Exhibit 4(k)

                                  CONFIRMATION

Date:                         September 25, 2003

To:                           GE Commercial Equipment Financing, LLC, Series
                              2003-1 ("Party A")

Attention:                    Manager, Conduit Administration

From:                         Deutsche Bank, New York Branch ("Party B")

Transaction Reference Number: N258043N

The purpose of this letter agreement is to set forth the terms and conditions of
the Transaction entered into between us on the Trade Date referred to below.
This letter constitutes a "Confirmation" as referred to in the Master Agreement
specified below.

The definitions and provisions contained in the 2000 ISDA Definitions (as
published by the International Swap and Derivatives Association, Inc., as such
definitions are modified and amended by the Schedule to the Master Agreement)
(the "Definitions") are incorporated into this Confirmation. In the event of any
inconsistency between those definitions and provisions and this Confirmation,
this Confirmation will govern.

This Confirmation supplements, forms a part of, and is subject to, the ISDA
Master Agreement dated as of September 25, 2003, as amended or supplemented from
time to time (the "Master Agreement") between you and us. All provisions
contained in the Master Agreement shall govern this Confirmation except as
expressly modified below.

The capitalized terms used herein and not otherwise defined herein, in the
Master Agreement or in the Definitions shall have the meanings assigned to them
in the Indenture, dated as of September 25, 2003, between Party A and JPMorgan
Chase Bank, as Indenture Trustee (the "Indenture") and the Servicing Agreement,
dated as of September 25, 2003, between Party A and General Electric Capital
Corporation, as Servicer (the "Servicing Agreement"), each as amended or
supplemented from time to time.

The terms of the particular Transaction to which this Confirmation relates are
as follows:

Type of Transaction:                Fixed/Floating Interest Rate Swap

Notional Amount:                    With respect to any Interest Accrual Period,
                                    the product of (i) the aggregate Loan Value
                                    of Loans that bear interest at a fixed rate
                                    (excluding Hybrid Loans, the "Fixed Rate
                                    Loans") as of the beginning of the calendar
                                    month in which the Interest Accrual Period
                                    commenced; and (ii) the lesser of (x) the
                                    quotient of (a) the Outstanding Principal
                                    Balance of the Notes immediately after the
                                    Payment Date on which such Interest Accrual
                                    Period commences; divided by (b) the Pool
                                    Balance as of the beginning of the calendar
                                    month in

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                                    which the Interest Accrual Period commenced
                                    and (y) 1.0. The Notional Amount for the
                                    first Interest Accrual Period is USD
                                    187,562,824.

Trade Date:                         September 19, 2003

Effective Date:                     September 25, 2003

Termination                         Date: The earlier of (i) the Payment Date
                                    occurring in November 2011; (ii) the Payment
                                    Date on which the aggregate outstanding Loan
                                    Values of the Fixed Rate Loans is zero;
                                    (iii) the Payment Date on which the
                                    Outstanding Principal Balance of the Notes
                                    is reduced to zero and (iv) an Early
                                    Termination Date.

Payment Date:                       One Business Day prior to the last day of
                                    each Interest Accrual Period.

Calculation Period:                 Initially, the period from and including
                                    September 25, 2003 to but excluding, October
                                    20, 2003, and for each period thereafter,
                                    from and including the twentieth day of each
                                    calendar month to and excluding the
                                    twentieth day of the next calendar month.

Business Day Convention:            Following

Business Day:                       New York and London

Fixed Rate Amounts:

     Fixed Rate Payer:              Party A

     Fixed Rate Payer
     Payment Date:                  Each Payment Date

     Fixed Rate Payer
     Period End Dates:              Last day of each Interest Accrual Period,
                                    with No Adjustment to Period End Date.

     Fixed Rate:                    2.2135% per annum

     Fixed Rate Day
       Count Fraction:              30/360

LIBOR Floating Rate Amounts:

     LIBOR Floating Rate Payer:     Party B

     LIBOR Floating Rate Payer

                                  Deutsche Bank Fixed/Floating Rate Confirmation

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     Payment Dates:                 Each Payment Date

     LIBOR Floating Rate Payer

     Period End Dates:              The last day of each Interest Accrual
                                    Period, subject to adjustment in accordance
                                    with the Following Business Date Convention.

     Reset Date:                    The first day of each Interest Accrual
                                    Period, subject to adjustment in accordance
                                    with the Following Business Date Convention.

     LIBOR Floating Rate:           USD-LIBOR-BBA

     Designated Maturity:           One month

     Cap Rate:                      N/A

     LIBOR Floating Rate Day
     Count Fraction:                Actual/360

     Compounding:                   N/A

     Business Days:                 New York

Calculation Agent:                  Party B

Account Details

          Payments to Party A: To be provided in written instructions.

          Payments to Party B: To be provided in written instructions.

         (a) Other Provisions:

         In the event that there is a purchase by CEF Equipment Holdings, L.L.C.
of all Loans owned by Party A pursuant to Section 6.1 of the Servicing
Agreement, Party A shall assign all of its rights and obligations hereunder to
General Electric Capital Services, Inc.

                     [Rest of page intentionally left blank]

                            [Signature Page Follows].

                                  Deutsche Bank Fixed/Floating Rate Confirmation

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         Please confirm that the foregoing correctly sets forth the terms of our
agreement by executing the copy of this Confirmation enclosed for that purpose
and returning it to us.

                                    DEUTSCHE BANK AG, NEW YORK BRANCH

                                    By: ________________________________________
                                        Name:
                                        Title:

                                    By: ________________________________________
                                        Name:
                                        Title:

                                  Deutsche Bank Fixed/Floating Rate Confirmation

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Accepted and confirmed as of
the date first above written:

GE COMMERCIAL EQUIPMENT FINANCING, L.L.C., SERIES 2003-1
By: CEF Equipment Holding, L.L.C.
    its Managing Member

By _____________________________________________
   Name:
   Title:

                                  Deutsche Bank Fixed/Floating Rate Confirmation