UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                           --------------------------
                                    FORM 10-Q
                           --------------------------

         -------
          |X|     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         -------
                       SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended September 30, 2000
                                               ------------------

                                       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                  (I.R.S. Employer
             incorporation or organization)                 Identification No.)

     260 Long Ridge Road, Stamford, Connecticut                    06927
        (Address of principal executive offices)                (Zip Code)

                                 (203) 357-4000
              (Registrant's telephone number, including area code)



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 |X| No

At October 25,  2000,  1,012  shares of common  stock with a par value of $1,000
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.


<PAGE>


                                TABLE OF CONTENTS



                                                                            Page
                                                                           -----
PART I - FINANCIAL INFORMATION

Item 1.       Financial Statements                                            1

Item 2.       Management's Discussion and Analysis of
              Results of Operations                                           5

Exhibit 12.   Computation of Ratio of Earnings to Fixed Charges
              and Computation of Ratio of Earnings to Combined
              Fixed Charges and Preferred Stock Dividends                     8


PART II - OTHER INFORMATION

Item 6.       Exhibits and Reports on Form 8-K .                              9

Signatures                                                                   10



<PAGE>


                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

       GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES

              CONDENSED STATEMENT OF CURRENT AND RETAINED EARNINGS

                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                     Three Months Ended          Nine Months Ended
                                                             -----------------------------  ------------------------------
(In millions)                                                September 30,   September 25,  September 30,    September 25,
                                                                  2000           1999           2000              1999
                                                             -------------   -------------  -------------     ------------
<S>                                                           <C>              <C>              <C>              <C>
REVENUES
Revenue from services                                         $ 14,052         $ 11,650         $ 41,565         $ 33,810
Sales of goods                                                   2,392            2,352            7,030            5,953
                                                              --------         --------         --------         --------
                                                                16,444           14,002           48,595           39,763
                                                              --------         --------         --------         --------
EXPENSES
Interest                                                         2,765            2,291            8,146            6,641
Operating and administrative                                     4,377            4,010           13,913           11,507
Cost of goods sold                                               2,207            2,124            6,515            5,441
Insurance losses and policyholder and annuity benefits           3,731            2,764           10,513            8,088
Provision for losses on financing receivables                      463              227            1,405            1,048
Depreciation and amortization of buildings and
   equipment and equipment on operating leases                     825              792            2,481            2,300
Minority interest in net earnings of consolidated
   affiliates                                                       56               49              159              132
                                                              --------         --------         --------         --------
                                                                14,424           12,257           43,132           35,157
                                                              --------         --------         --------         --------
EARNINGS
Earnings before income taxes                                     2,020            1,745            5,463            4,606
Provision for income taxes                                        (542)            (483)          (1,498)          (1,220)
                                                              --------         --------         --------         --------

NET EARNINGS                                                     1,478            1,262            3,965            3,386
Dividends                                                         (510)            (473)          (1,392)          (1,268)
Retained earnings at beginning of period                        19,457           16,404           17,852           15,075
                                                              --------         --------         --------         --------

RETAINED EARNINGS AT END OF PERIOD                            $ 20,425         $ 17,193         $ 20,425         $ 17,193
                                                              ========         ========         ========         ========

<FN>
See Notes to Condensed, Consolidated Financial Statements.
</FN>
</TABLE>

<PAGE>


       GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES

                    CONDENSED STATEMENT OF FINANCIAL POSITION
<TABLE>
<CAPTION>

                                                                                  September 30,       December 31,
(In millions)                                                                          2000               1999
                                                                               -----------------   -----------------
                                                                                       (Unaudited)

<S>                                                                               <C>               <C>
ASSETS
Cash and equivalents                                                              $   7,132         $   6,931
Investment securities                                                                88,157            80,485
Financing receivables:
        Time sales and loans, net of deferred income                                 89,163            90,140
        Investment in financing leases, net of deferred income                       48,658            47,783
                                                                                  ---------         ---------
                                                                                    137,821           137,923
        Allowance for losses on financing receivables                                (3,710)           (3,708)
                                                                                  ---------         ---------

           Financing receivables - net                                              134,111           134,215
Other receivables - net                                                              39,468            34,095
Inventories                                                                           1,642             1,209
Equipment on operating leases (at cost), less accumulated amortization of
   $7,764 and $7,392                                                                 23,285            23,605
Intangible assets                                                                    15,198            14,748
Other assets                                                                         57,006            49,730
                                                                                  ---------         ---------

        TOTAL ASSETS                                                              $ 365,999         $ 345,018
                                                                                  =========         =========

LIABILITIES AND SHARE OWNERS' EQUITY
Short-term borrowings                                                             $ 124,071         $ 129,259
Long-term borrowings:
        Senior                                                                       74,080            69,770
        Subordinated                                                                    996               996
Insurance liabilities, reserves and annuity benefits                                107,183            86,776
Other liabilities                                                                    24,893            24,550
Deferred income taxes                                                                 8,459             8,955
                                                                                  ---------         ---------

        Total liabilities                                                           339,682           320,306
                                                                                  ---------         ---------

Minority interest in equity of consolidated affiliates                                3,956             4,391
                                                                                  ---------         ---------

Accumulated unrealized (losses) / gains on investment securities - net                 (104)              170
Accumulated foreign currency translation adjustments                                   (713)             (384)
                                                                                  ---------         ---------

Accumulated non-owner changes in share owners' equity                                  (817)             (214)
Capital stock                                                                            11                11
Additional paid-in capital                                                            2,742             2,672
Retained earnings                                                                    20,425            17,852
                                                                                  ---------         ---------

        Total share owners' equity                                                   22,361            20,321
                                                                                  ---------         ---------

        TOTAL LIABILITIES AND SHARE OWNERS' EQUITY                                $ 365,999         $ 345,018
                                                                                  =========         =========
<FN>
See Notes to Condensed, Consolidated Financial Statements.
</FN>
</TABLE>

<PAGE>


       GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES

                  Condensed Statement of Cash Flows(Unaudited)
<TABLE>
<CAPTION>

                                                                                         Nine Months Ended
                                                                                -------------------------------------
                                                                                 September 30,        September 25,
(In millions)                                                                        2000                 1999
                                                                               -----------------   ------------------

<S>                                                                                  <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings                                                                         $  3,965         $  3,386
Adjustments to reconcile net earnings to cash provided from operating
   activities:
      Provision for losses on financing receivables                                    1,405            1,048
      Depreciation and amortization of buildings and equipment and equipment on        2,481            2,300
         operating leases
      Other - net                                                                     (4,846)           3,812
                                                                                     --------         --------
         Cash from operating activities                                                 3,005           10,546
                                                                                     --------         --------
CASH FLOWS FROM INVESTING ACTIVITIES
Increase in loans to customers                                                        (70,851)         (68,452)
Principal collections from customers - loans                                           71,483           59,128
Investment in equipment for financing leases                                          (14,416)         (12,591)
Principal collections from customers - financing leases                                11,017           13,403
Net change in credit card receivables                                                    (408)           2,156
Buildings and equipment and equipment on operating leases:
   - additions                                                                         (7,883)          (7,559)
   - dispositions                                                                       4,919            4,408
Payments for principal businesses purchased, net of cash acquired                        (403)          (6,674)
Purchases of securities by insurance and annuity businesses                           (24,669)         (20,932)
Dispositions and maturities of securities by insurance and annuity businesses          16,841           20,222
Other - net                                                                            (7,069)          (3,304)
                                                                                     --------         --------

   Cash used for investing activities                                                 (21,439)         (20,195)
                                                                                     --------         --------

CASH FLOWS FROM FINANCING ACTIVITIES
Net change in borrowings (maturities 90 days or less)                                   6,819           (5,339)
Newly issued debt - short-term (maturities 91-365 days)                                 5,160            3,515
                  - long-term (longer than one year)                                   20,789           23,073
Proceeds - non-recourse, leveraged lease debt                                           1,112              559
Repayments and other reductions:
                  - short-term (maturities 91-365 days)                               (24,878)          (8,205)
                  - long-term (longer than one year)                                   (1,667)          (1,302)
Principal payments - non-recourse, leveraged lease debt                                  (154)            (248)
Proceeds from sales of investment contracts                                             6,905            5,768
Cash received upon assumption of Toho Mutual Life Insurance Company insurance
     liabilities                                                                       13,177             --
Redemption of investment contracts                                                     (7,236)          (5,537)
Dividends paid                                                                         (1,392)          (1,268)
Issuance of variable cumulative preferred stock by consolidated affiliates               --                400
                                                                                     --------         --------
Cash from financing activities                                                         18,635           11,416
                                                                                     --------         --------

INCREASE IN CASH AND EQUIVALENTS                                                          201            1,767
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD                                             6,931            3,342
                                                                                     --------         --------
CASH AND EQUIVALENTS AT END OF PERIOD                                                $  7,132         $  5,109
                                                                                     ========         ========
<FN>
See Notes to Condensed, Consolidated Financial Statements.
</FN>
</TABLE>


<PAGE>


       GENERAL ELECTRIC CAPITAL SERVICES, INC. AND CONSOLIDATED AFFILIATES

              NOTES TO CONDENSED, CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

1.   The accompanying  condensed  quarterly financial  statements  represent the
     consolidation  of  General  Electric   Capital   Services,   Inc.  and  all
     majority-owned  and  controlled   affiliates   (collectively   called  "the
     Corporation" or "GECS"). All significant  transactions among the parent and
     consolidated  affiliates  have been  eliminated.  Certain prior period data
     have been reclassified to conform to the current period presentation.

2.   The condensed  consolidated  quarterly financial  statements are unaudited.
     These  statements  include all adjustments  (consisting of normal recurring
     accruals) considered necessary by management to present a fair statement of
     the 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.

3.   The  Financial   Accounting  Standards  Board  ("FASB")  has  issued,  then
     subsequently amended,  Statement of Financial Accounting Standards ("SFAS")
     No. 133,  Accounting for  Derivative  Instruments  and Hedging  Activities,
     effective  for GECS on January  1,  2001.  Upon  adoption,  all  derivative
     instruments  (including  certain derivative  instruments  embedded in other
     contracts)  will be  recognized  in the balance sheet at their fair values;
     changes in such fair  values  must be  recognized  immediately  in earnings
     unless specific hedging criteria are met. Effects of qualifying  changes in
     fair value will be recorded in equity  pending  recognition  in earnings as
     offsets to the related  earnings  effects of the hedged  items.  Management
     estimates  that,  at  September  30,  2000,  the  effects on its  financial
     statements of adopting SFAS No. 133, as amended,  would have been to reduce
     net  earnings and share  owners'  equity by less than $100 million and $300
     million,  respectively.  However,  the  transition  effect as of January 1,
     2001,  cannot  be  estimated  at this time  because  it is  subject  to the
     following  unknown  variables as of that date: (1) actual  derivatives  and
     related  hedged  positions,  (2) market  values of  derivatives  and hedged
     positions, and (3) further interpretation of SFAS No. 133 by the FASB.

4.   A summary of changes in share  owners'  equity that do not result  directly
     from transactions with share owners is provided below.

<TABLE>
<CAPTION>


                                                                    Three Months Ended
                                                            --------------------------------
                                                            September 30,     September 25,
(In millions)                                                    2000             1999
                                                            ---------------- ---------------
<S>                                                             <C>             <C>
Net earnings                                                    $ 1,478         $ 1,262
Unrealized gains/(losses) on investment securities - net            566            (553)
Foreign currency translation adjustments                           (119)             31
                                                                -------         -------
  Total                                                         $ 1,925         $   740
                                                                =======         =======
</TABLE>

<TABLE>
<CAPTION>



                                                                    Nine Months Ended
                                                            --------------------------------
                                                            September 30,     September 25,
                                                                2000              1999
                                                            ---------------- ---------------
<S>                                                             <C>             <C>
Net earnings                                                    $ 3,965         $ 3,386
Unrealized losses on investment securities - net                   (274)         (2,442)
Foreign currency translation adjustments                           (329)            (68)
                                                                -------         -------
  Total                                                         $ 3,362         $   876
                                                                =======         =======
</TABLE>


5.   On March 1, 2000, the insurance  policies and related assets of Toho Mutual
     Life Insurance Company were transferred to GE Edison Life Insurance Company
     ("GE Edison"),  a subsidiary of GE Financial  Assurance  Holdings,  Inc., a
     wholly-owned,   indirect   subsidiary  of  GECS.  Total  cash,   investment
     securities and other  receivables  acquired by GE Edison was $19.7 billion,
     and restructured  insurance  contracts and other  liabilities  assumed were
     $21.5 billion.

6.   Revenues and net earnings of the Corporation, by operating segment, for the
     three and nine months ended  September  30, 2000 and September 25, 1999 can
     be found on page 6 of this report.

<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS

OVERVIEW

Net  earnings  for the first nine  months of 2000 were  $3,965  million,  a $579
million (17%) increase over the first nine months of 1999. The results reflected
the globalization and diversity of the Corporation's businesses. The improvement
in earnings  was largely  attributable  to a higher level of asset gains and the
effects of continued asset growth,  principally from  acquisitions of businesses
and portfolios.

OPERATING RESULTS

TOTAL  REVENUES  from all  sources  increased  $8,832  million  (22%) to $48,595
million for the first nine months of 2000, compared with $39,763 million for the
first nine months of 1999.  The increase  included a pretax gain of $369 million
on the portion of the Corporation's  holdings of the common stock of PaineWebber
Group, Inc.  (PaineWebber)  classified as trading securities.  See discussion of
Significant   Pending   Transaction  below.  The  remaining  increase  primarily
reflected a combination of acquisition and core growth in the Consumer  Services
segment,  asset gains and core growth in the Specialized Financing segment, core
growth in the Specialty  Insurance and Mid-Market  Financing  segments,  and the
consolidation of the retail operations.

INTEREST  EXPENSE  for the first  nine  months of 2000 was $8,146  million,  23%
higher than for the first nine months of 1999.  The  increase  reflected  higher
interest rates and higher average  borrowings used to finance asset growth.  The
composite  interest  rate on the  Corporation's  borrowings  for the first  nine
months of 2000 was 5.81% compared with 5.16% in the first nine months of 1999.

OPERATING AND  ADMINISTRATIVE  EXPENSES were $13,913  million for the first nine
months of 2000, a 21% increase over the first nine months of 1999.  The increase
included unusual pretax charges of $326 million for asset  writedowns,  employee
severance and other facilities costs in connection with third quarter  decisions
to rationalize certain information technology and mortgage servicing operations.
The remaining increase primarily  reflected  increases in insurance  commissions
and other costs associated with businesses and portfolios acquired over the past
year.  Excluding  the  effects  of current  year  acquisitions  and the  unusual
charges,  operating and  administrative  expenses would have increased less than
2%.

COST OF GOODS SOLD is associated with activities of the  Corporation's  computer
equipment  distribution  business and retail  operations.  This cost amounted to
$6,515  million for the first nine months of 2000,  compared with $5,441 million
for the  first  nine  months  of 1999.  The  increase  primarily  reflected  the
consolidation of the retail operations.

INSURANCE LOSSES AND POLICYHOLDER AND ANNUITY BENEFITS  increased $2,425 million
to $10,513  million for the first nine months of 2000,  compared  with the first
nine months of 1999. The increase  primarily  reflected the effects of growth in
premium  volume,  and a  higher  loss  ratio  within  the  reinsurance  business
attributable  to an  increase in  property-related  incurred  losses,  partially
offset by improved market conditions in the mortgage insurance business.

PROVISION FOR LOSSES ON FINANCING  RECEIVABLES  was $1,405 million for the first
nine months of 2000  compared  with $1,048  million for the first nine months of
1999.  This provision  principally  related to credit cards,  personal loans and
auto loans and leases in the  Consumer  Services  segment,  which are  discussed
below under Portfolio Quality.

DEPRECIATION  AND  AMORTIZATION  OF BUILDINGS  AND  EQUIPMENT  AND  EQUIPMENT ON
OPERATING  LEASES increased to $2,481 million for the first nine months of 2000,
compared with $2,300 million for the first nine months of 1999. The increase was
principally the result of higher  shorter-lived levels of equipment on operating
leases, primarily reflecting acquisition growth.

PROVISION FOR INCOME TAXES was $1,498  million for the first nine months of 2000
(an  effective tax rate of 27.4%),  compared  with $1,220  million for the first
nine months of 1999 (an effective tax rate of 26.5%).  The higher  effective tax
rate primarily reflected increased earnings taxed at statutory rates.

<PAGE>


OPERATING SEGMENTS

Revenues and net earnings of the  Corporation,  by  operating  segment,  for the
three and nine months ended  September 30, 2000,  and  September  25, 1999,  are
summarized and discussed below.

<TABLE>
<CAPTION>

                                 Three Months Ended                   Nine Months Ended
                         ----------------------------------- ---------------------------------
                         September 30,      September 25,     September 30,      September 25,
 (In millions)                2000              1999               2000               1999
                         ----------------  ----------------- ------------------ --------------

<S>                        <C>                 <C>              <C>              <C>
REVENUES
Consumer Services          $  6,126            $  4,719         $ 17,900         $ 13,562
Equipment Management          3,616               3,851           11,013           11,498
Mid-Market Financing          1,392               1,153            3,955            3,280
Specialized Financing         1,393               1,042            4,515            2,854
Specialty Insurance           2,802               2,671            8,429            7,890
All other                     1,115                 566            2,783              679
                           --------            --------         --------         --------
  Total revenues           $ 16,444            $ 14,002         $ 48,595         $ 39,763
                           ========            ========         ========         ========
NET EARNINGS
Consumer Services          $    497            $    416         $  1,133         $    866
Equipment Management            245                 165              563              597
Mid-Market Financing            218                 165              517              407
Specialized Financing           374                 255            1,386              733
Specialty Insurance             217                 342              708              999
All other                       (73)                (81)            (342)            (216)
                           --------            --------         --------         --------
  Total net earnings       $  1,478            $  1,262         $  3,965         $  3,386
                           ========            ========         ========         ========
</TABLE>


CONSUMER SERVICES revenues  increased 32% and net earnings increased 31% for the
first  nine  months of 2000  compared  with the first nine  months of 1999.  The
increase  in  revenues  was led by  acquisition-related  and core  growth in the
consumer savings and insurance, U.S. consumer credit card, and non-U.S. consumer
finance  businesses,  partially  offset by the  effects of asset  reductions  in
automobile  financing  activities.  The  increase in net  earnings  was led by a
combination  of core  growth  in the U.S.  consumer  credit  card  business  and
acquisition-related  growth in the  consumer  savings  and  insurance  business,
partially  offset by the effects of asset  reductions  in  automobile  financing
activities.

EQUIPMENT  MANAGEMENT  revenues  decreased 4% for the first nine months of 2000,
compared with the corresponding  period in 1999, primarily as a result of volume
declines in the European information  technology products and services business,
partially  offset by core growth in the  aviation  services  and  transportation
equipment  management  businesses.  Net earnings decreased 6% for the first nine
months  of 2000,  compared  with the  corresponding  period  in 1999,  primarily
attributable to volume declines in the European information  technology products
services business, partially offset by core growth in aviation services.

MID-MARKET  FINANCING  revenues grew 21% and net earnings  increased 27% for the
first  nine  months of 2000,  compared  with the  corresponding  period in 1999,
primarily as a result of core growth from increased originations.

SPECIALIZED  FINANCING  revenues rose 58%, while net earnings  increased 89%, in
the first  nine  months of 2000  compared  with the first  nine  months of 1999.
Revenue  growth  principally  reflects  increases  in  asset  gains  as  well as
origination  growth.  Net earnings growth is principally the result of operating
strength led by gains on sale of equity investments.

SPECIALTY  INSURANCE revenues grew 7% in the first nine months of 2000, compared
with the  corresponding  period in 1999, as a result of increased premium income
associated with origination volume. Net earnings decreased 29% in the first nine
months of 2000,  compared  with the  corresponding  period in 1999,  principally
reflecting  increased frequency and severity of  property-related  losses in the
reinsurance business.

ALL OTHER  revenues  in the first nine  months of 2000  include a pretax gain on
PaineWebber  securities  of $369  million.  Net loss in the first nine months of
2000  includes the related  after tax gain of $226  million and unusual  charges
after  tax of  $239  million,  which  were  $160  million  for  the  information
technology business in the Equipment  Management segment and $79 million for the
mortgage  servicing  business in the Consumer  Services  segment.  The remaining
growth in revenues and  increase in net loss,  compared  with the  corresponding
period in 1999,  were  primarily the result of the  consolidation  of the retail
operations.


<PAGE>

PORTFOLIO QUALITY

FINANCING  RECEIVABLES  are the  financing  businesses'  largest asset and their
primary  source of revenues.  The  portfolio of  financing  receivables,  before
allowance for losses,  decreased to $137.8  billion at September 30, 2000,  from
$137.9 billion at the end of 1999,  primarily  reflecting the effects of foreign
currency  translation on European  financing  receivables,  partially  offset by
acquisition  growth and higher  origination  volume.  The related  allowance for
losses at September  30, 2000  amounted to $3.7 billion ($3.7 billion at the end
of 1999) and represents  management's  best estimate of probable losses inherent
in  the  portfolio  given  its  strength  and  diversity  and  current  economic
circumstances.  A  discussion  about the  quality  of  certain  elements  of the
portfolio of financing receivables follows.  "Nonearning"  receivables are those
that are 90 days or more  delinquent  (or for  which  collection  has  otherwise
become doubtful) and  "reduced-earning"  receivables are commercial  receivables
whose terms have been restructured to a below-market yield.

CONSUMER  FINANCING  RECEIVABLES,  primarily  credit card and personal loans and
auto loans and leases,  were $46.1  billion at September 30, 2000, a decrease of
$6.2 billion from the end of 1999.  Nonearning  receivables  were $1.0  billion,
2.1% of total consumer financing  receivables,  at September 30, 2000,  compared
with $0.9 billion,  1.8% of total consumer financing receivables at December 31,
1999. Write-offs of consumer receivables increased to $1.2 billion for the first
nine  months of 2000  compared  with $1.1  billion  for the first nine months of
1999. This increase was primarily  attributable to the effects of higher average
revolving receivable balances resulting from acquisitions.

OTHER FINANCING RECEIVABLES, totaling $91.7 billion at September 30, 2000 ($85.6
billion at December 31, 1999), consisted of a diverse commercial, industrial and
equipment  loan and lease  portfolio.  Related  nonearning  and  reduced-earning
receivables were $1.0 billion at September 30, 2000,  compared with $0.9 billion
at year-end 1999.

STATEMENT OF FINANCIAL POSITION

The  Corporation's  assets  increased  by  $21.0  billion  from the end of 1999,
largely  a result  of  acquisition  of  certain  assets  and the  assumption  of
liabilities of Toho Mutual Life Insurance  Company  ("Toho").  That  acquisition
included  approximately $13.2 billion in cash, as well as investment  securities
and other  receivables,  in exchange for assuming Toho's  existing  policyholder
liabilities.  The  significant  cash position of Toho at the date of acquisition
reflected the liquidity needs of the business including policyholder redemptions
that have occurred through September 30, 2000.

STATEMENT OF CASH FLOWS

The  Corporation's  cash and  equivalents  increased by $0.2 billion  during the
first  nine  months  of 2000 to $7.1  billion,  principally  as a result of cash
acquired in connection with the Toho  acquisition.  Cash provided from operating
activities  amounted  to $3.0  billion  during  the first  nine  months of 2000,
compared with $10.5 billion  during the first nine months of 1999.  The decrease
in  cash  from  operating   activities  compared  with  last  year  was  largely
attributable to policyholder  redemptions  associated with the Toho  acquisition
and a smaller  decrease  in  mortgages  held for  resale.  Cash  from  financing
activities  totaled  $18.6  billion,  primarily  as  a  result  of  policyholder
liabilities  assumed in the Toho  acquisition.  The principal use of cash during
the period was for investing activities ($21.4 billion), a majority of which was
attributable to investments in securities,  financing  receivables and equipment
on operating leases.

SIGNIFICANT PENDING TRANSACTION

On July 12, 2000, Union Bank of Switzerland (UBS) and PaineWebber announced they
had entered into a definitive merger agreement (the UBS merger  agreement).  The
Corporation holds 31,523,600 shares of PaineWebber common stock and has voted in
favor of the merger. Fifty percent of the Corporation's  holdings of PaineWebber
securities are classified as trading securities; the increase in the share price
of those  securities  through  September 30, 2000, has thus been recognized as a
pretax gain of $369 million.  If the merger is completed  under the terms of the
UBS merger agreement, the Corporation would realize an additional pretax gain of
approximately  $1.0 billion.  The UBS merger agreement is subject to a number of
conditions  that are not within the control of the  Corporation,  resolution  of
which  will  affect  the  amount  and  timing  of  proceeds  realized  from  the
transaction.

FORWARD LOOKING STATEMENTS

This document includes certain  "forward-looking  statements" within the meaning
of the Private  Securities  Litigation  Reform Act of 1995. These statements are
based on management's  current  expectations  and are subject to uncertainty and
changes  in  circumstances.  Actual  results  may differ  materially  from these
expectations due to changes in global economic, business, competitive market and
regulatory factors.

<PAGE>


                           PART II--OTHER INFORMATION


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

     a.  EXHIBITS.

         Exhibit 12. Computation of ratio of earnings to fixed charges and
                     computation of ratio of earnings to combined fixed charges
                     and preferred stock dividends.

         Exhibit 27. Financial Data Schedule (filed electronically only).


     b.  REPORTS ON FORM 8-K.

         None.



<PAGE>


                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                              GENERAL ELECTRIC CAPITAL SERVICES, INC.
                            ---------------------------------------
                                           (Registrant)


Date: October 26, 2000  By:                   /s/ J.A. Parke
                            ----------------------------------------------------
                                                J.A. Parke,
                            Executive Vice President and Chief Financial Officer
                                        (Principal Financial Officer)



Date: October 26, 2000  By:                 /s/ J.C. Amble
                            ----------------------------------------------------
                                               J.C. Amble,
                                        Vice President and Controller
                                       (Principal Accounting Officer)