UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


	FORM 10-Q

(Mark One)
þ	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
	THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2011
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 its charter)

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

3135 Easton Turnpike, Fairfield, Connecticut		06828-0001
(Address of principal executive offices)		(Zip Code)

(Registrant’s telephone number, including area code) (203) 373-2211

(Former name, former address and former fiscal year,

if changed since last report)

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 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 o 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 the 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

At May 5, 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.

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

(1)

General Electric Capital Services, Inc.

Part I – Financial Information		Page

Item 1.	Financial Statements
	Condensed Statement of Current and Retained Earnings	3
	Condensed Statement of Financial Position	4
	Condensed Statement of Cash Flows	5
	Summary of Operating Segments	6
	Notes to Condensed, Consolidated Financial Statements (Unaudited)	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	43
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	64
Item 4.	Controls and Procedures	65

Part II – Other Information

Item 1.	Legal Proceedings	65
Item 6.	Exhibits	65
Signatures		66

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: 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 conditions in the financial and credit markets on the availability and cost of General Electric Capital Corporation’s (GECC) funding and on our ability to reduce 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); potential financial implications from the Japanese natural disaster; 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 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 financial services regulation; strategic actions, including acquisitions, joint ventures and dispositions and our success in completing announced transactions and 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. We do not undertake to update our forward-looking statements.

(2)

Part I. Financial Information

Item 1. Financial Statements.

General Electric Capital Services, Inc. and consolidated affiliates

Condensed Statement of Current and Retained Earnings

(Unaudited)

	Three months ended March 31,
(In millions)		2011		2010

Revenues
Revenues from services (a)	$	13,176	$	12,568
Other-than-temporary impairment on investment securities:
Total other-than-temporary impairment on investment securities		(71)		(158)
Less: Portion of other-than-temporary impairment recognized in
accumulated other comprehensive income		7		79
Net other-than-temporary impairment on investment securities
recognized in earnings		(64)		(79)
Revenues from services (Note 9)		13,112		12,489
Sales of goods		42		281
Total revenues		13,154		12,770

Costs and expenses
Interest		3,667		3,800
Operating and administrative		3,488		3,651
Cost of goods sold		40		265
Investment contracts, insurance losses and insurance annuity benefits		769		787
Provision for losses on financing receivables		1,163		2,187
Depreciation and amortization		1,776		1,915
Total costs and expenses		10,903		12,605

Earnings from continuing operations before income taxes		2,251		165
Benefit (provision) for income taxes		(414)		345

Earnings from continuing operations		1,837		510
Earnings (loss) from discontinued operations, net of taxes (Note 2)		19		(363)
Net earnings		1,856		147
Less net earnings (loss) attributable to noncontrolling interests		31		(5)
Net earnings attributable to GECS		1,825		152
Dividends		–		(1)
Retained earnings at beginning of period		45,068		42,855
Retained earnings at end of period	$	46,893	$	43,006

Amounts attributable to GECS
Earnings from continuing operations	$	1,806	$	515
Earnings (loss) from discontinued operations, net of taxes		19		(363)
Net earnings attributable to GECS	$	1,825	$	152

(a)	Excluding net other-than-temporary impairment on investment securities.

See accompanying notes.

(3)

General Electric Capital Services, Inc. and consolidated affiliates

Condensed Statement of Financial Position

	March 31,		December 31,
(In millions)	2011		2010
	(Unaudited)
Assets
Cash and equivalents	$	67,256	$	60,263
Investment securities (Note 3)		44,872		43,921
Inventories		63		66
Financing receivables – net (Notes 4 and 12)		308,352		317,734
Other receivables		14,004		14,310
Property, plant and equipment, less accumulated amortization of $25,148
and $25,411		54,306		53,768
Goodwill (Note 5)		27,759		27,508
Other intangible assets – net (Note 5)		1,883		1,884
Other assets		72,470		79,240
Assets of businesses held for sale (Note 2)		1,587		3,127
Assets of discontinued operations (Note 2)		5,104		6,862
Total assets(a)	$	597,656	$	608,683

Liabilities and equity
Short-term borrowings (Note 6)	$	110,603	$	118,797
Accounts payable		8,372		7,035
Non-recourse borrowings of consolidated securitization entities (Note 6)		29,300		30,060
Bank deposits (Note 6)		39,397		37,298
Long-term borrowings (Note 6)		278,792		284,407
Investment contracts, insurance liabilities and insurance annuity benefits		30,363		29,993
Other liabilities		20,068		21,122
Deferred income taxes		4,986		7,082
Liabilities of businesses held for sale (Note 2)		550		592
Liabilities of discontinued operations (Note 2)		1,943		2,149
Total liabilities(a)		524,374		538,535

Capital stock		11		11
Accumulated other comprehensive income – net(b)
Investment securities		(827)		(639)
Currency translation adjustments		142		(1,411)
Cash flow hedges		(1,351)		(1,281)
Benefit plans		(381)		(380)
Additional paid-in capital		27,617		27,616
Retained earnings		46,893		45,068
Total GECS shareowner's equity		72,104		68,984
Noncontrolling interests(c)		1,178		1,164
Total equity		73,282		70,148
Total liabilities and equity	$	597,656	$	608,683

(a)

Our consolidated assets at March 31, 2011 include total assets of $44,910 million of certain variable interest entities (VIEs) that can only be used to settle the liabilities of those VIEs. These assets include net financing receivables of $35,860 million and investment securities of $6,351 million. Our consolidated liabilities at March 31, 2011 include liabilities of certain VIEs for which the VIE creditors do not have recourse to GECS. These liabilities include non-recourse borrowings of consolidated securitization entities (CSEs) of $28,752 million. See Note 13.

(b)	The sum of accumulated other comprehensive income − net was $(2,417) million and $(3,711) million at March 31, 2011 and December 31, 2010, respectively.

(c)	Included accumulated other comprehensive income − net attributable to noncontrolling interests of $(129) million and $(127) million at March 31, 2011 and December 31, 2010, respectively.

See accompanying notes.

(4)

General Electric Capital Services, Inc. and consolidated affiliates

Condensed Statement of Cash Flows

(Unaudited)

	Three months ended March 31,
(In millions)	2011		2010

Cash flows – operating activities
Net earnings	$	1,856	$	147
Less net earnings attributable to noncontrolling interests		31		(5)
Net earnings attributable to GECS		1,825		152
(Earnings) loss from discontinued operations		(19)		363
Adjustments to reconcile net earnings attributable to GECS
to cash provided from operating activities
Depreciation and amortization of property, plant and equipment		1,776		1,915
Increase (decrease) in accounts payable		1,329		309
Provision for losses on financing receivables		1,163		2,187
All other operating activities		(1,171)		(960)
Cash from (used for) operating activities – continuing operations		4,903		3,966
Cash from (used for) operating activities – discontinued operations		119		120
Cash from (used for) operating activities		5,022		4,086

Cash flows – investing activities
Additions to property, plant and equipment		(2,292)		(831)
Dispositions of property, plant and equipment		1,773		1,588
Increase in loans to customers		(71,901)		(73,331)
Principal collections from customers – loans		79,772		79,484
Investment in equipment for financing leases		(1,912)		(2,092)
Principal collections from customers – financing leases		3,833		4,462
Net change in credit card receivables		2,514		2,612
Proceeds from sale of discontinued operations		1,775		–
Proceeds from principal business dispositions		1,378		–
Payments for principal businesses purchased		(85)		–
All other investing activities		3,691		6,580
Cash from (used for) investing activities – continuing operations		18,546		18,472
Cash from (used for) investing activities – discontinued operations		(105)		(202)
Cash from (used for) investing activities		18,441		18,270

Cash flows – financing activities
Net increase (decrease) in borrowings (maturities of 90 days or less)		(2,062)		(1,573)
Net increase (decrease) in bank deposits		1,233		(613)
Newly issued debt (maturities longer than 90 days)
Short-term (91 to 365 days)		10		4,908
Long-term (longer than one year)		15,498		10,930
Non-recourse, leveraged lease		–		–
Repayments and other debt reductions (maturities longer than 90 days)
Short-term (91 to 365 days)		(31,011)		(38,685)
Long-term (longer than one year)		(199)		(423)
Non-recourse, leveraged lease		(423)		(351)
Dividends paid to shareowner		–		–
All other financing activities		(306)		(391)
Cash from (used for) financing activities – continuing operations		(17,260)		(26,198)
Cash from (used for) financing activities – discontinued operations		–		(38)
Cash from (used for) financing activities		(17,260)		(26,236)

Effect of currency exchange rate changes on cash and equivalents		804		(497)

Increase (decrease) in cash and equivalents		7,007		(4,377)
Cash and equivalents at beginning of year		60,398		64,539
Cash and equivalents at March 31		67,405		60,162
Less cash and equivalents of discontinued operations at March 31		149		1,843
Cash and equivalents of continuing operations at March 31	$	67,256	$	58,319

See accompanying notes.

(5)

Summary of Operating Segments

	Three months ended March 31,
	(Unaudited)
(In millions)	2011		2010

Revenues
CLL	$	4,608	$	4,594
Consumer		4,941		4,564
Real Estate		907		944
Energy Financial Services		345		791
GECAS		1,325		1,239
Total segment revenues		12,126		12,132
GECS corporate items and eliminations		1,028		638
Total revenues in GECS	$	13,154	$	12,770

Segment profit
CLL	$	554	$	232
Consumer		1,257		569
Real Estate		(358)		(403)
Energy Financial Services		112		153
GECAS		306		317
Total segment profit		1,871		868
GECS corporate items and eliminations		(65)		(353)
Earnings from continuing operations
attributable to GECS		1,806		515
Earnings (loss) from discontinued operations,
net of taxes, attributable to GECS		19		(363)
Total net earnings attributable to GECS	$	1,825	$	152

See accompanying notes.

(6)

Notes to Condensed, Consolidated Financial Statements (Unaudited)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

General Electric Capital Services, Inc. (GECS) owns all of the common stock of General Electric Capital Corporation (GECC). All of our outstanding common stock is owned by General Electric Company (GE Company or GE). Our financial statements consolidate all of our affiliates – companies that we control and in which we hold a majority voting interest. We also consolidate the economic interests we hold in certain businesses within companies in which we hold a voting equity interest and are majority owned by our parent, but which we have agreed to actively manage and control. See Note 1 to the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2010 (2010 Form 10-K or 2010 consolidated financial statements), which discusses our consolidation and financial statement presentation. GECS includes Commercial Lending and Leasing (CLL), Consumer, Real Estate, Energy Financial Services and GE Capital Aviation Services (GECAS).

As a wholly-owned subsidiary, GECS enters into various operating and financing arrangements with GE. Transactions between related companies are made on an arms-length basis, are eliminated and consist primarily of capital contributions from GE to GECS; GE customer receivables sold to GECS; GECS services for trade receivables management and material procurement; buildings and equipment (including automobiles) leased between GE and GECS; information technology (IT) and other services sold to GECS by GE; aircraft engines manufactured by GE that are installed on aircraft purchased by GECS from third-party producers for lease to others; and various investments, loans and allocations of GE corporate overhead costs.

Beginning January 1, 2011, GE allocates service costs related to its principal pension plans and GE no longer allocates the retiree costs of postretirement healthcare benefits to its segments. This revised allocation methodology better aligns segment operating costs to active employee costs that are managed by the segments. This change did not significantly affect our reported segment results.

We have reclassified certain prior-period amounts to conform to the current-period presentation. Unless otherwise indicated, information in these notes to the condensed, consolidated financial statements relates to continuing operations.

Interim Period Presentation

The condensed, consolidated financial statements and notes thereto are unaudited. These statements include all adjustments (consisting of normal recurring accruals) that we considered necessary to present a fair statement of our results of operations, financial position and cash flows. The results reported in these condensed, consolidated financial statements should not be regarded as necessarily indicative of results that may be expected for the entire year. It is suggested that these condensed, consolidated financial statements be read in conjunction with the financial statements and notes thereto included in our 2010 consolidated financial statements. We label our quarterly information using a calendar convention, that is, first quarter is labeled as ending on March 31, second quarter as ending on June 30, and third quarter as ending on September 30. It is our longstanding practice to establish interim quarterly closing dates using a fiscal calendar, which requires our businesses to close their books on either a Saturday or Sunday, depending on the business. The effects of this practice are modest and only exist within a reporting year. The fiscal closing calendar from 1993 through 2013 is available on our website, www.ge.com/secreports.

(7)

2. ASSETS AND LIABILITIES OF BUSINESSES HELD FOR SALE AND DISCONTINUED OPERATIONS

Assets and Liabilities of Businesses Held for Sale

In 2010, we committed to sell our Consumer businesses in Argentina, Brazil, and Canada, a CLL business in South Korea, and our Interpark business in Real Estate. The Consumer Canada disposition was completed during the first quarter of 2011.

Summarized financial information for businesses held for sale is shown below.

	March 31,		December 31,
(In millions)	2011		2010

Assets
Cash and equivalents	$	45	$	54
Financing receivables – net		551		1,917
Property, plant and equipment – net		99		103
Other intangible assets – net		40		187
Other assets		827		841
Other		25		25
Assets of businesses held for sale	$	1,587	$	3,127

Liabilities
Accounts payable	$	48	$	46
Other GE current liabilities		9		11
Long-term borrowings		119		228
Other liabilities		112		169
Other		262		138
Liabilities of businesses held for sale	$	550	$	592

Discontinued Operations

Discontinued operations primarily comprised BAC Credomatic GECF Inc. (BAC) (our Central American bank and card business), GE Money Japan (our Japanese personal loan business, Lake, and our Japanese mortgage and card businesses, excluding our investment in GE Nissen Credit Co., Ltd.), our U.S. mortgage business (WMC), our U.S. recreational vehicle and marine equipment financing business (Consumer RV Marine), Consumer Mexico and Consumer Singapore. Associated results of operations, financial position and cash flows are separately reported as discontinued operations for all periods presented.

(8)

Summarized financial information for discontinued operations is shown below.

	Three months ended March 31,
(In millions)	2011		2010

Operations
Total revenues	$	89	$	400

Earnings (loss) from discontinued operations before income taxes	$	–	$	2
Benefit (provision) for income taxes		(20)		16
Earnings (loss) from discontinued operations, net of taxes	$	(20)	$	18

Disposal
Gain (loss) on disposal before income taxes	$	11	$	(381)
Benefit for income taxes		28		–
Gain (loss) on disposal, net of taxes	$	39	$	(381)

Earnings (loss) from discontinued operations, net of taxes	$	19	$	(363)

	March 31,		December 31,
(In millions)	2011		2010

Assets
Cash and equivalents	$	149	$	135
Financing receivables - net		3,401		5,089
Other assets		30		168
Other		1,524		1,470
Assets of discontinued operations	$	5,104	$	6,862

	March 31,		December 31,
(In millions)	2011		2010

Liabilities
Accounts payable	$	37	$	110
Deferred income taxes		112		141
Other liabilities		1,794		1,898
Liabilities of discontinued operations	$	1,943	$	2,149

Assets at March 31, 2011 and December 31, 2010, primarily comprised cash, financing receivables and a deferred tax asset for a loss carryforward, which expires in 2015, related to the sale of our GE Money Japan business.

BAC Credomatic GECF Inc. (BAC)

During the fourth quarter of 2010, we classified BAC as discontinued operations and completed the sale of BAC for $1,920 million. Immediately prior to the sale, and in accordance with terms of a previous agreement, we increased our ownership interest in BAC from 75% to 100% for a purchase price of $633 million. As a result of the sale of our interest in BAC, we recognized an after-tax gain of $780 million in 2010.

BAC revenues from discontinued operations were $260 million in the three months ended March 31, 2010. In total, BAC earnings from discontinued operations, net of taxes, were $17 million in the three months ended March 31, 2010.

(9)

GE Money Japan

During the third quarter of 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 the third quarter of 2008, we completed the sale of GE Money Japan, which included Lake, along with our Japanese mortgage and card businesses, excluding our investment in GE Nissen Credit Co., Ltd. In connection with the sale, we reduced the proceeds on the sale for estimated interest refund claims in excess of the statutory interest rate. Proceeds from the sale were to be increased or decreased based on the actual claims experienced in accordance with loss-sharing terms specified in the sale agreement, with all claims in excess of 258 billion Japanese Yen (approximately $3,000 million) remaining our responsibility. The underlying portfolio to which this obligation relates is in runoff and interest rates were capped for all designated accounts by mid-2009. In the third quarter of 2010, we began making reimbursements under this arrangement.

Our overall claims experience developed unfavorably through 2010. We believe that the level of excess interest refund claims has been impacted by the challenging global economic conditions, in addition to Japanese legislative and regulatory changes. In September 2010, a large independent personal loan company in Japan filed for bankruptcy, which precipitated a significant amount of publicity surrounding excess interest refund claims in the Japanese marketplace, along with substantial legal advertising. We observed an increase in claims during September 2010 and higher average daily claims in the fourth quarter of 2010 and the first two months of 2011. While we have experienced a decline in claims in March 2011 following the claims filing deadline related to the bankruptcy filing of the personal loan company, it is currently unclear whether excess interest refund claims activity will be also affected by the recent March 11, 2011 earthquake and subsequent tsunami in Japan. As of March 31, 2011, our reserve for reimbursement of claims in excess of the statutory interest rate was $1,268 million.

The amount of these reserves is based on analyses of recent and historical claims experience, pending and estimated future excess interest refund requests, the estimated percentage of customers who present valid requests, and our estimated payments related to those requests. Our estimated liability for excess interest refund claims at March 31, 2011 assumes the pace of incoming claims will decelerate, average exposure per claim remains consistent with recent experience, and we continue to see the impact of our loss mitigation efforts. Estimating the pace of decline in incoming claims can have a significant effect on the total amount of our liability. For example, the estimate resulting from our most recent detailed review in the third quarter 2010 assumes incoming average daily claims will decline at a long-term average rate of 4% monthly. Average daily claims since our review have been higher than expected, which we believe is primarily attributable to the bankruptcy filing of the large independent personal loan company described above and we expect claims activity to decline substantially following that period. We believe that the evaluation of claims activity over the balance of the year will be important in order to fully assess the potential impact of this bankruptcy or other events on our overall claim reserve estimate. Holding all other assumptions constant, if claims declined at a rate of one percent higher or lower than assumed, our liability estimate would change by approximately $250 million.

Uncertainties around the impact of laws and regulations, challenging economic conditions, the runoff status of the underlying book of business, the effects of the March 11, 2011 earthquake and subsequent tsunami in Japan and the effects of our mitigation efforts make it difficult to develop a meaningful estimate of the aggregate possible claims exposure. Recent trends, including the effect of governmental actions, market activity regarding other personal loan companies and consumer activity, may continue to have an adverse effect on claims development.

GE Money Japan losses from discontinued operations, net of taxes, were $1 million and $383 million in the three months ended March 31, 2011 and 2010, respectively.

WMC

During the fourth quarter of 2007, we completed the sale of WMC, our U.S. mortgage business. WMC substantially discontinued all new loan originations by the second quarter of 2007, and is not a loan servicer. In connection with the sale, WMC retained certain obligations related to loans sold prior to the disposal of the business, including WMC’s contractual obligations to repurchase previously sold loans as to which there was an early payment default or with respect to which certain contractual representations and warranties were not met. All claims received for early payment default have either been resolved or are no longer being pursued.

(10)

Pending claims for unmet representations and warranties have declined from $783 million at December 31, 2009 to $371 million at March 31, 2011. Reserves related to these contractual representations and warranties were $101 million at both March 31, 2011 and December 31, 2010. The amount of these reserves is based upon pending and estimated future loan repurchase requests, the estimated percentage of loans validly tendered for repurchase, and our estimated losses on loans repurchased. Based on our historical experience, we estimate that a small percentage of the total loans WMC originated and sold will be tendered for repurchase, and of those tendered, only a limited amount will qualify as “validly tendered,” meaning the loans sold did not satisfy specified contractual obligations. WMC’s current reserve represents our best estimate of losses with respect to WMC’s repurchase obligations. Actual losses could exceed the reserve amount if actual claim rates, valid tenders or losses WMC incurs on repurchased loans are higher than historically observed.

WMC revenues (loss) from discontinued operations were $0 million and $(1) million in the three months ended March 31, 2011 and 2010, respectively. In total, WMC’s losses from discontinued operations, net of taxes, were $2 million and $4 million in the three months ended March 31, 2011 and 2010, respectively.

Other

In the first quarter of 2011, we entered into an agreement to sell our Consumer Singapore business for approximately $700 million. The sale was completed in the second quarter of 2011. Consumer Singapore revenues from discontinued operations were $29 million and $26 million in the three months ended March 31, 2011 and 2010, respectively. Consumer Singapore earnings from discontinued operations, net of taxes, were $7 million and $8 million in the three months ended March 31, 2011 and 2010, respectively.

In the fourth quarter of 2010, we entered into agreements to sell our Consumer RV Marine portfolio and Consumer Mexico business. The Consumer RV Marine and Consumer Mexico dispositions were completed during the first quarter and the second quarter of 2011, respectively. Consumer RV Marine revenues from discontinued operations were $5 million and $54 million in the three months ended March 31, 2011 and 2010, respectively. Consumer RV Marine losses from discontinued operations, net of taxes, were $0 million and $19 million in the three months ended March 31, 2011 and 2010, respectively. Consumer Mexico revenues from discontinued operations were $55 million and $61 million in the three months ended March 31, 2011 and 2010, respectively. Consumer Mexico earnings from discontinued operations, net of taxes, were $16 million and $18 million in the three months ended March 31, 2011 and 2010, respectively.

3. INVESTMENT SECURITIES

Substantially all of our investment securities are classified as available-for-sale. These comprise mainly investment grade debt securities supporting obligations to annuitants, policyholders and holders of guaranteed investment contracts (GICs) in our run-off insurance operations and Trinity, and investment securities held at our global banks. We do not have any securities classified as held to maturity.

(11)

	At
	March 31, 2011								December 31, 2010
			Gross		Gross						Gross		Gross
	Amortized		unrealized		unrealized		Estimated		Amortized		unrealized		unrealized		Estimated
(In millions)	cost		gains		losses		fair value		cost		gains		losses		fair value


Debt
U.S. corporate	$	21,093	$	1,538	$	(156)	$	22,475	$	21,233	$	1,576	$	(237)	$	22,572
State and municipal		3,053		52		(262)		2,843		2,961		45		(282)		2,724
Residential mortgage-backed(a)		2,976		104		(333)		2,747		3,092		95		(378)		2,809
Commercial mortgage-backed		2,941		143		(177)		2,907		3,009		145		(230)		2,924
Asset-backed		3,560		47		(143)		3,464		3,407		16		(193)		3,230
Corporate – non-U.S.		2,817		124		(109)		2,832		2,883		116		(132)		2,867
Government – non-U.S.		2,823		75		(62)		2,836		2,242		82		(58)		2,266
U.S. government and
federal agency		3,250		53		(59)		3,244		3,358		57		(47)		3,368
Retained interests		34		21		(3)		52		55		10		(26)		39
Equity
Available-for-sale		860		222		(28)		1,054		500		213		(8)		705
Trading		418		–		–		418		417		–		–		417
Total	$	43,825	$	2,379	$	(1,332)	$	44,872	$	43,157	$	2,355	$	(1,591)	$	43,921

(a)

Substantially collateralized by U.S. mortgages. Of our total residential mortgage-backed securities (RMBS) portfolio at March 31, 2011, $1,620 million relates to securities issued by government sponsored entities and $1,127 million relates to securities of private label issuers. Securities issued by private label issuers are collateralized primarily by pools of individual direct mortgage loans of individual financial institutions.

The fair value of investment securities increased to $44,872 million at March 31, 2011, from $43,921 million at December 31, 2010, primarily driven by improved market conditions and purchases in our run-off insurance operations.

(12)

The following tables present the estimated fair values and gross unrealized losses of our available-for-sale investment securities.

	In loss position for
	Less than 12 months					12 months or more
			Gross		(a)			Gross
	Estimated		unrealized			Estimated		unrealized
(In millions)	fair value		losses			fair value		losses		(a)

March 31, 2011
Debt
U.S. corporate	$	1,968	$	(49)		$	1,327	$	(107)
State and municipal		941		(40)			544		(222)
Residential mortgage-backed		319		(5)			996		(328)
Commercial mortgage-backed		859		(92)			778		(85)
Asset-backed		62		(2)			899		(141)
Corporate – non-U.S.		439		(9)			847		(100)
Government – non-U.S.		1,052		(5)			148		(57)
U.S. government and federal agency		1,878		(19)			162		(40)
Retained interests		–		–			6		(3)
Equity		75		(25)			10		(3)
Total	$	7,593	$	(246)		$	5,717	$	(1,086)

December 31, 2010
Debt
U.S. corporate	$	2,375	$	(81)		$	1,519	$	(156)
State and municipal		949		(43)			570		(239)
Residential mortgage-backed		188		(4)			1,024		(374)
Commercial mortgage-backed		831		(104)			817		(126)
Asset-backed		113		(5)			910		(188)
Corporate – non-U.S.		448		(12)			804		(120)
Government – non-U.S.		661		(6)			107		(52)
U.S. government and federal agency		1,822		(47)			–		–
Retained interests		–		–			34		(26)
Equity		49		(8)			–		–
Total	$	7,436	$	(310)		$	5,785	$	(1,281)

(a)

At March 31, 2011, other-than-temporary impairments previously recognized through other comprehensive income (OCI) on securities still held amounted to $(484) million, of which $(371) million related to RMBS. Gross unrealized losses related to those securities at March 31, 2011 amounted to $(493) million, of which $(435) million related to RMBS.

We regularly review investment securities for impairment using both qualitative and quantitative criteria. We presently do not intend to sell our debt securities and believe that it is not more likely than not that we will be required to sell these securities that are in an unrealized loss position before recovery of our amortized cost. We believe that the unrealized loss associated with our equity securities will be recovered within the foreseeable future. The methodologies and significant inputs used to measure the amount of credit loss for our investment securities during the three months ended March 31, 2011 have not changed from those described in our 2010 consolidated financial statements. See Note 3 in our 2010 consolidated financial statements for additional information regarding these methodologies and inputs.

During the first quarter of 2011, we recorded other-than-temporary impairments of $71 million, of which $64 million was recorded through earnings ($5 million relates to equity securities) and $7 million was recorded in accumulated other comprehensive income (AOCI). At January 1, 2011, cumulative impairments recognized in earnings associated with debt securities still held were $332 million. During the first quarter, we recognized first time impairments of $1 million and incremental charges on previously impaired securities of $58 million. These amounts included $3 million related to securities that were subsequently sold.

(13)

During the first quarter of 2010, we recorded other-than-temporary impairments of $158 million, of which $79 million was recorded through earnings ($1 million relates to equity securities) and $79 million was recorded in AOCI. At January 1, 2010, cumulative impairments recognized in earnings associated with debt securities still held were $171 million. During the first quarter of 2010, we recognized first time impairments of $55 million and incremental charges on previously impaired securities of $18 million. These amounts included $31 million related to securities that were subsequently sold.

Contractual Maturities of our Investment in Available-for-Sale Debt Securities (Excluding Mortgage-Backed and Asset-Backed Securities)

	Amortized		Estimated
(In millions)	cost		fair value

Due in
2011	$	2,974	$	2,990
2012-2015		7,099		7,375
2016-2020		4,525		4,761
2021 and later		18,438		19,104

We expect actual maturities to differ from contractual maturities because borrowers have the right to call or prepay certain obligations.

Supplemental information about gross realized gains and losses on available-for-sale investment securities follows.

	Three months ended March 31
(In millions)	2011		2010

Gains	$	116	$	89
Losses, including impairments		(71)		(82)
Net	$	45	$	7

Although we generally do not have the intent to sell any specific securities at the end of the period, in the ordinary course of managing our investment securities portfolio, we may sell securities prior to their maturities for a variety of reasons, including diversification, credit quality, yield and liquidity requirements and the funding of claims and obligations to policyholders. In some of our bank subsidiaries, we maintain a certain level of purchases and sales volume principally of non-U.S. government debt securities. In these situations, fair value approximates carrying value for these securities.

Proceeds from investment securities sales and early redemptions by the issuer totaled $5,139 million and $3,788 million in the first quarters of 2011 and 2010, respectively, principally from the sales of short-term securities in our bank subsidiaries and treasury operations.

We recognized net pre-tax gains on trading securities of $3 million and $15 million in the first quarters of 2011 and 2010, respectively.

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4. FINANCING RECEIVABLES AND ALLOWANCE FOR LOSSES ON FINANCING RECEIVABLES

	At
	March 31,		December 31,
(In millions)	2011		2010

Loans, net of deferred income(a)	$	273,789	$	281,402
Investment in financing leases, net of deferred income		42,200		44,390
		315,989		325,792
Less allowance for losses		(7,637)		(8,058)
Financing receivables – net(b)	$	308,352	$	317,734

(a)	Deferred income was $2,270 million and $2,326 million at March 31, 2011 and December 31, 2010, respectively.

(b)

Financing receivables at March 31, 2011 and December 31, 2010 included $1,356 million and $1,503 million, respectively, relating to loans that had been acquired in a transfer but have been subject to credit deterioration since origination per Accounting Standards Codification (ASC) 310, Receivables.

The following tables provide additional information about our financing receivables and related activity in the allowance for losses for our Commercial, Real Estate and Consumer portfolios.

Financing Receivables – net

The following table displays our financing receivables balances.

	At
	March 31,		December 31,
(In millions)	2011		2010

Commercial
CLL
Americas	$	82,876	$	86,596
Europe		37,093		37,498
Asia		11,545		11,943
Other		2,568		2,626
Total CLL		134,082		138,663

Energy Financial Services		6,662		7,011

GECAS		12,104		12,615

Other		1,640		1,788
Total Commercial financing receivables		154,488		160,077

Real Estate
Debt		29,474		30,249
Business Properties		9,548		9,962
Total Real Estate financing receivables		39,022		40,211

Consumer
Non-U.S. residential mortgages		45,436		45,536
Non-U.S. installment and revolving credit		20,235		20,132
U.S. installment and revolving credit		41,282		43,974
Non-U.S. auto		7,295		7,558
Other		8,231		8,304
Total Consumer financing receivables		122,479		125,504

Total financing receivables		315,989		325,792

Less allowance for losses		(7,637)		(8,058)
Total financing receivables – net	$	308,352	$	317,734

(15)

Allowance for Losses on Financing Receivables

The following tables provide a roll-forward of our allowance for losses on financing receivables.

	Balance at		Provision											Balance at
	January 1,		charged to					Gross						March 31,
(In millions)	2011		operations		Other		(a)	write-offs		(b)	Recoveries		(b)	2011

Commercial
CLL
Americas	$	1,287	$	139	$	–		$	(194)		$	22		$	1,254
Europe		429		30		19			(51)			16			443
Asia		222		60		4			(69)			11			228
Other		7		–		(1)			–			–			6
Total CLL		1,945		229		22			(314)			49			1,931


Energy Financial
Services		22		19		(1)			(4)			–			36

GECAS		20		(8)		–			–			–			12

Other		58		4		1			(8)			–			55
Total Commercial		2,045		244		22			(326)			49			2,034

Real Estate
Debt		1,292		59		7			(243)			3			1,118
Business Properties		196		26		(1)			(42)			2			181
Total Real Estate		1,488		85		6			(285)			5			1,299

Consumer
Non-U.S. residential
mortgages		828		44		25			(74)			19			842
Non-U.S. installment
and revolving credit		937		153		23			(327)			144			930
U.S. installment and
revolving credit		2,333		585		–			(913)			136			2,141
Non-U.S. auto		168		15		5			(68)			32			152
Other		259		37		4			(86)			25			239
Total Consumer		4,525		834		57			(1,468)			356			4,304
Total	$	8,058	$	1,163	$	85		$	(2,079)		$	410		$	7,637

(a)	Other primarily included the effects of currency exchange.

(b)

Net write-offs (write-offs less recoveries) in certain portfolios may exceed the beginning allowance for losses as our revolving credit portfolios turn over more than once per year or, in all portfolios, can reflect losses that are incurred subsequent to the beginning of the fiscal year due to information becoming available during the current year, which may identify further deterioration on existing financing receivables.

(16)

	Balance at		Adoption of		Balance at		Provision								Balance at
	December 31,		ASU 2009		January 1,		charged to				Gross				March 31,
(In millions)	2009		16 & 17(a)		2010		operations		Other(b)		write-offs(c)		Recoveries(c)		2010

Commercial
CLL
Americas	$	1,179	$	66	$	1,245	$	325	$	(4)	$	(282)	$	35	$	1,319
Europe		575		–		575		72		(31)		(147)		15		484
Asia		244		(10)		234		50		(2)		(50)		4		236
Other		11		–		11		1		–		–		–		12
Total CLL		2,009		56		2,065		448		(37)		(479)		54		2,051


Energy Financial
Services		28		–		28		19		–		–		–		47

GECAS		104		–		104		21		–		(71)		–		54

Other		34		–		34		13		1		(2)		–		46
Total Commercial		2,175		56		2,231		501		(36)		(552)		54		2,198

Real Estate
Debt		1,358		(3)		1,355		170		(1)		(152)		–		1,372
Business Properties		136		45		181		41		(1)		(37)		1		185
Total Real Estate		1,494		42		1,536		211		(2)		(189)		1		1,557

Consumer
Non-U.S. residential
mortgages		926		–		926		103		(66)		(101)		26		888
Non-U.S. installment
and revolving credit		1,106		–		1,106		325		(5)		(507)		152		1,071
U.S. installment and
revolving credit		1,551		1,602		3,153		895		(1)		(1,199)		126		2,974
Non-U.S. auto		292		–		292		44		(9)		(92)		46		281
Other		292		–		292		108		(9)		(110)		19		300
Total Consumer		4,167		1,602		5,769		1,475		(90)		(2,009)		369		5,514
Total	$	7,836	$	1,700	$	9,536	$	2,187	$	(128)	$	(2,750)	$	424	$	9,269

(a)	Reflects the effects of our adoption of ASU 2009-16 & 17 on January 1, 2010.

(b)	Other primarily included the effects of currency exchange.

(c)

See Note 12 for supplemental information about the credit quality of financing receivables and allowance for losses on financing receivables.

(17)

5. GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill and other intangible assets – net, consisted of the following.

	At
	March 31,		December 31,
(In millions)	2011		2010

Goodwill	$	27,759	$	27,508

Other intangible assets
Intangible assets subject to amortization	$	1,883	$	1,884

Changes in goodwill balances follow.

					Dispositions,
	Balance at				currency		Balance at
	January 1,				exchange		March 31,
(In millions)	2011		Acquisitions		and other		2011

CLL	$	13,893	$	–	$	166	$	14,059
Consumer		10,817		–		83		10,900
Real Estate		1,089		–		2		1,091
Energy Financial Services		1,562		–		–		1,562
GECAS		147		–		–		147
Total	$	27,508	$	–	$	251	$	27,759

Goodwill balances increased $251 million during the three months ended March 31, 2011, primarily as a result of the weaker U.S. dollar ($271 million). Our reporting units and related goodwill balances are CLL ($14,059 million), Consumer ($10,900 million), Real Estate ($1,091 million), Energy Financial Services ($1,562 million) and GECAS ($147 million) at March 31, 2011.

Intangible Assets Subject to Amortization

	At
	March 31, 2011						December 31, 2010
	Gross						Gross
	carrying		Accumulated				carrying		Accumulated
(In millions)	amount		amortization		Net		amount		amortization		Net


Customer-related	$	1,210	$	(638)	$	572	$	1,112	$	(588)	$	524
Patents, licenses and trademarks		381		(318)		63		599		(532)		67
Capitalized software		2,220		(1,724)		496		2,034		(1,535)		499
Lease valuations		1,653		(955)		698		1,646		(917)		729
Present value of future profits (a)		468		(468)		–		461		(461)		–
All other		312		(258)		54		333		(268)		65
Total	$	6,244	$	(4,361)	$	1,883	$	6,185	$	(4,301)	$	1,884

(a)

Balances at March 31, 2011 and December 31, 2010, reflect adjustments of $415 million and $423 million, respectively, to the present value of future profits in our run-off insurance operation to reflect the effects that would have been recognized had the related unrealized investment securities holding gains and losses actually been realized in accordance with ASC 320-10-S99-2.

Amortization related to intangible assets subject to amortization was $146 million and $153 million for the three months ended March 31, 2011 and 2010, respectively.

(18)

6. BORROWINGS AND BANK DEPOSITS

Borrowings are summarized in the following table.

	At
(In millions)	March 31,		December 31,
	2011		2010
Short-term borrowings
Commercial paper
U.S.	$	30,740	$	32,547
Non-U.S.		9,866		9,497
Current portion of long-term borrowings(a)(b)(c)		59,164		65,612
GE Interest Plus notes(d)		8,834		9,058
Other(c)		1,999		2,083
Total short-term borrowings	$	110,603	$	118,797

Long-term borrowings
Senior unsecured notes(a)(b)	$	254,681	$	262,789
Subordinated notes(e)		4,687		2,575
Subordinated debentures(f)		7,472		7,298
Other(c)(g)		11,952		11,745
Total long-term borrowings	$	278,792	$	284,407

Non-recourse borrowings of consolidated securitization entities(h)	$	29,300	$	30,060

Bank deposits(i)	$	39,397	$	37,298

Total borrowings and bank deposits	$	458,092	$	470,562

(a)

GECC had issued and outstanding $45,045 million and $53,495 million of senior, unsecured debt that was guaranteed by the Federal Deposit Insurance Corporation (FDIC) under the Temporary Liquidity Guarantee Program at March 31, 2011 and December 31, 2010, respectively. Of the above amounts, $17,149 million and $18,455 million is included in current portion of long-term borrowings at March 31, 2011 and December 31, 2010, respectively.

(b)

Included in total long-term borrowings were $2,319 million and $2,395 million of obligations to holders of guaranteed investment contracts at March 31, 2011 and December 31, 2010, respectively. 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 $2,208 million as of March 31, 2011, to repay holders of GICs.

(c)	Included $10,738 million and $11,135 million of funding secured by real estate, aircraft and other collateral at March 31, 2011 and December 31, 2010, respectively, of which $4,433 million and $4,671 million is non-recourse to GECS at March 31, 2011 and December 31, 2010, respectively.

(d)	Entirely variable denomination floating rate demand notes.

(e)	Included $417 million of subordinated notes guaranteed by GE at both March 31, 2011 and December 31, 2010.

(f)	Subordinated debentures receive rating agency equity credit and were hedged at issuance to the U.S. dollar equivalent of $7,725 million.

(g)

Included $2,064 million and $1,984 million of covered bonds at March 31, 2011 and December 31, 2010, respectively. If the short-term credit rating of GECC were reduced below A-1/P-1, GECC would be required to partially cash collateralize these bonds in an amount up to $798 million at March 31, 2011.

(h)	Included at March 31, 2011 and December 31, 2010, were $9,931 million and $10,499 million of current portion of long-term borrowings, respectively, and $19,369 million and $19,561 million of long-term borrowings, respectively. See Note 13.

(i)	Included $20,604 million and $18,781 million of deposits in non-U.S. banks at March 31, 2011 and December 31, 2010, respectively, and $11,974 million and $11,606 million of certificates of deposits with maturities greater than one year at March 31, 2011 and December 31, 2010, respectively.

(19)

7. INCOME TAXES

The balance of “unrecognized tax benefits,” the amount of related interest and penalties we have provided and what we believe to be the range of reasonably possible changes in the next 12 months were:

	At
	March 31,		December 31,
(In millions)	2011		2010

Unrecognized tax benefits	$	3,974	$	3,904
Portion that, if recognized, would reduce tax expense and effective tax rate(a)		2,353		2,276
Accrued interest on unrecognized tax benefits		782		833
Accrued penalties on unrecognized tax benefits		75		73
Reasonably possible reduction to the balance of unrecognized
tax benefits in succeeding 12 months		0-1,100		0-1,200
Portion that, if recognized, would reduce tax expense and effective tax rate(a)		0-200		0-250

(a)	Some portion of such reduction may be reported as discontinued operations.

The IRS is currently auditing the GE consolidated income tax returns for 2006-2007, a substantial portion of which include our activities. In addition, certain other U.S. tax deficiency issues and refund claims for previous years were unresolved. The IRS has disallowed the tax loss on our 2003 disposition of ERC Life Reinsurance Corporation. We expect to contest the disallowance of this loss. It is reasonably possible that the 2006–2007 U.S. audit cycle will be completed during the next 12 months, which could result in a decrease in our balance of “unrecognized tax benefits” – that is, the aggregate tax effect of differences between tax return positions and the benefits recognized in our financial statements. We believe that there are no other jurisdictions in which the outcome of unresolved issues or claims is likely to be material to our results of operations, financial position or cash flows. We further believe that we have made adequate provision for all income tax uncertainties.

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 GE NBC Universal joint venture will be settled in cash when it otherwise would have reduced the liability of the group absent the tax on formation.

(20)

8. SHAREOWNER’S EQUITY

A summary of increases (decreases) in GECS shareowner’s equity that did not result directly from transactions with the shareowner, net of income taxes, follows.

	Three months ended March 31,
(In millions)		2011		2010

Net earnings attributable to GECS	$	1,825	$	152
Investment securities – net (a)		(188)		93
Currency translation adjustments – net		1,553		(1,359)
Cash flow hedges – net		(70)		413
Benefit plans – net		(1)		42
Total	$	3,119	$	(659)

(a)

Includes adjustments as of March 31, 2011 to deferred acquisition costs, present value of future profits, and investment contracts, insurance liabilities and insurance annuity benefits in our run-off insurance operation to reflect the effects that would have been recognized had the related unrealized investment securities holding gains and losses actually been realized in accordance with ASC 320-10-S99-2.

Changes to noncontrolling interests are as follows.

	Three months ended March 31,
(In millions)		2011		2010

Beginning balance	$	1,164	$	2,048
Net earnings		31		(5)
Dividends		(3)		(3)
AOCI and other (a)		(14)		118
Ending balance	$	1,178	$	2,158

(a)	The amount of change related to AOCI and other for the three months ended March 31, 2010 includes the impact of our adoption of ASC 810, Consolidations, of $124 million. Changes to other individual components of AOCI attributable to noncontrolling interests were insignificant.

(21)

9. REVENUES FROM SERVICES

Revenues from services are summarized in the following table.

	Three months ended March 31
(In millions)	2011		2010

Interest on loans	$	5,253	$	5,439
Equipment leased to others		2,822		2,761
Fees		1,151		1,216
Associated companies(a)(b)		1,082		597
Investment income(c)		693		562
Financing leases		665		741
Premiums earned by insurance activities		481		489
Real estate investments		402		277
Other items		563		407
Total	$	13,112	$	12,489

(a)

During the three months ended March 31, 2011, we sold an 18.6% equity interest in Garanti Bank and recorded a pre-tax gain of $690 million. Following the sale, we hold a 2.25% equity ownership interest which is classified as an available-for-sale security.

(b)

Aggregate summarized financial information for significant associated companies assuming a 100% ownership interest included total assets at March 31, 2011 and December 31, 2010 of $89,081 million and $180,015 million, respectively. Assets were primarily financing receivables of $56,984 million and $97,447 million at March 31, 2011 and December 31, 2010, respectively. Total liabilities were $70,983 million and $143,957 million, consisted primarily of bank deposits of $44,293 million and $75,661 million at March 31, 2011 and December 31, 2010, respectively, and debt of $36,496 million and $53,696 million at March 31, 2011 and December 31, 2010, respectively. Revenues in the first quarters of 2011 and 2010 totaled $3,717 million and $4,966 million, respectively, and net earnings in the first quarters of 2011 and 2010 totaled $459 million and $879 million, respectively.

(c)

Included net other-than-temporary impairments on investment securities of $64 million and $79 million in the three months ended March 31, 2011 and 2010, respectively. See Note 3.

10. FAIR VALUE MEASUREMENTS

For a description on how we estimate fair value, see Note 1 in our 2010 consolidated financial statements.

The following tables present our assets and liabilities measured at fair value on a recurring basis. Included in the tables are investment securities of $27,329 million and $27,141 million at March 31, 2011 and December 31, 2010, respectively, primarily supporting obligations to annuitants and policyholders in our run-off insurance operations, and $5,346 million and $5,706 million at March 31, 2011 and December 31, 2010, respectively, supporting obligations to holders of GICs in Trinity (which ceased issuing new investment contracts beginning in the first quarter of 2010), and investment securities held at our global banks. Such securities are mainly investment grade.

(22)

(In millions)										Netting
	Level 1		(a)	Level 2		(a)	Level 3		(b)	adjustment		(c)	Net balance
March 31, 2011
Assets
Investment securities
Debt
U.S. corporate	$	–		$	19,356		$	3,119		$	–		$	22,475
State and municipal		–			2,633			210			–			2,843
Residential mortgage-backed		–			2,629			118			–			2,747
Commercial mortgage-backed		–			2,896			11			–			2,907
Asset-backed		–			638			2,826			–			3,464
Corporate - non-U.S.		62			1,291			1,479			–			2,832
Government - non-U.S.		899			1,775			162			–			2,836
U.S. government and federal agency		–			3,043			201			–			3,244
Retained interests		–			–			52			–			52
Equity
Available-for-sale		1,012			21			21			–			1,054
Trading		418			–			–			–			418
Derivatives(d)		–			9,061			120			(4,336)			4,845
Other(e)		–			–			472			–			472
Total	$	2,391		$	43,343		$	8,791		$	(4,336)		$	50,189

Liabilities
Derivatives	$	–		$	6,452		$	48		$	(4,329)		$	2,171
Other		–			29			–			–			29
Total	$	–		$	6,481		$	48		$	(4,329)		$	2,200

December 31, 2010
Assets
Investment securities
Debt
U.S. corporate	$	–		$	19,374		$	3,198		$	–		$	22,572
State and municipal		–			2,499			225			–			2,724
Residential mortgage-backed		47			2,696			66			–			2,809
Commercial mortgage-backed		–			2,875			49			–			2,924
Asset-backed		–			690			2,540			–			3,230
Corporate - non-U.S.		89			1,292			1,486			–			2,867
Government - non-U.S.		776			1,334			156			–			2,266
U.S. government and federal agency		–			3,158			210			–			3,368
Retained interests		–			–			39			–			39
Equity
Available-for-sale		661			20			24			–			705
Trading		417			–			–			–			417
Derivatives(d)		–			10,393			330			(3,646)			7,077
Other(e)		–			–			450			–			450
Total	$	1,990		$	44,331		$	8,773		$	(3,646)		$	51,448

Liabilities
Derivatives	$	–		$	6,250		$	102		$	(3,637)		$	2,715
Other		–			31			–			–			31
Total	$	–		$	6,281		$	102		$	(3,637)		$	2,746

(a)	The fair value of securities transferred between Level 1 and Level 2 was $67 million during the three months ended March 31, 2011.

(b)	Level 3 investment securities valued using non-binding broker quotes totaled $1,018 million and $1,054 million at March 31, 2011 and December 31, 2010, respectively, and were classified as available-for-sale securities.

(c)	The netting of derivative receivables and payables is permitted when a legally enforceable master netting agreement exists. Included fair value adjustments related to our own and counterparty credit risk.

(d)	The fair value of derivatives included an adjustment for non-performance risk. At March 31, 2011 and December 31, 2010, the cumulative adjustment was a loss of $7 million and $9 million, respectively. See Note 11 for additional information on the composition of our derivative portfolio.

(e)	Included private equity investments and loans designated under the fair value option.

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The following tables present the changes in Level 3 instruments measured on a recurring basis for the three months ended March 31, 2011 and 2010. The majority of our Level 3 balances consist of investment securities classified as available-for-sale with changes in fair value recorded in shareowner’s equity.

Changes in Level 3 Instruments for the Three Months Ended March 31, 2011

																						Net
(In millions)																						change in
						Net realized/																unrealized
			Net			unrealized																gains
			realized/			gains (losses)																(losses)
			unrealized			included in																relating to
			gains			accumulated																instruments
			(losses)			other								Transfers			Transfers					still held at
	January 1,		included in			comprehensive								into			out of			March 31,		March 31,
	2011		earnings		(a)	income		Purchases		Sales		Settlements		Level 3		(b)	Level 3		(b)	2011		2011		(c)

Investment securities
Debt
U.S. corporate	$	3,198	$	87		$	(23)	$	45	$	(114)	$	(74)	$	–		$	–		$	3,119	$	–
State and municipal		225		–			(5)		4		–		(3)		–			(11)			210		–
Residential
mortgage-backed		66		–			3		1		(4)		(1)		71			(18)			118		–
Commercial
mortgage-backed		49		–			–		7		–		–		3			(48)			11		–
Asset-backed		2,540		3			74		371		(109)		(10)		1			(44)			2,826		–
Corporate – non-U.S.		1,486		(27)			54		12		(28)		(29)		11			–			1,479		–
Government
– non-U.S.		156		–			6		–		–		–		–			–			162		–
U.S. government and
federal agency		210		–			(9)		–		–		–		–			–			201		–
Retained interests		39		(19)			34		–		(1)		(1)		–			–			52		–
Equity
Available-for-sale		24		–			(1)		–		–		–		1			(3)			21		–
Trading		–		–			–		–		–		–		–			–			–		–
Derivatives(d)(e)		227		18			4		4		–		(184)		–			6			75		23
Other		450		–			17		5		–		–		–			–			472		–
Total	$	8,670	$	62		$	154	$	449	$	(256)	$	(302)	$	87		$	(118)		$	8,746	$	23

(a)	Earnings effects are primarily included in the “Revenues from services” and “Interest” captions in the Condensed Statement of Current and Retained Earnings.

(b)	Transfers in and out of Level 3 are considered to occur at the beginning of the period. Transfers out of Level 3 were a result of increased use of quotes from independent pricing vendors based on recent trading activity.

(c)	Represented the amount of unrealized gains or losses for the period included in earnings.

(d)	Represented derivative assets net of derivative liabilities and included cash accruals of $3 million not reflected in the fair value hierarchy table.

(e)	Gains (losses) included in net realized/unrealized gains (losses) included in earnings were offset by the earnings effects from the underlying items that were economically hedged. See Note 11.

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Changes in Level 3 Instruments for the Three Months Ended March 31, 2010

(In millions)							Net realized/									Net change
							unrealized									in unrealized
							gains (losses)									gains (losses)
				Net realized/			included in									relating to
				unrealized			accumulated		Purchases,		Transfers					instruments
				gains(losses)			other		sales		in and/or					still held at
	January 1,			included in			comprehensive		and		out of			March 31,		March 31,
	2010		(a)	earnings		(b)	income		settlements		Level 3		(c)	2010			2010	(d)

Investment securities
Debt
U.S. corporate	$	3,053		$	16		$	48	$	(312)	$	1		$	2,806	$	–
State and municipal		205			–			74		(4)		–			275		–
Residential
mortgage-backed		123			–			17		–		(7)			133		–
Commercial
mortgage-backed		1,041			30			2		(951)		(3)			119		–
Asset-backed		1,872			9			23		(16)		(26)			1,862		–
Corporate - non-U.S.		1,331			(4)			(19)		191		(142)			1,357		–
Government -
non-U.S.		163			–			(2)		–		(25)			136		–
U.S. government and
federal agency		256			–			(12)		–		–			244		–
Retained interests		45			–			1		(3)		–			43		–
Equity
Available-for-sale		19			–			–		–		–			19		–
Trading		–			–			–		–		–			–		–
Derivatives(e)		205			77			(7)		(55)		(49)			171		54
Other		480			(1)			(23)		–		(28)			428		–
Total	$	8,793		$	127		$	102	$	(1,150)	$	(279)		$	7,593	$	54

(a)	Included $1,015 million in debt securities, a reduction in retained interests of $8,782 million and a reduction in derivatives of $365 million related to adoption of ASU 2009-16 & 17.

(b)	Earnings effects are primarily included in the “Revenues from services” and “Interest” captions in the Condensed Statement of Current and Retained Earnings.

(c)	Transfers in and out of Level 3 are considered to occur at the beginning of the period. Transfers out of Level 3 were a result of increased use of quotes from independent pricing vendors based on recent trading activity.

(d)	Represented the amount of unrealized gains or losses for the period included in earnings.

(e)	Represented derivative assets net of derivative liabilities and included cash accruals of $33 million not reflected in the fair value hierarchy table.

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Non-Recurring Fair Value Measurements

The following table represents non-recurring fair value amounts (as measured at the time of the adjustment) for those assets remeasured to fair value on a non-recurring basis during the fiscal year and still held at March 31, 2011 and December 31, 2010. These assets can include loans and long-lived assets that have been reduced to fair value when they are held for sale, impaired loans that have been reduced based on the fair value of the underlying collateral, cost and equity method investments and long-lived assets that are written down to fair value when they are impaired and the remeasurement of retained investments in formerly consolidated subsidiaries upon a change in control that results in deconsolidation of a subsidiary, if we sell a controlling interest and retain a noncontrolling stake in the entity. Assets that are written down to fair value when impaired and retained investments are not subsequently adjusted to fair value unless further impairment occurs.


	Remeasured during				Remeasured during
	the three months ended				the year ended
	March 31, 2011				December 31, 2010
(In millions)	Level 2		Level 3		Level 2		Level 3

Financing receivables and loans held for sale	$	13	$	6,050	$	54	$	6,833
Cost and equity method investments(a)		–		170		–		378
Long-lived assets, including real estate		410		4,251		1,025		5,809
Total	$	423	$	10,471	$	1,079	$	13,020

(a)	Includes the fair value of private equity and real estate funds included in Level 3 of $35 million and $296 million at March 31, 2011 and December 31, 2010, respectively.

The following table represents the fair value adjustments to assets measured at fair value on a non-recurring basis and still held at March 31, 2011 and 2010.


	Three months ended March 31,
(In millions)	2011		2010

Financing receivables and loans held for sale	$	(377)	$	(581)
Cost and equity method investments(a)		(48)		(66)
Long-lived assets, including real estate(b)		(568)		(701)
Total	$	(993)	$	(1,348)

(a)	Includes fair value adjustments associated with private equity and real estate funds of $(5) million and $(13) million in the three months ended March 31, 2011 and 2010, respectively.

(b)	Includes $436 million and $583 million of impairments related to real estate equity properties and investments recorded in operating and administrative expenses in the three months ended March 31, 2011 and 2010, respectively.

11. FINANCIAL INSTRUMENTS

The following table provides information about the assets and liabilities not carried at fair value in our Condensed Statement of Financial Position. Consistent with ASC 825, Financial Instruments, the table excludes finance leases and non-financial assets and liabilities. Apart from certain of our borrowings and certain marketable securities, few of the instruments discussed below are actively traded and their fair values must often be determined using financial models. Realization of the fair value of these instruments depends upon market forces beyond our control, including marketplace liquidity. For a description on how we estimate fair value, see Note 15 in our 2010 consolidated financial statements.

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	At
	March 31, 2011						December 31, 2010
			Assets (liabilities)						Assets (liabilities)
	Notional		Carrying		Estimated		Notional		Carrying		Estimated
(In millions)	amount		amount (net)		fair value		amount		amount (net)		fair value
Assets
Loans		(a)	$	266,569	$	263,714		(a)	$	273,739	$	270,105
Other commercial mortgages		(a)		1,026		1,077		(a)		1,041		1,103
Loans held for sale		(a)		313		313		(a)		287		287
Other financial instruments(c)		(a)		2,119		2,619		(a)		2,103		2,511
Liabilities
Borrowings and bank
deposits(b)(d)		(a)		(458,092)		(467,939)		(a)		(470,562)		(482,765)
Investment contract benefits		(a)		(3,673)		(4,208)		(a)		(3,726)		(4,264)
Guaranteed investment contracts		(a)		(5,291)		(5,295)		(a)		(5,502)		(5,524)
Insurance - credit life(e)	$	1,823		(98)		(76)	$	1,825		(103)		(69)

(a)	These financial instruments do not have notional amounts.

(b)	See Note 6.

(c)	Principally cost method investments.

(d)	Fair values exclude interest rate and currency derivatives designated as hedges of borrowings. Had they been included, the fair value of borrowings at March 31, 2011 and December 31, 2010 would have been reduced by $2,891 million and $4,298 million, respectively.

(e)	Net of reinsurance of $2,800 million at both March 31, 2011 and December 31, 2010.

Loan Commitments

	Notional amount at
	March 31,		December 31,
(In millions)	2011		2010

Ordinary course of business lending commitments(a)	$	4,080	$	4,507
Unused revolving credit lines(b)
Commercial(c)		19,831		21,338
Consumer - principally credit cards		234,609		227,006

(a)	Excluded investment commitments of $1,469 million and $1,990 million as of March 31, 2011 and December 31, 2010, respectively.

(b)	Excluded inventory financing arrangements, which may be withdrawn at our option, of $11,202 million and $11,840 million as of March 31, 2011 and December 31, 2010, respectively.

(c)

Included commitments of $14,930 million and $16,243 million as of March 31, 2011 and December 31, 2010, respectively, associated with secured financing arrangements that could have increased to a maximum of $19,086 million and $20,268 million at March 31, 2011 and December 31, 2010, respectively, based on asset volume under the arrangement.

Derivatives and hedging

As a matter of policy, we use derivatives for risk management purposes and we do not use derivatives for speculative purposes. A key risk management objective for our financial services businesses is to mitigate interest rate and currency risk by seeking to ensure that the characteristics of the debt match the assets they are funding. If the form (fixed versus floating) and currency denomination of the debt we issue do not match the related assets, we typically execute derivatives to adjust the nature and tenor of funding to meet this objective. The determination of whether we enter into a derivative transaction or issue debt directly to achieve this objective depends on a number of factors, including market related factors that affect the type of debt we can issue.

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The notional amounts of derivative contracts represent the basis upon which interest and other payments are calculated and are reported gross, except for offsetting foreign currency forward contracts that are executed in order to manage our currency risk of net investment in foreign subsidiaries. Of the outstanding notional amount of $305,000 million, approximately 96% or $293,000 million, is associated with reducing or eliminating the interest rate, currency or market risk between financial assets and liabilities in our financial services businesses. The remaining derivative activities primarily relate to hedging against adverse changes in currency exchange rates and commodity prices related to anticipated sales and purchases and contracts containing certain clauses which meet the accounting definition of a derivative. The instruments used in these activities are designated as hedges when practicable. When we are not able to apply hedge accounting, or when the derivative and the hedged item are both recorded in earnings concurrently, the derivatives are deemed economic hedges and hedge accounting is not applied. This most frequently occurs when we hedge a recognized foreign currency transaction (e.g., a receivable or payable) with a derivative. Since the effects of changes in exchange rates are reflected currently in earnings for both the derivative and the transaction, the economic hedge does not require hedge accounting.

The following table provides information about the fair value of our derivatives, by contract type, separating those accounted for as hedges and those that are not.

	At March 31, 2011				At December 31, 2010
	Fair value				Fair value
(In millions)	Assets		Liabilities		Assets		Liabilities

Derivatives accounted for as hedges
Interest rate contracts	$	4,249	$	2,815	$	5,959	$	2,675
Currency exchange contracts		2,895		2,666		2,915		2,422
		7,144		5,481		8,874		5,097

Derivatives not accounted for as hedges
Interest rate contracts		214		305		294		552
Currency exchange contracts		1,726		669		1,281		653
Other contracts		97		45		274		50
		2,037		1,019		1,849		1,255
Netting adjustments(a)		(4,336)		(4,329)		(3,646)		(3,637)

Total	$	4,845	$	2,171	$	7,077	$	2,715

Derivatives are classified in the captions “Other assets” and “Other liabilities” in our financial statements.

(a)

The netting of derivative receivables and payables is permitted when a legally enforceable master netting agreement exists. Amounts included fair value adjustments related to our own and counterparty non-performance risk. At March 31, 2011 and December 31, 2010, the cumulative adjustment for non-performance risk was a loss of $7 million and $9 million, respectively.

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Fair value hedges

We use interest rate and currency exchange derivatives to hedge the fair value effects of interest rate and currency exchange rate changes on local and non-functional currency denominated fixed-rate debt. For relationships designated as fair value hedges, changes in fair value of the derivatives are recorded in earnings within interest along with offsetting adjustments to the carrying amount of the hedged debt. The following table provides information about the earnings effects of our fair value hedging relationships for the three months ended March 31, 2011 and 2010.

	Three months ended
		March 31, 2011				March 31, 2010
(In millions)		Gain (loss)		Gain (loss)		Gain (loss)		Gain (loss)
		on hedging		on hedged		on hedging		on hedged
		derivatives		items		derivatives		items

Interest rate contracts	$	(1,731)	$	1,661	$	1,260	$	(1,409)
Currency exchange contracts		24		(27)		(20)		16

Fair value hedges resulted in $(73) million and $(153) million of ineffectiveness in the three months ended March 31, 2011 and 2010, respectively. In both the three months ended March 31, 2011 and 2010, there were insignificant amounts excluded from the assessment of effectiveness.

Cash flow hedges

We use interest rate, currency exchange and commodity derivatives to reduce the variability of expected future cash flows associated with variable rate borrowings and commercial purchase and sale transactions, including commodities. For derivatives that are designated in a cash flow hedging relationship, the effective portion of the change in fair value of the derivative is reported as a component of AOCI and reclassified into earnings contemporaneously and in the same caption with the earnings effects of the hedged transaction.

The following table provides information about the amounts recorded in AOCI, as well as the gain (loss) recorded in earnings, primarily in interest, when reclassified out of AOCI, for the three months ended March 31, 2011 and 2010.

					Gain (loss) reclassified
	Gain (loss) recognized in AOCI				from AOCI into earnings
	for the three months ended				for the three months ended
	March 31,		March 31,		March 31,		March 31,
	2011		2010		2011		2010
(In millions)

Cash flow hedges
Interest rate contracts	$	24	$	(230)	$	(256)	$	(418)
Currency exchange contracts		177		(346)		419		(537)
Commodity contracts		–		2		(11)		–
Total	$	201	$	(574)	$	152	$	(955)

The total pre-tax amount in AOCI related to cash flow hedges of forecasted transactions was $1,950 million at March 31, 2011. We expect to transfer $(839) million to earnings as an expense in the next 12 months contemporaneously with the earnings effects of the related forecasted transactions. In the three months ended March 31, 2011 and 2010, we recognized insignificant gains and losses, respectively, related to hedged forecasted transactions and firm commitments that did not occur by the end of the originally specified period. At March 31, 2011 and 2010, the maximum term of derivative instruments that hedge forecasted transactions was 21 years and 22 years, respectively.

For cash flow hedges, the amount of ineffectiveness in the hedging relationship and amount of the changes in fair value of the derivatives that are not included in the measurement of ineffectiveness are both reflected in earnings each reporting period. These amounts are primarily reported in revenues from services and totaled $29 million and $(35) million for the three months ended March 31, 2011 and 2010, respectively.

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Net investment hedges in foreign operations

We use currency exchange derivatives to protect our net investments in global operations conducted in non-U.S. dollar currencies. For derivatives that are designated as hedges of net investment in a foreign operation, we assess effectiveness based on changes in spot currency exchange rates. Changes in spot rates on the derivative are recorded as a component of AOCI until such time as the foreign entity is substantially liquidated or sold. The change in fair value of the forward points, which reflects the interest rate differential between the two countries on the derivative, is excluded from the effectiveness assessment.

The following table provides information about the amounts recorded in AOCI for the three months ended March 31, 2011 and 2010, as well as the gain (loss) recorded in revenues from services when reclassified out of AOCI.

	Gain (loss) recognized				Gain (loss) reclassified
	in CTA for the				from CTA for the
	three months ended March 31,				three months ended March 31,
(In millions)	2011		2010		2011		2010

Net investment hedges
Currency exchange contracts	$	(801)	$	404	$	(338)	$	–

The amounts related to the change in the fair value of the forward points that are excluded from the measure of effectiveness were $(278) million and $(199) million for the three months ended March 31, 2011 and 2010, respectively, and are recorded in interest.

Free-standing derivatives

Changes in the fair value of derivatives that are not designated as hedges are recorded in earnings each period. As discussed above, these derivatives are typically entered into as economic hedges of changes in interest rates, currency exchange rates, commodity prices and other risks. Gains or losses related to the derivative are typically recorded in revenues from services, based on our accounting policy. In general, the earnings effects of the item that represent the economic risk exposure are recorded in the same caption as the derivative. Gains for the three months ended March 31, 2011 on derivatives not designated as hedges were $292 million comprised of amounts related to interest rate contracts of $11 million, currency exchange contracts of $267 million, and other derivatives of $14 million. These gains more than offset the earnings effects from the underlying items that were economically hedged. Losses for the three months ended March 31, 2010 on derivatives not designated as hedges, without considering the offsetting earnings effects from the item representing the economic risk exposure, were $(549) million comprised of amounts related to interest rate contracts of $150 million, currency exchange contracts of $(695) million, and other derivatives of $(4) million.

Counterparty credit risk

Fair values of our derivatives can change significantly from period to period based on, among other factors, market movements and changes in our positions. Accordingly, we actively monitor these exposures and take appropriate actions in response. We manage counterparty credit risk (the risk that counterparties will default and not make payments to us according to the terms of our standard master agreements) on an individual counterparty basis. Where we have agreed to netting of derivative exposures with a counterparty, we offset our exposures with that counterparty and apply the value of collateral posted to us to determine the exposure. When net exposure to a counterparty, based on the current market values of agreements and collateral, exceeds credit exposure limits, we typically take action to reduce such exposures. These actions may include prohibiting additional transactions with the counterparty, requiring additional collateral from the counterparty (as described below) and terminating or restructuring transactions.

As discussed above, we have provisions in certain of our master agreements that require counterparties to post collateral (typically, cash or U.S. Treasuries) when our receivable due from the counterparty, measured at current market value, exceeds a specified limit. At March 31, 2011, our exposure to counterparties, including interest due, net of collateral we hold, was $497 million. The fair value of such collateral was $6,178 million, of which $1,479 million was cash and $4,699 million was in the form of securities held by a custodian for our benefit. Under certain of these same agreements, we post collateral to our counterparties for our derivative obligations, the fair value of which was $1,763 million at March 31, 2011.

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Additionally, our standard master agreements typically contain mutual downgrade provisions that provide the ability of each party to require termination if the long-term credit rating of the counterparty were to fall below A-/A3. In certain of these master agreements, each party also has the ability to require termination if the short-term rating of the counterparty were to fall below A-1/P-1. The net amount relating to our derivative liability of $2,171 million subject to these provisions, after consideration of collateral posted by us and outstanding interest payments, was $854 million at March 31, 2011.

12. SUPPLEMENTAL INFORMATION ABOUT THE CREDIT QUALITY OF FINANCING RECEIVABLES AND ALLOWANCE FOR LOSSES ON FINANCING RECEIVABLES

Pursuant to new disclosures required by ASC 310-10, effective December 31, 2010, we provide further detailed information about the credit quality of our Commercial, Real Estate and Consumer financing receivables portfolios. For each portfolio, we describe the characteristics of the financing receivables and provide information about collateral, payment performance, credit quality indicators, and impairment. While we provide data on selected credit quality indicators in accordance with the new disclosure requirements of ASC 310-10, we manage these portfolios using delinquency and nonearning data as key performance indicators. The categories used within this section such as impaired loans, troubled debt restructuring and nonaccrual financing receivables are defined by the authoritative guidance and we base our categorization on the related scope and definitions contained in the related standards. The categories of nonearning and delinquent are defined by us and are used in our process for managing our financing receivables. Definitions of these categories are provided below:

Impaired loans are larger-balance or restructured loans for which it is probable that the lender will be unable to collect all amounts due according to original contractual terms of the loan agreement.

Troubled debt restructurings are those loans for which we have granted a concession to a borrower experiencing financial difficulties where we do not receive adequate compensation. Such loans are classified as impaired, and are individually reviewed for specific reserves.

Nonaccrual financing receivables 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. Although we stop accruing interest in advance of payments, we recognize interest income as cash is collected when appropriate provided the amount does not exceed that which would have been earned at the historical effective interest rate.

Nonearning financing receivables are a subset of nonaccrual financing receivables for which cash payments are not being received or for which we are on the cost recovery method of accounting (i.e., any payments are accounted for as a reduction of principal). This category excludes loans purchased at a discount (unless they have deteriorated post acquisition).

Delinquent financing receivables are those that are 30 days or more past due based on their contractual terms.

The same financing receivable may meet more than one of the definitions above. Accordingly, these categories are not mutually exclusive and it is possible for a particular loan to meet the definitions of a TDR, impaired loan, nonaccrual loan and nonearning loan and be included in each of these categories in the tables that follow. The categorization of a particular loan also may not be indicative of the potential for loss.

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COMMERCIAL

Substantially all of our commercial portfolio comprises secured collateral positions. CLL products include loans and leases collateralized by a wide variety of equipment types, cash flow loans, asset-backed loans and factoring arrangements. Our loans and leases are secured by assets such as heavy machinery, vehicles, medical equipment, corporate aircraft, and office imaging equipment. Cash flow financing is secured by our ability to liquidate the underlying assets of the borrower and the asset-backed loans and factoring arrangements are secured by customer accounts receivable, inventory, and/or machinery and equipment. The portfolios in our Energy Financial Services and GECAS businesses are primarily collateralized by energy generating assets and commercial aircraft, respectively. Our senior secured position and risk management expertise provide loss mitigation against borrowers with weak credit characteristics.

Financing Receivables and Allowance for Losses

The following table provides further information about general and specific reserves related to Commercial financing receivables.

Commercial	Financing receivables at
	March 31,		December 31,
(In millions)	2011		2010

CLL
Americas	$	82,876	$	86,596
Europe		37,093		37,498
Asia		11,545		11,943
Other		2,568		2,626
Total CLL		134,082		138,663

Energy Financial Services		6,662		7,011

GECAS		12,104		12,615

Other		1,640		1,788

Total Commercial financing receivables, before allowance for losses	$	154,488	$	160,077

Non-impaired financing receivables	$	148,512	$	154,257
General reserves		1,052		1,014

Impaired loans		5,976		5,820
Specific reserves		982		1,031

(32)

Past Due Financing Receivables

The following table displays payment performance of Commercial financing receivables.

Commercial	March 31, 2011				December 31, 2010
	Over 30 days		Over 90 days		Over 30 days		Over 90 days
	past due		past due		past due		past due

CLL
Americas	1.2	%	0.8	%	1.3	%	0.8	%
Europe	3.9		2.2		4.2		2.3
Asia	2.4		1.7		2.2		1.4
Other	0.4		0.3		0.7		0.3
Total CLL	2.0		1.2		2.1		1.3

Energy Financial Services	0.8		0.8		0.9		0.8

GECAS	0.5		0.4		–		–

Other	5.5		5.2		5.8		5.5

Total	1.9		1.2		2.0		1.2

Nonaccrual Financing Receivables

The following table provides further information about Commercial financing receivables that are classified as nonaccrual. Of our $5,442 million and $5,463 million of nonaccrual financing receivables at March 31, 2011 and December 31, 2010, respectively, $1,007 million and $1,016 million are currently paying in accordance with their contractual terms, respectively.

Commercial	Nonaccrual financing receivables at				Nonearning financing receivables at
	March 31,		December 31,		March 31,		December 31,
(Dollars in millions)	2011		2010		2011		2010

CLL
Americas	$	2,965	$	3,206	$	2,395	$	2,571
Europe		1,552		1,415		1,209		1,241
Asia		555		616		346		406
Other		8		9		8		8
Total CLL		5,080		5,246		3,958		4,226

Energy Financial Services		162		78		162		62

GECAS		16		–		16		–

Other		184		139		99		102
Total	$

GENERAL ELECTRIC CAPITAL SERVICES INC/CT 10-Q