UNITED STATES SECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549**FORM 10-Q
(Mark One) 
[X]
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE    SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2004
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.)   **260 Long Ridge Road, Stamford, CT **06927 
(Address of principal executive offices) 
(Zip Code) 
(Registrant's telephone number, including area code)**(203) 357-4000**
_______________________________________________    (Former name, former address and former fiscal year,     if changed since last report)
Indicate by check mark whether the registrant (1) has filed allreports required to be filed by Section 13 or 15(d) of the Securities ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that theregistrant was required to file such reports), and (2) has been subject to suchfiling requirements for the past 90 days. Yes [X]  No [  ]

Indicate by check mark whether the registrant is an acceleratedfiler (as defined in Rule 12b-2 of the Act). Yes [  ] No [X]

At  May 3, 2004, 1,064 shares of voting common stock, whichconstitutes all of the outstanding common equity, with a par value of $1,000 pershare were outstanding.
**REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTIONH(1)(a) AND (b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM 10-Q WITH THEREDUCED DISCLOSURE FORMAT.**
(1)

**Table of Contents**

 
**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
     Notes to    Condensed, Consolidated Financial Statements (Unaudited) 
6
     Item 2.    Management's Discussion and Analysis of Results of Operations and Financial    Condition 
13
     Item 4. Controls    and Procedures 
21   **Part II– Other Information     
     Item 6. Exhibits    and Reports on Form 8–K 
21
     Signatures 
22   
 
**Forward-Looking Statements**
This document contains "forward-looking statements" within themeaning of the Private Securities Litigation Reform Act of 1995. Forward-lookingstatements may be identified by words such as "expects," "anticipates,""intends," "plans," "believes," "seeks," "estimates," "will" or words of similarmeaning and include, but are not limited to, statements about the expectedfuture business and financial performance. Forward-looking statements are basedon management's current expectations and assumptions, which are inherentlysubject to uncertainties, risks and changes in circumstances that are difficultto predict. Actual outcomes and results may differ materially from theseexpectations and assumptions due to changes in global political, economic,business, competitive, market, regulatory and other factors. We undertake noobligation to publicly update or review any forward-looking information, whetheras a result of new information, future developments or otherwise. 

(2)

**Table of Contents**

 
**Part I. Financial Information

Item 1. Financial Statements

Condensed Statement of Current and Retained EarningsGeneral Electric Capital Services, Inc. and consolidated affiliates** **First quarter ended     March 31 (unaudited)     *(In millions)**2004 **2003  
Revenues from services (note 6)
$
16,042 
$
14,380  
Consolidated, liquidating securitization entities (note 4) 
325  
–  
Sales of goods  
576  
487      
Total revenues 
16,943  
14,867      
Interest 
2,507  
2,463  
Operating and administrative 
5,272  
4,083  
Cost of goods sold 
551  
437  
Insurance losses and policyholder and annuity benefits 
3,624  
3,985  
Provision for losses on financing receivables 
955  
760  
Depreciation and amortization of equipment on          operating leases (including buildings and equipment) 
1,440  
1,111  
Minority interest in net earnings of consolidated affiliates 
32  
38  
Consolidated, liquidating securitization entities (note 4) 
202  
–      
Total costs and expenses 
14,583  
12,877      
Earnings before income taxes  
2,360  
1,990  
Provision for income taxes 
(515
) 
(320
)     
Net earnings 
1,845  
1,670  
Dividends 
(380
) 
(169
) 
Retained earnings at beginning of period 
30,304  
26,324      
Retained earnings at end of period
$
31,769 
$
27,825      
See "Notes to Condensed, Consolidated Financial Statements.    "
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**Table of Contents**

 
**Condensed Statement of Financial PositionGeneral Electric Capital Services, Inc. and consolidated affiliates***(In millions)**March 31, 2004 **December 31, 2003   
(Unaudited)  
Cash and equivalents
$
7,839 
$
11,273 
Investment securities 
124,588  
120,344 
Financing receivables:      
     Time sales and loans, net of deferred income 
176,027  
170,792 
     Investment in financing leases, net of deferred income 
63,035  
61,493      
239,062  
232,285 
     Allowance for losses on financing receivables 
(6,384
) 
(6,256
)   
Financing receivables– net 
232,678  
226,029 
Insurance receivables 
26,821  
27,053 
Other receivables– net 
12,765  
11,901 
Inventories 
213  
197 
Equipment on operating leases (at cost) including buildings    and          equipment, less accumulated amortization of $19,815 and $16,748 
43,492  
38,816 
Intangible assets (note 5) 
26,850  
24,821 
Consolidated, liquidating securitization entities (note 4) 
23,706  
26,463 
Other assets 
68,116  
67,629    
Total assets
$
567,068 
$
554,526    
Short-term borrowings
$
141,438 
$
132,988 
Long-term borrowings      
     Senior 
160,793  
161,278 
     Subordinated 
1,262  
1,262    
Total borrowings 
303,493  
295,528 
Accounts payable 
14,100  
13,440 
Insurance liabilities, reserves and annuity benefits 
138,039  
136,264 
Consolidated, liquidating securitization entities (note 4) 
22,865  
25,721 
Other liabilities 
21,975  
22,828 
Deferred income taxes 
12,943  
10,736 
Total liabilities
513,415
504,517
Minority interest in equity of consolidated affiliates
5,182
4,701
Capital stock 
11
11
Additional paid-in capital
12,331
12,258
Retained earnings
31,769
30,304
Accumulated gains (losses)– net (a)
     Investment securities
3,524
1,823
     Currency translation adjustments
2,587
2,639
     Derivatives qualifying as hedges
(1,751
)
(1,727
)
Total shareowner's equity
48,471
45,308
Total liabilities and equity
$
567,068
$
554,526
(a)
The sum of accumulated gains (losses) on investment    securities, currency translation adjustments and derivatives qualifying as    hedges constitutes "Accumulated nonowner changes other than earnings," and    was $4,360 million and $2,735 million at March 31, 2004 and December 31,    2003, respectively.
 
See "Notes to Condensed, Consolidated Financial Statements."
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**Table of Contents**

 
**Condensed Statement of Cash FlowsGeneral Electric Capital Services, Inc. and consolidated affiliates** **First quarter ended    March 31 (Unaudited)   *(In millions)**2004 **2003 **********Cash Flows– Operating Activities    
Net earnings
$
1,845 
$
1,670 
Adjustments to reconcile net earnings to cash provided from    operating activities      
          Provision for losses on financing receivables 
955  
760 
          Depreciation and amortization of equipment on    operating leases                (including    buildings and equipment) 
1,440  
1,111 
Increase in accounts payable 
366  
296 
Increase (decrease) in insurance liabilities, reserves and    annuity benefits**** 
1,155  
(659
)
Consolidated, liquidating securitization entities 
212  
– 
All other operating activities 
234  
(1,014
) **** **** 
Cash from operating activities 
6,207  
2,164 **********Cash Flows– Investing Activities      
Increase in loans to customers 
(62,583
) 
(53,924
)
Principal collections from customers– loans 
61,841  
50,948 
Investment in equipment for financing leases 
(4,192
) 
(4,138
)
Principal collections from customers– financing leases 
4,654  
5,079 
Net change in credit card receivables 
1,697  
1,341 
Equipment on operating leases (including buildings and    equipment):      
     – additions 
(2,020
) 
(1,587
)***************************************