RecitalsReplacement Covenant • November 15th, 2007 • General Electric Capital Corp • Personal credit institutions
shares of Common Stock as of the date of the Corporation’s most recent publicly available consolidated financial statements; or
UNDERWRITING AGREEMENTUnderwriting Agreement • November 15th, 2007 • General Electric Capital Corp • Personal credit institutions • New York
We (the “Representative”) are acting on behalf of the underwriter or underwriters (including ourselves) named below (such underwriter or underwriters being herein called the “Underwriters”), and we understand that General Electric Capital Corporation, a Delaware corporation (the “Company”), proposes to issue and sell $2,500,000,000 aggregate principal amount of 6.375% Fixed to Floating Rate USD Subordinated Debentures due 2067 (the “Debentures”). The Debentures are also referred to herein as the “Offered Securities”. The Debentures will be issued pursuant to the provisions of the Indenture listed below (as such Indenture shall be supplemented to the date hereof) (the “Indenture”) between the Company and the Trustee named below (the “Trustee”).
