Exhibit 99(b)

Certain sections of Management's Discussion and Analysis of Results of Operations of the 2003 Form 10-K, and notes 5, 6, 9 and 18, of the audited consolidated financial statements of GECC for the fiscal year ended December 31, 2003, all conformed to reflect the January 1, 2004, organizational changes.

OPERATIONS

We present Management's Discussion of Operations in three parts: Overview of Our Earnings from 2001 through 2003, Segment Operations and International Operations.

     In the accompanying analysis of financial information, we sometimes refer to data derived from consolidated financial information but not required by U.S. generally accepted accounting principles (GAAP) to be presented in financial statements. Certain of these data are considered "non-GAAP financial measures" under the U.S. Securities and Exchange Commission (SEC) regulations; those rules require the supplemental explanation and reconciliation provided on page 30 of exhibit 99(d).

ON JANUARY 1, 2004, WE SIMPLIFIED OUR ORGANIZATION. We will achieve lower costs of operations in platforms that will accommodate our future growth. The segments most affected by this change follow:

• Commercial Finance - The combination of Commercial Finance and the Fleet Services business that was previously part of Equipment Management
   
• Equipment & Other Services - The combination of Equipment Management (excluding Fleet Services) and the All Other GECS segments
   

Results in this financial section have been reclassified on the basis of that January 1, 2004, reorganization.

     GE announced in November 2003 its intent for an initial public offering (IPO) of a new company, Genworth Financial, Inc. (Genworth), comprising most of our life and mortgage insurance businesses. We plan to sell approximately one-third of Genworth's equity in the IPO, and we expect (subject to market conditions) to reduce our ownership over the next three years as Genworth transitions to full independence. We commenced the IPO process in January 2004 and expect to complete the IPO in the first half of the year, subject to market conditions and receipt of various regulatory approvals.

     See the Segment Operations section on page 9 of exhibit 99(d) for a more detailed discussion of our businesses.

Overview of Our Earnings from 2001 through 2003

The global economic environment must be considered when evaluating our 2001 to 2003 results. Important factors for us included slow global economic growth, a mild U.S. recession that did not cause significantly higher credit losses, lower global interest rates and distinct developments in two industries that are significant to us (commercial aviation and the road and rail transportation sector). As you will see in detail in the following pages, our

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diversification and risk management strategies reduced the earnings effects of many of the significant developments of the last three years. Our results were affected by a combination of factors, both positive and negative, as follows:

• Commercial and Consumer Finance at 59% and 78% of consolidated three-year revenues and earnings before accounting changes, respectively, are large, profitable growth businesses in which we continue to invest with confidence. In a challenging economic environment, these businesses grew earnings by $1.1 billion in 2003 and $0.5 billion in 2002. Solid core growth, disciplined risk management and successful acquisitions have delivered these strong results.
  
• Equipment & Other Services is economically sensitive and consequently was affected adversely by the U.S. recession and by slow global growth in developed countries. Even in the difficult environments it faced, this business continued to succeed in its primary role, to generate cash. Higher capacity, in combination with declining or weak volume growth in many industries served by this business, resulted in fierce competitive price pressures. Equipment & Other Services earnings declined $0.4 billion over this period.
  

Other factors that were important to our recent earnings performance included gains on the sale of Americom ($0.6 billion) in 2001; favorable tax settlements with the U. S. Internal Revenue Service (IRS) in 2002 ($0.3 billion); as well as gains on the sale of certain of our Insurance businesses ($0.1 billion) in 2003.

     Acquisitions affected our operations and contributed $2.3 billion, $3.7 billion and $1.5 billion, respectively, to consolidated revenues in each of the last three years. Our consolidated net earnings in 2003, 2002 and 2001 included approximately $0.3 billion, $0.4 billion and $0.2 billion, respectively, from acquired businesses. We integrate acquisitions as quickly as possible and only revenues and earnings during the first 12 months following the quarter in which we complete the acquisition are attributed to such businesses.

     Significant matters in our Statement of Earnings, page 31 of exhibit 99(d), are explained below.

INTEREST EXPENSE ON BORROWINGS was $9.5 billion in 2003 and 2002, compared with $10.0 billion in 2001. Changes over the three-year period reflected the effects of lower interest rates, partially offset by the effects of higher average borrowings of $270.0 billion, $240.5 billion and $201.0 billion in 2003, 2002 and 2001, respectively, used to finance asset growth and acquisitions. The average composite effective interest rate was 3.5% in 2003, compared with 4.1% in 2002 and 5.1% in 2001. In 2003, average assets of $471.8 billion were 15% higher than in 2002, which in turn were 18% higher than in 2001. See page 19 of exhibit 99(d) for a discussion of interest rate risk management.

INCOME TAXES on earnings before accounting changes were 18.0% in 2003, 12.9% in 2002 and 22.2% in 2001. The increase from 2002 to 2003 reflected the absence of a current year counterpart to the 2002 IRS settlements discussed below.

     Our 2002 effective tax rate reflected the effects of lower taxed earnings from international operations and favorable tax settlements with the IRS.

     During 2002, as a result of revised IRS regulations, we reached a settlement with the IRS allowing the deduction of previously realized losses associated with the prior disposition of Kidder Peabody. Also during 2002, we reached a settlement with the IRS regarding the treatment of certain reserves for obligations to policyholders on life insurance contracts in Insurance. See note 13 of exhibit 99(d).

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SEGMENT OPERATIONS

REVENUES AND SEGMENT PROFIT FOR OPERATING SEGMENTS are shown on page 10 of exhibit 99(d). General Electric Capital Services, Inc. (GECS), the sole owner of the common stock of GE Capital (GECC), are summarized and discussed below with a reconciliation to the GECC-only results, for three comparative years ending December 31, 2003. The most significant component of these reconciliations is the exclusion from the Insurance segment at the GECC level of the results of GE Global Insurance Holding (principally Employers Reinsurance Corporation – ERC), which is not a subsidiary of GECC but is a direct subsidiary of GECS. As discussed in our 2003 Annual Report on Form 10-K, effective January 1, 2004, we made changes to the way we report our segments. Information in this report reflects those changes. For additional information, including a description of the products and services included in each segment, see page 2 of exhibit 99(d).

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

     Revenues and earnings before accounting changes, by operating segment, for the past three years are summarized and discussed below. For purposes of this discussion, earnings before accounting changes is referred to as net earnings, which excludes goodwill amortization and accounting changes.

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CONSOLIDATED

For the years ended December 31 (In millions)	2003			2002			2001
REVENUES
Commercial Finance	$	20,813		$	19,592		$	17,723
Consumer Finance		12,845			10,266			9,508
Equipment & Other Services		4,427			5,545			7,735
Insurance		26,194			23,296			23,890
Total revenues		64,279			58,699			58,856
Less portion of revenues not included in GECC		(11,363	)		(9,880	)		(9,808	)
Total revenues - as reported in GECC	$	52,916		$	48,819		$	49,048
NET EARNINGS
Commercial Finance	$	3,910		$	3,310		$	2,879
Consumer Finance		2,161			1,799			1,602
Equipment & Other Services		(419	)		(388	)		(222	)
Insurance		2,102			(95	)		1,879
Total earnings before accounting changes		7,754			4,626			6,138
Less portion of net earnings not included in GECC		(522	)		1,879			396
Total earnings in GECC before accounting changes		7,232			6,505			6,534
Cumulative effect of accounting changes		(339	)		(1,015	)		(158	)
Total net earnings		6,893			5,490			6,376
Amortization of goodwill	–			–			(474		)
Total net earnings - as reported in GECC	$	6,893		$	5,490		$	5,902

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COMMERCIAL FINANCE

(In millions)		2003						2002						2001
REVENUES		$		20,813				$		19,592				$		17,723
Less portion of revenues not included in GECC			(316		)				(290		)				(193		)
Total revenues as reported in GECC	$		20,497				$		19,302				$		17,530
NET REVENUES
Total revenues		$		20,497				$		19,302				$		17,530
Interest expense				5,780						5,965						6,039
Total net revenues		$		14,717				$		13,337				$		11,491
NET EARNINGS		$		3,910				$		3,310				$		2,879
Less portion of Commercial Finance not included in GECC				(104		)				(47		)				5
Total net earnings in GECC		$		3,806				$		3,263				$		2,884

December 31 (In millions)	2003		2002
TOTAL ASSETS	$	214,016	$		202,462
Less portion of Commercial Finance not included in GECC		686		(918		)
Total assets in GECC	$	214,702	$		201,544

	2003		2002		2001
(In millions)
REAL ESTATE
Revenues in GECS	$	2,386	$	2,124	$	1,886
Net Earnings in GECS	$	834	$	650	$	528
AVIATION SERVICES
Revenues in GECS	$	2,881	$	2,694	$	2,173
Net Earnings in GECS	$	506	$	454	$	497
December 31 (In millions)	2003		2002
REAL ESTATE
Assets in GECS	$	27,767	$	29,522
AVIATION SERVICES
Assets in GECS	$	33,271	$	30,512

Commercial Finance revenues and net earnings increased 6% and 18%, respectively, compared with 2002. The increase in revenues resulted primarily from acquisitions across substantially all businesses ($1.1 billion), higher investment gains at Real Estate ($0.1 billion) and origination growth, partially offset by lower securitization activity ($0.1 billion). The increase in net earnings resulted primarily from origination growth, acquisitions across substantially all businesses ($0.2 billion), higher investment gains at Real Estate as a result of the sale of properties and our investments in Regency Centers and Prologis ($0.1 billion), lower credit losses ($0.1 billion) resulting from

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continued improvement in overall portfolio credit quality as reflected by lower delinquencies and nonearning receivables, and growth in lower taxed earnings from international operations ($0.1 billion).      

The most significant acquisitions affecting Commercial Finance 2003 results were the commercial inventory financing business of Deutsche Financial Services and the structured finance business of ABB, both of which were acquired during the fourth quarter of 2002. These two acquisitions contributed $0.5 billion and $0.1 billion to 2003 revenues and net earnings, respectively.

     The 2002 increase in revenues of 11% principally reflected acquisitions and increased originations across substantially all businesses, partially offset by reduced market interest rates and lower securitization activity. The 2002 net earnings increase of 15% primarily reflected acquisitions ($0.4 billion) and origination growth, productivity across all businesses and growth in lower taxed earnings from international operations, partially offset by increased credit losses and lower securitization activity.

     Included in Equipment & Other Services on page 13 of exhibit 99(d) are items not allocated to this segment.

CONSUMER FINANCE

(In millions)		2003			2002			2001
REVENUES	$	12,845		$	10,266		$	9,508
Less portion of Consumer Finance not included in GECC		(111	)		(433	)		(513	)
Total revenues in GECC	$	12,734		$	9,833		$	8,995
NET REVENUES
Total revenues	$	12,734		$	9,833		$	8,995
Interest expense		2,683			2,105			2,068
Total net revenues	$	10,051		$	7,728		$	6,927
NET EARNINGS	$	2,161		$	1,799		$	1,602
Less portion of Consumer Finance not included in GECC		50			(117	)		(50	)
Total net earnings in GECC	$	2,211		$	1,682		$	1,552

December 31 (In millions)		2003			2002
TOTAL ASSETS	$	106,530		$	76,965
Less portion of Consumer Finance not included in GECC		(595	)		(1,080	)
Total assets in GECC	$	105,935		$	75,885

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Consumer Finance revenues increased 25% in 2003, a result of acquisitions ($1.1 billion), the net effects of the weaker U.S. dollar ($0.7 billion), origination growth as a result of continued global expansion and the premium on the sale of The Home Depot private label credit card receivables ($0.1 billion). Net earnings increased 20% in 2003 as a result of origination growth, growth in lower taxed earnings from international operations, the premium on the sale of The Home Depot private label credit card receivables ($0.1 billion) and acquisitions. These increases were partially offset by lower securitization activity ($0.2 billion) and lower earnings in Japan, principally as a result of increased personal bankruptcies.

     The most significant acquisitions affecting Consumer Finance 2003 results were First National Bank, which provides mortgage and sales finance products in the United Kingdom, and the retail sales finance unit of  Conseco Finance Corp., both of which were acquired during the second quarter of 2003. These businesses contributed $0.7 billion and $0.1 billion to 2003 revenues and net earnings, respectively.

     Revenues increased in 2002 primarily as a result of acquisitions ($0.8 billion) and increased international originations, partially offset by lower securitization activity ($0.4 billion). Net earnings increased 12% in 2002, as a result of origination growth, acquisitions ($0.1 billion), growth in lower taxed earnings from international operations and productivity benefits, partially offset by lower securitization activity ($0.1 billion).

     Included in Equipment & Other Services on page 13 of exhibit 99(d) are items not allocated to this segment

EQUIPMENT & OTHER SERVICES     

(In millions)		2003			2002			2001
REVENUES	$	4,427		$	5,545		$	7,735
Less portion of Equipment & Other Services not included in GECC		595			118			114
Total revenues in GECC	$	5,022		$	5,663		$	7,849
NET EARNINGS	$	(419	)	$	(388	)	$	(222	)
Less portion of Equipment & Other Services not included in GECC		41			261			288
Total net earnings in GECC	$	(378	)	$	(127	)	$	66

Equipment & Other Services operating performance over the past three years was primarily the result of the effects of the U.S. recession and higher capacity, in combination with declining growth in many industries served by the businesses in the Equipment & Other Services segment, which resulted in fierce competitive price pressures.

     Equipment & Other Services revenues and net earnings in 2003 decreased 20% and 8%, respectively, as compared with 2002. More specifically, revenues decreased as a result of the following:

• The exit of certain European operations at IT Solutions ($1.3 billion) in response to intense competition and transition of the computer equipment market to a direct distribution model;
• Continued poor market conditions and product line market exits at IT Solutions and the run-off of the Auto Financial Services (AFS) business ($0.3 billion); and

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• Lower asset utilization and price ($0.2 billion) an effect of industry-wide excess equipment capacity reflective of current conditions in the road and rail transportation sector.

     These decreases were partially offset by the overall improvement in equity markets and lower level of investment losses in 2003 at GE Equity ($0.2 billion) and the consolidation of certain entities in our financial statements ($0.7 billion) as a result of our July 1, 2003, adoption of Financial Accounting Standards Board Interpretation No. 46, Consolidation of Variable Interest Entities, (see note 20 of exhibit 99(d)). The decrease in net earnings resulted primarily from lower asset utilization and price ($0.1 billion) and the absence of a 2002 tax settlement related to Kidder Peabody ($0.2 billion), offset by improved performance in 2003 at GE Equity ($0.2 billion) and the tax benefit related to the sale of ERC Life ($0.1 billion).

     Equipment & Other Services revenues and net earnings in 2002 decreased 28% and 75%, respectively, as compared with 2001. The decrease in revenues resulted primarily from the following:

• The 2001 sale of Americom ($1.7 billion);
• Continued poor market conditions and product line and geographic market exits at IT Solutions and the run-off of AFS ($0.5 billion);
• Increased losses on investments and lower gains at GE Equity ($0.3 billion); and
• Lower asset utilization and price ($0.2 billion) an effect of industry-wide excess equipment capacity reflective of current conditions in the road and rail transportation sector.

     These decreases were partially offset by the absence of 2001 asset impairments and product line exits ($0.4 billion). The decrease in net earnings resulted primarily from the 2001 sale of Americom ($0.9 billion); reduced net earnings at IT Solutions and AFS ($0.1 billion); increased losses on investments and lower gains at GE Equity ($0.1 billion); and lower asset utilization and price ($0.1 billion). These decreases were partially offset by the absence of 2001 asset impairments and product line exits ($0.7 billion) and a favorable tax settlement with the IRS allowing the deduction of previously realized losses associated with the prior disposition of Kidder Peabody ($0.2 billion).

Certain amounts are not included in other financial services operating segments or businesses because they are excluded from the measurement of their operating performance for internal purposes. In 2001, after-tax charges of $0.7 billion primarily related to asset impairments and product line exits, included: other-than-temporary impairments of investments totaling $0.3 billion, the largest of which were primarily held by GE Equity and Insurance; charges of $0.1 billion related to loss events and the exit of certain insurance and financing product lines at Insurance, primarily non-standard automobile and higher limit industrial property insurance coverages; charges of $0.1 billion related to the exit of certain financing product lines at Consumer Finance; and costs related to restructuring totaling $0.1 billion, consisting of involuntary termination benefits, facilities exit costs, and asset impairments.

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INSURANCE

(In millions)		2003			2002			2001
REVENUES	$	26,194		$	23,296		$	23,890
Less portion of Insurance not included in GECC		(11,531	)		(9,275	)		(9,216		)
Total revenues in GECC	$	14,663		$	14,021		$	14,674
NET EARNINGS	$	2,102		$	(95	)	$	1,879
Less portion of Insurance not included in GECC		(509	)		1,782			153
Total net earnings in GECC	$	1,593		$	1,687		$	2,032
GE GLOBAL INSURANCE HOLDING (ERC)
Revenues in GECS	$	11,600		$	9,432		$		9,453
Net Earnings in GECS	$	481		$	(1,794	)	$		78

Insurance revenues increased $2.9 billion (12%) in 2003 on increased premium revenues ($2.2 billion), a gain of $0.6 billion on sale of GE Edison Life Insurance Company (Edison Life), higher investment income ($0.4 billion) and the net effects of the weaker U.S. dollar ($0.7 billion). The premium revenue increase reflected continued favorable pricing at ERC ($0.5 billion), net volume growth in certain ERC and other insurance businesses ($0.8 billion), absence of prior year loss adjustments ($0.4 billion), adjustment of current year premium accruals to actual ($0.3 billion) and lower levels of ceded premiums resulting from a decline in prior year ERC loss events ($0.1 billion). Partial revenue offsets resulted from absence of revenues following the sale of Edison Life ($0.7 billion)

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and a $0.2 billion loss on the disposition of Financial Guaranty Insurance Company (FGIC) at the end of 2003. Revenues decreased 2% in 2002, principally the result of ongoing planned run-off of acquired policies at Toho and lower realized investment gains.

     Net earnings increased $2.2 billion in 2003, primarily from the substantial improvement in current operating results at ERC ($2.3 billion) reflecting improved underwriting, lower adverse development (discussed below) and generally favorable industry conditions during the year. Net earnings also benefited from the gain on the sale of Edison Life ($0.3 billion). These increases were partially offset by the absence of a current year counterpart to the favorable tax settlement with the IRS in 2002 ($0.2 billion) and the loss on the sale of FGIC ($0.1 billion after tax).

     Net earnings decreased $2.0 billion in 2002, primarily the result of adverse development at ERC. Also in 2002, investment gains decreased, an effect partially offset by core premium growth including higher premium pricing at ERC, and benefit from the favorable tax settlement with the IRS.

     As described on page 27 of exhibit 99(d) under the caption "Insurance Liabilities and Reserves," insurance loss provisions are adjusted up or down based on the best available estimates. Reported claims activity at ERC related to prior year loss events, particularly for liability-related exposures underwritten in 1997 through 2001, has performed much worse than we anticipated.

• In the fourth quarter of 2002, considering the continued acceleration in reported claims activity, we concluded that our best estimate of ultimate pre-tax losses was $2.5 billion higher in the range of reasonably possible loss scenarios than we had previously estimated. The more significant 2002 adverse development was in hospital medical malpractice, product liability and professional liability ($0.3 billion each) and umbrella liability, workers compensation, individual liability and asbestos ($0.2 billion each). With amounts recognized in the first three quarters of 2002, our total 2002 pre-tax charge for adverse development at ERC amounted to $3.5 billion.
   
• In 2003, we continued to monitor our reported claims activity compared with our revised expected loss levels. In a majority of our lines of business, reported claims activity in 2003 was reasonably close to expected amounts. In a few lines – principally medical malpractice, product liability and certain director and officer related coverage – reported claims volumes exceeded our revised loss expectations. Accordingly, we increased our loss reserves to the newly-indicated ultimate levels in 2003, recording adverse development of $0.9 billion pretax. We are confident we have worked through our historical underwriting mistakes.
   

Throughout 2003, ERC has remained disciplined in rejecting risks that either fail to meet the established standards of price or terms and conditions, or that involve risks for which sufficient historical data do not exist to permit us to make a satisfactory evaluation. For risks that pass our criteria, we have sought to retain and even judiciously expand our business. On the other hand, we have curtailed or exited business in particular property and casualty business channels when expected returns do not appear to justify the risks.

     ERC's improved operating performance is illustrated by its "combined ratio"– the sum of claims-related losses incurred plus related underwriting expenses in relation to earned premiums. A combined ratio of less than 100% reflects an underwriting profit, that is, profit before investment income, another significant revenue source for most insurance entities. ERC's 2003 combined ratio was 106%, but, in an early indication of the effectiveness of our revised underwriting standards, the combined ratio excluding prior-year loss events was 93%.

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     Our mortgage insurance business had favorable development throughout the three years ended December 31, 2003, primarily reflecting continued strength in certain real estate markets and the success of our loss containment initiatives in that business.

     Included in Equipment & Other Services on page 13 of exhibit 99(d) are items not allocated to this segment. Also, see the discussion of our planned Genworth offering on page 8 of exhibit 99(d).

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NOTE 5.  FINANCING RECEIVABLES (INVESTMENTS IN TIME SALES, LOANS AND FINANCING LEASES)

December 31 (In millions)		2003			2002
COMMERCIAL FINANCE
Equipment	$	62,167		$	63,349
Commercial and industrial		38,946			35,675
Real estate		20,171			20,984
Commercial aircraft		12,424			11,397
		133,708			131,405
CONSUMER FINANCE
Non U.S. installment, revolving credit and other		34,440			23,655
Non U.S. residential		19,593			9,731
Non U.S. auto		18,668			15,113
U.S. installment, revolving credit and other		15,882			13,684
Other		5,432			3,225
		94,015			65,408
EQUIPMENT & OTHER SERVICES		1,893			3,956
		229,616			200,769
Less allowance for losses (note 6)		(6,198	)		(5,447	)
Total	$	223,418		$	195,322

Our financing receivables include both time sales and loans and financing leases. Time sales and loans represents transactions in a variety of forms, including time sales, revolving charge and credit, mortgages, installment loans, intermediate-term loans and revolving loans secured by business assets. The portfolio includes time sales and loans carried at the principal amount on which finance charges are billed periodically, and time sales and loans carried at gross book value, which includes finance charges.

     Investment in financing leases consists of direct financing and leveraged leases of aircraft, railroad rolling stock, autos, other transportation equipment, data processing equipment and medical equipment, as well as other manufacturing, power generation, commercial real estate, and commercial equipment and facilities.

     As the sole owner of assets under direct financing leases and as the equity participant in leveraged leases, we are taxed on total lease payments received and are entitled to tax deductions based on the cost of leased assets and tax deductions for interest paid to third-party participants. We are generally entitled to any residual value of leased assets.

     Investment in direct financing and leveraged leases represents net unpaid rentals and estimated unguaranteed residual values of leased equipment, less related deferred income. We have no general obligation for principal and interest on notes and other instruments representing third-party participation related to leveraged leases; such notes and other instruments have not been included in liabilities but have been offset against the related rentals receivable. Our share of rentals receivable on leveraged leases is subordinate to the share of other participants who also have security interests in the leased equipment.

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NET INVESTMENT IN FINANCING LEASES

	Total financing leases							Direct financing leases						Leveraged leases
December 31 (In millions)			2003			2002			2003			2002			2003			2002
Total minimum lease payments receivable	$	86,173			$	87,625		$	56,702		$	55,764		$	29,471		$		31,861
Less principal and interest on      third-party nonrecourse debt		(22,144		)		(24,249	)		–			–			(22,144	)			(24,249	)
Net rentals receivable		64,029				63,376			56,702			55,764			7,327			7,612
Estimated unguaranteed residual      value of leased assets		8,810				8,944			5,135			5,169			3,675			3,775
Less deferred income		(12,906		)		(13,326	)		(9,130	)		(9,377	)		(3,776	)		(3,949		)
Investment in financing leases		59,933				58,994			52,707			51,556			7,226			7,438
Less amounts to arrive at      net investment
Allowance for losses		(803		)		(851	)		(707	)		(749	)		(96	)		(102		)
Deferred taxes		(9,815		)		(9,378	)		(5,314	)		(5,174	)		(4,501	)		(4,204		)
Net investment in financing leases	$	49,315			$	48,765		$	46,686		$	45,633		$	2,629		$		3,132

CONTRACTUAL MATURITIES

(In Millions)	Total time sales and loans		Net rentals receivable
Due in:
2004	$	54,572	$	16,076
2005		27,689		12,920
2006		23,086		9,899
2007		13,922		6,734
2008		12,632		4,027
2009 and later		37,782		14,373
Total	$	169,683	$	64,029
We expect actual maturities to differ from contractual maturities.

      "Impaired" loans are defined by generally accepted accounting principles as large balance loans for which it is probable that the lender will be unable to collect all amounts due according to original contractual terms of the loan agreement. An analysis of impaired loans follows.

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December 31 (In millions)			2003		2002
Loans requiring allowance for losses		$	932	$	1,136
Loans expected to be fully recoverable			1,355		837
		$	2,287	$	1,973
Allowance for losses		$	378	$	395
Average investment during year			2,187		1,732
Interest income earned while impaired (a)			33		16
(a)	Recognized principally on cash basis.

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NOTE 6. ALLOWANCE FOR LOSSES ON FINANCING RECEIVABLES

(In millions)			2003			2002			2001
BALANCE AT JANUARY 1
Commercial Finance		$	2,631		$	2,510		$	1,681
Consumer Finance			2,762			2,137			2,099
Equipment & Other Services			54			87			182
			5,447			4,734			3,962
PROVISION CHARGED TO OPERATIONS
Commercial Finance			861			1,092			742
Consumer Finance			2,694			1,861			1,506
Equipment & Other Services			57			25			64
			3,612			2,978			2,312
OTHER ADDITIONS(a)			686			693			584
GROSS WRITE-OFFS
Commercial Finance			(1,290	)		(1,241	)		(544	)
Consumer Finance			(3,044	)		(2,278	)		(1,941	)
Equipment & Other Services			(57	)		(77	)		(134	)
		(4,391		)	(3,596		)	(2,619		)
RECOVERIES
Commercial Finance		122			91			65
Consumer Finance		710			534			417
Equipment & Other Services			12			13			13
			844			638			495
BALANCE AT DECEMBER 31
Commercial Finance			2,211			2,631			2,510
Consumer Finance			3,959			2,762			2,137
Equipment & Other Services			28			54			87
Balance at December 31		$	6,198		$	5,447		$	4,734
(a)	Included $206 million, $483 million and $687 million related to acquisitions and $480 million, $210 million and $(103) million related to the net effects of exchange rates in 2003, 2002 and 2001, respectively.

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SELECTED FINANCING RECEIVABLES RATIOS

December 31	2003		2002
ALLOWANCE FOR LOSSES ON FINANCING RECEIVABLES AS A      PERCENTAGE OF TOTAL FINANCING RECEIVABLES
Commercial Finance	1.65	%	2.00	%
Consumer Finance	4.21		4.22
Equipment & Other Services	1.48		1.37
Total	2.70		2.71
NONEARNING AND REDUCED EARNING FINANCING RECEIVABLES AS A      PERCENTAGE OF TOTAL FINANCING RECEIVABLES
Commercial Finance	1.3	%	1.7	%
Consumer Finance	2.6		2.4
Equipment & Other Services	2.3		1.4
Total	1.8		1.9

NOTE 9.  INTANGIBLE ASSETS

December 31 (In millions)		2003		2002
Goodwill	$	19,741	$	17,399
Present value of future profits (PVFP)		1,259		2,078
Capitalized software		695		770
Other intangibles		915		669
Total	$	22,610	$	20,916
Intangible assets were net of accumulated amortization of $10,616 million in 2003 and $9,788 million in 2002.

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INTANGIBLE ASSETS SUBJECT TO AMORTIZATION

		2003									2002
December 31 (In millions)		Gross carrying amount		Accumulated amortization					Net		Gross carrying amount			Accumulated amortization					Net
PVFP		$	4,092		$	(2,833	)	$		1,259		$	4,754		$	(2,676	)	$	2,078
Capitalized software			1,348			(653	)			695			1,269			(499	)		770
Servicing assets (a)			3,538			(3,391	)			147			3,580			(3,238	)		342
Patents, licenses and other			304			(201	)			103			283			(158	)		125
All other			1,074			(413	)			661			539			(341	)		198
Total		$	10,356		$	(7,491	)	$		2,865		$	10,425		$	(6,912	)	$	3,513
(a)	Servicing assets, net of accumulated amortization, were associated primarily with serviced residential mortgage loans amounting to $14 billion and $33 billion at December 31, 2003 and 2002, respectively.

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Indefinite-lived intangible assets were $4 million at December 31, 2003 and 2002, respectively and related primarily to patents, licenses and other.

     Amortization expense related to intangible assets, excluding goodwill, for 2003 and 2002, was $785 million and $1,465 million, respectively. The estimated percentage of the December 31, 2003, net PVFP balance to be amortized over each of the next five years follows.

2004		2005		2006		2007		2008
9.3	%	8.7	%	8.0	%	7.3	%	6.7	%

Change in PVFP balances follow.

(In millions)		2003			2002
Balance at January 1		$	2,078		$	2,033
Acquisitions			20			265
Dispositions			(574	)		-
Accrued interest (a)		58			69
Amortization			(262	)		(333	)
Other			(61	)		44
Balance at December 31		$	1,259		$	2,078
(a)	Interest was accrued at a rate of 3.8% and 3.7% for 2003 and 2002, respectively.

Recoverability of PVFP is evaluated periodically by comparing the current estimate of expected future gross profits to 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 2003 or 2002.

     Amortization expense for PVFP in future periods will be affected by acquisitions, realized capital gains/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 amount of goodwill amortization included in net earnings (net of income taxes) in 2001 was $474 million. The effects on earnings of excluding such goodwill amortization from 2001 follow.

(In millions)	2001
Net earnings, as reported	$	5,902
Net earnings, excluding goodwill amortization	$	6,376

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

	2003
(In millions)	Commercial Finance		Consumer Finance			Equipment & Other Services				Insurance				Portion of goodwill not included in GECC				Total
Balance January 1	$	8,360	$	5,562	$			996	$		4,176		$		(1,695	)	$		17,399
Acquisitions/purchase      accounting adjustments(a)		183		1,294				29			12				-				1,518
Foreign exchange and other		84		923				4			(96	)			(91	)			824
Balance December 31	$	8,627	$	7,779			$	1,029	$		4,092		$		(1,786	)	$		19,741

		2002
(In millions)		Commercial Finance		Consumer Finance			Equipment & Other Services					Insurance			Portion of goodwill not included in GECC				Total
Balance January 1		$	6,598	$	3,826	$			2,137		$		3,372	$		(1,459	)	$		14,474
Transition impairment			-		-				(1,204	)			-			-				(1,204	)
Acquisitions/purchase      accounting adjustments(a)			1,681		1,286				34				542			(88	)			3,455
Foreign exchange and other			81		450				29				262			(148	)			674
Balance December 31		$	8,360	$	5,562			$	996		$		4,176	$		(1,695	)	$		17,399
(a)	The amount of goodwill related to new acquisitions recorded during 2003 was $1,382 million, the largest of which was First National Bank ($680 million) by Consumer Finance. The amount of goodwill related to purchase accounting adjustments during 2003 was $136 million, primarily associated with the 2002 acquisitions of Australian Guarantee Corporation at Consumer Finance and Security Capital Group at Commercial Finance. The amount of goodwill related to new acquisitions recorded during 2002 was $2,283 million, the largest of which was Australian Guarantee Corporation ($621 million) by Consumer Finance. The amount of goodwill related to purchase accounting adjustments during 2002 was $1,172 million, primarily associated with the 2001 acquisition of Heller Financial, Inc. 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 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, it is not uncommon for our initial estimates to be subsequently revised.

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NOTE 18.  OPERATING SEGMENTS

Our operating segments are organized based on the nature of products and services provided. The accounting policies for these segments are the same as those described in note 1 of exhibit 99(d). We evaluate the performance of our operating segments primarily on the basis of earnings before accounting changes. Details of total revenues and earnings before accounting changes by operating segment are provided in the consolidated table on page 10 of exhibit 99(d). Other specific information is provided as follows.

	Total revenues								Intersegment revenues										External revenues
For the years ended December 31 (In millions)	2003		2002			2001			2003				2002				2001			2003		2002			2001
Commercial Finance	$	20,497	$	19,302		$	17,530		$		146		$		74		$	42		$	20,351	$	19,228		$	17,488
Consumer Finance		12,734		9,833			8,995				17				12			12			12,717		9,821			8,983
Equipment & Other Services		5,022		5,663			7,849				(191	)			(94	)		(64	)		5,213		5,757			7,913
Insurance		14,663		14,021			14,674				28				8			10			14,635		14,013			14,664
Total	$	52,916	$		48,819	$		49,048	$	-			$	-			$	-		$	52,916	$		48,819	$	49,048

	Depreciation and amortization						(a)	Provision for income taxes
For the years ended December 31 (In millions)		2003		2002		2001			2003			2002			2001
Commercial Finance	$	3,403	$	3,080	$	2,582		$	778		$	769		$	786
Consumer Finance		276		232		178			485			457			422
Equipment & Other Services		1,150		1,036		1,233			(435	)		(635	)		(241	)
Insurance		374		363		439			762			369			767
Total	$	5,203	$	4,711	$	4,432		$	1,590		$	960		$	1,734

	Interest on time sales and loans									Interest expense
For the years ended December 31 (In millions)	2003			2002			2001			2003		2002				2001
Commercial Finance	$		5,587	$		5,212	$		4,243	$	5,780	$		5,965		$		6,039
Consumer Finance			10,257			7,957			6,815		2,683			2,105				2,068
Equipment & Other Services			65			109			130		715			1,149				1,510
Insurance			495			445			553		368			325				408
Total	$	16,404		$	13,723			$	11,741	$	9,546		$		9,544		$		10,025

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		Assets At December 31						Additions to equipment on operating leases (including buildings and equipment) (b) For the years ended December 31
(In millions)		2003		2002		2001		2003		2002		2001
Commercial Finance (c)		$	214,702	$	201,544	$	178,122	$	7,062	$	8,702	$	12,255
Consumer Finance (c)			105,935		75,885		62,110		191		221		195
Equipment & Other Services(c)			67,758		30,814		30,520		1,136		2,418		2,072
Insurance			118,033		131,199		110,324		11		41		26
Total		$	506,428	$	439,442	$	381,076	$	8,400	$	11,382	$	14,548
(a)	Excludes amortization of goodwill.
(b)	Additions to equipment on operating leases (including buildings and equipment) include amounts relating to principal businesses purchased.
(c)	Total assets of the Commercial Finance, Consumer Finance, and Equipment & Other Services segments at December 31, 2003, include investments in and advances to non-consolidated affiliates of $6,864 million, $979 million and $5,076 million, respectively, which contributed approximately $347 million, $32 million and $187 million, respectively, to segment pre-tax income for the year ended December 31, 2003.

Revenues originating from operations based in the United States were $29,786 million, $27,511 million and $28,860 million in 2003, 2002 and 2001, respectively. Revenues originating from operations based outside the United States were $23,130 million, $21,308 million and $20,188 million in 2003, 2002 and 2001, respectively.

     Long-lived assets - equipment on leases including buildings and equipment - associated with operations based in the United States were $11,854 million, $10,894 million and $10,203 million at year-end 2003, 2002 and 2001, respectively. Long-lived assets associated with operations based outside the United States were $26,761 million, $24,166 million and $20,812 million at year-end 2003, 2002 and 2001, respectively.

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