SC 13D/A 1 0001.txt ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (RULE 13D-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13D-1(A) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(A) (AMENDMENT NO. 5) PAINE WEBBER GROUP INC. (NAME OF ISSUER) COMMON STOCK $1 PAR VALUE (TITLE OF CLASS OF SECURITIES) 69562910 (CUSIP NUMBER) ROBERT E. HEALING GENERAL ELECTRIC COMPANY 3135 EASTON TURNPIKE FAIRFIELD, CONNECTICUT 06431 (203) 373-2243 (NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS) SEPTEMBER 28, 2000 (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT) IF THE FILING PERSON HAS PREVIOUSLY FILED A STATEMENT ON SCHEDULE 13G TO REPORT THE ACQUISITION WHICH IS THE SUBJECT OF THIS SCHEDULE 13D, AND IS FILING THIS STATEMENT BECAUSE OF RULE 13D-1(E), 13D-1(F) OR 13D-1(G), CHECK THE FOLLOWING BOX [ ]. 13D CUSIP NO. 69562910 PAGE 1 of 18 Pages -------- - -- 1. NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GENERAL ELECTRIC COMPANY IRS NO. 14-0089340 ------------------------------------ 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP Not Applicable (a) [ ] (b) [ ] ------------------------------------ 3. SEC USE ONLY ------------------------------------ 4. S0URCE OF FUNDS Not applicable ------------------------------------ 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] ------------------------------------ 6. CITIZENSHIP OR PLACE OF ORGANIZATION New York ------------------------------------ 7. SOLE VOTING POWER 0 ------------------------ 8. SHARED VOTING POWER NUMBER OF SHARES 31,523,600 (See Item 5) BENEFICIALLY OWNED BY EACH REPORTING PERSON ------------------------ WITH 9. SOLE DISPOSITIVE POWER 0 ------------------------ 10. SHARED DISPOSITIVE POWER 31,523,600 (See Item 5) ------------------------------------ 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 31,523,600 (See Item 5) ------------------------------------ 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] ------------------------------------ 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.2% (See Item 5) ------------------------------------ 14. TYPE OF REPORTING PERSON CO 13D CUSIP NO. 69562910 PAGE 2 of 18 Pages -------- - -- 1. NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GENERAL ELECTRIC CAPITAL SERVICES, INC. IRS NO. 06-1109503 ------------------------------------ 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP Not Applicable (a) [ ] (b) [ ] ------------------------------------ 3. SEC USE ONLY ------------------------------------ 4. S0URCE OF FUNDS Not applicable ------------------------------------ 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] ------------------------------------ 6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware ------------------------------------ 7. SOLE VOTING POWER 0 ------------------------ 8. SHARED VOTING POWER NUMBER OF SHARES 31,523,600 (See Item 5) BENEFICIALLY OWNED BY EACH REPORTING PERSON ------------------------ WITH 9. SOLE DISPOSITIVE POWER 0 ------------------------ 10. SHARED DISPOSITIVE POWER 31,523,600 (See Item 5) ------------------------------------ 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 31,523,600 (See Item 5) ------------------------------------ 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] ------------------------------------ 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.2% (See Item 5) ------------------------------------ 14. TYPE OF REPORTING PERSON CO 2 13D CUSIP NO. 69562910 PAGE 3 of 18 Pages -------- - -- 1. NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GECS HOLDINGS, INC. IRS NO. 06-1494109 ------------------------------------ 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP Not Applicable (a) [ ] (b) [ ] ------------------------------------ 3. SEC USE ONLY ------------------------------------ 4. S0URCE OF FUNDS Not applicable ------------------------------------ 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] ------------------------------------ 6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware ------------------------------------ 7. SOLE VOTING POWER 0 ------------------------ 8. SHARED VOTING POWER NUMBER OF SHARES 23,250,000 (See Item 5) BENEFICIALLY OWNED BY EACH REPORTING PERSON ------------------------ WITH 9. SOLE DISPOSITIVE POWER 0 ------------------------ 10. SHARED DISPOSITIVE POWER 23,250,000 (See Item 5) ------------------------------------ 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 23,250,000 (See Item 5) ------------------------------------ 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] ------------------------------------ 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 15.7% (See Item 5) ------------------------------------ 14. TYPE OF REPORTING PERSON CO 3 13D CUSIP NO. 69562910 PAGE 4 of 18 Pages -------- - -- 1. NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GENERAL ELECTRIC CAPITAL CORPORATION IRS NO. 13-1500700 ------------------------------------ 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP Not Applicable (a) [ ] (b) [ ] ------------------------------------ 3. SEC USE ONLY ------------------------------------ 4. S0URCE OF FUNDS Not applicable ------------------------------------ 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] ------------------------------------ 6. CITIZENSHIP OR PLACE OF ORGANIZATION New York ------------------------------------ 7. SOLE VOTING POWER 0 ------------------------ 8. SHARED VOTING POWER NUMBER OF SHARES 8,273,600 (See Item 5) BENEFICIALLY OWNED BY EACH REPORTING PERSON ------------------------ WITH 9. SOLE DISPOSITIVE POWER 0 ------------------------ 10. SHARED DISPOSITIVE POWER 8,273,600 (See Item 5) ------------------------------------ 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,273,600 (See Item 5) ------------------------------------ 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] ------------------------------------ 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% (See Item 5) ------------------------------------ 14. TYPE OF REPORTING PERSON CO 4 This amendment amends and supplements a statement on Schedule 13D relating to the common stock, $1 par value per share (the "Common Stock"), of Paine Webber Group Inc., a Delaware corporation (the "Company"), filed with the Securities and Exchange Commission on November 14, 1994 (the "Initial Schedule 13D"), and amended and supplemented by Amendment No. 1 filed on December 21, 1994, Amendment No. 2 filed on August 8, 1997, Amendment No. 3 filed on August 20, 1997 and Amendment No. 4 filed on December 5, 1997 (together with the Initial Schedule 13D, the "Schedule 13D"). Certain capitalized terms used in this statement but not otherwise defined herein have the meanings given to them in the Schedule 13D. This statement is being filed on behalf of General Electric Company, a New York corporation ("GE"), General Electric Capital Services, Inc., a Delaware corporation ("GECS"), GECS Holdings, Inc., a Delaware corporation ("GECS Holdings"), and General Electric Capital Corporation, a New York corporation ("GECC"). Item 2. Identity and Background. ----------------------- Schedule A of the Schedule 13D is hereby amended and restated by Schedule A attached hereto. GECS Holdings is a wholly-owned subsidiary of GECS formed for the purpose of holding the shares of Common Stock previously directly owned by GECS. Item 5. Interest in Securities of the Issuer. ------------------------------------ Item 5 of the Schedule 13D is amended and restated in its entirety to read as follows: (a) GECC directly owns 8,273,600 shares of Common Stock, representing approximately 5.6% of the outstanding Common Stock of the Company.1 GECS Holdings directly owns 23,250,000 shares of Common Stock, representing approximately 15.7% of the outstanding Common Stock of the Company. GECS is the direct parent corporation of GECS Holdings and GECC, and, for the purpose of Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), GECS indirectly beneficially owns 31,523,600 shares of Common Stock (23,250,000 shares of Common Stock currently directly owned by GECS Holdings, and 8,273,600 shares of Common Stock directly owned by GECC), representing approximately 21.2% of the outstanding Common Stock of the Company. ---------- 1 Based on the information included in the Company's Proxy Statement dated September 21, 2000, the Company had outstanding 148,547,199 shares of Common Stock as of September 14, 2000. All percentages in this Amendment No. 5 have been determined based on this number of outstanding shares of Common Stock. 5 GE is the direct parent corporation of GECS, and, for the purpose of Rule 13d-3 promulgated under the Exchange Act, GE indirectly beneficially owns 31,523,600 shares of Common Stock, representing approximately 21.33% of the outstanding Common Stock of the Company. Except as set forth in this Item 5(a), none of GE, GECS, GECS Holdings or GECC or, to the best of their knowledge, any of the persons listed in Schedule A beneficially owns any Common Stock. (b) Subject to the terms of the Amended and Restated Stockholders Agreement, GECS, as the parent corporation of GECS Holdings and GECC, and GE, as the parent corporation of GECS, have indirect shared power to vote and dispose of 31,523,600 shares of Common Stock. (c) Not Applicable. (d) Not Applicable. (e) Not Applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to ------------------------------------------------------------------------ Securities of the Issuer. ------------------------ In connection with the Agreement and Plan of Merger dated July 12, 2000 ("Merger Agreement") between UBS AG ("UBS") and the Company, GE, GECS and GECC agreed to vote the Common Stock which they hold in favor of the proposed acquisition of the Company by UBS, pursuant to a Stockholder Voting Agreement of the same date (the "Voting Agreement"). If the merger is consummated in accordance with the Merger Agreement, it is anticipated that GECS and GECC will receive shares of UBS. On September 28, 2000, GECS Holdings entered into a forward contract to sell 5.5 million shares of UBS to Morgan Stanley & Co. International Limited on December 15, 2000 (subject to mutually acceptable extension), at a fixed price reflecting a block discount from the then-current market price. The sale is not conditioned on the merger being consummated and is consistent with GE's practices for managing non-strategic investments. The UBS shares are being sold in a transaction exempt from the registration requirements of the Securities Act of 1933 by virtue of Regulation S thereunder. The Voting Agreement provides, among other things, that the undersigned will vote their shares of Common Stock in favor of the merger contemplated by the Merger Agreement at any meeting of stockholders of the Company and in any action by consent, and will not sell or otherwise dispose of any shares of Common Stock, grant any proxies with respect to such shares or solicit or encourage any acquisition proposal with respect to the Company. The Voting Agreement is attached as Exhibit 1 to this Amendment and is incorporated herein by reference. 6 The Amended and Restated Stockholders Agreement was amended on July 12, 2000 (the "Stockholder Amendment") in order to permit the Reporting Persons to enter into the Voting Agreement. The Stockholder Amendment is attached as Exhibit 2 to this Amendment and is incorporated herein by reference. Item 7. Material to be Filed as Exhibits. -------------------------------- 1. Stockholder Voting Agreement dated as of July 12, 2000 among GE, GECS Holdings, Inc., GECS and GECC, and UBS. 2. Amendment dated July 12, 2000, to the Amended and Restated Stockholders Agreement dated August 6, 1997, between the Company and GE, Kidder Peabody Group Inc., a Delaware corporation, GECS, GECC, and joined in by GECS Holdings on September 8, 1997. 3. Power of attorney (previously filed with the Commission as Exhibit 99(d) to Schedule 13D filed by General Electric Company on December 3, 1999 and incorporated herein by reference). 7 SIGNATURES ---------- After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: September 29, 2000 GENERAL ELECTRIC COMPANY By: /s/ROBERT E. HEALING ----------------------------------------- Name: Robert E. Healing Title: Attorney-in-Fact GENERAL ELECTRIC CAPITAL SERVICES, INC. By: /s/ JEFFREY S. WERNER ----------------------------------------- Name: Jeffrey S. Werner Title: Senior Vice President Corporate Treasury and Global Funding Operation GECS HOLDINGS, INC. By: /s/ JEFFREY S. WERNER ----------------------------------------- Name: Jeffrey S. Werner Title: Senior Vice President and Treasurer GENERAL ELECTRIC CAPITAL CORPORATION By: /s/ JEFFREY S. WERNER ----------------------------------------- Name: Jeffrey S. Werner Title: Senior Vice President Corporate Treasury and Global Funding Operation 8 SCHEDULE A ---------- GENERAL ELECTRIC COMPANY DIRECTORS
PRESENT PRESENT NAME BUSINESS ADDRESS PRINCIPAL OCCUPATION ---- ---------------- -------------------- J.I.Cash, Jr. Harvard Business School Professor of Business Morgan Hall Administration-Graduate Soldiers Field Road School of Business Boston, MA 02163 Administration, Harvard University S.S. Cathcart 222 Wisconsin Avenue Retired Chairman, Suite 103 Illinois Tool Works Lake Forest, IL 60045 D.D. Dammerman General Electric Company Vice Chairman of the Board and 3135 Easton Turnpike Executive Officer, General Fairfield, CT 06431 Electric Company; Chairman, General Electric Capital Services, Inc. P. Fresco Fiat SpA Chairman of the Board, via Nizza 250 Fiat SpA 10126 Torino, Italy A. M. Fudge Kraft Foods, Inc. Executive Vice President, 555 South Broadway Kraft Foods, Inc. Tarrytown, NY 10591 C.X. Gonzalez Kimberly-Clark de Mexico, Chairman of the Board S.A. de C.V. and Chief Executive Officer, Jose Luis Lagrange 103, Kimberly-Clark de Mexico, Tercero Piso S.A. de C.V. Colonia Los Morales Mexico, D.F. 11510, Mexico A. Jung Avon Products, Inc. President and Chief 1345 Avenue of the Americas Executive Officer, New York, NY 10105 Avon Products, Inc. K.G. Langone Invemed Associates, Inc. Chairman, President and Chief 375 Park Avenue Executive Officer, New York, NY 10152 Invemed Associates, Inc. S.G. McNealy Sun Microsystems, Inc. Chairman, President and Chief 901 San Antonio Road Executive Officer, Palo Alto, CA 94303-4900 Sun Microsystems, Inc. GENERAL ELECTRIC COMPANY DIRECTORS (CONTINUED) PRESENT PRESENT NAME BUSINESS ADDRESS PRINCIPAL OCCUPATION ---- ---------------- -------------------- G.G. Michelson Federated Department Stores Former Member of the 151 West 34th Street Board of Directors, New York, NY 10001 Federated Department Stores S. Nunn King & Spalding Partner, King & Spalding 191 Peachtree Street, N.E. Atlanta, Georgia 30303 R.S. Penske Penske Corporation Chairman of the Board 13400 Outer Drive, West and President, Penske Detroit, MI 48239-4001 Corporation F.H.T. Rhodes Cornell University President Emeritus, 3104 Snee Building Cornell University Ithaca, NY 14853 A.C. Sigler Champion International Retired Chairman of the Corporation Board and CEO 1 Champion Plaza and former Director, Stamford, CT 06921 Champion International Corporation D.A. Warner III J. P. Morgan & Co., Inc. Chairman of the Board, & Morgan Guaranty Trust Co. President, and Chief 60 Wall Street Executive Officer, New York, NY 10260 J.P. Morgan & Co. Incorporated and Morgan Guaranty Trust Company J.F. Welch, Jr. General Electric Company Chairman of the Board 3135 Easton Turnpike and Chief Executive Fairfield, CT 06431 Officer, General Electric Company R. C. Wright National Broadcasting Company, Inc. Vice Chairman of the Board and 30 Rockefeller Plaza Executive Officer, General New York, NY 10112 Electric Company; President and Chief Executive Officer, National Broadcasting Company, Inc. Citizenship ----------- P. Fresco Italy C. X. Gonzalez Mexico Andrea Jung Canada All Others U.S.A. GENERAL ELECTRIC COMPANY EXECUTIVE OFFICERS PRESENT PRESENT NAME BUSINESS ADDRESS PRINCIPAL OCCUPATION ---- ---------------- -------------------- J.F. Welch, Jr. General Electric Company Chairman of the Board and 3135 Easton Turnpike Chief Executive Officer Fairfield, CT 06431 P.D. Ameen General Electric Company Vice President and Comptroller 3135 Easton Turnpike Fairfield, CT 06431 F.S. Blake General Electric Company Senior Vice President - Corporate 3135 Easton Turnpike Business Development Fairfield, CT 06431 J.R. Bunt General Electric Company Vice President and Treasurer 3135 Easton Turnpike Fairfield, CT 06431 W.J. Conaty General Electric Company Senior Vice President - 3135 Easton Turnpike Human Resources Fairfield, CT 06431 D.D. Dammerman General Electric Company Vice Chairman of the Board and 3135 Easton Turnpike Executive Officer, General Fairfield, CT 06431 Electric Company; Chairman, General Electric Capital Services, Inc. Scott C. Donnelly General Electric Company Senior Vice President - P. O. Box 8 Corporate Research Schenectady, NY 12301 and Development Matthew J. Espe General Electric Company Senior Vice President - Nela Park GE Lighting Cleveland, OH 44112 B.W. Heineman, Jr. General Electric Company Senior Vice President - 3135 Easton Turnpike General Counsel and Secretary Fairfield, CT 06431 J.R. Immelt General Electric Company Senior Vice President - P.O. Box 414 GE Medical Systems Milwaukee, WI 53201 GENERAL ELECTRIC COMPANY EXECUTIVE OFFICERS (Continued) PRESENT PRESENT NAME BUSINESS ADDRESS PRINCIPAL OCCUPATION ---- ---------------- -------------------- L. R. Johnston General Electric Company Senior Vice President - Appliance Park GE Appliances Louisville, KY 40225 J. Krenicki, Jr. General Electric Company Vice President - 2901 East Lake Road GE Transportation Systems Erie, PA 16531 W.J. McNerney, Jr. General Electric Company Senior Vice President - 1 Neumann Way GE Aircraft Engines Cincinnati, OH 05215 R.L. Nardelli General Electric Company Senior Vice President - 1 River Road GE Power Systems Schenectady, NY 12345 R.W. Nelson General Electric Company Vice President - 3135 Easton Turnpike Corporate Financial Planning Fairfield, CT 06431 and Analysis G.M. Reiner General Electric Company Senior Vice President - 3135 Easton Turnpike Chief Information Officer Fairfield, CT 06431 J.G. Rice General Electric Company Vice President - 1 River Road GE Power Systems Schenectady, NY 12345 G.L. Rogers General Electric Company Senior Vice President - 1 Plastics Avenue GE Plastics Pittsfield, MA 01201 K.S. Sherin General Electric Company Senior Vice President - Finance 3135 Easton Turnpike and Chief Financial Officer Fairfield, CT 06431 L.G. Trotter General Electric Company Senior Vice President - 41 Woodford Avenue GE Industrial Systems Plainville, CT 06062 R. C. Wright National Broadcasting Company, Inc. Vice Chairman of the Board and 30 Rockefeller Plaza Executive Officer, General New York, NY 10112 Electric Company; President and Chief Executive Officer, National Broadcasting Company, Inc. Citizenship of All Executive Officers ------------------------------------- U.S.A.
GENERAL ELECTRIC CAPITAL SERVICES, INC. DIRECTORS AND EXECUTIVE OFFICERS BUSINESS TITLES AND ADDRESSES
Nancy E. Barton W. James McNerney, Jr. Senior Vice President, General Counsel President and Chief Executive Officer and Secretary GE Aircraft Engines GE Capital Services, Inc. One Neumann Way 260 Long Ridge Road Cincinnati, OH 45215-6301 Stamford, CT 06927 Citizenship: USA Citizenship: USA James R. Bunt John H. Myers Vice President and Treasurer Chairman and President GE Company GE Investment Corporation 3135 Easton Turnpike 3003 Summer Street Fairfield, CT 06431 Stamford, CT 06904 Citizenship: USA Citizenship: USA David L. Calhoun Robert L. Nardelli Executive Vice President and President and Chief Executive Officer Chief Operating Officer GE Power Systems GE Aircraft Engines One River Road One Neumann Way Schenectady, NY 12345 Cincinnati, OH 45215-6301 Citizenship: USA Citizenship: USA Dennis D. Dammerman Denis J. Nayden Chairman, GE Capital Services, Inc., and President Vice Chairman and Executive Officer, GE Capital Services, Inc. GE Company 260 Long Ridge Road 3135 Easton Turnpike Stamford, CT 06927 Fairfield, CT 06431 Citizenship: USA Citizenship: USA Michael D. Fraizer Michael A. Neal Exec. Vice President, GE Capital Services, Inc., and Executive Vice President President and Chief Executive Officer GE Capital Services, Inc. GE Financial Assurance 260 Long Ridge Road Taylor Building Stamford, CT 06927 6604 West Broad Street Citizenship: USA Richmond, VA 23230 Citizenship: USA Benjamin W. Heineman, Jr. James A. Parke Senior Vice President, Executive Vice President and General Counsel and Secretary Chief Financial Officer GE Company GE Capital Services, Inc. 3135 Easton Turnpike 260 Long Ridge Road Fairfield, CT 06431 Stamford, CT 06927 Citizenship: USA Citizenship: USA Jeffrey R. Immelt Ronald R. Pressman President and Chief Executive Officer Exec. Vice President, GE Capital Services, Inc., and GE Medical Systems Chairman, President and Chief Executive Officer 3000 N. Grandview Blvd. Employers Reinsurance Corporation Waukesha, WI 53188 5200 Metcalf Citizenship: USA Overland Park, KS 66201 Citizenship: USA Gary M. Reiner Senior Vice President and EXECUTIVE OFFICERS WHO Chief Information Officer ARE NOT ALSO DIRECTORS General Electric Company ---------------------- 3135 Easton Turnpike Fairfield, CT 06431 James A. Colica Citizenship: USA Senior Vice President, Global Risk Management John M. Samuels GE Capital Services, Inc. Vice President and Senior Counsel, 260 Long Ridge Road Corporate Taxes Stamford, CT 06927 GE Company Citizenship: USA 3135 Easton Turnpike Fairfield, CT 06431 Richard D'Avino Citizenship: USA Senior Vice President, Taxes GE Capital Services, Inc. Keith S. Sherin 260 Long Ridge Road Senior Vice President, Finance, Stamford, CT 06927 and Chief Financial Officer Citizenship: USA GE Company 3135 Easton Turnpike Marc J. Saperstein Fairfield, CT 06431 Senior Vice President, Human Resources Citizenship: USA GE Capital Services, Inc. 260 Long Ridge Road Edward D. Stewart Stamford, CT 06927 Executive Vice President Citizenship: USA GE Capital Services, Inc. 1600 Summer Street Jeffrey S. Werner Stamford, CT 06927 Senior Vice President, Corporate Treasury Citizenship: USA and Global Funding Operation GE Capital Services, Inc. John F. Welch, Jr. 260 Long Ridge Road Chairman and Chief Executive Officer Stamford, CT 06927 GE Company Citizenship: USA 3135 Easton Turnpike Fairfield, CT 06431 Citizenship: USA William A. Woodburn Executive Vice President GE Capital Services, Inc. 260 Long Ridge Road Stamford, CT 06927 Citizenship: USA
GECS HOLDINGS, INC. DIRECTORS AND EXECUTIVE OFFICERS BUSINESS TITLES AND ADDRESSES
James A. Parke Joan C. Amble Executive Vice President and Vice President And Controller Chief Financial Officer GE Capital Corporation GE Capital Corporation 260 Long Ridge Road 260 Long Ridge Road Stamford, CT 06927 Stamford, CT 06927 Citizenship: USA Citizenship: USA Jeffrey S. Werner Executive Officers Who Senior Vice President, Corporate Treasury Are Not Also Directors And Global Funding Operation ------------------------------------- GE Capital Corporation 260 Long Ridge Road Nancy E. Barton Stamford, CT 06927 Senior Vice President, General Counsel Citizenship: USA And Secretary GE Capital Corporation 260 Long Ridge Road Stamford, CT 06927 Citizenship: USA
GENERAL ELECTRIC CAPITAL CORPORATION DIRECTORS AND EXECUTIVE OFFICERS BUSINESS TITLES AND ADDRESSES
Nancy E. Barton W. James McNerney, Jr. Senior Vice President, General Counsel President and Chief Executive Officer and Secretary GE Aircraft Engines GE Capital Corporation One Neumann Way 260 Long Ridge Road Cincinnati, OH 45215-6301 Stamford, CT 06927 Citizenship: USA Citizenship: USA James R. Bunt John H. Myers Vice President and Treasurer Chairman and President GE Company GE Investment Corporation 3135 Easton Turnpike 3003 Summer Street Fairfield, CT 06431 Stamford, CT 06904 Citizenship: USA Citizenship: USA David L. Calhoun Robert L. Nardelli Executive Vice President and President and Chief Executive Officer Chief Operating Officer GE Power Systems GE Aircraft Engines One River Road One Neumann Way Schenectady, NY 12345 Cincinnati, OH 45215-6301 Citizenship: USA Citizenship: USA Dennis D. Dammerman Denis J. Nayden Chairman, GE Capital Services, Inc., and Chairman and Chief Executive Officer Vice Chairman and Executive Officer, GE Capital Corporation GE Company 260 Long Ridge Road 3135 Easton Turnpike Stamford, CT 06927 Fairfield, CT 06431 Citizenship: USA Citizenship: USA Michael D. Fraizer Michael A. Neal President and Chief Executive Officer President and Chief Operating Officer GE Financial Assurance GE Capital Corporation Taylor Building 260 Long Ridge Road 6604 West Broad Street Stamford, CT 06927 Richmond, VA 23230 Citizenship: USA Citizenship: USA Benjamin W. Heineman, Jr. James A. Parke Senior Vice President, Vice Chairman and General Counsel and Secretary Chief Financial Officer GE Company GE Capital Corporation 3135 Easton Turnpike 260 Long Ridge Road Fairfield, CT 06431 Stamford, CT 06927 Citizenship: USA Citizenship: USA Jeffrey R. Immelt Ronald R. Pressman President and Chief Executive Officer Chairman, President and Chief Executive Officer GE Medical Systems Employers Reinsurance Corporation 3000 N. Grandview Blvd. 5200 Metcalf Waukesha, WI 53188 Overland Park, KS 66201 Citizenship: USA Citizenship: USA Gary M. Reiner EXECUTIVE OFFICERS WHO Senior Vice President and ARE NOT ALSO DIRECTORS Chief Information Officer ---------------------- General Electric Company 3135 Easton Turnpike James A. Colica Fairfield, CT 06431 Senior Vice President, Global Risk Citizenship: USA Management GE Capital Corporation John M. Samuels 260 Long Ridge Road Vice President and Senior Counsel, Stamford, CT 06927 Corporate Taxes Citizenship: USA GE Company 3135 Easton Turnpike Richard D'Avino Fairfield, CT 06431 Senior Vice President, Taxes Citizenship: USA GE Capital Corporation 260 Long Ridge Road Keith S. Sherin Stamford, CT 06927 Senior Vice President, Finance, Citizenship: USA and Chief Financial Officer GE Company Robert L. Lewis 3135 Easton Turnpike Senior Vice President, Structured Fairfield, CT 06431 Finance Group Citizenship: USA GE Capital Corporation 260 Long Ridge Road Edward D. Stewart Stamford, CT 06927 Executive Vice President Citizenship: USA GE Capital Corporation 1600 Summer Street Marc J. Saperstein Stamford, CT 06927 Senior Vice President, Human Resources Citizenship: USA GE Capital Corporation 260 Long Ridge Road John F. Welch, Jr. Stamford, CT 06927 Chairman and Chief Executive Officer Citizenship: USA GE Company 3135 Easton Turnpike Jeffrey S. Werner Fairfield, CT 06431 Senior Vice President, Corporate Treasury Citizenship: USA and Global Funding Operation GE Capital Corporation 260 Long Ridge Road William A. Woodburn Stamford, CT 06927 Executive Vice President Citizenship: USA GE Capital Corporation 260 Long Ridge Road Stamford, CT 06927 Citizenship: USA