market crisis, declining consumer and business confidence, increased unemployment, reduced levels of capital expenditures, fluctuating commodity prices, bankruptcies and other challenges ~~currently~~affect ~~affecting~~ the global economy, some of GE’s customers have experienced deterioration of their businesses, cash flow shortages, and difficulty obtaining financing. As a result, existing or potential customers may delay or cancel plans to purchase GE’s products and services, including large infrastructure projects, and may not be able to fulfill their obligations to GE in a timely fashion. In particular, the airline industry is highly cyclical, and the level of demand for air travel is correlated to the strength of the U.S. and international economies. ~~A prolonged~~An ~~economic~~extended ~~downturn~~period of slow growth in the U.S. or internationally that ~~continues~~results ~~to result~~ in the loss of business and leisure traffic could have a material adverse effect on our airline customers and the viability of their business. Service contract cancellations could affect GE’s ability to fully recover its contract costs and estimated earnings. Further, our vendors may be experiencing similar conditions, which may impact their ability to fulfill their obligations to GE. If slower growth in the global ~~economic~~economy ~~slowdown~~ continues for a significant period or there is significant ~~further~~ deterioration in the global economy, GE’s results of operations, financial position and cash flows could be materially adversely affected.

~~We are~~Increased ~~dependent~~IT onsecurity ~~market~~threats ~~acceptance~~and ofmore ~~new~~sophisticated ~~product~~and ~~introductions~~targeted ~~and~~computer ~~product innovations~~crime ~~for~~could ~~continued~~pose ~~revenue~~a ~~growth~~risk to our systems, networks, products, solutions and services.

~~The markets~~Increased inglobal ~~which~~IT wesecurity ~~operate~~threats ~~are~~and ~~subject~~more tosophisticated ~~technological~~and ~~change.~~targeted ~~Our~~computer ~~long-term operating~~crime ~~results~~pose ~~depend~~a ~~substantially~~risk ~~upon~~to the security of our ~~ability~~systems toand ~~continually~~networks ~~develop~~and the confidentiality, ~~introduce,~~ availability and ~~market~~integrity ~~new~~of ~~and~~our ~~innovative~~data. ~~products,~~While we attempt to ~~modify~~mitigate ~~existing~~these ~~products~~risks by employing a number of measures, to ~~respond~~including toemployee ~~technological~~training, ~~change~~comprehensive monitoring of our networks and systems, and tomaintenance ~~customize~~of ~~certain~~backup and protective systems, our systems, networks, products, tosolutions ~~meet customer~~and ~~requirements.~~services ~~There~~remain ~~are~~potentially ~~numerous~~vulnerable ~~risks~~to ~~inherent~~advanced inpersistent ~~this~~threats. ~~process, including~~Depending ~~the~~on ~~risks~~their ~~that~~nature weand ~~will~~scope, besuch ~~unable~~threats tocould ~~anticipate~~potentially lead to the ~~direction~~compromising of ~~technological~~ ~~change~~confidential orinformation, ~~that~~improper weuse ~~will~~of beour ~~unable~~systems toand ~~develop~~networks, manipulation and ~~market~~destruction ~~new~~ of data, defective products, production downtimes and ~~applications~~operational disruptions, which in aturn ~~timely~~could ~~fashion~~adversely toaffect ~~satisfy~~our ~~customer demands~~reputation, competitiveness and results of operations.

~~Our Intellectual~~GE ~~property portfolio~~ may ~~not~~face ~~prevent~~quality ~~competitors~~problems from ~~independently developing~~operational ~~products~~failures ~~and~~that ~~services~~could ~~similar~~have toa ormaterial ~~duplicative~~adverse toeffect GEon our business, reputation, financial position and GEresults ~~may~~of ~~not be~~operations, ~~able~~and towe ~~obtain~~are ~~necessary~~dependent ~~licenses~~on market acceptance of new product introductions and product innovations for continued revenue growth.

~~Our patents~~GE ~~and~~produces ~~other~~highly ~~intellectual~~sophisticated ~~property~~products ~~may~~and ~~not~~provides ~~prevent~~specialized ~~competitors~~services ~~from independently~~for ~~developing~~both ~~products~~GE and ~~services~~third-party ~~similar~~products tothat incorporate or ~~duplicative~~use ~~of GE’s~~leading-edge technology, ~~and~~including ~~there~~both ~~can~~hardware beand nosoftware. ~~assurance~~While ~~that~~GE ~~the~~has ~~resources~~built ~~invested~~extensive byoperational usprocesses to ~~protect our~~ensure ~~intellectual property will be sufficient or~~ that ~~our~~the ~~intellectual~~design, ~~property portfolio~~manufacture ~~will~~and ~~adequately~~servicing ~~deter~~of ~~misappropriation~~such orproducts ~~improper~~meet ~~use~~the ofmost ~~our technology.~~rigorous Inquality ~~addition~~standards, wethere ~~may~~can be ~~the~~no ~~target~~assurance ofthat ~~aggressive~~GE ~~and~~or ~~opportunistic enforcement~~its ofcustomers ~~patents~~will bynot ~~third-parties,~~experience ~~including~~operational ~~non-practicing~~process ~~entities. Regardless~~failures ofthat ~~the~~could ~~merit~~result ofin ~~such~~potential ~~claims~~product, ~~responding~~safety, toregulatory ~~infringement~~or ~~claims~~environmental ~~can~~risks. ~~be expensive~~Such ~~and~~operational ~~time-consuming.~~failures Ifor GEquality isissues ~~found~~could tohave ~~infringe~~a ~~any~~material ~~third~~adverse ~~party~~effect ~~rights~~on our business, GE ~~could~~reputation, befinancial ~~required~~position toand ~~pay~~results ~~substantial~~of ~~damages~~operations. orIn GEaddition, ~~could~~the bemarkets ~~enjoined~~in ~~from offering~~which ~~some~~we ofoperate ~~its~~are ~~products~~subject ~~and~~to ~~services~~technological change. ~~Also,~~Our ~~there~~long-term ~~can~~operating beresults nodepend ~~assurances that~~substantially weupon ~~will~~our beability ~~able~~ to ~~obtain~~continually ordevelop, ~~re-new~~introduce, ~~from~~and ~~third~~market ~~parties~~new ~~the~~and ~~licenses~~innovative weproducts, ~~need in~~to ~~the~~modify ~~future~~existing products, ~~and~~to ~~there~~respond isto notechnological ~~assurance~~change, ~~that~~and ~~such~~to ~~licenses~~customize ~~can~~certain beproducts ~~obtained~~to ~~on reasonable~~meet ~~terms~~customer requirements.

Our intellectual property portfolio may not prevent competitors from independently developing products and services similar to or duplicative to GE’s.

Our patents and other intellectual property may not prevent competitors from independently developing or selling products and services similar to or duplicative of GE’s, and there can be no assurance that the resources invested by us to protect our intellectual property will be sufficient or that our intellectual property portfolio will adequately deter misappropriation or improper use of our technology. We could also face competition in some countries where we have not invested in an intellectual property portfolio. In addition, we may be the target of aggressive and opportunistic enforcement of patents by third parties, including non-practicing entities. Regardless of the merit of such claims, responding to infringement claims can be expensive and time-consuming. If GE is found to infringe any third-party rights, GE could be required to pay substantial damages or GE could be enjoined from offering some of its products and services. Also, there can be no assurances that we will be able to obtain or re-new from third parties the licenses we need in the future, and there is no assurance that such licenses can be obtained on reasonable terms.

(11)

Significant raw material shortages, supplier capacity constraints, supplier production disruptions, supplier quality issues or price increases could increase our operating costs and adversely impact the competitive positions of GE’s products.

GE’s reliance on third-party suppliers, contract manufacturers and service providers and commodity markets to secure raw materials, parts, components and sub-systems used in its products exposes GE to volatility in the prices and availability of these materials, parts, components, systems and services. A disruption in deliveries from GE’s third-party suppliers, contract manufacturers or service providers, capacity constraints, production disruptions, price increases, or decreased availability of raw materials or commodities, could have an adverse effect on GE’s ability to meet its commitments to customers or increase its operating costs. Quality issues experienced by third-party providers can also adversely affect the quality and effectiveness of GE’s products and services and result in liability and reputational harm.

Item 1B. Unresolved Staff Comments.

Not applicable.

Item 2. Properties.

We conduct our business from various facilities, most of which are leased. The locations of our primary facilities are described in Item 1. “Business” of this Form 10-K Report.

Item 3. Legal Proceedings.

As previously reported, inthe ~~July~~Antitrust Division of the Department of Justice (DOJ) and ~~September~~the ~~2008~~Securities and Exchange Commission (SEC) are conducting an industry-wide investigation of marketing and sales of guaranteed investment contracts, GEand ~~shareholders~~other ~~filed~~financial instruments, to municipalities. In connection with this investigation, two ~~purported~~ ~~class~~subsidiaries ~~actions~~of ~~under~~General ~~the~~Electric ~~federal~~Capital ~~securities~~Corporation ~~laws~~(GECC) inhave ~~the~~received ~~United~~subpoenas ~~States District~~and ~~Court~~requests for ~~the~~information ~~District~~in ofconnection ~~Connecticut~~with ~~naming~~the asinvestigation: ~~defendant~~ GE Funding CMS (~~our parent),~~Trinity asFunding ~~well~~Co.) asand ~~its~~GE ~~chief~~Funding ~~executive~~Capital ~~officer~~Market ~~and~~Services, ~~chief~~Inc. ~~financial~~(GE ~~officer~~FCMS). ~~These~~ ~~two~~GECC ~~actions~~has ~~have~~cooperated ~~been~~and ~~consolidated,~~continues to cooperate fully with the SEC and DOJ in ~~January~~this ~~2009~~matter. In July 2008, GE FCMS received a ~~consolidated complaint~~“Wells notice” advising that the SEC staff was ~~filed~~considering ~~alleging~~recommending that the SEC bring a civil injunctive action or institute an administrative proceeding in connection with the bidding for various financial instruments associated with municipal securities by certain former employees of GE ~~and~~FCMS. ~~its~~GE ~~chief~~FCMS ~~executive~~is ~~officer~~one ~~made~~of ~~false and~~several ~~misleading~~industry ~~statements~~participants that ~~artificially~~received ~~inflated~~Wells notices during 2008. GE’s ~~stock~~FCMS ~~price~~disagrees ~~between March~~with ~~12,~~the ~~2008~~SEC staff regarding this recommendation and ~~April~~has ~~10,~~had ~~2008~~discussions with the staff, ~~when~~including discussions concerning a potential resolution of the matter. GE ~~announced~~FCMS intends to continue those discussions and understands that ~~its~~it ~~results~~will ~~for~~have the ~~first~~ ~~quarter~~opportunity ofto ~~2008~~address ~~would~~any ~~not~~disagreements ~~meet~~with ~~its~~the ~~previous~~SEC ~~guidance~~staff ~~and~~with GErespect ~~also~~to ~~lowered~~ its ~~full~~recommendation ~~year~~through ~~guidance~~the ~~for~~Wells ~~2008~~process with the full Commission. Separately, ~~The~~GE ~~case~~FCMS ~~seeks~~and ~~unspecified~~Trinity ~~damages~~Funding Co. ~~GE’s~~also ~~motion to~~received ~~dismiss~~subpoenas from the ~~consolidated~~Attorneys ~~complaint~~General ~~was~~of ~~filed~~the State of Connecticut and Florida on behalf of a working group of State Attorneys General in ~~March~~June ~~2009~~2008, and isa ~~currently under~~Civil ~~consideration~~Investigative byDemand from the ~~court~~Attorney General of the Commonwealth of Massachusetts in October 2010. GE ~~intends~~FCMS toand ~~defend~~Trinity ~~itself vigorously~~Funding Co. are cooperating with those investigations.

As previously reported, in ~~October~~March 2008, GE ~~shareholders~~FCMS ~~filed~~and Trinity Funding Co. were served with a ~~purported~~federal class action ~~under~~complaint ~~the~~asserting ~~federal~~antitrust ~~securities~~violations. ~~laws~~This action was combined with other related actions in a multidistrict litigation proceeding in the United States District Court for the Southern District of New York. ~~naming~~The asclaims ~~defendant~~against GE, asFCMS ~~well~~and asTrinity ~~its~~Funding ~~chief executive~~Co. ~~officer~~in the federal class action complaint and ~~chief~~the ~~financial~~similar ~~officer~~claims asserted in the other related actions were dismissed without prejudice. In ~~The~~June 2010, one existing complaint ~~alleges~~was ~~that~~amended ~~during a~~to ~~conference~~bring ~~call~~claims ~~with~~against ~~analysts~~GE onFCMS asserting antitrust violations. Since September 252010, ~~2008~~four additional complaints have been brought against GE FCMS, ~~defendants~~Trinity ~~made~~Funding ~~false~~Co., ~~and misleading~~Trinity ~~statements~~Plus ~~concerning~~Funding Co. LLC (iTrinity Plus), ~~the~~and ~~state~~GECC ofasserting ~~GE’s~~antitrust ~~funding,~~violations. In ~~cash~~January ~~flows~~2011, ~~and liquidity~~an ~~and~~additional ~~(ii)~~action ~~the~~was ~~question~~brought ofagainst ~~issuing~~Trinity ~~additional~~Plus ~~equity,~~and ~~which~~FGIC ~~caused economic~~Capital ~~loss~~Market toServices, ~~those~~Inc. ~~shareholders~~(the ~~who~~predecessor ~~purchased~~of GE ~~stock~~FCMS) ~~between~~asserting ~~September~~antitrust 25violations. Additionally, ~~2008~~ ~~and~~in ~~October~~February 22011, ~~2008,~~plaintiffs ~~when~~in GEeleven ~~announced~~complaints ~~the~~that ~~pricing~~were ofdismissed ain ~~common~~April ~~stock offering.~~2010 ~~The~~(as ~~case~~well ~~seeks~~as ~~unspecified~~five ~~damages.~~additional ~~GE’s~~complaints ~~motion~~that tohad ~~dismiss~~not ~~the~~previously ~~second amended~~named ~~complaint~~Trinity ~~was~~Funding ~~filed~~Co. inor ~~January~~GE ~~2010~~FCMS) ~~and~~were isgranted ~~currently~~leave ~~under~~to ~~consideration by~~file ~~the~~amended ~~court~~complaints against Trinity Funding Co., GETrinity ~~intends~~Plus, toGE ~~defend~~FCMS, ~~itself~~and ~~vigorously~~GECC.

As previously reported, in March and April 2009, GE shareholders filed purported class actions under the federal securities laws in the United States District Court for the Southern District of New York naming as defendants GE, a number of GE officers (including its chief executive officer and chief financial officer) and GE directors. The complaints, which have now been consolidated, seek unspecified damages based on allegations related to statements regarding the GE dividend and projected losses and earnings for GE Capital in 2009. GE’s motion to dismiss the consolidated complaint was filed in November 2009 and is currently under consideration by the court. A shareholder derivative action has been filed in federal court in Connecticut in May 2009 making essentially the same allegations as the New York actions. GE has moved to consolidate the Connecticut derivative action with the recently consolidated New York actions. GE intends to defend itself vigorously.

(12)

As previously reported, ~~the~~and ~~Antitrust~~in ~~Division~~compliance ofwith ~~the~~SEC ~~Department~~requirements ofto ~~Justice~~disclose ~~(DOJ) and~~environmental ~~the~~proceedings ~~SEC~~potentially ~~are~~involving ~~conducting~~monetary ansanctions ~~industry-wide investigation~~ of ~~marketing and sales of guaranteed investment contracts~~$100,000 ~~and~~or ~~other financial instruments~~greater, ~~to municipalities.~~in InJune ~~connection with this investigation~~2008, ~~two subsidiaries of GE Capital have received subpoenas and requests for information in connection with~~ the ~~investigation:~~Environmental GEProtection ~~Funding~~Agency ~~CMS~~ (~~Trinity Funding Co.~~EPA) ~~and~~issued GEa ~~Funding~~notice ~~Capital Market~~of ~~Services,~~violation ~~Inc. (GE FCMS). GE Capital has cooperated~~ and ~~continues to cooperate fully with the SEC and DOJ~~ in ~~this~~January ~~matter.~~2011 Infiled ~~July 2008, GE FCMS received~~ a ~~“Wells~~complaint ~~notice”~~alleging ~~advising~~non-compliance ~~that~~with the ~~SEC~~Clean ~~staff~~Air isAct ~~considering recommending~~at ~~that the SEC bring~~ a ~~civil~~power ~~injunctive~~cogeneration ~~action~~plant ~~or institute an administrative proceeding~~ in ~~connection~~Homer ~~with~~City, ~~the bidding for various financial instruments associated with municipal securities by certain former employees of GE FCMS~~PA. GEThe ~~FCMS~~Pennsylvania isDepartment ~~one~~ of ~~several~~Environmental ~~industry~~Protection, ~~participants that received Wells notices during 2008. GE FCMS disagrees with~~ the ~~SEC~~New ~~staff~~York ~~regarding~~Attorney ~~this recommendation~~General’s Office and ~~has been in discussions with~~ the ~~staff,~~New ~~including~~Jersey ~~discussion of~~Department ~~potential resolution~~ of ~~the~~Environmental ~~matter.~~Protection ~~GE FCMS intends to continue these discussions and understands that it will~~ have ~~the~~intervened ~~opportunity~~in ~~to address any disagreements with~~ the ~~SEC~~EPA ~~staff~~case. ~~with~~The ~~respect~~plant tois ~~its~~operated ~~recommendation~~exclusively ~~through~~by ~~the Wells~~EME ~~process~~Homer ~~with~~City ~~the~~Generation ~~full Commission~~L. ~~In March 2008~~P., GEand ~~FCMS~~is owned and ~~Trinity Funding~~leased ~~Co.,~~to ~~LLC~~EME ~~(Trinity~~Homer ~~Funding)~~City ~~were~~Generation ~~served~~L.P. ~~with~~by asubsidiaries ~~federal~~of ~~class~~GECC ~~action complaint~~and ~~asserting~~one ~~antitrust~~other ~~violations~~entity. ~~This~~The ~~action~~complaints ~~has~~do ~~been~~not ~~combined~~indicate ~~with other related actions in~~ a ~~multidistrict~~specific ~~litigation~~penalty ~~proceeding~~amount inbut ~~the~~makes ~~United States~~reference ~~District~~to ~~Court~~statutory ~~for the Southern District of New York~~fines. InWe ~~addition,~~believe ~~GE FCMS~~that ~~and~~we ~~Trinity~~have ~~Funding~~meritorious ~~also~~defenses ~~received subpoenas from the Attorneys General of the State of Connecticut~~ and ~~Florida~~that onEME ~~behalf~~Homer ofCity aGeneration ~~working~~L.P. ~~group~~is ofobligated ~~State Attorneys~~to ~~General~~indemnify inGECC’s ~~June~~subsidiaries ~~2008. GE FCMS~~ and ~~Trinity~~pay ~~Funding~~all ~~are~~costs ~~cooperating~~associated with ~~those~~ ~~investigations~~this matter.

As previously reported, and in compliance with SEC requirements to disclose environmental proceedings potentially involving monetary sanctions of $100,000 or greater, in June 2008, the Environmental Protection Agency (EPA) issued a notice of violation alleging non-compliance with the Clean Air Act at a power cogeneration plant in Homer City, PA. The plant is operated exclusively by EME Homer City Generation L.P., and is owned and leased to EME Homer City Generation L.P. by subsidiaries of GE Capital. The notice of violation does not indicate a specific penalty amount but makes reference to statutory fines. We believe that we have meritorious defenses and that EME Homer City Generation L.P. is obligated to indemnify GE Capital’s subsidiaries and pay all costs associated with this matter.

Item 4. Submission of Matters to a Vote of Security Holders.

Not required by this form.

(13)

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases Ofof Equity Securities.

See Note 11 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report. Our common stock is owned entirely by GE and, therefore, there is no trading market in such stock.

Item 6. Selected Financial Data.

The following selected financial data should be read in conjunction with our financial statements and the related Notes to Consolidated Financial Statements.

(In millions)		~~2009~~2010			~~2008~~2009			~~2007~~2008			~~2006~~2007			~~2005~~2006
Revenues	$	5450,~~163~~499		$	7152,~~287~~658		$	7170,~~936~~353		$	6171,~~351~~004		$	5460,~~889~~628
Earnings from continuing operations
attributable to GECS		13,~~590~~130			71,~~774~~315			127,~~417~~712			1012,~~219~~354			810,~~929~~131
Earnings (loss) from discontinued
operations, net of taxes attributable to GECS		(~~175~~975)			~~(719)~~100			(~~2,116~~657)			~~439~~(2,053)			~~(1,352)~~527
Net earnings attributable to GECS		12,~~415~~155			71,~~055~~415			107,~~301~~055			10,~~658~~301			710,~~577~~658
GECS Shareowner's equity		7068,~~833~~984			5370,~~279~~833			5753,~~676~~279			5457,~~097~~676			5054,~~812~~097
Short-term borrowings		~~133~~118,~~939~~797			~~163~~130,~~899~~754			~~180~~159,~~935~~904			~~163~~175,~~581~~436			~~151~~157,~~306~~057
Bank deposits		38,923			36,854			11,968			9,824			6,442
Nonrecourse borrowings of consolidated
Long-term borrowings		327,472			313,848			308,019			252,857			204,294
securitization entities		30,060			3,883			6,168			8,825			11,868
Return on average GECS shareowner's equity(a)		2.4	%		13.6	%		22.4	%		21.9	%		19.0	%
Bank deposits		37,298			33,519			36,854			11,968			9,824
GECS ratio of earnings to fixed charges		0.85			1.22			1.59			1.64			1.70
Long-term borrowings		284,407			325,429			311,504			304,467			247,268
GECC ratio of debt to equity		6.74:1	(b)		8.76:1	(b)		8.10:1			7.52:1			7.09:1
Return on average GECS shareowner's equity(a)		4.96	%		2.25	%		14.17	%		23.31	%		20.38	%
Financing receivables - net		336,926			372,456			384,067			326,890			280,180
GECS ratio of earnings to fixed charges		1.12			0.83			1.22			1.60			1.64
Total assets	$	650,241		$	660,902		$	646,485		$	565,258		$	540,584
GECC ratio of debt to equity		6.39:1	(b)		6.66:1	(b)		8.79:1			8.14:1			7.50:1
Financing receivables - net		319,277			326,941			366,207			377,249			322,037
Total assets	$	608,678		$	650,324		$	660,974		$	646,543		$	565,296

(a) Represents earnings from continuing operations before accounting changes divided by average total shareowner’s equity, excluding effects of discontinued operations (on an annual basis, calculated using a five-point average). Average total shareowner’s equity, excluding effects of discontinued operations, as of the end of each of the years in the five-year period ended December 31, ~~2009~~2010, is described in the Supplemental Information section in Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this Form 10-K Report.

(b) Ratios of 54.2294:1 and 75.0717:1 for ~~2009~~2010 and ~~2008~~2009, respectively, net of cash and equivalents and with classification of hybrid debt as equity.

(1413)

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Operations

In the accompanying analysis of financial information, we sometimes use information derived from consolidated financial information but not presented in our financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP). Certain of these data are considered “non-GAAP financial measures” under the U.S. Securities and Exchange Commission (SEC) rules. For such measures, we have provided supplemental explanations and reconciliations in the Supplemental Information section.

We present Management’s Discussion of Operations in four parts: Overview of Our Earnings from ~~2007~~2008 through ~~2009~~2010, Global Risk Management, Segment Operations and Geographic Operations. Unless otherwise indicated, we refer to captions such as revenues and earnings from continuing operations attributable to General Electric Capital Services, Inc. (GECS) simply as “revenues” and “earnings” throughout this Management’s Discussion and Analysis. Similarly, discussion of other matters in our consolidated financial statements relates to continuing operations unless otherwise indicated.

Effective January 1, 2010, General Electric Company (GE) expanded the GE Capital Finance segment to include all of the continuing operations of General Electric Capital Corporation (GECC) and renamed it GE Capital. In addition, the Transportation Financial Services business, previously reported in GE Capital Aviation Services (GECAS), ~~will~~ beis included in Commercial Lending and Leasing (CLL) and our Consumer business in Italy, previously reported in Consumer, ~~will~~is be included in CLL.

Results for ~~2009~~2010 and prior periods are reported on the basis under which we managed our ~~business~~ businesses in ~~2009 and do not reflect the January~~ 2010 ~~reorganization described above~~.

Overview of Our Earnings from ~~2007~~2008 through ~~2009~~2010

Our earnings ~~declined~~increased to $13.61 billion ~~and $7.8 billion~~ in ~~2009~~2010 ~~and~~due ~~2008, respectively,~~to stabilization in athe ~~challenging~~overall economic environment, ~~including~~after ~~disruptions~~declining to $1.3 billion in ~~capital~~ ~~markets,~~2009 from the effects of the challenging ~~credit~~economic ~~markets~~environment and ~~rising~~credit ~~unemployment~~markets. ~~Throughout 2008~~Over ~~and~~the ~~2009~~last several years, we tightened underwriting standards, shifted teams from origination to collection and maintained a proactive risk management focus. This, along with recent increased stability in the financial markets, contributed to lower losses and a return to pre-tax earnings and a significant increase in segment profit in 2010. GE also reduced the GE Capital ~~Finance~~ ending net investment (ENI), excluding ~~the effects~~cash ofand ~~currency exchange rates~~equivalents, from $~~525~~526 billion at ~~December~~January 311, ~~2008~~2010 to $~~472~~477 billion at December 31, ~~2009~~2010. The current credit cycle has begun to show signs of stabilization and we expect further signs of stabilization as we enter ~~2010~~ 2011. Our focus is to ~~continue to manage through the current challenging credit environment and continue to~~ reposition GECC ~~ourselves~~ as a diversely funded and smaller, more focused finance company with strong positions in several mid-market, corporate and consumer financing segments.

CLL (3738% and 2830% of total three-year revenues and segment profit, respectively) offers a broad range of financial services worldwide with particular mid-market expertise. Earnings ~~declined~~increased by $0.86 billion ~~and~~in 2010 reflecting lower delinquencies after declining by $2.0.9 billion in 2009 ~~and 2008~~, reflecting the continued weakening economic and credit environment. CLL continues to originate at higher margins and apply its disciplined risk management practices while integrating acquisitions to the portfolio and reducing costs through technology and productivity in order to grow in ~~2010~~2011 and beyond by reinvesting in higher returning core businesses. The most significant acquisitions affecting CLL results in 2009 were CitiCapital and Interbanca S.p.A. The acquisitions collectively contributed $1.7 billion and $0.4 billion to 2009 revenues and net earnings, respectively. Also during 2009, we recorded a gain on the sale of a limited partnership interest in Penske Truck Leasing Co., L.P. (PTL) and a related gain on the remeasurement of the retained interest to fair value totaling $0.3 billion.

Consumer (1534% and 52% of total three-year revenues and total segment profit, respectively) earnings increased by $1.2 billion in 2010 reflecting lower delinquencies after declining by $2.2 billion in 2009, reflecting the current U.S. and global economic environments. In response, Consumer continued to reassess strategic alternatives and tighten underwriting, increased focus on collection effectiveness and adjusted reserve levels in response to when it is probable that losses have been incurred in the respective portfolios. During 2010, we completed the sale of our Central American bank and card business, BAC Credomatic GECF, Inc. (BAC). During 2009, we completed the sale of our Consumer businesses in Austria and Finland, the credit card and auto businesses in the U.K., the credit card business in Ireland and acquired a controlling interest in BAC. During 2008, Consumer executed on its previously announced plan to sell GE Money Japan, which comprised our Japanese personal loan business (Lake) and our Japanese mortgage and card businesses, excluding our minority ownership in GE Nissen Credit Co., Ltd., and sold its Germany business.

~~Consumer~~ (~~35% and 41% of total three-year revenues and total segment profit, respectively~~14) earnings declined by $2.0 billion and $0.6 billion in 2009 and 2008, respectively, reflecting the current U.S. and global economic environments, rising delinquencies and lower volume. In response, Consumer has continued to reassess strategic alternatives and tighten underwriting, increased focus on collection effectiveness and adjusted reserve levels in response to when it is probable that losses have been incurred in the respective portfolios. During 2009, we completed the sale of our Consumer businesses in Austria and Finland, the credit card and auto businesses in the U.K., the credit card business in Ireland and acquired a controlling interest in BAC Credomatic GECF Inc. (BAC). During 2008, Consumer executed on its previously announced plan to sell GE Money Japan, which comprised our Japanese personal loan business (Lake) and our Japanese mortgage and card businesses, excluding our minority ownership in GE Nissen Credit Co., Ltd., and sold its Germany business. In 2007, as a result of pressures in the U.S. subprime mortgage industry, Consumer sold its U.S. mortgage business (WMC).

Real Estate (98% and 8(15)% of total three-year revenues and total segment profit, respectively) earnings declined by $20.72 billion and $12.17 billion in ~~2009~~2010 and ~~2008~~ 2009, respectively, reflecting the current global economic environment, ~~rising~~ unemployment levels and continued challenging conditions in the real estate and credit markets. In response to the current environment, Real Estate ~~has~~ re-aligned its business strategy to a longer -term hold model utilizing its operating skills and global asset management resources to maximize existing portfolio value. Given the current and expected challenging market conditions, there continues to be risk and uncertainty surrounding commercial real estate values,. asAs such, continued deterioration in economic conditions or prolonged market illiquidity may result in further earnings declines.

Energy Financial Services (4% and 710% of total three-year revenues and total segment profit, respectively) earnings increased $0.2 billion in 2010 after declining by $0.6 billion in 2009. Energy Financial Services has over $2219 billion in energy and water investments, often financed for 20 to 30 year terms, about 1214% of the assets held outside of the U.S. In addition, in 2007, Energy Financial Services acquired a controlling interest in Regency Energy Partners LP, a midstream master limited partnership engaged in the gathering, processing, contract compression, marketing and transporting of natural gas and natural gas liquids.

GECAS (78% and 1523% of total three-year revenues and total segment profit, respectively) is a leader in commercial aircraft leasing and finance. In a competitive and challenging environment, this business’ earnings ~~remained~~increased ~~flat~~by $0.2 billion in ~~2008~~2010 ~~and declined~~after ~~14%~~declining by $0.1 billion in 2009. At December 31, ~~2009~~2010, we owned 1,~~549~~546 commercial aircraft, of which all but ~~three~~one ~~were~~was on lease, and we held $1415.84 billion (list price) of multiple-year orders for various Boeing, Airbus and other aircraft, including 97 74 aircraft ($75.37 billion list price) scheduled for delivery in ~~2010~~2011, all under agreement to commence operations with commercial airline customers.

Overall, acquisitions contributed $20.62 billion, $42.41 billion and $34.64 billion to total revenues in ~~2009~~2010, ~~2008~~2009 and ~~2007~~2008, respectively, excluding the effects of acquisition gains following our adoption of an amendment to Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 810, Consolidation. Our earnings included ~~approximately~~ $0.41 billion, $0.54 billion and $0.25 billion in ~~2009~~2010, ~~2008~~ 2009 and ~~2007~~2008, respectively, from acquired businesses. We integrate acquisitions as quickly as possible. Only revenues and earnings from the date we complete the acquisition through the end of the fourth following quarter are attributed to such businesses. Dispositions also affected our ongoing results through lower revenues of $2.1 billion and $4.5 billion in 2010 and 2009, respectively, and higher revenues of $0.21 billion in 2008. ~~and~~ This resulted in lower ~~revenues~~earnings of $20.83 billion in ~~2007.~~2010 ~~This~~and ~~resulted in~~ higher earnings of $0.3 billion and $0.2 billion in 2009 and 2008, respectively~~, and lower earnings of $0~~.~~1 billion in 2007.~~

During 2009, General Electric Capital Corporation (GE Capital or GECC) provided $72 billion of new financings in the U.S. to various companies, infrastructure projects and municipalities. Additionally, we extended $74 billion of credit to approximately 54 million U.S. consumers. GE Capital provided credit to approximately 14,200 new commercial customers and 40,000 new small businesses during 2009 in the U.S. and ended the period with outstanding credit to more than 346,000 commercial customers and 174,000 small businesses through retail programs in the U.S.

Significant matters relating to our Statement of Earnings are explained below.

Discontinued Operations. Consistent with our goal of reducing GECC ENI and focusing our businesses on selective financial services products where we have domain knowledge, broad distribution, and the ability to earn a consistent return on capital, while managing our overall balance sheet size and risk, in December 2010, we sold our Central American bank and card business, BAC Credomatic GECF Inc. (16BAC). In September 2007, we committed to a plan to sell our Japanese personal loan business (Lake) upon determining that, despite restructuring, Japanese regulatory limits for interest charges on unsecured personal loans did not permit us to earn an acceptable return. During 2008, we completed the sale of GE Money Japan, which included Lake, along with our Japanese mortgage and card businesses, excluding our minority ownership in GE Nissen Credit Co., Ltd. Discontinued operations also includes our U.S. recreational vehicle and marine equipment finance business (Consumer RV Marine) and Consumer Mexico. All of these businesses were previously reported in the Consumer segment.

~~Discontinued~~We ~~Operations.~~reported ~~In September~~the ~~2007,~~businesses wedescribed ~~committed~~above toas adiscontinued ~~plan~~operations ~~to sell our Japanese personal loan business (Lake) upon determining that, despite restructuring, Japanese regulatory limits~~ for ~~interest~~all ~~charges~~periods ~~on unsecured personal loans did not permit us to earn an acceptable return~~presented. ~~During~~For ~~2008,~~further weinformation ~~completed~~about ~~the~~discontinued ~~sale of GE Money Japan~~operations, ~~which~~see ~~included~~“Segment ~~Lake,~~Operations ~~along~~– ~~with~~Discontinued ~~our~~Operations” ~~Japanese mortgage and card businesses, excluding our minority ownership~~ in GEthis ~~Nissen~~Item ~~Credit~~and ~~Co.,~~Note ~~Ltd.~~2 ~~In December~~to ~~2007, we completed~~ the ~~exit~~consolidated offinancial ~~WMC~~statements ~~as a result of continued pressures~~ in ~~the~~Part ~~U.S.~~II, ~~subprime~~Item ~~mortgage industry~~8. ~~Both~~“Financial ofStatements ~~these~~and ~~businesses~~Supplementary ~~were~~Data” ~~previously reported~~of inthis ~~the~~Form ~~Consumer~~10-K ~~segment~~Report.

~~We reported~~Interest ~~the~~on ~~businesses~~borrowings ~~described~~amounted ~~above~~to as$15.0 ~~discontinued~~billion, ~~operations~~$17.5 ~~for~~billion ~~all periods~~and ~~presented~~$24.7 ~~For~~billion ~~further~~in ~~information~~2010, ~~about~~2009 ~~discontinued~~and ~~operations~~2008, ~~see Note~~respectively. 2Average borrowings declined from 2009 to 2010 and from 2008 to 2009, in line with changes in average assets. Interest rates have decreased over the ~~consolidated~~three-year ~~financial~~period ~~statements~~attributable to declining global benchmark interest rates, partially offset by higher average credit spreads. Our average borrowings were $480.4 billion, $497.6 billion and $521.2 billion in ~~Part~~2010, II2009 and 2008, ~~Item~~respectively. 8Our average composite effective interest rate was 3.1% ~~“Financial Statements~~in 2010, 3.5% in 2009 and ~~Supplementary~~4.7% ~~Data”~~in 2008. In 2010, our average assets of ~~this~~$616.9 ~~Form~~billion ~~10-K~~were ~~Report~~3% lower than in 2009, which in turn were 4% lower than in 2008. See the Liquidity and Borrowings section for a discussion of liquidity, borrowings and interest rate risk management.

Interest on borrowings amounted to $17.9 billion, $25.1 billion and $22.7 billion in 2009, 2008 and 2007, respectively. Average borrowings declined from 2008 to 2009 after increasing from 2007 to 2008, in line with changes in average assets. Interest rates have decreased over the three-year period attributable to declining global benchmark interest rates, partially offset by higher average credit spreads. Our average borrowings were $499.2 billion, $521.2 billion and $456.4 billion in 2009, 2008 and 2007, respectively. Our average composite effective interest rate was 3.6% in 2009, 4.8% in 2008 and 5.0% in 2007. In 2009, our average assets of $649.6 billion were 3% lower than in 2008, which in turn were 13% higher than in 2007. We anticipate that our composite effective rates will begin to rise in 2010 as benchmark rates begin to rise globally. See the Liquidity and Borrowings section for a discussion of liquidity, borrowings and interest rate risk management.(15)

Income taxes have a significant effect on our net earnings. As a global commercial enterprise, our tax rates are affected by many factors, including our global mix of earnings, the extent to which those global earnings are indefinitely reinvested outside the United States, legislation, acquisitions, dispositions and tax characteristics of our income. Our tax returns are routinely audited and settlements of issues raised in these audits sometimes affect our tax provisions.

Our effective income tax rate ~~was~~is ~~173~~lower than the U.4%S. instatutory ~~2009,~~rate ~~compared~~primarily ~~with~~because ~~(42.2)%~~of inbenefits ~~2008~~from ~~and~~lower-taxed ~~9.7%~~global ~~in 2007.~~operations, GEincluding ~~and~~the ~~General~~use ~~Electric~~of ~~Capital~~global ~~Services,~~funding ~~Inc~~structures. ~~(GECS)~~There ~~file~~is a ~~consolidated~~ benefit from global operations as non-U.S. ~~federal~~ income is subject to local country tax ~~return~~rates that ~~enables~~are GEsignificantly tobelow ~~use~~the ~~GECS~~35% ~~tax~~U.S. ~~deductions~~statutory ~~and credits~~rate. toThese ~~reduce~~non-U.S. earnings have been indefinitely reinvested outside the ~~tax~~U.S. ~~that~~and ~~otherwise~~are ~~would~~not ~~have~~subject ~~been~~to ~~payable~~current byU.S. GEincome tax. The ~~GECS effective~~rate of tax ~~rate~~on ~~for~~our ~~each~~indefinitely ~~period~~reinvested ~~reflects~~non-U.S. ~~the~~earnings ~~benefit~~is ofbelow ~~these~~the ~~tax~~35% ~~reductions~~U. GES. ~~makes~~statutory ~~cash~~rate ~~payments~~because we have significant business operations subject to ~~GECS~~tax ~~for~~in ~~these~~countries where the tax ~~reductions~~on atthat income is lower than the ~~time~~U.S. ~~GE’s~~statutory ~~tax payments~~rate and because GECS funds the majority of its non-U.S. operations through foreign companies that are ~~due~~subject to low foreign taxes.

~~Comparing a~~We ~~tax~~expect ~~benefit~~our ability to ~~pre-tax income resulted in a negative tax rate in 2008 and comparing a tax~~ benefit tofrom ~~pre~~non-~~tax~~U.S. ~~loss~~income ~~results~~taxed inat ~~the~~less ~~positive~~than ~~tax~~the ~~rate in 2009~~U.S. ~~Our tax~~ rate ~~increased~~to ~~from~~continue ~~2008~~subject to ~~2009~~changes ~~primarily~~of ~~because~~U.S. ofor aforeign ~~reduction during~~law, ~~2009~~including, ofas ~~income~~discussed in ~~higher-taxed~~Note ~~jurisdictions.~~10 ~~This~~to ~~had~~ the ~~effect~~consolidated ~~of increasing~~financial ~~the~~statements ~~relative~~in ~~impact~~Part onII, ~~the~~Item ~~rate~~8. of“Financial ~~tax~~Statements ~~benefits~~and ~~from~~Supplementary ~~lower-taxed global~~Data” ~~operations,~~of ~~increasing~~this ~~the~~Form ~~rate~~10-K ~~253.2 percentage points. This more than offset~~ Report, the ~~decline~~possible inexpiration ~~those~~of ~~benefits decreasing~~ the ~~rate 68~~U.~~1 percentage points~~S. ~~The~~ ~~decline in~~ tax ~~benefits~~law ~~from~~provision ~~lower-taxed~~deferring ~~global~~tax ~~operations~~on ~~includes~~active ~~an offset~~financial ofservices 15income.9 ~~percentage~~In ~~points~~addition, ~~for~~since ~~increased~~this ~~benefits~~benefit ~~from~~depends on management’s ~~decision~~ ~~(discussed~~intention ~~below) in 2009~~ to indefinitely reinvest ~~prior-year~~amounts ~~earnings~~ outside the U.S., ~~that~~our ~~was~~tax ~~larger~~provision ~~than~~will increase to the ~~2008~~extent ~~decision~~we tono longer indefinitely reinvest ~~prior-year~~ ~~earnings~~foreign ~~outside the U~~earnings.S.

~~During 2009,~~Our ~~following~~benefits ~~the~~from ~~change~~lower intaxed ~~our~~global ~~external~~operations ~~credit~~declined ~~ratings,~~to ~~funding~~$1.2 ~~actions~~billion ~~taken and~~in ~~our~~2010 ~~continued~~from ~~review~~$2.5 billion in 2009 principally because of lower earnings in our operations, ~~liquidity~~subject ~~and~~to ~~funding,~~tax wein ~~determined~~ countries where the tax on that ~~undistributed~~income ~~prior-year~~is ~~earnings~~lower ofthan ~~non-~~the U.S. ~~subsidiaries~~statutory ofrate ~~GECS,~~and ~~on which~~from welosses ~~had~~for ~~previously~~which ~~provided~~there ~~deferred~~was ~~U.S.~~not ~~taxes,~~a ~~would~~full ~~now~~tax bebenefit. ~~indefinitely reinvested~~These ~~outside~~decreases ~~the~~also ~~U.S.~~reflected ~~This~~management’s ~~change~~decision ~~increased~~in ~~the~~2009 ~~amount~~to ofindefinitely reinvest prior- year earnings ~~indefinitely reinvested~~ outside the U.S. byTo ~~approximately~~the $2extent ~~billion, resulting~~global ininterest anrates and operating income increase we would expect tax ~~benefit~~benefits ofto ~~$0.7~~increase, ~~billion~~subject into ~~2009~~management’s intention to indefinitely reinvest those earnings.

Our ~~rate decreased~~benefit from ~~2007~~lower ~~to 2008 primarily because of a reduction during 2008 of income in higher-~~taxed ~~jurisdictions.~~global ~~This~~operations ~~increased~~included the ~~relative~~ effect of ~~tax benefits~~the ~~from~~ lower~~-taxed~~ ~~global~~foreign ~~operations on the~~ tax rate, ~~reducing~~on ~~the~~our ~~rate 30.8~~indefinitely ~~percentage~~reinvested ~~points~~non-U.S. ~~In addition,~~ earnings ~~from~~which ~~lower-taxed~~provided ~~global~~a ~~operations increased~~tax ~~from~~benefit ~~2007~~of to$1.6 ~~2008,~~billion ~~causing~~in an2010 ~~additional~~and 19$2.93 ~~percentage~~billion ~~point~~in ~~rate reduction~~2009. The ~~increase~~tax ~~in the~~ benefit from ~~lower taxed global operations includes 6~~non-U.2S. ~~percentage~~income ~~points~~taxed ~~from~~at ~~the~~a ~~2008~~local ~~decision~~country torather ~~indefinitely~~than ~~reinvest prior-year earnings outside~~ the U.S. ~~because~~statutory ~~the~~tax ~~use~~rate ofis ~~foreign~~reported in the effective tax ~~credits~~rate ~~no longer~~reconciliation ~~required~~in the ~~repatriation~~line of“Tax ~~those~~on ~~prior-year~~global earnings including exports.”

Our benefits from lower taxed global operations declined to $2.5 billion in 2009 from $4.0 billion in 2008 (17including in each year a benefit from the decision to indefinitely reinvest prior year earnings outside the U.S.) principally because of lower earnings in our operations subject to tax in countries where the tax on that income is lower than the U.S. statutory rate. These decreases were partially offset by management’s decision in 2009 to indefinitely reinvest prior year earnings outside the U.S. that was larger than the 2008 decision to indefinitely reinvest prior year earnings outside the U.S.

GE and GECS file a consolidated U.S. federal income tax return. This enables GE to use GECS tax deductions and credits to reduce the tax that otherwise would have been payable by GE. The GECS effective tax rate for each period reflects the benefit of these tax reductions in the consolidated return. GE makes cash payments to GECS for these tax reductions at the time GE’s tax payments are due. The effect of GECS on the amount of the consolidated tax liability from the formation of the NBCU joint venture will be settled in cash when it otherwise would have reduced the liability of the group absent the tax on joint venture formation.

Our effective tax rate was (44.8)% in 2010, compared with 152.0% in 2009 and (41.4)% in 2008. Comparing a tax benefit to pre-tax income resulted in a negative tax rate in 2010 and 2008. Comparing a tax benefit to pre-tax loss results in the positive tax rate in 2009. The GECS tax benefit of $3.9 billion in 2009 decreased by $2.9 billion to $1.0 billion in 2010. The lower 2010 tax benefit resulted in large part from the change from a pre-tax loss in 2009 to pre-tax income in 2010 which increased pre-tax income $4.7 billion and decreased the benefit ($1.7 billion), the non-repeat of the one-time benefit related to the 2009 decision (discussed below) to indefinitely reinvest undistributed prior year non-U.S. earnings ($0.7 billion), and a decrease in lower-taxed global operations in 2010 as compared to 2009 ($0.6 billion) caused in part by an increase in losses for which there was not a full tax benefit, including an increase in the valuation allowance associated with the deferred tax asset related to the 2008 loss on the sale of GE Money Japan ($0.2 billion). These lower benefits were partially offset by the benefit from resolution of the 2003-2005 IRS audit ($0.3 billion), which is reported in the caption “All other-net” in the effective tax rate reconciliation in Note 10 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

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The GECS tax benefit of $2.3 billion in 2008 increased by $1.6 billion to $3.9 billion in 2009. The higher benefit resulted in large part from the change from pre-tax income in 2008 to a pre-tax loss in 2009 which decreased pre-tax income $8.2 billion and increased the benefit ($2.9 billion), and the one-time benefit related to the 2009 decision (discussed below) to indefinitely reinvest undistributed prior-year non-U.S. earnings that was larger than the 2008 decision to indefinitely reinvest prior-year non-U.S. earnings ($0.4 billion). These increases in benefits were significantly offset by a decrease in 2009 benefits from lower-taxed global operations as compared to 2008 ($1.9 billion), substantially as a result of the impact in 2009 of lower interest rates and foreign exchange on the funding of our non-U.S. operations through companies that are subject to a low rate of tax.

During 2009, following the change in our external credit ratings, funding actions taken and our continued review of our operations, liquidity and funding, we determined that undistributed prior-year earnings of non-U.S. subsidiaries of GECS, on which we had previously provided deferred U.S. taxes, would be indefinitely reinvested outside the U.S. This change increased the amount of prior-year earnings indefinitely reinvested outside the U.S. by approximately $2 billion, resulting in an income tax benefit of $0.7 billion in 2009.

Our 2008 rate reflects a reduction during 2008 of income in higher-taxed jurisdictions which increased the relative effect of tax benefits from lower-taxed global operations on the tax rate.

Global Risk Management

A disciplined approach to risk is important in a diversified organization ~~such~~like as ours in order to ensure that we are executing according to our strategic objectives and that we only accept risk for which we are adequately compensated. We evaluate risk at the individual transaction level, and evaluate aggregated risk at the customer, industry, geographic and collateral-type levels, where appropriate.

~~executing according~~Risk toassessment ~~our~~and risk management are the responsibility of management. The GE Board of Directors (Board) has overall responsibility for risk oversight with a focus on the most significant risks facing the company, including strategic, ~~objectives~~operational and reputational risks. At the end of each year, management and the Board jointly develop a list of major risks that weGE ~~only~~plans ~~accept~~to ~~risk~~prioritize ~~for~~in the next year. Throughout the year, the Board and the committees to which we it has delegated responsibility dedicate a portion of their meetings to review and discuss specific risk topics in greater detail. Strategic, operational and reputational risks are ~~adequately~~presented and discussed in the context of the CEO’s report on operations to the Board at regularly scheduled Board meetings and at presentations to the Board and its committees by the vice chairmen, chief risk officer, general counsel and other officers. The Board has delegated responsibility for the oversight of specific risks to Board committees as follows:

~~compensated. We~~· ~~evaluate~~In ~~risk~~February at2011, the ~~individual~~Board ~~transaction~~created ~~level~~a Risk Committee. This Committee oversees GE’s key risks, including strategic, operational, market, liquidity, funding, credit and ~~evaluate~~product ~~aggregate~~ risk atand the ~~customer~~guidelines, ~~industry,~~policies ~~geographic~~and processes for monitoring and ~~collateral-type~~mitigating ~~levels~~such risks. Starting in March 2011, ~~where appropriate~~as part of its overall risk oversight responsibilities for GE, the Risk Committee will also oversee risks related to GECS (including GECC), which previously was subject to direct Audit Committee oversight. The Risk Committee is expected to meet at least four times a year.

· The ~~GE Board~~Audit ofCommittee ~~Directors~~oversees ~~(Board)~~GE’s ~~has overall responsibility for risk oversight with a focus on the most significant risks facing the company. At the end of each year, management~~ and ~~the~~ GE ~~Board~~Capital’s ~~jointly~~policies ~~develop~~and aprocesses ~~list~~relating ~~of major risks that GE plans~~ to ~~prioritize in~~ the ~~next~~financial ~~year.~~statements, ~~Throughout~~ the ~~year,~~financial ~~the~~reporting GEprocess, ~~Board~~compliance and ~~the committees~~auditing. toThe ~~which~~GE itAudit ~~has~~Committee ~~delegated~~receives ~~responsibility~~an ~~dedicate~~annual ~~a portion of their meetings to review and discuss specific~~ risk ~~topics~~update, inwhich ~~greater~~focuses ~~detail.~~on ~~Strategic and~~the ~~operational~~key risks ~~are~~affecting ~~presented~~GE ~~and~~as ~~discussed~~well inas ~~the~~reporting ~~context~~on of the ~~GE CEO~~company’s ~~report~~ onrisk ~~operations~~assessment toand ~~the~~risk GEmanagement ~~Board~~guidelines, atpolicies ~~regularly scheduled GE Board meetings~~ and atprocesses. ~~presentations~~In addition to ~~the~~monitoring GEongoing ~~Board~~compliance issues and ~~its~~matters, ~~committees by~~ the ~~vice chairmen, general counsel and other officers. The~~ GE ~~Board~~Audit ~~has~~Committee ~~delegated~~also ~~responsibility for~~annually ~~the~~conducts ~~oversight~~an assessment of ~~specific~~compliance ~~risks~~issues toand ~~GE Board committees as follows:~~programs.

· The GE Audit Committee oversees GE’s risk policies and processes relating to the financial statements and financial reporting processes, and key credit risks, liquidity risks, markets risks, compliance and the guidelines, policies and processes for monitoring and mitigating those risks. As part of its risk oversight responsibilities for GE overall, the GE Audit Committee also oversees risks related to General Electric Capital Services, Inc. (GECS). At least two times a year, the GE Audit Committee receives a risk update, which focuses on the principal risks affecting GE as well as reporting on the company’s risk assessment and risk management guidelines, policies and processes; and the GE Audit Committee annually conducts an assessment of compliance issues and programs.

·	The Public Responsibilities Committee oversees risks related to GE’s public policy initiatives, the environment and similar matters.

· The Management Development and Compensation Committee ~~monitors~~oversees the risks associated with management resources, structure, succession planning, management development and selection processes, including evaluating the effect compensation structure may have on risk decisions.

·	The Nominating and Corporate Governance Committee oversees risks related to the company’s governance structure and processes and risks arising from related person transactions.

The GE Board’s risk oversight process builds upon management’s risk assessment and mitigation processes, which include standardized reviews of long-term strategic and operational planning; executive development and evaluation; regulatory and litigation compliance; health, safety and environmental compliance; financial reporting and controllership; and information technology and security. In August 2009, GE appointed a chief risk officer (~~CRO~~17) with responsibility for overseeing and coordinating risk assessment and mitigation on an enterprise-wide basis. The GE CRO leads the Corporate Risk Function and is responsible for the identification of key business risks, ensuring appropriate management of these risks within stated limits, and enforcement through policies and procedures. Management has two committees to further assist it in assessing and mitigating risk. The Policy Compliance Review Board (PCRB) meets between 12 and 14 times a year, is chaired by the company’s general counsel and includes the chief financial officer and other senior level functional leaders. It has principal responsibility for monitoring compliance matters across the company. The Corporate Risk Committee (CRC) meets at least four times a year, is chaired by the GE CRO and comprises the Chairman and CEO of GE and other senior level business and functional leaders. It has principal responsibility for evaluating and addressing risks escalated to the GE CRO and Corporate Risk Function and also reports to the GE Board on risk.

The GE Board’s risk oversight process builds upon management’s risk assessment and mitigation processes, which include standardized reviews of long-term strategic and operational planning; executive development and evaluation; code of conduct compliance under GE’s The Spirit & The Letter; regulatory compliance; health, safety and environmental compliance; financial reporting and controllership; and information technology and security. GE’s chief risk officer (CRO) is responsible for overseeing and coordinating risk assessment and mitigation on an enterprise-wide basis. The CRO leads the Corporate Risk Function ~~leverages~~and is responsible for the ~~risk~~identification ~~infrastructures~~of inkey ~~each~~business risks, providing for appropriate management of ~~our businesses~~these risks within stated limits, ~~which~~and ~~have~~enforcement ~~adopted~~through anpolicies ~~approach~~and ~~that~~procedures. ~~corresponds~~Management has two committees to further assist it in assessing and mitigating risk. The Policy Compliance Review Board meets between 10 and 14 times a year, is chaired by the company’s ~~overall~~ ~~risk~~general ~~policies,~~counsel ~~guidelines~~and includes the chief financial officer and ~~review~~other ~~mechanisms~~senior level functional leaders. ~~Our~~ ~~risk infrastructure~~It ishas ~~designed~~principal toresponsibility ~~identify~~for monitoring compliance matters across the company. The Corporate Risk Committee (CRC) meets at least four times a year, ~~evaluate~~is chaired by the CRO and ~~mitigate~~comprises the Chairman and CEO and other senior level business and functional leaders. It has principal responsibility for evaluating and addressing risks ~~within~~escalated ~~each of~~to the ~~following~~CRO ~~categories:~~and Corporate Risk Function.

GE's Corporate Risk Function leverages the risk infrastructures in each of our businesses, which have adopted an approach that corresponds to the company’s overall risk policies, guidelines and review mechanisms. In 2010, we augmented the risk infrastructure by formalizing enterprise risk ownership at the business unit level and within our corporate functions. Our risk infrastructure is designed to identify, evaluate and mitigate risks within each of the following categories:

Strategic. Strategic risk relates to the company’s future business plans and strategies, including the risks associated with the markets and industries in which we operate, demand for our products and services, competitive threats, technology and product innovation, mergers and acquisitions and public policy.

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Operational. Operational risk relates to the effectiveness of our people, integrity of our internal systems and processes, as well as external events that affect the operation of our businesses. It includes product life cycle and execution, product performance, information management and data security, business disruption, human resources and reputation.

· Financial. Financial risk relates to our ability to meet financial obligations and mitigate credit risk, liquidity risk and exposure to broad market risks, including volatility in foreign currency exchange rates and interest rates and commodity prices. Liquidity risk is the risk of being unable to accommodate liability maturities, fund asset growth and meet contractual obligations through access to funding at reasonable market rates and credit risk is the risk of financial loss arising from a customer or counterparty failure to meet its contractual obligations. GEWe ~~faces~~face credit risk in ~~its~~our industrial businesses, as well as in ~~GECS~~our GE Capital investing, lending and leasing activities and derivative financial instruments activities.

· Legal and Compliance. Legal and compliance risk relates to changes in the government and regulatory environment, compliance requirements with policies and procedures, including those relating to financial reporting, environmental health and safety, and intellectual property risks. Government and regulatory risk is the risk that the government or regulatory actions will impose additional cost on us or cause us to have to change our business models or practices.

Risks identified through our risk management processes are prioritized and, depending on the probability and severity of the risk, escalated to the GE CRO. The GE CRO, in coordination with the CRC, assigns responsibility offor the risks to the business or functional leader most suited to manage the risk. Assigned owners are required to continually monitor, evaluate and report on risks for which they bear responsibility. Enterprise risk leaders within each business and corporate function are responsible to present to the CRO and CRC risk assessments and key risks at least annually. We have general response strategies for managing risks, which categorize risks according to whether the company will avoid, transfer, reduce or accept the risk. These response strategies are tailored to ensure that risks are within acceptable GE Board tolerance levels.

Depending on the nature of the risk involved and the particular business or function affected, we use a wide variety of risk mitigation strategies, including hedging, ~~standardized~~delegation ~~processes~~of authorities, ~~approvals and~~ operating reviews, insurance, standardized processes and strategic planning reviews. As a matter of policy, we generally hedge the risk of fluctuations in foreign currency exchange rates, interest rates and commodity prices. GE’s service businesses employ a comprehensive tollgate process leading up to and through the execution of a contractual service agreement to mitigate legal, financial and operational risks. Furthermore, we centrally manage ~~certain~~some risks ~~through~~by purchasing insurance, ~~determined~~the byamount ~~the~~of ~~balance~~which ~~between~~is determined by balancing the level of risk retained or assumed ~~and~~with the cost of transferring risk to others. We ~~counteract~~manage the risk of fluctuations in economic activity and customer demand by monitoring industry dynamics and responding accordingly, including by adjusting capacity, implementing cost reductions and engaging in mergers, ~~and~~ acquisitions and dispositions.

~~GECS Risk Management and Oversight~~(18)

~~GECS has developed a robust risk infrastructure and processes to manage risks related to its businesses and the~~ GE ~~Corporate~~Capital Risk ~~Function~~Management ~~relies upon them in fulfillment of its mission. As discussed above, the GE Audit Committee oversees GECS’ risk assessment~~ and ~~management processes.~~Oversight

AtGE ~~the GECS~~Capital ~~level,~~has ~~the~~developed ~~GECS~~a ~~Board~~robust ofrisk ~~Directors~~infrastructure ~~oversees~~and ~~the~~processes ~~GECS~~to ~~risk~~manage ~~management process,~~risks related to its businesses and ~~approves~~the ~~all~~GE ~~significant~~Corporate ~~acquisitions~~Risk ~~and~~Function ~~dispositions~~relies asupon ~~well~~them ~~as significant~~in ~~borrowings~~fulfillment ~~and~~of ~~investments~~its mission. ~~All~~As ~~participants~~discussed above, starting in March 2011, the ~~GECS~~GE Risk Committee will oversee GE Capital’s risk ~~management~~ ~~process~~assessment ~~must~~and ~~comply~~management ~~with~~processes, ~~approval~~which ~~limits~~was ~~established~~previously byan ~~the~~Audit ~~GECS Board~~Committee responsibility.

~~GE Capital~~At ~~established an Enterprise Risk Management Committee (ERMC), comprising~~ the ~~most senior leaders in~~ GE Capital, ~~which has oversight responsibility for identifying~~level, ~~assessing,~~the ~~mitigating~~GECS ~~and~~Board ~~monitoring~~of ~~risk~~Directors ~~across~~oversees the ~~entire~~ GE Capital ~~enterprise,~~risk ~~including~~management ~~credit~~process, ~~market,~~and ~~operational,~~approves ~~legal~~all ~~& compliance,~~significant ~~liquidity~~acquisitions and ~~funding~~dispositions ~~risk.~~as GEwell ~~Capital,~~as insignificant ~~coordination~~borrowings ~~with~~ and ~~under~~ ~~the~~investments. ~~oversight~~All ofparticipants ~~the~~in ~~GE CRO, provides comprehensive risk reports to~~ the GE ~~Audit Committee. At these meetings, which will occur at least four times a year, GE~~ Capital ~~senior~~risk management ~~will~~process ~~focus~~must oncomply ~~the~~with ~~risk~~approval ~~strategy and~~limits ~~financial~~established ~~services portfolio, including the risk oversight processes used to manage all the elements of risk managed~~ by the ~~ERMC~~GECS Board.

GE Capital’s risk management approach rests upon three major tenets: a broad spread of risk based on managed exposure limits; senior, secured commercial financings; and a hold to maturity model with transactions underwritten to “on-book” standards. Dedicated risk professionals across the businesses include underwriters, portfolio managers, collectors, environmental and engineering specialists, and specialized asset managers who evaluate leased asset residuals and remarket off-lease equipment. The senior risk officers have, on average, over 25 years of experience.

GE Capital manages risk categories identified in GE Capital’s business environment, which if materialized, could prevent GE Capital from achieving its risk objectives and/or result in losses. These risks are defined as GE Capital’s Enterprise Risk Universe, which includes the following risks: strategic (19including earnings and capital), reputational, liquidity, credit, market, operations (including financial, information technology and legal), and compliance.

~~Dedicated risk~~GE ~~professionals~~Capital’s ~~across~~Enterprise ~~the~~Risk ~~businesses~~Management ~~include~~Committee ~~underwriters~~(ERMC), ~~portfolio managers,~~which ~~collectors,~~is ~~environmental~~comprised ~~and~~of ~~engineering~~the ~~specialists~~most senior leaders in GE Capital as well as the GE CRO, ~~and~~oversees ~~specialized asset~~the ~~managers~~establishment ~~who~~of ~~evaluate~~appropriate ~~leased~~risk ~~asset~~systems, ~~residuals~~including policies, procedures, and ~~remarket~~management ~~off-lease equipment.~~committees ~~The~~that ~~senior~~support risk ~~officers~~controls ~~have,~~to onensure ~~average~~the enterprise risks are effectively identified, ~~over~~measured, 25monitored, ~~years~~and ~~of experience~~controlled.

~~Additional information~~The ~~about~~ERMC ~~our~~also ~~liquidity~~oversees ~~and~~the ~~how~~development weof ~~manage~~GE ~~this~~Capital’s overall risk ~~can~~appetite. beThe ~~found~~risk inappetite is the ~~Financial~~ ~~Resources~~amount ~~and~~of ~~Liquidity~~risk ~~section~~that ofGE ~~this~~Capital ~~Item~~is willing and inable ~~Notes~~to 8bear, ~~and~~expressed 15as to the ~~consolidated~~combination ~~financial~~of ~~statements~~the inenterprise ~~Part~~risk ~~II,~~objectives ~~Item~~and 8risk limits. ~~“Financial~~GE ~~Statements and~~Capital’s ~~Supplementary~~risk ~~Data”~~appetite ofis ~~this~~determined ~~Form~~relative ~~10-K~~to ~~Report.~~its ~~Additional~~desired ~~information~~risk ~~about our~~objectives, ~~credit~~including, ~~risk~~but ~~and~~not ~~GECS~~limited ~~portfolio~~to, ~~can~~stand-alone becredit ~~found~~ratings, incapital ~~the~~levels, ~~Financial~~liquidity ~~Resources~~management, ~~and Liquidity~~regulatory assessments, earnings, dividends and ~~Critical~~compliance. ~~Accounting~~GE ~~Estimates~~Capital ~~sections~~determines ofits ~~this~~risk ~~Item~~appetite ~~and~~through ~~Notes~~consideration ~~1, 3,~~of 4portfolio analytics, 15including stress testing and 17economic tocapital ~~the~~measurement, ~~consolidated~~experience ~~financial~~and ~~statements~~judgment inof ~~Part~~senior IIrisk officers, ~~Item~~current ~~8. “Financial~~portfolio ~~Statements~~levels, ~~and~~strategic ~~Supplementary~~planning, ~~Data”~~and ofregulatory ~~this~~and ~~Form~~rating ~~10-K Report~~agency expectations.

GE Capital uses stress testing to supplement other risk management processes. The ERMC approves the high-level scenarios for, and reviews the results of, GE Capital-wide stress tests across key risk areas, such as credit and investment, liquidity and market risk. Stress test results are also expressed in terms of impact to capital levels and metrics, and that information is reviewed with the GECS Board and the GE Risk Committee at least twice a year. Stress testing requirements are set forth in the Company’s approved risk policies. Key policies, such as the Enterprise Risk Management Policy, the Enterprise Risk Appetite Statement and the Liquidity and Capital Management policies are approved by the GE Risk Committee at least annually.

GE Capital, in coordination with and under the oversight of the GE CRO, provides comprehensive risk reports to the GE Risk Committee. At these meetings, which occur at least four times a year, GE Capital senior management focuses on the risk strategy and financial services portfolio, including the risk oversight processes used to manage all the elements of risk managed by the ERMC.

Additional information about our liquidity and how we manage this risk can be found in the Financial Resources and Liquidity section. Additional information about our credit risk and GECS portfolio can be found in the Financial Resources and Liquidity and Critical Accounting Estimates sections.

Segment Operations

Our five segments are focused on the broad markets they serve: CLL, Consumer, Real Estate, Energy Financial Services and GECAS. The Chairman allocates resources to, and assesses the performance of, these five businesses. In addition to providing information on segments in their entirety, we have also provided supplemental information for the geographic regions within the CLL segment for greater clarity.

GECS corporate items and eliminations include the effects of eliminating transactions between operating segments; results of our run-off insurance operations remaining in continuing operations attributable to GECS; underabsorbed corporate overhead; certain non-allocated amounts determined by the Chairman; and a variety of sundry items. GECS corporate items and eliminations is not an operating segment. Rather, it is added to operating segment totals to reconcile to consolidated totals on the financial statements.(19)

GECS corporate items and eliminations include unallocated Treasury and Tax operations; Trinity, a group of sponsored special purpose entities; certain consolidated liquidating securitization entities; the effects of eliminating transactions between operating segments; results of our run-off insurance operations remaining in continuing operations attributable to GECS; underabsorbed corporate overhead; certain non-allocated amounts determined by the Chairman; and a variety of sundry items. GECS corporate items and eliminations is not an operating segment. Rather, it is added to operating segment totals to reconcile to consolidated totals on the financial statements.

Segment profit is determined based on internal performance measures used by the Chairman to assess the performance of each business in a given period. In connection with that assessment, the Chairman may exclude matters such as charges for restructuring; rationalization and other similar expenses; in-process research and development and certain other acquisition-related charges and balances; technology and product development costs; certain gains and losses from acquisitions or dispositions; and litigation settlements or other charges, responsibility for which preceded the current management team.

Segment profit ~~always~~ excludes the effects of principal pension plans, results reported as discontinued operations, earnings attributable to noncontrolling interests of consolidated subsidiaries and accounting changes. Segment profit, which we sometimes refer to as “net earnings”, includes interest and income taxes. Beginning January 1, 2011, GE will allocate service costs related to its principal pension plans and GE will no longer allocate the retiree costs of its postretirement healthcare benefits to its segments. This revised allocation methodology will better align segment operating costs to the active employee costs, which are managed by the segments. We do not expect this change to significantly affect reported segment results.

We have reclassified certain prior-period amounts to conform to the current -period’s presentation. For additional information about our segments, see Part I, Item 1. “Business” ~~in Part I~~ and Note 1920 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

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Summary of Operating Segments

(In millions)		~~2009~~2010	~~2008~~2009		~~2007~~2008
Revenues
CLL(a)	$	2018,~~523~~447	$	2620,~~443~~762	$	26,~~982~~856
Consumer(a)		1917,~~268~~822		2517,~~311~~634		2524,~~054~~177
Real Estate		43,~~009~~744		64,~~646~~009		76,~~021~~646
Energy Financial Services		21,~~117~~957		32,~~707~~117		23,~~405~~707
GECAS		4,705		4,901		4,839
GECAS(a)		5,127		4,594		4,688
Total segment revenues		5047,~~622~~097		6749,~~008~~116		66,~~301~~074
GECS corporate items and eliminations(b)		3,541		4,279		5,635
GECS corporate items and eliminations		3,402		3,542		4,279
Total revenues in GECS	$	5450,~~163~~499	$	7152,~~287~~658	$	7170,~~936~~353
Segment profit (loss)
CLL(a)	$	~~987~~1,554	$	~~1,785~~963	$	31,~~787~~838
Consumer(a)		12,~~663~~629		31,~~684~~419		43,~~283~~623
Real Estate		(1,~~541~~741)		(1,~~144~~541)		21,~~285~~144
Energy Financial Services		~~212~~367		~~825~~212		~~677~~825
GECAS		1,023		1,194		1,211
GECAS(a)		1,195		1,016		1,140
Total segment profit		24,~~344~~004		82,~~632~~069		128,~~243~~570
GECS corporate items and eliminations(b)(c)(d)		(754)		(858)		174
GECS corporate items and eliminations(b)(c)		(874)		(754)		(858)
Earnings from continuing operations attributable to GECS		13,~~590~~130		71,~~774~~315		127,~~417~~712
Loss from discontinued operations, net of taxes,
Earnings (loss) from discontinued operations, net of taxes,
attributable to GECS		(~~175~~975)		~~(719)~~100		(~~2,116~~657)
Total net earnings attributable to GECS	$	12,~~415~~155	$	71,~~055~~415	$	107,~~301~~055

(a) During the first quarter of ~~2009~~2010, we transferred ~~Banque~~the ~~Artesia~~Transportation ~~Nederland~~Financial ~~N.V.~~Services ~~(Artesia)~~business from ~~CLL~~GECAS to CLL and the Consumer business in Italy from Consumer to CLL. Prior-period amounts were reclassified to conform to the current-period’s presentation.

(b) Included arestructuring ~~gain~~and onother ~~sale~~charges offor ~~Swiss~~2010 Reand ~~common~~2009 ~~stock~~ of $0.62 billion ~~pre-tax~~and $0.4 billion, respectively; related to CLL ($0.2 billion and $0.3 billion), ~~after~~primarily ~~tax~~business exits and Consumer (an insignificant amount and $0.1 billion), inprimarily ~~2007~~restructuring and other charges.

(c) Included ~~restructuring and other charges for 2009 and 2008 of~~ $0.41 billion ~~and~~of ~~$0.5~~net ~~billion,~~losses ~~respectively;~~during ~~related~~both to2010 ~~CLL ($0.3 billion~~ and ~~$0.3 billion)~~2009, ~~primarily~~related ~~business~~to ~~exits~~our ~~and~~treasury ~~Consumer ($0~~operations.~~1 billion and $0.2 billion), primarily planned business and portfolio exits.~~

~~(d)~~See ~~Included~~accompanying ~~$0.1~~notes ~~billion~~to ofconsolidated ~~net~~financial ~~losses~~statements ~~compared~~in ~~with~~Part ~~$0.5~~II, ~~billion~~Item of8. ~~net~~“Financial ~~earnings~~Statements ~~during 2009~~ and ~~2008,~~Supplementary ~~respectively,~~Data” ~~related~~of tothis ~~our~~Form ~~treasury~~10-K ~~operations~~Report.

See accompanying notes to consolidated financial statements.

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CLL

(In millions)	~~2009~~2010		~~2008~~2009		~~2007~~2008
Revenues	$	2018,~~523~~447	$	2620,~~443~~762	$	26,~~982~~856
Segment profit	$	~~987~~1,554	$	~~1,785~~963	$	31,~~787~~838
December 31 (In millions)	~~2009~~2010		~~2008~~2009
Total assets	$	~~205~~202,~~827~~650	$	~~228~~210,~~176~~742
(In millions)	~~2009~~2010		~~2008~~2009		~~2007~~2008
Revenues
Americas	$	109,~~191~~867	$	1110,~~594~~191	$	1211,~~066~~594
Europe		4,~~811~~140		54,~~812~~938		56,~~327~~011
Asia		2,~~157~~202		2,~~400~~157		2,~~462~~400
Other		32,~~364~~238		63,~~637~~476		76,~~127~~851
Segment profit
Segment profit (loss)
Americas	$	~~659~~1,263	$	~~1,195~~659	$	21,~~737~~195
Europe		~~394~~393		~~725~~362		~~779~~723
Asia		~~132~~246		~~147~~132		~~462~~147
Other		(~~198~~348)		(~~282~~190)		(~~191~~227)
December 31 (In millions)	~~2009~~2010		~~2008~~2009
Total assets
Americas	$	~~115~~114,~~628~~685	$	~~135~~115,~~253~~628
Europe		5250,~~624~~026		4954,~~734~~651
Asia		1918,~~451~~269		2319,~~127~~451
Other		1819,~~124~~670		2021,~~062~~012

CLL ~~2009~~ 2010 revenues decreased 2211% and net earnings ~~decreased~~increased 4561% compared with ~~2008~~2009. Revenues in ~~2009~~2010 and ~~2008~~2009 included $10.92 billion and $0.31 billion ~~from acquisitions~~, respectively, from acquisitions, and in 2010 were reduced by $31.2 billion from dispositions, primarily related to the deconsolidation of PTL., ~~Revenues~~which ~~in 2009 also~~ included $0.3 billion related to a gain on the sale of a partial interest in a limited partnership in PTL and remeasurement of our retained investment. Revenues in ~~2009~~ 2010 also decreased $41.62 billion compared with ~~2008~~2009 as a result of organic revenue declines ($31.94 billion), ~~and~~partially offset by the ~~stronger~~weaker U.S. dollar ($0.72 billion). Net earnings ~~decreased~~increased by $0.86 billion in ~~2009~~2010, reflecting ~~higher~~lower provisions for losses on financing receivables ($0.56 billion), ~~lower~~higher gains ($0.52 billion) and ~~declines~~ in lower~~-taxed~~ ~~earnings~~selling, ~~from~~general ~~global~~and ~~operations~~administrative costs ($0.41 billion)~~, partially offset by acquisitions ($0~~.4 ~~billion)~~These ~~and~~increases ~~higher~~were ~~investment~~partially ~~income ($0.3~~offset ~~billion).~~by ~~Net~~the ~~earnings~~absence ~~also~~of ~~included~~ the gain on the PTL sale and remeasurement ($0.3 billion) and ~~higher~~declines ~~Genpact~~in ~~gains ($0.1 billion), partially offset by mark~~lower-~~to-market~~taxed ~~losses~~earnings ~~and~~from ~~other-than-temporary~~global ~~impairments~~operations ($0.1 billion).

CLL ~~2008~~ 2009 revenues decreased 223% and net earnings decreased 5348% compared with ~~2007~~2008. Revenues in ~~2008~~2009 and ~~2007~~2008 included $1.89 billion and $0.23 billion, ~~respectively,~~ from acquisitions, respectively, and ~~in 2008~~ were reduced by $3.2 billion from dispositions, primarily related to the deconsolidation of PTL. Revenues in 2009 also included $0.3 billion asrelated to a ~~result~~gain on the sale of ~~dispositions~~ a partial interest in a limited partnership in PTL and remeasurement of our retained investment. Revenues in ~~2008~~2009 decreased $14.97 billion compared with ~~2007~~2008 as a result of organic revenue declines ($24.30 billion), ~~partially~~and ~~offset by~~ the ~~weaker~~ stronger U.S. dollar ($0.47 billion). Net earnings decreased by $2.0.9 billion in ~~2008~~ 2009, ~~resulting~~reflecting ~~from~~higher ~~core~~provisions ~~declines~~for losses on financing receivables ($20.25 billion), ~~including~~lower angains ~~increase of~~ ($0.5 billion) inand ~~the~~declines ~~provision~~in ~~for~~lower-taxed ~~losses~~earnings onfrom ~~financing~~global ~~receivables~~operations ~~and lower investment income~~ ($0.34 billion), partially offset by acquisitions ($0.4 billion), ~~and~~higher ~~the~~investment ~~effect~~income of($0.3 billion) and the ~~weaker~~stronger U.S. dollar ($0.1 billion). Net earnings ~~included~~ ~~mark-to-market~~also ~~losses~~included ~~and impairments ($0.8 billion),~~ the ~~absence~~gain ~~of the effects of the 2007 tax benefit~~ on ~~the~~PTL ~~disposition~~sale ofand ~~our~~remeasurement ~~investment in SES~~ ($0.53 billion) and ~~SES~~higher Genpact gains ($0.1 billion), partially offset by ~~Genpact~~ mark-to-market ~~gains~~losses and other-than-temporary impairments ($0.21 billion).

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Consumer

(In millions)	~~2009~~2010		~~2008~~2009			~~2007~~2008
Revenues	$	1917,~~268~~822	$	2517,~~311~~634	$	2524,~~054~~177
Segment profit	$	12,~~663~~629	$	31,~~684~~419	$	43,~~283~~623
December 31 (In millions)	~~2009~~2010		~~2008~~2009
Total assets	$	~~176~~154,~~046~~469	$	~~187~~160,~~927~~494

Consumer ~~2009~~ 2010 revenues ~~decreased~~increased 241% and net earnings ~~decreased~~increased 5585% compared with ~~2008. Revenues in~~ 2009 ~~included $1~~.0 ~~billion~~Revenues ~~from acquisitions (including a gain of $0.3 billion on the remeasurement of our previously held equity investment~~ in ~~BAC~~ ~~Credomatic~~2010 ~~GECF Inc. (BAC) related to the acquisition of a controlling interest (BAC acquisition gain)) and~~ were reduced by $10.73 billion as a result of ~~dispositions,~~ ~~and the lack of a current-year counterpart to the 2008 gain on sale of our Corporate Payment Services (CPS) business ($0~~dispositions.4 ~~billion).~~ Revenues in ~~2009~~2010 ~~decreased~~increased $5.0.5 billion compared with ~~2008~~2009 as a result of ~~organic revenue declines ($3.4 billion) and~~ the ~~stronger~~weaker U.S. dollar ($10.65 billion). The ~~decrease~~ increase in net earnings resulted primarily from core ~~declines~~growth ($21.42 billion) and the ~~lack~~weaker ofU.S adollar ~~current-year counterpart to the 2008 gain on sale of our CPS business~~ ($0.21 billion)., ~~These decreases were~~ partially offset by ~~higher securitization income ($0.3 billion),~~ the ~~BAC~~effects ~~acquisition~~of ~~gain~~dispositions ($0.~~2 billion) and the stronger U.S. dollar ($0.~~1 billion). Core ~~declines~~growth ~~primarily~~included ~~resulted from~~ lower ~~results~~provisions infor ~~the~~losses ~~U.S.,~~on ~~U.K.,~~financing ~~and~~receivables ~~our~~across ~~banks~~most inplatforms ~~Eastern~~($1.5 ~~Europe, reflecting~~billion) ~~higher~~and ~~provisions~~lower ~~for~~selling, ~~losses~~general onand ~~financing~~administrative ~~receivables~~costs ($10.32 billion) ~~and~~, partially offset by declines in lower-taxed earnings from global operations ($0.7 billion). ~~The benefit~~including ~~from~~the ~~lower-taxed~~absence ~~earnings~~of ~~from~~the ~~global~~first ~~operations~~quarter ~~included~~2009 tax benefit ($0.5 billion ) from the decision to indefinitely reinvest prior-year earnings outside the U.S. and an increase in the valuation allowance associated with Japan ($0.2 billion).

Consumer ~~2008~~ 2009 revenues ~~increased~~decreased 127% and net earnings decreased 1461% compared with ~~2007~~2008. Revenues ~~for~~in ~~2008~~2009 included $0.72 billion from acquisitions and were reduced by $01.47 billion ~~from~~ as a result of dispositions, and the lack of a current-year counterpart to the 2008 gain on sale of our ~~CPS~~Corporate ~~business~~Payment ~~and~~Services ~~were~~(CPS) ~~reduced~~business by ($0.24 billion ~~from dispositions~~). Revenues in ~~2008~~2009 ~~also~~ decreased $04.67 billion compared with ~~2007~~2008 as a result of organic revenue declines ($13.21 billion), ~~partially~~and ~~offset by~~ the ~~weaker~~ stronger U.S. dollar ($01.6 billion). The decrease in net earnings resulted primarily from core declines ($02.54 billion) and ~~lower~~the ~~securitization~~lack ~~income ($0.5~~of ~~billion).~~a ~~The~~current-year ~~decreases~~counterpart ~~were~~to ~~partially offset by~~ the 2008 gain on ~~the~~ sale of our CPS business ($0.2 billion),. ~~the~~These ~~weaker~~decreases ~~U.S.~~were ~~dollar~~partially offset by higher securitization income ($0.13 billion) and ~~acquisitions~~ the stronger U.S. dollar ($0.1 billion). Core declines primarily resulted from lower results in the U.S., ~~reflecting~~U.K., ~~the~~and ~~effects~~our ofbanks in Eastern Europe, reflecting higher ~~delinquencies~~provisions for losses on financing receivables ($1.23 billion)~~, partially~~ ~~offset~~and bydeclines ~~growth~~ in lower-taxed earnings from global operations ($1.0 .7 billion),. ~~including~~The benefit from lower-taxed earnings from global operations included $0.5 billion from the decision to indefinitely reinvest prior-year earnings outside the U.S.

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Real Estate

(In millions)	~~2009~~2010		~~2008~~2009		~~2007~~2008
Revenues	$	43,~~009~~744	$	64,~~646~~009	$	76,~~021~~646
Segment profit	$	(1,541)	$	1,144	$	2,285
Segment profit (loss)	$	(1,741)	$	(1,541)	$	1,144
December 31 (In millions)	~~2009~~2010		~~2008~~2009
Total assets	$	8172,~~505~~630	$	8581,~~266~~505

Real Estate ~~2009~~2010 revenues decreased 407% and net earnings decreased ~~$2.7~~13% ~~billion~~ compared with ~~2008~~2009. Revenues infor ~~2009~~2010 decreased $20.63 billion compared with ~~2008~~ 2009 as a result of organic revenue declines ~~($2.4~~and ~~billion), primarily as~~ a ~~result of a~~ decrease in property sales, ofpartially ~~properties,~~offset ~~and~~by the ~~stronger~~weaker U.S. dollar ~~($0~~.2 ~~billion).~~ Real Estate net earnings decreased $20.72 billion compared with ~~2008~~2009, primarily from an increase in ~~provisions~~impairments ~~for~~related ~~losses~~to onequity ~~financing~~properties ~~receivables~~ and ~~impairments~~ investments ($10.29 billion), ~~and~~partially offset by a decrease in ~~gains~~provisions onfor ~~sales~~losses ofon ~~properties~~financing ~~as compared~~receivables to($0.4 ~~the~~billion), ~~prior~~and ~~period~~core increases ($10.13 billion). Depreciation expense on real estate equity investments totaled $1.20 billion ~~in both 2009~~ and ~~2008~~$1.2 Inbillion ~~the~~for ~~normal course~~2010 ofand ~~our business operations~~2009, ~~we sell certain real estate equity investments when it is economically advantageous for us to do so~~respectively.

Real Estate ~~assets~~2009 atrevenues ~~December~~decreased ~~31,~~40% ~~2009,~~and net earnings decreased $32.87 billion, orcompared ~~4%,~~with ~~from~~2008. ~~December 31,~~Revenues ~~2008,~~in ~~including~~2009 decreased $2.76 billion, orcompared ~~6%,~~with ~~attributable~~2008 toas a ~~decline~~result inof ~~real estate~~organic ~~lending~~revenue ~~reflecting~~declines ~~lower~~($2.4 ~~originations~~billion), ~~principal~~primarily ~~repayments,~~as ~~and increased~~a ~~loan~~result ~~reserves~~of a decrease in sales of properties, and the stronger U.S. dollar ($0.2 billion). Real Estate net earnings decreased $2.7 billion compared with 2008, orprimarily from an increase in provisions for losses on financing receivables and impairments ($1.2%, ~~attributable~~billion) toand a ~~decline~~decrease in ~~real~~ ~~estate~~gains ~~investments~~on ~~principally~~sales ~~due~~of toproperties ~~depreciation~~as ~~expense~~compared ~~and~~to ~~impairments, partially~~the ~~offset~~prior byperiod ~~foreclosures~~($1.1 ~~During~~billion). ~~2009~~In the normal course of our business operations, we ~~sold~~sell certain real estate equity ~~investment~~ ~~assets~~investments ~~with~~when ait ~~book~~is ~~value~~economically ~~totaling~~advantageous ~~$1.5~~for ~~billion,~~us ~~which~~to ~~resulted~~do inso. ~~net earnings~~Depreciation ofexpense ~~$0.1~~on ~~billion~~real ~~that~~estate ~~were~~equity ~~more~~investments ~~than~~totaled ~~offset~~$1.2 bybillion ~~losses,~~in ~~impairments~~both 2009 and ~~depreciation~~ 2008.

Real Estate 2008 revenues decreased 5% and net earnings decreased 50% compared with 2007. Revenues for 2008 included $0.3 billion from acquisitions. Revenues in 2008 also decreased $0.7 billion compared with 2007 as a result of organic revenue declines ($0.8 billion), partially offset by the weaker U.S. dollar ($0.2 billion). Real Estate net earnings decreased $1.1 billion compared with 2007, primarily from a decline in net earnings from real estate equity investments ($1.2 billion), partially offset by an increase in net earnings from real estate lending. Net earnings from the sale of real estate equity investments in 2008 were lower as a result of increasingly difficult market conditions.

Real Estate assets at December 31, 2008, increased $6.0 billion, or 8%, from December 31, 2007, including $12.1 billion, or 34%, attributable to an increase in real estate lending, partially offset by a $6.4 billion, or 16%, decline in real estate equity investments. During 2008, we sold real estate equity investment assets with a book value totaling $5.8 billion, which resulted in net earnings of $1.3 billion that were partially offset by losses, impairments and depreciation.

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Energy Financial Services

(In millions)	~~2009~~2010		~~2008~~2009		~~2007~~2008
Revenues	$	21,~~117~~957	$	32,~~707~~117	$	23,~~405~~707
Segment profit	$	~~212~~367	$	~~825~~212	$	~~677~~825
December 31 (In millions)	~~2009~~2010		~~2008~~2009
Total assets	$	2219,~~616~~549	$	22,~~079~~616

Energy Financial Services 2010 revenues decreased 8% and net earnings increased 73% compared with 2009. Revenues in 2010 included a $0.1 billion gain related to the Regency transaction and in 2009 were reduced by $0.1 billion of gains from dispositions. Revenues in 2010 decreased compared with 2009 as a result of organic revenue growth ($0.4 billion), primarily increases in associated company revenues resulting from an asset sale by an investee ($0.2 billion), more than offset by the deconsolidation of Regency. The increase in net earnings resulted primarily from core increases ($0.1 billion), primarily increases in associated company earnings resulting from an asset sale by an investee ($0.2 billion) and the gain related to the Regency transaction ($0.1 billion).

Energy Financial Services 2009 revenues decreased 43% and net earnings decreased 74% compared with 2008. Revenues in 2009 included $0.1 billion of gains from dispositions. Revenues in 2009 also decreased $1.7 billion compared with 2008 as a result of organic declines ($1.7 billion), primarily as a result of the effects of lower energy commodity prices and a decrease in gains on sales of assets. The decrease in net earnings resulted primarily from core declines, including a decrease in gains on sales of assets as compared to the prior period and the effects of lower energy commodity prices.

Energy Financial Services 2008 revenues and net earnings increased 54% and 22%, respectively, compared with 2007. Revenues in 2008 and 2007 included $1.6 billion and $0.3 billion, respectively, from acquisitions. The increase in net earnings resulted primarily from core growth ($0.2 billion), partially offset by lower investment income ($0.1 billion).

GECAS

(In millions)	~~2009~~2010		~~2008~~2009		~~2007~~2008
Revenues	$	45,~~705~~127	$	4,~~901~~594	$	4,~~839~~688
Segment profit	$	1,~~023~~195	$	1,~~194~~016	$	1,~~211~~140
December 31 (In millions)	~~2009~~2010		~~2008~~2009
Total assets	$	5149,~~066~~106	$	4948,~~455~~178

GECAS ~~2009~~ 2010 revenues ~~decreased~~increased 412% and net earnings ~~decreased~~increased 1418% compared with ~~2008~~2009. ~~The~~ ~~decrease~~Revenues in ~~revenues~~2010 ~~resulted~~increased ~~primarily~~compared ~~from~~with ~~lower~~2009 ~~asset~~as ~~sales~~a result of organic revenue growth ($0.2 5 billion), including higher investment income. The ~~decrease~~increase in net earnings resulted primarily from ~~lower~~core ~~asset~~increases ~~sales~~ ($0.2 billion), ~~and~~including ~~core~~the ~~declines~~benefit ~~reflecting~~from ~~higher~~resolution of the 2003-2005 IRS audit, lower credit losses and higher investment income, partially offset by higher impairments related to our operating lease portfolio of commercial aircraft.

GECAS ~~2008~~ 2009 revenues ~~increased~~decreased 12% and net earnings decreased 111% compared with ~~2007~~2008. The ~~increase~~ decrease in revenues isresulted primarily afrom ~~result~~lower ofasset ~~organic~~sales ~~revenue growth~~ ($0.1 2 billion)~~, partially offset by lower investment income~~. The decrease in net earnings resulted primarily from lower ~~investment~~asset ~~income,~~sales ~~partially~~($0.1 ~~offset~~billion) by and core ~~growth~~declines reflecting higher credit losses and impairments.

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Corporate Items and Eliminations

GECS Corporate Items and Eliminations include Treasury operation expenses for both 2010 and 2009 of $0.1 billion. These Treasury results were primarily related to derivative activities that reduce or eliminate interest rate, currency or market risk between financial assets and liabilities.

GECS Corporate Items and Eliminations include $0.2 billion of unallocated Tax benefits for 2009 related to the decision to indefinitely reinvest prior-year earnings outside the U.S.

Certain amounts included in GECS Corporate Items and Eliminations cost are not allocated to the five operating businesses within the GE Capital segment because they are excluded from the measurement of their operating performance for internal purposes. Unallocated costs included $0.2 billion and $0.4 billion for 2010 and 2009, respectively, primarily related to restructuring and other charges. In addition, effective January 1, 2010, the cost of certain CLL and Consumer headquarters activities, previously reported in the respective businesses, were allocated to Corporate Items and Eliminations ($0.2 billion).

Discontinued Operations

(In millions)	~~2009~~2010		~~2008~~2009		~~2007~~2008
Loss from discontinued operations,
Earnings (loss) from discontinued operations,
net of taxes	$	(~~175~~975)	$	~~(719)~~100	$	(~~2,116~~657)

Discontinued operations primarily comprised BAC, GE Money Japan, ~~and~~our U.S. mortgage business (WMC), Consumer RV Marine and Consumer Mexico. Results of these businesses are reported as discontinued operations for all periods presented.

During the ~~third~~fourth quarter of ~~2007~~2010, we ~~committed~~completed tothe asale ~~plan~~of ~~to sell~~ our ~~Lake~~100% ~~business~~interest ~~and recorded~~in anBAC ~~after-tax~~for ~~loss of~~ $01.9 billion,. ~~which~~As ~~represents~~a ~~the~~result, ~~difference between~~we ~~the~~recognized ~~net~~an ~~book~~after-tax ~~value~~gain of ~~our~~$0.8 ~~Lake~~billion ~~business~~in ~~and the projected sale price~~2010. ~~During~~ ~~2008,~~The wedisposition ~~completed the sale~~ of GEBAC ~~Money~~is ~~Japan,~~consistent ~~which included Lake, along~~ with our ~~Japanese~~goal ~~mortgage~~of ~~and~~reducing ~~card~~ENI ~~businesses,~~and ~~excluding~~focusing our ~~minority~~businesses ~~ownership interest~~on inselective GEfinancial ~~Nissen~~services ~~Credit~~products ~~Co.,~~where ~~Ltd.~~we Inhave ~~connection~~domain ~~with~~knowledge, ~~this~~broad ~~sale~~distribution, and ~~primarily~~ ~~related~~the ability to ~~our~~earn ~~Japanese~~a ~~mortgage~~consistent ~~and~~return ~~card~~on ~~businesses~~capital, wewhile ~~recorded~~managing ~~an incremental~~our ~~$0.4~~overall ~~billion~~balance ~~loss~~sheet insize ~~2008~~and risk.

In ~~December~~ ~~2007,~~the wefourth ~~completed~~quarter ~~the~~of ~~sale~~2010, ofwe ~~our~~entered ~~WMC~~into ~~business~~agreements ~~for~~to ~~$0.1~~sell ~~billion~~Consumer ~~in cash,~~RV ~~recognizing~~Marine anand ~~after-tax~~Consumer ~~loss~~Mexico offor approximately $02.14 billion. Inand ~~connection~~approximately ~~with~~$2.0 ~~the transaction~~billion, ~~certain~~respectively, ~~contractual obligations~~ and ~~potential~~have ~~liabilities~~classified ~~related to~~these ~~previously~~businesses ~~sold~~as ~~loans~~discontinued ~~were retained~~operations.

~~Loss~~During ~~from discontinued~~the ~~operations,~~third ~~net~~quarter of ~~taxes~~2007, inwe ~~2009~~committed to a plan to sell our Lake business and recorded an after-tax loss of $0.9 billion, ~~primarily~~which ~~reflected~~represented the ~~incremental~~ ~~loss~~difference onbetween ~~disposal~~the net book value of our Lake business and the projected sale price. During 2008, we completed the sale of GE Money Japan, (which included Lake, along with our Japanese mortgage and card businesses, excluding our minority ownership interest in GE Nissen Credit Co., Ltd. In connection with this sale, and primarily related to our Japanese mortgage and card businesses, we recorded an incremental $0.14 billion) loss in 2008.

~~Loss~~In 2010, loss from discontinued operations, net of taxes, inprimarily reflected incremental reserves for excess interest claims related to our loss-sharing arrangement on the 2008 ~~was~~sale of GE Money Japan ($01.7 billion,) ~~primarily reflected~~and ~~loss~~estimated ~~from~~after-tax ~~operations~~losses (of $0.32 billion), and $0.1 billion on the ~~estimated~~planned ~~incremental loss~~sales of Consumer Mexico and Consumer RV Marine, respectively, partially offset by an after-tax gain on ~~disposal~~the sale of GEBAC ~~Money~~of ~~Japan~~$0.8 (billion and earnings from operations at Consumer Mexico of $0.42 billion) and at BAC of $0.1 billion.

Loss from discontinued operations, net of taxes, in ~~2007 was $2.1 billion~~2009, ~~reflecting~~primarily ~~a loss~~reflected ~~from~~incremental ~~operations~~reserves atfor ~~WMC~~excess ~~($0.9~~interest ~~billion),~~claims anrelated ~~estimated~~to ~~after-tax~~our loss-sharing arrangement on the ~~planned~~ 2008 sale of ~~Lake ($0.9 billion), a loss from operations at~~ GE Money Japan ~~($0.3~~ ~~billion), and an after-tax loss on the sale~~ of ~~our WMC business (~~$0.1 ~~billion),~~ ~~partially offset by a tax adjustment related to the 2004 initial public offering of Genworth ($0.1~~ billion).

~~For additional~~Loss ~~information~~from ~~related to~~ discontinued operations, ~~see~~net ~~Note~~of 2taxes, ~~to consolidated~~in ~~financial~~2008 ~~statements~~was in$0.7 ~~Part II~~billion, ~~Item~~primarily 8.reflected ~~“Financial~~a ~~Statements~~loss ~~and Supplementary~~from ~~Data”~~operations of ~~this~~$0.3 ~~Form~~billion, 10and incremental reserves for excess interest claims related to our loss-Ksharing ~~Report~~arrangement on the 2008 sale of GE Money Japan of $0.4 billion.

For additional information related to discontinued operations, see Note 2 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

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Geographic Operations

Our global activities span all geographic regions and primarily encompass leasing of aircraft and provision of financial services within these regional economies. Thus, when countries or regions experience currency and/or economic stress, we often have increased exposure to certain risks, but also often have new profit opportunities. Potential increased risks include, among other things, higher receivable delinquencies and bad debts, delays or cancellations of sales and orders principally related to aircraft equipment, higher local currency financing costs and slowdown in our established activities. New profit opportunities include, among other things, more opportunities for lower cost outsourcing, expansion of our activities through purchases of companies or assets at reduced prices and lower U.S. debt financing costs.

Revenues are classified according to the region to which products and services are sold. For purposes of this analysis, U.S. is presented separately from the remainder of the Americas. We classify certain operations that cannot meaningfully be associated with specific geographic areas as “Other Global” for this purpose.

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Geographic Revenues

(In billions)		~~2009~~2010		~~2008~~2009		~~2007~~2008
U.S.	$	2624.21	$	3326.50	$	3533.52
Europe		1412.5		2114.29		2021.02
Pacific Basin		7.13		107.01		10.0
Americas		45.92		53.26		4.76
Middle East and Africa		0.5		0.45		0.34
Other Global		1.0.9		1.0.6		1.40
Total	$	5450.25	$	7152.37	$	7170.94

Global revenues decreased 261% to $2726.94 billion in ~~2009~~2010, compared with $3726.87 billion and $3637.52 billion in ~~2008~~2009 and ~~2007~~2008, respectively, primarily as a result of ~~dispositions~~ decreases in Europe ~~and the Pacific Basin~~. Global revenues as a percentage of total revenues were 52% in ~~2009~~2010, compared with 5351% and 5153% in ~~2008~~2009 and ~~2007~~2008, respectively. Global revenue decreased by 28% in 2009 from $37.2 billion in 2008, primarily due to dispositions in Europe and the Pacific Basin. The effects of currency fluctuations on reported results ~~were~~increased ~~to decrease~~revenues by $0.8 billion in 2010, decreased revenues by $2.5 billion in 2009 and toincreased ~~increase~~ revenues by $1.2 ~~billion~~ ~~and $2.3~~ billion in 2008 ~~and 2007, respectively~~.

~~Our global~~Total ~~assets~~Assets ~~on a~~ (continuing basis of $319.1 billion at the end of 2009 were 3% lower than at the end of 2008, reflecting core declines in the Pacific Basin and Europe, partially offset by acquisitions, and the effects of the weaker U.S. dollar, primarily at Consumer and CLL.operations)

Financial results of our global activities reported in U.S. dollars are affected by currency exchange. We use a number of techniques to manage the effects of currency exchange, including selective borrowings in local currencies and selective hedging of significant cross-currency transactions. Such principal currencies are the pound sterling, the euro, the Japanese yen and the Canadian dollar.

December 31 (In billions)		2010		2009

U.S.	$	323.9	$	327.7
Europe		139.0		162.3
Pacific Basin		54.3		60.2
Americas		32.8		30.7
Other Global		53.5		54.3
Total	$	603.5	$	635.2

Our global assets on a continuing basis of $279.6 billion at the end of 2010 were 9% lower than at the end of 2009, reflecting core declines in Europe and the Pacific Basin, primarily due to portfolio run-off in various businesses at Consumer and lower financing receivables and equipment leased to others at CLL.

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Financial Resources and Liquidity

This discussion of financial resources and liquidity addresses the Statement of Financial Position, Liquidity and Borrowings, Debt and Derivative Instruments, Guarantees and Covenants, the Statement of Changes in Shareowner’s Equity, the Statement of Cash Flows, Contractual Obligations, and Variable Interest Entities ~~and Off-Balance Sheet Arrangements~~.

Overview of Financial Position

Major changes to our shareowner’s equity are discussed in the Statement of Changes in Shareowner’s Equity section. In addition, other significant changes to balances in our Statement of Financial Position follow.

Statement of Financial Position

Investment securities comprise mainly investment- grade debt securities supporting obligations to annuitants and policyholders in our run-off insurance operations and holders of guaranteed investment contracts (GICs), ~~and~~in ~~retained~~Trinity ~~interests~~(which ceased issuing new investment contracts beginning in ~~securitization~~the ~~entities~~first quarter of 2010) and investment securities held at our global banks. The fair value of investment securities ~~increased~~decreased to $5143.9 billion at December 31, ~~2009~~2010, from $4151.23 billion at December 31, ~~2008~~2009, primarily driven by ~~decreases~~ a decrease in ~~unrealized~~retained ~~losses~~interests ~~due~~as toa ~~market~~result ~~improvements,~~of ~~investment~~our adoption of FASB ~~cash~~Accounting ~~into short~~Standards Update (ASU) 2009-~~term~~16 ~~investments~~and ~~such~~ASU as2009-17, ~~money~~amendments ~~market~~to ASC ~~funds~~860, Transfers and ~~certificates~~Servicing, ofand ~~deposits~~ASC 810, ~~and~~ anConsolidations, ~~increase~~respectively in(ASU ~~our~~2009-16 ~~retained~~& ~~interests~~17), inand ~~securitization~~maturities ~~entities~~partially offset by improved market conditions. Of the amount at December 31, ~~2009~~2010, we held debt securities with an estimated fair value of $4142.68 billion, which included corporate debt securities, residential mortgage-backed securities (RMBS) and commercial mortgage-backed securities (CMBS) with estimated fair values of $25.54 billion, $32.38 billion and $2.7 9 billion, respectively. Unrealized losses on debt securities were $21.64 billion and $52.46 billion at December 31, ~~2009~~2010 and December 31, ~~2008~~2009, respectively. This amount included unrealized losses on corporate debt securities, RMBS and CMBS of $0.84 billion, $0.84 billion and $0.41 billion, respectively, at December 31, ~~2009~~2010, as compared with $20.68 billion, $10.18 billion and $0.84 billion, respectively, at December 31, ~~2008~~2009.

OfWe ~~the $3.3~~regularly ~~billion~~review ofinvestment ~~RMBS,~~securities ~~our~~for ~~exposure~~impairment tousing ~~subprime~~both ~~credit~~qualitative ~~was~~and ~~approximately~~quantitative $0criteria.~~9 billion.~~ ~~These~~We ~~securities~~presently ~~are~~do ~~primarily~~not ~~held~~intend to ~~support~~sell ~~obligations~~our todebt ~~holders of~~securities ~~GICs.~~and Webelieve ~~purchased~~that noit ~~such~~is ~~securities~~not inmore ~~2009~~likely ~~and~~than ~~2008.~~not ~~These~~that ~~investment securities~~we ~~are~~will ~~collateralized~~be ~~primarily~~required byto ~~pools~~sell ofthese ~~individual~~securities ~~direct~~that ~~mortgage loans,~~are ~~and~~in doan ~~not~~unrealized ~~include~~loss ~~structured~~position ~~products~~before ~~such~~recovery asof ~~collateralized~~our ~~debt obligations~~amortized cost. ~~Additionally,~~We abelieve ~~majority~~that ofthe ~~exposure~~unrealized toloss ~~residential~~associated ~~subprime~~with ~~credit related~~our toequity ~~investment~~ securities ~~backed~~will bybe ~~mortgage~~recovered ~~loans~~within ~~originated~~the inforeseeable ~~2006 and 2005~~future.

Our RMBS portfolio is collateralized primarily by pools of individual, direct mortgage loans (27a majority of which were originated in 2006 and 2005), not other structured products such as collateralized debt obligations. Substantially all of our RMBS securities are in a senior position in the capital structure of the deals and 65% are agency bonds or insured by Monoline insurers (on which we continue to place reliance). Of our total RMBS portfolio at December 31, 2010 and December 31, 2009, approximately $0.7 billion and $0.9 billion, respectively, relate to residential subprime credit, primarily supporting our guaranteed investment contracts. A majority of exposure to residential subprime credit related to investment securities backed by mortgage loans originated in 2006 and 2005. Substantially all of the subprime RMBS were investment grade at the time of purchase and approximately 72% have been subsequently downgraded to below investment grade.

~~The~~Our ~~vast majority of our~~ CMBS ~~have~~portfolio ~~investment-grade~~is ~~credit ratings from the major rating agencies and are in a senior position in the capital structure of the deal. Our CMBS investments are~~ collateralized by both diversified pools of mortgages that were originated for securitization (conduit CMBS) and pools of large loans backed by high quality properties (large loan CMBS), a majority of which were originated in 2007 and 2006. Substantially all of the securities in our CMBS portfolio have investment grade credit ratings and ~~2007~~the vast majority of the securities are in a senior position in the capital structure.

~~We regularly review investment securities for impairment.~~ Our review uses both qualitative and quantitative criteria. Effective April 1, 2009, the FASB amended ASC 320, Investments – Debt and Equity Securities, and modified the requirements for recognizing and measuring otherasset-~~than-temporary~~backed ~~impairment for debt~~ securities. ~~This~~(ABS) ~~did~~portfolio ~~not have a material impact on our results of operations. We presently do not intend to sell our debt securities and believe that it~~ is ~~not~~collateralized ~~more~~by ~~likely~~a ~~than~~variety ~~not that we will be required to sell these securities that are in an unrealized loss position before recovery~~ of ~~our~~diversified ~~amortized~~pools ~~cost. If we do not intend to sell the security and it is not more likely than not that we will be required to sell the security before recovery~~ of ~~our~~assets ~~amortized cost, we evaluate other qualitative criteria to determine whether a credit loss exists,~~ such as ~~the~~student ~~financial~~loans ~~health of~~ and ~~specific~~credit ~~prospects for the issuer~~cards, ~~including~~as ~~whether~~well ~~the~~as ~~issuer~~large issenior ~~in compliance~~secured ~~with~~loans ~~the terms and covenants~~ of ~~the~~high ~~security.~~quality ~~Quantitative~~middle ~~criteria include~~market ~~determining~~companies ~~whether there has been an adverse change~~ in ~~expected~~a ~~future cash~~variety ~~flows. With respect to corporate bonds, we placed greater emphasis on the credit quality~~ of ~~the issuer~~industries. ~~With~~The ~~respect~~vast tomajority ~~RMBS~~of ~~and CMBS, we placed greater emphasis on~~ our ~~expectations~~ABS ~~with~~securities ~~respect~~are toin ~~cash~~a ~~flows~~senior ~~from~~position in the ~~underlying collateral~~capital ~~and~~structure ~~with respect to RMBS, we considered other features~~ of the ~~security,~~ ~~principally monoline insurance~~deals. ~~For~~In ~~equity securities~~addition, ~~our~~substantially ~~criteria include~~all ~~the length~~ of ~~time and magnitude of~~ the ~~amount~~securities that ~~each~~are ~~security~~below isinvestment grade are in an unrealized ~~loss~~gain position. Our other-than-temporary impairment reviews involve our finance, risk and asset management functions as well as the portfolio management and research capabilities of our internal and third-party asset managers.

~~Monoline insurers~~For ~~(Monolines)~~ABS, ~~provide~~including ~~credit~~RMBS, ~~enhancement~~we ~~for~~estimate ~~certain~~the portion of ~~our~~loss ~~investment securities.~~attributable ~~The~~to credit ~~enhancement~~using is a ~~feature~~discounted ofcash ~~each~~flow ~~specific~~model ~~security~~ that ~~guarantees~~ ~~the~~considers ~~payment~~estimates of ~~all contractual~~ cash flows, ~~and~~generated is not purchased separately by GE. At December 31, 2009, our investment securities insured by Monolines totaled $2.7 billion, including $0.8 billion of our $0.9 billion investment in subprime RMBS. The Monoline industry continues to experience financial stress from ~~increasing delinquencies and defaults on~~ the ~~individual loans~~ underlying ~~insured securities~~collateral. InEstimates ~~evaluating~~of ~~whether~~cash aflows ~~security~~consider ~~with Monoline~~internal credit ~~enhancement is other-than-temporarily impaired~~risk, weinterest ~~first evaluate~~rate ~~whether~~and ~~there~~prepayment ~~has~~assumptions ~~been~~that anincorporate ~~adverse~~management’s ~~change~~best inestimate ~~estimated~~of ~~cash~~key ~~flows.~~assumptions, ~~If there~~including ~~has~~default ~~been~~rates, anloss ~~adverse~~severity ~~change~~and inprepayment ~~estimated~~rates. ~~cash~~For ~~flows~~CMBS, we ~~then~~estimate ~~evaluate~~ the ~~overall~~ ~~creditworthiness~~portion of ~~the~~loss ~~Monoline~~attributable ~~using an analysis that is similar~~ to ~~the~~ ~~approach~~credit weby ~~use~~evaluating ~~for~~potential ~~corporate~~losses ~~bonds.~~on ~~This~~each ~~includes an evaluation~~ of the ~~following~~ ~~factors:~~underlying ~~sufficiency~~loans ofin the ~~Monoline’s~~security. Collateral cash ~~reserves~~flows ~~and~~are ~~capital, ratings~~considered ~~activity, whether the Monoline is~~ in ~~default or default appears imminent, and~~ the ~~potential~~context ~~for~~of ~~intervention~~our byposition anin ~~insurance or other regulator. At December 31, 2009,~~ the ~~unrealized~~capital ~~loss~~structure ~~associated with securities subject to Monoline credit enhancement for which there is an expected loss was $0.3 billion,~~ of ~~which~~the $0deals.2 ~~billion~~Assumptions ~~relates~~can tovary ~~expected~~widely ~~credit~~depending ~~losses~~upon ~~and~~ the ~~remaining~~ ~~$0.1~~collateral ~~billion~~type, ~~relates~~geographic toconcentrations ~~other~~and ~~market factors~~vintage.

Total pre-tax other-than-temporary impairment losses during the period April 1, 2009, through December 31, 2009, were $0.7 billion, of which $0.3 billion was recognized in earnings and primarily relates to credit losses on corporate debt securities, RMBS and retained interests in our securitization arrangements, and $0.3 billion primarily relates to non-credit related losses on RMBS and is included within accumulated other comprehensive income.

Our qualitative review attempts to identify issuers’ securities that are “at-risk” of other-than-temporary impairment, that is, for securities that we do not intend to sell and it is not more likely than not that we will be required to sell before recovery of our amortized cost, whether there is a possibility of credit loss that would result in an other-than-temporary impairment recognition in the following 12 months. Securities we have identified as “at-risk” primarily relate to investments in RMBS securities and corporate debt securities across a broad range of industries. The amount of associated unrealized loss on these securities at December 31, 2009, is $0.6 billion. Credit losses that would be recognized in earnings are calculated when we determine the security to be other-than-temporarily impaired. Continued uncertainty in the capital markets may cause increased levels of other-than-temporary impairments.

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~~At December~~If ~~31,~~there ~~2009,~~has ~~unrealized~~been ~~losses~~an onadverse ~~investment~~change ~~securities~~in ~~totaled~~cash ~~$2.6 billion,~~flows ~~including~~for ~~$2.3 billion aged 12 months or longer~~RMBS, ~~compared~~management ~~with unrealized~~considers ~~losses~~credit ofenhancements ~~$5.7~~such ~~billion,~~as ~~including~~Monoline ~~$3.5~~insurance ~~billion~~(which ~~aged~~are 12features ~~months~~of ~~or longer,~~a atspecific ~~December 31, 2008~~security). OfIn ~~the~~evaluating ~~amount aged 12 months or longer at December 31, 2009, more than 70% of our debt securities were considered to be investment grade by~~ the ~~major~~overall ~~rating~~creditworthiness ~~agencies. In addition,~~ of the ~~amount~~Monoline ~~aged~~insurer ~~12 months or longer, $1.5 billion and $0.7 billion related to structured securities~~ (~~mortgage-backed, asset-backed and securitization retained interests~~Monoline) ~~and corporate debt securities~~, ~~respectively.~~we ~~With~~use ~~respect to our investment securities that are in~~ an ~~unrealized~~analysis loss position at December 31, 2009, the vast majority relate to debt securities held to support obligations to holders of GICs and annuitants and policyholders in our run-off insurance operations. We presently do not intend to sell our debt securities and believe that it is ~~not more~~similar ~~likely~~to ~~than~~the ~~not~~approach ~~that~~ we ~~will~~use befor ~~required~~corporate tobonds, ~~sell~~including ~~these securities that are in~~ an ~~unrealized~~evaluation ~~loss~~of ~~position~~the ~~before~~sufficiency ~~recovery~~ of ~~our~~the ~~amortized~~Monoline’s ~~cost.~~cash ~~The~~reserves ~~fair values used to determine these unrealized gains~~ and ~~losses~~capital, ~~are~~ratings ~~those~~activity, ~~defined~~whether ~~by relevant~~the ~~accounting~~Monoline ~~standards~~is ~~and~~in ~~are~~default ~~not a forecast of future gains~~ or ~~losses. For~~default ~~additional~~appears ~~information~~imminent, ~~see~~and ~~Note 3 to~~ the ~~consolidated~~potential ~~financial~~for ~~statements in~~intervention ~~Part~~by ~~II,~~an ~~Item~~insurance 8.or ~~“Financial~~other ~~Statement and Supplementary Data” of this Form 10-K Report~~regulator.

~~Fair~~Monolines provide ~~Value~~credit ~~Measurements.~~enhancement ~~We adopted~~for ~~ASC~~certain ~~820~~of our investment securities, ~~Fair~~primarily ~~Value Measurements~~RMBS and ~~Disclosures,~~municipal insecurities. ~~two~~The ~~steps;~~credit ~~effective~~enhancement ~~January~~is 1,a ~~2008,~~feature ~~we adopted~~of iteach ~~for~~specific security that guarantees the payment of all ~~financial~~contractual ~~instruments~~cash flows, and ~~non-financial~~is ~~instruments~~not ~~accounted for~~purchased atseparately ~~fair~~by ~~value~~GE. onThe aMonoline ~~recurring~~industry ~~basis~~continues to experience financial stress from increasing delinquencies and ~~effective~~defaults ~~January~~on 1,the ~~2009,~~individual ~~for~~loans ~~all non-financial~~underlying ~~instruments~~insured ~~accounted~~securities. ~~for~~We atcontinue ~~fair~~to ~~value~~rely on aMonolines ~~non-recurring~~with ~~basis. Adoption~~adequate ofcapital ~~this~~and ~~did~~claims ~~not~~paying resources. We have areduced ~~material~~our ~~effect~~reliance on ~~our~~Monolines ~~financial~~that ~~position~~do not have adequate capital or ~~results~~ ofhave ~~operations~~experienced regulator intervention. ~~Additional~~At ~~information~~December ~~about~~31, 2010, our ~~application~~investment ofsecurities ~~this guidance~~insured isby ~~provided~~Monolines inon ~~Note~~which 14we continue to ~~the~~place ~~consolidated~~reliance ~~financial~~were ~~statements~~$1.7 billion, including $0.3 billion of our $0.7 billion investment in ~~Part II~~subprime RMBS. At December 31, ~~Item~~2010, 8.the ~~“Financial~~unrealized ~~Statements~~loss ~~and~~associated ~~Supplementary~~with ~~Data”~~securities ofsubject ~~this~~to ~~Form~~Monoline ~~10-K Report~~credit enhancement for which there is an expected credit loss was $0.3 billion.

~~Investments measured~~Total atpre-tax, ~~fair~~other-than-temporary ~~value~~impairment inlosses ~~earnings~~during ~~include~~2010 ~~retained~~were ~~interests~~$0.5 inbillion, ~~securitizations accounted for at fair value and equity investments~~ of which $30.13 billion atwas ~~year-end 2009.~~recognized ~~The~~in earnings ~~effects~~and ofprimarily ~~changes~~relates into ~~fair~~credit ~~value~~losses on ~~these assets~~RMBS, ~~favorable and unfavorable, will be reflected in the period in which those changes occur~~non-U. AsS. ~~discussed~~government ~~in Note 7 to the consolidated financial statements in Part II~~securities, ~~Item 8~~non-U.S. ~~“Financial~~corporate ~~Statements~~securities and ~~Supplementary~~equity ~~Data” of this Form 10-K Report~~securities, ~~we also have assets that are classified as held for sale in the ordinary course of business, primarily credit card receivables, loans~~ and ~~real estate properties, carried at~~ $30.72 billion atprimarily ~~year-end~~relates ~~2009, which represents the lower of carrying amount or estimated fair value less costs~~ to ~~sell.~~non-credit Torelated ~~the~~losses ~~extent~~on ~~that~~RMBS ~~the estimated~~and ~~fair value less costs to sell~~ is ~~lower~~included ~~than~~within ~~carrying~~accumulated ~~value,~~other ~~any favorable~~comprehensive ~~or unfavorable changes in fair value will be reflected in earnings in the period in which such changes occur~~income.

~~Financing~~Our ~~receivables~~qualitative isreview ~~our largest~~attempts ~~category~~to identify issuers’ securities that are “at-risk” of ~~assets~~other-than-temporary impairment, that is, for securities that we do not intend to sell and ~~represents~~it ~~one~~is not more likely than not that we will be required to sell before recovery of our ~~primary~~amortized ~~sources~~cost, ~~of revenues.~~whether Athere ~~discussion~~is a possibility of credit loss that would result in an other-than-temporary impairment recognition in the ~~quality~~following 12 months. Securities we have identified as “at-risk” primarily relate to investments in RMBS securities and non-U.S. corporate debt securities across a broad range of ~~certain~~industries. ~~elements~~The amount of associated unrealized loss on these securities at December 31, 2010, is $0.4 billion. Credit losses that would be recognized in earnings are calculated when we determine the ~~financing receivables~~security ~~portfolio~~to ~~follows~~be other-than-temporarily impaired. Uncertainty in the capital markets may cause increased levels of other-than-temporary impairments.

~~Our portfolio~~At December 31, 2010, unrealized losses on investment securities totaled $1.4 billion, including $1.2 billion aged 12 months or longer, compared with unrealized losses of ~~financing~~$2.6 ~~receivables~~billion, isincluding ~~diverse~~$2.3 ~~and~~billion ~~not~~aged ~~directly~~12 ~~comparable~~months or longer, at December 31, 2009. Of the amount aged 12 months or longer at December 31, 2010, more than 70% of our debt securities were considered to be investment grade by the major Urating agencies.S In addition, of the amount aged 12 months or longer, $0.7 ~~banks~~billion and $0.3 ~~Historically~~billion related to structured securities (mortgage-backed, weasset-backed ~~have~~and ~~had~~securitization ~~less~~retained ~~consumer~~interests) ~~exposure~~and corporate debt securities, ~~which~~respectively. ~~over time~~With ~~has~~respect ~~had~~to ~~higher~~our investment securities that are in an unrealized loss ~~rates~~position at December 31, 2010, the vast majority relate to debt securities held to support obligations to holders of GICs and annuitants and policyholders in our run-off insurance operations. We presently do not intend to sell our debt securities and believe that it is not more likely than ~~commercial~~not ~~exposure~~that we will be required to sell these securities that are in an unrealized loss position before recovery of our amortized cost. For additional information, see Note 3 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

~~Our consumer~~Fair ~~portfolio~~Value isMeasurements. ~~largely~~For ~~non-U.S.~~financial assets and ~~primarily~~liabilities ~~comprises~~measured ~~mortgage,~~at ~~sales finance~~fair value on a recurring basis, ~~auto~~fair ~~and~~value ~~personal~~is ~~loans~~the inprice ~~various~~we ~~European~~would ~~and~~receive ~~Asian~~to ~~countries.~~sell ~~Our U.S.~~an ~~consumer~~asset ~~financing~~or ~~receivables~~pay ~~comprise~~to 7%transfer ofa ~~our~~liability ~~total~~in ~~portfolio~~an orderly transaction with a market participant at the measurement date. ~~Of those,~~In ~~approximately~~the ~~36%~~absence ~~relate~~of ~~primarily~~active tomarkets ~~credit~~for ~~cards~~the identical assets or liabilities, ~~which~~such ~~are~~measurements ~~often subject~~involve todeveloping ~~profit~~assumptions ~~and~~based ~~loss~~on ~~sharing~~market ~~arrangements~~observable ~~with~~data ~~the~~and, ~~retailer~~in (the ~~results~~ absence of ~~which~~such ~~are~~data, ~~reflected~~internal ininformation ~~GECS~~that ~~revenues),~~is ~~and~~consistent ~~have~~with awhat ~~smaller~~market ~~average~~participants ~~balance~~would ~~and lower~~use ~~loss~~in ~~severity~~a ashypothetical ~~compared~~transaction tothat ~~bank~~occurs ~~cards~~at the measurement date. ~~The~~Additional ~~remaining~~information ~~64%~~about ~~are~~our ~~sales finance~~application ~~receivables,~~of ~~which~~this ~~provide~~guidance ~~electronics,~~is ~~recreation,~~provided ~~medical~~in ~~and~~Notes ~~home improvement~~1 ~~financing~~and 14 to ~~customers.~~the Inconsolidated ~~2007,~~financial westatements ~~exited~~in ~~the~~Part UII, Item 8.S. ~~mortgage business~~“Financial Statements and weSupplementary ~~have~~Data” noof ~~U.S.~~this ~~auto~~Form or10-K ~~student loans~~Report.

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~~Overall, we~~Investments ~~believe~~measured ~~that~~at ~~the~~fair ~~global~~value ~~economic~~in ~~markets~~earnings ~~are~~include ~~beginning~~equity toinvestments ~~stabilize~~of ~~and~~$0.8 ~~we expect~~billion ~~that~~at ~~our~~year-end ~~financing receivables portfolio will begin to reflect this over the course of~~ 2010. WeThe ~~believe~~earnings ~~that~~effects ~~the~~of ~~commercial~~changes ~~financing markets~~ in ~~which~~fair ~~we operate~~value ~~(excluding~~on ~~commercial~~these ~~real estate~~assets, ~~discussed~~favorable ~~below)~~and ~~are~~unfavorable, ~~likewise becoming~~will ~~more~~be ~~stable,~~reflected ~~and~~in ~~loss~~the ~~severity~~period ~~remains~~in ~~within~~which anthose ~~expected range~~changes occur. ~~Delinquency~~ ~~and~~As ~~non-earnings~~discussed ~~rates~~ in ~~these~~Note ~~businesses~~7 ~~are beginning~~ to ~~show~~the ~~signs~~consolidated offinancial ~~improvement~~statements ~~and~~in ~~originations~~Part II, ~~while~~Item ~~down,~~8. ~~are~~“Financial ~~at generally~~Statements ~~higher~~and ~~margins.~~Supplementary InData” ~~our~~of ~~Consumer~~this ~~businesses~~Form 10-K Report, we ~~continued~~also ~~throughout 2009~~have toassets ~~raise~~that ~~underwriting~~are ~~standards,~~classified ~~reduce~~as ~~open~~held ~~credit~~for ~~commitments~~sale ~~and maintain discipline~~ in ~~collections.~~the ~~The~~ordinary ~~performance~~course of ~~this~~ business, ~~has historically~~loans ~~been~~and ~~linked~~real toestate ~~the~~properties, ~~global~~carried ~~economy~~at ~~and~~$3.5 ~~unemployment~~billion ~~levels~~at ~~and~~year-end ~~we expect~~ 2010, ~~losses~~which torepresents bethe ~~about~~lower ~~the~~of ~~same~~carrying asamount ~~our~~or ~~experience~~estimated infair ~~2009.~~value ~~Real~~less ~~Estate continues~~costs to besell. ~~under~~To ~~pressure,~~the ~~with~~extent ~~limited~~that ~~market~~the ~~liquidity~~estimated ~~and~~fair ~~challenging economic~~value ~~conditions.~~less Wecosts ~~have and continue~~ to ~~maintain~~sell anis ~~intense~~lower ~~focus~~than ~~on operations~~carrying ~~and risk management; however~~value, weany ~~expect~~favorable ~~current~~or ~~economic~~unfavorable ~~conditions to~~changes ~~persist~~ in ~~2010,~~fair ~~which~~value will ~~likely~~be ~~result~~reflected in ~~higher~~earnings ~~losses~~in ~~for~~the ~~Real~~period ~~Estate compared~~in ~~with~~which ~~2009~~such changes occur.

~~Losses~~Financing ~~on financing~~ receivables ~~are~~is ~~recognized when they are incurred, which requires us to make~~ our ~~best~~largest ~~estimate~~category of ~~probable~~assets ~~losses inherent in the portfolio. Such estimate requires consideration of historical loss experience, adjusted for current conditions,~~ and ~~judgments~~represents ~~about~~one ~~the probable effects~~ of ~~relevant observable~~our ~~data,~~primary ~~including~~sources ~~present economic conditions such as delinquency rates, financial health~~ of ~~specific customers and market sectors, collateral values (including housing price indices as applicable), and the present and expected future levels of interest rates~~revenues. Our ~~risk~~portfolio ~~management~~of ~~process~~financing ~~includes standards~~receivables ~~and~~is ~~policies~~diverse ~~for reviewing major risk exposures~~ and ~~concentrations, and~~not ~~evaluates~~directly ~~relevant~~comparable ~~data~~to ~~either~~major ~~for~~U.S. ~~individual loans or financing leases, or on a portfolio basis, as appropriate~~banks. ~~Effective~~A ~~January~~discussion 1,of ~~2009, loans acquired in a business acquisition are recorded at fair value, which incorporates our estimate at~~ the ~~acquisition~~quality ~~date~~ of ~~the~~certain ~~credit~~elements ~~losses~~of ~~over~~ the ~~remaining~~financing ~~life~~receivables ~~of the~~ portfolio. ~~As a result, the allowance for loan losses is not carried over at acquisition~~follows. ~~This may result in lower reserve coverage ratios prospectively.~~

~~For purposes~~Our ofconsumer ~~the~~portfolio ~~discussion~~is ~~that~~largely ~~follows,~~non-U.S. ~~“delinquent”~~and ~~receivables~~primarily ~~are~~comprises ~~those~~mortgage, ~~that are~~sales 30finance, ~~days~~auto orand ~~more~~personal ~~past~~loans ~~due~~in ~~based~~various onEuropean ~~their contractual terms;~~ and ~~“nonearning” receivables~~Asian ~~are~~countries. ~~those~~Our ~~that~~U.S. ~~are~~consumer 90financing ~~days~~receivables orcomprise ~~more~~14% ~~past~~of ~~due~~our ~~(or~~total ~~for which collection has otherwise become doubtful)~~portfolio. ~~Nonearning~~Of ~~receivables~~those, ~~exclude~~approximately ~~loans~~63% ~~purchased at~~relate aprimarily ~~discount~~to ~~(unless~~credit ~~they have deteriorated post acquisition). Under ASC 310~~cards, ~~Receivables,~~ ~~these loans~~which are ~~initially~~often ~~recorded~~subject atto ~~fair~~profit ~~value~~ and ~~accrete~~loss ~~interest~~sharing ~~income~~arrangements ~~over~~with the ~~estimated~~ ~~life~~retailer of (the ~~loan~~results ~~based~~of onwhich ~~reasonably estimable cash flows even if the underlying loans~~ are ~~contractually~~reflected ~~delinquent~~in ~~at acquisition. In addition~~revenues), ~~nonearning~~ ~~receivables~~and ~~exclude~~have ~~loans~~a ~~that~~smaller ~~are~~average ~~paying~~balance ~~currently~~and ~~under~~lower aloss ~~cash accounting~~severity ~~basis,~~as ~~but~~compared ~~classified~~to asbank ~~impaired~~cards. ~~Recently~~ ~~restructured financing~~The ~~receivables~~remaining ~~are~~37% ~~not considered delinquent when payments~~ are ~~brought current~~sales ~~according~~finance toreceivables, ~~the~~which ~~restructured~~provide ~~terms~~electronics, ~~but~~recreation, ~~may~~medical ~~remain~~and ~~classified~~home ~~as nonearning~~improvement ~~until~~financing ~~there~~to ~~has~~customers. ~~been~~In a2007, ~~period~~we ofexited ~~satisfactory~~the ~~payment~~U.S. ~~performance~~mortgage ~~by the~~business ~~borrower~~ and ~~future~~we ~~payments~~have ~~are~~no ~~reasonably~~U.S. ~~assured~~auto ~~of collection~~or student loans.

Our commercial portfolio primarily comprises senior, secured positions with comparatively low loss history. The secured receivables in this portfolio are collateralized by a variety of asset classes, which for our CLL business primarily include: industrial-related facilities and equipment, vehicles, corporate aircraft, and equipment used in many industries, including the construction, manufacturing, transportation, media, communications, entertainment, and healthcare industries. The portfolios in our Real Estate, GECAS and Energy Financial Services businesses are collateralized by commercial real estate, commercial aircraft and operating assets in the global energy and water industries, respectively. We are in a secured position for substantially all of our commercial portfolio.

Losses on financing receivables are recognized when they are incurred, which requires us to make our best estimate of probable losses inherent in the portfolio. The method for calculating the best estimate of losses depends on the size, type and risk characteristics of the related financing receivable. Such an estimate requires consideration of historical loss experience, adjusted for current conditions, and judgments about the probable effects of relevant observable data, including present economic conditions such as delinquency rates, financial health of specific customers and market sectors, collateral values (including housing price indices as applicable), and the present and expected future levels of interest rates. The underlying assumptions, estimates and assessments we use to provide for losses are updated periodically to reflect our view of current conditions. Changes in such estimates can significantly affect the allowance and provision for losses. It is possible to experience credit losses that are different from our current estimates.

Our risk management process includes standards and policies for reviewing major risk exposures and concentrations, and evaluates relevant data either for individual loans or financing leases, or on a portfolio basis, as appropriate.

Loans acquired in a business acquisition are recorded at fair value, which incorporates our estimate at the acquisition date of the credit losses over the remaining life of the portfolio. As a result, the allowance for losses is not carried over at acquisition. This may have the effect of causing lower reserve coverage ratios for those portfolios.

For purposes of the discussion that follows, “delinquent” receivables are those that are 30 days or more past due based on their contractual terms; and “nonearning” receivables are those that are 90 days or more past due (or for which collection is otherwise doubtful). Nonearning receivables exclude loans purchased at a discount (unless they have deteriorated post acquisition). Under ASC 310, Receivables, these loans are initially recorded at fair value and accrete interest income over the estimated life of the loan based on reasonably estimable cash flows even if the underlying loans are contractually delinquent at acquisition. In addition, nonearning receivables exclude loans that are paying on a cash accounting basis but classified as nonaccrual and impaired. “Nonaccrual” financing receivables include all nonearning receivables and are those on which we have stopped accruing interest. We stop accruing interest at the earlier of the time at which collection of an account becomes doubtful or the account becomes 90 days past due. Recently restructured financing receivables are not considered delinquent when payments are brought current according to the restructured terms, but may remain classified as nonaccrual until there has been a period of satisfactory payment performance by the borrower and future payments are reasonably assured of collection.

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	Financing receivables at				Nonearning receivables at				Allowance for losses at
	December 31,		December 31,		December 31,		December 31,		December 31,		December 31,
(In millions)	2009		2008		2009		2008		2009		2008
CLL(a)
Americas	$	87,496	$	105,410	$	3,155	$	1,974	$	1,179	$	843
Europe		39,476		37,767		1,380		345		544		288
Asia		13,202		16,683		576		306		244		163
Other		771		786		10		2		8		2
Consumer(a)
Non-U.S. residential
mortgages(b)		58,831		60,753		4,552		3,321		952		383
Non-U.S. installment and
revolving credit		25,208		24,441		454		413		1,187		1,051
U.S. installment and
revolving credit		23,190		27,645		841		758		1,698		1,700
Non-U.S. auto		13,485		18,168		73		83		312		222
Other		12,808		11,541		645		175		318		226
Real Estate(c)		44,841		46,735		1,252		194		1,494		301
Energy Financial Services		7,790		8,392		78		241		28		58
GECAS		15,319		15,429		167		146		107		60
Other(d)		2,614		4,031		72		38		34		28
Total	$	345,031	$	377,781	$	13,255	$	7,996	$	8,105	$	5,325

Further information on the determination of the allowance for losses on financing receivables and the credit quality and categorization of our financing receivables is provided in the Critical Accounting Estimates section of this Item and Notes 1, 4 and 16 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

(a) During the first quarter of 2009, we transferred Artesia from CLL to Consumer. Prior-period amounts were reclassified to conform to the current-period’s presentation.

(b) At December 31, 2009, net of credit insurance, approximately 24% of this portfolio comprised loans with introductory, below-market rates that are scheduled to adjust at future dates; with high loan-to-value ratios at inception; whose terms permitted interest-only payments; or whose terms resulted in negative amortization. At origination, we underwrite loans with an adjustable rate to the reset value. 82% of these loans are in our U.K. and France portfolios, which comprise mainly loans with interest-only payments and introductory below-market rates, have a delinquency rate of 18.3% and have loan-to-value ratio at origination of 74%. At December 31, 2009, 1% (based on dollar values) of these loans in our U.K. and France portfolios have been restructured.

(c) Financing receivables included $317 million and $731 million of construction loans at December 31, 2009 and 2008, respectively.

(d) Consisted of loans and financing leases related to certain consolidated, liquidating securitization entities.

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							Allowance for losses as						Allowance for losses as a
	Financing receivables at									Nonearning receivables at									Allowance for losses at
	Nonearning receivables as a						a percent of nonearning						percent of total financing
	December 31,			January 1,			December 31,			December 31,			January 1,			December 31,			December 31,		January 1,		December 31,
	percent of financing receivables						receivables						receivables
(In millions)	2010			2010(a)			2009			2010			2010(a)			2009			2010		2010(a)		2009
	December 31,			December 31,			December 31,			December 31,			December 31,			December 31,
Commercial
	2009			2008			2009			2008			2009			2008
CLL(b)
CLL(a)
Americas	$	86,596		$	99,666		$	87,496		$	2,571		$	3,437		$	3,155		$	1,287	$	1,245	$	1,179
Americas		3.6	%		1.9	%		37.4	%		42.7	%		1.3	%		0.8	%
Europe		37,498			43,403			41,455			1,241			1,441			1,441			429		575		575
Europe		3.5			0.9			39.4			83.5			1.4			0.8
Asia		11,943			13,159			13,202			406			559			576			222		234		244
Asia		4.4			1.8			42.4			53.3			1.8			1.0
Other		2,626			2,836			2,836			8			24			24			7		11		11
Other		1.3			0.3			80.0			100.0			1.0			0.3
Total CLL		138,663			159,064			144,989			4,226			5,461			5,196			1,945		2,065		2,009
Consumer(a)
Energy
Non-U.S. residential
Financial
mortgages		7.7			5.5			20.9			11.5			1.6			0.6
Services		7,011			7,790			7,790			62			78			78			22		28		28
Non-U.S. installment and
GECAS(b)		12,615			13,254			13,254			–			153			153			20		104		104
revolving credit		1.8			1.7			261.5			254.5			4.7			4.3
Other(c)		1,788			2,614			2,614			102			72			72			58		34		34
U.S. installment and
Total
revolving credit		3.6			2.7			201.9			224.3			7.3			6.1
Commercial		160,077			182,722			168,647			4,390			5,764			5,499			2,045		2,231		2,175
Non-U.S. auto		0.5			0.5			427.4			267.5			2.3			1.2
Real Estate
Other		5.0			1.5			49.3			129.1			2.5			2.0
Debt(d)		30,249			36,257			36,565			961			939			939			1,292		1,355		1,358
Real Estate		2.8			0.4			119.3			155.2			3.3			0.6
Business
Energy Financial Services		1.0			2.9			35.9			24.1			0.4			0.7
properties(e)		9,962			12,416			8,276			386			419			313			196		181		136
GECAS		1.1			0.9			64.1			41.1			0.7			0.4
Total Real Estate		40,211			48,673			44,841			1,347			1,358			1,252			1,488		1,536		1,494
Other		2.8			0.9			47.2			73.7			1.3			0.7
Consumer(b)
Total		3.8			2.1			61.1			66.6			2.3			1.4
Non-U.S.
residential
mortgages(f)		45,536			54,921			54,921			3,812			4,331			4,331			828		926		926
Non-U.S.
installment
and revolving
credit		20,368			23,443			23,443			290			409			409			945		1,116		1,116
U.S. installment
and revolving
credit		43,974			44,008			20,027			1,201			1,624			832			2,333		3,153		1,551
Non-U.S. auto		8,877			12,762			12,762			48			66			66			174		303		303
Other		8,306			10,156			10,156			478			610			610			259		291		291
Total Consumer		127,061			145,290			121,309			5,829			7,040			6,248			4,539		5,789		4,187
Total	$	327,349		$	376,685		$	334,797		$	11,566		$	14,162		$	12,999		$	8,072	$	9,556	$	7,856

(a) ~~During~~Reflects the ~~first~~effects ~~quarter~~of our adoption of ASU 2009-16 & 17 on January 1, we2010. ~~transferred~~See ~~Artesia~~Notes ~~from~~4 ~~CLL~~and 16 to ~~Consumer~~the consolidated financial statements in Part II, Item 8. ~~Prior-period~~“Financial ~~amounts~~Statements ~~were~~and ~~reclassified~~Supplementary toData” ~~conform~~of tothis ~~the~~Form ~~current~~10-~~period’s~~K ~~presentation~~Report.

~~Further information~~(b) onDuring the ~~determination~~first quarter of ~~the~~2010, ~~allowance~~we ~~for~~transferred ~~losses~~the onTransportation ~~financing receivables~~Financial isServices ~~provided~~business infrom ~~the~~GECAS ~~Critical~~to ~~Accounting~~CLL ~~Estimates section of this item~~ and ~~Note 1 to~~ the ~~consolidated~~Consumer ~~financial~~business ~~statements~~ in ~~Part~~Italy ~~II,~~from ~~Item~~Consumer 8to CLL. ~~“Financial~~ ~~Statements~~Prior-period ~~and~~amounts ~~Supplementary~~were ~~Data”~~reclassified ofto ~~this~~conform ~~Form~~to 10the current-~~K Report~~period presentation.

~~The portfolio~~(c) ofPrimarily ~~financing~~consisted ~~receivables,~~of ~~before~~loans ~~allowance for losses, was $345.0 billion at December 31, 2009,~~ and ~~$377.8~~financing ~~billion~~leases atin ~~December~~former 31consolidated, ~~2008.~~liquidating ~~Financing receivables,~~securitization ~~before allowance for losses~~entities, ~~decreased $32.8 billion from December 31, 2008, primarily as a result of core declines of $52.1 billion mainly from collections exceeding originations ($44.0 billion) (~~which ~~includes securitization~~became ~~and~~wholly ~~sales),~~owned ~~partially~~affiliates ~~offset~~in byDecember ~~the weaker U~~2010.~~S. dollar ($17.8 billion) and acquisitions ($11.9 billion).~~

~~Related nonearning receivables totaled $13.3 billion~~ (~~3.8%~~d) ofFinancing ~~outstanding~~ receivables~~) at~~ ~~December~~included ~~31,~~$218 ~~2009,~~million ~~compared~~and ~~with~~ $~~8.0~~317 ~~billion~~million ~~(2.1%~~ of ~~outstanding receivables)~~construction loans at December 31, ~~2008.~~2010 ~~Nonearning~~and ~~receivables increased from~~ December 31, ~~2008~~2009, ~~primarily in connection with the challenging global economic environment, increased deterioration in the real estate markets and rising unemployment~~respectively.

~~The allowance~~(e) ~~for~~Our ~~losses~~Business atproperties ~~December~~portfolio ~~31,~~is ~~2009,~~underwritten ~~totaled~~primarily ~~$8.1~~by ~~billion~~the ~~compared~~credit ~~with $5.3~~quality ~~billion at December 31, 2008, representing our best estimate~~ of ~~probable losses inherent in~~ the ~~portfolio~~borrower and ~~reflecting~~secured ~~the~~by ~~then-current~~tenant ~~credit~~ and ~~economic~~ ~~environment.~~owner-occupied ~~Allowance~~commercial ~~for losses increased $2~~properties.~~8 billion from December 31, 2008, primarily due to increasing delinquencies and nonearning receivables, reflecting the continued weakened economic and credit environment.~~

(f)

At December 31, 2010, net of credit insurance, approximately 24% of our secured Consumer non-U.S. residential mortgage portfolio comprised loans with introductory, below market rates that are scheduled to adjust at future dates; with high loan-to-value ratios at inception (greater than 90%); whose terms permitted interest-only payments; or whose terms resulted in negative amortization. At origination, we underwrite loans with an adjustable rate to the reset value. Of these loans, 82% are in our U.K. and France portfolios, which comprise mainly loans with interest-only payments and introductory below market rates, have a delinquency rate of 15%, have a loan-to-value ratio at origination of 75% and have re-indexed loan-to-value ratios of 83% and 60%, respectively. At December 31, 2010, 4% (based on dollar values) of these loans in our U.K. and France portfolios have been restructured.

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~~“Impaired” loans~~On inJanuary ~~the~~1, ~~table~~2010, ~~below~~we ~~are~~adopted ~~defined~~ASU as2009-16 ~~larger~~& ~~balance~~17, orresulting ~~restructured~~in ~~loans~~the ~~for which~~consolidation itof is$40.2 ~~probable~~billion ~~that~~of ~~the~~net ~~lender~~financing ~~will~~receivables beat ~~unable~~January to1, ~~collect~~2010. ~~all~~We ~~amounts~~have ~~due according~~provided tocomparisons ~~original contractual terms~~ of ~~the~~our ~~loan~~financing ~~agreement. The vast~~receivables ~~majority~~portfolio ofat ~~our~~December ~~consumer~~31, ~~and~~2010 ato ~~portion~~January of1, ~~our~~2010, ~~CLL~~as ~~nonearning~~we ~~receivables are~~believe ~~excluded~~that ~~from~~it ~~this~~provides ~~definition,~~a asmore ~~they~~meaningful ~~represent~~comparison ~~smaller~~of ~~balance~~our ~~homogenous loans~~portfolio ~~that~~quality wefollowing ~~evaluate~~the ~~collectively~~adoption byof ~~portfolio~~ASU ~~for~~2009-16 ~~impairment~~& 17.

~~Impaired loans~~The ~~include~~portfolio ~~nonearning~~of financing receivables, onbefore ~~larger~~allowance ~~balance~~for orlosses, ~~restructured~~was ~~loans~~$327.3 billion at December 31, ~~loans~~ ~~which~~2010, ~~are~~and ~~currently~~$376.7 ~~paying~~billion ~~interest~~at ~~under~~January ~~the~~1, ~~cash~~2010. ~~basis~~Financing ~~(but~~receivables, ~~are~~before ~~excluded~~ allowance for losses, decreased $49.4 billion from ~~the~~January ~~nonearning~~1, ~~category~~2010, primarily as a result of collections exceeding originations ($26.3 billion) (which includes sales), write-offs ($10.1 billion), the stronger U.S. dollar ($2.1 billion) and ~~loans~~dispositions ~~paying~~($1.2 ~~currently~~billion), ~~but~~partially ~~which~~offset ~~have~~by ~~been previously~~acquisitions ~~restructured~~($2.8 billion).

~~Specific reserves~~Related ~~are~~nonearning ~~recorded~~receivables ~~for~~totaled ~~individually~~$11.6 ~~impaired~~billion ~~loans~~(3.5% toof ~~the~~outstanding ~~extent~~receivables) weat ~~judge principal~~December to31, be2010, ~~uncollectible~~compared with $14.2 ~~Certain~~billion ~~loans~~(3.8% ~~classified~~of asoutstanding ~~impaired~~receivables) ~~may~~at ~~not require~~January a1, ~~reserve~~2010. InNonearning ~~these~~receivables ~~circumstances~~decreased from January 1, we2010, ~~believe~~primarily ~~that~~due weto ~~will~~improvements ~~ultimately collect~~in our entry rates in Consumer and improved performance in Commercial, offset by increased Real Estate delinquencies driven by the ~~unpaid~~continued ~~balance~~challenging ~~(through~~environment ~~collection~~in orthe ~~collateral repossession)~~commercial real estate markets.

~~Further information~~The ~~pertaining~~allowance tofor ~~loans~~losses ~~classified~~at asDecember ~~impaired~~31, ~~and~~2010 ~~specific~~totaled ~~reserves~~$8.1 billion compared with $9.6 billion at January 1, 2010, representing our best estimate of probable losses inherent in the portfolio. Allowance for losses decreased $1.5 billion from January 1, 2010, primarily because provisions were lower than write-offs, net of recoveries by $1.3 billion, which is ~~included~~ attributable to a reduction in the ~~table~~overall financing receivables balance and an improvement in the overall credit environment. The allowance for losses as a percent of total financing receivables increased from 2.3% at December 31, 2009 to 2.5% at December 31, 2010 primarily due to the adoption of ASU 2009-16 & 17 on January 1, 2010. Further information surrounding the allowance for losses related to each of our portfolios is detailed below.

December 31 (In millions)	2009		2008
Loans requiring allowance for losses	$	9,145	$	2,712
Loans expected to be fully recoverable		3,741		871
Total impaired loans	$	12,886	$	3,583
Allowance for losses (specific reserves)	$	2,331	$	635
Average investment during the period		8,493		2,064
Interest income earned while impaired(a)		227		48

The following table provides information surrounding selected ratios related to nonearning financing receivables and the allowance for losses.

(a) Recognized principally on cash basis.

Impaired loans increased by $9.3 billion from December 31, 2008, to December 31, 2009, primarily relating to increases at Real Estate ($5.7 billion) and CLL ($2.7 billion). We regularly review our Real Estate loans for impairment using both quantitative and qualitative factors, such as debt service coverage and loan-to-value ratios. We classify Real Estate loans as impaired when the most recent valuation reflects a projected loan-to-value ratio at maturity in excess of 100%, even if the loan is currently paying in accordance with contractual terms. The increase in impaired loans and related specific reserves at Real Estate reflects our current estimate of collateral values of the underlying properties, and our estimate of loans which are not past due, but for which it is probable that we will be unable to collect the full principal balance at maturity due to a decline in the underlying value of the collateral. Of our $6.5 billion impaired loans at Real Estate at December 31, 2009, approximately $4.4 billion are currently paying in accordance with the contractual terms of the loan. Impaired loans at CLL primarily represent senior secured lending positions.

Our loss mitigation strategy intends to minimize economic loss and, at times, can result in rate reductions, principal forgiveness, extensions, forbearance or other actions, which may cause the related loan to be classified as a troubled debt restructuring (TDR). As required by GAAP, TDRs are included in impaired loans. As of December 31, 2009, TDRs included in impaired loans were $3.0 billion, primarily relating to Real Estate ($1.1 billion), CLL ($1.0 billion) and Consumer ($0.9 billion).

CLL − Americas. Nonearning receivables of $3.2 billion represented 23.8% of total nonearning receivables at December 31, 2009. The ratio of allowance for losses as a percent of nonearning receivables declined from 42.7% at December 31, 2008, to 37.4% at December 31, 2009, primarily from an increase in secured exposures requiring relatively lower specific reserve levels, based upon the strength of the underlying collateral values. The ratio of nonearning receivables as a percent of financing receivables increased from 1.9% at December 31, 2008, to 3.6% at December 31, 2009, primarily from an increase in nonearning receivables in our senior secured lending portfolio concentrated in the following industries: media, communications, corporate aircraft, auto, transportation, retail/publishing, inventory finance, and franchise finance.

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CLL – Europe. Nonearning receivables of $1.4 billion represented 10.4% of total nonearning receivables at December 31, 2009. The ratio of allowance for losses as a percent of nonearning receivables declined from 83.5% at December 31, 2008, to 39.4% at December 31, 2009, primarily from the increase in nonearning receivables related to the acquisition of Interbanca S.p.A. The ratio of nonearning receivables as a percent of financing receivables increased from 0.9% at December 31, 2008, to 3.5% at December 31, 2009, primarily from the increase in nonearning receivables related to the acquisition of Interbanca S.p.A. and an increase in nonearning receivables in secured lending in the automotive industry.

	Nonearning financing receivables								Allowance for losses as a percent of									Allowance for losses as a percent of
	as a percent of financing receivables								nonearning financing receivables									total financing receivables
	December 31,		January 1,			December 31,			December 31,			January 1,			December 31,			December 31,			January 1,			December 31,
	2010		2010(a)			2009			2010			2010(a)			2009			2010			2010(a)			2009

Commercial
CLL(b)
Americas	3.0	%		3.4	%		3.6	%		50.1	%		36.2	%		37.4	%		1.5	%		1.2	%		1.3	%
Europe	3.3			3.3			3.5			34.6			39.9			39.9			1.1			1.3			1.4
Asia	3.4			4.2			4.4			54.7			41.9			42.4			1.9			1.8			1.8
Other	0.3			0.8			0.8			87.5			45.8			45.8			0.3			0.4			0.4
Total CLL	3.0			3.4			3.6			46.0			37.8			38.7			1.4			1.3			1.4

Energy
Financial
Services	0.9			1.0			1.0			35.5			35.9			35.9			0.3			0.4			0.4

GECAS(b)	-			1.2			1.2			-			68.0			68.0			0.2			0.8			0.8

Other	5.7			2.8			2.8			56.9			47.2			47.2			3.2			1.3			1.3

Total
Commercial	2.7			3.2			3.3			46.6			38.7			39.6			1.3			1.2			1.3

Real Estate
Debt	3.2			2.6			2.6			134.4			144.3			144.6			4.3			3.7			3.7
Business
properties	3.9			3.4			3.8			50.8			43.2			43.5			2.0			1.5			1.6

Total Real Estate	3.3			2.8			2.8			110.5			113.1			119.3			3.7			3.2			3.3

Consumer(b)
Non-U.S.
residential
mortgages	8.4			7.9			7.9			21.7			21.4			21.4			1.8			1.7			1.7
Non-U.S.
installment and
revolving
credit	1.4			1.7			1.7			325.9			272.9			272.9			4.6			4.8			4.8
U.S. installment
and revolving
credit	2.7			3.7			4.2			194.3			194.2			186.4			5.3			7.2			7.7
Non-U.S. auto	0.5			0.5			0.5			362.5			459.1			459.1			2.0			2.4			2.4
Other	5.8			6.0			6.0			54.2			47.7			47.7			3.1			2.9			2.9

Total Consumer	4.6			4.8			5.2			77.9			82.2			67.0			3.6			4.0			3.5

Total	3.5			3.8			3.9			69.8			67.5			60.4			2.5			2.5			2.3

~~CLL~~(a) –Reflects ~~Asia.~~the ~~Nonearning receivables~~effects of ~~$0.6~~our ~~billion~~adoption ~~represented 4.3%~~ of ~~total~~ASU ~~nonearning receivables at December 31,~~ 2009.-16 ~~The~~& ~~ratio~~17 ofon ~~allowance~~January ~~for~~1, ~~losses as a percent of nonearning receivables declined from 53~~2010.3% atSee ~~December~~Notes ~~31, 2008, to 42.~~4% atand ~~December~~16 ~~31, 2009, primarily due~~ to anthe ~~increase~~consolidated infinancial ~~nonearning~~statements ~~receivables~~ in ~~secured exposures~~Part II, ~~which~~Item ~~did not require significant specific reserves based upon the strength of the underlying collateral values~~8. ~~The~~“Financial ~~ratio~~Statements ofand ~~nonearning receivables~~Supplementary asData” ~~a percent~~ of ~~financing~~this ~~receivables~~Form ~~increased from 1.8% at December 31, 2008, to 4.4% at December 31, 2009, primarily from an increase in nonearning receivables at our corporate asset~~10-~~based,~~K ~~distribution finance and corporate air secured financing businesses in Japan, Australia, New Zealand and India and a lower financing receivables balance~~Report.

~~Consumer~~(b) −During ~~Non-U.S.~~the ~~residential mortgages.~~first ~~Nonearning~~quarter ~~receivables~~ of ~~$4.6 billion represented 34.3% of total nonearning receivables at December 31~~2010, ~~2009.~~we ~~The~~transferred ~~ratio~~the ofTransportation ~~allowance~~Financial ~~for losses~~Services asbusiness ~~a percent of nonearning receivables increased~~ from ~~11.5%~~GECAS ~~at December 31, 2008,~~ to ~~20.9%~~CLL atand ~~December 31, 2009. In 2009, our nonearning receivables increased primarily as a result of~~ the ~~continued~~Consumer ~~decline~~business in ~~the~~Italy ~~U.K.~~from ~~housing market,~~Consumer ~~partially offset by increased foreclosures. Our non-U.S. mortgage portfolio has a loan-~~to~~-value~~ ~~ratio of approximately 75% at origination and the vast majority are first lien positions~~CLL. ~~Our U.K. and France portfolios, which comprise a majority of our total mortgage portfolio, have reindexed loan~~Prior-~~to-value~~period ~~ratios~~amounts ofwere ~~82%~~reclassified ~~and 68%, respectively. Less than 4% of these loans are without mortgage insurance and have a reindexed loan-~~to~~-value~~ ~~ratio~~conform ~~equal~~ to or ~~greater~~the ~~than 100%. Loan~~current-~~to-value~~period ~~information is updated on a quarterly basis for a majority of our loans and considers economic factors such as the housing price index~~presentation. ~~At December 31, 2009, we had in repossession stock approximately 1,200 houses in the U.K., which had a value of approximately $0.2 billion.~~

Consumer − Non-U.S. installment and revolving credit. Nonearning receivables of $0.5 billion represented 3.4% of total nonearning receivables at December 31, 2009. The ratio of allowance for losses as a percent of nonearning receivables increased from 254.5% at December 31, 2008, to 261.5% at December 31, 2009, reflecting increases in allowance for loan losses, partially offset by the effects of loan repayments and reduced originations. Allowance for losses as a percent of financing receivables increased from 4.3% at December 31, 2008, to 4.7% at December 31, 2009, as increases in allowance for loan losses were driven by the effects of increased delinquencies in Europe and Australia, partially offset by the effects of business dispositions.

Consumer − U.S. installment and revolving credit. Nonearning receivables of $0.8 billion represented 6.3% of total nonearning receivables at December 31, 2009. The ratio of allowance for losses as a percent of nonearning receivables declined from 224.3% at December 31, 2008, to 201.9% at December 31, 2009, as a result of the effects of loan repayments and better entry rates, partially offset by increases in the allowance for loan losses due to the effects of the continued deterioration in our U.S. portfolio in connection with rising unemployment.

Real Estate. Nonearning receivables of $1.3 billion represented 9.4% of total nonearning receivables at December 31, 2009. The $1.1 billion increase in nonearning receivables from December 31, 2008, was driven primarily by increased delinquencies in the U.S. apartment and office loan portfolios, which have been adversely affected by rent and occupancy declines. The ratio of allowance for losses as a percent of total financing receivables increased from 0.6% at December 31, 2008, to 3.3% at December 31, 2009, driven primarily by continued economic deterioration in the U.S. and the U.K. markets, which resulted in an increase in both specific and general credit loss provisions. The ratio of allowance for losses as a percent of nonearning receivables declined from 155.2% at December 31, 2008, to 119.3% at December 31, 2009, reflecting a higher proportion of the allowance being attributable to specific reserves and our estimate of underlying collateral values. The allowance for losses on our real estate receivables may continue to be adversely affected as the overall challenging economic environment continues to pressure underlying property values. At December 31, 2009, real estate held for investment included $0.8 billion representing 82 foreclosed commercial real estate properties.

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~~Delinquency Rates~~Included below is a discussion of financing receivables, allowance for losses, nonearning receivables and related metrics for each of our significant portfolios.

~~Delinquency rates~~CLL on− ~~managed~~Americas. Nonearning receivables of $2.6 billion represented 22.2% of total nonearning receivables at December 31, 2010. The ratio of allowance for losses as a percent of nonearning receivables increased from 36.2% at January 1, 2010, to 50.1% at December 31, 2010 reflecting an overall decrease in nonearning receivables combined with a further slight increase in loss severity in our equipment, and franchise restaurant and hotel portfolios. The ratio of nonearning receivables as a percent of financing ~~loans~~receivables decreased from 3.4% at January 1, 2010, to 3.0% at December 31, 2010, primarily due to reduced nonearning exposures in our corporate lending, corporate aircraft, and ~~leases~~industrial materials portfolios, which more than offset deterioration in our healthcare and ~~managed~~franchise ~~consumer~~ restaurant and hotel portfolios. Collateral supporting these nonearning financing receivables ~~follow~~primarily includes corporate aircraft and assets in the restaurant and hospitality, trucking, and forestry industries, and for our leveraged finance business, equity of the underlying businesses.

	Delinquency rates at
December 31	2009			2008			2007
Equipment Financing		2.81	%		2.17	%		1.21	%
Consumer		8.82			7.43			5.38
U.S.		7.66			7.14			5.52
Non-U.S.		9.34			7.57			5.32

CLL – Europe. Nonearning receivables of $1.2 billion represented 10.7% of total nonearning receivables at December 31, 2010. The ratio of allowance for losses as a percent of nonearning receivables decreased from 39.9% at January 1, 2010, to 34.6% at December 31, 2010, as a greater proportion of nonearning receivables was attributable to the Interbanca S.p.A. portfolio, which was acquired in 2009. The loans acquired with Interbanca S.p.A were recorded at fair value, which incorporates an estimate at the acquisition date of credit losses over their remaining life. Accordingly, these loans generally have a lower ratio of allowance for losses as a percent of nonearning receivables compared to the remaining portfolio. Excluding the nonearning loans attributable to the 2009 acquisition of Interbanca S.p.A., the ratio of allowance for losses as a percent of nonearning receivables decreased slightly from 67.2% at January 1, 2010, to 65.7% at December 31, 2010, due to the increase of highly collateralized nonearning receivables in our senior secured lending portfolio, partially offset by a reduction in nonearning receivables in our senior secured lending and equipment finance portfolios due to restructuring, sale, or write-off. The ratio of nonearning receivables as a percent of financing receivables remained consistent at 3.3% at December 31, 2010, due to an increase in nonearning receivables in the Interbanca S.p.A. portfolio offset by the decrease in nonearning receivables across our senior secured lending, equipment finance and asset-based lending portfolios, primarily for the reasons previously mentioned. Collateral supporting these secured nonearning financing receivables are primarily equity of the underlying businesses for our senior secured lending business and equipment and trade receivables for our equipment finance and asset-based lending portfolios, respectively.

~~Delinquency rates~~CLL on– ~~equipment~~Asia. ~~financing~~Nonearning ~~loans~~receivables ~~and~~of ~~leases~~$0.4 ~~increased~~billion ~~from~~represented 3.5% of total nonearning receivables at December 31, ~~2008 and~~2010. ~~2007~~The ratio of allowance for losses as a percent of nonearning receivables increased from 41.9% at January 1, 2010, to 54.7% at December 31, ~~2009~~2010, primarily as a result of ~~the~~restructuring, ~~continuing~~sale ~~weakness~~or inwrite-off ~~the global~~of ~~economic~~nonearning ~~and~~receivables ~~credit~~in ~~environment.~~our Inasset-based ~~addition~~financing businesses in Japan, ~~delinquency~~which ~~rates~~is ~~on equipment~~highly ~~financing~~collateralized. ~~loans~~The ~~and~~ratio ~~leases~~of ~~increased~~nonearning ~~nine~~receivables ~~basis~~as ~~points~~a percent of financing receivables decreased from ~~December 31~~4.2% at January 1, ~~2008~~2010, to 3.4% at December 31, ~~2009~~2010, asprimarily adue ~~result~~to of the ~~inclusion~~decline ofin ~~the~~nonearning ~~CitiCapital acquisition.~~receivables ~~The~~related ~~challenging~~to ~~credit~~our ~~environment~~asset-based ~~may~~financing ~~continue~~businesses toin ~~lead~~Japan, topartially offset by a ~~higher level~~lower offinancing ~~commercial~~receivables ~~delinquencies~~balance. ~~and~~Collateral ~~provisions~~supporting ~~for~~these nonearning financing receivables ~~and could~~is ~~adversely~~primarily ~~affect~~commercial ~~results~~real ofestate, ~~operations~~manufacturing atequipment, ~~CLL~~corporate aircraft, and assets in the auto industry.

~~Delinquency rates~~Real onEstate ~~consumer~~– ~~financing~~Debt. Nonearning receivables ~~increased~~of ~~from~~$1.0 billion represented 8.3% of total nonearning receivables at December 31, ~~2008~~2010. ~~and 2007,~~The toincrease ~~December~~in 31nonearning receivables from January 1, ~~2009~~2010, was driven primarily ~~because~~by ofincreased ~~rising~~delinquencies ~~unemployment,~~in ~~a challenging~~the ~~economic~~U.S. ~~environment~~office portfolio and ~~lower~~the ~~volume.~~European Inhotel ~~response~~and retail portfolios, wepartially ~~continued~~offset by foreclosures and discounted payoffs primarily related to ~~tighten~~ ~~underwriting~~U.S. ~~standards~~multi-family ~~globally,~~loans. ~~increased~~The ~~focus~~ratio onof ~~collection effectiveness~~allowance ~~and~~for ~~will~~losses ~~continue~~as ~~the~~a ~~process~~percent of ~~regularly~~nonearning ~~reviewing~~receivables ~~and~~decreased ~~adjusting reserve~~from ~~levels~~144.3% Weto ~~expect~~134.4% ~~the~~reflecting ~~global~~write-offs ~~environment,~~driven ~~along~~by ~~with~~settlements Uand payoffs from impaired loan borrowers.S. ~~unemployment levels,~~Since toour ~~further~~approach ~~show~~identifies ~~signs~~loans ofas ~~stabilization~~impaired even when the loan is currently paying in ~~2010;~~accordance ~~however~~with contractual terms, aincreases ~~continued challenging~~in ~~economic~~nonearning ~~environment~~receivables ~~may~~do ~~continue~~not tonecessarily ~~result~~require proportionate increases in ~~higher~~reserves ~~provisions~~upon ~~for loan~~migration ~~losses~~to ~~and~~nonearning ~~could~~status ~~adversely~~as ~~affect~~specific ~~results~~reserves ofhave ~~operations~~often atbeen ~~Consumer.~~established ~~At December~~on ~~31,~~the ~~2009,~~loans ~~roughly~~prior ~~39%~~to oftheir ~~our~~migration ~~U.S.~~to ~~managed~~nonearning ~~portfolio~~status. ~~(excluding delinquent~~The orratio ~~impaired),~~of ~~which~~allowance ~~consisted~~for oflosses ~~credit~~as ~~cards,~~a ~~installment~~percent ~~and revolving~~of ~~loans,~~total ~~was~~financing ~~receivable~~receivables increased from ~~subprime borrowers~~3.7% Weat ~~had~~January no1, ~~U.S.~~2010, ~~subprime residential~~to ~~mortgage~~4.3% ~~loans~~ at December 31, ~~2009.~~2010, ~~See~~driven ~~Note~~primarily 4by tocontinued ~~the~~rental ~~consolidated financial~~rate ~~statements~~deterioration in ~~Part~~the IIU.S. markets, ~~Item~~which 8.resulted ~~“Financial~~in ~~Statements~~an ~~and~~increase ~~Supplementary Data”~~in ofspecific ~~this~~credit ~~Form~~loss ~~10-K Report~~provisions.

Other receivables totaled $18.8 billion at December 31, 2009, and $18.6 billion at December 31, 2008, and consisted primarily of amounts due from GE (generally related to material procurement programs of $2.5 billion and $3.0 billion at December 31, 2009 and 2008, respectively), amounts due from Qualified Special Purpose Entities (QSPEs), insurance receivables, nonfinancing customer receivables, amounts accrued from investment income, amounts due under operating leases and various sundry items.

Property, plant and equipment totaled $56.7 billion at December 31, 2009, down $7.4 billion from 2008, primarily reflecting the deconsolidation of PTL. Property, plant and equipment consisted primarily of equipment provided to third parties on operating leases. Details by category of investment are presented in Note 5 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report. Additions to property, plant and equipment were $6.4 billion and $13.3 billion during 2009 and 2008, respectively, primarily reflecting acquisitions and additions of commercial aircraft at GECAS.

Goodwill and other intangible assets totaled $29.0 billion and $3.5 billion, respectively, at December 31, 2009. Goodwill increased $3.6 billion from 2008, primarily due to acquisitions including BAC at Consumer and Interbanca S.p.A. at CLL and the effects of the weaker U.S. dollar, partially offset by the PTL deconsolidation. Other intangible assets decreased $0.1 billion from 2008, primarily from amortization expense. See Note 6 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

Other assets totaled $87.5 billion at December 31, 2009, an increase of $1.8 billion, reflecting a $5.8 billion equity method investment in PTL following our partial sale in the first quarter of 2009, partially offset by decreases in the fair value of derivative instruments, assets held for sale and cost method investments. We recognized other-than-temporary impairments of cost and equity method investments of $0.6 billion and $0.4 billion in 2009 and 2008, respectively. See Note 7 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

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~~Included in~~The ~~other~~Real ~~assets~~Estate ~~are~~financing receivables portfolio is collateralized by income-producing or owner-occupied commercial properties across a variety of asset classes and markets. At December 31, 2010, total Real Estate ~~equity~~financing ~~investments~~receivables of $3240.2 billion ~~and~~were primarily collateralized by owner occupied properties ($3210.8 0 billion), atoffice ~~December~~buildings 31($9.4 billion), ~~2009~~apartment buildings ($6.2 billion) and ~~2008,~~hotel ~~respectively~~properties ($4.4 ~~Our~~billion). ~~portfolio~~In ~~is diversified~~2010, ~~both~~commercial ~~geographically~~real estate markets have continued to be under pressure, with limited market liquidity and bychallenging ~~asset~~economic ~~type~~conditions. ~~However,~~We ~~the~~have ~~global~~and ~~real estate~~continue ~~market~~to ismaintain ~~subject~~an intense focus on operations and risk management. Loan loss reserves related to ~~periodic~~our ~~cycles~~Real ~~that~~Estate ~~can~~– ~~cause~~Debt ~~significant fluctuations~~financing receivables are particularly sensitive to declines in ~~market~~underlying ~~value~~property values. ~~Throughout~~Assuming ~~the~~global ~~year~~property values decline an incremental 1% or 5%, ~~these~~and ~~markets~~that ~~have~~decline ~~been increasingly~~occurs ~~affected~~evenly byacross ~~rising~~geographies ~~unemployment~~and asset classes, awe ~~slowdown~~estimate inincremental ~~general~~loan ~~business activity~~loss reserves would be required of approximately $0.1 billion and ~~continued~~$0.4 ~~challenging~~billion, ~~conditions~~respectively. inEstimating the ~~credit~~impact ~~markets~~of global property values on loss performance across our portfolio depends on a number of factors, including macroeconomic conditions, property level operating performance, local market dynamics and individual borrower behavior. WeAs ~~expect these~~a ~~markets~~result, ~~will~~any ~~continue~~sensitivity analyses or attempts to beforecast ~~affected~~potential ~~while~~losses ~~the~~carry ~~economic~~a ~~environment remains~~high ~~challenging~~degree of imprecision and are subject to change. At December 31, 2010, we had 116 foreclosed commercial real estate properties which had a value of approximately $0.6 billion.

WeConsumer ~~review the~~− ~~estimated~~Non-U.S. ~~values~~residential ofmortgages. ~~our~~Nonearning ~~commercial~~receivables ~~real~~of ~~estate~~$3.8 ~~investments~~billion ~~semi-annually~~represented 33.0% As of ~~our~~total ~~most~~nonearning ~~recent~~receivables ~~estimate~~at ~~performed~~December ~~in 2009~~31, ~~the~~2010. ~~carrying~~The ~~value~~ratio of ~~our~~allowance ~~Real Estate~~for ~~investments~~losses ~~exceeded~~as ~~their~~a ~~estimated~~percent ~~value~~of bynonearning ~~about~~receivables $7increased ~~billion.~~slightly ~~The estimated~~from ~~value~~21.4% ofat ~~the~~January ~~portfolio~~1, ~~reflects~~2010, ~~the~~to ~~continued~~21.7% ~~deteriorating~~at ~~real estate~~December ~~values~~31, ~~and~~2010. ~~market~~In ~~fundamentals~~2010, ~~including~~our ~~reduced~~nonearning ~~market~~receivables ~~occupancy~~decreased ~~rates and~~primarily ~~market~~due ~~rents~~to ascontinued ~~well~~collection asand ~~the~~loss ~~effects~~mitigation efforts and signs of ~~limited~~stabilization ~~real~~in ~~estate~~the U.K. housing market. ~~liquidity~~Our non-U. ~~Given~~S. ~~the~~mortgage ~~current~~portfolio ~~and~~has ~~expected~~a ~~challenging~~loan-to-value ~~market~~ratio ~~conditions,~~of ~~there~~approximately ~~continues~~75% ~~to be~~at ~~risk~~origination and ~~uncertainty~~the ~~surrounding~~vast ~~commercial~~majority ~~real~~are ~~estate~~first ~~values~~lien positions. Our U.K. and ~~our unrealized~~France ~~loss~~portfolios, onwhich ~~real~~comprise ~~estate~~a ~~equity~~majority ~~properties~~of ~~may~~our ~~continue~~total tomortgage ~~increase. Declines~~portfolio, inhave ~~estimated~~reindexed loan-to-value ratios of ~~real~~83% ~~estate~~and ~~below~~60%, ~~carrying~~respectively. ~~amount~~About ~~result~~3% ~~in impairment~~of ~~losses~~these ~~when~~loans ~~the~~are ~~aggregate~~without ~~undiscounted~~mortgage ~~cash~~insurance ~~flow~~and ~~estimates~~have ~~used~~a ~~in the~~reindexed ~~estimated~~ loan-to-value ~~measurement~~ratio ~~are~~equal ~~below~~to ~~the~~or ~~carrying~~greater ~~amount~~than 100%. AsLoan-to-value ~~such, estimated~~information ~~losses~~is inupdated ~~the~~on ~~portfolio~~a ~~will~~quarterly ~~not~~basis ~~necessarily~~for ~~result~~a inmajority ~~recognized impairment~~of ~~losses.~~our ~~When~~loans weand ~~recognize~~considers aneconomic ~~impairment,~~factors ~~the~~such ~~impairment~~as ~~is measured based upon~~ the ~~fair~~housing ~~value~~price ofindex. ~~the~~At ~~underlying~~December ~~asset~~31, ~~which~~2010, iswe ~~based~~had ~~upon~~in ~~current market~~repossession ~~data,~~stock ~~including~~approximately ~~current~~700 ~~capitalization~~houses ~~rates.~~in ~~During~~the ~~2009~~U.K., ~~Real~~which ~~Estate recognized~~had ~~pre-tax~~a ~~impairments~~value of approximately $0.81 billion. inThe ~~its~~ratio ~~real~~of ~~estate~~nonearning ~~investments, compared~~receivables ~~with~~as ~~$0.3~~a ~~billion~~percent ~~for~~of ~~the~~financing ~~comparable~~receivables ~~period~~increased infrom ~~2008~~7.9% ~~Continued deterioration~~at inJanuary ~~economic~~1, ~~and~~2010, ~~market~~to ~~conditions~~8.4% ~~may~~at ~~result~~December in31, ~~further impairments~~2010, ~~being~~primarily ~~recognized~~due to reduced originations across all platforms.

~~Liquidity~~ Consumer − Non-U.S. installment and ~~Borrowings~~revolving credit. Nonearning receivables of $0.3 billion represented 2.5% of total nonearning receivables at December 31, 2010. The ratio of allowance for losses as a percent of nonearning receivables increased from 272.9% at January 1, 2010, to 325.9% at December 31, 2010, reflecting changes in business mix following the reclassification of nonearning receivables to assets of businesses held for sale following our commitment in 2010 to sell our Consumer businesses in Argentina, Brazil and Canada.

WeConsumer ~~manage our~~− ~~liquidity~~U.S. toinstallment ~~help~~and ~~ensure~~revolving ~~access~~credit. toNonearning ~~sufficient~~receivables ~~funding~~of at$1.2 ~~acceptable~~billion ~~costs~~represented ~~to meet~~10.4% ~~our~~of ~~business~~total ~~needs~~nonearning ~~and~~receivables ~~financial~~at ~~obligations~~December ~~throughout~~31, ~~business cycles~~2010. ~~Our~~ ~~obligations~~The ~~include~~ratio ~~principal~~of ~~payments~~allowance onfor ~~outstanding~~losses ~~borrowings,~~as ~~interest on~~a ~~borrowings,~~percent ~~purchase~~of ~~obligations~~nonearning ~~for~~receivables ~~equipment~~remained ~~and~~consistent ~~general~~at ~~obligations~~approximately ~~such as~~194.2%. ~~collateral~~The ~~deposits~~ratio ~~held~~of ornonearning ~~collateral~~receivables ~~required~~as toa bepercentage ~~posted~~of ~~to counterparties,~~financing ~~payroll~~receivables ~~and~~decreased ~~general~~from ~~expenses~~3.7% Weat ~~rely~~January on1, ~~cash~~2010, ~~generated~~to ~~through our~~2.7% ~~operating~~at ~~activities~~December as31, ~~well~~2010, asprimarily ~~unsecured~~due ~~and~~to ~~secured~~lower ~~funding~~delinquencies ~~sources, including~~reflecting ~~commercial~~an ~~paper,~~improvement ~~term~~in ~~debt,~~the ~~bank~~overall ~~borrowings,~~credit ~~securitization and other retail funding products~~environment.

Sources for payment of our obligations are determined through our annual financial and strategic planning processes. Our 2010 funding plan anticipates repayment of principal on outstanding short-term borrowings ($133.9 billion at December 31, 2009) through commercial paper issuances; cash on hand; long-term debt issuances; collections of financing receivables exceeding originations; and deposit funding and alternative sources of funding.

Interest on borrowings is primarily funded through interest earned on existing financing receivables. During 2009, we earned interest income on financing receivables of $23.4 billion, which more than offset interest expense of $17.9 billion. Purchase obligations and other general obligations are funded through collection of principal on our existing portfolio of loans and leases, cash on hand and operating cash flow.

GE, our parent, and GECS maintain a strong focus on their liquidity. Since the fourth quarter of 2008, GE has taken a number of actions to strengthen and maintain liquidity, including:

· At December 31, 2009, GE’s cash and equivalents were $72.3 billion and committed credit lines were $51.7 billion, which in the aggregate were more than twice our commercial paper borrowings balance. We intend to maintain committed credit lines and cash in excess of GECS commercial paper borrowings going forward.

· In 2009, GE reduced its ENI (excluding the effects of currency exchange rates) in the GE Capital Finance business by approximately $53 billion, primarily through slowing originations.

· GECS commercial paper borrowings were $47.3 billion at December 31, 2009, compared with $71.8 billion at December 31, 2008.

· We have completed our long-term debt funding target of $38 billion for 2010, and in 2010 have issued $5.1 billion (through February 15, 2010) towards our long-term debt funding target for 2011.

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·Nonaccrual ~~During~~Financing 2009, we issued an aggregate of $23.2 billion of long-term debt (including $3.2 billion in the fourth quarter) that is not guaranteed under the Federal Deposit Insurance Corporation’s (FDIC) Temporary Liquidity Guarantee Program (TLGP).Receivables

·The Wefollowing table provides details related to our nonaccrual and nonearning financing receivables. Nonaccrual financing receivables include all nonearning receivables and are ~~managing~~those ~~collections~~on ~~versus~~which ~~originations~~we tohave ~~help~~stopped ~~support~~accruing ~~liquidity~~interest. ~~needs~~We stop accruing interest at the earlier of the time at which collection becomes doubtful or the account becomes 90 days past due. InSubstantially ~~2009~~all of the differences between nonearning and nonaccrual financing receivables relate to loans which are classified as nonaccrual financing receivables but are paying on a cash accounting basis, ~~collections~~and ~~exceeded~~therefore ~~originations~~excluded byfrom ~~approximately~~nonearning receivables. Of our $4421.04 billion nonaccrual loans at December 31, 2010, $9.3 billion are currently paying in accordance with their contractual terms.

· As of December 31, 2009, we had issued notes from our securitization platforms in an aggregate amount of $14.0 billion; $4.3 billion of these notes were eligible for investors to use as collateral under the Federal Reserve Bank of New York’s Term Asset-Backed Securities Loan Facility (TALF).

	Nonaccrual		Nonearning
	financing		financing
(In millions)	receivables		receivables

December 31, 2010

Commercial
CLL	$	5,246	$	4,226
Energy Financial Services		78		62
GECAS		–		–
Other		139		102
Total Commercial		5,463		4,390

Real Estate		9,719		1,347

Consumer		6,211		5,829
Total	$	21,393	$	11,566

·Impaired In February 2009, GE announced the reduction of its quarterly stock dividend by 68%, from $0.31 per share to $0.10 per share, effective with the dividend approved by the Board in June 2009, which was paid in the third quarter. This reduction had the effect of reducing cash outflows of GE by approximately $4 billion in the second half of 2009 and will save approximately $9 billion annually thereafter.Loans

·“Impaired” Inloans ~~September~~in ~~2008,~~the wetable ~~reduced~~below are defined as larger balance or restructured loans for which it is probable that the ~~GECS~~lender ~~dividend~~will be unable to GEcollect ~~and~~all GEamounts ~~suspended~~due ~~its~~according ~~stock~~to ~~repurchase~~original ~~program~~contractual terms of the loan agreement. ~~Effective~~The ~~January~~vast ~~2009~~majority of our Consumer and a portion of our CLL nonaccrual receivables are excluded from this definition, weas ~~fully~~they ~~suspended~~represent ~~the~~smaller ~~GECS~~balance ~~dividend~~homogeneous toloans GEthat we evaluate collectively by portfolio for impairment.

·Impaired Inloans ~~October~~include ~~2008,~~nonearning GEreceivables ~~raised~~on ~~$15~~larger ~~billion~~balance inor ~~cash~~restructured ~~through~~loans, ~~common~~loans ~~and~~that ~~preferred~~are ~~stock~~currently ~~offerings~~paying ~~and~~interest ~~contributed~~under ~~$15 billion to GECS, including $9.5 billion in~~ the ~~first~~cash ~~quarter~~basis ~~of 2009~~ (ofbut ~~which~~are ~~$8.8~~excluded ~~billion~~from ~~was~~the ~~further~~nonearning ~~contributed to GE Capital through capital contribution and share issuance~~category), inand ~~order~~loans topaying ~~improve~~currently ~~tangible~~but ~~capital~~which ~~and~~have ~~reduce~~been ~~leverage~~previously restructured.

~~Cash and~~Specific ~~Equivalents~~reserves are recorded for individually impaired loans to the extent we have determined that it is probable that we will be unable to collect all amounts due according to original contractual terms of the loan agreement. Certain loans classified as impaired may not require a reserve because we believe that we will ultimately collect the unpaid balance (through collection or collateral repossession).

GE had cash and equivalents of $72.3 billion at December 31, 2009, which is available to meet its needs. A substantial portion of this is freely available. About $8 billion is in regulated entities and is subject to regulatory restrictions. About $9 billion is held outside the U.S. and is available to fund operations and other growth of non-U.S. subsidiaries; it is also available to fund its needs in the U.S. on a short-term basis (without being subject to U.S. tax). GE anticipates that it will continue to generate cash from operating activities in the future, which will be available to help meet GE’s liquidity needs. We also generate substantial cash from the principal collections of loans and rentals from leased assets.

We have committed, unused credit lines totaling $51.7 billion that had been extended to us by 59 financial institutions at December 31, 2009. These lines include $36.8 billion of revolving credit agreements under which we can borrow funds for periods exceeding one year. Additionally, $14.4 billion are 364-day lines that contain a term-out feature that allows us to extend borrowings for one year from the date of expiration of the lending agreement.

Funding Plan

In 2009, we issued $69.7 billion of long-term debt, including $46.5 billion issued under the TLGP and $23.2 billion in non-guaranteed senior, unsecured debt with maturities up to 30 years. Included in our 2009 issuances is $38 billion, that represents the pre-funding of our 2010 long-term debt funding plan. In 2010, we have issued $5.1 billion (through February 15, 2010) toward our 2011 long-term funding plan.

Under the TLGP, the FDIC guaranteed certain senior, unsecured debt issued on or before October 31, 2009. Our TLGP-guaranteed debt matures in 2010 ($6 billion), 2011 ($18 billion) and 2012 ($35 billion). We anticipate funding of these and our other long-term debt maturities through a combination of new debt issuances, collections excluding originations, alternative funding sources and use of existing cash.

We currently expect that the expiration of the TLGP will not have a significant effect on our liquidity. If, however, significant disruption in the credit markets were to return or if the challenging market conditions continue, our ability to issue unsecured long-term debt may be affected. In the event we cannot sufficiently access our normal sources of funding as a result of the ongoing credit market turmoil, we have a number of alternative means to enhance liquidity, including:

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·Further ~~Controlling~~information ~~new~~pertaining ~~originations~~to inloans GEclassified ~~Capital~~as toimpaired ~~reduce~~and ~~capital~~specific ~~and~~reserves ~~funding~~is ~~requirements~~included in the table below.

· Using part of our available cash balance

(In millions)	At
	December 31,		January 1,		December 31,
	2010		2010(a)		2009
Loans requiring allowance for losses
Commercial(b)	$	2,733	$	2,853	$	2,876
Real Estate		6,812		5,339		5,284
Consumer		2,448		1,300		936
Total loans requiring allowance for losses		11,993		9,492		9,096

Loans expected to be fully recoverable
Commercial(b)		3,087		2,232		2,110
Real Estate		3,005		1,284		1,234
Consumer		106		397		397
Total loans expected to be fully recoverable		6,198		3,913		3,741
Total impaired loans	$	18,191	$	13,405	$	12,837

Allowance for losses (specific reserves)
Commercial(b)	$	1,031	$	1,031	$	1,073
Real Estate		1,150		1,038		1,017
Consumer		555		301		235
Total allowance for losses (specific reserves)	$	2,736	$	2,370	$	2,325

Average investment during the period	$	15,543		(d)	$	8,462
Interest income earned while impaired(c)		392		(d)		219

·(a) ~~Pursuing~~Reflects ~~alternative~~the ~~funding~~effects ~~sources~~of our adoption of ASU 2009-16 & 17 on January 1, ~~including~~2010. ~~bank~~See ~~deposits~~Notes 4 and ~~asset~~16 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-~~backed~~K ~~fundings~~Report.

·(b) ~~Using~~Includes ~~our bank credit lines which~~CLL, ~~with~~Energy ~~our~~Financial ~~cash~~Services, weGECAS ~~intend~~and ~~to maintain in excess of our outstanding commercial paper~~Other.

·(c) ~~Obtaining~~Recognized ~~additional~~principally ~~capital~~on ~~from GE, including from funds retained as~~ a ~~result~~cash ofbasis for the ~~reduction~~years inended ~~GE’s~~December ~~dividend~~31, ~~announced~~2010 inand ~~February~~ 2009, ~~or future dividend reductions~~respectively.

~~We believe~~(d) ~~that~~Not ~~our existing funds, combined with our alternative means to enhance liquidity, provide us with sufficient funds to meet our needs and financial obligations~~applicable.

~~We maintain~~Impaired ~~securitization~~loans ~~capability~~consolidated inas ~~most~~a result of ~~the~~our ~~asset~~adoption ~~classes~~of weASU ~~have traditionally~~2009-16 ~~securitized~~& 17 primarily related to our Consumer business. ~~However,~~Impaired inloans ~~2008~~increased ~~and~~by ~~2009~~$4.8 ~~these~~billion ~~capabilities~~from ~~have been~~January 1, ~~and~~2010, ~~continue~~ to beDecember 31, ~~more~~2010, ~~limited~~primarily ~~than~~relating into ~~2007~~increases at Real Estate. We ~~have~~regularly ~~continued~~review ~~to execute~~our ~~new~~Real ~~securitizations~~Estate ~~throughout~~loans ~~this~~for ~~period~~impairment using ~~bank~~both ~~administered commercial~~quantitative ~~paper~~and ~~conduits~~qualitative factors, such as debt service coverage and ~~more~~loan-to-value ~~recently~~ratios. ~~have~~See ~~executed~~Note ~~new~~1 ~~securitizations~~ to the consolidated financial statements in ~~both~~Part ~~the~~II, ~~public~~Item ~~term~~8. ~~markets~~“Financial Statements and Supplementary Data” of this Form 10-K Report. We classify Real Estate loans as impaired when the most recent valuation reflects a projected loan-to-value ratio at maturity in excess of 100%, even if the ~~private~~loan ~~markets~~is currently paying in accordance with contractual terms. InThe ~~2009,~~increase wein ~~have completed~~Real ~~issuances~~Estate ~~from~~impaired ~~these~~loans ~~platforms~~reflects deterioration in ancommercial ~~aggregate~~real ~~amount~~estate ofvalues, ~~$14~~particularly in Japan and the U.~~0 billion~~S., $4as well as an increase in troubled debt restructurings (TDRs).3 ~~billion~~Real ofEstate ~~these~~specific ~~issuances~~reserves ~~were~~have ~~eligible~~not ~~for~~increased ~~investors~~proportionately to ~~use~~the ~~as collateral~~increase ~~under~~in ~~TALF.~~impaired ~~Total proceeds~~loans, ~~including~~primarily ~~sales~~due to ~~revolving~~an ~~facilities, from~~increase ~~our~~in ~~securitizations~~TDRs ~~were~~that ~~$18.7~~are ~~billion~~expected to be fully recoverable based on the value of the underlying collateral and are performing in accordance with their modified terms. Of our $719.48 billion ~~during~~impaired ~~the~~loans ~~three months~~at ~~and~~Real ~~year-ended~~Estate at December 31, ~~2009~~2010, ~~respectively~~$8.1 ~~Comparable~~billion ~~amounts~~are ~~for 2008~~currently ~~were~~paying ~~$17.8~~in ~~billion~~accordance with the contractual terms of the loan and ~~$76~~are typically loans where the borrower has adequate debt service coverage to meet contractual interest obligations.8 ~~billion,~~Impaired ~~respectively~~loans at CLL primarily represent senior secured lending positions.

WeOur ~~have deposit-taking~~impaired ~~capability~~loan balance at 18December ~~banks outside of the U.S. and two banks in the U.S. – GE Money Bank~~31, a2010 ~~Federal Savings Bank (FSB),~~ and GE Capital Financial Inc., an industrial bank (IB). The FSB and IB currently issue certificates of deposit (CDs) distributed by brokers in maturity terms from three months to ten years. Bank deposits, which are a large component of our alternative funding, were $38.9 billion at December 31, 2009, ~~including~~classified ~~CDs~~by ofthe ~~$17.7~~method ~~billion.~~used ~~Total alternative funding increased from $55 billion~~ to ~~$57~~measure ~~billion~~impairment ~~during~~was ~~2009, primarily~~as ~~resulting from an increase in bank deposits mainly from the acquisitions of BAC and Interbanca S~~follows.~~p.A., partially offset by a planned reduction in bank borrowings.~~

Exchange rate and interest rate risks are managed with a variety of techniques, including match funding and selective use of derivatives. We use derivatives to mitigate or eliminate certain financial and market risks because we conduct business in diverse markets around the world and local funding is not always efficient. In addition, we use derivatives to adjust the debt we are issuing to match the fixed or floating nature of the assets we are originating. We apply strict policies to manage each of these risks, including prohibitions on speculative activities. Following is an analysis of the potential effects of changes in interest rates and currency exchange rates using so-called “shock” tests that model effects of shifts in rates. These are not forecasts.

· It is our policy to minimize exposure to interest rate changes. We fund our financial investments using debt or a combination of debt and hedging instruments so that the interest rates of our borrowings match the expected yields on our assets. To test the effectiveness of our positions, we assumed that, on January 1, 2010, interest rates increased by 100 basis points across the yield curve (a “parallel shift” in that curve) and further assumed that the increase remained in place for 2010. We estimated, based on the year-end 2009 portfolio and holding all other assumptions constant, that our 2010 net earnings would decline by $0.1 billion as a result of this parallel shift in the yield curve.

· It is our policy to minimize currency exposures and to conduct operations either within functional currencies or using the protection of hedge strategies. We analyzed year-end 2009 consolidated currency exposures, including derivatives designated and effective as hedges, to identify assets and liabilities denominated in other than their relevant functional currencies. For such assets and liabilities, we then evaluated the effects of a 10% shift in exchange rates between those currencies and the U.S. dollar. This analysis indicated that there would be an inconsequential effect on 2010 earnings of such a shift in exchange rates.

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Debt Instruments, Guarantees and Covenants

	At
	December 31,		December 31,
(In millions)	2010		2009

Method used to measure impairment
Discounted cash flow	$	7,650	$	6,971
Collateral value		10,541		5,866
Total	$	18,191	$	12,837

~~Credit Ratings~~See Note 1 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report for further information on collateral dependent loans and our valuation process.

~~The~~Our ~~major debt~~loss ~~rating~~mitigation ~~agencies~~strategy ~~routinely~~is ~~evaluate~~intended ~~GE’s~~to ~~and~~minimize ~~our~~economic ~~debt.~~loss ~~This~~and, ~~evaluation~~at ~~is based~~times, oncan aresult ~~number~~in ofrate ~~factors~~reductions, ~~which~~principal ~~include~~forgiveness, ~~financial~~extensions, ~~strength~~forbearance asor ~~well~~other ~~as transparency~~actions, ~~with~~which ~~rating~~may ~~agencies~~cause ~~and~~the ~~timeliness~~related ofloan ~~financial~~to ~~reporting.~~be ~~On March~~classified ~~12,~~as ~~2009~~a TDR, ~~Standard~~and &also ~~Poor’s~~as ~~(S&P)~~impaired. ~~downgraded~~Changes GEto ~~and~~Real ~~GE Capital~~Estate’s ~~long-term~~ ~~rating~~loans byprimarily ~~one~~include ~~notch~~maturity ~~from~~extensions, ~~“AAA”~~principal topayment ~~“AA+” and~~acceleration, atchanges ~~the~~to ~~same~~collateral ~~time,~~terms ~~revised the~~and ~~outlook~~cash ~~from~~sweeps, ~~negative~~which toare ~~stable.~~in ~~Under~~addition ~~S&P’s definitions~~to, anor ~~obligation rated~~sometimes ~~“AAA”~~in ~~has~~lieu ~~the~~of, ~~highest~~fees ~~rating~~and ~~assigned~~rate ~~by S&P~~increases. The ~~obligor's~~determination ~~capacity to~~of ~~meet~~whether ~~its~~these ~~financial~~changes ~~commitment~~to on the ~~obligation~~terms isand ~~extremely~~conditions ~~strong.~~of ~~An obligation~~our ~~rated~~commercial ~~“AA”~~loans ~~differs~~meet ~~from~~the anTDR ~~obligation~~criteria ~~rated~~includes ~~“AAA”~~our ~~only~~consideration toof aall ~~small degree~~relevant infacts ~~that~~and ~~the~~circumstances. ~~obligor's~~At ~~capacity~~December to31, ~~meet~~2010, ~~its~~TDRs ~~financial~~included ~~commitment~~in onimpaired ~~the obligation~~loans iswere ~~very strong~~$10.1 Anbillion, ~~S&P~~primarily ~~rating~~relating ~~outlook~~to ~~assesses~~Real ~~the~~Estate ~~potential direction of a long-term credit rating over the intermediate term~~($4.9 ~~In determining a rating outlook~~billion), ~~consideration~~CLL is($2.9 ~~given~~billion) ~~to any changes in the economic~~ and~~/or~~ ~~fundamental~~Consumer ~~business~~($2.3 ~~conditions~~billion). ~~Stable~~TDRs ~~means~~consolidated ~~that~~as a ~~rating~~result ~~is not~~of ~~likely~~our toadoption ~~change~~of inASU ~~the~~2009-16 ~~next~~& ~~six~~17 ~~months~~primarily related to ~~two~~our ~~years~~Consumer business ($0.4 billion).

OnWe ~~March 23,~~utilize ~~2009,~~certain ~~Moody’s~~short-term ~~Investors~~loan ~~Service~~modification ~~(Moody’s)~~programs ~~downgraded~~for GEborrowers experiencing temporary financial difficulties in our Consumer loan portfolio. These loan modification programs are primarily concentrated in our U.S. credit card and GEnon-U.S. ~~Capital’s long~~residential mortgage portfolios. We sold our U.S. residential mortgage business in 2007 and as such, do not participate in the U.S. government-sponsored mortgage modification programs. During 2010, we provided short-term ~~rating~~modifications byof ~~two~~approximately ~~notches~~$2.7 ~~from~~billion ~~“Aaa”~~of toconsumer ~~“Aa2”~~loans ~~with~~for aborrowers ~~stable~~experiencing ~~outlook~~financial difficulties. This included approximately $1.2 billion of credit card loans in the U.S. and ~~removed~~ GEapproximately $1.5 billion of other consumer loans, primarily non-U.S. residential mortgages, credit cards and GEpersonal ~~Capital~~loans, ~~from~~which ~~review~~were ~~for~~not ~~possible~~classified ~~downgrade~~as TDRs. ~~Under~~For ~~Moody’s definitions~~these modified loans, ~~obligations~~we ~~rated~~provided ~~“Aaa”~~short-term ~~are~~(12 ~~judged~~months toor beless) interest rate reductions and payment deferrals, which were not part of the ~~highest~~terms ~~quality, with~~of ~~minimal~~the ~~credit~~original ~~risk~~contract. ~~Obligations~~We ~~rated~~expect ~~“Aa”~~borrowers ~~are~~whose ~~judged~~loans have been modified under these short-term programs to continue to be able to meet their contractual obligations upon the conclusion of ~~high quality~~the ~~and~~short-term modification. Our experience indicates that a substantial majority of loan modifications during 2010 have been successful as approximately $2.2 billion are ~~subject~~performing toin ~~very~~accordance ~~low~~with ~~credit~~the ~~risk~~revised contractual terms.

In 2009, the short-term ratings of “A-1+/P-1” were affirmed by both rating agencies at the same time with respect to GE, GE Capital Services and GE Capital. These short-term ratings are in the highest rating categories available from S&P and Moody’s. Under the S&P definitions, a short-term obligation rated “A-1+” indicates that the obligor’s capacity to meet its financial commitment is extremely strong. Under the Moody’s definitions, an issuer that is rated “P-1” has a superior ability to repay short-term debt obligations.Delinquencies

WeAdditional doinformation ~~not believe~~on ~~that~~delinquency ~~the~~rates ~~downgrades~~at byeach ~~S&P~~of ~~and Moody’s have had a material impact on~~ our ~~cost~~major ofportfolios ~~funding or liquidity as the downgrades had been widely anticipated in the market and were already reflected in the spreads on our debt.~~follows:

GECS and GE Capital have distinct business characteristics that the major debt rating agencies evaluate both quantitatively and qualitatively.

	December 31,			December 31,
	2010			2009

CLL		2.1	%		3.1	%

Consumer		8.1			9.4

Real Estate		4.4			4.3

~~Quantitative measures~~Delinquency ~~include:~~rates on commercial loans and leases decreased from December 31, 2009 to December 31, 2010, as a result of improvements in the global economic and credit environment. We expect the global environment to show further signs of stabilization in 2011; however, the credit environment continues to be uncertain and may impact future levels of commercial delinquencies and provisions for losses on financing receivables.

· Earnings and profitability, revenue growth, the breadth and diversity of sources of income and return on assets

· Asset quality, including delinquency and write-off ratios and reserve coverage

· Funding and liquidity, including cash generated from operating activities, leverage ratios such as debt-to-capital, retained cash flow to debt, market access, back-up liquidity from banks and other sources, composition of total debt and interest coverage

· Capital adequacy, including required capital and tangible leverage ratios

Qualitative measures include:

· Franchise strength, including competitive advantage and market conditions and position

· Strength of management, including experience, corporate governance and strategic thinking

· Financial reporting quality, including clarity, completeness and transparency of all financial performance communications.

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~~Principal~~Delinquency ~~debt~~rates ~~conditions~~on ~~are described~~consumer ~~below~~financing receivables decreased from December 31, 2009 to December 31, 2010, primarily due to improved collections and lower delinquency entry rates in our U.S. markets. We expect the global environment, along with U.S. unemployment levels, to further show signs of stabilization in 2011; however, the uncertain economic environment may result in higher provisions for loan losses. At December 31, 2010, approximately 41% of our U.S. portfolio, which consisted of credit cards, installment and revolving loans, were receivable from subprime borrowers. We had no U.S. subprime residential mortgage loans at December 31, 2010. See Notes 4 and 16 to the consolidated financial statements in part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report, for additional information.

~~The following~~Delinquency ~~conditions~~rates ~~relate~~on Real Estate loans and leases increased from December 31, 2009 to ~~GECS:~~December 31, 2010, primarily reflecting continued challenging real estate market fundamentals, including reduced occupancy rates and rentals and the effects of real estate market liquidity, which despite stabilization in certain markets, continues to remain limited in many others. Slow economic recovery could result in a continuation of elevated delinquency levels and provisions for losses on financing receivables.

·Other ~~Swap,~~receivables ~~forward~~totaled ~~and~~$14.3 ~~option~~billion ~~contracts~~at ~~are~~December ~~executed~~31, ~~under~~2010, ~~standard~~and ~~master~~$18.6 ~~agreements~~billion ~~that~~at ~~typically~~December ~~contain~~31, ~~mutual~~2009, ~~downgrade~~and ~~provisions~~consisted ~~that~~primarily ~~provide the ability~~ of ~~the~~amounts ~~counterparty~~due tofrom ~~require~~GE ~~termination~~(primarily ifrelated ~~the~~to ~~long-term~~material ~~credit~~procurement ~~rating~~programs of ~~the~~$2.7 ~~applicable~~billion ~~entity~~and ~~were to fall below A-/A3~~$2.5 Inbillion ~~certain~~at ofDecember ~~these master agreements~~31, ~~the~~2010 ~~counterparty~~and ~~also~~2009, ~~has~~respectively), ~~the~~insurance ~~ability~~receivables, tononfinancing ~~require~~customer ~~termination~~receivables, ifamounts ~~the~~due ~~short-term~~under ~~rating~~operating ofleases, ~~the~~amounts ~~applicable~~accrued ~~entity~~from ~~were~~investment toincome ~~fall below A-1/P-1. The net derivative liability after consideration of netting arrangements~~ and ~~collateral~~various ~~posted~~sundry byitems. usAmounts ~~under~~due ~~these~~from ~~master~~Qualified ~~agreements~~Special ~~was~~Purpose ~~estimated~~Entities to(QSPEs) bedeclined from $13.27 billion atin ~~December 31,~~ 2009. ~~See Note 15~~ to ~~the~~$0.1 ~~consolidated~~billion ~~financial statements~~ in ~~Part~~2010 ~~II,~~as ~~Item~~a 8.result ~~“Financial~~of ~~Statements~~our ~~and~~adoption ~~Supplementary Data”~~ of ~~this~~ASU ~~Form 10~~2009-K16 ~~Report~~& 17.

·Property, Ifplant GEand ~~Capital’s~~equipment ~~ratio~~totaled of$53.8 ~~earnings~~billion toat ~~fixed~~December ~~charges~~31, ~~were~~2010, todown ~~deteriorate~~$2.7 billion from 2009, primarily reflecting a reduction in equipment leased to ~~below~~others 1and the deconsolidation of Regency.~~10:1~~ Property, GEplant ~~has~~and ~~committed~~equipment toconsisted ~~make~~primarily ~~payments~~of equipment provided to GEthird ~~Capital.~~parties ~~See~~on ~~Income~~operating ~~Maintenance~~leases. ~~Agreement~~Details ~~section~~by category of ~~this~~investment ~~Item~~are ~~for~~presented ~~further~~in ~~discussion~~Note 5 to the consolidated financial statements in Part II, Item 8. GE“Financial ~~also~~Statements ~~guaranteed~~and ~~certain~~Supplementary ~~issuances~~Data” of ~~GECS~~this ~~subordinated~~Form ~~debt~~10-K ~~having~~Report. aAdditions ~~face~~to ~~amount~~property, ofplant and equipment were $07.7 billion and $6.4 billion atduring ~~December~~2010 ~~31,~~and 2009, respectively, primarily reflecting acquisitions and ~~2008~~additions of commercial aircraft at GECAS, offset by disposals of fleet vehicles at CLL.

·Goodwill Inand ~~connection~~other ~~with~~intangible ~~certain~~assets ~~subordinated~~totaled ~~debentures~~$27.6 ~~for~~billion ~~which~~and ~~GECC~~$1.9 ~~receives~~billion, ~~equity~~respectively, ~~credit~~at byDecember ~~rating agencies~~31, GE2010. ~~has~~Goodwill ~~agreed~~decreased to$0.9 ~~promptly~~billion ~~return~~from ~~to GECC dividends~~2009, ~~distributions~~primarily ~~or other payments it receives~~ from ~~GECC~~the ~~during~~deconsolidation ~~events~~ of ~~default~~Regency orand ~~interest~~the ~~deferral~~strengthening ~~periods~~of ~~under~~the ~~such~~U.S. ~~subordinated debentures~~dollar. ~~There~~Other ~~were~~intangible assets decreased $71.64 billion offrom ~~such~~2009, ~~debentures~~primarily ~~outstanding~~from atdispositions ~~December~~and ~~31,~~amortization ~~2009~~expense. See Note 86 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

~~The~~Other ~~following~~assets ~~conditions~~comprise ~~relate~~mainly real estate equity properties and investments, equity and cost method investments, derivative instruments and assets held for sale, and totaled $79.2 billion at December 31, 2010, a decrease of $8.1 billion, primarily related to ~~consolidated~~declines ~~entities:~~in our real estate equity properties due to impairments, depreciation and the strengthening of the U.S. dollar. During 2010, we recognized other-than-temporary impairments of cost and equity method investments, excluding those related to real estate, of $0.1 billion.

·Included Ifin other assets are Real Estate equity investments of $27.2 billion and $32.2 billion at December 31, 2010 and 2009, respectively. Our portfolio is diversified, both geographically and by asset type. We review the ~~short~~estimated values of our commercial real estate investments semi-~~term~~annually. ~~credit~~As ~~rating~~of our most recent estimate performed in 2010, the carrying value of GEour ~~Capital~~Real orEstate ~~certain~~investments ~~consolidated~~exceeded ~~entities~~their ~~were~~estimated value by approximately $5.1 billion. The estimated value of the portfolio continues to bereflect ~~reduced~~deterioration ~~below~~in ~~A-1/P-1~~real estate values and market fundamentals, GEincluding ~~Capital~~reduced ~~would~~market beoccupancy ~~required~~rates toand ~~provide~~market ~~substitute~~rents as well as the effects of limited real estate market liquidity. ~~for~~Given ~~those~~the ~~entities~~current orand ~~provide~~expected ~~funds~~challenging market conditions, there continues to ~~retire~~be ~~the~~risk ~~outstanding~~and uncertainty surrounding commercial ~~paper~~real estate values. ~~The~~Declines ~~maximum~~in ~~net~~estimated value of real estate below carrying amount ~~that~~result GEin ~~Capital~~impairment ~~would~~losses bewhen ~~required~~the toaggregate ~~provide~~undiscounted cash flow estimates used in the ~~event~~estimated ofvalue measurement are below the carrying amount. As such, aestimated ~~downgrade~~losses isin ~~determined~~the byportfolio ~~contract~~will not necessarily result in recognized impairment losses. During 2010, ~~and~~Real ~~amounted~~Estate torecognized pre-tax impairments of $2.53 billion atin ~~December~~its 31real estate held for investment, ~~2009~~compared with $0.8 ~~See~~billion ~~Note~~in 162009. toReal ~~the~~Estate ~~consolidated~~investments ~~financial~~with ~~statements~~undiscounted cash flows in ~~Part~~excess IIof carrying value of 0% to 5% at December 31, ~~Item~~2010 8.had ~~“Financial~~a ~~Statements~~carrying value of $1.8 billion and ~~Supplementary~~an ~~Data”~~associated unrealized loss of ~~this~~approximately ~~Form~~$0.4 ~~10-K~~billion. ~~Report~~Continued deterioration in economic conditions or prolonged market illiquidity may result in further impairments being recognized.

· One group of consolidated entities holds investment securities funded by the issuance of GICs. If the long-term credit rating of GE Capital were to fall below AA-/Aa3 or its short-term credit rating were to fall below A-1+/P-1, GE Capital would be required to provide approximately $2.4 billion to such entities as of December 31, 2009, pursuant to letters of credit issued by GE Capital. To the extent that the entities’ liabilities exceed the ultimate value of the proceeds from the sale of their assets and the amount drawn under the letters of credit, GE Capital could be required to provide such excess amount. As of December 31, 2009, the value of these entities’ liabilities was $8.5 billion and the fair value of their assets was $7.3 billion (which included unrealized losses on investment securities of $1.4 billion). With respect to these investment securities, we intend to hold them at least until such time as their individual fair values exceed their amortized cost and we have the ability to hold all such debt securities until maturity.

· Another consolidated entity also issues GICs where proceeds are loaned to GE Capital. If the long-term credit rating of GE Capital were to fall below AA-/Aa3 or its short-term credit rating were to fall below A-1+/P-1, GE Capital could be required to provide up to approximately $3.0 billion as of December 31, 2009, to repay holders of GICs. These obligations are included in Long-term borrowings in our Statement of Financial Position.

· If the short-term credit rating of GE Capital were reduced below A-1/P-1, GE Capital would be required to partially cash collateralize certain covered bonds. The maximum amount that would be required to be provided in the event of such a downgrade is determined by contract and amounted to $0.8 billion at December 31, 2009. These obligations are included in long-term borrowings in our Statement of Financial Position.

Ratio of Earnings to Fixed Charges

As set forth in Exhibit 99(b) hereto, GE Capital’s ratio of earnings to fixed charges declined to 0.85:1 during 2009 due to lower pre-tax earnings at GE Capital, which were primarily driven by higher provisions for losses on financing receivables in connection with the challenging economic environment.

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~~Income Maintenance~~Liquidity ~~Agreement~~and Borrowings

OnWe ~~March 28,~~maintain ~~1991,~~a GEstrong ~~entered~~focus ~~into~~on anliquidity. ~~agreement~~We ~~with~~manage GEour ~~Capital~~liquidity to ~~make~~help ~~payments~~ensure toaccess ~~GE Capital, constituting additions~~ to ~~pre-tax~~sufficient ~~income~~funding ~~under~~at ~~the~~acceptable ~~agreement,~~costs to ~~the extent~~meet ~~necessary~~our tobusiness ~~cause~~needs ~~the ratio of earnings to fixed charges of GE Capital~~ and ~~consolidated~~financial ~~affiliates~~obligations ~~(determined~~throughout onbusiness ~~a consolidated basis) to be not less than 1~~cycles.~~10:1~~ ~~for~~Our ~~the~~liquidity ~~period, as a single aggregation, of each GE Capital fiscal year commencing with fiscal year 1991. On October 29, 2009, GE~~ and GEborrowing ~~Capital amended~~plans ~~this~~are ~~agreement~~established ~~(which~~within ~~is filed as Exhibit 10(b) hereto) to extend~~ the ~~notice~~ ~~period~~context ~~for termination from three years to five years. It was further amended to provide that any future amendments to the agreement that could adversely affect GE Capital require the consent~~ of ~~the~~our ~~majority~~annual offinancial ~~the~~and ~~holders of~~strategic ~~the~~planning aggregate outstanding principal amount of senior unsecured debt securities issued or guaranteed by GE Capital (with an original stated maturity in excess of 270 days), unless the amendment does not trigger a downgrade of GE Capital’s long-term ratingsprocesses.

GEOur ~~made~~liquidity ~~a $9.5~~and ~~billion~~funding ~~payment~~plans toare ~~GECS~~designed into ~~the~~meet ~~first~~our ~~quarter~~funding ofrequirements ~~2009~~under ~~(of~~normal ~~which~~and ~~$8.8~~stress ~~billion was~~scenarios, ~~further~~which ~~contributed~~include toprimarily GEextensions ~~Capital~~of ~~through~~credit, ~~capital~~payroll, ~~contribution~~principal ~~and~~payments ~~share issuance)~~on tooutstanding ~~improve~~borrowings, ~~tangible~~interest ~~capital~~on ~~and~~borrowings, ~~reduce~~dividends ~~leverage.~~to ~~This~~GE, ~~payment constitutes~~and angeneral ~~addition~~obligations tosuch ~~pre-tax~~as ~~income~~operating ~~under~~expenses, ~~the~~collateral ~~agreement~~deposits ~~and~~held ~~therefore increased~~or ~~the~~collateral ~~ratio~~posted ~~of earnings~~ to ~~fixed~~counterparties. ~~charges~~Our offunding GEplan ~~Capital~~also ~~for~~has ~~the~~been ~~fiscal year~~developed ~~2009~~in ~~for~~connection ~~purposes~~with ofGE’s ~~the~~strategy ~~agreement~~ to ~~1.33:1.~~reduce Asits aending ~~result,~~net noinvestment ~~further payments under the agreement~~ in ~~2010~~GE ~~are~~Capital. ~~required~~We ~~related~~rely toon ~~2009.~~cash ~~Should~~generated ~~this ratio~~through ~~fall~~collection ~~below~~of ~~1.10:1~~principal, ~~for~~interest ~~the~~and ~~fiscal~~other ~~year~~payments ~~2010,~~on ~~further~~our ~~payments~~existing ~~would~~portfolio ~~be required~~of byloans GEand toleases, GEsales ~~Capital.~~of GEassets ~~currently~~and ~~expects~~unsecured toand ~~make~~secured afunding ~~payment~~sources, ~~from~~including GEcommercial ~~to GE~~paper, ~~Capital~~term indebt, ~~2011~~bank ofborrowings, ~~about~~securitization $2and ~~billion~~other ~~pursuant~~retail tofunding ~~this agreement~~products.

~~Any payment~~Our ~~made~~2011 ~~under~~funding ~~the~~plan ~~Income~~anticipates ~~Maintenance~~repayment ~~Agreement~~of ~~will~~principal ~~not~~on ~~affect~~outstanding short-term borrowings, including the ~~ratio~~current portion of ~~earnings~~ toour ~~fixed~~long-term ~~charges~~debt as($118.8 ~~determined~~billion inat ~~accordance~~December 31, ~~with~~2010), ~~current~~through ~~SEC~~issuance ~~rules because~~of itcommercial ~~does~~paper ~~not~~and ~~constitute~~long-term andebt, ~~addition~~cash toon ~~pre-tax~~hand, collections of financing receivables exceeding originations, dispositions, asset sales, and deposits and alternative sources of funding. Interest on borrowings is primarily repaid through interest earned on existing financing receivables. During 2010, we earned interest income ~~under~~on ~~current~~financing Ureceivables of $24.S1 billion, which more than offset interest expense of $15. ~~GAAP~~0 billion.

~~TLGP~~Both our Board of Directors and the GE Audit Committee have approved a detailed liquidity policy for GECS which includes a requirement to maintain a contingency funding plan. The liquidity policy defines our liquidity risk tolerance under different scenarios based on its liquidity sources and also establishes procedures to escalate potential issues. We actively monitor our access to funding markets and liquidity profile through tracking external indicators and testing various stress scenarios. The contingency funding plan provides a framework for handling market disruptions and establishes escalation procedures in the event that such events or circumstances arise.

~~On November~~Actions ~~12,~~taken ~~2008,~~to ~~the~~strengthen FDIC approved GE Capital’s application for designation as an eligible entity under the FDIC’s TLGP. Qualifying debt issued by GE Capital on or before October 31, 2009, is guaranteed under the Debt Guarantee Program of the TLGP and ismaintain backed by the full faith and credit of the United States. The FDIC’s guarantee under the TLGP is effective until the earlier of the maturity of the debt or December 31, 2012. At December 31, 2009, GE Capital had issued and outstanding, $59.3 billion of senior, unsecured debt that was guaranteed by the FDIC under the TLGP. We have incurred $2.3 billion of fees for our ~~participation~~ inliquidity ~~the TLGP through December 31, 2009. These fees~~ are ~~amortized into~~described ~~interest~~in ~~expense over~~ the ~~terms~~following ~~of the related borrowings~~section. GE Capital and GE are parties to an Eligible Entity Designation Agreement and GE Capital is subject to the terms of a Master Agreement, each entered into with the FDIC. The terms of these agreements include, among other things, a requirement that GE and GE Capital reimburse the FDIC for any amounts that the FDIC pays to holders of GE Capital debt that is guaranteed by the FDIC.

~~Statement of~~Liquidity ~~Changes in Shareowner’s Equity~~Sources

~~Shareowner’s equity~~GE ~~increased~~maintains byliquidity ~~$17.6~~sources ~~billion~~that inconsist ~~2009,~~of ~~compared~~cash ~~with~~and equivalents and a ~~decrease~~portfolio of ~~$4.4 billion~~high-quality, inliquid ~~2008~~investments ~~and~~(Liquidity anPortfolio) ~~increase~~and ofcommitted ~~$3.6~~unused ~~billion~~credit ~~in 2007~~lines.

~~Net earnings~~GE ~~increased~~has ~~GECS~~cash ~~shareowner’s~~and ~~equity~~equivalents byof $179.40 billion at December 31, $72010, which is available to meet its needs.1 ~~billion~~A ~~and~~ substantial portion of this is freely available. About $10.3 billion, ~~partially~~is ~~offset~~in byregulated ~~dividends~~entities ~~declared~~and ofis $2subject to regulatory restrictions or is in restricted countries.4 About $18 billion is held outside the U.S. and $7is available to fund operations and other growth of non-U.~~5 billion~~S. subsidiaries; it is also available to fund our needs in ~~2008~~the ~~and~~U.S. ~~2007,~~on ~~respectively~~a short-term basis without being subject to U.S. ~~There~~tax. ~~were~~We noanticipate ~~dividends~~that ~~declared~~we will continue to generate cash from operating activities in ~~2009~~ the future, which will be available to help meet our liquidity needs.

~~Elements~~ In addition to GE’s $79 billion of ~~Other~~cash ~~Comprehensive~~and ~~Income~~equivalents, ~~increased~~we ~~shareowner’s~~have ~~equity~~a bycentrally-managed ~~$6.7~~portfolio ~~billion~~of ~~in 2009~~high-quality, ~~compared~~liquid investments with a ~~decrease~~fair value of $142.69 billion inat ~~2008~~December 31, 2010. The Liquidity Portfolio is used to manage liquidity and anmeet ~~increase~~our ofoperating $0needs under both normal and stress scenarios.~~7 billion~~ inThe ~~2007,~~investments ~~inclusive~~consist of ~~changes~~unencumbered inU.S. ~~accounting~~government ~~principles~~securities, U.S. ~~The~~agency ~~components~~ securities, securities guaranteed by the government, supranational securities, and a select group of non-U.S. government securities. We believe that we can readily obtain cash for these ~~changes~~securities, ~~are~~even asin ~~follows:~~stressed market conditions.

·We ~~Changes~~have incommitted, ~~benefit~~unused ~~plans~~credit ~~reduced~~lines ~~shareowner’s~~totaling ~~equity~~$51.8 bybillion anthat ~~insignificant~~have ~~amount~~been inextended ~~2009,~~to ~~primarily~~us ~~reflecting~~by a58 ~~decrease~~financial ininstitutions ~~the~~at ~~discount~~December ~~rate~~31, ~~used~~2010. toThese ~~value~~lines ~~pension~~include ~~and~~$35.6 ~~postretirement~~billion ~~benefit~~of ~~obligations.~~revolving ~~This~~credit ~~compared~~agreements ~~with~~under awhich ~~decrease~~we ofcan ~~$0.3~~borrow ~~billion~~funds ~~and~~for anperiods ~~increase~~exceeding ofone year. Additionally, $016.2 billion inare ~~2008~~364-day ~~and~~lines ~~2007,~~that ~~respectively.~~contain ~~The~~a ~~decrease~~term-out infeature ~~2008~~that ~~primarily~~allows ~~related~~us to ~~declines~~extend inborrowings for one year from the ~~fair~~date ~~value~~of expiration of ~~plan~~the ~~assets~~lending asagreement. aDuring ~~result~~2010, we renewed all of ~~market~~the ~~conditions~~364-day lines and ~~adverse~~we ~~changes~~extended in the ~~economic~~term ~~environment~~of $23 billion of multi-year lines by one year to 2013.

At December 31, 2010, our aggregate cash and equivalents and committed credit lines were more than twice our commercial paper borrowings balance.

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·Funding Currency translation adjustments increased shareowner’s equity by $2.6 billion in 2009, decreased equity by $8.7 billion in 2008 and increased equity by $2.6 billion in 2007. Changes in currency translation adjustments reflect the effects of changes in currency exchange rates on our net investment in non-U.S. subsidiaries that have functional currencies other than the U.S. dollar. At the end of 2009, the U.S. dollar was weaker against most major currencies, including the pound sterling, the Australian dollar and the euro, compared with a stronger dollar against those currencies at the end of 2008 and a weaker dollar against those currencies at the end of 2007. The dollar was weaker against the Japanese yen in 2008 and 2007.Plan

·GE’s ~~The~~strategy ~~change~~has inbeen ~~fair~~to ~~value~~reduce ofits ~~investment~~ending ~~securities~~net ~~increased~~investment ~~shareowner’s~~in ~~equity~~GE ~~by $2~~Capital.7 ~~billion~~In ~~in 2009~~2010, ~~reflecting~~GE ~~improved~~reduced ~~market~~its ~~conditions~~GE ~~related~~Capital toending ~~securities~~net ~~classified as available for sale~~investment, ~~primarily~~excluding ~~corporate~~cash ~~debt~~ and ~~mortgage-backed~~equivalents, ~~securities.~~from ~~The change in fair value of investment securities decreased shareowner’s equity by~~ $~~3.2~~526 billion ~~and~~at ~~$1.5~~January ~~billion in 2008 and 2007~~1, ~~respectively.~~2010 ~~Further information about investment securities is provided in Note 3~~ to ~~the~~$477 ~~consolidated~~billion ~~financial~~at ~~statements~~December ~~in Part II~~31, ~~Item 8~~2010. ~~“Financial Statements and Supplementary Data” of this Form 10-K Report.~~

·In ~~Changes~~2010, inwe ~~the~~completed ~~fair~~issuances ~~value~~ of ~~derivatives designated as cash flow hedges increased shareowner’s equity by~~ $~~1.4~~25 billion inof ~~2009~~senior, ~~primarily~~unsecured ~~related~~debt towith ~~the~~maturities ~~effect~~up ofto ~~higher~~17 ~~U.S.~~years ~~interest~~(and ~~rates~~subsequent onto ~~interest~~December ~~rate~~31, ~~swaps~~2010, ~~and~~an ~~lower~~additional ~~foreign~~$11 ~~rates~~billion). onAverage ~~cross-currency~~commercial ~~swaps.~~paper ~~The~~borrowings ~~change~~during in the ~~fair~~fourth ~~value~~quarter ofwere ~~derivatives designated as cash flow hedges decreased equity by~~ $240.41 billion and ~~$0.6 billion in 2008 and 2007, respectively. Further information about~~ the ~~fair~~maximum ~~value~~amount of ~~derivatives~~commercial ispaper ~~provided~~borrowings inoutstanding ~~Note~~during ~~15 to~~ the ~~consolidated~~fourth ~~financial~~quarter ~~statements~~was in$42.4 ~~Part II, Item 8~~billion. ~~“Financial~~Our ~~Statements~~commercial ~~and~~paper ~~Supplementary~~maturities ~~Data”~~are offunded ~~this~~principally ~~Form~~through ~~10-K~~new ~~Report~~issuances.

~~As discussed~~Under ~~previously~~the inFederal ~~the~~Deposit ~~Liquidity~~Insurance ~~and~~Corporation’s ~~Borrowings~~(FDIC) ~~section~~Temporary ofLiquidity ~~this~~Guarantee ~~Item~~Program (TLGP), in the ~~fourth~~FDIC ~~quarter~~guaranteed ofcertain ~~2008~~senior, GEunsecured ~~raised~~debt ~~$15~~issued ~~billion~~by inGECC ~~cash~~on ~~through~~or ~~common~~before ~~and preferred~~October ~~stock~~31, ~~offerings~~2009, ~~and~~for ~~contributed~~which we incurred $152.03 billion toof ~~us,~~fees ~~including~~for $9our participation.~~5 billion~~ inOur ~~the~~TLGP-guaranteed ~~first~~debt ~~quarter~~has ofremaining ~~2009~~maturities (of ~~which~~$18 billion in 2011 ($82.85 billion ~~was~~matured ~~further contributed~~in toJanuary ~~GECC~~2011) ~~through~~and ~~capital~~$35 ~~contribution~~billion in 2012. We anticipate funding these and ~~share~~our ~~issuance).~~other Aslong-term debt maturities through a ~~result~~ combination of ~~this~~existing ~~action~~cash, ~~additional~~new ~~paid-in~~debt ~~capital~~issuances, ~~increased~~collections byexceeding ~~$9.5~~originations, ~~billion~~dispositions, asset sales, deposits and $5 alternative sources of funding.5 ~~billion~~GECC inand ~~2009~~GE are parties to an Eligible Entity Designation Agreement and ~~2008,~~GECC ~~respectively~~is subject to the terms of a Master Agreement, ~~compared~~each entered into with anthe ~~insignificant amount~~FDIC. inThe ~~2007~~terms of these agreements include, among other things, a requirement that GE and GECC reimburse the FDIC for any amounts that the FDIC pays to holders of GECC debt that is guaranteed by the FDIC.

~~Overview~~ We securitize financial assets as an alternative source of ~~Our~~funding. ~~Cash~~On ~~Flow~~January ~~from~~1, ~~2007~~2010, ~~through~~we adopted ASU 2009-16 & 17, which resulted in the consolidation of $36.1 billion of non-recourse borrowings from all of our securitization QSPEs. During 2010, we completed $10.3 billion of non-recourse issuances and had maturities of $22.3 billion. At December 31, 2010, consolidated non-recourse borrowings were $30.1 billion. We anticipate that securitization will remain a part of our overall funding capabilities notwithstanding the changes in consolidation rules described in Notes 1 and 17 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

~~GECS~~Our ~~cash and~~issuances ~~equivalents~~of ~~were~~securities ~~$64.4~~repurchase ~~billion~~agreements atare ~~December~~insignificant ~~31,~~and ~~2009,~~are ~~compared~~limited ~~with~~to ~~$37.5 billion~~activities at ~~December~~certain ~~31,~~of ~~2008.~~our ~~GECS~~foreign ~~cash~~banks. ~~from~~At ~~operating~~December ~~activities~~31, ~~totaled~~2010 ~~$7.6 billion~~and in 2009, ~~compared~~we ~~with~~were ~~cash~~party ~~from operating activities of $31.2 billion in 2008. This decrease was primarily due~~ to anrepurchase ~~overall~~agreements ~~decline~~totaling ininsignificant ~~net earnings~~amounts, a ~~current-year~~which ~~reduction~~were inaccounted ~~cash~~for ~~collateral~~as ~~held from counterparties~~ on ~~derivative~~-book ~~contracts of $6~~financings.9 ~~billion~~We ~~and~~have ~~declines~~had inno ~~taxes~~repurchase ~~payable~~agreements ~~($2.7 billion).~~which Inwere ~~addition,~~not ~~2008~~accounted ~~GECS~~for ~~cash~~as ~~from~~financings ~~operating~~and ~~activities~~we ~~benefited~~do ~~from an~~not ~~increase~~engage in ~~cash~~securities ~~collateral~~lending ~~posted by counterparties~~transactions.

~~Consistent with~~We ~~our~~have ~~plan~~deposit-taking tocapability ~~reduce~~at ~~GECS~~10 ~~asset~~banks ~~levels,~~outside ~~cash~~of ~~from~~the ~~investing activities was $45~~U.~~7 billion in 2009; $44~~S.0 ~~billion~~and ~~resulted~~two ~~from~~banks ~~a reduction~~ in ~~financing receivables,~~the ~~primarily from collections exceeding originations and $9~~U.1S. ~~billion resulted~~– ~~from~~GE ~~proceeds~~Money ~~from business dispositions~~Bank, ~~including~~a ~~the~~Federal ~~consumer businesses~~Savings inBank ~~Austria and Finland~~(FSB), ~~the credit card~~ and ~~auto~~GE ~~businesses~~Capital inFinancial ~~the U~~Inc.K., ~~the~~an ~~credit~~industrial ~~card~~bank ~~business~~(IB). inThe ~~Ireland,~~FSB ~~a portion of our Australian residential mortgage business~~ and ~~the~~IB ~~Thailand~~currently ~~business.~~issue ~~These~~certificates ~~sources~~of ~~were partially~~deposit ~~offset~~(CDs) distributed by ~~cash~~brokers ~~used~~in ~~for~~maturity ~~acquisitions~~terms offrom ~~$5.7~~three ~~billion,~~months ~~primarily~~to ~~for the~~ten ~~acquisition of Interbanca S~~years.~~p.A.~~

~~GECS~~Total ~~cash used~~alternative ~~for~~funding ~~financing~~at ~~activities~~December in31, ~~2009~~2010 ~~reflected~~was ~~our~~$60 ~~continued~~billion, ~~reduction~~composed ~~in ending~~mainly ~~net investment. Cash used for financing activities~~ of $~~26.4~~37 billion ~~related~~ ~~primarily~~bank todeposits, a $~~26.9~~11 billion ~~reduction~~of infunding ~~borrowings~~secured ~~(maturities~~by 90real ~~days or less)~~estate, ~~primarily~~aircraft ~~commercial~~and ~~paper,~~other ~~reductions~~collateral ~~in long-term borrowings partially offset by the pre-funding of our 2010 long-term debt maturities~~ and a $~~4.0~~9 billion ~~decrease~~GE inInterest ~~bank~~Plus ~~deposits,~~notes. ~~partially~~The ~~offset~~comparable byamount aat ~~capital contribution~~December 31, ~~from~~2009 GEwas ~~to GECS of~~ $~~9.5~~57 billion.

WeOn ~~pay dividends~~March ~~to GE~~5, ~~our parent~~2010, ~~through~~we aarranged ~~distribution~~for ofthe ~~our~~issuance ~~retained earnings, including special dividends from proceeds~~ of ~~certain~~approximately ~~business sales~~2.97 ~~There~~billion ~~were no~~USD ~~dividends~~equivalent ~~paid~~trust topreferred GEsecurities in ~~2009~~exchange ~~compared~~for ~~with~~outstanding ~~$2.4~~subordinated ~~billion~~debentures ~~and~~of ~~$7.3~~GECC ~~billion~~which mature in ~~2008~~ 2066 and ~~2007~~2067, ~~respectively.~~with ~~There~~terms ~~were~~corresponding ~~no special dividends paid~~ to GEthe inoriginal ~~2009 and 2008, compared with $2~~debentures.~~4 billion in 2007.~~

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It is our policy to minimize exposure to interest rate changes. We fund our financial investments using debt or a combination of debt and hedging instruments so that the interest rates of our borrowings match the expected interest rate profile on our assets. To test the effectiveness of our fixed rate positions, we assumed that, on January 1, 2011, interest rates increased by 100 basis points across the yield curve (a “parallel shift” in that curve) and further assumed that the increase remained in place for 2011. We estimated, based on the year-end 2010 portfolio and holding all other assumptions constant, that our 2011 consolidated earnings would decline by $0.1 billion as a result of this parallel shift in the yield curve.

It is our policy to minimize currency exposures and to conduct operations either within functional currencies or using the protection of hedge strategies. We analyzed year-end 2010 consolidated currency exposures, including derivatives designated and effective as hedges, to identify assets and liabilities denominated in other than their relevant functional currencies. For such assets and liabilities, we then evaluated the effects of a 10% shift in exchange rates between those currencies and the U.S. dollar, holding all other assumptions constant. This analysis indicated that there would be an insignificant effect on 2011 earnings of such a shift in exchange rates.

Debt and Derivative Instruments, Guarantees and Covenants

Principal debt and derivative conditions are described below.

Certain of our derivative instruments can be terminated if specified credit ratings are not maintained and certain debt and derivatives agreements of other consolidated entities have provisions that are affected by these credit ratings. As of December 31, 2010, GE and GECC’s long-term unsecured debt credit rating from Standard and Poor’s Ratings Service (S&P) was “AA+” with a stable outlook and from Moody’s Investors Service (“Moody’s”) was “Aa2” with a stable outlook. As of December 31, 2010, GE, GECS and GECC’s short-term credit rating from S&P was “A-1+” and from Moody’s was “P-1”. We are disclosing these ratings to enhance understanding of our sources of liquidity and the effects of our ratings on our costs of funds. Although we currently do not expect a downgrade in the credit ratings, our ratings may be subject to revision or withdrawal at any time by the assigning rating organization, and each rating should be evaluated independently of any other rating.

Derivatives agreements:

Swap, forward and option contracts are executed under standard master agreements that typically contain mutual downgrade provisions that provide the ability of the counterparty to require termination if the long-term credit rating of the applicable GE entity were to fall below A-/A3. In certain of these master agreements, the counterparty also has the ability to require termination if the short-term rating of the applicable GE entity were to fall below A-1/P-1. The net derivative liability after consideration of netting arrangements, outstanding interest payments and collateral posted by us under these master agreements was estimated to be $0.8 billion at December 31, 2010. See Note 15 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

Other debt and derivative agreements of consolidated entities:

One group of consolidated entities holds investment securities funded by the issuance of GICs. If the long-term credit rating of GECC were to fall below AA-/Aa3 or its short-term credit rating were to fall below A-1+/P-1, GECC would be required to provide approximately $1.5 billion to such entities as of December 31, 2010, pursuant to letters of credit issued by GECC, as compared to $2.4 billion at December 31, 2009. Furthermore, to the extent that the entities’ liabilities exceed the ultimate value of the proceeds from the sale of its assets and the amount drawn under the letters of credit, GECC is required to provide such excess amount. As of December 31, 2010, the value of these entities’ liabilities was $5.7 billion and the fair value of its assets was $6.0 billion (which included unrealized losses on investment securities of $0.7 billion). With respect to these investment securities, we intend to hold them at least until such time as their individual fair values exceed their amortized cost and we have the ability to hold all such debt securities until maturity.

Another consolidated entity also issues GICs where proceeds are loaned to GECC. If the long-term credit rating of GECC were to fall below AA-/Aa3 or its short-term credit rating were to fall below A-1+/P-1, GECC could be required to provide up to approximately $2.3 billion as of December 31, 2010, to repay holders of GICs, compared to $3.0 billion at December 31, 2009. These obligations are included in long-term borrowings in our Statement of Financial Position in the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

(43)

If the short-term credit rating of GECC were reduced below A-1/P-1, GECC would be required to partially cash collateralize certain covered bonds. The maximum amount that would be required to be provided in the event of such a downgrade is determined by contract and amounted to $0.8 billion at both December 31, 2010 and 2009. These obligations are included in long-term borrowings in our Statement of Financial Position in the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

Ratio of Earnings to Fixed Charges, Income Maintenance Agreement and Subordinated Debentures

On March 28, 1991, GE entered into an agreement with GECC to make payments to GECC, constituting additions to pre-tax income under the agreement, to the extent necessary to cause the ratio of earnings to fixed charges of GECC and consolidated affiliates (determined on a consolidated basis) to be not less than 1.10:1 for the period, as a single aggregation, of each GECC fiscal year commencing with fiscal year 1991. GECC’s ratio of earnings to fixed charges increased to 1.13:1 during 2010 due to higher pre-tax earnings at GECC, which were primarily driven by higher margins and lower provisions for losses on financing receivables.

On October 29, 2009, GE and GECC amended this agreement to extend the notice period for termination from three years to five years. It was further amended to provide that any future amendments to the agreement that could adversely affect GECC require the consent of the majority of the holders of the aggregate outstanding principal amount of senior unsecured debt securities issued or guaranteed by GECC (with an original stated maturity in excess of 270 days), unless the amendment does not trigger a downgrade of GECC’s long-term ratings. No payment is required in 2011 pursuant to this agreement.

GE made a $9.5 billion payment to GECS in the first quarter of 2009 (of which $8.8 billion was further contributed to GECC through capital contribution and share issuance) to improve tangible capital and reduce leverage. This payment constitutes an addition to pre-tax income under the agreement and therefore increased the ratio of earnings to fixed charges of GECC for the fiscal year 2009 for purposes of the agreement to 1.33:1. As a result, no further payments under the agreement in 2010 were required related to 2009.

Any payment made under the Income Maintenance Agreement will not affect the ratio of earnings to fixed charges as determined in accordance with current SEC rules because it does not constitute an addition to pre-tax income under current U.S. GAAP.

In addition, in connection with certain subordinated debentures for which GECC receives equity credit by rating agencies, GE has agreed to promptly return dividends, distributions or other payments it receives from GECC during events of default or interest deferral periods under such subordinated debentures. There were $7.3 billion of such debentures outstanding at December 31, 2010. See Note 8 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

Statement of Changes in Shareowner’s Equity

Shareowner’s equity decreased by $1.8 billion and increased $17.6 billion in 2010 and 2009, respectively, compared with a decrease of $4.4 billion in 2008.

Net earnings increased GECS shareowner’s equity by $2.2 billion and $1.4 billion in 2010 and 2009, respectively, and increased shareowner’s equity by $7.1 billion, partially offset by dividends declared of $2.4 billion in 2008. There were no dividends declared in 2010 and 2009.

Elements of Other Comprehensive Income decreased shareowner’s equity by $2.2 billion in 2010, as compared with an increase of $6.6 billion in 2009 and a decrease of $14.6 billion in 2008, inclusive of changes in accounting principles. The components of these changes are as follows:

Currency translation adjustments decreased shareowner’s equity by $2.7 billion in 2010, increased equity by $2.6 billion in 2009 and decreased equity by $8.7 billion in 2008. Changes in currency translation adjustments reflect the effects of changes in currency exchange rates on our net investment in non-U.S. subsidiaries that have functional currencies other than the U.S. dollar. At the end of 2010, the U.S. dollar was stronger against most major currencies, including the pound sterling and the euro and weaker against the Australian dollar, compared with a weaker dollar against those currencies at the end of 2009 and a stronger dollar against those currencies at the end of 2008.

(44)

The change in fair value of investment securities increased shareowner’s equity by an insignificant amount in 2010, reflecting improved market conditions related to U.S. corporate securities and lower market interest rates and adjustments to reflect the effect of the unrealized gains on insurance-related assets and equity. The change in fair value of investment securities increased shareowner’s equity by $2.7 billion and decreased shareholders’ equity by $3.2 billion in 2009 and 2008, respectively. Further information about investment securities is provided in Note 3 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

Changes in the fair value of derivatives designated as cash flow hedges increased shareowner’s equity by $0.5 billion in 2010, primarily related to the effective portion of the change in fair value of designated interest rate and cross currency hedges and other comprehensive income (OCI) released to earnings to match the underlying forecasted cash flows. The change in the fair value of derivatives designated as cash flow hedges increased equity by $1.4 billion and decreased equity by $2.4 billion in 2009 and 2008, respectively. Further information about the fair value of derivatives is provided in Note 15 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

As discussed previously in the Liquidity and Borrowings section of this Item, in the fourth quarter of 2008, GE raised $15 billion in cash through common and preferred stock offerings and contributed $15.0 billion to us, including $9.5 billion in the first quarter of 2009 (of which $8.8 billion was further contributed to GECC through capital contribution and share issuance). As a result of this action, additional paid-in capital increased by $9.5 billion and $5.5 billion in 2009 and 2008, respectively.

Statement of Cash Flows – Overview from 2008 through 2010

GECS cash and equivalents were $60.3 billion at December 31, 2010, compared with $62.6 billion at December 31, 2009. GECS cash from operating activities totaled $21.2 billion in 2010, compared with $7.4 billion in 2009. This was primarily due to decreases, compared to the prior year, in net cash collateral held from counterparties on derivative contracts of $6.9 billion, in cash used for other liabilities of $1.5 billion, higher current-year earnings, and lower gains and higher impairments at Real Estate of $2.9 billion.

Consistent with our plan to reduce GECS asset levels, cash from investing activities was $36.4 billion in 2010. Primary sources were $26.3 billion resulting from a reduction in financing receivables, primarily from collections exceeding originations, a $1.8 billion reduction in investment securities, and $1.6 billion of recoveries of financing receivables previously written off. Additionally, we received proceeds of $2.5 billion from sales of discontinued operations, primarily BAC, and $1.2 billion resulted from proceeds from business dispositions, including the consumer businesses in Hong Kong and Indonesia. These sources were partially offset by cash used for acquisitions of $0.6 billion for the acquisition of certain financing businesses of the Royal Bank of Scotland.

GECS cash used for financing activities in 2010 reflected our continued reduction in ending net investment. Cash used for financing activities of $59.6 billion related primarily to a $60.3 billion reduction in borrowings consisting primarily of reductions in long-term borrowings (which includes reductions related to borrowings consolidated upon the adoption of ASU 2009-16 & 17) and commercial paper, partially offset by a $4.6 billion increase in bank deposits.

GECS pays dividends to GE through a distribution of its retained earnings, including special dividends from proceeds of certain business sales. Beginning in the first quarter of 2009, GECS suspended its normal dividend to GE. Dividends paid to GE in 2008 were $2.4 billion. There were no special dividends paid to GE in 2010, 2009 or 2008.

(45)

Contractual Obligations

As defined by reporting regulations, our contractual obligations for future payments as of December 31, ~~2009~~2010, follow.

	Payments due by period
									2015 and
									2016 and
(In billions)	Total		~~2010~~2011		~~2011-~~2012-2013		~~2013-~~2014-2015		thereafter
Borrowings and bank deposits (Note 8)	$	~~500~~470.36	$	~~161~~154.67	$	~~155~~140.76	$	6056.29	$	~~122~~118.84
Interest on borrowings and
bank deposits		~~128~~111.04		1512.07		2617.06		1711.06		7069.05
Operating lease obligations (Note 13)		2.94		0.65		0.98		0.54		0.97
Purchase obligations(a)(b)		2524.08		1613.05		87.03		13.09		–0.1
Insurance liabilities (Note 9)(c)		2024.08		2.08		53.08		3.03		1014.09
Other liabilities(d)		2524.03		2019.07		32.08		1.0		1.0.8
Contractual obligations of
discontinued operations(e)		1.09		1.09		–		–		–

(a)	Included all take-or-pay arrangements, capital expenditures, contractual commitments to purchase equipment that will be leased to others, contractual commitments related to factoring agreements, software acquisition/license commitments and any contractually required cash payments for acquisitions.

(b) Excluded funding commitments entered into in the ordinary course of business. Further information on these commitments and other guarantees is provided in Note 1718 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

(c)	Included contracts with reasonably determinable cash flows such as structured settlements, certain property and casualty contracts, and guaranteed investment contracts.

(d) Included an estimate of future expected funding requirements related to our pension and postretirement benefit plans and included liabilities for unrecognized tax benefits. Because their future cash outflows are uncertain, the following non-current liabilities are excluded from the table above: deferred taxes, derivatives, deferred revenue and other sundry items. ~~See~~For further information on certain of these items, see Notes 10 and 15 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report ~~for further information on certain of these items~~.

(e)	Included payments for other liabilities.

Variable Interest Entities ~~and Off-Balance Sheet Arrangements~~

We securitize financial assets and arrange other forms of asset-backed financing in the ordinary course of business to improve shareowner returns and as an alternative source of funding. The securitization transactions we engage in are similar to those used by many financial institutions. ~~Our securitization activities are conducted using Variable Interest Entities (VIEs), principally QSPEs.~~

~~Certain of~~The ~~our~~assets ~~VIEs are consolidated because~~ we ~~are~~securitize ~~considered~~include: ~~to be the primary beneficiary of the entity. Our interests in other VIEs for which we are not the primary beneficiary and QSPEs are accounted for as investment securities, financing~~ receivables orsecured ~~equity~~by ~~method investments depending on the nature of our involvement. At December 31~~equipment, ~~2009,~~commercial ~~consolidated~~real ~~variable interest entity assets and liabilities were $16.5 billion and $14.8 billion~~estate, ~~respectively,~~credit ~~a decrease~~card ~~of $10.0 billion and $6.3 billion from 2008~~receivables, ~~respectively.~~floorplan Ininventory ~~the first quarter of 2009~~receivables, weGE ~~deconsolidated~~trade ~~PTL~~receivables and ~~removed~~other ~~$7.0 billion of~~ assets originated and ~~$0.8~~ ~~billion~~underwritten ofby ~~liabilities~~us ~~from our balance sheet. The deconsolidation was a result of our reducing our investment~~ in ~~PTL by selling a 1% limited partnership interest to Penske Truck Leasing Corporation,~~ the ~~general partner~~ordinary ofcourse ~~PTL, whose majority shareowner is a member~~ of ~~GE’s~~business. ~~Board~~The ~~of Directors,~~securitizations ~~coupled~~are funded with ~~our~~asset-backed ~~resulting~~commercial ~~minority~~paper ~~position on the PTL advisory committee~~ and ~~related~~term ~~changes in our contractual rights~~debt. WeOur ~~recognized~~securitization aactivities ~~pre-tax gain~~prior onto ~~the~~January ~~sale of $0.3 billion~~1, ~~including~~2010 aused ~~gain~~QSPEs onand ~~the~~were ~~remeasurement~~therefore ofnot ~~our retained~~required ~~investment~~to ofbe $0consolidated.~~2 billion.~~

~~At December~~On 31January 1, ~~2009~~2010, ~~variable~~we ~~interests~~adopted inASU ~~unconsolidated~~2009-16 ~~VIEs~~& ~~other~~17. ~~than~~ASU ~~QSPEs were~~2009-16 ~~$9.7~~eliminated ~~billion~~the QSPE concept, anand ~~increase~~ASU of2009-17 $5required that all such entities be evaluated for consolidation as Variable Interest Entities (VIEs).7 ~~billion~~Adoption ~~from~~of ~~2008,~~these ~~primarily~~amendments ~~related~~resulted to in the ~~deconsolidation~~consolidation of ~~PTL.~~all Inof ~~addition~~our tosponsored ~~our~~QSPEs. ~~existing~~In ~~investments~~addition, we ~~have contractual~~consolidated ~~obligations~~assets toof ~~fund~~VIEs ~~additional~~related to direct investments in ~~the~~entities ~~unconsolidated VIEs~~that ofhold ~~$1.4~~loans ~~billion,~~and anfixed ~~increase~~income ofsecurities, ~~$0.2~~a ~~billion~~media ~~from~~joint ~~2008.~~venture ~~Together,~~and ~~these represent~~a ~~our~~small ~~maximum~~number ~~exposure~~of companies to ~~loss~~which ifwe have extended loans in the ~~assets~~ordinary course of ~~the~~business ~~unconsolidated~~and ~~VIEs~~ subsequently were subject to ~~have~~a ~~no value~~TDR.

~~(43)~~Substantially all of our securitization VIEs are consolidated because we are considered to be the primary beneficiary of the entity. Our interests in other VIEs for which we are not the primary beneficiary and QSPEs are accounted for as investment securities, financing receivables or equity method investments depending on the nature of our involvement.

QSPEs that we use for securitization are funded with asset-backed commercial paper and term debt. The assets we securitize include: receivables secured by equipment, commercial real estate, credit card receivables, floorplan inventory receivables, GE trade receivables and other assets originated and underwritten by us in the ordinary course of business. At December 31, 2009, securitization entities held $(46.9 billion in transferred financial assets, a decrease of $5.7 billion from year-end 2008. Assets held by these entities are of equivalent credit quality to our on-book assets. We monitor the underlying credit quality in accordance with our role as servicer and apply rigorous controls to the execution of securitization transactions. With the exception of credit and liquidity support discussed below, investors in these entities have recourse only to the underlying assets.)

~~At December~~We ~~31,~~consolidated ~~2009,~~the ~~our~~assets ~~Statement~~and liabilities of ~~Financial~~these ~~Position~~entities ~~included~~at ~~$11.8~~amounts ~~billion~~at ~~in retained~~which ~~interests~~they ~~related~~would tohave ~~the~~been ~~transferred~~reported ~~financial~~in ~~assets~~our ~~discussed~~financial ~~above. These~~statements ~~retained~~had ~~interests~~we ~~are~~always ~~held~~consolidated bythem. ~~QSPEs~~We ~~and~~also ~~VIEs~~deconsolidated ~~for~~certain ~~which~~entities where we ~~are~~did not meet the ~~primary~~ ~~beneficiary~~definition ~~and~~of ~~take~~the ~~two~~primary ~~forms:~~beneficiary ~~(1)~~under ~~sellers’~~the ~~interests,~~revised ~~which~~guidance; ~~are classified~~however asthe ~~financing~~effect ~~receivables,~~was ~~and~~insignificant ~~(2)~~at ~~subordinated~~January ~~interests~~1, ~~designed~~2010. ~~to provide~~The ~~credit~~incremental ~~enhancement~~effect toon ~~senior~~total ~~interests,~~assets ~~which~~and ~~are~~liabilities, ~~classified~~net ~~as investment securities. The carrying value~~ of our retained interests, ~~classified as~~was ~~financing~~an ~~receivables~~increase ~~was~~of $330.06 billion atand ~~December~~$32.4 ~~31,~~billion ~~2009~~respectively, aat ~~decrease~~January ~~of $~~1.2, ~~billion from 2008~~2010. The ~~carrying~~net ~~value~~reduction of ~~our~~total ~~retained~~equity ~~interests~~(including ~~classified as~~noncontrolling ~~investment~~interests) ~~securities~~ was $81.8 billion at ~~December~~January 311, ~~2009~~2010, anprincipally ~~increase~~related ~~of $2.5~~to ~~billion~~the ~~from~~reversal ~~2008. Certain~~ of ~~these~~previously ~~retained interests are accounted for with changes in fair value recorded in earnings. During 2009, we~~ recognized ~~increases~~ insecuritization ~~fair~~gains ~~value~~as ona ~~these~~cumulative ~~retained~~effect ~~interests~~adjustment ofto ~~$0.3 billion compared with declines in fair value on these~~ retained ~~interests of $0~~earnings.1 billion in 2008. For those retained interests classified as investment securities, we recognized other-than-temporary impairments of $0.1 billion in 2009, compared with $0.3 billion in 2008. Our recourse liability in these arrangements was an inconsequential amount in both 2009 and 2008.

WeAt ~~are party~~December to31, ~~various~~2010, ~~credit~~consolidated ~~enhancement~~variable ~~positions~~interest ~~with~~entity ~~securitization~~assets ~~entities, including~~and ~~liquidity~~liabilities were $49.2 billion and ~~credit~~$37.2 ~~support~~billion, ~~agreements~~respectively, ~~and~~an ~~guarantee~~increase of $32.7 billion and ~~reimbursement~~ ~~contracts~~$22.4 billion from 2009, ~~and~~respectively. ~~have~~Assets ~~provided~~held ~~our~~by ~~best~~these ~~estimate~~entities are of ~~the~~equivalent ~~fair~~credit ~~value of~~quality ~~estimated~~to ~~losses~~our on-book ~~such positions~~assets. ~~The~~We ~~estimate~~monitor ofthe ~~fair~~underlying ~~value~~credit isquality ~~based~~in ~~on prevailing~~accordance ~~market~~with ~~conditions~~our atrole ~~December~~as ~~31,~~servicer ~~2009.~~and ~~Should~~apply ~~market~~rigorous ~~conditions deteriorate,~~controls ~~actual~~to ~~losses~~the ~~could~~execution beof ~~higher~~securitization transactions. ~~Our~~With ~~exposure~~the toexception ~~loss~~of ~~under~~credit ~~such agreements~~and ~~was~~liquidity ~~limited~~support todiscussed ~~$2.1~~below, ~~billion~~investors atin ~~December~~these ~~31,~~entities ~~2009~~have recourse only to the underlying assets.

WeAt doDecember ~~not have~~31, ~~implicit~~2009, ~~support~~prior ~~arrangements~~to ~~with~~the ~~any~~effective ~~VIE~~date orof ~~QSPE~~ASU 2009-16 & 17, our Statement of Financial Position included $11.8 Webillion ~~did~~in ~~not~~retained ~~provide non-contractual~~interests ~~support~~in ~~for~~these ~~previously~~entities related to the transferred financial assets discussed above. These retained interests took two forms: (1) sellers’ interests, which were classified as financing receivables, and (2) subordinated interests, designed to ~~any VIE~~provide orcredit ~~QSPE~~enhancement into senior interests, which were classified as investment securities. The carrying value of our retained interests classified as financing receivables was $3.0 billion at December 31, 2009. orThe ~~2008~~carrying value of our retained interests classified as investment securities was $8.8 billion at December 31, 2009.

InAt ~~2009~~December 31, ~~the~~ ~~FASB~~2010, ~~issued~~investments ~~ASU~~in ~~2009-16~~unconsolidated ~~and~~VIEs, ~~ASU~~including ~~2009-17~~our ~~amendments~~noncontrolling tointerest ~~ASC~~in ~~860,~~PTL ~~Transfers~~ and ~~Servicing,~~investments ~~and ASC~~in ~~810,~~real ~~Consolidation~~estate entities, ~~respectively,~~ ~~which~~were ~~are~~$12.6 ~~effective~~billion, ~~for~~an usincrease onof ~~January 1, 2010~~$2.9 ~~ASU~~billion ~~2009-16~~from ~~will eliminate the QSPE concept~~2009, ~~and~~primarily ~~ASU~~related ~~2009-17~~to ~~will~~$1.7 ~~require~~billion ~~that~~of ~~all~~investments ~~such~~in entities be ~~evaluated~~whose ~~for~~status ~~consolidation~~ as ~~VIEs,~~a ~~which~~VIE ~~will~~changed ~~result~~upon inadoption ~~our consolidating substantially all~~ of ~~our~~ASU ~~former~~2009-17 ~~QSPEs. Upon adoption we will record assets~~ and ~~liabilities~~$1.2 billion of ~~these~~additional ~~entities~~investment atin ~~carrying~~pre-existing ~~amounts~~unconsolidated ~~consistent~~VIEs. asIn ~~if they~~addition ~~had~~to ~~always~~our ~~been~~existing ~~consolidated~~investments, ~~which~~we ~~will~~have ~~require~~contractual ~~the~~obligations ~~reversal~~to offund aadditional ~~portion of~~investments ~~previously~~in ~~recognized~~the ~~securitization~~unconsolidated ~~gains~~VIEs asof ~~a cumulative effect adjustment to retained earnings~~$2.0 ~~See~~billion, ~~the~~an ~~New~~increase ~~Accounting Standards section~~ of ~~this~~$0.6 ~~Item~~billion ~~for further~~from ~~discussion~~2009.

We are party to various credit enhancement positions with securitization entities, including liquidity and credit support agreements and guarantee and reimbursement contracts, and have provided our best estimate of the fair value of estimated losses on such positions. The estimate of fair value is based on prevailing market conditions at December 31, 2010. Should market conditions deteriorate, actual losses could be higher. Our exposure to loss under such agreements was limited to $0.9 billion at December 31, 2010.

We do not have implicit support arrangements with any VIE or QSPE. We did not provide non-contractual support for previously transferred financing receivables to any VIE or QSPE in either 2010 or 2009.

Critical Accounting Estimates

Accounting estimates and assumptions discussed in this section are those that we consider to be the most critical to an understanding of our financial statements because they involve significant judgments and uncertainties. Many of these estimates include determining fair value. All of these estimates reflect our best judgment about current, and for some estimates future, economic and market conditions and their effects based on information available as of the date of these financial statements. If these conditions change from those expected, it is reasonably possible that the judgments and estimates described below could change, which may result in future impairments of investment securities, goodwill, intangibles and long-lived assets, incremental losses on financing receivables, increases in reserves for contingencies, establishment of valuation allowances on deferred tax assets and increased tax liabilities, among other effects. Also see Note 1, Summary of Significant Accounting Policies, to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report, which discusses the significant accounting policies that we have selected from acceptable alternatives.

(4447)

Losses on financing receivables are recognized when they are incurred, which requires us to make our best estimate of probable losses inherent in the portfolio. ~~This~~The method for calculating the best estimate of losses depends on the size, type and risk characteristics of the related financing receivable. Such an estimate requires consideration of historical loss experience, adjusted for current conditions, and judgments about the probable effects of relevant observable data, including present economic conditions such as delinquency rates, financial health of specific customers and market sectors, collateral values (including housing price indices as applicable), and the present and expected future levels of interest rates. The underlying assumptions, estimates and assessments we use to provide for losses are updated periodically to reflect our view of current conditions. Changes in such estimates can significantly affect the allowance and provision for losses. It is possible that we will experience credit losses that are different from our current estimates. Write-offs in both our consumer and commercial portfolios can also reflect both losses that are incurred subsequent to the beginning of a fiscal year and information becoming available during that fiscal year which may identify further deterioration on exposures existing prior to the beginning of that fiscal year, and for which reserves could not have been previously recognized. Our risk management process includes standards and policies for reviewing major risk exposures and concentrations, and weevaluates ~~evaluate~~ relevant data either for individual loans or financing leases, or on a portfolio basis, as appropriate.

Further information is provided in the Global Risk Management section and Financial Resources and Liquidity – Financing Receivables section of this Item, the Asset impairment section that follows and in Notes 1, 4 and 416 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

Asset impairment assessment involves various estimates and assumptions as follows:

Investments. We regularly review investment securities for impairment using both quantitative and qualitative criteria. Effective April 1, 2009, the FASB amended ASC 320 and modified the requirements for recognizing and measuring other-than-temporary impairment for debt securities. If we do not intend to sell the security and it is not more likely than not that we will be required to sell the security before recovery of our amortized cost, we evaluate other qualitative criteria to determine whether a credit loss exists, such as the financial health of and specific prospects for the issuer, including whether the issuer is in compliance with the terms and covenants of the security. Quantitative criteria include determining whether there has been an adverse change in expected future cash flows. For equity securities, our criteria include the length of time and magnitude of the amount that each security is in an unrealized loss position. Our other-than-temporary impairment reviews involve our finance, risk and asset management functions as well as the portfolio management and research capabilities of our internal and third-party asset managers. See Note 141 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report, which discusses the determination of fair value of investment securities.

Further information about actual and potential impairment losses is provided in the Financial Resources and Liquidity – Investment Securities section of this Item and in Notes 1, 3 and 7 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

Long-Lived Assets. We review long-lived assets for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Determining whether an impairment has occurred typically requires various estimates and assumptions, including determining which undiscounted cash flows are directly related to the potentially impaired asset, the useful life over which cash flows will occur, their amount, and the asset’s residual value, if any. In turn, measurement of an impairment loss requires a determination of fair value, which is based on the best information available. We derive the required undiscounted cash flow estimates from our historical experience and our internal business plans. To determine fair value, we use quoted market prices when available, our internal cash flow estimates discounted at an appropriate interest rate and independent appraisals, as appropriate.

Our operating lease portfolio of commercial aircraft is a significant concentration of assets in GECAS, and is particularly subject to market fluctuations. Therefore, we test recoverability of each aircraft in our operating lease portfolio at least annually. Additionally, we perform quarterly evaluations in circumstances such as when aircraft are re-leased, current lease terms have changed or a specific lessee’s credit standing changes. We consider market conditions, such as global demand for commercial aircraft. Estimates of future rentals and residual values are based on historical experience and information received routinely from independent appraisers. Estimated cash flows from future leases are reduced for expected downtime between leases and for estimated technical costs required to prepare aircraft to be redeployed. Fair value used to measure impairment is based on management’s best estimate. In determining its best estimate, management evaluates average current market values (obtained from third parties) of similar type and age aircraft, which are adjusted for the attributes of the specific aircraft under lease.

We recognized impairment losses on our operating lease portfolio of commercial aircraft of $0.1 billion in both 2009 and 2008. Provision for losses on financing receivables related to commercial aircraft were $0.1 billion in 2009 and insignificant in 2008.(48)

~~Further~~ ~~information~~We onrecognized impairment losses ~~and~~on our ~~exposure~~operating tolease ~~the~~portfolio of commercial ~~aviation industry~~aircraft isof ~~provided~~$0.4 inbillion ~~the~~and ~~Operations~~$0.1 –billion ~~Overview~~in ~~section~~2010 ~~of this Item~~ and ~~in Notes~~2009, 5respectively. ~~and~~Provisions 17for tolosses ~~the~~on ~~consolidated~~financing ~~financial~~receivables ~~statements~~related into ~~Part~~commercial ~~II,~~aircraft ~~Item~~were ~~8. “Financial~~insignificant ~~Statements~~ and ~~Supplementary~~$0.1 ~~Data”~~billion ofin ~~this~~2010 ~~Form~~and ~~10-K Report~~2009, respectively.

~~(45)~~Further information on impairment losses and our exposure to the commercial aviation industry is provided in the Operations – Overview section of this Item and in Notes 5 and 18 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

Real Estate. We review the estimated value of our commercial real estate investments semi-annually. The cash flow estimates used for both estimating value and the recoverability analysis are inherently judgmental, and reflect current and projected lease profiles, available industry information about expected trends in rental, occupancy and capitalization rates and expected business plans, which include our estimated holding period for the asset. Our portfolio is diversified, both geographically and by asset type. However, the global real estate market is subject to periodic cycles that can cause significant fluctuations in market values. As of our most recent estimate performed in ~~2009~~2010, the carrying value of our Real Estate investments exceeded their estimated value by about $75.1 billion. The estimated value of the portfolio ~~reflects~~continues ~~the~~to ~~continued~~reflect ~~deteriorating~~deterioration in real estate values and market fundamentals, including reduced market occupancy rates and market rents as well as the effects of limited real estate market liquidity. Given the current and expected challenging market conditions, there continues to be risk and uncertainty surrounding commercial real estate values ~~and our unrealized loss on real estate equity properties may continue to increase~~. Declines in the estimated value of real estate below carrying amount result in impairment losses when the aggregate undiscounted cash flow estimates used in the estimated value measurement are below the carrying amount. As such, estimated losses in the portfolio will not necessarily result in recognized impairment losses. When we recognize an impairment, the impairment is measured ~~based~~ ~~upon~~using the estimated fair value of the underlying asset, which is based upon ~~current market~~cash ~~data,~~flow ~~including~~estimates that reflect current and projected lease profiles and available industry information about capitalization rates and expected trends in rents and occupancy and is corroborated by external appraisals. During ~~2009~~2010, ~~our~~ Real Estate ~~business~~ recognized pre-tax impairments of $02.83 billion in its real estate held for investment, as compared to $0.38 billion in ~~2008~~2009. Continued deterioration in economic conditions or prolonged market illiquidity may result in further impairments being recognized. Furthermore, significant judgment and uncertainty related to forecasted valuation trends, especially in illiquid markets, results in inherent imprecision in real estate value estimates. Further information is provided in the Global Risk Management ~~section~~and the Other Assets sections of this Item and in Note 7 to the consolidated financial statements in Part II, Item 8. “Financial Statements and Supplementary Data” of this Form 10-K Report.

Goodwill and Other Identified Intangible Assets. We test goodwill for impairment annually and more frequently if circumstances warrant. We determine fair values for each of the reporting units using an income approach. When available and as appropriate, we use comparative market multiples to corroborate discounted cash flow results. For purposes of the income approach, fair value is determined based on the present value of estimated future cash flows, discounted at an appropriate risk-adjusted rate. We use our internal forecasts to estimate future cash flows and include an estimate of long-term future growth rates based on our most recent views of the long-term outlook for each business. Actual results may differ from those assumed in our forecasts. We derive our discount rates ~~by applying~~using ~~the~~a capital asset pricing model ~~(i.e., to estimate the cost of equity financing)~~ and analyzing published rates for industries relevant to our reporting units to estimate the cost of equity financing. We use discount rates that are commensurate with the risks and uncertainty inherent in the respective businesses and in our internally developed forecasts. Discount rates used in our reporting unit valuations ranged from 12% to 14.5%. Valuations using the market approach reflect prices and other relevant observable information generated by market transactions involving comparable businesses.

Compared to the market approach, the income approach more closely aligns ~~the~~each reporting unit valuation to aour ~~company’s or~~ business’ ~~specific business model~~profile, including geographic markets served and product offerings~~, as it is based on specific projections of the business~~. Required rates of return, along with uncertainty inherent in the forecasts of future cash flows, are reflected in the selection of the discount rate. Equally important, under this approach, reasonably likely scenarios and associated sensitivities can be developed for alternative future ~~circumstances~~ states that may not be reflected in an observable market price. A market approach allows for comparison to actual market transactions and multiples. It can be somewhat more limited in its application because the population of potential comparables ~~(or pure plays)~~ is often limited to publicly-traded companies where the characteristics of the comparative business and ours can be significantly different, market data is usually not available for divisions within larger conglomerates or non-public subsidiaries that could otherwise qualify as comparable, and the specific circumstances surrounding a market transaction (e.g., synergies between the parties, terms and conditions of the transaction, etc.) may be different or irrelevant with respect to our business. It can also be difficult, under ~~the~~certain ~~current~~ market conditions, to identify orderly transactions between market participants in similar ~~financial services~~ businesses. We assess the valuation methodology based upon the relevance and availability of the data at the time ofwe ~~performing~~perform the valuation and weight the methodologies appropriately.

Given the significant decline in GE’s stock price in the first quarter of 2009 and market conditions in the financial services industry at that time, we conducted an additional impairment analysis of the reporting units during the first quarter of 2009 using data as of January 1, 2009. As a result of these tests, no goodwill impairment was recognized.(49)

~~(46)~~We performed our annual impairment test of goodwill for all of our reporting units in the third quarter using data as of July 1, 2010. The impairment test consists of two steps: in step one, the carrying value of the reporting unit is compared with its fair value; in step two, which is applied when the carrying value is more than its fair value, the amount of goodwill impairment, if any, is derived by deducting the fair value of the reporting unit’s assets and liabilities from the fair value of its equity, and comparing that amount with the carrying amount of goodwill. In performing the valuations, we used cash flows that reflected management’s forecasts and discount rates that included risk adjustments consistent with the current market conditions. Based on the results of our step one testing, the fair values of the CLL, Consumer, Energy Financial Services and GECAS reporting units exceeded their carrying values; therefore, the second step of the impairment test was not required to be performed and no goodwill impairment was recognized.

~~We performed~~Our ~~our~~Real ~~annual~~Estate ~~impairment~~reporting ~~test~~unit ~~for~~had a goodwill atbalance ~~all~~ of ~~our~~$1.1 ~~reporting~~billion ~~units in~~at ~~the~~December ~~third~~31, ~~quarter~~2010. ~~using~~As ~~data as~~ of July 1, ~~2009.~~2010, Inthe ~~performing~~carrying amount exceeded the ~~valuations,~~ weestimated ~~used~~fair ~~cash~~value ~~flows,~~of ~~which~~our ~~reflected~~Real ~~management’s~~Estate ~~forecasts~~reporting ~~and discount~~unit ~~rates~~by ~~which~~approximately ~~reflect~~$3.2 ~~the~~billion. ~~risks~~The ~~associated~~estimated ~~with~~fair value of the ~~current~~Real ~~market.~~Estate ~~Based~~ reporting unit is based on ~~the~~a ~~results~~number of ~~our~~assumptions ~~testing~~about future business performance and investment, ~~the~~including ~~fair~~loss ~~values~~estimates offor the ~~CLL,~~existing ~~Consumer,~~finance ~~Energy Financial~~receivable ~~Services~~ and ~~GECAS~~investment ~~reporting~~portfolio, ~~units~~new ~~exceeded~~debt ~~their~~origination ~~book~~volume ~~values; therefore~~and margins, ~~the~~and ~~second~~anticipated ~~step~~stabilization of the ~~impairment~~real ~~test~~estate ~~(in~~market ~~which~~allowing ~~fair~~for ~~value~~sales of ~~each of~~real ~~the~~estate ~~reporting~~investments ~~unit’s~~at ~~assets~~normalized ~~and~~margins. ~~liabilities~~Our isassumed ~~measured)~~discount rate was ~~not~~12% ~~required~~and ~~to be~~was ~~performed~~derived by applying a capital asset pricing model and nocorroborated ~~goodwill~~using ~~impairment~~equity ~~was~~analyst ~~recognized.~~research ~~Due~~reports and implied cost of equity based on forecasted price to earnings per share multiples for similar companies. Given the volatility and ~~uncertainties~~uncertainty in the current commercial real estate environment, wethere ~~used~~is uncertainty about a ~~range~~ number of ~~valuations~~assumptions toupon ~~determine~~which the estimated fair value ~~for~~is ~~our~~based. ~~Real~~Different ~~Estate~~loss ~~reporting unit.~~estimates ~~While~~for the ~~Real~~existing ~~Estate~~portfolio, ~~reporting~~changes ~~unit’s~~in ~~book~~the ~~value~~new ~~was~~debt ~~within~~origination ~~the~~volume ~~range~~and ~~of its~~margin ~~fair value~~assumptions, wechanges ~~further~~in ~~substantiated~~the ~~our~~expected ~~Real~~pace ~~Estate~~of ~~goodwill balance by performing~~ the ~~second~~commercial

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