Undertaking to Furnish Long-Term Debt Instruments to SEC – General Electric Capital Corporation (March 3, 2006)

Summary

General Electric Capital Corporation confirms to the Securities and Exchange Commission that neither it nor its subsidiaries has any long-term debt instruments, not already filed or registered, that exceed 10% of its total consolidated assets. The company agrees to provide the SEC with copies of any such instruments, if requested, in accordance with regulatory requirements. This letter is signed by a senior executive and relates to the company's 2005 Annual Report filing.

EX-4.O 3 geccex4o.htm GECC EXHIBIT 4O GECC Exhibit 4o

Exhibit 4(o)

March 3, 2006

Securities and Exchange Commission

100 F. Street, N.E.

Washington, D.C. 20549

Subject:

General Electric Capital Corporation Annual Report on Form 10-K for the fiscal year ended
December 31, 2005 - File No. 1-6461

Dear Sirs:

Neither General Electric Capital Corporation (the “Corporation”) nor any of its subsidiaries has outstanding any instrument with respect to its long-term debt that is not registered or filed with the Commission and under which the total amount of securities authorized exceeds 10% of the total assets of the registrant and its subsidiaries on a consolidated basis. In accordance with paragraph (b) (4) (iii) of Item 601 of Regulation S-K (17 CFR §229.601), the Corporation hereby agrees to furnish to the Securities and Exchange Commission, upon request, a copy of each instrument which defines the rights of holders of such long-term debt not filed or incorporated by reference as an exhibit to the Corporation’s Annual Report on Form 10-K for the fiscal year ended December 31, 2005.

Very truly yours, GENERAL ELECTRIC CAPITAL CORPORATION
By:	/s/ Kathryn A. Cassidy
	Kathryn A. Cassidy Senior Vice President Corporate Treasury and Global Funding Operation