Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended September 30, 2005

¨ 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 1-35

GENERAL ELECTRIC COMPANY

(Exact name of registrant as specified in its charter)

New York		14-0689340
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

3135 Easton Turnpike, Fairfield, CT		06828-0001
(Address of principal executive offices)		(Zip Code)

(Registrant’s telephone number, including area code) (203) 373-2211 _______________________________________________ (Former name, former address and former fiscal year, if changed since last report)

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 þ No ¨

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes þ No ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨No þ

There were 10,566,167,000 shares of common stock with a par value of $0.06 per share outstanding at September 30, 2005.

(1)

General Electric Company

		Page
Part I - Financial Information

Item 1. Financial Statements
Condensed Statement of Earnings
Three Months Ended September 30, 2005		3
Nine Months Ended September 30, 2005		4
Condensed Statement of Financial Position		5
Condensed Statement of Cash Flows		6
Summary of Operating Segments		7
Notes to Condensed, Consolidated Financial Statements		8
Item 2. Management’s Discussion and Analysis of Results of Operations and Financial Condition		19
Item 4. Controls and Procedures		34

Part II - Other Information

Item 1. Legal Proceedings		35
Item 2. Purchases of Equity Securities by the Issuer and Affiliated Purchasers		35
Item 6. Exhibits		36
Signatures		37

Forward-Looking Statements

This document contains “forward-looking statements”- that is, statements related to future, not past, events. In this context, forward-looking statements often address our expected future business and financial performance, and often contain words such as “expects,”“anticipates,”“intends,”“plans,”“believes,”“seeks,” or “will.” Forward-looking statements by their nature address matters that are, to different degrees, uncertain. For us, particular uncertainties which could adversely or positively affect our future results include: the behavior of financial markets, including fluctuations in interest rates and commodity prices; strategic actions, including dispositions; future integration of acquired businesses; future financial performance of major industries which we serve, including, without limitation, the air and rail transportation, energy generation, media, real estate and healthcare industries; unanticipated loss development in our insurance businesses; and numerous other matters of national, regional and global scale, including those of a political, economic, business, competitive and regulatory nature. These uncertainties may cause our actual future results to be materially different than those expressed in our forward-looking statements. We do not undertake to update our forward-looking statements.

Restatement

As described in our Annual Report on Form 10-K/A for the year ended December 31, 2004, filed on May 6, 2005, we restated certain financial statements and other information, including such statements and information for each of the quarters of 2004, with respect to our accounting for certain derivatives transactions not qualifying for accounting purposes as hedges.

Genworth

On September 27, 2005, we reduced our ownership of Genworth Financial, Inc. (Genworth) to 27%, a level of investment that is reported as an associated company. As an associated company, our ongoing interest in Genworth operating results as well as our $3.2 billion remaining net investment at September 30, 2005, were each presented on a one-line basis. On our September 30, 2005, Condensed Statement of Financial Position, one-line display of the net assets and liabilities reduced total assets by $83.4 billion. The most significant effects of this reduction were a decrease in investment securities and insurance receivables that affected our consolidated assets, and a decrease in insurance liabilities, reserves and annuity benefits that affected our consolidated liabilities.

(2)

Part I. Financial Information

Item 1. Financial Statements

Condensed Statement of Earnings

General Electric Company and consolidated affiliates

	Three months ended September 30 (Unaudited)
	Consolidated						GE						Financial Services (GECS)
(In millions; per-share amounts in dollars)	2005			2004			2005			2004			2005			2004

Sales of goods	$	14,346		$	13,508		$	13,823		$	12,813		$	543		$	706
Sales of services		7,673			8,099			7,744			8,154			-			-
Other income		347			189			367			193			-			-
Earnings of GECS		-			-			2,685			2,253			-			-
GECS revenues from services		19,561			16,540			-			-			19,882			16,907
Total revenues		41,927			38,336			24,619			23,413			20,425			17,613

Cost of goods sold		11,247			10,349			10,764			9,686			505			674
Cost of services sold		4,754			5,578			4,825			5,633			-			-
Interest and other financial charges		3,826			2,974			339			355			3,619			2,734
Insurance losses and policyholder and
annuity benefits		4,646			3,858			-			-			4,698			3,910
Provision for losses on financing receivables		1,095			785			-			-			1,095			785
Other costs and expenses		9,979			9,401			3,200			3,075			6,934			6,530
Minority interest in net earnings of
consolidated affiliates		359			269			146			143			213			126
Total costs and expenses		35,906			33,214			19,274			18,892			17,064			14,759
Earnings before income taxes		6,021			5,122			5,345			4,521			3,361			2,854
Provision for income taxes		(1,344	)		(1,051	)		(668	)		(450	)		(676	)		(601	)
Net earnings	$	4,677		$	4,071		$	4,677		$	4,071		$	2,685		$	2,253

Per-share amounts
Diluted earnings per share	$	0.44		$	0.38
Basic earnings per share	$	0.44		$	0.39

Dividends declared per share	$	0.22		$	0.20

See notes to condensed, consolidated financial statements. Separate information is shown for “GE” and “Financial Services (GECS).” Transactions between GE and GECS have been eliminated from the “Consolidated” columns.

(3)

Condensed Statement of Earnings

General Electric Company and consolidated affiliates

	Nine months ended September 30 (Unaudited)
	Consolidated						GE						Financial Services (GECS)
(In millions; per-share amounts in dollars)	2005			2004			2005			2004			2005			2004

Sales of goods	$	42,751		$	38,915		$	40,912		$	36,995		$	1,881		$	2,010
Sales of services		23,662			20,457			23,896			20,647			-			-
Other income		1,260			650			1,321			660			-			-
Earnings of GECS		-			-			7,252			5,747			-			-
GECS revenues from services		55,536			48,687			-			-			56,503			49,667
Total revenues		123,209			108,709			73,381			64,049			58,384			51,677

Cost of goods sold		33,278			30,210			31,553			28,374			1,768			1,926
Cost of services sold		14,861			13,460			15,095			13,650			-			-
Interest and other financial charges		11,500			8,600			1,056			643			10,853			8,289
Insurance losses and policyholder
and annuity benefits		12,362			11,190			-			-			12,504			11,342
Provision for losses on financing receivables		2,955			2,744			-			-			2,955			2,744
Other costs and expenses		30,142			27,960			9,777			8,531			20,841			19,935
Minority interest in net earnings of
consolidated affiliates		1,130			539			581			291			549			248
Total costs and expenses		106,228			94,703			58,062			51,489			49,470			44,484

Earnings before income taxes		16,981			14,006			15,319			12,560			8,914			7,193
Provision for income taxes		(3,692	)		(2,818	)		(2,030	)		(1,372	)		(1,662	)		(1,446	)
Net earnings	$	13,289		$	11,188		$	13,289		$	11,188		$	7,252		$	5,747

Per-share amounts
Diluted earnings per share	$	1.25		$	1.08
Basic earnings per share	$	1.25		$	1.08

Dividends declared per share	$	0.66		$	0.60

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Condensed Statement of Financial Position

General Electric Company and consolidated affiliates

	Consolidated						GE						Financial Services (GECS)
(In millions; except share amounts)	9/30/05			12/31/04			9/30/05			12/31/04			9/30/05			12/31/04

Cash and equivalents	$	10,927		$	15,328		$	3,227		$	3,155		$	9,653		$	12,367
Investment securities		78,928			135,536			458			413			78,491			135,152
Current receivables		12,860			14,233			13,070			14,533			-			-
Inventories		10,796			9,778			10,622			9,589			174			189
Financing receivables - net		281,062			282,699			-			-			281,062			282,699
Insurance receivables - net		14,386			25,709			-			-			14,631			25,971
Other GECS receivables		15,034			10,771			-			-			18,709			14,134
Property, plant and equipment (including
equipment leased to others) - net		65,486			63,334			16,194			16,756			49,292			46,578
Investment in GECS		-			-			53,876			54,292			-			-
Intangible assets - net		83,295			83,240			57,544			54,720			25,751			28,520
All other assets		89,898			109,879			35,413			38,123			55,684			72,894
Total assets	$	662,672		$	750,507		$	190,404		$	191,581		$	533,447		$	618,504

Short-term borrowings	$	142,446		$	157,694		$	3,364		$	3,409		$	141,371		$	154,791
Accounts payable, principally trade accounts		22,524			24,729			9,710			11,013			16,426			17,104
Progress collections and price adjustments accrued		4,339			3,937			4,339			3,937			-			-
Other GE current liabilities		19,933			19,868			19,952			19,898			-			-
Long-term borrowings		217,600			212,670			7,590			7,625			210,994			206,008
Insurance liabilities, reserves and annuity benefits		75,128			140,585			-			-			75,422			140,902
All other liabilities		43,654			49,051			22,751			23,561			21,008			25,572
Deferred income taxes		14,691			14,769			4,037			3,616			10,654			11,153
Total liabilities		540,315			623,303			71,743			73,059			475,875			555,530

Minority interest in equity of consolidated affiliates		9,376			16,383			5,680			7,701			3,696			8,682
Common stock (10,566,167,000 and 10,586,358,000
shares outstanding at September 2005 and
December 2004, respectively)		669			669			669			669			1			1
Accumulated gains (losses) - net
Investment securities		1,866			2,268			1,866			2,268			1,779			2,345
Currency translation adjustments		3,650			6,850			3,650			6,850			3,089			5,104
Cash flow hedges		(941	)		(1,223	)		(941	)		(1,223	)		(939	)		(1,354	)
Minimum pension liabilities		(630	)		(657	)		(630	)		(657	)		(156	)		(150	)
Other capital		25,005			24,265			25,005			24,265			12,386			12,370
Retained earnings		97,685			91,411			97,685			91,411			37,716			35,976
Less common stock held in treasury		(14,323	)		(12,762	)		(14,323	)		(12,762	)		-			-

Total shareowners’ equity		112,981			110,821			112,981			110,821			53,876			54,292

Total liabilities and equity	$	662,672		$	750,507		$	190,404		$	191,581		$	533,447		$	618,504

The sum of accumulated gains (losses) on investment securities, currency translation adjustments, cash flow hedges and minimum pension liabilities constitutes “Accumulated nonowner changes other than earnings,” and was $3,945 million and $7,238 million at September 30, 2005 and December 31, 2004, respectively.

See notes to condensed, consolidated financial statements. Separate information is shown for “GE” and “Financial Services (GECS).” September 30, 2005, is unaudited. Transactions between GE and GECS have been eliminated from the “Consolidated” columns.

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Condensed Statement of Cash Flows

General Electric Company and consolidated affiliates

	Nine months ended September 30 (Unaudited)
	Consolidated						GE						Financial Services (GECS)
(In millions)	2005			2004			2005			2004			2005			2004

Cash flows - operating activities
Net earnings	$	13,289		$	11,188		$	13,289		$	11,188		$	7,252		$	5,747
Adjustments to reconcile net earnings to cash
provided from operating activities
Depreciation and amortization of
property, plant and equipment		6,507			6,158			1,867			1,768			4,640			4,390
Earnings retained by GECS		-			-			(1,740	)		(3,683	)		-			-
Deferred income taxes		451			(2,215	)		(146	)		(141	)		597			(2,074	)
Decrease in GE current receivables		1,766			690			1,857			678			-			-
Decrease (increase) in inventories		(919	)		(475	)		(934	)		(452	)		15			(23	)
Increase (decrease) in accounts payable		(1,422	)		4,341			(1,198	)		334			142			4,648
Increase (decrease) in GE progress collections		395			(565	)		395			(565	)		-			-
Increase in insurance liabilities, reserves
and annuity benefits		2,353			3,645			-			-			2,353			3,645
Provision for losses on financing receivables		2,955			2,744			-			-			2,955			2,744
All other operating activities		4,426			1,062			1,307			581			3,473			1,367
Cash from operating activities		29,801			26,573			14,697			9,708			21,427			20,444

Cash flows - investing activities
Additions to property, plant and equipment		(9,690	)		(9,247	)		(1,616	)		(1,297	)		(8,074	)		(7,950	)
Net decrease (increase) in GECS financing receivables		(5,513	)		625			-			-			(5,513	)		625
Payments for principal businesses purchased		(10,527	)		(20,060	)		(3,784	)		(3,889	)		(6,743	)		(16,171	)
All other investing activities		4,011			3,057			819			351			2,421			1,314
Cash used for investing activities		(21,719	)		(25,625	)		(4,581	)		(4,835	)		(17,909	)		(22,182	)

Cash flows - financing activities
Decrease in borrowings (maturities 90 days or less)		(10,218	)		(8,191	)		(493	)		(1,350	)		(8,027	)		(7,062	)
Newly issued debt (maturities longer than 90 days)		48,608			43,532			151			331			48,478			43,173
Repayments and other reductions (maturities
longer than 90 days)		(40,866	)		(33,556	)		(819	)		(1,584	)		(40,047	)		(31,972	)
Net dispositions (purchases) of GE treasury shares		(1,868	)		3,864			(1,868	)		3,864			-			-
Dividends paid to shareowners		(7,015	)		(6,158	)		(7,015	)		(6,158	)		(5,512	)		(2,064	)
All other financing activities		(1,124	)		(3,028	)		-			-			(1,124	)		(3,028	)
Cash used for financing activities		(12,483	)		(3,537	)		(10,044	)		(4,897	)		(6,232	)		(953	)

Increase (decrease) in cash and equivalents		(4,401	)		(2,589	)		72			(24	)		(2,714	)		(2,691	)
Cash and equivalents at beginning of year		15,328			12,664			3,155			1,670			12,367			11,273
Cash and equivalents at September 30	$	10,927		$	10,075		$	3,227		$	1,646		$	9,653		$	8,582

See notes to condensed, consolidated financial statements. Separate information is shown for “GE” and “Financial Services (GECS).” Transactions between GE and Financial Services (GECS) have been eliminated from the “Consolidated” columns.

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Summary of Operating Segments

General Electric Company and consolidated affiliates

	Three months ended September 30 (Unaudited)						Nine months ended September 30 (Unaudited)
(In millions)	2005			2004			2005			2004

Revenues
Commercial Finance	$	12,190		$	10,496		$	34,531		$	31,207
Consumer Finance		4,913			4,011			14,530			11,430
Healthcare		3,578			3,330			10,667			9,197
Industrial		8,257			7,635			24,178			22,344
Infrastructure		10,128			9,074			29,723			26,496
NBC Universal		3,038			4,096			10,497			8,545
Corporate items and eliminations		(177	)		(306	)		(917	)		(510	)
Consolidated revenues	$	41,927		$	38,336		$	123,209		$	108,709

Segment profit^(a)
Commercial Finance	$	1,451		$	1,135		$	3,916		$	3,072
Consumer Finance		810			681			2,280			1,883
Healthcare		589			503			1,670			1,426
Industrial		629			402			1,790			1,220
Infrastructure		1,880			1,608			5,336			4,701
NBC Universal		603			536			2,291			1,698
Total segment profit		5,962			4,865			17,283			14,000
Corporate items and eliminations		(278	)		11			(908	)		(797	)
GE interest and other financial charges		(339	)		(355	)		(1,056	)		(643	)
GE provision for income taxes		(668	)		(450	)		(2,030	)		(1,372	)
Consolidated net earnings	$	4,677		$	4,071		$	13,289		$	11,188

(a)

Segment profit always excludes the effects of principal pension plans and accounting changes, and may exclude matters such as charges for restructuring; rationalization and other similar expenses; in-process research and development and certain other acquisition-related charges and balances; certain gains and losses from dispositions; and litigation settlements or other charges, responsibility for which preceded the current management team. Segment profit excludes or includes interest and other financial charges and segment income taxes according to how a particular segment’s management is measured - excluded in determining segment profit, which we refer to as “operating profit,” for Healthcare, NBC Universal and the industrial businesses of the Industrial and Infrastructure segments; included in determining segment profit, which we refer to as “net earnings,” for Commercial Finance, Consumer Finance, and the financial services businesses of the Industrial segment (Equipment Services) and the Infrastructure segment (Aviation Financial Services, Energy Financial Services and Transportation Finance).

On July 5, 2005, we reorganized our businesses around markets and customers. Our Form 8-K filed September 16, 2005, provided reclassified information about this reorganization as it relates to prior periods. Results in this Form 10-Q are reported according to the current organization.

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Notes to Condensed, Consolidated Financial Statements (Unaudited)

1. The accompanying condensed, consolidated quarterly financial statements represent the consolidation of General Electric Company and all companies that we directly or indirectly control, either through majority ownership or otherwise. See note 1 to the consolidated financial statements included in the Annual Report on Form 10-K/A for the year ended December 31, 2004. That note discusses consolidation and financial statement presentation. As used in this report on Form 10-Q (Report) and in the Annual Report on Form 10-K/A, “GE” represents the adding together of all affiliated companies except General Electric Capital Services, Inc. (GECS or financial services), which is presented on a one-line basis; GECS consists of General Electric Capital Services, Inc. and all of its affiliates; and “Consolidated” represents the adding together of GE and GECS with the effects of transactions between the two eliminated. We reclassified certain prior-period amounts to conform to the current period’s presentation. One such reclassification related to GECS financings for sales and leases of GE-manufactured equipment. To reflect actual collections of consolidated cash from third parties for such transactions, consolidated cash from operating activities (CCFOA) and consolidated cash used for investing activities (CCUIA) for the nine months ended September 30, 2004, are consistent with the classification of such items adopted in the fourth quarter of 2004 and reflected in our 2004 Annual Report on Form 10-K/A. In the first nine months of 2004, GECS financed $1.07 billion of GE equipment and collected $666 million on such financings; consequently, we reduced both previously reported CCFOA and CCUIA for the first nine months of 2004 by $405 million.

2. The condensed, consolidated quarterly financial statements and notes thereto are unaudited. These statements include all adjustments (consisting of normal recurring accruals) that we considered necessary to present a fair statement of our 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. We label our quarterly information using a calendar convention, that is, first quarter is labeled as ending on March 31, second quarter as ending on June 30, and third quarter as ending on September 30. It is our longstanding practice to establish interim quarterly closing dates using a fiscal calendar, which requires our businesses to close their books on either a Saturday or Sunday, depending on the business. The effects of this practice are modest and only exist within a reporting year. The fiscal closing calendar from 1993 through 2013 is available on our website, www.ge.com/secreports.

(8)

3. GECS revenues from services are summarized in the following table.

	Three months ended September 30				Nine months ended September 30
(In millions)	2005		2004		2005		2004

Interest on time sales and loans	$	4,957	$	4,525	$	15,275	$	13,085
Premiums earned by insurance businesses		3,679		3,787		11,653		12,254
Operating lease rentals		3,006		2,860		8,562		7,929
Investment income		2,527		1,634		6,410		4,751
Financing leases		962		1,003		3,030		3,183
Fees		1,162		858		3,039		2,520
Other income^(a)		3,589		2,240		8,534		5,945
Total^(b)	$	19,882	$	16,907	$	56,503	$	49,667

(a)

Included gains on Genworth Financial, Inc. (Genworth) secondary public offerings of $422 million and $585 million for the three and nine months ended September 30, 2005, respectively, and the loss on the Genworth initial public offering of $388 million for the nine months ended September 30, 2004. See note 14.

(b)

Included $302 million and $78 million related to consolidated, liquidating securitization entities for the three months ended September 30, 2005 and 2004, respectively, and $1,031 million and $810 million for the nine months ended September 30, 2005 and 2004, respectively. Of that total, the amount related to Australian Financial Investments Group (AFIG), a December 2004 acquisition, was $140 million and $513 million in the three and nine months ended September 30, 2005, respectively.

4. We sponsor a number of pension and retiree health and life insurance benefit plans. Principal pension plans include the GE Pension Plan and the GE Supplementary Pension Plan. Principal retiree benefit plans generally provide health and life insurance benefits to employees who retire under the GE Pension Plan with 10 or more years of service. Other pension plans included the 34 U.S. and non-U.S. pension plans whose pension assets or obligations exceeded $50 million. Smaller pension plans and other retiree benefit plans are not material individually or in the aggregate. The effect on operations of the pension and retiree benefit plans follows.

	Principal Pension Plans
	Three months ended September 30						Nine months ended September 30
(In millions)	2005			2004			2005			2004

Expected return on plan assets	$	(971	)	$	(987	)	$	(2,911	)	$	(2,965	)
Service cost for benefits earned		407			289			1,057			939
Interest cost on benefit obligation		564			550			1,684			1,648
Prior service cost		63			70			187			247
Net actuarial loss recognized		90			39			261			108
Principal pension plans cost (income)	$	153		$	(39	)	$	278		$	(23	)

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	Other Pension Plans
	Three months ended September 30						Nine months ended September 30
(In millions)	2005			2004			2005			2004

Expected return on plan assets	$	(87	)	$	(75	)	$	(267	)	$	(225	)
Service cost for benefits earned		66			65			212			195
Interest cost on benefit obligation		89			79			274			237
Prior service cost		1			1			5			5
Net actuarial loss recognized		29			34			86			62
Other pension plans cost	$	98		$	104		$	310		$	274


	Principal Retiree Health and Life Insurance Plans
	Three months ended September 30						Nine months ended September 30
(In millions)	2005			2004			2005			2004

Expected return on plan assets	$	(34	)	$	(38	)	$	(103	)	$	(112	)
Service cost for benefits earned		92			51			199			181
Interest cost on benefit obligation		127			127			380			393
Prior service cost		75			75			224			224
Net actuarial loss recognized		18			11			54			47
Principal retiree benefit plans cost	$	278		$	226		$	754		$	733

(10)

5. GE’s authorized common stock consists of 13,200,000,000 shares, each having a par value of $0.06. Information related to the calculation of earnings per share follows.

	Three months ended September 30
	2005				2004
(In millions; per-share amounts in dollars)	Diluted		Basic		Diluted		Basic

Consolidated operations
Net earnings available for per-share calculation^(a)	$	4,674	$	4,677	$	4,071	$	4,071

Average equivalent shares
Shares of GE common stock outstanding		10,585		10,585		10,566		10,566
Employee compensation-related shares,
including stock options		38		-		44		-

Total average equivalent shares		10,623		10,585		10,610		10,566

Per-share amounts
Net earnings	$	0.44	$	0.44	$	0.38	$	0.39


	Nine months ended September 30
	2005				2004
(In millions; per-share amounts in dollars)	Diluted		Basic		Diluted		Basic

Consolidated operations
Net earnings available for per-share calculation^(b)	$	13,281	$	13,289	$	11,188	$	11,188

Average equivalent shares
Shares of GE common stock outstanding		10,591		10,591		10,353		10,353
Employee compensation-related shares,
including stock options		42		-		45		-

Total average equivalent shares		10,633		10,591		10,398		10,353

Per-share amounts
Net earnings	$	1.25	$	1.25	$	1.08	$	1.08

(a)	Includes dividend equivalents and dilutive effects of subsidiary-issued stock-based awards of $3 million in 2005 and an inconsequential amount in 2004.
(b)	Includes dividend equivalents and dilutive effects of subsidiary-issued stock-based awards of $8 million in 2005 and an inconsequential amount in 2004.

(11)

6. Inventories consisted of the following.

	At
(In millions)	9/30/05			12/31/04

Raw materials and work in process	$	5,792		$	5,042
Finished goods		5,400			4,995
Unbilled shipments		224			402
Revaluation to LIFO		(620	)		(661	)
Total	$	10,796		$	9,778

7. GECS financing receivables - net, consisted of the following.

	At
(In millions)	9/30/05			12/31/04

Time sales and loans, net of deferred income	$	222,319		$	220,593
Investment in financing leases, net of deferred income		63,788			67,754
		286,107			288,347
Less allowance for losses		(5,045	)		(5,648	)
Financing receivables - net	$	281,062		$	282,699

Included in the above are the financing receivables of consolidated, liquidating securitization entities as follows (see note 13):

	At
(In millions)	9/30/05			12/31/04

Time sales and loans, net of deferred income	$	17,307		$	20,728
Investment in financing leases, net of deferred income		1,144			2,125
		18,451			22,853
Less allowance for losses		(28	)		(5	)
Financing receivables - net	$	18,423		$	22,848

8. Property, plant and equipment (including equipment leased to others) - net, consisted of the following.

	At
(In millions)	9/30/05			12/31/04

Original cost	$	109,294		$	106,355
Less accumulated depreciation and amortization		(43,808	)		(43,021	)
Property, plant and equipment - net	$	65,486		$	63,334

(12)

9. Intangible assets - net, consisted of the following.

	At
(In millions)	9/30/05		12/31/04

Goodwill	$	71,254	$	71,191
Capitalized software		2,583		2,652
Present value of future profits (PVFP)		707		1,426
Other intangibles		8,751		7,971
Total	$	83,295	$	83,240

Intangible assets were net of accumulated amortization of $12,167 million at September 30, 2005, and $16,974 million at December 31, 2004.

Changes in goodwill balances, net of accumulated amortization, follow.

(In millions)	Balance 1/1/05		^(a)	Acquisitions/ purchase accounting adjustments				Currency exchange, dispositions and other			Balance 9/30/05

Commercial Finance	$	13,967			$	286		$	(1,950	)^(b)	$	12,303
Consumer Finance		9,860				(88	)		(432	)		9,340
Healthcare		13,259				219			(76	)		13,402
Industrial		7,674				1,333			(160	)		8,847
Infrastructure		9,759				673			(285	)		10,147
NBC Universal		16,672				543			-			17,215
Total	$	71,191			$	2,966		$	(2,903	)	$	71,254

(a)	Balances reflect the July 2005 business reorganization.
(b)	Includes ($1,491 million) related to the deconsolidation of Genworth. See note 14.

The amount of goodwill related to new acquisitions recorded during the first nine months of 2005 was $2,821 million, the largest of which were the following:

•	Industrial acquired Edwards Systems Technology ($1,045 million) and Everest VIT, Inc. ($170 million).

•	Infrastructure acquired Ionics, Inc. ($587 million).

•	Commercial Finance acquired the Transportation Financial Services Group of CitiCapital ($228 million) and the Inventory Finance division of Bombardier Capital ($175 million).

•	NBC Universal acquired the previously outstanding minority interest in Vivendi Universal Entertainment LLLP (VUE) ($358 million).

(13)

Upon closing an acquisition, we estimate the fair values of assets and liabilities acquired and consolidate the acquisition as quickly as possible. Given the time it takes to obtain pertinent information to finalize the acquired company’s balance sheet (frequently with implications for the price of the acquisition), then to adjust the acquired company’s accounting policies, procedures, books and records to our standards, it is often several quarters before we are able to finalize those initial fair value estimates. Accordingly, subsequent revisions to our initial estimates are not uncommon. During the first nine months of 2005, we increased goodwill associated with previous acquisitions by $145 million. The largest such adjustments were increases associated with the 2004 acquisition of Amersham plc (Amersham) by Healthcare ($250 million) and the 2004 combination of NBC with VUE ($128 million). These adjustments were partially offset by a $284 million decrease at GECS, the largest of which was associated with the December 2004 acquisition of Australian Financial Investments Group (AFIG), a residential mortgage lender in Australia, by Consumer Finance.

Intangible Assets Subject to Amortization

	At
	9/30/05								12/31/04
(In millions)	Gross carrying amount		Accumulated amortization				Net		Gross carrying amount		Accumulated amortization				Net

Patents, licenses and other	$	7,207		$	(1,485	)	$	5,722	$	6,366		$	(1,131	)	$	5,235
Capitalized software		5,741			(3,158	)		2,583		5,466			(2,814	)		2,652
PVFP		1,157			(450	)		707		3,382			(1,956	)		1,426
All other		1,664			(685	)		979		4,739			(4,037	)		702
Total	$	15,769		$	(5,778	)	$	9,991	$	19,953		$	(9,938	)	$	10,015

Indefinite-lived intangible assets were $2,050 million and $2,034 million at September 30, 2005 and December 31, 2004, respectively, and comprised trademarks, tradenames and U.S. Federal Communication Commission licenses.

Consolidated amortization expense related to intangible assets subject to amortization was $380 million and $425 million for the quarters ended September 30, 2005 and 2004, respectively. Consolidated amortization expense related to intangible assets subject to amortization for the nine months ended September 30, 2005 and 2004, was $1,216 million and $1,183 million, respectively.

(14)

Changes in PVFP balances follow.

	Nine months ended September 30
(In millions)	2005			2004

Balance at January 1	$	1,426		$	1,562
Accrued interest ^(a)		62			68
Amortization		(146	)		(172	)
Genworth deconsolidation (note 14)		(664	)		-
Other		29			(20	)
Balance at September 30	$	707		$	1,438

(a)	Interest was accrued at a rate of 6.5% and 6.4% for the nine months ended September 30, 2005 and 2004, respectively.

We evaluate recoverability of PVFP periodically by comparing the current estimate of the present value of expected future gross profits with the unamortized asset balance. If such comparison indicates that the expected gross profits will not be sufficient to recover PVFP, the difference is charged to expense. No such expense was recorded in the nine months ended September 30, 2005 or 2004.

Amortization expense for PVFP in future periods will be affected by acquisitions, dispositions, realized capital gains and losses or other factors affecting the ultimate amount of gross profits realized from certain lines of business. Similarly, future amortization expense for other intangibles will depend on acquisition activity and other business transactions.

The estimated percentage of the December 31, 2004, net PVFP balance (adjusted for the Genworth deconsolidation) to be amortized over each of the next five years follows.

2005		2006		2007		2008		2009

6.6	%	5.3	%	4.3	%	4.0	%	3.7	%

(15)

10. GECS borrowings are summarized in the following table.

	At
(In millions)	9/30/05		12/31/04

Short-term borrowings
Commercial paper
U.S.
Unsecured	$	60,325	$	62,694
Asset-backed^(a)		10,347		13,842
Non-U.S.		20,463		20,835
Current portion of long-term debt^(b)		32,422		37,530
Other		17,814		19,890
Total		141,371		154,791

Long-term borrowings
Senior notes
Unsecured		186,208		179,692
Asset-backed^(c)		7,399		10,939
Extendible notes^(d)		14,209		14,258
Subordinated notes^(e)		3,178		1,119
Total		210,994		206,008
Total borrowings	$	352,365	$	360,799

(a)	Entirely obligations of consolidated, liquidating securitization entities. See note 13.
(b)	Included short-term borrowings by consolidated, liquidating securitization entities of $772 million and $756 million at September 30, 2005, and December 31, 2004, respectively.
(c)	Entirely obligations of consolidated, liquidating securitization entities. The amounts related to AFIG, a December 2004 acquisition, were $7,056 million and $9,769 million at September 30, 2005, and December 31, 2004, respectively.
(d)	Included obligations of consolidated, liquidating securitization entities of $226 million and $267 million at September 30, 2005, and December 31, 2004, respectively.
(e)	At September 30, 2005, and December 31, 2004, subordinated notes of $1.0 billion, issued between 1991 and 1995, were guaranteed by General Electric Company.

11. A summary of increases (decreases) in shareowners’ equity that did not result directly from transactions with shareowners, net of income taxes, follows.

	Three months ended September 30						Nine months ended September 30
(In millions)	2005			2004			2005			2004

Net earnings	$	4,677		$	4,071		$	13,289		$	11,188
Investment securities - net changes in value		(1,078	)		1,136			(402	)		(498	)
Issuance of NBC Universal shares and other		-			-			109			2,130
Currency translation adjustments - net		473			35			(3,200	)		(304	)
Cash flow hedges - net changes in value		84			143			282			719
Minimum pension liability - net		3			(7	)		27			(11	)
Total	$	4,159		$	5,378		$	10,105		$	13,224

(16)

12. In 2002, we adopted the stock option expense provisions of SFAS 123, Accounting for Stock Based Compensation, using the prospective method of transition. A comparison of as reported and pro-forma net earnings, including effects of expensing stock options, follows.

	Three months ended September 30				Nine months ended September 30
(In millions; per-share amounts in dollars)	2005		2004		2005		2004

Net earnings, as reported	$	4,677	$	4,071	$	13,289	$	11,188
Earnings per share, as reported
Diluted		0.44		0.38		1.25		1.08
Basic		0.44		0.39		1.25		1.08
Stock option expense included in net earnings		26		29		84		74
Total stock option expense		41		67		141		188

Pro-Forma Effects
Net earnings, on pro-forma basis		4,662		4,033		13,232		11,074
Earnings per share, on pro-forma basis
Diluted		0.44		0.38		1.24		1.07
Basic		0.44		0.38		1.25		1.07

13. Securitized assets that are reported in our condensed financial statements are held by securitization-related special purpose entities that were consolidated in accordance with Financial Accounting Standards Board (FASB) Interpretation No. (FIN) 46, Consolidation of Variable Interest Entities, as amended. Although we do not control these entities, we consolidated them because we provided a majority of their credit and liquidity support. Most of these entities were established to issue securities backed by assets that were sold by us and by third parties. These entities differ from other entities included in our consolidated financial statements because the assets they hold are legally isolated and are unavailable to us under any circumstances. Repayment of their liabilities depends primarily on cash flows generated by their assets. Because we have ceased transferring assets to these entities, balances will decrease as the assets repay. We refer to these entities as “consolidated, liquidating securitization entities.”

In December 2004, we acquired AFIG. Before the acquisition, AFIG had established entities to securitize residential real estate mortgages, its primary assets. These entities are required to be consolidated under U.S. generally accepted accounting principles. Similar to consolidated, liquidating securitization entities, no new assets have been transferred post acquisition, and we intend to run off these assets. Because these entities have characteristics similar to characteristics of entities we consolidated when we adopted FIN 46, they are included in the following disclosures about securitization entities.

(17)

Assets in securitization entities, both consolidated and off-balance sheet, were as follows:

	At
(In millions)	9/30/05		12/31/04

Receivables secured by
Equipment	$	13,180	$	13,941
Commercial real estate		12,787		15,747
Residential real estate ^(a)		8,225		9,094
Other assets		11,187		11,723
Credit card receivables		9,081		7,075
GE trade receivables		3,528		3,582
Total securitized assets	$	57,988	$	61,162

	At
(In millions)	9/30/05		12/31/04

Off-balance sheet^(b)(c)	$	37,154	$	34,417
On-balance sheet - AFIG		7,197		9,094
On-balance sheet - other^(d)		13,637		17,651
Total securitized assets	$	57,988	$	61,162

(a)	Included $7,197 million and $9,094 million related to AFIG at September 30, 2005 and December 31, 2004, respectively.
(b)	At September 30, 2005 and December 31, 2004, related liquidity support amounted to $2,100 million and $2,300 million, respectively, net of $3,900 million and $4,300 million, respectively, participated or deferred beyond one year. Related credit support amounted to $6,000 million and $6,600 million at September 30, 2005 and December 31, 2004, respectively.
(c)	Liabilities for recourse obligations related to off-balance sheet assets were $0.1 billion at both September 30, 2005 and December 31, 2004.
(d)	At September 30, 2005 and December 31, 2004, related liquidity support amounted to $11,200 million and $14,400 million, respectively, net of $300 million and $1,200 million, respectively, participated or deferred beyond one year. Related credit support amounted to $5,100 million and $6,900 million at September 30, 2005 and December 31, 2004, respectively.

The portfolio of financing receivables consisted of loans and financing lease receivables secured by equipment, commercial and residential real estate and other assets; and credit card receivables. Examples of these assets include loans and leases on manufacturing and transportation equipment, loans on commercial property, commercial loans, and balances of high credit quality accounts from sales of a broad range of products and services to a diversified customer base.

(18)

Assets in consolidated, liquidating securitization entities are shown in the following captions in the Condensed Statement of Financial Position.

	At
(In millions)	9/30/05		12/31/04

Investment securities	$	396	$	1,147
Financing receivables - net (note 7) ^(a)		18,423		22,848
Other assets		1,940		2,408
Other, principally insurance receivables		75		342
Total	$	20,834	$	26,745

(a)	Included $7,197 million and $9,094 million related to AFIG at September 30, 2005 and December 31, 2004, respectively.

14. In May 2004, we completed an initial public offering of Genworth Financial, Inc. (Genworth), our formerly wholly-owned subsidiary that conducted most of our consumer insurance business, including life and mortgage insurance. In March 2005, we completed a secondary public offering of 80.5 million shares of Class A Common Stock and, concurrently, Genworth repurchased directly from us approximately 19.4 million shares of Genworth Class B Common Stock. On September 27, 2005, we completed a secondary public offering of 116.2 million shares of Class A Common Stock. These 2005 transactions reduced our ownership of Genworth to 27% and resulted in pre-tax gains of $576 million ($340 million after tax) in the Commercial Finance segment. Following the September 27, 2005, offering, our remaining $3,152 million investment in Genworth was reported as an investment in an associated company accounted for under the equity method.

Item 2. Management’s Discussion and Analysis of Results of Operations and Financial Condition

General Electric Company’s consolidated financial statements represent the combination of the industrial manufacturing and product services businesses of General Electric Company (GE) and the financial services businesses of General Electric Capital Services, Inc. (GECS or financial services).

In the accompanying analysis of financial information, we sometimes use information derived from consolidated financial information but not presented in our financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP). Certain of these data are considered “non-GAAP financial measures” under U.S. Securities and Exchange Commission (SEC) rules. For such measures, we have provided supplemental explanations and reconciliations in Exhibit 99 to this report on Form 10-Q.

Restatement

(19)

A. Results of Operations

Overview

General Electric Company net earnings increased 15% to $4.677 billion, or $0.44 per share, in the third quarter of 2005, compared with $4.071 billion ($0.38 per share) in the third quarter of 2004. Our third quarter 2005 results reflected the portfolio changes made in the last two years and the continued benefits of our diversification and growth initiatives. Despite a volatile environment, we achieved double-digit earnings growth across all six of our businesses.

For the first nine months of 2005, net earnings rose 19% to $13.289 billion, compared with $11.188 billion in 2004 and net earnings per share increased 16% to $1.25, compared with last year’s $1.08.

In March and September 2005, we completed transactions that reduced our ownership of Genworth Financial, Inc. (Genworth) to 27% realizing after-tax gains of $0.3 billion in the Commercial Finance segment. At September 30, 2005, we held 127.1 million shares of Genworth’s Class B Common Stock and our remaining investment was $3.2 billion. We expect (subject to market conditions) to reduce our ownership in Genworth by the end of 2006 as it transitions to full independence. We have increased our focus on exiting our remaining insurance operations.

We recognized an after-tax loss of $0.4 billion in the Commercial Finance segment resulting from two major hurricanes inflicting significant damage in the southern United States in the third quarter of 2005. This loss slightly exceeded our third quarter 2004 U.S. hurricane-related losses.

Revenues of $41.9 billion in the third quarter of 2005 were 9% higher than in the corresponding quarter of 2004. Organic revenues - that is, revenues from comparable business activities excluding Insurance - increased 8%. A reconciliation between reported and organic revenues is shown in Exhibit 99. Industrial sales increased 3% to $21.6 billion (8% excluding the effects of the 2004 Olympics broadcasts) reflecting the effects of recent acquisitions. Sales of product services (including sales of spare parts and related services) grew 9% to $6.7 billion in the third quarter. Financial services revenues were $20.4 billion, a $2.8 billion, or 16%, increase over the third quarter of 2004. Revenues increased by $0.1 billion in the third quarter of 2004 for effects of certain derivatives transactions not qualifying for accounting purposes as hedges. Revenues also increased as a result of organic revenue growth, higher insurance investment income, the September 2005 Genworth secondary public offering and the effects of acquisitions and dispositions.

Revenues for the first nine months of 2005 rose 13% to $123.2 billion, compared with $108.7 billion last year. Industrial sales of $64.8 billion were 12% higher than in 2004 primarily reflecting the effects of recent acquisitions ($6.2 billion) and a stronger economy, partially offset by dispositions ($0.8 billion). Financial services revenues for the first nine months of 2005 were $58.4 billion, a $6.7 billion, or 13%, increase over the first nine months of 2004. Revenues decreased by $0.1 billion and increased by $0.1 billion for the first nine months of 2005 and 2004, respectively, for effects of certain derivatives transactions not qualifying for accounting purposes as hedges. Revenues also increased as a result of organic revenue growth, higher insurance investment income, the effects of acquisitions and dispositions, effects of the Genworth public offerings and the weaker U.S. dollar.

(20)

Total orders for the quarter increased 11% over third quarter of 2004. Backlog for major equipment orders rose 5% to $28.9 billion during the nine months ended September 30, 2005. In addition, global revenues increased 16% in the third quarter of 2005. We believe that our diversified portfolio is strategically positioned and performing well.

Effects of acquisitions and dispositions on comparisons of our operations follow.

	Three months ended September 30						Nine months ended September 30
(In billions)	2005			2004			2005			2004

Acquisitions
Revenues	$	1.1		$	3.5		$	8.6		$	7.9
Net earnings		0.1			0.2			0.8			0.5	^(a)

Dispositions
Revenues		(0.1	)		(1.3	)		(0.5	)		(3.7	)
Net earnings		0.1			(0.5	)		0.3			(1.1	)

(a)	Included corporate costs of $0.2 billion related to the write off of in-process research and development projects and other transitional costs associated with the acquisition of Amersham plc.

We integrate acquisitions as quickly as possible. Only revenues and earnings from the date we complete the acquisition through the end of the fourth following quarter are attributed to “acquired” businesses.

Segment Analysis

The following discussion compares revenues and segment profit by operating segment for the three and nine months ended September 30, 2005 and 2004.

As described in our Form 8-K filed September 16, 2005, we reorganized our businesses on July 5, 2005, around markets and customers.

Our six reporting segments as of July 5, 2005, were as follows:

•	Commercial Finance - the combination of our previous Commercial Finance (excluding Aviation Financial Services, Energy Financial Services and Transportation Finance) and Insurance segments and GE Equity, previously reported in the Equipment & Other Services segment

•	Consumer Finance - unchanged

•	Healthcare - unchanged

•

Industrial - the combination of our previous Consumer & Industrial and Advanced Materials segments, the Security, Sensing and Fanuc Automation businesses of our previous Infrastructure segment, the Inspection Technologies business of our previous Transportation segment and Equipment Services, previously reported in the Equipment & Other Services segment

(21)

•	Infrastructure - the combination of our previous Energy and Transportation segments, the Water business of our previous Infrastructure segment, and Aviation Financial Services, Energy Financial Services and Transportation Finance of our previous Commercial Finance segment

•	NBC Universal - unchanged

Segment profit is determined based on internal performance measures used by the Chief Executive Officer to assess the performance of each business in a given period. In connection with that assessment, the Chief Executive Officer may exclude matters such as charges for restructuring; rationalization and other similar expenses; in-process research and development and certain other acquisition-related charges and balances; certain gains and losses from dispositions; and litigation settlements or other charges, responsibility for which precedes the current management team.

Segment profit always excludes the effects of principal pension plans and accounting changes. Segment profit excludes or includes interest and other financial charges and income taxes according to how a particular segment’s management is measured - excluded in determining segment profit, which we refer to as “operating profit,” for Healthcare, NBC Universal and the industrial businesses of the Industrial and Infrastructure segments; included in determining segment profit, which we refer to as “net earnings,” for Commercial Finance, Consumer Finance, and the financial services businesses of the Industrial segment (Equipment Services) and the Infrastructure segment (Aviation Financial Services, Energy Financial Services and Transportation Finance).

We have reclassified certain prior-period amounts to conform to the current period’s presentation. In addition to providing information on segments in their entirety, we have also provided supplemental information for certain businesses within the segments for greater clarity.

Commercial Finance

	Three months ended September 30				Nine months ended September 30
(In millions)	2005		2004		2005		2004

Revenues	$	12,190	$	10,496	$	34,531	$	31,207

Net revenues
Total revenues	$	12,190	$	10,496	$	34,531	$	31,207
Interest expense		1,575		1,288		4,702		3,732
Total net revenues	$	10,615	$	9,208	$	29,829	$	27,475

Segment profit	$	1,451	$	1,135	$	3,916	$	3,072


	At
(In millions)	9/30/05		9/30/04		12/31/04

Total assets	$	276,272	$	353,112	$	363,593

(22)

	Three months ended September 30				Nine months ended September 30
(In millions)	2005		2004		2005		2004

Revenues
Capital Solutions	$	2,834	$	2,877	$	8,579	$	8,377
Insurance		6,776		5,544		19,116		17,051
Real Estate		1,022		730		2,664		2,190

Segment profit
Capital Solutions	$	444	$	351	$	1,055	$	870
Insurance		239		120		906		583
Real Estate		343		243		893		750


	At
(In millions)	9/30/05		9/30/04		12/31/04

Total assets
Capital Solutions	$	83,724	$	76,720	$	80,514
Insurance		93,134		176,265		179,205
Real Estate		34,845		37,736		39,515

Commercial Finance revenues and net earnings increased 16% and 28%, respectively, compared with the third quarter of 2004. Revenues in the quarter included $0.2 billion from acquisitions and were reduced by $0.2 billion as a result of dispositions. Revenues in the quarter also increased $1.7 billion as a result of higher insurance investment income ($0.9 billion), organic revenue growth ($0.4 billion) and the effects of the September 2005 Genworth secondary public offering ($0.4 billion). Average assets in the noninsurance businesses increased 6%. These increases were partially offset by net declines in volume, including the effects of strategic exits of certain business channels at GE Insurance Solutions ($0.2 billion), the absence of revenue following the sale of Medical Protective Corporation at Insurance ($0.2 billion) in the second quarter of 2005 and the strengthening U.S. dollar ($0.1 billion). The increase in net earnings resulted primarily from higher insurance investment income (up $0.2 billion after policyholder dividends), the after-tax effects of the Genworth public offerings ($0.2 billion) and core growth of the noninsurance businesses ($0.2 billion), partially offset by net declines in volume, including the effects of strategic exits of certain business channels at GE Insurance Solutions ($0.1 billion).

(23)

Commercial Finance revenues and net earnings increased 11% and 27%, respectively, compared with the first nine months of 2004. Revenues for the first nine months of 2005 and 2004 included $0.9 billion and $0.3 billion from acquisitions, respectively, and in 2005 were reduced by $0.3 billion as a result of dispositions. Revenues for the first nine months of 2005 also increased $3.0 billion as a result of higher insurance investment income ($1.6 billion), the effects of the Genworth public offerings ($1.0 billion), organic revenue growth ($0.8 billion) and the weaker U.S. dollar ($0.4 billion). Average assets in the noninsurance businesses increased 6%. These increases were partially offset by net declines in volumes, including the effects of strategic exits of certain business channels at GE Insurance Solutions ($0.9 billion) and the effects of the sale of Medical Protective Corporation at Insurance ($0.1 billion). The increase in net earnings resulted primarily from core growth of the noninsurance businesses ($0.4 billion), higher insurance investment income (up $0.4 billion after policyholder dividends), the after-tax effects of the Genworth public offerings ($0.3 billion) and acquisitions ($0.2 billion), partially offset by net declines in volume, including the effects of strategic exits of certain business channels at GE Insurance Solutions ($0.2 billion) and lower securitizations ($0.1 billion).

The most significant acquisitions affecting Commercial Finance results in 2005 were the Transportation Financial Services Group of CitiCapital, acquired during the first quarter of 2005; the U.S. leasing business of IKON Office Solutions, acquired during the second quarter of 2004; and the commercial lending business of Transamerica Finance Corporation, acquired during the first quarter of 2004.

Consumer Finance

	Three months ended September 30				Nine months ended September 30
(In millions)	2005		2004		2005		2004

Revenues	$	4,913	$	4,011	$	14,530	$	11,430

Net revenues
Total revenues	$	4,913	$	4,011	$	14,530	$	11,430
Interest expense		1,364		908		4,060		2,525
Total net revenues	$	3,549	$	3,103	$	10,470	$	8,905

Segment profit	$	810	$	681	$	2,280	$	1,883


	At
(In millions)	9/30/05		9/30/04		12/31/04

Total assets	$	153,315	$	122,190	$	151,255

Consumer Finance revenues and net earnings increased 22% and 19%, respectively, compared with the third quarter of 2004. Revenues for the third quarter of 2005 included $0.4 billion from acquisitions and increased $0.5 billion primarily from organic revenue growth ($0.4 billion). The increase in net earnings resulted primarily from core growth ($0.2 billion), including growth in lower taxed earnings from global operations, partially offset by increased costs to launch new products and promote brand awareness ($0.1 billion).

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Consumer Finance revenues and net earnings increased 27% and 21%, respectively, compared with the first nine months of 2004. Revenues for the first nine months of 2005 included $1.5 billion from acquisitions, and increased $1.6 billion as a result of organic revenue growth ($1.3 billion) and the weaker U.S. dollar ($0.3 billion). The increase in net earnings resulted primarily from core growth ($0.5 billion), including growth in lower taxed earnings from global operations, and acquisitions ($0.1 billion), partially offset by increased costs to launch new products and promote brand awareness ($0.1 billion).

The most significant acquisitions affecting Consumer Finance results in 2005 were 2004 acquisitions. In the fourth quarter of 2004, we acquired Australian Financial Investments Group (AFIG), a residential mortgage lender in Australia; the private-label credit card portfolio of Dillard’s Inc.; and the strategic joint venture with Hyundai Capital Services, Korea’s leading consumer finance company. In the second quarter of 2004, we acquired WMC Finance Co. (WMC), a U.S. wholesale mortgage lender.

Healthcare revenues rose 7% to $3.6 billion in the third quarter of 2005 as higher volume ($0.3 billion), primarily from strong CT equipment sales at Healthcare Technology and increased sales at Medical Diagnostics, was partially offset by lower prices ($0.1 billion). Operating profit of $0.6 billion in the third quarter of 2005 was 17% higher than 2004 as productivity ($0.1 billion) and higher volume ($0.1 billion) more than offset lower prices ($0.1 billion).

Healthcare revenues rose 16% to $10.7 billion in the first nine months of 2005 as higher volume ($1.6 billion), reflecting the Amersham acquisition in the second quarter of 2004 ($0.7 billion), and the weaker U.S. dollar ($0.1 billion) more than offset lower prices ($0.3 billion). Operating profit of $1.7 billion was 17% higher than in the first nine months of 2004 as productivity ($0.3 billion) and higher volume ($0.3 billion) more than offset lower prices ($0.3 billion).

See Corporate Items and Eliminations for a discussion of items not allocated to this segment.

Industrial

	Three months ended September 30				Nine months ended September 30
(In millions)	2005		2004		2005		2004

Revenues	$	8,257	$	7,635	$	24,178	$	22,344

Segment profit	$	629	$	402	$	1,790	$	1,220

Revenues
Consumer & Industrial	$	3,522	$	3,423	$	10,359	$	10,010
Equipment Services		1,709		1,665		4,935		4,844
Plastics		1,663		1,485		4,951		4,351

Segment profit
Consumer & Industrial	$	196	$	163	$	588	$	516
Equipment Services		66		30		112		27
Plastics		197		94		645		346

(25)

Industrial revenue rose 8% in the third quarter of 2005 on higher prices ($0.4 billion) and higher volume ($0.2 billion) at the industrial businesses in the segment. The higher prices related primarily to Plastics and Consumer & Industrial. The volume increase related primarily to the acquisitions of Edwards Systems Technology and InVision Technologies, Inc. by our Security business, partially offset by lower volume at Plastics. Revenues also increased as a result of organic revenue growth ($0.1 billion), substantially offset by the effects of the 2004 disposition of IT Solutions ($0.1 billion) at Equipment Services. Segment profit rose 56% as higher prices ($0.4 billion) and higher volume ($0.1 billion) more than offset higher material and other costs ($0.1 billion) and lower productivity ($0.1 billion) at the industrial businesses in the segment. Segment profit also increased as a result of increased net earnings at Equipment Services reflecting core growth.

Industrial revenues rose 8% for the nine months ended September 30, 2005, compared with the corresponding period of 2004 on higher prices ($1.3 billion), higher volume ($0.3 billion) and the effects of the weaker U.S. dollar ($0.2 billion) at the industrial businesses in the segment. Price increases related primarily to Plastics and Consumer & Industrial while volume increases related primarily to the acquisitions of Edwards Systems Technology and InVision Technologies, Inc. by our Security business, partially offset by lower volume at Plastics. Revenues also increased as a result of organic revenue growth ($0.3 billion) and acquisitions ($0.1 billion), partially offset by the effects of the 2004 disposition of IT Solutions ($0.3 billion) all at Equipment Services. Segment profit for the nine months of 2005 rose 47% as price increases ($1.3 billion), and higher volume ($0.1 billion) more than offset higher material and other costs ($0.7 billion) and lower productivity ($0.3 billion) at the industrial businesses in the segment. Segment profit also increased as a result of increased net earnings at Equipment Services reflecting core growth ($0.1 billion).

(26)

Infrastructure

	Three months ended September 30				Nine months ended September 30
(In millions)	2005		2004		2005		2004

Revenues	$	10,128	$	9,074	$	29,723	$	26,496

Segment profit	$	1,880	$	1,608	$	5,336	$	4,701

Revenues
Aviation ^(a)	$	3,007	$	2,667	$	8,568	$	7,916
Aviation Financial Services		964		792		2,600		2,284
Energy		3,681		3,417		11,516		10,186
Energy Financial Services		379		301		989		772
Oil & Gas		906		790		2,310		2,155
Rail		910		733		2,558		2,131

Segment profit
Aviation ^(a)	$	604	$	518	$	1,821	$	1,529
Aviation Financial Services		195		76		543		353
Energy		584		553		1,786		1,741
Energy Financial Services		177		146		450		319
Oil & Gas		107		98		209		208
Rail		161		140		344		363

(a)	Previously referred to as Aircraft Engines.

Infrastructure revenues increased 12% in the third quarter of 2005 as higher volume ($1.1 billion) more than offset lower prices ($0.2 billion) at the industrial businesses in the segment. The increase in volume was primarily the result of increased sales at Energy, Aviation, Rail and Oil & Gas. The decrease in prices was primarily at Energy. Revenues also increased as a result of organic revenue growth at Aviation Financial Services ($0.2 billion) and Energy Financial Services ($0.1 billion). Segment profit rose 17%, or $0.3 billion, in the third quarter of 2005 as higher productivity ($0.2 billion) and higher volume ($0.2 billion) were partially offset by lower prices ($0.2 billion) at the industrial businesses of the segment. Segment profit also increased as a result of increased net earnings at Aviation Financial Services ($0.1 billion), reflecting core growth with growth in lower taxed earnings from global operations, including the ongoing reorganization of our foreign aircraft leasing operations.

(27)

Infrastructure revenues rose 12% for the nine months ended September 30, 2005 compared with the first nine months of 2004 as higher volume ($3.1 billion) and the effects of the weaker U.S. dollar ($0.2 billion) were partially offset by lower prices ($0.5 billion) at the industrial businesses in the segment. The increase in volume was primarily at Energy, Aviation and Rail. The decrease in prices was primarily at Energy, and was partially offset by increased prices at Rail. Revenues also increased as a result of organic revenue growth at Aviation Financial Services ($0.3 billion) and Energy Financial Services ($0.2 billion). Segment profit for the first nine months of 2005 rose 14% to $5.3 billion, compared with $4.7 billion in the corresponding period of 2004, as higher volume ($0.6 billion) and productivity ($0.2 billion) more than offset lower prices ($0.5 billion) and the effects of higher material and other costs ($0.2 billion) at the industrial businesses in the segment. The increase in volume primarily related to Energy and Aviation. Segment profit also increased as a result of increased net earnings at the financial services businesses. This increase reflected core growth at Aviation Financial Services ($0.2 billion), with growth in lower taxed earnings from global operations, including the ongoing reorganization of our foreign aircraft leasing operations and core growth at Energy Financial Services ($0.1 billion).

NBC Universal reported revenues of $3.0 billion in the third quarter of 2005 compared with $4.1 billion in the third quarter of 2004. The $1.1 billion, or 26%, decrease in revenues primarily resulted from the lack of a current year counterpart to the 2004 Olympic Games broadcasts ($0.9 billion) and lower network revenue ($0.1 billion). NBC Universal reported operating profit of $0.6 billion, up 13% from the third quarter of 2004 as a result of improved performance of the film and parks businesses ($0.1 billion).

NBC Universal reported a 23% increase in revenues to $10.5 billion for the first nine months of 2005 resulting from the second quarter 2004 combination of NBC with Vivendi Universal Entertainment LLLP (VUE) ($2.9 billion) and a gain in connection with the acquisition of preferred shares previously issued by VUE ($0.3 billion) partially offset by the absence of Olympics broadcasts in 2005 ($0.9 billion), lower network revenue ($0.3 billion) and an investment impairment ($0.1 billion). NBC Universal reported operating profit of $2.3 billion for the first nine months of 2005, up 35%, resulting from the 2004 combination of NBC with VUE ($0.5 billion) and the preferred share acquisition gain ($0.3 billion) partially offset by the investment impairment ($0.1 billion).

Corporate Items and Eliminations expense for the three months ended September 30, 2005, increased $0.3 billion compared with the corresponding period of 2004, reflecting higher pension costs ($0.2 billion) partially offset by higher gains on business dispositions not allocated to segments ($0.1 billion), primarily related to the dental disposition by Healthcare. Corporate items and eliminations expense for the nine months ended September 30, 2005, increased $0.1 billion as higher pension costs ($0.3 billion) more than offset the lack of a current year counterpart to last year’s $0.3 billion of Healthcare charges, principally related to the write off of in-process research and development projects and other transitional costs associated with the acquisition of Amersham.

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B. Financial Condition

Overview of Financial Position

Major changes in our financial position during 2005 resulted from the following.

•

During 2005, we completed acquisitions of Edwards Systems Technology and Ionics Inc. We also completed the preferred share acquisition with IAC/InterActiveCorp (IAC) and purchase of its minority interest in VUE. Our financial services business also completed acquisitions of the Transportation Financial Services Group of CitiCapital; the Inventory Finance division of Bombardier Capital; and ING’s portion of Heller AG.

•	At the end of the second quarter of 2005, we completed the previously announced sale of Medical Protective Corporation, formerly a wholly-owned subsidiary providing medical professional liability insurance, to Columbia Insurance, a unit of Berkshire Hathaway.

•

The U.S. dollar was slightly stronger at September 30, 2005, than it was at December 31, 2004, slightly reducing the translated levels of our non-U.S. dollar assets and liabilities. However, on average, the U.S. dollar has been weaker in 2005 than during the comparable 2004 period, resulting in increases in reported levels of non-U.S. dollar operations.

•

On September 27, 2005, we reduced our ownership of Genworth Financial, Inc. (Genworth) to 27%, a level of investment that is reported as an associated company. As an associated company, our ongoing interest in Genworth operating results as well as our $3.2 billion remaining net investment at September 30, 2005, were each presented on a one-line basis. On our September 30, 2005, Condensed Statement of Financial Position, one-line display of the net assets and liabilities reduced total assets by $83.4 billion. The most significant effects of this reduction were a decrease in investment securities ($54.1 billion) and insurance receivables ($10.5 billion) that affected our consolidated assets, and a decrease in insurance liabilities, reserves and annuity benefits ($61.9 billion) that affected our consolidated liabilities.

Consolidated assets of $662.7 billion at September 30, 2005, were $87.8 billion lower than at December 31, 2004. GE assets decreased $1.2 billion; Financial services assets decreased $85.1 billion.

GE assets were $190.4 billion at September 30, 2005, a decrease of $1.2 billion from December 31, 2004. The decrease reflects a $2.7 billion decrease in All other assets, primarily from the IAC transaction at NBC Universal, and a $1.5 billion decrease in current receivables, partially offset by a $2.8 billion increase in intangible assets, primarily related to the acquisitions of Edwards Systems Technology and Ionics.

Financial services assets decreased by $85.1 billion from the end of 2004 primarily resulting from the Genworth deconsolidation.

Consolidated liabilities of $540.3 billion at September 30, 2005, were $83.0 billion lower than the year-end 2004 balance. GE liabilities decreased $1.3 billion; Financial services liabilities decreased $79.7 billion.

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GE liabilities of $71.7 billion decreased $1.3 billion from December 31, 2004, reflecting a $1.3 billion reduction in accounts payable, and a $0.8 billion reduction in All other liabilities primarily because of the VUE/IAC preferred share transaction. The ratio of borrowings to total capital invested for GE at the end of the third quarter was 8.5% compared with 9.0% at the end of last year and 9.9% at September 30, 2004.

Financial services liabilities decreased by $79.7 billion to $475.9 billion reflecting decreases in Insurance liabilities, reserves and annuity benefits of $65.5 billion and borrowings of $8.4 billion. Insurance liabilities, reserves and annuity benefits decreased primarily as a result of the Genworth deconsolidation and sale of Medical Protective Corporation.

Consolidated cash and equivalents were $10.9 billion at September 30, 2005, a decrease of $4.4 billion for the first nine months of 2005. Cash and equivalents amounted to $10.1 billion at September 30, 2004, a decrease of $2.6 billion from December 31, 2003. GE cash from operating activities (CFOA) is a useful measure of performance for our non-financial services businesses and totaled $14.7 billion in the first nine months of 2005, $9.7 billion in the first nine months of 2004 and $7.4 billion in the first nine months of 2003.

With respect to GE CFOA, we believe it is useful to supplement our GE Condensed Statement of Cash Flows and to examine in a broader context the business activities that provide and require cash. That analysis follows.

	Nine months ended September 30
(In billions)	2005			2004

Operating cash collections	$	66.1		$	57.9
Operating cash payments		(56.9	)		(50.3	)
Cash dividends from GECS		5.5			2.1
GE cash from operating activities	$	14.7		$	9.7

The most significant source of cash in CFOA was customer-related activities, the largest of which was collecting cash following a product or services sale. GE operating cash collections increased by about $8.2 billion during the first nine months of 2005, consistent with the changes in comparable GE operating segment revenues comprising Healthcare, NBC Universal and the industrial businesses of the Industrial and Infrastructure segments. The “Segment Analysis” of operating segment revenues is the best way of understanding customer-related CFOA.

The most significant operating use of cash was to pay our suppliers, employees, tax authorities and others for the wide range of material and services necessary in a diversified global organization. GE operating cash payments increased in the first nine months of 2005 by about $6.6 billion, comparable to the increases in GE total costs and expenses, and reflect the effect of the second quarter 2004 acquisition of Amersham and the combination of NBC and VUE.

(30)

Cash from operating activities within the Financial services businesses increased in the first nine months of 2005 by $1.0 billion to $21.4 billion and increased in the first nine months of 2004 by $3.6 billion to $20.4 billion. This amount does not correspond to the distribution of GECS retained earnings displayed as dividends from GECS in CFOA. The amount we show in CFOA is the total dividend, including the normal dividend as well as any special dividends such as proceeds from business sales. Special dividends of $2.6 billion (primarily proceeds from the Genworth secondary public offering) were paid during the first nine months of 2005; $1.5 billion of special dividends (primarily proceeds from the Genworth public offering) were paid during the first nine months of 2004. Financial services cash is not necessarily freely available for alternative uses. For example, cash generated by our Insurance businesses is restricted by various insurance regulations. Maintaining or growing Commercial Finance and Consumer Finance assets requires that we invest much of the cash they generate from operating activities in their earning assets, an activity that is shown as investing activities.

Based on past performance and current expectations, in combination with the financial flexibility that comes with a strong balance sheet and the highest credit ratings, we believe that we are in a sound position to grow dividends, continue to execute on our announced $15 billion share repurchase program and continue making selective investments for long-term growth.

C. Financial Services Portfolio Quality

Investment securities comprise mainly available-for-sale investment-grade debt securities held by the Insurance business of Commercial Finance in support of obligations to annuitants and policyholders, and debt and equity securities designated as trading and associated with certain non-U.S. contractholders who generally retain the related risks and rewards. GECS investment securities were $78.5 billion at September 30, 2005, compared with $135.2 billion at December 31, 2004. The decrease of $56.7 billion was primarily the result of the Genworth deconsolidation (see note 14) and the sale of Medical Protective Corporation in the second quarter of 2005.

We regularly review investment securities for impairment based on criteria that include the extent to which cost exceeds market value, the duration of that market decline, our intent and ability to hold to recovery and the financial health and specific prospects for the issuer. Of available-for-sale securities with unrealized losses at September 30, 2005, approximately $0.1 billion was at risk of being charged to earnings in the next 12 months; substantially all of this amount related to the automotive and commercial airline industries.

Impairment losses for the first nine months of 2005 totaled $0.1 billion compared with $0.2 billion in the 2004 period. We recognized impairments in both periods for issuers in a variety of industries; we do not believe that any of the impairments indicate likely future impairments in the remaining portfolio.

Gross unrealized gains and losses were $3.1 billion and $0.6 billion, respectively, at September 30, 2005, compared with $5.3 billion and $0.8 billion, respectively, at December 31, 2004, primarily reflecting the effects of the Genworth deconsolidation and a decrease in the estimated fair value of debt securities as interest rates increased. At September 30, 2005, available accounting gains could be as much as $0.9 billion, net of consequential adjustments to certain insurance assets that are amortized based on anticipated gross profits. The market values we used in determining unrealized gains and losses are those defined by relevant accounting standards and should not be viewed as a forecast of future gains or losses.

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At September 30, 2005, unrealized losses with a duration of 12 months or more related to investment securities collateralized by commercial aircraft were $0.2 billion. The aggregate amortized cost of these available-for-sale securities was $1.4 billion. We believe that our securities, which are current on all payment terms, were in an unrealized loss position because of ongoing negative market reaction to difficulties in the commercial airline industry. For these securities, we do not anticipate changes in the timing and amount of estimated cash flows, and expect full recovery of our amortized cost. Further, should our cash flow expectations prove to be incorrect, the current aggregate market values of aircraft collateral, based on information from independent appraisers, exceeded totals of both the market values and the amortized cost of our securities at September 30, 2005. See additional discussion of our positions in the commercial aviation industry under “D. Additional Considerations.”

Financing receivables is our largest category of assets and represents one of our primary sources of revenues. The portfolio of financing receivables, before allowance for losses, was $286.1 billion at September 30, 2005, and $288.3 billion at December 31, 2004. The related allowance for losses at September 30, 2005, amounted to $5.0 billion compared with $5.6 billion at December 31, 2004, representing our best estimate of probable losses inherent in the portfolio.

A discussion of the quality of certain elements of the financing receivables portfolio follows. For purposes of this discussion, “delinquent” receivables are those that are 30 days or more past due; “nonearning” receivables are those that are 90 days or more past due 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.

Commercial Finance financing receivables, before allowance for losses, totaled $126.2 billion at September 30, 2005, compared with $124.5 billion at December 31, 2004, and consisted of loans and leases to the equipment and leasing, commercial and industrial, and real estate industries. This portfolio of receivables increased primarily from core growth ($24.0 billion) and acquisitions ($8.9 billion), partially offset by securitizations and sales ($26.8 billion) and the effects of the strengthening U.S. dollar ($1.8 billion). Related nonearning and reduced-earning receivables were $1.4 billion (1.1% of outstanding receivables) at both September 30, 2005 and year-end 2004. Commercial Finance financing receivables are generally backed by assets and there is a broad spread of geographic and credit risk in the portfolio.

Consumer Finance financing receivables, before allowance for losses, were $128.0 billion at September 30, 2005, compared with $127.8 billion at December 31, 2004, and consisted primarily of card receivables, installment loans, auto loans and leases, and residential mortgages. This portfolio of receivables increased primarily as a result of core growth ($6.5 billion), partially offset by the effects of the strengthening U.S. dollar ($5.7 billion) and securitization activity ($0.6 billion). Nonearning consumer receivables were $2.7 billion at September 30, 2005, compared with $2.5 billion at December 31, 2004, representing 2.1% and 2.0% of outstanding receivables, respectively. The increase was primarily related to higher nonearning receivables in our European secured financing business, a business that tends to experience relatively higher delinquencies but lower losses than the rest of our consumer portfolio.

Infrastructure financing receivables, before allowance for losses, were $19.5 billion at September 30, 2005, compared with $20.9 billion at December 31, 2004, and consisted primarily of loans and leases to the commercial aircraft and energy industries. Related nonearning and reduced-earnings receivables were $0.1 billion (0.4% of outstanding receivables) at September 30, 2005, compared with $0.2 billion (0.8% of outstanding receivables) at December 31, 2004.

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Other financing receivables, before allowance for losses, were $12.4 billion and $15.1 billion at September 30, 2005 and December 31, 2004, respectively, and consisted primarily of financing receivables in consolidated, liquidating securitization entities. This portfolio of receivables decreased because we have stopped transferring assets to these entities. Nonearning receivables at September 30, 2005, were $0.1 billion (0.8% of outstanding receivables) compared with $0.2 billion (1.2% of outstanding receivables) at December 31, 2004.

Delinquency rates on managed Commercial Finance equipment loans and leases and managed Consumer Finance financing receivables follow.

	Delinquency rates at
	9/30/05^(a)		12/31/04		9/30/04

Commercial Finance	1.24	%	1.40	%	1.62	%
Consumer Finance	5.23		4.85		5.56

(a)	Subject to update.

Delinquency rates at Commercial Finance decreased from December 31, 2004, and September 30, 2004, to September 30, 2005, primarily resulting from improved collection efforts across all portfolios.

Delinquency rates at Consumer Finance increased from December 31, 2004, to September 30, 2005, as a result of higher delinquencies in our European secured financing business, a business that tends to experience relatively higher delinquencies but lower losses than the rest of our consumer portfolio. The decrease from September 30, 2004, to September 30, 2005, reflected the results of the standardization of our write-off policy and the acquisition of AFIG, partially offset by higher delinquencies in our European secured financing business.

D. Additional Considerations

Commercial Aviation

Demand in the global aviation markets has continued to be strong, the value of financed equipment has improved, and we continue to be confident in the global aviation industry’s prospects. Our commercial aviation customers operating under bankruptcy protection are taking steps to reduce costs. Our financial exposure to these carriers is substantially secured by various Boeing, Airbus and Bombardier aircraft and operating equipment.

At September 30, 2005, our largest exposures to carriers operating in bankruptcy were to Delta Air Lines, $3.2 billion (pre-petition); UAL Corp., $1.4 billion; and Northwest Airlines Corporation (Northwest Airlines), $1.4 billion. For the first nine months of 2005, we recognized impairment charges and provisions amounting to $0.7 billion, the largest of which related to Northwest Airlines. Comparable 2004 year-to-date impairment charges and provisions amounted to $0.5 billion.

In the third quarter of 2005, both Delta Air Lines and Northwest Airlines filed for bankruptcy protection. Our pre-petition and small net post-petition financing positions with Delta Air Lines are substantially secured by collateral. We expect Northwest Airlines management to inform us of their intent with respect to the equipment that substantially secures our exposure with that airline. We have adjusted our estimates of cash flows and residual values to reflect the information available to us in this fluid situation and have provided for estimated incurred losses.

(33)

On September 27, 2005, US Airways Group, Inc. finalized the transaction under which America West and US Airways began operating as US Airways. Our exposure to US Airways at September 30, 2005, was $3.2 billion and is substantially secured. Because we agreed upon completion of the merger to restructure a number of lease agreements and to remove aircraft on a scheduled basis from the US Airways fleet, we expect that our exposure to US Airways will continue to decline.

E. Debt Instruments

During the first nine months of 2005, GECS and GECS affiliates issued $47 billion of senior, unsecured long-term debt. This debt was both fixed and floating rate and was issued to institutional and retail investors in the U.S. and 14 other global markets. Maturities for these issuances ranged from one to 32 years. We used the proceeds primarily for repayment of maturing long-term debt, but also to fund acquisitions and asset growth. We anticipate that we will issue between $8 billion and $13 billion of additional long-term debt during the remainder of 2005, although the ultimate amount we issue will depend on our needs and on the markets.

Following is the composition of GECS debt obligations, excluding debt of consolidated, liquidating securitization entities such as asset-backed debt obligations.

	At
	9/30/05			12/31/04

Senior notes and other long-term debt		61	%		58	%
Commercial paper		24			25
Current portion of long-term debt		10			11
Other - bank and other retail deposits		5			6
Total		100	%		100	%

F. New Accounting Standard

In December 2004, the Financial Accounting Standards Board (FASB) issued Statement 123 (revised 2004), Share-Based Payment (SFAS 123R), which will be effective for us on January 1, 2006. Among other things, SFAS 123R requires expensing the fair value of stock options, previously optional accounting that we adopted voluntarily in 2002. The transitional effect of this provision of SFAS 123R will therefore be modest, consisting of reductions in third quarter, first nine months and full year 2006 net earnings of $5 million, $27 million and $27 million, respectively, to expense the unvested portion of options granted in 2001. SFAS 123R also will require us to change the classification of certain tax benefits from options deductions to financing rather than operating cash flows. While the effects of these future tax deductions will depend on several variables, had SFAS 123R been in effect, approximately $0.2 billion would have been required to be classified as financing, not operating, cash flows in the first nine months of both 2005 and 2004.

Item 4. Controls and Procedures

Under the direction of our Chief Executive Officer and Chief Financial Officer, we evaluated our disclosure controls and procedures and internal control over financial reporting and concluded that (i) our disclosure controls and procedures were effective as of September 30, 2005, and (ii) no change in internal control over financial reporting occurred during the quarter ended September 30, 2005, that has materially affected, or is reasonably likely to materially affect, such internal control over financial reporting.

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Part II. Other Information

Item 1. Legal Proceedings

On October 6, 2005, GE and the U.S. Environmental Protection Agency (EPA) entered into and filed in the U.S. District Court for the Northern District of New York a consent decree that, subject to approval of that court, represents a comprehensive framework for implementation of the EPA’s 2002 decision to dredge PCB-containing sediments in the upper Hudson River. The dredging will be performed in two phases with an intervening peer review of performance after phase 1. Under this consent decree, we have committed up to $111 million to reimburse the EPA for its past and future project oversight costs and agreed to perform the first phase of dredging. We further committed that, subject to future agreement with the EPA about completion of dredging after completion of phase 1 and the peer review, we will be responsible for further costs, including costs of phase 2 dredging. Our Statement of Financial Position as of September 30, 2005 and December 31, 2004, included liabilities for our estimates of the future costs of this remediation.

We previously announced that the Boston District Office of the U.S. Securities and Exchange Commission had commenced an investigation and requested that GE and GE Capital voluntarily provide certain documents and information with respect to the use of hedge accounting for derivatives by us and GE Capital. The SEC Staff advised us in August 2005 that the SEC had issued a formal order of investigation in connection with this matter, which we believe to be a common step in the process in such matters. We and GE Capital have continued to voluntarily provide documents and information to the SEC Staff and we intend to continue to cooperate fully with its investigation.

Item 2. Purchases of Equity Securities by the Issuer and Affiliated Purchasers

Period^(a)	Total number of shares purchased^(b)		Average price paid per share		Total number of shares purchased as part of our share repurchase program^(c)		Approximate dollar value of shares that may yet be purchased under our share repurchase program
(Shares in thousands)

2005
July		16,708		$34.79		14,300
August		12,672		$33.71		9,020
September		28,795		$33.77		25,996
Total		58,175		$34.05		49,316		$12.6 billion

(a)	Information is presented on a fiscal calendar basis, consistent with our quarterly financial reporting.
(b)	This category includes 8,859 shares repurchased from our various benefit plans, primarily the GE Savings and Security Program (the S&SP). Through the S&SP, a defined contribution plan with Internal Revenue Service Code 401(k) features, we repurchase shares resulting from changes in investment options by plan participants.
(c)	This balance represents the number of shares repurchased through the 2004 GE Share Repurchase Program (the Program) under which we are authorized to repurchase up to $15 billion of our common stock through 2007. The Program is flexible and shares are acquired with a combination of borrowings and free cash flow from the public markets and other sources, including GE Stock Direct, a stock purchase plan that is available to the public. As major acquisitions or other circumstances warrant, we will modify the frequency and amount of share repurchases under the Program.

(35)

Item 6. Exhibits

Exhibit 11	Computation of Per Share Earnings*

Exhibit 12	Computation of Ratio of Earnings to Fixed Charges

Exhibit 31(a)	Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Amended

Exhibit 31(b)	Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Amended

Exhibit 32	Certification Pursuant to 18 U.S.C. Section 1350

Exhibit 99	Financial Measures That Supplement Generally Accepted Accounting Principles

	*	Data required by Statement of Financial Accounting Standards No. 128, Earnings per Share, is provided in note 5 to the condensed, consolidated financial statements in this report.

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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 Company (Registrant)
October 24, 2005		/s/ Philip D. Ameen
Date		Philip D. Ameen Vice President and Comptroller Duly Authorized Officer and Principal Accounting Officer

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