UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-K

(Mark One)
 
þ  
Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
For the fiscal year ended December 31, 2004
or
 
¨  
Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
For the transition period from ___________to ___________
 
_____________________________
 
Commission file number 1-35
_____________________________
 
General Electric Company
(Exact name of registrant as specified in 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
 
203/373-2211
(Address of principal executive offices)
 
(Zip Code)
 
(Telephone No.)
         
  
Securities Registered Pursuant to Section 12(b) of the Act:
 
Title of each class
 
Name of each exchange
on which registered
Common stock, par value $0.06 per share
 
New York Stock Exchange
Boston Stock Exchange


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 if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ¨
 
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). Yes þ No ¨ .
 
The aggregate market value of the outstanding common equity of the registrant as of the last business day of the registrant’s most recently completed second fiscal quarter was $342.1 billion. Affiliates of the Company beneficially own, in the aggregate, less than one-tenth of one percent of such shares. There were 10,599,919,379 shares of voting common stock with a par value of $0.06 outstanding at February 10, 2005.
 
 
DOCUMENTS INCORPORATED BY REFERENCE
 
The Annual Report to Shareowners for the fiscal year ended December 31, 2004 is incorporated by reference in Parts I, II and III to the extent described therein. The definitive proxy statement relating to the registrant’s Annual Meeting of Shareowners, to be held April 27, 2005, is incorporated by reference in Part III to the extent described therein.
 

 
(1)


Table of Contents
 
   
Page
Part I  
 
     
Item 1.
Business
3
Item 2.
Properties
17
Item 3.
Legal Proceedings
17
Item 4.
Submission of Matters to a Vote of Security Holders
18
   
Part II  
 
     
Item 5.
Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
18
Item 6.
Selected Financial Data
19
Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
19
Item 7A.
Quantitative and Qualitative Disclosures About Market Risk
19
Item 8.
Financial Statements and Supplementary Data
19
Item 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
19
Item 9A.
Controls and Procedures
20
Item 9B.
Other Information
20
   
Part III  
 
     
Item 10.
Directors and Executive Officers of the Registrant
21
Item 11.
Executive Compensation
22
Item 12.
Security Ownership of Certain Beneficial Owners and Management
22
Item 13.
Certain Relationships and Related Transactions
22
Item 14.
Principal Accounting Fees and Services
22
   
Part IV  
 
     
Item 15.
Exhibits and Financial Statement Schedules
23
 
Signatures
29

 

(2)


 
Part I
 
 
Item 1. Business
 
General
 
Unless otherwise indicated by the context, we use the terms “GE,” “GECS” and “GE Capital” on the basis of consolidation described in note 1 to the consolidated financial statements on page 78 of the 2004 Annual Report to Shareowners of General Electric Company (the Company). The financial section of such Annual Report to Shareowners (pages 45 through 113 of that document) is described in Part IV Item 15(a)(1) and set forth in Exhibit 13 of this 10-K Report and is an integral part hereof. References in Parts I and II of this 10-K Report are to the page numbers of the 2004 Annual Report to Shareowners. Also, unless otherwise indicated by the context, “General Electric” means the parent company, General Electric Company.
 
General Electric’s address is 1 River Road, Schenectady, NY 12345-6999; we also maintain executive offices at 3135 Easton Turnpike, Fairfield, CT 06828-0001.
 
GE is one of the largest and most diversified industrial corporations in the world. We have engaged in developing, manufacturing and marketing a wide variety of products for the generation, transmission, distribution, control and utilization of electricity since our incorporation in 1892. Over the years, we have developed or acquired new technologies and services that have broadened considerably the scope of our activities.
 
Our products include major appliances; lighting products; industrial automation products; medical diagnostic imaging systems; bioscience assays and separation technology products; electrical distribution and control equipment; locomotives; power generation and delivery products; nuclear power support services and fuel assemblies; commercial and military aircraft jet engines; chemicals and equipment for treatment of water and process systems; security equipment and systems; and engineered materials, such as plastics and silicones.
 
Our services include product services; electrical product supply houses; electrical apparatus installation, engineering, and repair and rebuilding services. Through our affiliate, NBC Universal, Inc., we produce and deliver network television services, operate television stations, produce and distribute motion pictures, operate cable/satellite networks, operate theme parks, and program activities in multimedia and the Internet. Through another affiliate, General Electric Capital Services, Inc., we offer a broad array of financial and other services including consumer financing, commercial and industrial financing, real estate financing, asset management and leasing, mortgage services, consumer savings and insurance services, and specialty insurance and reinsurance.
 

(3)


In virtually all of our global business activities, we encounter aggressive and able competition. In many instances, the competitive climate is characterized by changing technology that requires continuing research and development, as well as customer commitments. With respect to manufacturing operations, we believe that, in general, we are one of the leading firms in most of the major industries in which we participate. The NBC Television Network is one of four major U.S. commercial broadcast television networks. We also compete with syndicated broadcast television programming, cable and satellite television programming activities and in the motion picture industry. The businesses in which GECS engages are subject to competition from various types of financial institutions, including commercial banks, thrifts, investment banks, broker-dealers, credit unions, leasing companies, consumer loan companies, independent finance companies, finance companies associated with manufacturers, and insurance and reinsurance companies.
 
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 arise from the behavior of financial markets, including fluctuations in interest rates and commodity prices; from future integration of acquired businesses; from future financial performance of major industries which we serve including, without limitation, the air and rail transportation, energy generation and healthcare industries; from unanticipated loss development in our insurance businesses; and from numerous other matters of national, regional and global scale, including those of a political, economic, business, competitive or 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.
 
Our consolidated global revenues increased to $71.8 billion in 2004, compared with $60.8 billion in 2003 and $53.4 billion in 2002. For additional information about our global operations, see pages 58 and 59 of the 2004 Annual Report to Shareowners.
 
Operating Segments
 
Segment revenue and profit information is presented on page 53 of the 2004 Annual Report to Shareowners. Additional financial data and commentary on recent financial results for operating segments are provided on pages 52-58 of that report and in note 27 (page 103) to the consolidated financial statements.
 
Operating businesses that are reported as segments include Advanced Materials, Commercial Finance, Consumer Finance, Consumer & Industrial, Energy, Equipment & Other Services, Healthcare, Infrastructure, Insurance, NBC Universal and Transportation. There is appropriate elimination of the net earnings of GECS and the immaterial effect of transactions between segments to arrive at total consolidated data. A summary description of each of our operating segments follows.
 

(4)


Advanced Materials
 
Advanced Materials (5.4%, 5.3% and 5.3% of consolidated revenues in 2004, 2003 and 2002, respectively) manufactures and sells high-performance plastics used by compounders, molders, and major original equipment manufacturers for use in a variety of applications, including fabrication of automotive parts, computer enclosures, compact disks and optical-quality media, major appliance parts, telecommunications equipment and construction materials. Our products also include structured products, silicones, high-purity quartzware and, until the sale of our Superabrasives business in late 2003, industrial grade and gem quality diamonds. Market opportunities are created by substituting many of these products for other materials, thereby providing our customers with productivity through improved material performance at lower system costs. We sell these materials to a diverse, worldwide customer base, mainly manufacturers. Our business has a significant operating presence around the world and we participate in numerous manufacturing and distribution joint ventures. In 2003, we acquired OSi Specialties, a leading, global supplier of silanes, specialty silicones and urethane additives, and we divested our Specialty Chemicals and Superabrasives units.
 
Our business environment is characterized by technological innovation and heavy capital investment. To remain competitive we must maintain emphasis on efficient manufacturing process implementation and devote significant resources to market and application development. Our competitors include large, technology-driven suppliers of the same, as well as other functionally similar, materials. Our business is cyclical and is sensitive to variations in price and to the effects of supply/demand factors on the cost of raw materials such as benzene, cumene and methanol. Competition is affected by availability of manufacturing capacity and anticipation of new product or material performance requirements. Our application development, often in association with our existing or potential customers, and associated technology assistance have added additional market demand. Product and manufacturing process patents establish barriers to entry in many product lines.
 
Our headquarters are in Pittsfield, Massachusetts and our operations are located in North America, Asia, Europe, and South America.
 
Commercial Finance
 
Commercial Finance (15.4%, 15.5% and 14.8% of consolidated revenues in 2004, 2003, and 2002, respectively) offers a broad range of financial services worldwide. We have particular expertise in the mid-market, and offer loans, leases, and other financial services to customers, including manufacturers, distributors and end-users, for a variety of equipment and major capital assets. These assets include industrial and energy-related facilities and equipment; commercial and residential real estate; vehicles; aircraft; and equipment used in many industries, including the construction, manufacturing, telecommunications and healthcare industries.
 
During 2004, we acquired the commercial lending business of Transamerica Finance Corporation; the U.S. leasing business of IKON Office Solutions; Sophia, S.A., a real estate company in France; and Benchmark Group PLC, a U.K.-listed real estate property company.
 

(5)


We operate in a highly competitive environment. Our competitors include commercial banks, investment banks, leasing companies, financing companies associated with manufacturers and independent finance companies. Competition is based on price, that is interest rates and fees, as well as deal structure and terms. Profitability is affected not only by broad economic conditions that affect customer credit quality and the availability and cost of capital, but also by successful management of credit risk, operating risk and market risks such as interest rate and currency exchange risks. Success requires high quality risk management systems, customer and industry specific knowledge, diversification, service and distribution channels, strong collateral and asset management knowledge, deal structuring expertise and the ability to reduce costs through technology and productivity.
 
We provide additional information on two of our segment product lines, Real Estate (commercial real estate financing) and Aviation Services (commercial aircraft financing). Each of these product lines finances a single form of collateral, and each has understandable concentrations of risk and opportunities.
 
Real Estate
 
Our Real Estate product line operates globally, both directly and through joint ventures. Our Real Estate business finances, with both equity and loan structures, the acquisition, refinancing and renovation of office buildings, apartment buildings, self storage facilities, retail facilities, industrial properties, parking facilities and franchise properties. Our typical Real Estate loans are intermediate term, may be either senior or subordinated, fixed or floating-rate, and are secured by existing income-producing commercial properties. Our originations of low loan-to-value loans are conducted for term securitization within one year. We invest in, and provide restructuring financing for, portfolios of mortgage loans, limited partnerships and tax-exempt bonds.
 
Aviation Services
 
Our Aviation Services product line is a global commercial aviation financial services business that offers a broad range of financial products to airlines, aircraft operators, owners, lenders and investors. Financial products include leases, aircraft purchasing and trading, loans, engine/spare parts financing, pilot training, fleet planning and financial advisory services.
 
Our headquarters are in Stamford, Connecticut with offices throughout North America, South America, Europe and Asia.
 
Consumer Finance
 
Consumer Finance (10.3%, 9.6% and 7.8% of consolidated revenues in 2004, 2003 and 2002, respectively) is a leading provider of credit products and services to consumers, retailers and auto dealers in 41 countries. We offer a broad range of financial products, including private-label credit cards; personal loans; bank cards; auto loans, leases and inventory financing; residential mortgages; corporate travel and purchasing cards; debt consolidation loans; home equity loans; and credit and other insurance products for customers on a global basis.
 
In 2004, as part of our continued global expansion, we acquired Australian Financial Investments Group, a residential mortgage lender in Australia; WMC Finance Co., a U.S. wholesale mortgage lender; and the private-label credit card portfolio of Dillard’s Inc.
 

(6)


Our operations are subject to a variety of bank and consumer protection regulations, including regulations controlling data privacy. Further, a number of countries have ceilings on rates chargeable to consumers in financial service transactions. We are subject to competition from various types of financial institutions including commercial banks, leasing companies, consumer loan companies, independent finance companies, manufacturers’ captive finance companies, and insurance companies. Industry participants compete on the basis of price, servicing capability, promotional marketing, risk management, and cross selling. The markets in which we operate are also subject to the risks of declining retail sales, changes in interest and currency exchange rates, and increases in personal bankruptcy filings.
 
Our headquarters are in Stamford, Connecticut and our operations are located in the North America, Europe, Asia, South America and Australia.
 
Consumer & Industrial
 
Consumer & Industrial (9.0%, 9.6% and 9.7% of consolidated revenues in 2004, 2003 and 2002, respectively) sells products characterized by high volume and relatively low unit prices. Our products share several characteristics - competitive design, efficient manufacturing and effective distribution and service. Strong global competition rarely permits premium pricing, so cost control, including productivity, is key. Despite pricing pressures on many of our products, we also invest in the development of differentiated, premium products that are more profitable. The combination of three separate industrial businesses provides scale and facilitates synergies in headquarter, back office and distribution channel costs. While some Consumer & Industrial products are primarily directed to consumer applications (appliances, for example), and some primarily to industrial applications (switchgear, for example), others are directed to both markets (lighting, for example).
 
Our headquarters are in Louisville, Kentucky and our operations are located in North America, Europe, Asia and South America.
 
We describe the segment according to market channel - Consumer, and Industrial including GE Supply.
 
Through our Consumer business, we sell and service home appliances including refrigerators, freezers, electric and gas ranges, cooktops, dishwashers, clothes washers and dryers, microwave ovens, room air conditioners, and residential water systems for filtration, softening and heating. Brands are Monogram®, GE Profile™, GE®, and Hotpoint®.
 
We manufacture certain products, and also source finished product and component parts from third-party global manufacturers. A large portion of our appliances sales are through a variety of retail outlets for replacement of installed units. Residential building contractors installing units in new construction are our second major U.S. channel. We offer the largest manufacturer’s service organization in the appliances industry, providing in-home repair, extended service plans, warranty administration and risk management services. We also manufacture and sell approximately 6,000 different lamp products for commercial, industrial and consumer markets, including full lines of incandescent, halogen, fluorescent, high-intensity discharge, light-emitting diode, automotive and miniature products.
 

(7)


Our Industrial business provides integrated electrical equipment and systems used to distribute, protect and control energy and equipment. We manufacture and distribute electrical distribution and control products including transformers, meters, relays, circuit breakers, panel boards and general purpose controls that are used to distribute and manage power in a variety of residential, commercial, consumer and industrial applications. In addition, we design and manufacture motors and control systems used in end-industrial and consumer products such as heating, ventilation and air conditioning, dishwashers, and clothes washers and dryers. We also provide customer-focused solutions centered on the delivery and control of electric power, and market a wide variety of commercial lighting systems and lighting for aircraft, automotive and other transportation applications, front and rear projection, video projection, medical, architectural, fiber optic, stage, studio, nightclub and theater applications.
 
The aggregate level of economic activity in markets for such products and services generally lag overall economic slowdowns as well as subsequent recoveries. In the United States, industrial markets are undergoing significant structural changes reflecting, among other factors, increased international competition and pressures to modernize productive capacity.
 
Our GE Supply business is a network of electrical product supply houses selling electrical products and parts, fasteners, voice and datacom parts, lighting equipment and supplies from GE and other leading manufacturers. Our business serves electrical contractors, industrial and commercial users, engineer constructors, original equipment manufacturers, utilities and the aerospace industry.
 

(8)


Energy
 
Energy (11.4%, 14.2% and 17.9% of consolidated revenues in 2004, 2003 and 2002, respectively) serves power generation, industrial, government and other customers worldwide with products and services related to energy production, distribution and management. In 2003, we made several acquisitions including Jenbacher A.G. of Austria. These acquisitions continue to improve our ability to serve our global customers and further add to the portfolio of complete solutions for the energy industry. The acquisition of Jenbacher A.G. added reciprocating gas engines to the portfolio. We offer wind turbines as part of our renewable energy portfolio, which also includes hydropower, solar, and geothermal technology. We also sell aircraft engine derivatives for use as industrial power sources. This activity is also reported in the Transportation segment. Gas turbines and generators are used principally in power plants for generation of electricity and for industrial cogeneration and mechanical drive applications. We are a worldwide supplier of gas turbines for Integrated Gasification Combined Cycle (IGCC) applications, having provided gas turbines for a significant number of the world's operating IGCC plants. IGCC systems convert coal and other hydrocarbons into synthetic gas which, after cleanup, is used as the primary fuel for gas turbines in combined-cycle systems. IGCC systems produce fewer air pollutants compared to traditional pulverized coal power plants. Our Oil and Gas business offers advanced technology turbomachinery products and services for production, liquid natural gas, transportation, storage, refineries, petrochemical and distribution systems. We have leading technology in total pipeline integrity solutions including analysis and pipeline asset management. We sell steam turbines and generators to the electric utility industry and to private industrial customers for cogeneration applications. Nuclear reactors, fuel and support services for both new and installed boiling water reactors are also a part of this segment. We provide our customers with total solutions to meet their needs through a complete portfolio of aftermarket services, including equipment upgrades, contractual services agreements, repairs, equipment installation, monitoring and diagnostics, asset management and performance optimization tools, remote performance testing and Dry Low NOx (DLN) tuning. We continue to invest in advanced technology development that will provide more value to our customers and more efficient solutions that comply with today’s strict environmental regulations.
 
Worldwide competition for power generation products and services is intense. Demand for most power generation products and services is global and, as a result, is sensitive to the economic and political environment of each country in which we do business. Regional load growth requirements and demand side management are important factors. The availability of fuels and related prices have a large impact on demand. For information about orders and backlog, see page 55 of the 2004 Annual Report to Shareowners.
 
Our headquarters are in Atlanta, Georgia, and our operations are located in North America, Europe, South America and Asia.
 

(9)


Equipment & Other Services
 
Equipment & Other Services (5.6%, 3.3% and 4.2% of consolidated revenues in 2004, 2003 and 2002, respectively) helps customers manage, finance and operate a wide variety of business equipment worldwide. We provide rentals, leases, sales, asset management services and loans for portfolios of commercial and transportation equipment, including tractors, trailers, railroad rolling stock, modular space units, intermodal shipping containers and marine containers. Our operations are conducted in highly competitive markets. Economic conditions, geographic location, pricing and equipment availability are important factors in this business. Future success will depend upon our ability to maintain a large and diverse customer portfolio, optimize asset mix, maximize asset utilization and manage credit risk. In addition, we seek to understand our customers and to meet their needs with unique, efficient and cost effective product and service offerings.
 
In December 2004, we sold a majority interest in Gecis, our global business processing operation, to two leading private investment firms. We retained a 40% investment in Gecis.
 
Also included in the segment are activities and businesses that are not measured within one of the other financial services segments - for example, corporate expenses, liquidating businesses and other non-segment aligned operations.
 
Our headquarters are in Stamford, Connecticut with offices throughout North America and in South America and Europe.
 
Healthcare
 
Healthcare (8.8%, 7.6% and 6.8% of consolidated revenues in 2004, 2003 and 2002, respectively) manufacturers, sells and services a wide range of medical equipment including equipment for magnetic resonance (MR), computed tomography (CT), Positron Emission Tomography (PET) imaging, x-ray, patient monitoring, diagnostic cardiology, nuclear imaging, ultrasound, bone densitometry, anesthesiology and oxygen therapy, neonatal and critical care, and therapy. In April 2004, we acquired Amersham plc, a world leader in medical diagnostics and life sciences. Products include diagnostic imaging agents used in medical scanning procedures, protein separations products including chromotography purification systems used in the manufacture of bio-pharmaceuticals, and high-throughput systems for applications in genomics, proteomics and bioassays. We sell product services to hospitals, medical facilities, and pharmaceutical and research companies worldwide. Our product services include remote diagnostic and repair services for medical equipment manufactured by GE and by others, as well as computerized data management and customer productivity services.
 
We compete with a variety of U.S. and non-U.S. manufacturers and services operations. Technological competence and innovation, excellence in design, high product performance, quality of services and competitive pricing are among the key factors affecting competition for these products and services. Throughout the world, we play a critical role in delivering new technology to improve patient outcomes and productivity tools to help control healthcare costs.
 
For information about orders and backlog, see page 56 of the 2004 Annual Report to Shareowners.
 

(10)


Our headquarters are in Chalfont St. Giles, United Kingdom and our operations are located in North America, Europe, Asia, Australia and South America.
 
Infrastructure
 
Infrastructure (2.3%, 2.3% and 1.4% of consolidated revenues in 2004, 2003 and 2002, respectively) is a high-technology platform comprising some of our fastest-growing businesses. We offer protection and productivity solutions to some of the most pressing issues that industries face: pure water, safe facilities, plant automation and sensing applications in the operating environment. From home to industry to national security, our technology covers the full spectrum of security solutions, including card access systems, high-tech video monitoring, intrusion and smoke detection, real estate and property control and explosives and narcotics detection. We are an industry leader in the design and manufacture of sensing elements, devices, instruments and systems that enable customers to monitor, protect, control and ensure the safety of their critical applications. Other product services include precision sensors for temperature flow rate, pressure, humidity, gas, infrared and ultrasonic applications; high-quality handheld and portable field calibrators; stand-alone measurement instrumentation; and systems that provide the end-to-end solutions necessary to validate or certify vital processes. We supply specialty chemicals, pumps, valves, filters and fluid handling equipment for improving the performance of water, wastewater and process systems. We deliver automation hardware and software designed to help users reduce costs, increase efficiency and enhance profitability through a diverse array of capabilities and products, including controllers, embedded systems, advanced software, motion control, computer numerical controls, operator interfaces, industrial computers, and lasers.
 
Our products and services are sold to a diverse worldwide commercial and residential customer base in the transportation, industrial, pharmaceutical and healthcare markets. Our business environment is characterized by technological innovation and market growth. Our competitors include technology-driven suppliers of the same, as well as other functionally equivalent, products and services.
 
Our headquarters are in Wilton, Connecticut and our operations are located in North America, South America, Europe and Asia.
 
Insurance
 
Insurance (15.1%, 19.5% and 17.6% of consolidated revenues in 2004, 2003 and 2002, respectively) offers a broad range of insurance and investment products that provide reinsurance and primary commercial insurance products to insurance companies, Fortune 100 companies, self-insurers and healthcare providers, and help consumers create and preserve personal wealth, protect assets and enhance their life styles. For lenders and investors, we provide protection against the risks of default on low-down-payment mortgages.
 
Our Insurance businesses are subject to intense competition. We believe the principal competitive factors in the sale of our products are service, brand, product features, price, commission structure, marketing and distribution arrangements, reputation, and financial strength ratings. In the commercial insurance and reinsurance sector, we are well positioned to compete in select niche market segments given our expertise, analytics capabilities and service. In the consumer sector, we believe we are well positioned to benefit from a number of significant demographic, governmental and market trends, including aging U.S. populations with growing retirement income needs and increased risk of outliving their savings, growing lifestyle protection gaps, and increasing opportunities for mortgage insurance in the U.S. and other countries.
 

(11)


Our headquarters are in Kansas City, Missouri with offices throughout North America, Europe, South America, Australia, and Asia.
 
In May 2004, we completed the initial public offering of Genworth Financial, Inc. (Genworth), our formerly wholly-owned subsidiary that conducts most of our consumer insurance business, including life and mortgage insurance operations. We sold approximately 30% of the common shares of Genworth to the public, and we expect (subject to market conditions) to reduce our ownership over the next two years as Genworth transitions to full independence.
 
GE Insurance Solutions Corporation
 
Through our principal insurance and reinsurance company affiliates, Employers Reinsurance Corporation (ERC), GE Reinsurance Corporation, the GE Frankona Group and the Medical Protective Corporation, we protect people, property and reputations by writing substantially all lines of reinsurance, where the insured party is another insurance company, and select lines of direct property and casualty insurance, where the insured party is a non-insurance company or an individual.
 
Our reinsurance operations include the reinsurance of property and casualty risks written by more than 1,000 insurers around the world. Direct insurance operations are focused on niche lines of business, principally medical malpractice coverage for physicians and dentists, medical professional liability for hospitals, errors and omissions coverage for insurance agents and brokers, professional liability insurance for attorneys, excess indemnity for self-insurers of medical benefits, excess workers compensation for self-insurers, as well as coverage for airlines, airline manufacturers and marine enterprises. Our life reinsurance affiliates are engaged in the reinsurance of life insurance products, including term, whole and universal life, annuities, certain health-related coverages and the provision of financial reinsurance to life insurers. During 2003, we announced our intent to scale back our life reinsurance operations to improve overall returns. Consequently, we ceased writing new life reinsurance business in the United States and sold one of our United States life reinsurance businesses - ERC Life Reinsurance Corporation.
 
ERC is one of the largest competitors in its marketplace. Our property and casualty reinsurance operations are ranked fourth in the world in terms of net premiums written and we compete with the world’s largest reinsurers as well as dozens of smaller niche competitors.
 

(12)


NBC Universal
 
NBC Universal, Inc. (NBC Universal) (8.5%, 5.1% and 5.4% of consolidated revenues in 2004, 2003 and 2002, respectively) was formed in May 2004 upon the combination of NBC with Vivendi Universal Entertainment LLLP and certain related assets. NBC Universal is principally engaged in the broadcast of network television services to affiliated television stations within the United States; the production of live and recorded television programs; the production and distribution of motion pictures; the operation, under licenses from the Federal Communications Commission (FCC), of television broadcasting stations; the ownership of several cable/satellite networks around the world; the operation of theme parks; and investment and programming activities in multimedia and the Internet. The NBC Television Network is one of four major U.S. commercial broadcast television networks and serves more than 230 affiliated stations within the United States. Telemundo is a leading U.S. Spanish-language commercial broadcast television network. At December 31, 2004, we owned and/or operated 29 VHF and UHF television stations including those located in Birmingham, AL; Los Angeles, CA; San Diego, CA; Hartford, CT; Miami, FL; Chicago, IL; New York, NY; Raleigh-Durham, NC; Columbus, OH; Philadelphia, PA; Providence, RI; Dallas, TX; and Washington, DC. Broadcasting operations of the NBC Television Network, the Telemundo network, and the company’s owned stations are subject to FCC regulation. Our operations include investment and programming activities in cable television, principally through USA Network, Bravo, CNBC, SCI FI Channel, MSNBC, CNBC Europe, CNBC Asia Pacific, and entertainment channels across Europe and Latin America; equity investments in Arts and Entertainment, The History Channel, the Sundance Channel, ValueVision Media, Inc.; and a non-voting interest in Paxson Communications Corporation. Through a strategic alliance with Dow Jones, we operate CNBC Europe and CNBC Asia Pacific using the European and Asian business news resources of Dow Jones, and we use Dow Jones editorial resources in the United States. We have secured exclusive United States television rights to the 2006, 2008, 2010 and 2012 Olympic Games.
 
Our headquarters are in New York, New York and our operations are located in North America and Europe.
 
Transportation
 
Transportation (10.2%, 10.1% and 10.4% of consolidated revenues in 2004, 2003 and 2002, respectively) produces, sells and services equipment for the air and rail transportation industries.
 
We describe the segment according to market channel - Aircraft Engines and Rail.
 
For information about orders and backlog, see page 57   of the 2004 Annual Report to Shareowners.
 
Our Aircraft Engines business produces, sells and services jet engines, turboprop and turbo shaft engines, and related replacement parts for use in military and commercial aircraft. Our military engines are used in a wide variety of aircraft including fighters, bombers, tankers, helicopters and surveillance aircraft and our commercial engines power aircraft in all categories of range: short/medium, intermediate and long-range, as well as executive and regional aircraft. We also produce engines through CFM International, a company jointly owned by GE and Snecma Moteurs of France, and a new engine is being designed and marketed in a joint venture with the Pratt & Whitney division of United Technologies Corporation.
 

(13)


We provide maintenance, component repair and overhaul services (MRO), including sales of replacement parts, for many models of engines, including repair and overhaul of engines manufactured by competitors. We also manufacture aircraft engine derivatives used for marine propulsion, mechanical drives and industrial power generation sources, the latter of which is also reported as part of the Energy segment. In December 2003, we completed the acquisition of the non-destructive testing (NDT) business of Agfa-Gevaert. This business has been combined with Aircraft Engines’ NDT business to offer radiographic, ultrasonic, eddy current and other inspection solutions that test the structure and tolerance of materials without damaging them.
 
The worldwide competition in aircraft jet engines and MRO (including parts sales) is intense. Both U.S. and export markets are important. Product development cycles are long and product quality and efficiency are critical to success. Research and development expenditures, both customer-financed and internally funded, are important in this business, as are focused intellectual property strategies and protection of key aircraft engine design, manufacture, repair and product upgrade technologies.
 
Potential sales for any engine are limited by, among other things, its technological lifetime, which may vary considerably depending upon the rate of advance in technology, the small number of potential customers and the limited number of relevant airframe applications. Aircraft engine orders tend to follow military and airline procurement cycles, although cycles for military and commercial engine procurement are different.
 
Our Rail business provides technology solutions for customers in a variety of industries including railroad, transit, mining, oil and gas, power generation, and marine. We serve customers in more than 100 countries. Our products include high horsepower diesel-electric locomotives as well as parts and services for locomotives, including locomotives manufactured by competitors.
 
With the launch of the Evolution Series™ Locomotive, we created our most technologically advanced, most fuel-efficient, diesel locomotive, while meeting or exceeding the EPA’s Tier II requirements. Commercial production of the GE Evolution Series™ locomotive began in January 2005.
 
The GE suite of locomotive service offerings, designed to improve fleet efficiency and reduce operating expenses, includes repair services, locomotive enhancements, modernizations, and information-based services like remote monitoring and diagnostics. We provide train control products, railway management services, and signaling systems to increase service levels, optimize asset utilization, and streamline operations for railroad owners and operators by delivering leading edge tools that improve asset availability and reliability, optimize network planning, and control network execution to plan. We also offer leading drive technology solutions to the mining, transit, marine and stationary and drilling industries. Our motors operate in thousands of applications, from electrical drive systems for large haulage trucks used in the mining industry to transit cars and drilling rigs, and our engines are used for marine power as well as stationary power generation applications. We also provide gearing technology for critical applications such as wind turbines.
 
Our headquarters are in Evendale, Ohio and our operations are located in North America, Europe, Asia and South America.
 

(14)


Geographic Data, Exports from the U.S. and Total Global Operations
 
Geographic data (based on the location of the Company operation supplying goods or services and including exports from the U.S. to unaffiliated customers) are reported in note 27 to the consolidated financial statements on page 103 of the 2004 Annual Report to Shareowners.
 
Additional financial data about our exports from the U.S. and total global operations are provided on pages 58-59 of the 2004 Annual Report to Shareowners.
 
Orders Backlog
 
See pages 55, 56, 57 and 68 of the 2004 Annual Report to Shareowners for information about our backlog of unfilled orders.
 
Research and Development
 
Total expenditures for research and development were $3,091 million in 2004. Total expenditures were $2,656 million in 2003 and $2,631 million in 2002. Of these amounts, $2,443 million in 2004 was GE-funded ($2,103 million in 2003 and $2,215 million in 2002); and $648 million in 2004 was funded by customers ($553 million in 2003 and $416 million in 2002), principally the U.S. government. Transportation accounts for the largest share of GE’s research and development expenditures from both GE and customer funds. Healthcare and Energy also made significant expenditures of GE and customer research and development funds.
 
Approximately 14,800 person-years of scientist and engineering effort were devoted to research and development activities in 2004, with about 90% of the time involved primarily in GE-funded activities.
 
Environmental Matters
 
Our operations, like operations of other companies engaged in similar businesses, involve the use, disposal and cleanup of substances regulated under environmental protection laws.
 
We have developed and implemented environmental, health and safety management systems at all of our facilities and track our performance. Since 1996, we have reduced employee injuries by over 75% as well as reducing air and wastewater exceedances and emissions at our facilities. We also actively participate in various programs that recognize facilities with health and safety programs that exceed legal requirements, including the United States Occupational Safety and Health Administration’s Voluntary Protection Program (VPP), as well as a similar government program in Mexico. Participation in these programs requires government audits to verify our comprehensive health and safety management systems. We are a leading participant in the U.S. VPP program with 89 sites, and have an additional 20 sites participating in the Mexico program. We have a Global Star program designed to recognize sites with world-class health and safety programs in those countries without government VPP programs. Our 56 Global Star sites have passed a rigorous evaluation conducted by GE internal health and safety experts. We also have 89 sites accredited by outside auditors under the ISO 14000 Standard for Environmental Management Systems.
 

(15)


Over the last two years we spent a total of about $0.1 billion for capital projects related to the environment. These amounts exclude expenditures for remediation actions, which are principally expensed and are discussed below. Capital expenditures for environmental purposes have included pollution control devices—such as wastewater treatment plants, groundwater monitoring devices, air strippers or separators, and incinerators—at new and existing facilities constructed or upgraded in the normal course of business. Consistent with policies stressing environmental responsibility, we expect our capital expenditures other than for remediation projects to total about $0.1 billion over the next two years for new or expanded programs to build facilities or modify manufacturing processes to minimize waste and reduce emissions.
 
We also are involved in a sizable number of remediation actions to clean up hazardous wastes as required by federal and state laws. Such statutes require that responsible parties fund remediation actions regardless of fault, legality of original disposal or ownership of a disposal site. Expenditures for site remediation actions amounted to $0.1 billion in each of the last two years. We presently expect that such remediation actions will require average annual expenditures in the range of $0.1 billion to $0.2 billion over the next two years.
 
The U.S. Environmental Protection Agency (EPA) ruled in February 2002 that approximately 150,000 pounds of polychlorinated biphenyls (PCBs) must be dredged from a 40-mile stretch of the upper Hudson River in New York State. We have submitted what is known as a “Good Faith Offer” under the Superfund law and continue to cooperate and negotiate with the EPA in the implementation of this ruling. Pursuant to negotiated agreements, we have conducted extensive sampling of the project area to determine the location of PCBs that may be dredged and have agreed to undertake the design and engineering of the remedy. The agreements also provide for the reimbursement of certain EPA costs expended in the past and which would be expended in the future. The remedial design and engineering activities are scheduled to be completed during 2006. Negotiations continue concerning performance of the remedial work. Our Statement of Financial Position as of December 31, 2004 and 2003, included liabilities for the estimated costs of this remediation.
 
See pages 59 and 98 of the 2004 Annual Report to Shareowners for additional discussion of environmental matters.
 
Employee Relations
 
At year-end 2004, General Electric Company and consolidated affiliates employed 307,000 persons, of whom approximately 165,000 were employed in the United States. For further information about employees, see page 67 of the 2004 Annual Report to Shareowners.
 
Approximately 23,700 GE manufacturing and service employees in the United States are represented for collective bargaining purposes by a total of approximately 150 different local collective bargaining groups. A majority of such employees are represented by union locals that are affiliated with, and bargain in conjunction with, the International Union of Electronic, Electrical, Salaried, Machine and Furniture Workers (IUE/CWA-AFL-CIO). During 2003, General Electric Company negotiated four-year contracts with unions representing a substantial majority of those United States employees who are represented by unions. Most of these contracts will terminate in June 2007. NBC Universal is party to approximately 160 labor agreements covering about 3,500 staff employees (and a large number of freelance employees) in the United States. These agreements are with various labor unions, expire at various dates and are generally for a term ranging from three to five years.
 

(16)


Executive Officers
 
See Part III, Item 10 of this 10-K Report for information about Executive Officers of the Registrant.
 
Other
 
Because of the diversity of our products and services, as well as the wide geographic dispersion of our production facilities, we use numerous sources for the wide variety of raw materials needed for our operations. We have not been adversely affected by the inability to obtain raw materials.
 
We own, or hold licenses to use, numerous patents. New patents are continuously being obtained through our research and development activities as existing patents expire. Patented inventions are used both within the Company and are licensed to others, but no operating segment is substantially dependent on any single patent or group of related patents.
 
Agencies of the U.S. Government constitute our largest single customer. An analysis of sales of goods and services as a percentage of revenues follows:
 
 
% of Consolidated Revenues
 
% of GE Revenues
 
2004
 
2003
 
2002
 
2004
 
2003
 
2002
                                   
Total sales to U.S. Government Agencies
2
%
 
2
%
 
2
%
 
4
%
 
4
%
 
4
%
Transportation segment defense-related sales
2
   
2
   
2
   
3
   
3
   
3
 
 
 
GE is a trademark and service mark of General Electric Company; NBC is a trademark and service mark of NBC Universal, Inc.; and MSNBC is a trademark and service mark of MSNBC Cable, LLC.
 
Our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports are available, without charge, on our website, www.ge.com/en/company/investor/secfilings.htm, as soon as reasonably practicable after they are filed electronically with the SEC. Copies are also available, without charge, from GE Corporate Investor Communications, 3135 Easton Turnpike, Fairfield, CT 06828.
 
 
Item 2. Properties
 
Manufacturing operations are carried out at approximately 231 manufacturing plants located in 40 states in the United States and Puerto Rico and at 293 manufacturing plants located in 36 other countries.
 
 
Item 3. Legal Proceedings
 
In compliance with SEC disclosure requirements, the following are environmental proceedings involving potential monetary sanctions of $100,000 or greater.
 

(17)


On April 16, 2004, the New York Department of Environmental Conservation (DEC) informed us that it would be seeking $97,800 in penalties for violations by our Waterford, NY facility of the State of New York's water and hazardous waste laws. In July 2004, DEC informed us that it was dropping certain allegations and including others pertaining to the reporting of information and increasing its penalty demand to $117,000. We are currently engaged in settlement discussions with the DEC.
 
On October 18, 2004, the California Department of Pesticide Registration informed us that it would be seeking $202,959 in penalties for violations by our Betz Water business of the State of California’s pesticide registration requirements. The California Department of Pesticide Registration has since reduced its penalty demand to $160,000, and settlement discussions are continuing.
 
 
Item 4. Submission of Matters to a Vote of Security Holders
 
Not applicable.
 
 
Part II
 
 
Item 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
 
With respect to “Market Information”, in the United States, GE common stock is listed on the New York Stock Exchange (its principal market) and on the Boston Stock Exchange. GE common stock also is listed on The Stock Exchange, London and on Euronext Paris. Trading prices, as reported on the New York Stock Exchange, Inc., Composite Transactions Tape, and dividend information follow:
 
 
Common stock market price
 
Dividends
(In dollars)
High
 
Low
 
declared
           
2004
         
Fourth quarter
$37.75
 
$32.65
 
$.22
Third quarter
34.53
 
31.42
 
.20
Second quarter
33.49
 
29.55
 
.20
First quarter
34.57
 
28.88
 
.20
 
         
2003
         
Fourth quarter
$31.30
 
$27.37
 
$.20
Third quarter
32.42
 
26.90
 
.19
Second quarter
31.66
 
25.50
 
.19
First quarter
28.00
 
21.30
 
.19
 
As of January 31, 2005, there were about 660,000 shareowner accounts of record.
 

(18)



Period
 
Total number
of shares
purchased (a)
 
Average
price paid
per share
 
Total number of
shares purchased as
part of our share
repurchase program (b)
 
Approximate dollar
value of shares that
may yet be purchased
under our share
repurchase program
(Shares in thousands)
                                   
2004
                                 
October
   
6,154
     
$33.98
     
705
           
November
   
6,925
     
$35.40
     
325
           
December
   
2,791
     
$36.63
     
1,040
           
Total
   
15,870
     
$35.06
     
2,070
     
$
15.0 billion
 
                                   
(a)
This category includes 13,800 thousand 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 401(k) features, we repurchase shares resulting from changes in investment options by plan participants.
 
(b)
Of the total 2,070 thousand shares, 1,230 thousand shares were repurchased through the 1994 GE Share Repurchase Program (the ’94 Program) under which we were authorized to repurchase up to $30 billion of Company common stock. The ’94 Program was closed out in December 2004, after a total of 1,109 million shares were purchased at an aggregate cost of approximately $23 billion. In December 2004, our Board of Directors authorized a new three year, $15 billion share repurchase program (the Program). A total of 840 thousand shares were purchased under this program in December 2004. The Program is flexible and shares are acquired with a combination of borrowings and free cash flow. As major acquisitions or other circumstances warrant, we modify the frequency and amount of share repurchases under the Program.

 
 
Item 6. Selected Financial Data
 
Incorporated by reference to data for revenues; net earnings; net earnings per share (basic and diluted); dividends declared; dividends declared per share; long-term borrowings; and total assets appearing on page 67 and for data relating to mandatorily redeemable preferred shares appearing on page 95 of the Annual Report to Shareowners for the fiscal year ended December 31, 2004.
 
 
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
 
Incorporated by reference to pages 48-52 and 54-71 of the Annual Report to Shareowners for the fiscal year ended December 31, 2004.
 
 
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
 
Incorporated by reference to page 62 of the Annual Report to Shareowners for the fiscal year ended December 31, 2004.
 
 
Item 8. Financial Statements and Supplementary Data
 
See index under item 15.
 
 
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
 
Not applicable.
 

(19)


 
Item 9A. 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 December 31, 2004 and (ii) no change in internal control over financial reporting occurred during the quarter ended December 31, 2004 that has materially affected, or is reasonably likely to materially affect, such internal control over financial reporting.
 
Management’s annual report on internal control over financial reporting and the report of independent registered public accounting firm are incorporated by reference to page 47 of the Annual Report to Shareowners for the fiscal year ended December 31, 2004.
 
 
Item 9B. Other Information
 
Not applicable.
 

(20)


 
Part III
 
 
Item 10. Directors and Executive Officers of the Registrant
 
Executive Officers of the Registrant (As of March 1, 2005)
 
Name
   
Position
   
Age
   
Date assumed
Executive
Officer Position
 
 
 
 
 
 
 
Jeffrey R. Immelt
 
Chairman of the Board and Chief Executive Officer
 
49
 
January 1997
Philip D. Ameen
 
Vice President and Comptroller
 
56
 
April 1994
Ferdinando Beccalli-Falco
 
Senior Vice President, GE International
 
55
 
September 2003
Charlene T. Begley
 
Vice President, GE Transportation
 
38
 
January 2003
David L. Calhoun
 
Senior Vice President, GE Transportation
 
47
 
June 1995
James P. Campbell
 
Senior Vice President, GE Consumer & Industrial, Americas
 
47
 
April 2001
William H. Cary
 
Vice President, Corporate Investor Relations
 
45
 
March 2003
Kathryn A. Cassidy
 
Vice President and GE Treasurer
 
50
 
March 2003
William M. Castell
 
Vice Chairman of the Board and Executive Officer
 
57
 
April 2004
William J. Conaty
 
Senior Vice President, Human Resources
 
59
 
October 1993
Pamela Daley
 
Vice President, Corporate Business Development
 
52
 
July 2004
Dennis D. Dammerman
 
Vice Chairman of the Board and Executive Officer
 
59
 
March 1984
Brackett B. Denniston
 
Vice President and General Counsel
 
57
 
February 2004
Scott C. Donnelly
 
Senior Vice President, Global Research
 
43
 
August 2000
Shane Fitzsimons
 
Vice President, Financial Planning and Analysis
 
37
 
February 2004
Yoshiaki Fujimori
 
Senior Vice President, GE Consumer Finance, Asia
 
53
 
June 2001
Arthur H. Harper
 
Senior Vice President, GE Equipment Services
 
49
 
September 2002
Benjamin W. Heineman, Jr.
 
Senior Vice President, Law and Public Affairs and Secretary
 
61
 
September 1987
Joseph M. Hogan
 
Senior Vice President, GE Healthcare Technologies
 
47
 
November 2000
John Krenicki, Jr.
 
Senior Vice President, GE Advanced Materials
 
42
 
March 2000
Michael A. Neal
 
Senior Vice President, GE Commercial Finance
 
51
 
September 2002
David R. Nissen
 
Senior Vice President, GE Consumer Finance
 
53
 
September 2002
James A. Parke
 
Senior Vice President, and Chief Financial
Officer, GE Capital
 
59
 
September 2002
Ronald R. Pressman
 
Senior Vice President, GE Insurance Solutions
 
46
 
September 2002
Gary M. Reiner
 
Senior Vice President and Chief Information Officer
 
50
 
January 1991
John G. Rice
 
Senior Vice President, GE Energy
 
48
 
September 1997
Keith S. Sherin
 
Senior Vice President, Finance and Chief Financial Officer
 
46
 
January 1999
Lloyd G. Trotter
 
Senior Vice President, GE Consumer & Industrial
 
59
 
November 1992
William A. Woodburn
 
Senior Vice President, GE Infrastructure
 
54
 
June 2001
Robert C. Wright
 
Vice Chairman of the Board and Executive Officer
 
61
 
July 2000
 

 

(21)


 
All Executive Officers are elected by the Board of Directors for an initial term which continues until the Board meeting immediately preceding the next annual statutory meeting of shareowners, and thereafter are elected for one-year terms or until their successors have been elected. All Executive Officers have been executives of GE for the last five years except Sir William M. Castell. Prior to joining GE in April 2004, Sir William Castell was the CEO of Amersham plc, since 1989.
 
The policies comprising GE’s code of conduct are set forth in the Company’s integrity manual, Integrity:   The Spirit and the Letter of Our Commitment . These policies satisfy the SEC’s requirements for a “code of ethics,” and apply to all directors, officers and employees. The integrity manual is published on the integrity section of the Company’s website at www.ge.com . The board will not permit any waiver of any ethics policy for any director or executive officer.
 
The remaining information called for by this item is incorporated by reference to “Election of Directors,” “Board of Directors and Committees,” “Information Relating to Directors, Nominees and Executive Officers” and “Additional Information” in the definitive proxy statement relating to the registrant’s Annual Meeting of Shareowners to be held April 27, 2005.
 
 
Item 11. Executive Compensation
 
Incorporated by reference to “Information Relating To Directors, Nominees and Executive Officers,” “Contingent Long-Term Performance Awards,” “Summary Compensation Table,” “Stock Options,” “Compensation Committee Report,” “Five-Year Financial Performance Graph: 2000-2004” and “Retirement Benefits” in the definitive proxy statement relating to the registrant’s Annual Meeting of Shareowners to be held April 27, 2005.
 
 
Item 12. Security Ownership of Certain Beneficial Owners and Management
 
Incorporated by reference to “Information Relating to Directors, Nominees and Executive Officers” in the registrant’s definitive proxy statement relating to its Annual Meeting of Shareowners to be held April 27, 2005.
 
The remaining information called for by this item relating to “Securities Authorized for Issuance under Equity Compensation Plans” is incorporated by reference to note 25 on pages 100-101 of the Annual Report to Shareowners for the fiscal year ended December 31, 2004.
 
 
Item 13. Certain Relationships and Related Transactions
 
Incorporated by reference to “Information Relating to Directors, Nominees and Executive Officers” in the registrant’s definitive proxy statement relating to its Annual Meeting of Shareowners to be held April 27, 2005.
 
 
Item 14. Principal Accounting Fees and Services
 
Incorporated by reference to “Independent Auditor” in the registrant’s definitive proxy statement relating to its Annual Meeting of Shareowners to be held April 27, 2005.
 

(22)


 
Part IV
 
 
Item 15. Exhibits and Financial Statement Schedules
 
(a)1. 
Financial statements applicable to General Electric Company and consolidated affiliates are contained on the page(s) indicated in the GE Annual Report to Shareowners for the fiscal year ended December 31, 2004, a copy of which is attached as Exhibit 13.
 
 
Annual
Report
Page(s)
   
Statement of earnings for the years ended December 31, 2004, 2003 and 2002
72
Consolidated statement of changes in shareowners’ equity for the years
ended December 31, 2004, 2003 and 2002
72
Statement of financial position at December 31, 2004 and 2003
74
Statement of cash flows for the years ended December 31, 2004, 2003 and 2002
76
Management’s annual report on internal control over financial reporting
47
Report of independent registered public accounting firm
47
Other financial information:
 
Notes to consolidated financial statements
53, 78-111
Operating segment information
52-58
103
110-111
Geographic segment information
58-59 and 103
Operations by quarter (unaudited)
109
 
 
(a)2.
The schedules listed in Reg. 210.5-04 have been omitted because they are not applicable or the required information is shown in the consolidated financial statements or notes thereto.
 
(a)3.
Exhibit Index
 
 
(3)
The Certificate of Incorporation, as amended, and By-Laws, as amended, of General Electric Company (Incorporated by reference to Exhibit (3) of General Electric’s Current Report on Form 8-K dated April 27, 2000 (Commission file number 1-35)).
 
 
4(a) 
Amended and Restated General Electric Capital Corporation (GECC) Standard Global Multiple Series Indenture Provisions dated as of February 27, 1997 (Incorporated by reference to Exhibit 4(a) to GECC’s Registration Statement on Form S-3, File No. 333-59707 (Commission file number 1-6461)).
 
 
4(b)
Third Amended and Restated Indenture dated as of February 27, 1997 between GECC and JPMorgan Chase Bank, N.A. (formerly known as The Chase Manhattan Bank), as successor trustee (Incorporated by reference to Exhibit 4(c) to GECC’s Registration Statement on Form S-3, File No. 333-59707 (Commission file number 1-6461)).

(23)



 
 
4(c)
First Supplemental Indenture dated as of May 3, 1999, supplemental to Third Amended and Restated Indenture dated as of February 27, 1997 (Incorporated by reference to Exhibit 4(dd) to GECC’s Post-Effective Amendment No. 1 to Registration Statement on Form S-3, File No. 333-76479 (Commission file number 1-6461)).
 
 
4(d)
Second Supplemental Indenture dated as of July 2, 2001, supplemental to Third Amended and Restated Indenture dated as of February 27, 1997 (Incorporated by reference to Exhibit 4 (f) to GECC’s Post-Effective Amendment No.1 to Registration Statement on Form S-3, File No. 333-40880 (Commission file number 1-6461)).
 
 
4(e)
Third Supplemental Indenture dated as of November 22, 2002, supplemental to Third Amended and Restated Indenture dated as of February 27, 1997 (Incorporated by reference to Exhibit 4(cc) to GECC’s Post-Effective Amendment No. 1 to the Registration Statement on Form S-3, File No. 333-100527 (Commission file number 1-6461)).
 
 
4(f)
Senior Note Indenture dated as of January 1, 2003, between GE and The Bank of New York, as trustee for the senior debt securities. (Incorporated by reference to Exhibit 4(a) to GE’s Current Report on Form 8-K filed on January 29, 2003 (Commission file number 1-35)).
 
 
4(g)
Form of Global Medium-Term Note, Series A, Fixed Rate Registered Note (Incorporated by reference to Exhibit 4(m) to GECC’s Registration Statement on Form S-3, File No. 333-100527 (Commission file number 1-6461)).
 
 
4(h)
Form of Global Medium-Term Note, Series A, Floating Rate Registered Note (Incorporated by reference to Exhibit 4(n) to the GECC’s Registration Statement on Form S-3, File No. 333-100527 (Commission file number 1-6461)).
 
 
4(i)
Form of LIBOR Floating Rate Note (Incorporated by reference to Exhibit 4 of General Electric’s Current Report on Form 8-K dated October 29, 2003 (Commission file number 1-35)).
 
 
4(j)
Fifth Amended and Restated Fiscal and Paying Agency Agreement among GECC, GE Capital Australia Funding Pty Ltd, GE Capital European Funding, GE Capital Canada Funding Company, GE Capital UK Funding and JPMorgan Chase Bank N.A., J.P. Morgan Bank Luxembourg, S.A. and J.P. Morgan Bank (Ireland) p.l.c., dated as of May 21, 2004 (Incorporated by reference to Exhibit 4(f) to General Electric Capital Services, Inc.’s Form 10-K Report for the fiscal year ended December 31, 2004).
 
 
4(k)
Agreement to furnish to the Securities and Exchange Commission upon request a copy of instruments defining the rights of holders of certain long-term debt of the registrant and consolidated subsidiaries.*
 
 
(10)
All of the following exhibits consist of Executive Compensation Plans or Arrangements:
 
   
(a)
General Electric Incentive Compensation Plan, as amended effective July 1, 1991 (Incorporated by reference to Exhibit 10(a) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1991).
 

(24)



   
(b)
General Electric Financial Planning Program, as amended through September 1993 (Incorporated by reference to Exhibit 10(h) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1993).
 
   
(c)
General Electric Supplemental Life Insurance Program, as amended February 8, 1991 (Incorporated by reference to Exhibit 10(i) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1990).
 
   
(d)
General Electric 1987 Executive Deferred Salary Plan (Incorporated by reference to Exhibit 10(k) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1987).
 
   
(e)
General Electric 1991 Executive Deferred Salary Plan (Incorporated by reference to Exhibit 10(n) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1990).
 
   
(f)
General Electric 1994 Executive Deferred Salary Plan (Incorporated by reference to Exhibit 10(o) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1993).
 
   
(g)
General Electric Directors’ Charitable Gift Plan, as amended through December 2002 (Incorporated by reference to Exhibit 10(i) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 2002).
 
   
(h)
General Electric Leadership Life Insurance Program, effective January 1, 1994 (Incorporated by reference to Exhibit 10(r) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1993).
 
   
(i)
General Electric 1996 Stock Option Plan for Non-Employee Directors (Incorporated by reference to Exhibit A to the General Electric Proxy Statement for its Annual Meeting of Shareowners held on April 24, 1996 (Commission file number 1-35)).
 
   
(j)
General Electric 1995 Executive Deferred Salary Plan (Incorporated by reference to Exhibit 10(t) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1995).
 
   
(k)
General Electric 1996 Executive Deferred Salary Plan (Incorporated by reference to Exhibit 10(v) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1996).
 
   
(l)
General Electric 1997 Executive Deferred Salary Plan (Incorporated by reference to Exhibit 10(t) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1997).
 

(25)



   
(m)
General Electric 1990 Long-Term Incentive Plan as restated and amended effective August 1, 1997 (Incorporated by reference to Exhibit 10(u) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1997).
 
   
(n)
General Electric 1998 Executive Deferred Salary Plan (Incorporated by reference to Exhibit 10(v) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1998).
 
   
(o)
General Electric 1999 Executive Deferred Salary Plan (Incorporated by reference to Exhibit 10(v) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1999).
 
   
(p)
General Electric 2000 Executive Deferred Salary Plan (Incorporated by reference to Exhibit 10(u) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 2000).
 
   
(q)
General Electric Supplementary Pension Plan, as amended effective January 1, 2005.*
 
   
(r)
Form of GE Executive Life Insurance Agreement provided to GE officers, as revised November 2003.*
 
   
(s)
General Electric 2001 Executive Deferred Salary Plan (Incorporated by reference to Exhibit 10(x) to General Electric Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 2001).
 
   
(t)  
General Electric 2003 Non-Employee Director Compensation Plan (Incorporated by reference to Exhibit 10(w) to General Electric Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 2002).
 
   
(u)
General Electric 2003 Executive Deferred Salary Plan (Incorporated by reference to Exhibit 10(x) to General Electric Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 2002).
 
   
(v)
Amendment No. 1 to General Electric 1990 Long-Term Incentive Plan as restated and amended effective August 1, 1997 (Incorporated by reference to Exhibit 10(y) to General Electric Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 2002).
 
   
(w)
Amendment to Nonqualified Deferred Compensation Plans, dated as of December 14, 2004.*
 
   
(x)
GE Retirement for the Good of the Company Program, as amended effective January 1, 2005.*
 
   
(y)
GE Excess Benefits Plan, effective July 1, 2003.*
 
   
(z)
General Electric 2002 Executive Deferred Salary Plan.*
 
 
(11)
Statement re Computation of Per Share Earnings.**
 

(26)



 
(12)
Computation of Ratio of Earnings to Fixed Charges.*
 
 
(13)
GE’s 2004 Annual Report to Shareowners, certain sections of which have been incorporated herein by reference.*
 
 
(21)
Subsidiaries of Registrant.*
 
 
(23)
Consent of independent registered public accounting firm incorporated by reference in each Prospectus constituting part of the Registration Statements on Form S-3 (Registration Nos. 33-50639, 33-39596, 33-39596-01, 33-29024, 333-59671, 333-120155, 333-72566, 333-104526, and 333-110771), on Form S-4 (Registration No. 333-107556), and on Form S-8 (Registration Nos. 333-01953, 333-42695, 333-74415, 333-83164, 333-98877, 333 94101, 333-65781, 333-88233, 333-117855, 333-99671 and 333-102111).*
 
 
(24)
Power of Attorney.*
 
 
31(a)
Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended. *
 
 
31(b)
Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended.*
 
 
(32)
Certification Pursuant to 18 U.S.C. Section 1350.*
 
 
99(a) 
Income Maintenance Agreement, dated March 28, 1991, between the registrant and General Electric Capital Corporation (Incorporated by reference to Exhibit 28(a) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1990).
 
 
99(b) 
Undertaking for Inclusion in Registration Statements on Form S-8 of General Electric Company (Incorporated by reference to Exhibit 99(b) to General Electric Annual Report on Form 10-K (Commission file number 1-35) for the fiscal year ended December 31, 1992).
 

(27)



 
99(c) 
Letter, dated February 4, 1999, from Dennis D. Dammerman of General Electric Company to Denis J. Nayden of General Electric Capital Corporation pursuant to which General Electric Company agrees to provide additional equity to General Electric Capital Corporation in conjunction with certain redemptions by General Electric Capital Corporation of shares of its Variable Cumulative Preferred Stock. (Incorporated by reference to Exhibit 99 (g) to General Electric Capital Corporation’s Post-Effective Amendment No. 1 to Registration Statement on Form S-3, File No. 333-59707) (Commission file number 1-6461).
 
*
Filed electronically herewith.
** 
Information required to be presented in Exhibit 11 is provided in note 8 to the 2004 Annual Report to Shareowners in accordance with the provisions of FASB Statement of Financial Accounting Standards (SFAS) No. 128, Earnings per Share .

 

(28)


Signatures
 
Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the registrant has duly caused this annual report on Form 10-K for the fiscal year ended December 31, 2004, to be signed on its behalf by the undersigned, and in the capacities indicated, thereunto duly authorized in the Town of Fairfield and State of Connecticut on the 1 st day of March 2005.
 

   
General Electric Company
(Registrant)
 
       
   
 
 
 
 
 
By
/s/ Keith S. Sherin
 
   
Keith S. Sherin
Senior Vice President, Finance and
Chief Financial Officer
(Principal Financial Officer)
 
 
 

(29)


Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
 
 
Signer
   
Title
     
Date
           
           
 
 
       
 
/s/ Keith S. Sherin
 
Principal Financial Officer
 
March 1, 2005
 
Keith S. Sherin
Senior Vice President, Finance and
Chief Financial Officer
       
           
 
         
 
/s/ Philip D. Ameen
 
Principal Accounting Officer
 
March 1, 2005
 
Philip D. Ameen
Vice President and Comptroller
       
 
 
       
 
Jeffrey R. Immelt*
 
Chairman of the Board of Directors
(Principal Executive Officer)
   
 
 
       
 
James I. Cash, Jr.*
 
Director
   
 
William M. Castell*
 
Director
   
 
Dennis D. Dammerman*
 
Director
   
 
Ann M. Fudge*
 
Director
   
 
Claudio X. Gonzalez*
 
Director
   
 
Andrea Jung*
 
Director
   
 
Alan G. Lafley*
 
Director
   
 
Kenneth G. Langone
 
Director
   
 
Ralph S. Larsen*
 
Director
   
 
Rochelle B. Lazarus*
 
Director
   
 
Sam Nunn*
 
Director
   
 
Roger S. Penske
 
Director
   
 
Robert J. Swieringa*
 
Director
   
 
Douglas A. Warner III*
 
Director
   
 
Robert C. Wright*
 
Director
   
           
 
A majority of the Board of Directors
       
 
         
           
*By
/s/ Michael R. McAlevey
       
 
Michael R. McAlevey
Attorney-in-fact
March 1, 2005
       


(30)



Exhibit 4(k)
 
   
Kathryn A. Cassidy
Vice President and GE Treasurer

General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
 
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

 
March 1, 2005

Subject: 
General Electric Company Annual Report on Form 10-K for the fiscal year ended December 31, 2004 - File No. 1-35

Dear Sirs:

Neither General Electric Company (the “Company”) nor any of its consolidated subsidiaries has outstanding any instrument with respect to its long-term debt, other than those filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2004, under which the total amount of securities authorized exceeds 10% of the total assets of the registrant and its subsidiaries on a consolidated basis. In accordance with paragraph (b)(4)(iii) of Item 601 of Regulation S-K (17 CFR Sec. 229.601), the Company hereby agrees to furnish to the Securities and Exchange Commission, upon request, a copy of each instrument that defines the rights of holders of such long term debt not filed or incorporated by reference as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2004.

Very truly yours,

GENERAL ELECTRIC COMPANY





/s/ Kathryn A. Cassidy
Kathryn A. Cassidy
Vice President and GE Treasurer


Exhibit 10(q)
GE Supplementary
Pension Plan

(Effective January 1, 2005)

Section I.
Eligible Employees
 
Each Employee who is assigned to the GE Executive or higher Career Band (or a position of equivalent responsibility as determined by the Pension Board), who has five or more years of Pension Qualification Service and who is a participant in the GE Pension Plan shall be eligible to participate, and shall participate, in this Supplementary Pension Plan to the extent of the benefits provided herein, provided that:
 
(a)
the foregoing shall not apply to an Employee of a Company other than General Electric Company which has not agreed to bear the cost of this Plan with respect to its Employees, and
 
(b)
except as provided in Section V, an Employee who retires under the optional retirement provisions of the GE Pension Plan before the first day of the month following attainment of age 60, or an Employee who leaves the Service of the Company before attainment of age 60, shall not be eligible for a Supplementary Pension under this Plan.
 
 
An employee of any other company who participates in the GE Pension Plan, though the employing company does not participate in the GE Pension Plan, shall be eligible for benefits under this Plan, provided that such employee meets the job position requirement specified above, and the employee’s participation in the Supplementary Pension Plan is accepted by the Pension Board.
 
 
An Employee who was eligible to participate in this Plan by virtue of his assigned position level or position of equivalent responsibility throughout any consecutive three years of the fifteen year period ending on the last day of the month preceding his termination of Service date for retirement and who meets the other requirements specified in this Section shall be eligible for the benefits provided herein even though he does not meet the eligibility requirements on the date his Service terminates.
 
 
The Chief Executive Officer of General Electric Company, or his delegate, may approve the continued participation in the Plan of an individual who is localized outside the United States as an employee of the Company or an Affiliate and who otherwise meets all of the eligibility conditions set forth herein during such localization. The designated individual’s service and pay while localized, with appropriate offsets for local country benefits, shall be counted in calculating his Supplementary Pension. Such calculation and the individual’s entitlement to any benefits herein shall be determined consistent with the principles of the Plan as they apply to participants who are not localized, provided that the Chief Executive Officer, or his delegate, may direct such other treatment, if any, as he deems appropriate.
 

(1)



Section II.
Definitions
 
(a)
Annual Estimated Social Security Benefit - The Annual Estimated Social Security Benefit shall mean the annual equivalent of the maximum possible Primary Insurance Amount payable, after reduction for early retirement, as an old-age benefit to an employee who retired at age 62 on January 1st of the calendar year in which occurred the Employee’s actual date of retirement or death, whichever is earlier; provided, however, that in the case of an Employee who is a New Plan Participant on the date of his termination of Service, age 65 shall be substituted for age 62 above. Such Annual Estimated Social Security Benefit shall be determined by the Company in accordance with the Federal Social Security Act in effect at the end of the calendar year immediately preceding such January 1st.
 
 
For determinations which become effective on or after January 1, 1978, if an Employee has less than 35 years of Pension Benefit Service, the Annual Estimated Social Security Benefit shall be the amount determined under the first paragraph of this definition hereof multiplied by a factor, the numerator of which shall be the number of years of the Employee’s Pension Benefit Service to his date of retirement or death, whichever is earlier, and the denominator of which shall be 35.
 
 
The Annual Estimated Social Security Benefit as so determined shall be adjusted to include any social security, severance or similar benefit provided under foreign law or regulation as the Pension Board may prescribe.
 
(b)
Annual Pension Payable under the GE Pension Plan - The Annual Pension Payable under the GE Pension Plan shall mean the sum of (1) the total annual past service annuity, future service annuity and Personal Pension Account Annuity deemed to be credited to the Employee as of his date of retirement or death, whichever is earlier, plus any additional annual amount required to provide the minimum pension under the GE Pension Plan and (2) any annual pension (or the annual pension equivalent of other forms of payment) payable under any other pension plan, policy, contract, or government program attributable to periods for which Pension Benefit Service is granted by the Chairman of the Board or the Pension Board or is credited by the GE Pension Plan provided the Pension Board determines such annual pension shall be deductible from the benefit payable under this Plan. All such amounts shall be determined before application of any reduction factors for optional or disability retirement, for election of any optional form of Pension at retirement, a qualified domestic relations order(s), if any, or in connection with any other adjustment made pursuant to the GE Pension Plan or any other pension plan.
 
 
For the purposes of this paragraph, the Employee’s Annual Pension Payable under the GE Pension Plan shall include the Personal Pension Account Annuity deemed payable to the Employee or the Employee’s spouse on the date of the Employee’s retirement or death as the case may be, regardless of whether such annuity commenced on such date.
 
(c)
Annual Retirement Income - For Employees who retire on or after July 1, 1988, or who die in active Service on or after such date, an Employee’s Annual Retirement Income shall mean the amount determined by multiplying 1.75% of the Employee’s Average Annual Compensation by the number of years of Pension Benefit Service completed by the Employee at the date of his retirement or death, whichever is earlier.
 

(2)



(d)
Average Annual Compensation - Average Annual Compensation means one-third of the Employee’s Compensation for the highest 36 consecutive months during the last 120 completed months before his date of retirement or death, whichever is earlier. In computing an Employee’s Average Annual Compensation, his normal straight-time earnings shall be substituted for his actual Compensation for any month in which such normal straight-time earnings are greater. The Pension Board shall specify the basis for determining any Employee’s Compensation for any portion of the 120 completed months used to compute the Employee’s Average Annual Compensation during which the Employee was not employed by an Employer participating in this Plan.
 
(e)
Compensation - For periods after December 31, 1969 “Compensation” for the purposes of this Plan shall mean with respect to the period in question salary (including any deferred salary approved by the Pension Board as compensation for purposes of this Plan) plus:
 
 
(1)
for persons then eligible for Incentive Compensation, the total amount of any Incentive Compensation earned except to the extent such Incentive Compensation is excluded by the Board of Directors or a committee thereof;
 
 
(2)
for persons who would then have been eligible for Incentive Compensation if they had not been participants in a Sales Commission Plan or other variable compensation plan, the total amount of sales commissions (or other variable compensation earned);
 
 
(3)
for all other persons, the sales commissions and other variable compensation earned by them but only to the extent such earnings were then included under the GE Pension Plan;
 
   
plus any amounts (other than salary and those mentioned in clauses (1) through (3) above) which were then included as Compensation under the GE Pension Plan except any amounts which the Pension Board may exclude from the computation of “Compensation” and subject to the powers of the Committee under Section IX hereof.
 
   
For periods before January 1, 1970, “Compensation” for the purposes of this Plan has the same meaning as under the GE Pension Plan applying the rules in effect during such periods.
 
   
The definition set forth in this paragraph (e) shall apply to the calculation of any and all Supplementary Pension benefits payable on and after January 1, 1976. All such payments made prior to January 1, 1976 shall be determined in accordance with the terms of the Plan in effect prior to such date.
 
(f)
Officers - Officers shall mean the Chairman of the Board, the Vice Chairmen, the President, the Vice Presidents, Officer Equivalents and such other Employees as the Committee referred to in Section IX hereof may designate.
 
(g)
Pension Benefit Service - Pension Benefit Service shall have the same meaning herein as in the GE Pension Plan except that for periods before January 1, 1976 the term Credited Service as a full-time Employee shall also include all Service credited under the GE Pension Plan to such Employee for any period during which he was a full-time Employee for purposes of such GE Pension Plan.
 
 
Pension Benefit Service shall also include:
 
 
(1)
any period of Service with the Company or an Affiliate as the Pension Board may otherwise provide by rules and regulations issued with respect to this Plan, and,
 

(3)



 
(2)
any period of service with another employer as may be approved from time to time by the Chairman of the Board but only to the extent that any conditions specified in such approval have been met.
 
(h)
Pension Qualification Service - Pension Qualification Service shall have the same meaning herein as in the GE Pension Plan except that for periods before January 1, 1976 the term Credited Service used in determining such Pension Qualification Service shall mean only Service for which an Employee is credited with a past service annuity or a future service annuity under the GE Pension Plan (plus his first year of Service where such year is recognized as additional Credited Service under that Plan), except as the Pension Board may otherwise provide by rules and regulations issued with respect to this Plan.
 
 
All other terms used in this Plan which are defined in the GE Pension Plan shall have the same meanings herein as therein, unless otherwise expressly provided in this Plan.
 
Section III.
Amount of Supplementary Pension at or After Normal Retirement
 
(a)
The annual Supplementary Pension payable to an eligible Employee who retires on or after his normal retirement date under the GE Pension Plan shall be equal to the excess, if any, of the Employee’s Annual Retirement Income, over the sum of:
 
 
(1)
the Employee’s Annual Pension Payable under the GE Pension Plan;
 
 
(2)
1/2 of the Employee’s Annual Estimated Social Security Benefit;
 
 
(3)
the Employee’s annual excess benefit, if any, payable under the GE Excess Benefit Plan; and
 
 
(4)
The Employee’s annual benefit, if any, payable under the GE Executive Special Early Retirement Option and Plant Closing Retirement Option Plan.
 
   
Such Supplementary Pension shall be subject to the limitations specified in Section IX.
 
(b)
Notwithstanding Section X.(a), the Supplementary Pension of an Employee who continues in the Service of the Company or an Affiliate after his normal retirement date shall not commence before his actual retirement date following termination of Service, regardless of whether such Employee has attained age 70-1/2 and commenced receiving his pension under the GE Pension Plan.
 

(4)


Section IV.
Amount of Supplementary Pension at Optional or Disability Retirement
 
(a)
The annual Supplementary Pension payable to an eligible Employee who, following attainment of age 60, retires on an optional retirement date under Section V.1. of the GE Pension Plan shall be computed in the manner provided by Section III(a) (for an Employee retiring on his normal retirement date) but taking into account only Pension Benefit Service and Average Annual Compensation to the actual date of optional retirement. Such Supplementary Pension shall be subject to the limitations specified in Section IX. In the event such Employee is a New Plan Participant on the date of his termination of Service, such Supplementary Pension, as so limited, shall be reduced to reflect commencement before his normal retirement date by applying the methodology provided under Section V.3. of the GE Pension Plan. Consistent with the foregoing, such reduction shall equal 5/12% for each month from such Employee’s optional retirement date to his normal retirement date. Said reduction shall not be imposed, however, in the event such Employee terminates from the Service of the Company on or after (1) attainment of at least age 62 and (2) completion of at least 25 years of Pension Qualification Service under the GE Pension Plan.
 
(b)
The annual Supplementary Pension payable to an eligible Employee who retires on a Disability Pension under Section VII of the GE Pension Plan shall first be computed in the manner provided by Section III(a) (for an Employee retiring on his normal retirement date) taking into account only Pension Benefit Service and Average Annual Compensation to the actual date of disability retirement. Such Supplementary Pension shall be subject to the limitations specified in Section IX. Such Supplementary Pension, as so limited, shall be reduced to reflect commencement before the Employee’s earliest optional retirement age by applying the methodology provided under Section VII.3. of the GE Pension Plan.
 
 
If the Disability Pension payable to the Employee under the GE Pension Plan is discontinued thereunder as a result of the cessation of the Employee’s disability prior to the attainment of age 60 or otherwise, the Supplementary Pension provided under this Section IV shall also be discontinued.
 
Section V.
Special Benefit Protection for Certain Employees
 
(a)
A former Employee whose Service with the Company is terminated on or after June 27, 1988, before attainment of age 60 and after completion of 25 or more years of Pension Qualification Service who does not withdraw his contributions from the GE Pension Plan before retirement and who meets one of the following conditions shall be eligible for a Supplementary Pension under this Plan commencing upon his retirement under the GE Pension Plan following attainment of age 60:
 
 
(1)
The Employee’s Service is terminated because of a Plant Closing.
 
 
(2)
The Employee’s Service is terminated for transfer to a Successor Employer. The conditions of this paragraph (2) shall not be satisfied, however, if the transferred Employee retires under the GE Pension Plan before July 1, 2000 and prior to the later of (A) his termination of service with the Successor Employer and (B) the first of the month following attainment of age 60.
 
 
(3)
The Employee’s Service terminated after one year on layoff with protected service.
 
   
Effective July 1, 1994 and regardless of whether the Employee terminated Service on, before or after such date, for purposes of this Section V(a) and any other provision of this Plan, a former Employee will be deemed to have withdrawn his contributions from the GE Pension Plan at such time the payment of benefits attributable to such contributions commences, regardless of whether such contributions are paid in the form of a lump sum or an annuity.

(5)



 
(b)
The Supplementary Pension, if any, for Employees who meet the conditions in Section V(a) shall be calculated in accordance with the provisions of Section IV(a), including the imposition of the reduction described therein to reflect a commencement date occurring before normal retirement date in the case of Employees who are New Plan Participants on the date of their termination of Service. For purposes of making this calculation, the Employee’s: (1) Pension Benefit Service to the Service termination date shall be considered; (2) Average Annual Compensation shall be based on the last 120 completed months before such Service termination date; and (3) Annual Estimated Social Security Benefit shall be determined as though the Employee’s retirement date was such Service termination date.
 
(c)
No Supplementary Pension shall be payable to any former Employee who elects to accelerate the commencement of his pension under the GE Pension Plan under Section X1.4.b.(iii) therein, nor shall any death or survivor benefits be payable hereunder with respect to such an Employee.
 
Section VI.
Survivor Benefits
 
If a survivor benefit applies with respect to the past and future service annuity portion of an Employee’s pension under the GE Pension Plan, such survivor benefit shall automatically apply to any Supplementary Pension for which he may be eligible under this Plan. His Supplementary Pension shall be adjusted and paid in the same manner as such pension payable under the GE Pension Plan is adjusted and paid on account of such survivor benefit.
 
Section VII.
Payments Upon Death
 
If an eligible Employee dies in active Service, or following retirement on a Supplementary Pension, or if a former Employee entitled to a Supplementary Pension pursuant to Section V dies prior to such retirement, and a death benefit (other than a return of Employee contributions with interest including an Employee’s Personal and Voluntary Pension Accounts) is payable to the beneficiary or Surviving Spouse of such Employee under the GE Pension Plan, a death benefit shall also be payable to the beneficiary or Surviving Spouse under this Supplementary Pension Plan. Any such death benefit payable under this Plan shall be computed and paid in the same manner as the death benefit payable under the GE Pension Plan but shall be based on the Supplementary Pension payable under this Plan.
 
Section VIII.
Employees Retired Before July 1, 1973
 
[Reserved-See Section VIII of this Plan prior to this reservation.]
 
Section IX.
Limitation on Benefits
 
(a)
Notwithstanding any provision of this Plan to the contrary, if the sum of:
 
 
(1)
the Supplementary Pension otherwise payable to an Employee hereunder;
 
 
(2)
the Employee’s Annual Pension Payable under the GE Pension Plan;
 
 
(3)
100% of the Annual Estimated Social Security Benefit but before any adjustment for less than 35 years of Pension Benefit Service;
 

(6)



 
(4)
the Employee’s annual excess benefit, if any, payable under the GE Excess Benefit Plan; and
 
 
(5)
The Employee’s annual benefit, if any, payable under the GE Executive Special Early Retirement Option and Plant Closing Retirement Option Plan;
 
   
exceeds 60% of his Average Annual Compensation (with such Supplementary Pension and the amounts set forth in (2), (4) and (5) above determined before imposition of any applicable reduction factor or adjustment for optional or disability retirement, a survivor benefit or otherwise), such Supplementary Pension (as so determined) shall be reduced by the amount of the excess. Any further reductions or adjustments prescribed herein, including those applicable to Employees who are New Plan Participants on the date of their termination of Service, shall be applied against such reduced Supplementary Pension.
 
(b)
Notwithstanding any provision in this Plan to the contrary, the amount of Supplementary Pension and any death or survivor benefit payable to or on behalf of any Employee who is or was an Officer shall be determined in accordance with such general rules and regulations as may be adopted by a Committee appointed by the Board of Directors for such purpose, subject to the limitation that any such Supplementary Pension or death benefit may not exceed the amount which would be payable hereunder in the absence of such rules and regulations.
 
Section X
Payment of benefits
 
(a)
Payment of Supplementary Pensions provided for herein shall be in the same form and commence as of the same date as distribution is made pursuant to the Participant’s election under the GE Pension Plan. Consistent with the foregoing, Supplementary Pensions shall be payable in monthly installments, each equal to 1/12th of the annual amount determined under the applicable Section. In addition, the provisions of the GE Pension Plan with respect to the following shall apply to amounts payable under this Plan:
 
 
(1)
The dates of first and last payment of any Pension.
 
 
(2)
Treatment of amounts payable to a missing person.
 
   
In no event shall the accelerated payment option of Section XI.4.b.(iii) of the GE Pension Plan apply with respect to this Plan.
 
(b)
If an Employee’s Pension under the GE Pension Plan is suspended for any month in accordance with the re-employment provisions of that Plan (or would be suspended if he had such a Pension), the Employee’s Supplementary Pension for that month shall be suspended under this Plan. In addition, the re-employment provisions of the GE Pension Plan with respect to the computation of benefits payable upon retirement at the end of the period of re-employment, including the application of any reduction factors for New Plan Participants under Section XXI.1.c.(ii) of the GE Pension Plan, shall apply to amounts payable under this Plan.
 
(c)
An Employee’s beneficiary for the purposes of this Plan shall be the beneficiary designated by him under the GE Pension Plan, except in those instances where a separate beneficiary designation is in effect under this Plan. The provisions of the GE Pension Plan with respect to the designation or selection of a beneficiary shall apply to the designation or selection of a beneficiary under this Plan, except that the requirement of the Spouse’s Consent to the designation or selection of a beneficiary by the Employee shall not apply.
 

(7)



Section XI.
Administration
 
(a)
This Plan shall be administered by the Pension Board, which shall have authority to make, amend, interpret and enforce all appropriate rules and regulations for the administration of this Plan and decide or resolve in its sole and absolute discretion any and all questions or claims, including interpretations of this Plan, as may arise in connection with this Plan.
 
(b)
In the administration of this Plan, the Pension Board may, from time to time, employ agents and delegate to them such administrative duties as it sees fit and may from time to time consult with counsel who may also serve as counsel to the Company.
 
(c)
The decision or action of the Pension Board in respect of any question arising out of or in connection with the administration, interpretation and application of this Plan and the rules and regulations hereunder shall be final and conclusive and binding upon all persons having any interest in the Plan or making any claim hereunder.
 
Section XII.
Termination, Suspension or Amendment
 
The Board of Directors may, in its sole discretion, terminate, suspend or amend this Plan at any time or from time to time, in whole or in part. However, no such termination, suspension or amendment shall adversely affect (a) the benefits of any Employee who retired under the Plan prior to the date of such termination, suspension or amendment or (b) the right of any then current Employee to receive upon retirement, or of his or her Surviving Spouse or beneficiary to receive upon such Employee’s death, the amount as a Supplementary Pension or death benefit, as the case may be, to which such person would have been entitled under this Plan computed to the date of such termination, suspension or amendment, taking into account the Employee’s Pension Benefit Service and Average Annual Compensation calculated as of the date of such termination, suspension or amendment.
 
Section XIII.
Adjustments in Supplementary Pension Following Retirement
 
(a)
Effective January 1, 1975, the amount of Supplementary Pension then payable to any Employee who retired before January 1, 1975 shall be reduced by the amount of any increase which becomes effective January 1, 1975 in the Pension payable under the GE Pension Plan to such Employee.
 
(b)
If the Pension payable under the GE Pension Plan to any Employee is increased following his retirement which increase becomes effective after January 1, 1975, the amount of the Supplementary Pension thereafter payable to such Employee under this Supplementary Pension Plan shall be determined by the Board of Directors.
 
(c)
Effective November 1, 1977, if the benefit payable to a pensioner or Surviving Spouse under the GE Pension Plan is increased in accordance with paragraphs 25 (a), (b) or (c) of Section XIV of that Plan, the Supplementary Pension or death benefit, if any, payable under this Plan to such pensioner or Surviving Spouse on and after November 1, 1977 shall be increased by the same percentage. Any such increase shall not be reduced by the percentage limitations specified in Section IX.
 

(8)



(d)
Effective May 1, 1979, if the benefit payable to a pensioner or Surviving Spouse under the GE Pension Plan is increased by a percentage in accordance with paragraphs 26 (a), (b) or (c) of Section XIV of that Plan, or would have been increased by a percentage in accordance with such paragraphs except for the fact that such pensioner or Surviving Spouse received a lump-sum settlement under the GE Pension Plan, the Supplementary Pension or death benefit, if any, payable under this Plan to such pensioner or Surviving Spouse on and after May 1, 1979 shall be increased by the same percentage. Any such increase shall not be reduced by the percentage limitations specified in Section IX.
 
(e)
If the Pension benefit or Service credits under the GE Pension Plan are increased for a retired employee in accordance with paragraph 27 or 28 of Section XIV of that Plan, or in accordance with the opportunity made available under that Plan effective January 1, 1980 to make up Employee contributions plus interest for periods during which the Employee was otherwise eligible but failed to participate because of late enrollment or voluntary suspension, the Supplementary Pension payable to the Employee under this Plan shall be recalculated to take any such increase into account. For this purpose, Section III of this Plan as amended effective July 1, 1979 shall apply. Any change in the Employee’s Supplementary Pension shall take effect on the same date as the corresponding change under the GE Pension Plan.
 
(f)
Effective February 1, 1981, if the benefit payable to a pensioner or Surviving Spouse under the GE Pension Plan is increased by a percentage in accordance with paragraphs 29 (a), (b) or (c) of Section XIV of that Plan, or would have been increased by a percentage in accordance with such paragraphs except for the fact that such pensioner or Surviving Spouse received a lump sum settlement under the GE Pension Plan, the Supplementary Pension or death benefit, if any, payable under this Plan to such pensioner or Surviving Spouse on and after February 1, 1981 shall be increased by the same percentage. Any such increase shall not be reduced by the percentage limitations specified in Section IX.
 
(g)
Effective January 1, 1983, if the benefit payable to a pensioner under the GE Pension Plan is increased in accordance with paragraph 30 of Section XIV of that Plan, the Supplementary Pension payable to the pensioner under this Plan shall be recalculated to take any such increase into account. Any change in the Supplementary Pension shall take effect on the same date as the corresponding change under the GE Pension Plan.
 
(h)
Effective December 1, 1984, if the benefit payable to a pensioner or Surviving Spouse under the GE Pension Plan is increased by a percentage in accordance with paragraph 32 (a), (b) or (c) of Section XIV of that Plan, or would have been increased by a percentage in accordance with such paragraphs except for the fact that such pensioner or Surviving Spouse received a lump-sum settlement under the GE Pension Plan, the Supplementary Pension or death benefit, if any, payable under this Plan to such pensioner or Surviving Spouse on and after December 1, 1984, shall be increased by the same percentage. Any such increase shall not be reduced by the percentage limitations specified in Section IX.
 
(i)
Effective July 1, 1985, if the benefit payable to a pensioner under the GE Pension Plan is increased in accordance with paragraph 34 of Section XIV of that Plan, the Supplementary Pension payable to the pensioner under this Plan shall be recalculated to take any such increase into account. Any change in the Supplementary Pension shall take effect on the same date as the corresponding change under the GE Pension Plan.
 

(9)



(j)
Effective January 1, 1988, if the benefit payable to a pensioner or Surviving Spouse under the GE Pension Plan is increased by a percentage in accordance with paragraph 35 of Section XIV of that Plan, or would have been increased by a percentage in accordance with such paragraph except for the fact that such pensioner or Surviving Spouse received a lump sum settlement under the GE Pension Plan, the Supplementary Pension or death benefit, if any, payable under this Plan to such pensioner or Surviving Spouse on and after January 1, 1988 shall be increased by the same percentage. Any such increase shall not be reduced by the percentage limitations specified in Section IX.
 
(k)
Effective July 1, 1988, if the benefit payable to a pensioner under the GE Pension Plan or the GE Excess Benefit Plan is increased as a result of paragraph 36 of Section XIV of the GE Pension Plan, the Supplementary Pension payable to the pensioner under this Plan shall be recalculated to take any such increase into account. Any change in the Supplementary Pension shall take effect on the same date as the corresponding increase under the GE Pension Plan or GE Excess Benefit Plan.
 
(l)
Effective July 1, 1991, if the benefit payable to a pensioner or Surviving Spouse under the GE Pension Plan is increased by a percentage in accordance with paragraph 37 of Section XIV of that Plan, or would have been increased by a percentage in accordance with such paragraph except for the fact that such pensioner or Surviving Spouse received a lump sum settlement under the GE Pension Plan, the Supplementary Pension or death benefit, if any, payable under this Plan to such pensioner or Surviving Spouse on and after January 1, 1991 shall be increased by the same percentage. Any such increase shall not be reduced by the percentage limitations specified in Section IX.
 
(m)
Effective December 1, 1991, if the benefit payable to a pensioner under the GE Pension Plan, the GE Excess Benefit Plan or GE Executive Special Early Retirement Option and Plant Closing Retirement Option Plan is increased as a result of paragraph 38 of Section XIV of the GE Pension Plan, the Supplementary Pension payable to the pensioner under this Plan shall be recalculated to take any such increase into account. Any change in the Supplementary Pension shall take effect on the same date as the corresponding increase under the GE Pension Plan, GE Excess Benefit Plan or GE Executive Special Early Retirement Option and Plant Closing Retirement Option Plan.
 
(n)
Effective December 1, 1994, if the benefit payable to a pensioner under the GE Pension Plan, the GE Excess Benefit Plan or the GE Executive Special Early Retirement Option and Plant Closing Retirement Option Plan is increased as a result of paragraph 39 of Section XIV of the GE Pension Plan, the Supplementary Pension payable to the pensioner under this Plan shall be recalculated to take any such increase into account. Any change in the Supplementary Pension shall take effect on the same date as the corresponding increase under the GE Pension Plan, GE Excess Benefit Plan or GE Executive Special Early Retirement Option and Plant Closing Retirement Option Plan.
 
(o)
Effective November 1, 1996, if the benefit payable under the GE Pension Plan or the GE Excess Benefit Plan is increased as a result of paragraph 47, 48 or 49 of Section XIV of the GE Pension Plan, said increase shall be disregarded for purposes of calculating the amount payable under this Plan.
 

(10)



(p)
Effective December 1, 1997, if the benefit payable to a pensioner under the GE Pension Plan, the GE Excess Benefit Plan or the GE Executive Special Early Retirement Option and Plant Closing Retirement Option Plan is increased as a result of paragraph 51 of Section XIV of the GE Pension Plan, the Supplementary Pension payable to the pensioner under this Plan shall be recalculated to take any such increase into account. Any change in the Supplementary Pension shall take effect on the same date as the corresponding increase under the GE Pension Plan, GE Excess Benefit Plan or GE Executive Special Early Retirement Option and Plant Closing Retirement Option Plan.
 
(q)
Effective May 1, 2000, if the benefit payable under the GE Pension Plan or the GE Excess Benefit Plan is increased as a result of paragraph 54, 55 or 56 of Section XIV of the GE Pension Plan, said increase shall be disregarded for purposes of calculating the amount payable under this Plan.
 
(r)
Effective December 1, 2000, if the benefit payable to a pensioner under the GE Pension Plan, the GE Excess Benefit Plan or the GE Executive Special Early Retirement Option and Plant Closing Retirement Option Plan is increased as a result of paragraph 58 of Section XIV of the GE Pension Plan, the Supplementary Pension payable to the pensioner under this Plan shall be recalculated to take any such increase into account. Any change in the Supplementary Pension shall take effect on the same date as the corresponding increase under the GE Pension Plan, GE Excess Benefit Plan or GE Executive Special Early Retirement Option and Plant Closing Retirement Option Plan.
 
(s)
Effective December 1, 2003, if the benefit payable to a pensioner under the GE Pension Plan, the GE Excess Benefit Plan or the GE Executive Special Early Retirement Option and Plant Closing Retirement Option Plan is increased as a result of paragraph 67 of Section XIV of the GE Pension Plan, the Supplementary Pension payable to the pensioner under this Plan shall be recalculated to take any such increase into account. Any change in the Supplementary Pension shall take effect on the same date as the corresponding increase under the GE Pension Plan, GE Excess Benefit Plan or GE Executive Special Early Retirement Option and Plant Closing Retirement Option Plan.
 
Section XIV.
General Conditions
 
(a)
No interest of an Employee, retired employee (whether retired before or after July 1, 1973), Surviving Spouse or beneficiary under this Plan and no benefit payable hereunder shall be assigned as security for a loan, and any such purported assignment shall be null, void and of no effect, nor shall any such interest or any such benefit be subject in any manner, either voluntarily or involuntarily, to anticipation, sale, transfer, assignment or encumbrance by or through an Employee, retired employee, Surviving Spouse or beneficiary. If any attempt is made to alienate, pledge or charge any such interest or any such benefit for any debt, liabilities in tort or contract, or otherwise, of any Employee, retired employee, Surviving Spouse, or beneficiary, contrary to the prohibitions of the preceding sentence, then the Pension Board in its discretion may suspend or forfeit the interests of such person and during the period of such suspension, or in case of forfeiture, the Pension Board shall hold such interest for the benefit of, or shall make the benefit payments to which such person would otherwise be entitled to the designated beneficiary or to some member of such Employee’s, retired employee’s, Surviving Spouse’s or beneficiary’s family to be selected in the discretion of the Pension Board. Similarly, in cases of misconduct, incapacity or disability, the Pension Board, in its sole discretion, may make payments to some member of the family of any of the foregoing to be selected by it or to whomsoever it may determine is best fitted to receive or administer such payments.
 

(11)



(b)
No Employee and no other person shall have any legal or equitable rights or interest in this Plan that are not expressly granted in this Plan. Participation in this Plan does not give any person any right to be retained in the Service of his employer. The right and power of the Company to dismiss or discharge any Employee is expressly reserved.
 
(c)
Except to the extent that the same are governed by the Act, the law of the State of New York shall govern the construction and administration of this Plan.
 
(d)
The rights under this Plan of an Employee who leaves the Service of the Company at any time and the rights of anyone entitled to receive any payments under the Plan by reason of the death of such Employee, shall be governed by the provisions of the Plan in effect on the date such Employee leaves the Service of the Company, except as otherwise specifically provided in this Plan.
 
(e)
The reductions with respect to New Plan Participants otherwise imposed under any provision of this Plan to reflect commencement of the Supplementary Pension and any death or survivor benefits attributable thereto before the normal retirement date may be modified in accordance with rules adopted by the Pension Board in cases where the Employee’s Service consists both of work performed as a New Plan Participant and work performed in another capacity. Any such rules, if applicable, shall be designed in such manner that such reductions only apply with respect to the portion of such benefits attributable to Service performed as a New Plan Participant. For this purpose, the Pension Board shall specify the manner in which any such portion shall be determined, including (1) the effective date of a change in employment status, (2) the treatment of Compensation paid after such effective date which relates to Service occurring before such effective date, (3) the treatment of benefits attributable to qualifying absences described in Section XXIV.9 of the GE Pension Plan covered by the Military Act and (4) the calculation of the Annual Estimated Social Security Benefit.


(12)




Exhibit 10(r)

GE EXECUTIVE LIFE INSURANCE AGREEMENT
(Rev. Nov 2003)

 

 
THIS AGREEMENT made and entered into effective the 1st day of December , 2003, by and between General Electric Company ("Employer"), and ______________________________________ ("Owner");
 
WHEREAS, --------------------- «INSUREDS_NAME» ("Employee") is a valued employee of Employer and Employer wishes to retain him in its employ; and
 
WHEREAS, as an inducement to Employee's continued employment, Employer wishes to assist Employee with his personal life insurance program by entering into this Life Insurance Agreement with the Owner.
 
NOW, THEREFORE, the Employer and Owner agree as follows:
 
1.   Identification of Policy . This Agreement relates to the life insurance policy (“Policy”) issued by Metropolitan Life Insurance Company (“Insurer”) which is described on Exhibit A of this Agreement. Exhibit A shall be updated annually as determined by the Employer effective each December 1st during the term of this Agreement.
 
2.   Ownership of Policy . Owner or Owner’s transferee (hereinafter collectively “Owner”) shall be the owner of the Policy, and may exercise all ownership rights granted to the Owner by the terms of the Policy. Notwithstanding any other provisions of this Agreement or any form of policy assignment executed by Owner in connection with this Agreement, it is the express intention of the parties to reserve to the Owner all rights in and to the Policy granted to the Owner by its terms, including, but not limited to, the right to assign the Owner's interest in the Policy, the right to change the beneficiary of the Policy, the right to exercise settlement options, the right to borrow against the cash value of the Policy, and the right to surrender or cancel the Policy, in whole or in part. Employer shall neither have nor exercise any right in or to the Policy which could, in any way, endanger, defeat or impair any of the rights of the Owner in the Policy, including the right to collect the proceeds of the Policy in excess of the amount due the Employer, as provided in this Agreement. The only rights in and to the Policy granted to the Employer shall be limited to its security interest in the "surrender value" of the Policy, which for all purposes of this Agreement shall be as defined in the Policy, and a portion of the death benefit of the Policy, as hereinafter provided. The Employer shall not assign any of its rights in the Policy to anyone other than the Owner.
 
3.   Premium . The Employer shall pay the total premium on the Policy. The total annual premium due on such Policy, effective December 1st of each year during the term of this Agreement, shall be set forth in item 6 of Exhibit A of this Agreement, as determined by the Employer.
 

 


4.   Collateral Assignment . Contemporaneously with this Agreement, the Owner has made a collateral assignment of the Policy to the Employer under the form of Assignment attached as Exhibit B, as it may be amended from time to time to reflect any modifications to Exhibit A with respect to the Insurer or policy number, which Assignment gives the Employer the right to recover the cumulative premiums it has paid on the Policy (the “cumulative premium outlay”) from the surrender value of the Policy and to recover a portion of the death benefit of the Policy. The interest of the Employer in and to the Policy shall be specifically limited to the following rights:
 
a.
The right to recover the lesser of its cumulative premium outlay or the surrender value of the Policy in the event the Policy is totally surrendered or cancelled by the Owner, or the right to receive the surrender proceeds to the extent of its cumulative premium outlay in the event the Policy is partially surrendered by the Owner as provided in paragraph 5;
 
b.
The right to recover the death benefit proceeds remaining after the Owner's death benefit set forth in item 5 of Exhibit A has been paid to the Owner's designated beneficiary upon the death of Employee, as provided in paragraph 7 below;
 
c.
The right to recover the lesser of its cumulative premium outlay or the surrender value of the Policy, or to receive ownership of the Policy, in the event of termination of this Agreement, as provided in paragraphs 6(b), 6(c) and 6(d) below; and
 
d.
The right to recover its cumulative premium outlay to the extent that any aggregate outstanding Policy loans made by the Owner exceed the amount by which the surrender value of the Policy exceeds the cumulative premium outlay paid by the Employer.
 
5.   Surrender or Cancellation . The Owner shall have the sole right to surrender or cancel the Policy, in whole or in part, and to receive the surrender value, subject to the provisions of this paragraph 5. In the event of any partial or complete surrender or cancellation, the Employer shall be provided with written notice of such surrender or cancellation at least fifteen (15) days prior to a distribution from the Insurer. Subject to paragraph 6, in the event of any partial surrender, the Employer shall be entitled to recover the lesser of its cumulative premium outlay or the surrender proceeds. In the event of a complete surrender or cancellation, the Employer shall be entitled to recover the lesser of its cumulative premium outlay or the surrender value of the Policy.
 
6.   Termination of Agreement .
 
a.
This Agreement shall terminate upon the earlier to occur of:
 
(1)   The date on which either party to the Agreement provides notice in writing to the other party of the desire to terminate; or
 
(2)   The Employee's termination of employment (other than retirement, disability or other Company approved separation) with the Employer; or
 
(3)   The latter of:
 
(a)   The fifteenth anniversary of the effective date of this   Agreement; or
 
(b)   The date on which the Employee attains age 60.
 
b. Within thirty (30) days following the termination of this Agreement, the Owner shall pay to the Employer the Employer's cumulative premium outlay. Upon receipt by the Employer of such amount, the Employer shall execute an appropriate instrument of release of the Assignment of the Policy.
 
c. If the Owner fails to pay such amount within such thirty (30) day period, the Owner shall execute any and all instruments that may be required to vest ownership of the Policy in the Employer. Thereafter, the Owner shall have no further interest in the Policy.
 
d. If the Owner fails to surrender the policy and execute the instruments required by paragraph 6(b) within such thirty (30) day period, the Employer may notify the Insurer that the Employer intends to exercise its rights under the Assignment. In such event, the Insurer shall pay to the Employer the cumulative premium outlay specified in paragraph 6(b).
 
7.   Death . Upon the death of Employee, the Employer shall receive its cumulative premium outlay. The balance of the death benefit provided under the Policy, if any, shall be paid directly to the beneficiary.
 
8.   Loans . The Owner shall have the sole right to borrow against the Policy up to a maximum amount equal to the amount by which the surrender value of the policy exceeds the cumulative premium outlay paid by the Employer. The Employer shall have no right to obtain loans against the Policy, directly or indirectly, from the Insurer or from any other person, or to pledge or assign the Policy as security for any loan.
 
9.   Transferee . In the event Owner shall transfer all of its interest in the Policy, then all of Owner's interest in the Policy and in this Agreement shall be vested in its transferee, who shall be substituted as a party under this Agreement, and the transferring Owner shall have no further interest in the Policy or in this Agreement.
 
10.   Successors and Assigns . This Agreement shall bind Employer, its successors and assigns, and Owner and their heirs, executors, administrators and transferees, and any Policy beneficiary. The Employer agrees that it will not merge or consolidate with another employer, corporation, or organization, or permit its business and activities to be taken over by any other organization unless or until the succeeding or continuing employer, corporation or other organization shall expressly assume the rights and obligations of the Employer set forth in this Agreement.
 
11.   Effect on Employment . This Agreement shall not be deemed to constitute a contract of employment between the parties, nor shall any provision restrict the right of Employee to terminate his employment, at any time not in contravention of any applicable employment agreement.
 

 


12.   Insurer . The Insurer shall be bound only by the provisions of and endorsements on the Policy, and any payments made or action taken by it in accordance with the Policy shall fully discharge it from all claims, suits and demands of all persons whatsoever. Except as specifically provided by endorsement on the Policy and as provided in the Assignment, the Insurer shall in no way be bound by the provisions of this Agreement.
 
13.   Payment . It is agreed that benefits may be paid under the Policy by the Insurer either by separate checks to the parties entitled thereto, or by joint check. In the latter instance, the Owner and the Employer agree that benefits shall be divided as provided herein.
 
14.   Amendment . Except as provided in paragraph 6 and in paragraphs 1 and 3 pertaining to Exhibit A, this Agreement may not be cancelled, amended, altered or modified, except by a written instrument signed by all of the parties.
 
15.   Notices . Any notice, consent or demand required or permitted to be given under the provisions of this Agreement by one party to another shall be in writing, shall be signed by the party giving or making the same, and may be given either by delivering the same to such other party personally, or by mailing the same, by United States certified mail, postage prepaid, to such party, addressed to his, her or its last known address as shown on the records of the Employer. The date of such mailing shall be deemed the date of such mailed notice, consent or demand.
 
16.   Gender and Number . Whenever any words are used herein in the masculine gender, they shall be construed as though they were also used in the feminine or neuter gender in all cases where they would so apply, and whenever any words are used herein in the singular or plural form, they shall be construed as though they were also used in the other form in all cases where they would so apply.
 
17.   Controlling Law . This Agreement, and the rights of the parties hereunder, shall be governed by and construed pursuant to the laws of the State of New York except to the extent preempted by federal law.
 
IN WITNESS WHEREOF, the parties have executed this Agreement effective the day and year first above written.
 
  Owner’s Signature:     General Electric Company
     
    /s/ William J. Conaty
    By: William J. Conaty
 
 
Senior Vice President -
  Print Name   Corporate Human Resources

 
 



EXHIBIT A
 
LIFE INSURANCE PLAN
 
INSURANCE POLICY SCHEDULE
 

 

 

 
 
1.   Insured’s Name:
 
«INSUREDS_NAME»
 
2.   Effective Date:
 
«EFFECTIVE_DATE»
 
3.   Insurer:
 
Metropolitan Life Insurance Company
 
4.   Policy Number:
 
«POLICY_NUMBER»
 
5.   Owner’s Portion of Death Benefit:
 
(End of Year 1)
 
«OWNERS_PORTION_OF_THE_DEATH_BENEFIT»
 
6.   Total Annual Premium:
 
«M_2003_ANNUAL_PREMIUM»
 
7.   Owner’s Portion of Cash Value:
 
(End of Year 1)
 
 
8.   Policyowner:
 
 
9.   Beneficiary:
 

 
 

 



EXHIBIT B
 
COLLATERAL ASSIGNMENT
 

 
THIS ASSIGNMENT, made and entered into effective the 1 st   day of December, 2003, by the undersigned ________________________________ as owner ("Owner") of that certain Life Insurance Policy No.                         issued by Metropolitan Life Insurance Company ("Insurer") and any supplementary contracts issued in connection with such policy (said policy and contracts herein called "Policy"), upon the life of «INSUREDS_NAME» ("Insured"), to General Electric Company, a New York corporation, ("Assignee").
 
WITNESSETH:
 
WHEREAS, the Insured is a valued employee of the Assignee, and the Assignee wishes to retain him in its employ;
 
WHEREAS, as an inducement to the Insured's continued employment, the Assignee desires to assist the Insured with his personal life insurance program by contributing the annual premium due on the Policy, as more specifically provided for in that certain Life Insurance Agreement entered into between the Insured and the Assignee ("Agreement"); and
 
WHEREAS, in consideration of the Assignee's agreeing to pay the premiums pursuant to the Agreement, the Owner agrees to assign to the Assignee certain rights in the Policy as set forth in this Assignment.
 
NOW, THEREFORE, for value received, the undersigned Owner hereby assigns, transfers and sets over to the Assignee, its successors and assigns, the following specific rights in the Policy subject to the following terms and conditions:
 
1.   Assigned Rights . The Assignee's interest in the Policy shall be limited to:
 
 
a.
The right to recover the lesser of the total premiums it has paid on the Policy less amounts received under the Agreement from the Owner ("cumulative premium outlay") or the "surrender value" of the Policy (as defined in the Policy for all purposes hereinafter) in the event the Policy is totally surrendered or cancelled by the Owner, or the right to receive the surrender proceeds to the extent of its cumulative premium outlay in the event the Policy is partially surrendered or cancelled by the Owner, as provided in paragraph 5 of the Agreement.
 
 
b.
The right to recover the death benefit proceeds as provided in paragraph 7 of the Agreement.
 
 
c.
The right to recover the lesser of its cumulative premium outlay or the surrender value of the Policy or to receive ownership of the Policy, in the event of termination of the Agreement, as provided in paragraphs 6(a), 6(b) and 6(c) of the Agreement.
 

 


 
d.
The right to recover its cumulative premium outlay to the extent a Policy loan made by the Owner in any year exceeds the lesser of the Owner's portion of the premium for that year or the increase for that year in the surrender value of the Policy, as provided in paragraph 8 of the Agreement.
 
   Incidents of Ownership . The Owner shall retain all incidents of ownership in the Policy, including, but not limited to, the sole and exclusive rights to: borrow against the Policy; assign the Owner's interest in the Policy; change the beneficiary of the Policy; exercise settlement options; and, subject to paragraphs 5 and 6 of the Agreement, surrender or cancel the Policy (in whole or in part)·
 
   Endorsement of Policy . If the Assignee shall have possession of the Policy at any time while this Assignment is in force, then upon request and without unreasonable delay, the Assignee shall forward the Policy to the Insurer for endorsement of any designation or change of beneficiary, any election of optional mode of settlement, or the exercise of any other right reserved by the Owner hereunder.
 
   Insurer .
 
a.
The Insurer is hereby authorized to recognize the Assignee's claims to rights under this Agreement without investigating the reason for any action taken by the Assignee, the amount of its cumulative premium outlay, the existence of any default, the giving of any required notice or the application to be made by the Assignee of any amounts to be paid to the Assignee. The signature of the Assignee shall be sufficient for the exercise of any of its rights under the Assignment for the Assignee's receipt for any sums received by it shall be a full discharge and release of such sums to the Insurer.
b.
The Insurer shall be fully protected in recognizing a request made by the Owner for surrender or cancellation of the Policy, in whole or in part, or in recognizing a request made by the Owner for any loans against the Policy permitted by the terms of the Policy, with or without the consent of the Assignee. In the event of any such request, the Insurer may pay the proceeds of such surrender, cancellation, or loans to the sole order of the Owner, or as the Owner shall direct, provided that the Insurer has provided the requisite fifteen (15) days' notice to the Assignee required by paragraph 5 of the Agreement.

   Release . Upon the full payment of the liabilities of the Owner to the Assignee pursuant to the Agreement, the Assignee shall execute an appropriate instrument of release of this Collateral Assignment.
 
IN WITNESS WHEREOF, the undersigned Owner has executed this Assignment effective the day and year first above written.
 
Owner's Signature:                            
 
__________________________________       ___________________
                                                                                         Witness


Exhibit 10(w)
Amendment to Nonqualified Deferred Compensation Plans

WHEREAS, Section 409A of the Internal Revenue Code (the “Code”) changed the Federal income tax rules governing “nonqualified deferred compensation plans” within the meaning of Code section 409A(d)(1);

WHEREAS, General Electric Company (the “Company”) intends for any such “nonqualified deferred compensation plan” sponsored by the Company (collectively hereinafter, the “Plans”) to continue to provide tax deferral for participants on and after January 1, 2005 and to avoid application of any penalty or interest under Code section 409A;

WHEREAS, Code section 409A(a)(2) generally requires that distributions from the Plans on account of separation from service cannot be made to a "key employee" any earlier than six months after such key employee separates from service (the "Six-Month Rule");

WHEREAS, the Department of the Treasury has not issued guidance explaining the application of the Six-Month Rule, including the determination of who is a key employee; and

WHEREAS, in the absence of such guidance, it is advisable for the Company to amend and administer the Plans based on a reasonable interpretation of the Six-Month Rule;

NOW, THEREFORE, BE IT RESOLVED THAT, the Plans be, and hereby are, amended to incorporate the Six-Month Rule to the extent in the judgment of the Company such rule applies to the Plans;

FURTHER RESOLVED THAT, consistent with the foregoing resolution, the Plans shall be administered in such manner as is reasonably necessary, in the judgment of the Company, to comply with the Six-Month Rule; and

FURTHER RESOLVED THAT, the foregoing resolutions shall not apply to amend the provisions of any Plan or modify their administration to the extent they apply to employees represented by a union, except to the extent agreed to through collective bargaining with the union.


 

Exhibit 10(x)
 
GE Retirement for the
 
Good of the Company Program
 
(Effective January 1, 2005)
 
The Chairman of the Board (with power to redelegate) is authorized to grant an allowance to any employee (including officers) whose service is terminated after November 21, 1986, subject to the terms and conditions hereinafter set forth. In addition, the Chairman has the authority to waive the age, service and salary requirements of the authorization to grant deferred termination allowances.
 
1.
An employee may be granted an allowance if:
 
     
 
(a)
(i)
On the date of termination of the employee’s service, the employee is at least fifty years of age and has a total of at least twenty years of pension benefit service or similar pension service under the pension plans of the Company and its affiliates and subsidiaries, or if the employee is a company pilot, the employee is at least forty-five years of age, and has a total of at least fifteen years of such pension service; and
 
     
   
(ii)
The employee’s salary on the January 1 of the calendar year in which service is terminated was no lower than the position rate in effect for the GE Executive Band on the January 1 of the calendar year prior to the year in which service is terminated;
 
     
 
(b)
In the judgment of the employee’s manager, it is no longer appropriate to retain the employee in his present position, no appropriate reassignment of the employee elsewhere in the Company is practicable and a termination of the employee’s service with the Company under the terms and conditions of this program would be in the best interests of the Company;
 
     
 
(c)
The employee elects optional retirement under the GE Pension Plan to begin on the first of the month following attainment of age 60;
 
     
 
(d)
The employee agrees not to withdraw his contributions plus interest credited thereon as permitted by the provisions of Section XI 2 of the GE Pension Plan; and
 
     
 
(e)
The employee agrees not to elect to accelerate the commencement of his pension under Section XI.4.b.(iii) of the GE Pension Plan.
 
     
2.
Any allowance granted under this program shall be granted in the form of either a retirement allowance or a termination allowance. An employee granted a retirement allowance shall be eligible for those benefits under the Company’s employee benefit plans which apply to a similarly situated employee who retires directly from the service of the Company. An employee granted a termination allowance shall be eligible for those benefits under the Company’s employee benefit plans which apply to a similarly situated employee who voluntarily terminates service.
 
In any event, the annual amount of an allowance shall not exceed the sum of:
 
     
 
(a)
The annual amount which would have been payable as the employee’s pension under the terms and conditions of the GE Pension Plan if the employee at the time of termination of service had attained age 60 and retired under the provisions of Section V of the GE Pension Plan, the future service annuity portion of such pension to be calculated on the basis of the employee’s actual compensation and contributions to the date of termination of service;
 
     
 
(b)
An amount equal to the sum of (1) the supplemental payment under Section VI 3 of the GE Pension Plan based on the employee’s pension benefit service to the date of termination of the employee’s service plus (2) the special supplemental payment under Section VI 6 of the GE Pension Plan; and
 
     
 
(c)
The amount which would have been payable as the employee’s supplementary pension upon optional retirement under the terms and conditions of the GE Supplementary Pension Plan as if the employee at the time of termination of service had attained age 60 and retired, taking into account only pension benefit service and average annual compensation to the date of termination of service.
 
     
   
Consistent with the foregoing, in the case of an employee who is a “New Plan Participant” within the meaning of the GE Pension Plan on the date of his termination of service, no amount shall be payable under subparagraph (b) above, and the amounts set forth in subparagraph (a) and (c) above shall take into account the 25% early retirement reduction factor applicable under the GE Pension Plan and GE Supplementary Pension Plan for retirement at age 60. In the sole discretion of the Company, if such employee’s service consists of both work performed as such a New Plan Participant and work performed in some other capacity, said reduction factor (and any other reduction prescribed herein applicable to death and survivor benefits) may be modified in the manner provided by the Pension Board under Section XXIV.11 of the GE Pension Plan (with respect to benefits based on the amount set forth in subparagraph (a) above) and under Section XIV(e) of the GE Supplementary Pension Plan (with respect to benefits based on the amount set forth in subparagraph (c) above) or in such other manner as the Company determines.
 
     
3.
The employee’s manager shall recommend the amount and duration of the allowance, whether it shall be an immediate or deferred allowance and whether the allowance shall be in the form of a retirement allowance or a termination allowance, taking into account the employee’s age, length of service, contributions to the Company, the likelihood of the employee being able to obtain other employment, and such other factors as such manager may consider relevant.
 
     
 
A determination to grant an allowance under this program shall be based on a written statement recommending the amount and the terms of the allowance and stating the facts and considerations upon which it is made; it shall be signed by the employee’s manager and shall be endorsed by such manager’s immediate superior and by the appropriate officer reporting directly to the Corporate Executive Office; provided that allowances to the employees who are Senior Vice Presidents or above shall be endorsed by the Management Development and Compensation Committee of the Board of Directors. The Chairman of the Board or his delegate shall act on the recommendation.
 
     
4.
The allowance, which shall be paid from funds of the Company, shall be paid monthly. Immediate allowances may commence with the first of the month following the month in which the employee’s service terminates. However, all or a portion of a deferred allowance may be scheduled to commence the first of any month thereafter.
 
     
5.
A married employee granted a retirement or termination allowance shall receive a reduced allowance in order to provide for a continuation of payments to the employee’s spouse after the employee’s death, if such death occurs prior to age 60, subject to the following conditions:
 
     
 
(a)
That portion of the allowance representing the amounts described in Paragraphs 2(a) and 2(c) shall be reduced in the same manner and payable under the same terms and conditions as a pension would be treated under Section IX.1 (disregarding the calculations in the fourth paragraph therein for retirement as of the first day of the month following the attainment of age 59, or as of an earlier date) and IX.2 of the GE Pension Plan; provided, however, that:
 
     
   
(i)
payment to the surviving spouse shall be equal to one half of the reduced allowance which would have been payable to the employee had the employee survived, including any increase in such allowance which was scheduled to take effect at the employee’s age 60;
 
     
   
(ii)
if death occurs prior to age 60, payments of such allowance to the employee’s surviving spouse shall be further reduced by the amount available in the form of a monthly annuity as a preretirement spouse annuity payable under the GE Pension Plan with such reduction occurring beginning on the earliest date such annuity is so payable;
 
     
   
(iii)
upon the death of the employee, the portion of the allowance representing the amount described in Paragraph 2(b) shall be discontinued at the end of the month in which such death occurs;
 
     
   
(iv)
in no event shall any further payments of allowance be made to any persons after the death of both the employee and the person who is his spouse for purposes of the survivor benefit; and
 
     
   
(v)
no waiver of the survivor benefit provided under this paragraph 5 shall have been received by the Company.
 
     
 
(b)
Upon receipt by the Company of an employee’s waiver with spouse’s consent of the survivor benefit under this Paragraph 5, the allowance shall be adjusted from and after the date of such waiver to the amount he would have received on or after that date had there been no survivor benefit.
 
 
     
 
The spouse of a married employee shall not be eligible for any allowance payments after the employee’s death if such death occurs after attainment of age 60 except as and to the extent provided in Paragraph 6.
 
     
6.
Any allowance granted pursuant to this program shall be paid in accordance with the terms set forth in the written statement referred to in Paragraph 3. However, any such allowance:
 
     
 
(a)
may be terminated at any time by the Management Development and Compensation Committee if the Committee in its sole discretion determines that the employee or, after the death of the employee, the employee’s surviving spouse, has acted or is acting in any way inimical to the interests of the Company;
 
     
 
(b)
shall terminate at the end of the month in which the employee withdraws his contributions to the GE Pension Plan plus interest credited thereon or elects to accelerate the commencement of his pension under Section Xl.4.b.(iii) of the GE Pension Plan;
 
     
 
(c)
shall terminate at the end of the month in which the employee’s death occurs, if prior to age 60; unless a survivor benefit is payable in accordance with Paragraph 5;
 
     
 
(d)
shall terminate at the end of the month in which the employee attains age 60, except that:
 
     
   
(i)
the portion of the allowance representing the amount described in Paragraph 2(b) may be paid until the employee attains the Age of Eligibility for Social Security Benefits (currently age 62) or, if Section VI.8. of the GE Pension Plan is in effect, his Age of Eligibility for 80% Social Security Benefits within the meaning of such provision, or until the employee dies, whichever first occurs; and
 
     
   
(ii)
the portion of the allowance representing the amount of the employee’s supplementary pension described in Paragraph 2(c) may be paid through the month in which the employee dies; provided that (1) if a survivor benefit applies to the employee’s pension under the GE Pension Plan, this portion of the allowance shall be adjusted and paid on the same basis as Section VI of the Supplementary Pension Plan, and (2) if a death benefit is payable to the beneficiary or surviving spouse of such employee under the GE Pension Plan, a death benefit shall also be payable to such beneficiary or surviving spouse with respect to the portion of the employee’s allowance representing the amount described in Paragraph 2(c) hereof, such benefit to be computed and paid in the same manner as the death benefit referred to in Section VII of the GE Supplementary Pension Plan; and
 
     
 
(e)
Notwithstanding the foregoing, if a former employee entitled to a deferred allowance dies on or after November 1, 1998 and before such allowance commences and a preretirement survivor annuity is payable to the Surviving Spouse of the employee under the GE Pension Plan, a preretirement survivor annuity may also be payable to such Spouse with respect to the portion of the deferred allowance representing the amount of the employee’s supplementary pension described in Paragraph 2(c). Any such preretirement survivor annuity provided under this Program shall be computed and paid in the same manner as such death benefit is payable under the GE Pension Plan but shall be based only on the portion of the deferred allowance representing the amount of the employee’s supplementary pension described in Paragraph 2(c).
 
     
7.
Notwithstanding those provisions of Paragraphs 5 and 6 above concerning the form in which an allowance will be distributed (including applicable survivor or death benefits), if the allowance is granted in conjunction with the payment of the Special Early Retirement Option or Plant Closing Pension Option under the GE Pension Plan, such allowance will be distributed for so long as it remains payable in the same form as the pension is paid under the GE Pension Plan and subject to at least the same reduction calculation to reflect any applicable survivor benefits.
 
     
8.
Any allowance payable under this program shall terminate at the end of the month in which the employee is reemployed by General Electric Company or any of its affiliates or subsidiaries.
 
     
9.
For purposes of this program, the terms “spouse” and “surviving spouse” shall have the same meanings as under Section XXVI of the GE Pension Plan.
 
     
10.
Except as to withholding of any tax under the laws of the United States or any state or locality, no benefit payable at any time hereunder shall be subject in any manner to alienation, sale, transfer, assignment, pledge, attachment or other legal process, or encumbrance of any kind. Any attempt to alienate, sell, transfer, assign, pledge or otherwise encumber any such benefit, whether currently or thereafter payable hereunder, shall be void.
 
     
11.
Any or all allowances granted under this program may be reduced, suspended, or terminated by the Board of Directors in its discretion.


Exhibit 10(y)
GE Excess Benefits Plan            
(Effective July 1, 2003)



Section I.
Eligibility

All Employees, Surviving Spouses and beneficiaries of Employees eligible to receive Pension benefits under the GE Pension Plan shall be eligible to receive excess benefits under this Plan in accordance with Section II.


Section II.
Excess Benefits

The amount of the Excess Benefit payable under this Plan to an Employee, Surviving Spouse or beneficiary shall be equal to the excess (if any) of:

a.
the Pension, survivor benefit or death benefit that the Employee, Surviving Spouse or beneficiary would have received under the GE Pension Plan as a result of the retirement or death of the Employee but for the limitations on such benefit imposed by the GE Pension Plan pursuant to Section 415 of the Code, over

b.
the Pension, survivor benefit or death benefit that the Employee, Surviving Spouse or beneficiary receives under the GE Pension Plan.

For all periods during which this Plan is in effect and regardless of whether the Employee’s termination of Service date occurs on, before or after July 1, 2003, in no event shall an individual be entitled to receive more benefits from this Plan and the GE Pension Plan combined than he would have been entitled to receive from the GE Pension Plan alone without application of the limits of Section 415 of the Code referred to in Section II.a. above.

Section III.
Payment of Excess Benefits

1.
All Excess Benefits provided for hereunder shall be paid in the same form and manner as the benefits payable to such Employee, Surviving Spouse or beneficiary under the GE Pension Plan.

2.
If an Employee’s Pension under the GE Pension Plan is suspended for any month in accordance with the re-employment provisions thereof, the Employee’s Excess Benefits hereunder for that month shall likewise be suspended under this Plan.


Section IV.
Beneficiary

An Employee’s beneficiary for the purposes of this Plan shall be the beneficiary designated by him under the GE Pension Plan.


Section V.
Administration

1.
This Plan shall be administered by the Pension Board, which shall have authority in its sole discretion to make, amend, interpret and enforce rules and regulations for the administration of this Plan and decide or resolve in its sole discretion any and all questions which may arise in connection with this Plan.

2.
In the administration of this Plan, the Pension Board may, from time to time, employ agents and delegate to them such administrative duties as it sees fit and may, from time to time, consult with counsel, including counsel to the Company.

3.
The decision or action of the Pension Board in respect of any question arising out of or in connection with the administration, interpretation and application of this Plan and the rules and regulations hereunder shall be final and conclusive and binding upon all persons having any interest in this Plan.


Section VI.
Amendment and Termination

The Company reserves the right, by action of the General Electric Company Board of Directors, to amend, modify or terminate, either retroactively or prospectively, any or all of the provisions of this Plan; provided, however, that no such action on its part shall adversely affect the rights of an Employee, his Surviving Spouse or beneficiaries without the consent of such Employee (or his Surviving Spouse or beneficiaries, if the Employee is deceased) with respect to any benefits accrued under this Plan prior to the date of such amendment, modification or termination of the Plan if the Employee has at that time a non-forfeitable right to benefits under Section XII of the GE Pension Plan.





Section VII.
General Conditions

1.
The Excess Benefits payable under this Plan shall be paid by the Company out of its general assets and shall not be funded in any manner. The obligations that the Company incurs under this Plan shall be subject to the claims of the Company’s other creditors having priority as to the Company’s assets.

2.
Except as to withholding of any tax under the laws of the United States or any state or locality, no Excess Benefit payable at any time hereunder shall be subject in any manner to alienation, sale, transfer, assignment, pledge, attachment or other legal process, or encumbrance of any kind. Any attempt to alienate, sell, transfer, assign, pledge or otherwise encumber any such Excess Benefit, whether currently or thereafter payable hereunder, shall be void.

3.
No Employee and no other person shall have any legal or equitable rights or interest in this Plan that are not expressly granted in this Plan. Participation in this Plan does not give any person any right to be retained in the Service of his Employer. The right and power of the Company to dismiss or discharge any Employee is expressly reserved.

4.
Notwithstanding the provisions of Section I, employees who are represented by a union (pursuant to a certification by the National Labor Relations Board or otherwise in accordance with the provisions of Section 9 of the National Labor Relations Act) shall become eligible to participate in this Plan (a) only after the Company and such union shall have entered into a written agreement to the effect that the Plan shall be offered to the employees so represented, and (b) only in accordance with any conditions or requirements contained in such agreement; provided, however, that whenever employees who are eligible for the Plan choose a bargaining agent (pursuant to NLRB certification), they shall continue to be eligible unless and until the certified agent gives notice to the Company that it does not wish such eligibility to continue.

5.
All terms used in this Plan which are defined in the GE Pension Plan shall have the same meaning herein as therein, unless otherwise expressly provided in this Plan.

6.
The rights under this Plan of an Employee who leaves the Service of the Company at any time and the rights of anyone entitled to receive any payments under this Plan by reason of the death of such Employee, shall be governed by the provisions of this Plan in effect on the date such Employee leaves the Service of the Company, except as otherwise specifically provided in this Plan.

7.
The law of the State of New York shall govern the construction and administration of this Plan.

EXHIBIT 10(z)

GENERAL ELECTRIC COMPANY
2002 EXECUTIVE OFFICER DEFERRED SALARY PLAN


I. ELIGIBILITY

To maximize the ability of General Electric Company ("Company") to obtain a federal tax deduction for compensation to be paid to its Executive Officers in 2002, each Executive Officer of the Company who is expected to be paid more than $1 million in base salary compensation in 2002 shall be eligible to participate in this Plan.

II. DEFERRAL OF SALARY

1. Each Executive Officer eligible to participate in this Plan ("Participant") shall be given an opportunity to irrevocably elect, prior to any deferral hereunder:

(a) the portion (minimum of 10%, maximum of 100%) of the
Participant's 2002 base salary to be deferred, and

(b) the form of payout alternative as set forth in Section V.

2. Commencing with base salary earned for January 2002, the Participant's total base salary elected to be deferred under this Plan will be deferred in ratable installments through the month of December 2002, and will be credited to the Participant's deferred salary cash account ("Deferred Account") as of the end of the month of deferral ("Deferral Date").

III. SPECIAL ONE-TIME MATCHING MAKE-UP CREDIT

As of December 31, 2002, a special one-time credit shall be made to the Deferred Account of each Participant who is actively employed by the Company on such date to make up for the matching Company payment that would otherwise have been available under the Company's Savings and Security Program. The amount of such credit shall equal 3.5% of the total 2002 base salary deferred under this Plan by the Participant (excluding interest). Such credit shall not be provided for any Participant who has terminated employment with the Company for any reason prior to December 31, 2002, or is not actively employed on such date.

IV. MANNER OF ACCOUNTING

1. Each Deferred Account shall be unfunded, unsecured and nonassignable, and shall not be a trust for the benefit of any Participant.

2. Except as may be otherwise provided in Section V or VIII, the Participant's Deferred Account will be credited with (a) the amount of base salary deferred on each Deferral Date as set forth in Section II.2., (b) the special one-time matching make-up credit as set forth in Section III, and (c) interest at the annual rate of 10% compounded annually on each December 31.

V. PAYMENT OF DEFERRED ACCOUNT

1. Payment of a Participant's Deferred Account will be made only after termination of employment of the Participant.

2. If no manner of payment election is made, the Deferred Account will be paid in 10 annual installments commencing on March 1 (or as soon thereafter as practical) following the year of termination of employment.

3. At the time of election to defer base salary, a Participant may irrevocably elect: (a) the number of annual payout installments (minimum of 10, maximum of 20) of the Deferred Account commencing on March 1 (or as soon thereafter as practical) following the year of termination of employment, unless (b) a lump sum payment of the Deferred Account is elected in which case the lump sum payment will be made on March 1 (or as soon thereafter as practical) following the year of termination of employment.

4. Participants who terminate their employment on or after December 31, 2002 because of retirement, death or disability, or Participants who terminate their employment on or after December 31, 2006 for any reason, will receive payouts based on Deferred Account accumulations at the 10% interest rate. Payments will be made pursuant to Section V.2 or V.3 above beginning on March 1 (or as soon thereafter as practical) following the year of termination of employment.

5. Unless waived by the Management Development and Compensation Committee of the Board of Directors ("MDCC"), if the Participant terminates employment prior to December 31, 2002 for any reason, or prior to December 31, 2006 for any reason other than retirement, death, or disability, the Participant's Deferred Account will be paid in a lump sum as soon as practical following the date of termination, along with simple interest credited at an annual rate of 3% rather than the rate specified in Section IV.

VI. DEATH BENEFITS


In the event of a Participant's death prior to receiving any or all payments to which the Participant is entitled, the remaining Deferred Account shall be paid at the time and in the manner provided in Section V to the beneficiary or beneficiaries designated by the Participant on a beneficiary designation form properly filed by the Participant with the Company in accordance with established administrative procedures. If no such designated beneficiary survives the Participant, such remaining benefits shall be paid as set forth above to the Participant's estate.


(1)


VII. ADMINISTRATION AND INTERPRETATION

This Plan shall be administered by the MDCC, which shall have full power and authority on behalf of the Company to administer and interpret the Plan in its sole discretion. All MDCC decisions with respect to the administration and interpretation of the Plan shall be final and binding upon all persons.

VIII. AMENDMENT OF THE PLAN

This Plan may be amended, suspended or terminated at any time by the MDCC. In addition, the MDCC may alter or amend the payout schedule of any or all of the accrued benefits of a Participant at any time.

IX. EFFECTIVE DATE

The effective date of this Plan shall be January 1, 2002.

(2)

 

Exhibit 12

General Electric Company
Ratio of Earnings to Fixed Charges


 
Years ended December 31
 
(Dollars in millions)
 
2004
   
2003
   
2002
   
2001
   
2000
 
                               
General Electric Company and consolidated affiliates
                             
Earnings (a)
$
21,034
 
$
20,194
 
$
19,217
 
$
20,049
 
$
18,873
 
Plus:
Interest and other financial charges
included in expense
 
11,972
   
10,515
   
10,321
   
11,212
   
11,903
 
 
One-third of rental expense (b)
 
623
   
542
   
584
   
566
   
608
 
                               
Adjusted “earnings”
$
33,629
 
$
31,251
 
$
30,122
 
$
31,827
 
$
31,384
 
                               
Fixed Charges:
                             
 
Interest and other financial charges
$
11,972
 
$
10,515
 
$
10,321
 
$
11,212
 
$
11,903
 
 
Interest capitalized
 
92
   
48
   
53
   
98
   
124
 
 
One-third of rental expense (b)
 
623
   
542
   
584
   
566
   
608
 
                               
Total fixed charges
$
12,687
 
$
11,105
 
$
10,958
 
$
11,876
 
$
12,635
 
                               
Ratio of earnings to fixed charges
 
2.65
   
2.81
   
2.75
   
2.68
   
2.48
 
 
                             
(a)
Earnings before income taxes, minority interest and cumulative effect of accounting changes.
 
(b)
Considered to be representative of interest factor in rental expense.
 


Exhibit 13
 
FINANCIAL SECTION

 
Contents
 
46
Management’s Discussion of Financial Responsibility
We begin with a letter from our Chief Executive and Financial
     
Officers discussing our unyielding commitment to rigorous
     
oversight, controllership and visibility to investors.
47
Management’s Annual Report on Internal Control
 
 
Over Financial Reporting
In this report our Chief Executive and Financial Officers provide
     
their assessment of the effectiveness of our internal control
     
over financial reporting. This report is new for 2004 as required
     
by Section 404 of the Sarbanes-Oxley Act of 2002.
47
Report of Independent Registered Public Accounting Firm
Our auditors, KPMG LLP, express their independent opinions that
     
our financial statements are fairly presented and our internal
     
controls, effective.
48
Management’s Discussion and Analysis (MD&A)
 
 
48
Operations
We begin the Operations section of MD&A with an overview of
     
our earnings, including a perspective on how the global economic
     
environment has affected our businesses over the last three years.
     
This year, we added a discussion of the types of risks we face and
     
the ways we manage those risks. We then discuss various key
     
operating results for GE industrial (GE) and financial services (GECS).
     
Because of the fundamental differences in these businesses,
     
reviewing certain information separately for GE and GECS offers a
     
more meaningful analysis. Our discussion of segment results
     
includes quantitative and qualitative disclosure about the factors
     
affecting segment revenues and profits, and the effects of recent
     
acquisitions, dispositions and significant transactions. We conclude
     
the Operations section with an overview of our operations from a
     
global perspective and a discussion of environmental matters.
 
 
59
Financial Resources and Liquidity
In our Financial Resources and Liquidity section of MD&A, we
     
provide an overview of the major factors that affected our
     
consolidated financial position and insight into the liquidity
     
and cash flow activities of GE and GECS.
 
 
66
Selected Financial Data
Selected Financial Data provides five years of financial information
     
for GE and GECS. This table includes commonly used metrics that
     
facilitate comparison with other companies.
 
 
68
Critical Accounting Estimates
Critical Accounting Estimates are necessary for us to prepare
     
our financial statements. In this section, we discuss what these
     
estimates are, why they are important, how they are developed
     
and uncertainties to which they are subject.
 
 
70
Other Information
We conclude MD&A with an explanation of a new accounting
     
standard and supplemental information to reconcile certain
     
“non-GAAP” financial measures referred to in our report to the
     
most closely associated GAAP financial measures.
 
72
Audited Financial Statements and Notes
 
 
72
Statement of Earnings
 
 
72
Consolidated Statement of Changes in Shareowners’ Equity
 
 
74
Statement of Financial Position
 
 
76
Statement of Cash Flows
 
 
78
Notes to Consolidated Financial Statements
 
 
112
Glossary
For your convenience, we provide a Glossary of key terms
     
used in our financial statements.
     
We also present our financial information electronically
     
at www.ge.com/investor . This award-winning site is
     
interactive and informative.
 


 

     GE 2004 ANNUAL REPORT 45


Management’s Discussion of Financial Responsibility

We believe that great companies are built on a foundation of reliable financial information and compliance with the spirit and letter of the law. For GE, that foundation includes rigorous management oversight of, and an unyielding dedication to, controllership. The financial disclosures in this report are one product of our commitment to high quality financial reporting. In addition, we make every effort to adopt appropriate accounting policies, we devote our full resources to ensuring that those policies are applied properly and consistently and we do our best to fairly present our financial results in a manner that is complete and understandable. While we take pride in our financial reporting, we tirelessly seek improvements, and we welcome your suggestions.

RIGOROUS MANAGEMENT OVERSIGHT

Members of our corporate leadership team review each of our businesses routinely on matters that range from overall strategy and financial performance to staffing and compliance. Our business leaders monitor financial and operating systems, enabling us to identify potential opportunities and concerns at an early stage and positioning us to respond rapidly. Our Board of Directors oversees management’s business conduct, and our Audit Committee, which consists entirely of independent directors, oversees our system of internal controls and procedures. We continually examine our governance practices in an effort to enhance investor trust and improve the Board’s overall effectiveness. The Board and its committees annually conduct a performance self-evaluation and recommend improvements. Our Presiding Director led three meetings of non-employee directors this year, helping us sharpen our full Board meetings to better cover significant topics. Compensation policies for our executives are aligned with the long-term interests of GE investors. For example, payout of CEO equity grants are contingent on our Company meeting key performance metrics.

DEDICATION TO CONTROLLERSHIP

We maintain a dynamic system of internal controls and procedures—including internal control over financial reporting—designed to ensure reliable financial record-keeping, transparent financial reporting and disclosure, and protection of physical and intellectual property. We recruit, develop and retain a world-class financial team. Our internal audit function, 530 auditors, including 380 members of our Corporate Audit Staff, conducts thousands of financial, compliance and process improvement audits each year, in every geographic area, at every GE business. We recognized the contributions of our controllers and these auditors with a Chairman’s Leadership Award in 2005. The Audit Committee oversees the scope and evaluates the overall results of these reviews. Our global integrity policies—the “Spirit & Letter”— require compliance with law and policy, and pertain to such vital issues as upholding financial integrity and avoiding conflicts of interest. These integrity policies are available in 27 languages, and we have provided them to every one of GE’s more than 300,000 global employees, holding each of these individuals—from our top management down—personally accountable for compliance. Our integrity policies serve to reinforce key employee responsibilities around the world, and we inquire extensively about compliance. Our strong compliance culture reinforces these efforts by requiring employees to raise any compliance concerns and by prohibiting retribution for doing so. To facilitate open and candid communication, we have designated ombudspersons throughout the Company to act as independent resources for reporting integrity or compliance concerns. We hold our consultants, agents and independent contractors to the same integrity standards.

VISIBILITY TO INVESTORS

We are keenly aware of the importance of full and open presentation of our financial position and operating results and rely for this purpose on our disclosure controls and procedures, including our Disclosure Committee, which comprises senior executives with detailed knowledge of our businesses and the related needs of our investors. We ask this committee to evaluate the fairness of our financial and non-financial disclosures, and to report their findings to us and to the Audit Committee. We further ensure strong disclosure by holding more than 250 analyst and investor meetings every year. Recognizing the effectiveness of our disclosure policies, investors surveyed annually by Investor Relations magazine have given us 24 awards in the last nine years, including Best Overall Investor Relations Program by a mega-cap company for six of those years. We are in regular contact with representatives of the major rating agencies, and our debt continues to receive their highest ratings. We welcome the strong oversight of our financial reporting activities by our independent registered public accounting firm, KPMG LLP, who are engaged by and report directly to the Audit Committee. Beginning this year, U.S. legislation requires management to report on internal control over financial reporting and for auditors to render an opinion on such controls. Our report and the KPMG LLP report for 2004 appear on page 47.

A GREAT COMPANY

GE continues to earn the admiration of the business world. We were named “The World’s Most Respected Company” for the seventh consecutive year in the Financial Times / PricewaterhouseCoopers annual CEO survey, and again ranked first in corporate governance.

We present our financial information proudly, with the expectation that those who use it will understand our Company, recognize our commitment to performance with integrity, and share our confidence in GE’s future.

 

       
/s/  JEFFREY R. IMMELT     /s/  KEITH S. SHERIN

   
JEFFREY R. IMMELT
Chairman of the Board and Chief Executive Officer
   
KEITH S. SHERIN
Senior Vice President, Finance and Chief Financial Officer

February 11, 2005


     GE 2004 ANNUAL REPORT 46


Management’s Annual Report on Internal Control Over Financial Reporting

The management of General Electric Company is responsible for establishing and maintaining adequate internal control over financial reporting for the company. With the participation of the Chief Executive Officer and the Chief Financial Officer, our management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework and criteria established in Internal Control—Integrated Framework , issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, our management has concluded that our internal control over financial reporting was effective as of December 31, 2004.

General Electric Company’s independent auditor, KPMG LLP, a registered public accounting firm, has issued an audit report on our management’s assessment of our internal control over financial reporting. This audit report appears below.

     
/s/ JEFFREY R. IMMELT     /s/ KEITH S. SHERIN

   
JEFFREY R. IMMELT
Chairman of the Board and Chief Executive Officer
   
KEITH S. SHERIN
Senior Vice President, Finance and Chief Financial Officer

February 11, 2005

Report of Independent Registered Public Accounting F irm

To Shareowners and Board of Directors of General Electric Company

We have audited the accompanying statement of financial position of General Electric Company and consolidated affiliates (“GE”) as of December 31, 2004 and 2003, and the related statements of earnings, changes in shareowners’ equity and cash flows for each of the years in the three-year period ended December 31, 2004. We also have audited management’s assessment, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting, that GE maintained effective internal control over financial reporting as of December 31, 2004, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). GE management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express an opinion on these consolidated financial statements, an opinion on management’s assessment, and an opinion on the effectiveness of GE’s internal control over financial reporting based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audit of financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, evaluating management’s assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, the consolidated financial statements appearing on pages 72, 74, 76, 53 and 78–111 present fairly, in all material respects, the financial position of GE as of December 31, 2004 and 2003, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2004, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, management’s assessment that GE maintained effective internal control over financial reporting as of December 31, 2004, is fairly stated, in all material respects, based on criteria established in Internal Control—Integrated Framework issued by COSO. Furthermore, in our opinion, GE maintained, in all material respects, effective internal control over financial reporting as of December 31, 2004, based on criteria established in Internal Control—Integrated Framework issued by COSO.

As discussed in note 1 to the consolidated financial statements, GE in 2004 and 2003 changed its method of accounting for variable interest entities, in 2003 changed its method of accounting for asset retirement obligations and in 2002 changed its methods of accounting for goodwill and other intangible assets and for stock-based compensation.

Our audits of GE’s consolidated financial statements were made for the purpose of forming an opinion on the consolidated financial statements taken as a whole. The accompanying consolidating information appearing on pages 73, 75 and 77 is presented for purposes of additional analysis of the consolidated financial statements rather than to present the financial position, results of operations and cash flows of the individual entities. The consolidating information has been subjected to the auditing procedures applied in the audits of the consolidated financial statements and, in our opinion, is fairly stated in all material respects in relation to the consolidated financial statements taken as a whole.

KPMG LLP
Stamford, Connecticut

February 11, 2005


     GE 2004 ANNUAL REPORT 47

MANAGEMENT'S DISCUSSION AND ANALYSIS


Operations

Our consolidated financial statements combine the industrial manufacturing, services and media businesses of General Electric Company (GE) with the financial services businesses of General Electric Capital Services, Inc. (GECS or financial services).

We present Management’s Discussion of Operations in five parts: Overview of Our Earnings from 2002 through 2004, Global Risk Management, Segment Operations, Global Operations and Environmental Matters.

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 the U.S. Securities and Exchange Commission (SEC) rules; those rules require the supplemental explanations and reconciliations provided on page 70.

2004 WAS A YEAR OF PORTFOLIO TRANSITION. As described in our report last year, we simplified our organization on January 1, 2004, by realigning certain businesses within our segment structure. Certain prior-period amounts in this financial section have been reclassified to reflect this reorganization.

We continued making progress toward our objectives through strategic acquisitions, mergers and dispositions.

WE DECLARED $8.6 BILLION IN DIVIDENDS IN 2004. Per-share dividends of $0.82 were up 6% from 2003, following a 5% increase from the preceding year. In December 2004, our Board of Directors raised our quarterly dividend 10% to $0.22 per share. We have rewarded our shareowners with over 100 consecutive years of dividends, with 29 consecutive years of dividend growth, and our dividend growth for the past five years has significantly outpaced that of companies in the Standard & Poor’s 500 stock index.

Except as otherwise noted, the analysis in the remainder of this section presents the results of GE (with GECS included on a one-line basis) and GECS. See the Segment Operations section on page 52 for a more detailed discussion of the businesses within GE and GECS.

Overview of Our Earnings from 2002 through 2004

The global economic environment must be considered when evaluating our results over the last several years. Important factors for us included slow global economic growth, a weakening U.S. dollar, lower global interest rates, a mild U.S. recession that did not cause significantly higher credit losses, developments in three industries—power generation, property and casualty insurance and commercial aviation—that are significant to us, and escalating raw material prices. As the following pages show in detail, our diversification and risk management strategies enabled us to continue to grow during this challenging time.

Three segments whose operations have a significant effect on our consolidated results and reflect their changing economic environments are Energy, Insurance and Transportation.


     GE 2004 ANNUAL REPORT 48

 
GE Insurance Solutions reflecting the favorable pricing environment was more than offset by U.S. hurricane-related losses and continued adverse loss development, essentially all related to the 1997 through 2001 underwriting years.

Results at two major segments, Healthcare and NBC Universal, reflected continued investment and growth over the last three years.

Most of our other operations achieved operating results in line with our expectations in the 2002 to 2004 economic environment.

As the preceding comments about Healthcare, Insurance and NBC Universal illustrate, acquisitions and dispositions played an important role in our growth strategy. We integrate acquisitions as quickly as possible and only revenues and earnings from the date we complete the acquisition through the end of the fourth following quarter are attributed to such businesses. Acquisitions contributed $12.3 billion, $5.4 billion and $7.2 billion to consolidated revenues in 2004, 2003 and 2002, respectively. Our consolidated net earnings in 2004, 2003 and 2002 included approximately $1.2 billion, $0.5 billion and $0.6 billion, respectively, from acquired businesses. Dispositions affected our operations through lower revenues and earnings in 2004 of $3.4 billion and $1.2 billion, respectively, and in 2003 through lower revenues of $2.3 billion and higher earnings of $0.2 billion.

Significant matters relating to our Statement of Earnings, which appears on pages 72 and 73, are explained below.

GE SALES OF PRODUCT SERVICES were $25.8 billion in 2004, a 12% increase over 2003. Increases in product services in 2004 and 2003 were widespread, led by continued strong growth at Transportation, Healthcare, Infrastructure and Energy. Operating profit from product services was approximately $6.4 billion in 2004, up 21% from 2003, reflecting ongoing improvements at Transportation, Energy and Healthcare.


     GE 2004 ANNUAL REPORT 49

POSTRETIREMENT BENEFIT PLANS reduced pre-tax earnings by $1.2 billion and $0.2 billion in 2004 and 2003, respectively, after contributing $0.6 billion to pre-tax earnings in 2002. Costs of our principal pension plans increased in 2004 and 2003 primarily because of the effects of:

Benefit costs for these plans in 2003 also increased as compared with 2002 because of plan changes resulting from union negotiations as well as increases in retiree medical and drug costs.

Considering current and expected asset allocations, as well as historical and expected returns on various categories of assets in which our plans are invested, we have assumed that long-term returns on our principal pension plan assets would be 8.5% throughout this period and in 2005. U.S. accounting principles provide for recognition of differences between assumed and actual returns over the average future service life of employees.

We believe our postretirement benefit costs will increase again in 2005 for a number of reasons, including further reduction in discount rates at December 31, 2004, continued recognition of prior years investment losses relating to our principal pension plans, and increases in retiree healthcare costs.

Our principal pension plans had a surplus of $6.7 billion at December 31, 2004. We will not make any contributions to the GE Pension Plan in 2005. To the best of our ability to forecast the next five years, we do not anticipate making contributions to that plan so long as expected investment returns are achieved. At December 31, 2004, the fair value of assets for our affiliate and other pension plans was $2.6 billion less than their respective projected benefit obligations. In 2004, we contributed $0.4 billion to such plans and expect to contribute $0.3 billion to these plans in 2005.

The funding status of our postretirement benefit plans and future effects on operating results depend on economic conditions and investment performance. See notes 5 and 6 for additional information about funding status, components of earnings effects and actuarial assumptions. See page 70 for discussion of pension assumptions.

GE OTHER COSTS AND EXPENSES are selling, general and administrative expenses, which increased 22% to $12.0 billion in 2004, following an 8% increase in 2003, substantially the result of acquisitions.

INTEREST ON BORROWINGS AND OTHER FINANCIAL CHARGES amounted to $11.9 billion, $10.8 billion and $10.2 billion in 2004, 2003 and 2002, respectively. Substantially all of our borrowings are done through GECS, where interest expense was $11.4 billion, $10.3 billion and $9.9 billion in 2004, 2003 and 2002, respectively. Changes over the three-year period reflected increased average borrowings, partially offset by the effects of lower interest rates. GECS average borrowings were $322.6 billion, $309.0 billion and $250.1 billion in 2004, 2003 and 2002, respectively. GECS average composite effective interest rate was 3.6% in 2004, compared with 3.3% in 2003 and 4.1% in 2002. Proceeds of these borrowings were used in part to finance asset growth and acquisitions. In 2004, GECS average assets of $577.3 billion were 11% higher than in 2003, which in turn were 15% higher than in 2002. See page 62 for a discussion of interest rate risk management.

INCOME TAXES are a significant cost. As a global commercial enterprise, our tax rates are strongly affected by many factors, including our global mix of earnings, legislation, acquisitions, dispositions and tax characteristics of our income. Our tax returns are routinely audited and settlements of issues raised in these audits sometimes affect our tax provisions. Because of the number of variables affecting our reported tax results, we have prepared this section to facilitate an understanding of our income tax rates.

Income taxes on consolidated earnings before accounting changes were 17.5%, compared with 21.7% in 2003 and 19.9% in 2002. Our consolidated income tax rate was 4.2 percentage points lower in 2004 than 2003 because the 2004 tax benefits from favorable U.S. Internal Revenue Service (IRS) settlements, the NBC Universal transaction, a partial reorganization of our aircraft leasing business and the sale of a majority interest in Gecis were greater than the tax benefits from certain business dispositions in 2003. Our consolidated income tax rate increased by 1.8 percentage points in 2003 because our tax benefits from 2003 business dispositions were less than our 2002 tax benefits from settlements with the IRS. Income tax rates for all three years were lower because of the increasing share of earnings from lower taxed global operations. A more detailed analysis of differences between the U.S. federal statutory rate and the consolidated rate, as well as other information about our income tax provisions, is provided in note 7. The nature of business activities and associated income taxes differ for GE and for GECS, and a separate analysis of each is presented in the paragraphs that follow.

Because GE tax expense does not include taxes on GECS earnings, the GE effective tax rate is best analyzed in relation to GE earnings excluding GECS. GE’s pre-tax earnings excluding GECS were $10.4 billion, $10.7 billion and $14.3 billion for 2004, 2003 and 2002, respectively. On this basis, GE’s effective tax rate was 19.0% in 2004, lower by 7.7 percentage points than the 26.7% rate in 2003 and 2002. The 2004 reduction was primarily a result of two items


     GE 2004 ANNUAL REPORT 50

 
which decreased the 2004 GE tax rate by 7.2 percentage points—settling several issues with the IRS for the years 1985 through 1999 and tax benefits associated with the NBC Universal transaction. As part of the IRS settlements, we closed two significant issues: the 1997 tax-free exchange of the Lockheed Martin convertible preferred stock we received on the disposition of our Aerospace business in 1993, and a 1998 tax loss on the sale of a Puerto Rican subsidiary. The tax portion of these settlements is included in the line “IRS settlements of Lockheed Martin tax-free exchange/Puerto Rico subsidiary loss” in note 7. The tax benefits associated with the NBC Universal transaction are included in the line “All other—net” in note 7. The 2004 GE effective tax rate also reflects lower pre-tax income, primarily because of lower earnings at Energy and higher costs related to our principal pension plans. Partially offsetting these changes was the nonrecurrence of the 2003 tax benefit, discussed below, on the disposition of GE Superabrasives U.S., Inc.

The 2003 GE rate was reduced by 1.7 percentage points because certain reductions in pre-tax earnings—specifically, lower earnings at Energy and higher costs related to our principal pension plans—affected income taxed at higher than our average rate. The 2003 GE rate was also reduced by 1.0 percentage point (after adjusting for the effect of the lower earnings at Energy and higher costs related to our principal pension plans) from a tax benefit on the disposition of shares of GE Superabrasives U.S., Inc., included in the line “All other—net” in note 7. In 2002, GE entered into settlements with the IRS concerning certain export tax benefits. The effect of these settlements, the tax portion of which is included in the line “Tax on global activities including exports” in note 7, was a reduction of the GE tax rate of 2.7 percentage points. Also in 2002, GE entered into a tax-advantaged transaction to exchange certain assets for the cable network Bravo. The related reduction of 1.0 percentage point in the GE effective tax rate is reflected in the line “All other—net” in note 7.

GECS effective tax rate increased to 15.9% in 2004 from 15.8% in 2003 and negative 1.7% in 2002. The 2004 GECS rate reflects the net benefits, discussed below, of legislation and a partial reorganization of our aircraft leasing operation, which decreased the effective tax rate 1.6 percentage points and is included in the line “Tax on global activities including exports” in note 7; tax benefits from favorable IRS settlements, which decreased the effective tax rate 1.2 percentage points and are included in the line “All other—net” in note 7; and the low-taxed disposition of a majority interest in Gecis which decreased the effective tax rate 0.9 percentage points, and is included in the line “Tax on global activities including exports” in note 7. Offsetting these benefits was the nonrecurrence of the 2003 tax benefit on the disposition of shares of ERC Life Reinsurance Corporation (ERC Life).

As a result of the repeal of the extraterritorial income (ETI) taxing regime as part of the American Jobs Creation Act of 2004 (the Act), the aircraft leasing operations of Commercial Finance no longer qualify for a reduced U.S. tax rate. However, the Act also extended to foreign aircraft leasing, the U.S. tax deferral benefits that were already available to GE’s other active foreign operations. As stated above, these legislative changes, coupled with a partial reorganization of our aircraft leasing business and a favorable Irish tax ruling, decreased GECS effective tax rate 1.6 percentage points.

The increase in the effective tax rate from 2002 to 2003 reflects the nonrecurrence of the 2002 losses at GE Insurance Solutions and GE Equity as well as certain 2002 IRS settlements discussed below, partially offset by a 2.7 percentage point decrease because of the 2003 tax benefit on the disposition of shares of ERC Life.

GECS 2002 effective tax rate reflects the effects of pre-tax losses at GE Insurance Solutions and GE Equity, which reduced the effective tax rate of GECS by 16.7 percentage points, the effects of lower taxed earnings from global operations and favorable tax settlements with the IRS. The benefits of these settlements, which reduced the GECS rate 4.0 percentage points (excluding the GE Insurance Solutions and GE Equity losses), are included in the line “All other—net” in note 7.

Global Risk Management

A disciplined approach to risks is important in a diversified organization such as ours in order to ensure that we are executing according to our strategic objectives and that we only accept risks for which we are adequately compensated. It is necessary for us to manage risk at the individual transaction level, and to consider aggregate risk at the customer, industry, geography and collateral-type levels, where appropriate.

GE’s Board of Directors oversees the risk management process through clearly established delegation of authority. Board meeting agendas are jointly developed with management to cover the same risk topics as our Corporate Risk Committee reviews, including environmental, compliance, liquidity, credit, market and event risks.

GECS Board of Directors oversees the risk management process for financial services, including the approval of all significant acquisitions and dispositions and the establishment of borrowing and investment approval limits delegated to the Investment Committee of the Board, the Chairman, the Chief Financial Officer and the Chief Risk Officer. All participants in the risk management process must comply with these approval limits.

The GECS Chief Risk Officer is responsible, through the Corporate Risk Function, for establishing standards for the measurement, reporting and limiting of risk; for managing and evaluating risk managers; for approving risk management policies and for reviewing major risk exposures and concentrations across the organization. The GECS Corporate Risk Function analyzes certain business risks and assesses them in relation to aggregate risk appetite and approval limits set by the GECS Board of Directors.

Threshold responsibility for identifying, quantifying and mitigating risks is assigned to our individual businesses. Because the risks and their interdependencies are complex, we apply a Six Sigma-based analytical approach to each major product line that monitors performance against external benchmarks, proactively manages changing circumstances, provides early warning detection of risk and facilitates communication to all levels of authority. Other corporate functions such as Financial Planning and Analysis, Treasury, Legal and our Corporate Audit Staff support business-level risk management. Businesses that, for example, hedge risk with derivative financial instruments must do so using our centrally-managed Treasury function, providing assurance that the business strategy complies with our corporate policies and achieves economies of scale. We review risks periodically with business-level risk managers, senior management and our Board of Directors.

GECS employs about 10,000 dedicated risk professionals, including 2,700 involved in collection activities and 1,400 specialized asset managers who evaluate leased asset residuals and remarket off-lease equipment.


     GE 2004 ANNUAL REPORT 51

GE and GECS manage a variety of risks including liquidity, credit, market and event risks.

Segment Operations

Revenues and segment profit for operating segments are shown on page 53. Effective January 1, 2004, we made changes to the way we report our segments. We have reclassified certain prior-period amounts to conform to the current period’s presentation. For additional information, including a description of the products and services included in each segment, see pages 110 and 111.

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; 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 segment income taxes according to how a particular segment’s management is measured—excluded in determining operating profit for Advanced Materials, Consumer & Industrial, Energy, Healthcare, Infrastructure, NBC Universal and Transportation; included in determining segment profit, which we refer to as “segment net earnings,” for Commercial Finance, Consumer Finance, Equipment & Other Services and Insurance.


 

     GE 2004 ANNUAL REPORT 52

Summary of Operating Segments

        General Electric Company and consolidated affiliates        
                               
For the years ended December 31 (In millions)
  2004     2003     2002     2001     2000  
         
REVENUES                              
Advanced Materials
$ 8,290   $ 7,078   $ 6,963   $ 7,069   $ 8,020  
Commercial Finance
  23,489     20,813     19,592     17,723     17,549  
Consumer Finance
  15,734     12,845     10,266     9,508     9,320  
Consumer & Industrial
  13,767     12,843     12,887     13,063     13,406  
Energy
  17,348     19,082     23,633     21,030     15,703  
Equipment & Other Services
  8,483     4,427     5,545     7,735     15,074  
Healthcare
  13,456     10,198     8,955     8,409     7,275  
Infrastructure
  3,447     3,078     1,901     392     486  
Insurance
  23,070     26,194     23,296     23,890     24,766  
NBC Universal
  12,886     6,871     7,149     5,769     6,797  
Transportation
  15,562     13,515     13,685     13,885     13,285  
Corporate items and eliminations
  (3,169 )   (2,757 )   (1,662 )   (2,057 )   (1,296 ))



 

 

 

 

 
CONSOLIDATED REVENUES
$ 152,363   $ 134,187   $ 132,210   $ 126,416   $ 130,385  



 

 

 

 

 
SEGMENT PROFIT                              
Advanced Materials
$ 710   $ 616   $ 1,000   $ 1,433   $ 1,864  
Commercial Finance
  4,465     3,910     3,310     2,879     2,528  
Consumer Finance
  2,520     2,161     1,799     1,602     1,295  
Consumer & Industrial
  716     577     567     894     1,270  
Energy
  2,845     4,109     6,294     4,897     2,598  
Equipment & Other Services
  607     (419 )   (388 )   (222 )   (212 )
Healthcare
  2,286     1,701     1,546     1,498     1,321  
Infrastructure
  563     462     297     26     45  
Insurance
  569     2,102     (95 )   1,879     2,201  
NBC Universal
  2,558     1,998     1,658     1,408     1,609  
Transportation
  3,213     2,661     2,510     2,577     2,511  



 

 

 

 

 
Total segment profit
  21,052     19,878     18,498     18,871     17,030  
GECS goodwill amortization               (552 )   (620 )
GE corporate items and eliminations   (1,507 )   (491 )   1,041     819     935  
GE interest and other financial charges   (979 )   (941 )   (569 )   (817 )   (811 )
GE provision for income taxes   (1,973 )   (2,857 )   (3,837 )   (4,193 )   (3,799 )



 

 

 

 

 
Earnings before accounting changes   16,593     15,589     15,133     14,128     12,735  
Cumulative effect of accounting changes       (587 )   (1,015 )   (444 )    



 

 

 

 

 
CONSOLIDATED NET EARNINGS
$ 16,593   $ 15,002   $ 14,118   $ 13,684   $ 12,735  



 

 

 

 

 

The notes to consolidated financial statements on pages 78–111 are an integral part of this summary.


     GE 2004 ANNUAL REPORT 53


ADVANCED MATERIALS revenues in 2004 were up 17% to $8.3 billion reflecting higher volume ($0.7 billion), higher prices ($0.4 billion) and the effects of the weaker U.S. dollar ($0.2 billion). Volume increases resulted from the OSi acquisition ($0.4 billion) and higher demand for plastic resins and quartz products. Operating profit of $0.7 billion was 15% higher than in 2003 as productivity ($0.4 billion) and higher prices ($0.4 billion) more than offset the effect of higher material costs ($0.6 billion), primarily from commodities such as benzene and natural gas.

Advanced Materials revenues in 2003 were up 2% to $7.1 billion as the effects of the weaker U.S. dollar ($0.3 billion) and the OSi acquisition ($0.1 billion) more than offset lower core volume ($0.2 billion). Operating profit of $0.6 billion in 2003 was 38% lower than in 2002, reflecting higher material costs ($0.2 billion), primarily benzene, and lower productivity ($0.2 billion), partially offset by effects of dispositions and the OSi acquisition.

See GE Corporate Items and Eliminations on page 57 for a discussion of items not allocated to this segment.

COMMERCIAL FINANCE
 
             
(In millions)
   
2004
   
2003
   
2002
 
REVENUES
 
$
23,489
 
$
20,813
 
$
19,592
 
NET REVENUES
                   
Total revenues
 
$
23,489
 
$
20,813
 
$
19,592
 
Interest expense
   
6,083
   
5,789
   
5,979
 
Total net revenues
 
$
17,406
 
$
15,024
 
$
13,613
 
NET EARNINGS
 
$
4,465
 
$
3,910
 
$
3,310
 
 
December 31 (In millions)
   
2004
   
2003
       
TOTAL ASSETS
 
$
232,123
 
$
214,125
       
 
(In millions)
   
2004
   
2003
   
2002
 
Real Estate (a)
                   
   Revenues
 
$
2,519
 
$
2,386
 
$
2,124
 
   Net earnings
   
957
   
834
   
650
 
Aviation Services (a)
                   
   Revenues
   
3,159
   
2,881
   
2,694
 
   Net earnings
   
520
   
506
   
454
 
                     
 
December 31 (In millions)
   
2004
   
2003
       
Real Estate (a)
                   
   Total assets
 
$
33,497
 
$
27,767
       
Aviation Services (a)
                   
   Total assets
   
37,384
   
33,271
       
 
       
(a)
We provide additional information on two of our segment product lines, Real Estate (commercial real estate financing) and Aviation Services (commercial aircraft financing). Each of these product lines finances a single form of collateral, and each has understandable concentrations of risk and opportunities.


Commercial Finance revenues and net earnings increased 13% and 14%, respectively, compared with 2003. The increase in revenues resulted primarily from acquisitions ($2.3 billion), the effects of the weaker U.S. dollar ($0.6 billion) and core growth ($0.1 billion), partially offset by lower securitization activity ($0.2 billion) and lower investment gains ($0.1 billion). The increase in net earnings resulted primarily from acquisitions ($0.4 billion), core growth ($0.3 billion) and the effects of the weaker U.S. dollar ($0.1 billion), partially offset by lower securitization activity ($0.1 billion).

The most significant acquisitions affecting Commercial Finance results in 2004 were the U.S. leasing business of IKON Office Solutions, acquired during the second quarter of 2004; the commercial lending business of Transamerica Finance Corporation, and Sophia S.A., a real estate company in France, both acquired during the first quarter of 2004; and the assets of CitiCapital Fleet Services, acquired during the fourth quarter of 2003. These acquisitions contributed $1.9 billion and $0.3 billion to 2004 revenues and net earnings, respectively.

The 2003 increase in revenues of 6% resulted primarily from acquisitions across substantially all businesses ($1.1 billion), higher investment gains at Real Estate ($0.1 billion) and core growth, partially offset by lower securitization activity ($0.1 billion). The 2003 increase in net earnings of 18% resulted primarily from core 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 continued improvement in overall portfolio credit quality as reflected by lower delinquencies and nonearning receivables, and growth in lower taxed earnings from global 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.


CONSUMER FINANCE
 
             
(In millions)
   
2004
   
2003
   
2002
 
REVENUES
 
$
15,734
 
$
12,845
 
$
10,266
 
NET REVENUES
                   
Total revenues
 
$
15,734
 
$
12,845
 
$
10,266
 
Interest expense
   
3,564
   
2,696
   
2,143
 
Total net revenues
 
$
12,170
 
$
10,149
 
$
8,123
 
NET EARNINGS
 
$
2,520
 
$
2,161
 
$
1,799
 
                     
 
December 31 (In millions)
   
2004
   
2003
       
TOTAL ASSETS
 
$
151,255
 
$
106,530
       

Consumer Finance revenues and net earnings increased 22% and 17%, respectively, from 2003. The increase in revenues resulted primarily from core growth ($1.8 billion), as a result of continued global expansion, acquisitions ($1.0 billion), the effects of the weaker U.S. dollar ($0.8 billion) and higher securitization activity ($0.1 billion), partially offset by the absence of The Home Depot private-label credit card receivables that were sold for a gain in 2003 ($0.9 billion). The increase in net earnings resulted from core growth, including growth in lower taxed earnings from global operations ($0.6 billion), acquisitions ($0.1 billion), and the effects of the weaker U.S. dollar ($0.1 billion), partially offset by the effects of The Home Depot private-label credit card receivables ($0.4 billion) and increased costs to launch new products and promote brand awareness in 2004 ($0.1 billion).


     GE 2004 ANNUAL REPORT 54


The most significant acquisitions affecting Consumer Finance results in 2004 were WMC Finance Co. (WMC), a U.S. wholesale mortgage lender, acquired during the second quarter of 2004; GC Corporation (GC Card), which provides credit card and sales finance products in Japan, acquired during the third quarter of 2003; and First National Bank, which provides mortgage and sales finance products in the United Kingdom, and the U.S. retail sales finance unit of Conseco Finance Corp. (Conseco), both acquired during the second quarter of 2003. These acquisitions contributed $0.7 billion and $0.1 billion to 2004 revenues and net earnings, respectively.

In December 2004, we acquired Australian Financial Investments Group (AFIG), a residential mortgage lender in Austra lia, with $13.2 billion in assets and an insignificant effect on 2004 revenues and earnings. We expect this acquisition to be accretive to earnings in 2005.

Revenues increased 25% in 2003 as a result of acquisitions ($1.1 billion), the effects of the weaker U.S. dollar ($0.7 billion), core 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 core growth, growth in lower taxed earnings from global 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 and Conseco, both of which were acquired during the second quarter of 2003. These acquisitions contributed $0.7 billion and $0.1 billion to 2003 revenues and net earnings, respectively.

CONSUMER & INDUSTRIAL revenues rose 7% to $13.8 billion in 2004 as higher volume ($1.0 billion) and the effects of the weaker U.S. dollar ($0.2 billion) more than offset lower prices ($0.3 billion). Operating profit increased 24% to $0.7 billion as the negative effects of lower prices ($0.3 billion) and higher labor and indirect costs ($0.2 billion) were more than offset by productivity ($0.5 billion) and lower material costs ($0.1 billion).

In 2003, Consumer & Industrial revenues decreased slightly to $12.8 billion as lower prices ($0.3 billion), primarily of home appliances and consumer lighting products, were partially offset by the effects of the weaker U.S. dollar ($0.2 billion). Operating profit rose slightly in 2003 as productivity ($0.3 billion), primarily achieved by combining the lighting and appliance businesses, the mix of higher-margin appliances and an investment gain were partially offset by lower prices ($0.3 billion).

See GE Corporate Items and Eliminations on page 57 for a discussion of items not allocated to this segment.

ENERGY revenues declined 9% to $17.3 billion as lower volume ($1.6 billion) and lower prices ($0.6 billion) were only partially offset by growth in the energy services businesses and the effects of the weaker U.S. dollar ($0.5 billion). Energy sold 122 large heavy-duty gas turbines in 2004, compared with 175 in 2003. Operating profit in 2004 fell 31% to $2.8 billion, reflecting lower productivity ($0.8 billion), primarily from the anticipated decline in higher margin gas turbine sales and a decrease in customer contract termination fees, lower prices ($0.6 billion) and lower volume ($0.3 billion), partially offset by lower material costs ($0.4 billion). Customer contract termination fees, net of associated costs, were $0.1 billion in 2004 compared with $0.6 billion in 2003.

Energy revenues fell 19% to $19.1 billion in 2003 as growth in the energy services and wind businesses was more than offset by lower volume ($4.8 billion), reflecting the continued effects of the decline in sales of large, heavy-duty gas turbines (down 46% from 323 units in 2002) and industrial aero-derivative products, partially offset by the net effects of the weaker U.S. dollar ($0.7 billion). Operating profit dropped 35% to $4.1 billion in 2003, principally reflecting the combined effects of lower volume ($1.3 billion), lower productivity ($0.8 billion) and lower prices ($0.5 billion). Customer contract termination fees, net of associated costs, were $0.6 billion in 2003 and $0.9 billion in 2002, reflecting the decline in demand for new power generation equipment that began in 2002, with such fees primarily occurring in that year and the first half of 2003.

Energy orders were $18.7 billion in 2004, compared with $16.0 billion in 2003, reflecting strong demand for wind turbines, services, and oil and gas turbomachinery. The $14.4 billion total backlog at year-end 2004 comprised unfilled product orders of $8.9 billion (of which 73% was scheduled for delivery in 2005) and product services orders of $5.5 billion scheduled for 2005 delivery. Comparable December 31, 2003, total backlog was $12.5 billion, of which $7.9 billion was for unfilled product orders and $4.6 billion for product services.

EQUIPMENT & OTHER SERVICES

(In millions)
 
2004
 
2003
 
2002
 
REVENUES
 
$
8,483
 
$
4,427
 
$
5,545
 
NET EARNINGS
 
$
607
 
$
(419
)
$
(388
)

Equipment & Other Services revenues and net earnings increased $4.1 billion and $1.0 billion, respectively, from 2003. Adoption of a January 1, 2004, required accounting change caused revenues to increase $3.2 billion, as a result of consolidating operating lease rentals ($2.6 billion) and other income ($0.6 billion). See note 1. The most significant entity consolidated as a result of this change was Penske Truck Leasing Co., L.P. (Penske), which was previously accounted for using the equity method. Revenue also increased reflecting the sale of a majority interest in Gecis ($0.4 billion), improved investment returns at GE Equity ($0.4 billion), the results of consolidated, liquidating securitization entities ($0.3 billion) and the effects of the weaker U.S. dollar ($0.1 billion). These increases were partially offset by the absence of the U.S. Auto and Home business that was disposed of in 2003 ($0.4 billion). Contributing to the increase in net earnings were improved investment returns at GE Equity ($0.3 billion), the gain on sale of a majority interest in Gecis ($0.3 billion), improved operating performance at Equipment Services ($0.2 billion), and the results of consolidated, liquidating securitization entities ($0.1 billion).

Equipment & Other Services revenues and net earnings in 2003 decreased 20% and 8%, respectively, 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,
 


     GE 2004 ANNUAL REPORT 55


Continued poor market conditions and ongoing dispositions and run-offs of IT Solutions and the Auto Financial Services business ($0.3 billion), and

Lower asset utilization and price ($0.2 billion), an effect of industry-wide excess equipment capacity reflective of the then 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 securitization entities in our financial statements ($0.7 billion) as a result of our July 1, 2003, required accounting change. See notes 1 and 29. 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).

HEALTHCARE revenues increased 32% to $13.5 billion in 2004 as higher volume ($3.3 billion), primarily from acquisitions including Amersham ($2.2 billion) and Instrumentarium ($1.0 billion), and the effects of the weaker U.S. dollar ($0.4 billion), more than offset lower prices ($0.4 billion). Operating profit of $2.3 billion in 2004 was 34% higher than in 2003 as the effects of higher volume ($0.5 billion) and productivity ($0.5 billion) more than offset the effects of lower prices ($0.4 billion).

Healthcare revenues increased 14% to $10.2 billion in 2003 reflecting $0.5 billion of sales from recently acquired businesses, primarily Instrumentarium, and other volume growth ($0.7 billion) that more than offset lower prices ($0.4 billion). Operating profit of $1.7 billion in 2003 rose 10% as productivity ($0.3 billion) and higher volume ($0.2 billion) more than offset the $0.4 billion effects of lower prices.

See GE Corporate Items and Eliminations on page 57 for a discussion of items not allocated to this segment.

Orders received by Healthcare in 2004 were $13.8 billion, compared with $10.5 billion in 2003. The $4.7 billion total backlog at year-end 2004 comprised unfilled product orders of $2.9 billion (of which 92% was scheduled for delivery in 2005) and product services orders of $1.9 billion scheduled for 2005 delivery. Comparable December 31, 2003, total backlog was $4.6 billion, of which $2.8 billion was for unfilled product orders and $1.8 billion for product services orders.

INFRASTRUCTURE revenues increased 12% to $3.4 billion in 2004 on higher volume ($0.3 billion), primarily within our water and security businesses, and the effects of the weaker U.S. dollar ($0.1 billion). Operating profit rose 22% to $0.6 billion in 2004 as higher volume and productivity more than offset lower prices.

Infrastructure reported a sharp increase in 2003 revenues, to $3.1 billion, on higher volume ($1.0 billion), primarily from acquisitions. The largest of these acquisitions were Betz-Dearborn and Osmonics which contributed $0.5 billion of revenues in 2003. Operating profit also rose sharply to $0.5 billion in 2003 on higher volume ($0.2 billion), primarily from acquisitions.

INSURANCE

(In millions)
 
2004
 
2003
 
2002
 
REVENUES
 
$
23,070
 
$
26,194
 
$
23,296
 
NET EARNINGS
 
$
569
 
$
2,102
 
$
(95
)
GE Insurance Solutions (a)
                   
   Revenues
 
$
10,005
 
$
11,600
 
$
9,432
 
    Net earnings
   
36
   
481
   
(1,794
)
 
       
(a)
Formerly GE Global Insurance Holding Corporation, the parent of Employers Reinsurance Corporation (ERC).

Insurance revenues and net earnings decreased 12% and 73%, respectively, from 2003. The decrease in revenues resulted primarily from the 2003 dispositions ($2.5 billion), including GE Edison Life Insurance Company (Edison Life), Financial Guaranty Insurance Company (FGIC) and ERC Life; net declines in volume resulting from strategic exits of certain business channels, primarily at GE Insurance Solutions ($1.3 billion) and the effects of the Genworth initial public offering ($0.4 billion). These decreases were partially offset by the effects of the weaker U.S. dollar ($0.6 billion). Net earnings decreased primarily from the full-year after-tax earnings effects of the Genworth initial public offering ($0.7 billion), the 2003 dispositions ($0.5 billion) and the 2004 U.S. hurricane-related losses ($0.3 billion) at GE Insurance Solutions. Also contributing to the net earnings decrease were reserve actions taken at GE Insurance Solutions related to continued adverse development on liability-related exposures underwritten in 1997-2001 (discussed below). These decreases in net earnings were partially offset by improved core performance at GE Insurance Solutions reflecting the continued favorable premium pricing environment.

Revenues in 2003 increased $2.9 billion (12%) on increased premium revenues ($2.2 billion), a gain of $0.6 billion on the sale of Edison Life, higher investment income ($0.4 billion) and the effects of the weaker U.S. dollar ($0.7 billion). The premium revenue increase reflected continued favorable pricing at GE Insurance Solutions ($0.5 billion), net volume growth at GE Insurance Solutions and certain 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 loss events ($0.1 billion). Partial revenue offsets resulted from the absence of revenues following the sale of Edison Life ($0.7 billion) and a $0.2 billion loss on the disposition of FGIC at the end of 2003.

Net earnings in 2003 increased $2.2 billion, primarily from the substantial improvement in current operating results at GE Insurance Solutions ($2.3 billion) reflecting improved underwriting, lower adverse development (discussed below) and generally favorable industry pricing 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).

As described on page 69 under the caption “Insurance Liabilities and Reserves,” we routinely update our insurance loss provisions to reflect our best estimates of losses. At year-end 2004, our best estimate of outstanding net property and casualty claim-related liabilities at GE Insurance Solutions was $17.4 billion.

 
     GE 2004 ANNUAL REPORT 56

 
Few losses in an underwriting year are known exactly at the end of that year; an insurer cannot know a year’s exact losses before customers have submitted claims and those claims have been evaluated, adjudicated and settled. This process routinely spans years, and sometimes decades. Like much of the property and casualty insurance industry, GE Insurance Solution’s recent operating results have absorbed charges from updates to loss estimates associated with policies written in prior years. This adverse loss development has been most pronounced for certain liability-related risk policies underwritten from 1997 through 2001, principally hospital and professional liability, workers compensation, product liability and asbestos and environmental exposures. Adverse development on prior-years claims and expenses for the three years ended December 31, 2004, amounted to $5.5 billion. Business that we subsequently exited accounted for 84% of the most recent adverse development. Although we do not anticipate further provisions related to this risk, we observe that the associated losses have not yet fully matured.

In 2002, in light of our adverse loss development, we modified our underwriting processes, rejecting both risks that failed to meet our standards of price, terms or conditions as well as risks for which sufficient historical data did not exist to permit us to make a satisfactory pricing evaluation. Consequently, we curtailed and exited business in particular property and casualty business channels. Higher underwriting standards have yielded substantial improvement in operating results in more recent underwriting years, improvement that is most clearly indicated by our “combined ratio”—the ratio, expressed as a percentage, of claims-related losses and related underwriting expenses to earned premiums. In 2004, GE Insurance Solutions’ property and casualty combined ratio was 120%, that is, $1.20 of costs and losses for each $1.00 of earned premium. However, as an early indication of the effectiveness of our revised underwriting standards, the combined ratio for the 2004 underwriting year was 100%, even with extensive 2004 natural catastrophe losses—breakeven underwriting even before the contribution of investment income.

NBC UNIVERSAL 2004 revenues were up sharply to $12.9 billion and operating profit was up 28% to $2.6 billion. Operations were significantly affected by the May combination of NBC and VUE which increased revenues by $4.7 billion and, net of effects of the 20% minority interest, operating profit by $0.6 billion. Other significant 2004 factors affecting results were the Athens Olympic Games ($0.9 billion higher revenues), price increases ($0.2 billion of revenues and operating profit), volume ($0.3 billion of revenues and $0.1 billion of operating profit) and $0.3 billion higher NBC Universal operating costs.

NBC Universal revenues decreased 4% to $6.9 billion in 2003 while operating profit rose 21% to $2.0 billion. Results and comparability were affected by several events in 2003 and 2002. Higher prices and network sales increased revenues $0.5 billion in 2003, but were partially offset by advertising reductions because of coverage of the Iraq war ($0.1 billion). The Salt Lake City Olympic Games and the final year of NBA coverage contributed $0.7 billion and $0.3 billion, respectively, to 2002 revenues, but the NBA contract resulted in a loss that exceeded profit from the Olympics. Telemundo and Bravo, both acquired in 2002, together added $0.7 billion and $0.1 billion to 2003 revenues and operating profit, respectively. The 2002 exchange of certain assets for Bravo resulted in $0.6 billion of gain, $0.2 billion of which was attributed to NBC Universal’s segment results, an amount equal to $0.2 billion of other charges for impairments in 2002. The remainder was included in GE Corporate Items and Eliminations as discussed below.

TRANSPORTATION revenues rose 15% to $15.6 billion in 2004 on higher volume ($1.9 billion), including sales in commercial services and of locomotives and military engines. Operating profit increased 21% to $3.2 billion as higher volume ($0.4 billion) and productivity ($0.2 billion) more than offset the effect of inflation ($0.1 billion).

In 2003, Transportation revenues decreased slightly to $13.5 billion reflecting lower volume ($0.2 billion) primarily related to commercial aircraft and industrial aero-derivative engines, partially offset by higher locomotive sales, higher military spare parts volume and growth in our rail global signaling business. Operating profit rose 6% to $2.7 billion in 2003 as productivity ($0.2 billion) largely from workforce efficiency, and lower research and development spending upon completion of certain development programs more than offset the effect of lower volume.

In 2004, Transportation revenues from sales to the U.S. government were $3.0 billion, compared with $2.4 billion and $2.2 billion in 2003 and 2002, respectively.

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

Transportation received orders of $14.9 billion in 2004, up from $13.3 billion in 2003 primarily from strong locomotive and product services demand. The $13.4 billion total backlog at year-end 2004 comprised unfilled product orders of $9.3 billion (of which 59% was scheduled for delivery in 2005) and product services orders of $4.1 billion scheduled for 2005 delivery. Comparable December 31, 2003, total backlog was $12.9 billion, of which $9.3 billion was for unfilled product orders and $3.6 billion for product services orders.

GE CORPORATE ITEMS AND ELIMINATIONS

(In millions)
 
2004
 
2003
 
2002
 
REVENUES
                   
Eliminations
 
$
(3,169
)
$
(2,757
)
$
(1,662
)
OPERATING PROFIT
                   
Principal pension plans
 
$
124
 
$
1,040
 
$
1,556
 
Eliminations
   
(438
)
 
(504
)
 
(558
)
Underabsorbed corporate overhead
   
(777
)
 
(582
)
 
(367
)
Not allocated
   
(548
)
 
(354
)
 
(11)
)
Other
   
132
   
(91
)
 
421
 
Total
 
$
(1,507
)
$
(491
)
$
1,041
 

GE Corporate Items and Eliminations include the effects of eliminating transactions between operating segments; cost reductions from our principal pension plans, which have declined sharply over the three-year period; liquidating businesses; underabsorbed corporate overhead; certain non-allocated amounts described below; and a variety of sundry items. Corporate overhead is allocated to GE operating segments based on a ratio of segment net cost of operations, excluding direct materials or their equivalent, to total company cost of operations. This caption also includes internal allocated costs for segment funds on deposit.

 
     GE 2004 ANNUAL REPORT 57

 

Certain amounts are not allocated to GE operating segments because they are excluded from the measurement of their operating performance for internal purposes. In 2004, these comprised $0.4 billion of Healthcare charges, principally related to the write off of in-process research and development projects and other transitional costs associated with Amersham, and a $0.1 billion charge at Consumer & Industrial as the gain on sale of the motors business was more than offset by costs for inventory obsolescence and other charges. In 2003 and 2002, amounts not allocated to GE operating segments included charges of $0.2 billion in each year for settlement of litigation, restructuring and other charges at Healthcare; and in 2002, a portion of NBC Universal’s gain from the Bravo exchange and $0.1 billion for restructuring and other charges at Transportation and Advanced Materials.

Other includes a $0.5 billion gain from the sale of 90% of Global eXchange Services in 2002.

Global Operations

Our global activities span all geographic regions and primarily encompass manufacturing for local and export markets, import and sale of products produced in other regions, leasing of aircraft, sourcing for our plants domiciled in other global regions and provision of financial services within these regional economies. Thus, when countries or regions experience currency and/or economic stress, we often have increased exposure to certain risks, but also often have new profit opportunities. Potential increased risks include, among other things, higher receivable delinquencies and bad debts, delays or cancelations of sales and orders principally related to power and aircraft equipment, higher local currency financing costs and slowdown in established financial services activities. New profit opportunities include, among other things, more opportunities for lower cost outsourcing, expansion of industrial and financial services activities through purchases of companies or assets at reduced prices and lower U.S. debt financing costs.

Estimated results of global activities include the results of our operations located outside the United States plus all U.S. exports. We classify certain GECS operations that cannot meaningfully be associated with specific geographic areas as “Other global” for this purpose.
 

Global revenues rose 18% to $71.8 billion in 2004 compared with $60.8 billion and $53.4 billion in 2003 and 2002, respectively. Global revenues to external customers as a percentage of consolidated revenues were 43% in 2004, compared with 42% and 37% in 2003 and 2002, respectively. The effects of exchange rates on reported results were to increase revenues by $3.5 billion, $3.8 billion and $0.4 billion in 2004, 2003 and 2002, respectively; and increase earnings by $0.1 billion in both 2004 and 2003 and decrease earnings by $0.1 billion in 2002.

CONSOLIDATED GLOBAL REVENUES

(In millions)
 
2004
 
2003
 
2002
 
Europe
 
$
37,000
 
$
30,500
 
$
24,800
 
Pacific Basin
   
13,100
   
13,100
   
12,000
 
Americas
   
7,200
   
5,900
   
5,200
 
Other global
   
5,400
   
4,600
   
3,900
 
         
   
62,700
   
54,100
   
45,900
 
Exports from the U.S. to external customers
   
9,100
   
6,700
   
7,500
 
Total
 
$
71,800
 
$
60,800
 
$
53,400
 

GE global revenues were $42.4 billion, $33.0 billion and $29.0 billion in 2004, 2003 and 2002, respectively. The increase in 2004 related to both increased operations outside the U.S. and U.S. exports. GE revenues in Europe rose 40% led by Healthcare and NBC Universal reflecting the Amersham acquisition and the combination of NBC and VUE. GE revenues in the Pacific Basin increased 13% led by Advanced Materials, Infrastructure and Energy. U.S. exports rose 35% on strong growth at Energy and Transportation. The increase in 2003 related to increased operations outside the U.S., partially offset by lower U.S. exports. In 2003, GE revenues in Europe rose 25%, led by Energy, Healthcare and Infrastructure, reflecting the effects of the weaker U.S. dollar and volume growth. GE revenues in the Pacific Basin increased 14% in 2003 as most businesses reported improved results. In 2003, Energy and Infrastructure were the primary contributors to a 16% increase in revenues in the Americas and Energy more than accounted for the 10% decrease in U.S. exports.

GECS global revenues were $29.4 billion, $27.8 billion and $24.4 billion in 2004, 2003 and 2002, respectively. GECS revenues in the Americas increased 47% in 2004, primarily as a result of the acquisition of the commercial lending business of Transamerica Finance Corporation at Commercial Finance. Revenues increased 31% in “Other global” as a result of growth at Commercial Finance and the gain on the sale of a majority interest in Gecis. Revenues in the Pacific Basin decreased 13% primarily as a result of the 2003 divestiture of Edison Life at Insurance. This decrease was partially offset by the effects of the weaker U.S. dollar, acquisitions, primarily GC Card at Consumer Finance, and core growth at Consumer Finance and Commercial Finance.

Global operating profit was $12.2 billion in 2004, an increase of 39% over 2003, which was 35% higher than in 2002. Operating profit in 2004 rose 45% in Europe reflecting core growth and acquisitions at Consumer Finance and Commercial Finance, the Amersham acquisition at Healthcare and the combination of NBC and VUE. Operating profit also rose 42% to $2.2 billion in the Americas and 22% to $2.9 billion in the Pacific Basin and 46% to $1.3 billion in “Other global.”

 
     GE 2004 ANNUAL REPORT 58

 
 

Total assets of global operations were $323.7 billion in 2004 (43% of consolidated assets), an increase of $64.8 billion, or 25%, over 2003. GECS global assets grew 24% from $232.0 billion at the end of 2003 to $287.7 billion at the end of 2004. GECS assets increased 18% in Europe as a result of the effects of the weaker U.S. dollar ($13.7 billion), acquisitions ($9.2 billion), primarily at Commercial Finance and Consumer Finance, and growth at Consumer Finance. GECS assets increased 46% in the Pacific Basin, primarily as a result of acquisitions at Consumer Finance.

Financial results of our global activities reported in U.S. dollars are affected by currency exchange. We use a number of techniques to manage the effects of currency exchange, including selective borrowings in local currencies and selective hedging of significant cross-currency transactions. Such principal currencies are the British pound sterling, the euro, the Japanese yen and the Canadian dollar.

Environmental Matters

Our operations, like operations of other companies engaged in similar businesses, involve the use, disposal and cleanup of substances regulated under environmental protection laws.

We are involved in a sizable number of remediation actions to clean up hazardous wastes as required by federal and state laws. Such statutes require that responsible parties fund remediation actions regardless of fault, legality of original disposal or ownership of a disposal site. Expenditures for site remediation actions amounted to $0.1 billion in each of the last two years. We presently expect that such remediation actions will require average annual expenditures in the range of $0.1 billion to $0.2 billion over the next two years.

The U.S. Environmental Protection Agency (EPA) ruled in February 2002 that approximately 150,000 pounds of polychlorinated biphenyls (PCBs) must be dredged from a 40-mile stretch of the upper Hudson River in New York State. We have submitted what is known as a “Good Faith Offer” under the Superfund law and continue to cooperate and negotiate with the EPA in the implementation of this ruling. Pursuant to negotiated agreements, we have conducted extensive sampling of the project area to determine the location of PCBs that may be dredged and have agreed to undertake the design and engineering of the remedy. The agreements also provide for the reimbursement of certain EPA costs expended in the past and which would be expended in the future. The remedial design and engineering activities are scheduled to be completed during 2006. Negotiations continue concerning performance of the remedial work. Our Statement of Financial Position as of December 31, 2004 and 2003, included liabilities for the estimated costs of this remediation.

Financial Resources and Liquidity

This discussion of financial resources and liquidity addresses the Statement of Financial Position (pages 74-75), Statement of Changes in Shareowners’ Equity (page 72) and the Statement of Cash Flows (pages 76-77).

Only a small portion of GECS business is directly related to other GE operations. The fundamental differences between GE and GECS are reflected in the measurements commonly used by investors, rating agencies and financial analysts. These differences will become clearer in the discussion that follows with respect to the more significant items in the financial statements.

Overview of Financial Position

Major changes in our financial position resulted from the following:

During 2004, we completed the acquisition of Amersham by Healthcare and the combination of NBC and VUE. GECS completed acquisitions of the commercial lending business of Transamerica Finance Corporation; Sophia S.A., a real estate company in France; the U.S. leasing business of IKON Office Solutions; and Benchmark Group PLC, a U.K.-listed real estate property company at Commercial Finance. Consumer Finance completed acquisitions of AFIG and WMC. At their respective acquisition dates, these financial services transactions resulted in a combined increase in total assets of $32.1 billion, of which $23.0 billion was financing receivables before allowance for losses, and a combined increase in total liabilities of approximately $20.5 billion, of which $18.9 billion was debt.

Minority interest in equity of consolidated affiliates increased $10.2 billion during 2004. In connection with the combination of NBC and VUE, NBC Universal issued 20% of its shares to a subsidiary of Vivendi Universal. This is the principal reason GE’s minority interest increased $6.6 billion. GECS minority interest increased $3.6 billion, primarily because of our sale of approximately 30% of the common shares of Genworth, our formerly wholly-owned subsidiary that conducts most of our consumer insurance business, including life and mortgage insurance operations.

We adopted Financial Accounting Standards Board (FASB) Interpretation No. (FIN) 46R, Consolidation of Variable Interest Entities (Revised), on January 1, 2004, adding $2.6 billion of assets and $2.1 billion of liabilities to our consolidated balance sheet as of that date, primarily relating to Penske.

Statement of Financial Position (pages 74-75)

Because GE and GECS share certain significant elements of their Statements of Financial Position—property, plant and equipment, and borrowings, for example—the following discussion addresses significant captions in the “consolidated” statement. Within the following discussions, however, we distinguish between GE and GECS activities in order to permit meaningful analysis of each individual statement.

INVESTMENT SECURITIES comprise mainly available-for-sale investment-grade debt securities held by Insurance in support of obligations to annuitants and policyholders, and debt and equity securities designated as trading and associated with certain non-U.S. separate accounts for which contractholders retain the related risks and rewards, except in the event of our bankruptcy
 

 
     GE 2004 ANNUAL REPORT 59

 
 
or liquidation. Investment securities were $135.5 billion at the end of 2004, compared with $129.3 billion at the end of 2003. The increase of $6.2 billion was primarily the net result of investing premiums received, reinvesting investment income, improvements in debt markets and the effects of the weaker U.S. dollar.

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 December 31, 2004, approximately $0.1 billion was at risk of being charged to earnings in the next 12 months; almost two-thirds of this amount related to commercial airlines.

Impairment losses for 2004 totaled $0.2 billion compared with $0.5 billion in 2003. 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 $5.3 billion and $0.8 billion, respectively, at December 31, 2004, compared with $4.7 billion and $1.2 billion, respectively, at December 31, 2003, primarily reflecting an increase in the estimated fair value of debt securities as interest rates declined. We estimate that available gains, net of estimated impairment of insurance intangible assets, could be as much as $2.2 billion at December 31, 2004. 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. See note 9.

At December 31, 2004, unrealized losses with a duration of 12 months or more related to investment securities collateralized by commercial aircraft were $0.3 billion. The aggregate amortized cost of these available-for-sale securities was $1.2 billion. We believe that our securities, which are current on all payment terms, are 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 expectation 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 December 31, 2004. See additional discussion of our positions in the commercial aviation industry on page 65.

WORKING CAPITAL , representing GE inventories and receivables from customers, less trade payables and progress collections, increased to $8.3 billion at the end of 2004 from $5.3 billion at the end of 2003. The increase was a result of the Amersham acquisition at Healthcare, the combination of NBC and VUE and the effect of the weaker U.S. dollar.

We discuss current receivables and inventories, two important elements of working capital, in the following paragraphs.

CURRENT RECEIVABLES for GE were $14.5 billion at the end of 2004 and $11.0 billion at the end of 2003, and included $10.2 billion due from customers at the end of 2004, compared with $6.7 billion at the end of 2003. This $3.5 billion increase reflected higher receivables at NBC Universal resulting from the combination of NBC and VUE and the acquisition of Amersham by Healthcare. Turnover of customer receivables from sales of goods and services was 9.4 in 2004, compared with 10.4 in 2003. Other current receivables are primarily amounts that did not originate from sales of GE goods or services, such as advances to suppliers in connection with large contracts. See note 10.
INVENTORIES for GE were $9.6 billion at December 31, 2004, up $1.0 billion from the end of 2003. This increase reflected higher inventories at Healthcare resulting from the acquisition of Amersham. GE inventory turnover was 8.4 in 2004, an increase from 7.4 in 2003, as a result of increased sales at Transportation while inventory remained relatively flat. See note 11.

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, increased to $288.1 billion at December 31, 2004, from $254.2 billion at the end of 2003, as discussed in the following paragraphs. The related allowance for losses at the end of 2004 amounted to $5.6 billion compared with $6.3 billion at December 31, 2003, 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 that 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 $145.4 billion at December 31, 2004, compared with $135.7 billion at December 31, 2003, and consisted of loans and leases to the equipment, commercial and industrial, real estate and commercial aircraft industries. This portfolio of receivables increased primarily from core growth ($28.0 billion) and acquisitions ($13.5 billion), partially offset by securitizations and sales ($31.5 billion). Related nonearning and reduced-earning receivables were $1.6 billion (1.1% of outstanding receivables) at December 31, 2004, compared with $1.7 billion (1.3% of outstanding receivables) at year-end 2003. Commercial Finance financing receivables are generally backed by assets and there is a broad spread of geographic and credit risk in the portfolio.

During 2004, Consumer Finance adopted a global policy for uncollectible receivables that accelerated write-offs to follow one consistent basis. We now write off unsecured closed-end installment loans that become 120 days contractually past due and unsecured open-ended revolving loans that become 180 days contractually past due.

Consumer Finance financing receivables, before allowance for losses, were $127.8 billion at December 31, 2004, compared with $94.7 billion at December 31, 2003, and consisted primarily of card receivables, installment loans, auto loans and leases, and residential mortgages. This portfolio of receivables increased as a result of acquisitions ($15.6 billion), core growth ($13.1 billion) and the effects of the weaker U.S. dollar ($7.3 billion). These increases were partially offset by whole loan sales and securitization activity ($2.0 billion) and the standardization of our write-off policy, which resulted in an increase in write-offs ($0.9 billion) but had an inconsequential effect on earnings.
 

 
     GE 2004 ANNUAL REPORT 60

 

Nonearning consumer receivables were $2.5 billion at December 31, 2004 and 2003, representing 2.0% and 2.6% of outstanding receivables, respectively. The percentage decrease is primarily related to the standardization of our write-off policy and the acquisition of AFIG, which obtains credit insurance for certain receivables, partially offset by higher nonearnings in our European secured financing business.

Equipment & Other Services financing receivables, before allowance for losses, amounted to $14.9 billion and $23.8 billion at December 31, 2004 and 2003, 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 December 31, 2004, were $0.2 billion (1.2% of outstanding receivables) compared with $0.1 billion (0.6% of outstanding receivables) at December 31, 2003.

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

         
 
2004
 
2003
 
2002
 
Commercial Finance
   
1.40
%
 
1.38
%
 
1.75
%
Consumer Finance
   
4.85
   
5.62
   
5.62
 

Delinquency rates at Commercial Finance increased slightly from December 31, 2003 to December 31, 2004, reflecting the effect of certain acquired portfolios, partially offset by improvement in the overall core portfolio. The decline from December 31, 2002 to December 31, 2003, reflected improved economic conditions and collection results.

Delinquency rates at Consumer Finance decreased from December 31, 2003 to December 31, 2004, as a result of the standardization of our write-off policy, the acquisition of AFIG, and the U.S. acquisition of WMC, with lower relative delinquencies as a result of whole loan sales, partially offset by higher delinquencies in our European secured financing business. See notes 12 and 13.

OTHER GECS RECEIVABLE S totaled $14.1 billion at December 31, 2004, and $12.1 billion at December 31, 2003, and consisted primarily of nonfinancing customer receivables, accrued investment income, amounts due from GE (generally related to certain material procurement programs), amounts due under operating leases, receivables due on sale of securities and various sundry items. Balances at December 31, 2004 and 2003, included securitized, managed GE trade receivables of $3.1 billion and $2.7 billion, respectively.

PROPERTY, PLANT AND EQUIPMENT was $63.3 billion at December 31, 2004, up $9.9 billion from 2003, primarily reflecting the consolidation of Penske effective January 1, 2004, and acquisitions of commercial aircraft at Commercial Finance. GE property, plant and equipment consisted of investments for its own productive use, whereas the largest element for GECS was equipment provided to third parties on operating leases. Details by category of investment are presented in note 15.

GE expenditures for plant and equipment during 2004 totaled $2.4 billion, compared with $2.2 billion in 2003. Total expenditures for the past five years were $12.9 billion, of which 33% was investment for growth through new capacity and product development; 36% was investment in productivity through new equipment and process improvements; and 31% was investment for other purposes such as improvement of research and development facilities and safety and environmental protection.

GECS additions to property, plant and equipment were $10.7 billion and $7.6 billion during 2004 and 2003, respectively, primarily reflecting additions of commercial aircraft and vehicles at Commercial Finance and of vehicles at Equipment & Other Services.
 
INTANGIBLE ASSETS were $83.2 billion at year-end 2004, up from $55.0 billion at year-end 2003. GE intangibles increased $24.5 billion from $30.2 billion at the end of 2003, principally as a result of goodwill and other intangibles related to the combination of NBC and VUE, the Amersham acquisition by Healthcare, acquisitions by Infrastructure and the effects of the weaker U.S. dollar. GECS intangibles increased $3.7 billion to $28.5 billion, reflecting goodwill associated with acquisitions, goodwill associated with the consolidation of Penske effective January 1, 2004, and the effects of the weaker U.S. dollar. See note 16.

ALL OTHER ASSETS totaled $109.9 billion at year-end 2004, an increase of $17.3 billion. This increase resulted principally from the combination of NBC and VUE, acquisitions affecting real estate and assets held for sale, and additional investments in associated companies, partially offset by the consolidation of Penske, which was previously accounted for using the equity method. See note 17.

CONSOLIDATED BORROWINGS were $370.9 billion at December 31, 2004, compared with $329.7 billion at the end of 2003.

GE total borrowings were $11.0 billion at year-end 2004 ($3.4 billion short term, $7.6 billion long term), about the same as at year-end 2003. GE total debt at the end of 2004 equaled 9.1% of total capital, compared with 12.0% at the end of 2003.

GECS total borrowings were $361.3 billion at December 31, 2004, of which $154.8 billion is due in 2005 and $206.5 billion is due in subsequent years. Comparable amounts at the end of 2003 were $320.3 billion in total, $155.5 billion due within one year and $164.8 billion due thereafter. Included in GECS total borrowings were borrowings of consolidated, liquidating securitization entities amounting to $25.8 billion at December 31, 2004, of which $9.8 billion was asset-backed senior notes of AFIG, and $24.8 billion at December 31, 2003. A large portion of GECS borrowings ($97.4 billion and $102.6 billion at the end of 2004 and 2003, respectively) was issued in active commercial paper markets that we believe will continue to be a reliable source of short-term financing. The average remaining terms and interest rates of General Electric Capital Corporation (GE Capital) commercial paper were 42 days and 2.39% at the end of 2004, compared with 47 days and 1.40% at the end of 2003. The GE Capital ratio of debt to equity was 6.61 to 1 at the end of 2004 and 6.74 to 1 at the end of 2003. See note 18.

INSURANCE LIABILITIES, RESERVES AND ANNUITY BENEFITS of GECS were $140.9 billion at December 31, 2004, $4.5 billion higher than in 2003. The increase is primarily attributable to growth in annuities, long-term care insurance, structured settlements, the effects of the weaker U.S. dollar, increases in loss reserves for policies written in prior years and 2004 U.S. hurricane-related losses. These increases were partially offset by claim settlements and maturities of guaranteed investment contracts (GICs). See note 19.

 
     GE 2004 ANNUAL REPORT 61

 

EXCHANGE RATE AND INTEREST RATE RISKS are managed with a variety of straightforward techniques, including match funding and selective use of derivatives. We use derivatives to mitigate or eliminate certain financial and market risks because we conduct business in diverse markets around the world and local funding is not always efficient. In addition, we use derivatives to adjust the debt we are issuing to match the fixed or floating nature of the assets we are acquiring. We apply strict policies to manage each of these risks, including prohibitions on derivatives trading, derivatives market-making or other speculative activities. Following is an analysis of the potential effects of changes in interest rates and currency exchange rates using so-called “shock” tests that model effects of shifts in rates. These are not forecasts.

If, on January 1, 2005, interest rates had increased 100 basis points across the yield curve (a “parallel shift” in that curve) and that increase remained in place for 2005, we estimate, based on our year-end 2004 portfolio and holding everything else constant, that our 2005 GE and GECS net earnings would decline pro-forma by $0.1 billion and $0.2 billion, respectively.

If, on January 1, 2005, currency exchange rates were to decline by 10% against the U.S. dollar and that decline remained in place for 2005, we estimate, based on our year-end 2004 portfolio and holding everything else constant, that the effect on our 2005 GE and GECS net earnings would be insignificant.

Statement of Changes in Shareowners’ Equity (page 72)

Shareowners’ equity increased $31.1 billion in 2004, $15.5 billion in 2003 and $8.9 billion in 2002. These increases were largely attributable to net earnings but were partially offset by dividends declared of $8.6 billion, $7.8 billion and $7.3 billion in 2004, 2003 and 2002, respectively. We issued 341.7 million shares of stock in connection with the Amersham acquisition, increasing equity by $10.7 billion in 2004. We also issued 119.4 million shares of stock to partially fund the combination of NBC and VUE, increasing equity by $3.8 billion. Currency translation adjustments increased equity by $3.9 billion in 2004, compared with $5.1 billion in 2003. Changes in the currency translation adjustments reflect the effects of changes in currency exchange rates on our net investment in non-U.S. subsidiaries that have functional currencies other than the U.S. dollar. In 2004, the pound sterling, euro and, to a lesser extent, Asian currencies strengthened against the U.S. dollar. In 2003 and 2002, the euro and, to a lesser extent, Asian currencies strengthened against the U.S. dollar. Accumulated currency translation adjustments affect net earnings only when all or a portion of an affiliate is disposed of or substantially liquidated. See note 24.

Overview of Our Cash Flow from 2002 through 2004 (pages 76-77)

GE cash from operating activities (CFOA) is a useful measure of performance for our non-financial businesses and totaled $15.2 billion in 2004, $12.9 billion in 2003 and $10.1 billion in 2002. Generally, factors that affect our earnings—for example, pricing, volume, costs and productivity—affect CFOA similarly. However, while management of working capital, including timing of collections and payments and levels of inventory, affects operating results only indirectly, the effect of these programs on CFOA can be significant. Excluding progress collections, working capital improvements benefited CFOA by $2.7 billion since 2002, as we applied our inventory Lean Six Sigma and other working capital management tools broadly.

Our GE Statement of Cash Flows on page 76 shows CFOA in the required format. While that display is of some use in analyzing how various assets and liabilities affected our year-end cash positions, we believe it is also useful to supplement that display and to examine in a broader context the business activities that provide and require cash.

December 31 (In billions)
 
2004
 
2003
 
2002
 
Operating cash collections
 
$
81.6
 
$
68.4
 
$
67.5
 
Operating cash payments
   
(69.5
)
 
(58.9
)
 
(59.4
)
Cash dividends from GECS
   
3.1
   
3.4
   
2.0
 
GE cash from operating activities
 
$
15.2
 
$
12.9
 
$
10.1
 

The most significant source of cash in CFOA is customer-related activities, the largest of which is collecting cash following a product or services sale. GE operating cash collections increased by about $13.2 billion during 2004 and by about $0.9 billion during 2003. These increases are consistent with the changes in comparable GE operating segment revenues, including the 2004 effects of our acquisition of Amersham and the combination of NBC and VUE. Analyses of operating segment revenues on page 52 is the best way of understanding their customer-related CFOA.
 

The most significant operating use of cash is 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 2004 by about $10.6 billion, primarily because of the effects of our acquisition of Amersham and the combination of NBC and VUE, and decreased in 2003 by about $0.5 billion.

Dividends from GECS represented distribution of a portion of GECS retained earnings, including proceeds from certain business sales, and are distinct from cash from operating activities within the financial services businesses, which increased in 2004 by $4.7 billion to $26.1 billion and decreased in 2003 by $0.1 billion to $21.4 billion. Financial services cash is not necessarily freely available for alternative uses. For example, certain cash generated by our Insurance businesses is restricted by various insurance regulations. See note 23. Further, any reinvestment in financing receivables is shown in cash used for investing, not operating activities. Therefore, maintaining or growing Commercial and Consumer Finance assets requires that we invest much of the

 
     GE 2004 ANNUAL REPORT 62

 
 
cash they generate from operating activities in their earning assets. Also, we have been increasing the equity of our financial services businesses as discussed on page 64. 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.

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 we are in a sound position to grow dividends, execute on our announced $15 billion share repurchase program and continue making selective investments for long-term growth. With the financial flexibility that comes with excellent credit ratings, we believe that GE and GECS should be well positioned to meet the global needs of its customers for capital and to continue providing our shareowners with good returns.

Contractual Obligations

As defined by reporting regulations, our contractual obligations for future payments as of December 31, 2004, follow:

   
Payments due by period
 
(In millions)
 
Total
 
2005
 
2006-2007
 
2008-2009
 
2010 and
thereafter
 
Borrowings (note 18)
 
$
370,907
 
$
157,746
 
$
85,103
 
$
47,670
 
$
80,388
 
Interest on borrowings
   
59,000
   
11,000
   
16,000
   
10,000
   
22,000
 
Operating lease obligations (note 4)
   
7,718
   
1,383
   
2,240
   
1,613
   
2,482
 
Purchase obligations (a)(b)
   
53,000
   
35,000
   
11,000
   
4,000
   
3,000
 
Insurance liabilities (note 19) (c)
   
9 2,000
   
14,000
   
19,000
   
13,000
   
46,000
 
Other liabilities (d)
   
68,000
   
18,000
   
5,000
   
3,000
   
42,000
 
 
           
(a)
Included all take-or-pay arrangements, capital expenditures, contractual commitments to purchase equipment that will be classified as equipment leased to others, software acquisition/license commitments, contractual minimum programming commitments and contractually required cash payments for acquisitions.
(b)
Excluded funding commitments entered into in the ordinary course of business by our financial services businesses. Further information on these commitments is provided in note 30.
(c)
Included guaranteed investment contracts, structured settlements and single premium immediate annuities based on scheduled payouts, as well as those contracts with reasonably determinable cash flows such as deferred annuities, universal life, term life, long-term care, whole life and other life insurance contracts as well as workers compensation tabular indemnity loan and long-term liability claims.
(d)
Included an estimate of future expected funding requirements related to our pension and postretirement benefit plans. Because their future cash outflows are uncertain, the following non-current liabilities are excluded from the table above: deferred taxes, derivatives, deferred revenue and other sundry items. Refer to notes 21 and 28 for further information on these items.

Off-Balance Sheet Arrangements

We use off-balance sheet arrangements in the ordinary course of business to improve shareowner returns. Beyond improving returns, these securitization transactions serve as funding sources for a variety of diversified lending and securities transactions. Our securitization transactions are similar to those used by many financial institutions. In a typical transaction, assets are sold by the transferor to a special purpose entity (SPE), which purchases the assets with cash raised through issuance of beneficial interests (usually debt instruments) to third-party investors. Investors in the beneficial interests usually have recourse to the assets in the SPEs and often benefit from credit enhancements supporting the assets (such as overcollateralization). The SPE may also hold derivatives, such as interest rate swaps, in order to match the interest rate characteristics of the assets with those of the beneficial interests. An example is an interest rate swap converting fixed rate assets to variable rates to match floating rate debt instruments issued by the SPE.

Historically, we have used both GE-sponsored and third-party entities to execute securitization transactions in the commercial paper and term markets. With our adoption of FIN 46, Consolidation of Variable Interest Entities , on July 1, 2003, we consolidated $36.3 billion of assets and $35.8 billion of liabilities in certain sponsored entities and stopped executing new securitization transactions with those entities. We continue to engage in securitization transactions with third-party conduits and through public, market term securitizations. In December 2004, we acquired AFIG which added $9.1 billion of securitized mortgage loans in consolidated, liquidating securitization entities. Without AFIG, assets in consolidated, liquidating securitization entities were $17.4 billion, down $9.0 billion. See note 29.

Assets held by SPEs include: receivables secured by equipment, commercial and residential real estate and other assets; credit card receivables; and trade receivables. Examples of these receivables include loans and leases on manufacturing and transportation equipment, residential mortgages, 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. In certain transactions, the credit quality of assets transferred is enhanced by providing credit support. Securitized off-balance sheet assets totaled $34.4 billion and $26.8 billion at December 31, 2004 and 2003, respectively.

We provide financial support related to assets held by certain off-balance sheet SPEs through liquidity agreements, credit support, and guarantee and reimbursement contracts. Net liquidity support amounted to $2.3 billion at December 31, 2004, down from $3.1 billion a year earlier. Credit support, in which we provide recourse for credit losses in off-balance sheet SPEs, was $6.6 billion as of December 31, 2004. Potential credit losses are provided for in our financial statements. Based on management’s best estimate of probable losses inherent in the portfolio of assets that remain off-balance sheet, our financial statements included $0.1 billion representing the fair value of recourse obligations at year-end 2004. See note 29.

We periodically enter into guarantees and other similar arrangements as part of transactions in the ordinary course of business. These are described further in note 30.
 

 
     GE 2004 ANNUAL REPORT 63

 

We have extensive experience in evaluating economic, liquidity and credit risk. In view of this experience, the high quality of assets in these entities, the historically robust quality of commercial paper markets, and the historical reliability of controls applied to both asset servicing and to activities in the credit markets, we believe that, under any reasonable future economic developments, the likelihood is remote that any financial support arrangements could have an adverse economic effect on our financial position or results of operations.

Debt Instruments, Guarantees and Covenants

The major debt rating agencies routinely evaluate the debt of GE, GECS and GE Capital, the major borrowing affiliate of GECS. These agencies have given the highest debt ratings to GE and GE Capital (long-term rating AAA/Aaa; short-term rating A-1+/P-1). One of our strategic objectives is to maintain these ratings as they serve to lower our cost of funds and to facilitate our access to a variety of lenders. We manage our businesses in a fashion that is consistent with maintaining these ratings.

GE, GECS and GE Capital have distinct business characteristics that the major debt rating agencies evaluate both quantitatively and qualitatively.

Quantitative measures include:

Earnings and profitability, including earnings quality, revenue growth, the breadth and diversity of sources of income and return on assets,

Asset quality, including delinquency and write-off ratios and reserve coverage,

Funding and liquidity, including cash generated from operating activities, leverage ratios such as debt-to-capital, market access, back-up liquidity from banks and other sources, composition of total debt and interest coverage, and

Capital adequacy, including required capital and tangible leverage ratios.

Qualitative measures include:

Franchise strength, including competitive advantage and market conditions and position,

Strength of management, including experience, corporate governance and strategic thinking, and

Financial reporting quality, including clarity, completeness and transparency of all financial performance communications.

GE Capital’s ratings are supported contractually by a GE commitment to maintain the ratio of earnings to fixed charges at a specified level as described below.

Before 2003, GE Capital maintained a capital structure that included about $8 of debt for each $1 of equity—a “leverage ratio” of 8:1. For purposes of measuring segment profit, each of our financial services businesses was also assigned debt and interest costs on the basis of that consolidated 8:1 leverage ratio. As of January 1, 2003, we extended a business-specific, market-based leverage to the performance measurement of each of our financial services businesses. As a result, at January 1, 2003, debt of $12.5 billion previously allocated to other financial services segments was allocated to the Equipment & Other Services segment. We refer to this as “parent-supported debt.” During 2004, a total of $4.7 billion of such debt was eliminated, compared with $4.6 billion in 2003. The 2004 reduction was the result of the following:

22% of operating earnings retained by GECS ($1.8 billion),

Proceeds from the Genworth initial public offering less dividend payments to GE ($1.6 billion),

Mortgage Insurance contingent note payment ($0.5 billion),

Sale of a majority interest of Gecis ($0.5 billion), and

Rationalization of Insurance and Equipment & Other Services related activities ($0.3 billion).

The remaining $3.2 billion of such debt is expected to be eliminated in 2005.

During 2004, GECS paid $2.3 billion of special dividends to GE, of which $1.3 billion was a portion of proceeds from the Genworth initial public offering, $0.8 billion was surplus equity related to portfolio restructurings in Insurance and run-offs in Equipment & Other Services and $0.2 billion was related to Insurance dispositions.

During 2004, GECS and GECS affiliates issued $57 billion of senior, unsecured long-term debt, including $3 billion issued by Genworth in connection with the initial public equity offering described on page 48. This debt was both fixed and floating rate and was issued to institutional and retail investors in the U.S. and 17 other global markets. Maturities for these issuances ranged from one to 40 years. We used the proceeds primarily for repayment of maturing long-term debt, but also to fund acquisitions and organic growth. We anticipate that we will issue between $50 billion and $60 billion of additional long-term debt during 2005, although the ultimate amount we issue will depend on our needs and on the markets.

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

December 31
 
2004
 
2003
 
Senior notes and other long-term debt
   
58
%
 
55
%
Commercial paper
   
25
   
27
 
Current portion of long-term debt
   
11
   
13
 
Other—bank and other retail deposits
   
6
   
5
 
Total
   
100
%
 
100
%

We target a ratio for commercial paper of 25% to 35% of outstanding debt based on the anticipated composition of our assets and the liquidity profile of our debt. GE Capital is the most widely held name in global commercial paper markets.
 

 
     GE 2004 ANNUAL REPORT 64

 

We believe that alternative sources of liquidity are sufficient to permit an orderly transition from commercial paper in the unlikely event of impaired access to those markets. Funding sources on which we would rely would depend on the nature of such a hypothetical event, but include $57.3 billion of contractually committed lending agreements with 83 highly-rated global banks and investment banks. Total credit lines extending beyond one year increased $10.0 billion to $56.8 billion at December 31, 2004. See note 18.

Beyond contractually committed lending agreements, other sources of liquidity include medium and long-term funding, monetization, asset securitization, cash receipts from our lending and leasing activities, short-term secured funding on global assets, and potential sales of other assets.

PRINCIPAL DEBT CONDITIONS are described below.

The following two conditions relate to GE and GECS:

Under certain swap, forward and option contracts, if the long-term credit rating of either GE or GECS were to fall below A-/A3, certain remedies are required as discussed in note 28.

If GE Capital’s ratio of earnings to fixed charges, which was 1.87:1 at the end of 2004, were to deteriorate to 1.10:1 or, upon redemption of certain preferred stock, its ratio of debt to equity, which was 6.61:1 at the end of 2004, were to exceed 8:1, GE has committed to contribute capital to GE Capital. GE also has guaranteed subordinated debt of GECS with a face amount of $1.0 billion at December 31, 2004 and 2003.

The following three conditions relate to securitization SPEs that were consolidated upon adoption of FIN 46 on July 1, 2003:

If the short-term credit rating of GE Capital or certain consolidated SPEs discussed further in note 29 were to fall below A-1/P-1, GE Capital would be required to provide substitute liquidity for those entities or provide funds to retire the outstanding commercial paper. The maximum net amount that GE Capital would be required to provide in the event of such a downgrade is determined by contract, and amounted to $12.8 billion at January 1, 2005. Amounts related to non- consolidated SPEs were $1.4 billion.

If the long-term credit rating of GE Capital were to fall below AA/Aa2, GE Capital would be required to provide substitute credit support or liquidate the consolidated SPEs. The maximum amount that GE Capital would be required to substitute in the event of such a downgrade is determined by contract, and amounted to $0.9 billion at December 31, 2004.

For certain transactions, if the long-term credit rating of GE Capital were to fall below A/A2 or BBB+/Baa1 or its short-term credit rating were to fall below A-2/P-2, GE Capital could be required to provide substitute credit support or fund the undrawn commitment. GE Capital could be required to provide up to $2.3 billion in the event of such a downgrade based on terms in effect at December 31, 2004.

One group of consolidated SPEs, the Trinities and GE Funding CMS, hold assets that are reported in “Investment securities” and issue GICs that are reported in “Insurance liabilities, reserves and annuity benefits.” If the long-term credit rating of GE Capital were to fall below AA-/Aa3 or its short-term credit rating were to fall below A-1+/P-1, GE Capital could be required to provide up to $0.9 billion of capital to the Trinities. Further, GE Capital could be required to repay up to $3.1 billion of GICs issued by GE Funding CMS.

In our history, we have never violated any of the above conditions either at GE or at GECS. We believe that under any reasonable future economic developments, the likelihood that any such arrangements could have a significant effect on our operations, cash flows or financial position is remote.

COMMERCIAL AVIATION is an industry in which we have a significant ongoing interest. Although some U.S. carriers have been operating under pressure, our interest in this industry is global, and demand in the global markets has been strong. September 11, 2001, was a significant test for this industry. But since that date, 119 carriers around the world have placed 709 of our aircraft into service, 415 of which were Boeing and Airbus narrow-body aircraft. We continue to be confident in the global industry’s ongoing prospects.

At December 31, 2004, our global commercial aviation exposure in our Commercial Finance segment amounted to $37.8 billion, principally loans and leases of $33.0 billion. We had 1,342 commercial aircraft on lease, an increase of 106 aircraft from last year reflecting acquired leases and on-time delivery of open 2003 order positions. At the end of 2004 and 2003, an insignificant number of our aircraft were not on lease—2 and 3 aircraft, respectively. At December 31, 2004, we also had $10.2 billion (list price) of multiple-year orders for various Boeing, Airbus and other aircraft, including 56 aircraft ($4.3 billion) scheduled for delivery in 2005, all under agreement to commence operations with commercial airline customers.

Transportation sales of new equipment often include long-term customer financing commitments. Under these commitments, it is our policy to establish a secured position in the aircraft being financed. At December 31, 2004 and 2003, guarantees of $0.4 billion were in place. Further, at December 31, 2004 and 2003, we had committed $0.8 billion and $1.2 billion, respectively, to provide financial assistance on future aircraft sales. See note 30. Our guarantees and commitments are secured by individual aircraft or pools of aircraft engines related to the specific financing arrangement. When particular guarantees exceed the value of the associated security, we consider credit risk of the associated customer and provide for estimated losses. At December 31, 2004, the total estimated fair value of aircraft securing these guarantees exceeded the guaranteed amounts, net of the associated allowance for losses. In addition, at December 31, 2004 and 2003, Transportation had other exposures of $3.8 billion and $3.6 billion, respectively, consisting primarily of deferred charges and trade receivables.
 

 
     GE 2004 ANNUAL REPORT 65

 

 
US Airways filed for bankruptcy protection in the third quarter of 2004. In January 2005, US Airways and the Air Transportation Stabilization Board (ATSB) reached an agreement extending the airline’s use of cash proceeds from its federally guaranteed loan through June 30, 2005. US Airways’ management has stated publicly that this agreement with the ATSB will allow US Airways to continue operations while it completes its restructuring and planned emergence from Chapter 11 in the summer of 2005. US Airways’ management also has indicated in its public statements that labor savings will be an important factor affecting the success of that reorganization. At December 31, 2004, our aggregate exposure to US Airways was $2.9 billion, the largest component of which was $2.6 billion of loans and leases, substantially secured by various equipment, including 39 regional jet aircraft, 54 Boeing narrow-body aircraft (primarily 737 type), and 57 Airbus narrow-body aircraft. We and the airline have entered into a memorandum of understanding to restructure a number of loans and leases. We also agreed to continue regional jet financing conditioned on the airline successfully emerging from bankruptcy protection and achieving specified financial milestones. We have adjusted our estimates of cash flows and residual values to reflect the current information available to us in this fluid situation. In addition to our loans and leases, we hold $0.2 billion of available-for-sale investment securities in US Airways that are secured by various other aircraft in the fleet. Our $0.1 billion of US Airways Transportation exposure is either secured or we have made appropriate reserves for shortfalls. In addition to US Airways, both ATA Holdings Corp. and Aloha Airgroup, Inc. filed for bankruptcy during 2004. UAL Corp. filed for bankruptcy in 2002. At December 31, 2004, our exposure was $1.4 billion to UAL Corp., $0.8 billion to ATA Holdings Corp., and $0.3 billion to Aloha Airgroup, Inc., consisting primarily of loans and leases. Various Boeing and Airbus aircraft secure substantially all of these financial exposures.

Commercial Finance regularly tests the recoverability of its commercial aircraft operating lease portfolio as described on page 69, and recognized impairment losses of $0.1 billion and $0.2 billion in 2004 and 2003, respectively. In addition to these impairment charges relating to operating leases, Commercial Finance recorded provisions for losses on financing receivables related to commercial aircraft of $0.3 billion in 2004, primarily related to US Airways and ATA Holdings Corp.; an insignificant amount was recognized in 2003.

See pages 59-60 and notes 9 and 15 for further information on our commercial aviation positions.

Selected Financial Data

Information summarized on page 67 is divided into three sections: upper portion—consolidated data; middle portion—GE data that reflect various conventional measurements for such enterprises; and lower portion—GECS data that reflect key information pertinent to financial services businesses.

GE’S TOTAL RESEARCH AND DEVELOPMENT expenditures were $3.1 billion in 2004, compared with $2.7 billion and $2.6 billion in 2003 and 2002, respectively. In 2004, expenditures from GE’s own funds were $2.4 billion compared with $2.1 billion in 2003. Expenditures funded by customers (mainly the U.S. government) were $0.6 billion in 2004 and 2003.

Expenditures reported above reflect the definition of research and development required by generally accepted accounting principles. For operating and management purposes, we consider amounts spent on product and services technology to include our reported research and development expenditures, but also amounts for improving our existing products and services, and the productivity of our plant, equipment and processes. On this basis, our technology expenditures were about $5 billion.

In 2004, we directed our research and development efforts to technologies that will differentiate GE products and services in the eyes of our customers. Environmental impact is a key theme. Our researchers and engineers continue to search for novel solutions to challenging issues: meeting the world’s rising energy demands while reducing greenhouse gases and emissions of power generation technologies; reducing emissions while raising fuel efficiency in air and rail transportation; and increasing energy efficiency of appliances and lighting, while meeting the need for performance and capabilities.

Emerging sciences such as nanotechnology are a significant area of our research. Nanotechnology has potential applications across the entire GE industrial portfolio. Our scientists view nanotechnology as the ultimate materials science, one that could change the materials and manufacturing processes for a wide variety of our products. We are exploring specific applications in nano-metals for jet engines, nano-ceramics as coatings for power turbines and nano-particles for use in targeted contrast agents for medical imaging.

Security was also a key area of technology research in 2004. Cargo and port security, intelligent video surveillance and chemical and biological detection are areas in which we are able to leverage core technologies among different businesses to bring innovative ideas to market.

In the Healthcare segment, we continue our quest for personalized healthcare, ramping up research in the biotechnology field. Combining our previous research with the work done by scientists at Amersham has opened new fields as we explore technologies that will enable a “predict and prevent” model for medical diagnostics.
 

 
     GE 2004 ANNUAL REPORT 66

 
 

Selected Financial Data
                      
(In millions; per-share amounts in dollars)
 
2004
 
2003
 
  2002
 
2001
 
2000
 
GENERAL ELECTRIC COMPANY AND CONSOLIDATED AFFILIATES
                      
Revenues
 
$
152,363
 
$
134,187
 
$
132,210
 
$
126,416
 
$
130,385
 
Earnings before accounting changes
   
16,593
   
15,589
   
15,133
   
14,128
   
12,735
 
Cumulative effect of accounting changes
   
   
(587
)
 
(1,015
)
 
(444
)
 
 
Net earnings
   
16,593
   
15,002
   
14,118
   
13,684
   
12,735
 
Dividends declared
   
8,594
   
7,759
   
7,266
   
6,555
   
5,647
 
Return on average shareowners’ equity excluding the
                               
effect of accounting changes
   
17.4
%
 
22.1
%
 
25.8
%
 
27.1
%
 
27.5
%
Per share
                               
Earnings before accounting changes—diluted
 
$
1.59
 
$
1.55
 
$
1.51
 
$
1.41
 
$
1.27
 
Cumulative effect of accounting changes—diluted
   
   
(0.06
)
 
(0.10
)
 
(0.04
)
 
 
Earnings—diluted
   
1.59
   
1.49
   
1.41
   
1.37
   
1.27
 
Earnings before accounting changes—basic
   
1.60
   
1.56
   
1.52
   
1.42
   
1.29
 
Cumulative effect of accounting changes—basic
   
   
(0.06
)
 
(0.10
)
 
(0.04
)
 
 
Earnings—basic
   
1.60
   
1.50
   
1.42
   
1.38
   
1.29
 
Dividends declared
   
0.82
   
0.77
   
0.73
   
0.66
   
0.57
 
Stock price range
   
37.75-28.88
   
32.42--21.30
   
41.84-21.40
   
52.90-28.25
   
60.50-41.67
 
Year-end closing stock price
   
36.50
   
30.98
   
24.35
   
40.08
   
47.94
 
Total assets
   
750,330
   
647,483
   
575,244
   
495,023
   
437,006
 
Long-term borrowings
   
213,161
   
172,314
   
140,632
   
79,806
   
82,132
 
Shares outstanding—average (in thousands)
   
10,399,629
   
10,018,587
   
9,947,113
   
9,932,245
   
9,897,110
 
Shareowner accounts—average
   
658,000
   
670,000
   
655,000
   
625,000
   
597,000
 
GE DATA
                   
 
 
       
Short-term borrowings
 
$
3,409
 
$
2,555
 
$
8,786
 
$
1,722
 
$
940
 
Long-term borrowings
   
7,625
   
8,388
   
970
   
787
   
841
 
Minority interest
   
7,701
   
1,079
   
1,028
   
948
   
968
 
Shareowners’ equity
   
110,284
   
79,180
   
63,706
   
54,824
   
50,492
 
Total capital invested
 
$
129,019
 
$
91,202
 
$
74,490
 
$
58,281
 
$
53,241
 
Return on average total capital invested
                               
excluding effect of accounting changes
   
15.9
%
 
19.9
%
 
24.5
%
 
27.0
%
 
27.4
%
Borrowings as a percentage of total capital invested
   
9.1
%
 
12.0
%
 
13.1
%
 
4.3
%
 
3.3
%
Working capital (a)
 
$
8,328
 
$
5,282
 
$
3,821
 
$
(2,398
)
$
799
 
Additions to property, plant and equipment
   
2,427
   
2,158
   
2,386
   
2,876
   
2,536
 
Employees at year end
                               
United States
   
129,000
   
122,000
   
125,000
   
125,000
   
131,000
 
Other countries
   
98,000
   
96,000
   
94,000
   
94,000
   
92,000
 
Total employees
   
227,000
   
218,000
   
219,000
   
219,000
   
223,000
 
GECS DATA
                               
Revenues
 
$
70,776
 
$
64,279
 
$
58,699
 
$
58,856
 
$
66,709
 
Earnings before accounting changes
   
8,161
   
7,754
   
4,626
   
5,586
   
5,192
 
Cumulative effect of accounting changes
   
   
(339
)
 
(1,015
)
 
(169
)
 
 
Net earnings
   
8,161
   
7,415
   
3,611
   
5,417
   
5,192
 
Shareowner’s equity
   
53,755
   
45,308
   
36,929
   
28,590
   
23,022
 
Minority interest
   
8,682
   
5,115
   
4,445
   
4,267
   
3,968
 
Total borrowings
   
361,342
   
320,318
   
270,962
   
239,935
   
205,371
 
Ratio of debt to equity at GE Capital
   
6.61: 1
   
6.74: 1
   
6.58: 1
   
7.31: 1
   
7.53: 1
 
Total assets
 
$
618,327
 
$
554,688
 
$
489,828
 
$
425,484
 
$
370,636
 
Insurance premiums written
   
15,250
   
18,602
   
16,999
   
15,843
   
16,461
 
Employees at year end
                               
United States
   
36,000
   
33,000
   
36,000
   
33,000
   
37,000
 
Other countries
   
44,000
   
54,000
   
60,000
   
58,000
   
53,000
 
Total employees
   
80,000
   
87,000
   
96,000
   
91,000
   
90,000
 
                                 
Transactions between GE and GECS have been eliminated from the consolidated information.
(a) Working capital is defined as the sum of receivables from the sales of goods and services, plus inventories, less trade accounts payable and progress collections.

 
     GE 2004 ANNUAL REPORT 67

 
GE’S TOTAL BACKLOG
of firm unfilled orders at the end of 2004 was $34.1 billion, an increase of 9% from year-end 2003, reflecting increased demand for wind turbines, locomotives and product services, partially offset by softening demand for large gas turbines. Of the total backlog, $22.7 billion related to products, of which 72% was scheduled for delivery in 2005. Product services orders, included in this reported backlog for only the succeeding 12 months, were $11.4 billion at the end of 2004. Orders constituting this backlog may be canceled or deferred by customers, subject in certain cases to penalties. See Segment Operations beginning on page 52 for further information.

Critical Accounting Estimates
Accounting estimates and assumptions discussed in this section are those that we consider to be the most critical to an understanding of our financial statements because they inherently involve significant judgments and uncertainties. For all of these estimates, we caution that future events rarely develop exactly as forecast, and the best estimates routinely require adjustment. Also see note 1, Summary of Significant Accounting Policies, which discusses accounting policies that we have selected from acceptable alternatives.

LOSSES ON FINANCING RECEIVABLES are recognized when they are incurred, which requires us to make our best estimate of probable losses inherent in the portfolio. Such estimate requires consideration of historical loss experience, adjusted for current conditions, and judgments about the probable effects of relevant observable data, including present economic conditions such as delinquency rates, financial health of specific customers and market sectors, collateral values, and the present and expected future levels of interest rates. Our risk management process, which includes standards and policies for reviewing major risk exposures and concentrations, ensures that relevant data are identified and considered either for individual loans or leases, or on a portfolio basis, as appropriate.

Our lending and leasing experience and the extensive data we accumulate and analyze facilitate estimates that have been reliable over time. Our actual loss experience was in line with expectations for 2004 (adjusting for the effects of Consumer Finance’s standardization of its write-off policy), 2003 and 2002. While losses depend to a large degree on future economic conditions, we do not anticipate significant adverse credit development in 2005. Further information is provided in the financing receivables section on page 60, and in notes 1, 12 and 13.

REVENUE RECOGNITION ON LONG-TERM AGREEMENTS to provide product services (product services agreements) requires estimates of profits over the multiple-year terms of such agreements, considering factors such as the frequency and extent of future monitoring, maintenance and overhaul events; the amount of personnel, spare parts and other resources required to perform the services; and future billing rate and cost changes. We routinely review estimates under product services agreements and regularly revise them to adjust for changes in outlook. Revisions that affect a product services agreement’s total estimated profitability will also result in an immediate adjustment of earnings. We provide for probable losses. We also regularly assess customer credit risk inherent in the carrying amounts of contract costs and estimated earnings. We gain insight into future utilization and cost trends, as well as credit risk, through our knowledge of the installed base of equipment and the close interaction with our customers that comes with supplying critical services and parts over extended periods. Carrying amounts for product services agreements in progress at December 31, 2004 and 2003, were $3.7 billion and $3.2 billion, respectively, and are included in the line, “Contract costs and estimated earnings” in note 17. Adjustments to earnings resulting from revisions to estimates on product services agreements have been insignificant for each of the years in the three-year period ended December 31, 2004.

Further information is provided in note 1.

ASSET IMPAIRMENT assessment involves various estimates and assumptions as follows:

INVESTMENTS . 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. We perform comprehensive market research and analysis and monitor market conditions to identify potential impairments. Further information about actual and potential impairment losses is provided on page 60 and in notes 1 and 9.

LONG-LIVED ASSETS . We review long-lived assets for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Determining whether an impairment has occurred typically requires various estimates and assumptions, including determining which cash flows are directly related to the potentially impaired asset, the useful life over which cash flows will occur, their amount, and the asset’s residual value, if any. In turn, measurement of an impairment loss requires a determination of fair value, which is based on the best information available. We use internal discounted cash flow estimates, quoted market prices when available and independent appraisals as appropriate to determine fair value. We derive the required cash flow estimates from our historical experience and our internal business plans and apply an appropriate discount rate.
 

 
     GE 2004 ANNUAL REPORT 68

 

Commercial aircraft are a significant concentration of assets in our Commercial Finance business, and are particularly subject to market fluctuations. Therefore, we test recoverability of each aircraft in our operating lease portfolio at least annually. Additionally, we perform quarterly evaluations in circumstances such as when aircraft are re-leased, current lease terms have changed or a specific lessee’s credit standing changes. Future rentals and residual values are based on historical experience and information received routinely from independent appraisers. Estimated cash flows from future leases are reduced for expected downtime between leases and for estimated technical costs required to prepare aircraft to be redeployed. Fair value used to measure impairment is based on current market values from independent appraisers. Further information on impairment losses and our overall exposure to the commercial aviation industry is provided on pages 65-66 and in notes 9 and 15.

GOODWILL AND OTHER IDENTIFIED INTANGIBLE ASSETS . We test goodwill for impairment annually and whenever events or circumstances make it more likely than not that an impairment may have occurred, such as a significant adverse change in the business climate or a decision to sell or dispose of a reporting unit. Determining whether an impairment has occurred requires valuation of the respective reporting unit, which we estimate using a discounted cash flow method. When available and as appropriate, we use comparative market multiples to corroborate discounted cash flow results. In applying this methodology, we rely on a number of factors, including actual operating results, future business plans, economic projections and market data.

If this analysis indicates goodwill is impaired, measuring the impairment requires a fair value estimate of each identified tangible and intangible asset. In this case we supplement the cash flow approach discussed above with independent appraisals, as appropriate.

We test other identified intangible assets with defined useful lives and subject to amortization by comparing the carrying amount to the sum of undiscounted cash flows expected to be generated by the asset. We test intangible assets with indefinite lives annually for impairment using a fair value method such as discounted cash flows.

Further information is provided on page 61 and in notes 1 and 16.

INSURANCE LIABILITIES AND RESERVES differ for short- and long-duration insurance contracts. Short-duration contracts such as property and casualty policies are accounted for based on actuarial estimates of losses inherent in that period’s claims, including losses for which claims have not yet been reported. Short-duration contract loss estimates rely on actuarial observations of ultimate loss experience for similar historical events. Measurement of long-duration insurance liabilities (such as guaranteed renewable term, whole life and long-term care insurance policies) also is based on approved actuarial methods that include assumptions about expenses, mortality, morbidity, lapse rates and future yield on related investments. Historical insurance industry experience indicates that a greater degree of inherent variability exists in assessing the ultimate amount of losses under short-duration property and casualty contracts than exists for long-duration mortality exposures. This inherent variability is particularly significant for liability-related exposures, including latent claims issues (such as asbestos and environmental related coverage disputes), because of the extended period of time—often many years— that transpires between when a given claim event occurs and the ultimate full settlement of such claim. This situation is then further exacerbated for reinsurance entities (as opposed to primary insurers) because of coverage often being provided on an “excess-of-loss” basis and the resulting lags in receiving current claims data.

We continually evaluate the potential for changes in loss estimates with the support of qualified reserving actuaries and use the results of these evaluations both to adjust recorded reserves and to proactively modify underwriting criteria and product offerings. For actuarial analysis purposes, reported and paid claims activity is segregated into several hundred reserving segments, each having differing historical settlement trends. A variety of actuarial methods are then applied to the underlying data for each of these reserving segments in arriving at an estimated range of “reasonably possible” loss scenarios. Factors such as line of business, length of historical settlement pattern, recent changes in underwriting standards and unusual trends in reported claims activity will generally affect which actuarial methods are given more weight for purposes of determining the “best estimate” of ultimate losses in a particular reserving segment. As discussed on pages 56 and 57 and in note 19, in recent years, reported claims activity at GE Insurance Solutions related to prior-year loss events, particularly for liability-related exposures underwritten in 1997 through 2001, have continued to develop adversely to previous expectations. This trend was considered in the actuarial reserve study completed in the fourth quarter of 2002, resulting in a significant increase in recorded reserves. In 2003, we continued to monitor our reported claims activity compared with our revised expected loss levels. While for the majority of our lines of business, reported claims activity in 2003 was reasonably close to expected amounts, for certain lines the reported claims volumes exceeded our revised loss expectations. In response to these new data, we further increased our loss reserves in 2003. In 2004, as part of our comprehensive annual assessment of recorded claim-related liabilities, we observed that reported claims activity in certain product lines, substantially related to the 1997 through 2001 underwriting years, continued to exceed previous established expectations and we again increased our loss reserves.
 

 
     GE 2004 ANNUAL REPORT 69

 

PENSION ASSUMPTIONS are significant inputs to actuarial models that measure pension benefit obligations and related effects on operations. Two critical assumptions—discount rate and expected return on assets—are important elements of plan expense and asset/liability measurement. We evaluate these critical assumptions at least annually on a plan and country-specific basis. Other assumptions involving demographic factors such as retirement age, mortality and turnover are evaluated periodically and are updated to reflect our experience and expectations for the future. Actual results in any given year will often differ from actuarial assumptions because of economic and other factors.

The discount rate enables us to state expected future cash flows at a present value on the measurement date. This rate is the yield on high-quality fixed income investments at the measurement date. A lower discount rate increases the present value of benefit obligations and increases pension expense.

To determine the expected long-term rate of return on pension plan assets, we consider the current and expected asset allocations, as well as historical and expected returns on various categories of plan assets. As of December 31, 2004, one-year returns on assets in our principal pension plans were 11.7%; five-year returns were 3.2%; 10-year returns were 11.4% and 25-year returns were 12.2%. We believe these results, in connection with our current and expected asset allocations, support our assumed long-term return of 8.5% on those assets.

To reflect market interest rate conditions, we reduced our discount rate for principal pension plans at December 31, 2004, from 6.0% to 5.75% and at December 31, 2003, from 6.75% to 6.0%. We assumed that long-term returns on the assets of our principal pension plans were 8.5% in 2004, the same as our assumptions for 2003 and 2002.

Sensitivity to changes in key assumptions for our principal pension plans follows:

Discount rate—A 25 basis point reduction in discount rate would increase pension expense in 2005 by $0.1 billion.

Expected return on assets—A 50 basis point increase in the expected return on assets would decrease pension expense in 2005 by $0.3 billion.

Further information on our postretirement benefit plans is provided on page 50 and in notes 5 and 6.

OTHER LOSS CONTINGENCIES are recorded as liabilities when it is probable that a liability has been incurred and the amount of the loss is reasonably estimable. Disclosure is required when there is a reasonable possibility that the ultimate loss will exceed the recorded provision. Contingent liabilities are often resolved over long time periods. Estimating probable losses requires analysis of multiple forecasts that often depend on judgments about potential actions by third parties such as regulators. Further information is provided in notes 20 and 30.

Other Information

New Accounting Standard

In December 2004, the FASB issued Statement of Financial Accounting Standards (SFAS) 123 (revised 2004), Share-Based Payment (SFAS 123R). Among other things, SFAS 123R requires expensing the fair value of stock options, previously optional accounting that we adopted in 2002. For transition, upon adoption on July 1, 2005, SFAS 123R will require us to expense the unvested portion of options granted in 2000 and 2001, reducing net earnings by approximately $30 million in 2005 and by a similar amount in 2006. 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 $0.3 billion would have been required to be classified as cash from financing, not operating, activities in 2004; the related 2003 amount would have been approximately $0.2 billion.

Financial Measures that Supplement Generally Accepted Accounting Principles

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 SEC rules. Specifically, we have referred, in various sections of this Annual Report, to:

Organic revenue growth in 2004,

Earnings growth, excluding Insurance dispositions, in 2004,

Growth in Industrial CFOA in 2004,

GE earnings before income taxes and accounting changes excluding GECS earnings, and the corresponding effective tax rate, for the three years ended December 31, 2004,

Net revenues (revenues from services less interest) of the Commercial Finance and Consumer Finance segments for the three years ended December 31, 2004, and

Delinquency rates on financing receivables of the Commercial Finance and Consumer Finance segments for 2004, 2003 and 2002.


 
     GE 2004 ANNUAL REPORT 70

 
The reasons we use these non-GAAP financial measures and their reconciliation to their most directly comparable GAAP financial measures follow.

ORGANIC REVENUE GROWTH

(In millions)
 
2004
 
2003
 
% change
 
Revenues as reported
 
$
152,363
 
$
134,187
       
Less:                    
   Effects of acquisitions, dispositions and currency exchange rates
   
19,244
   
1,289
       
    Insurance
   
23,070
   
26,194
       
   Energy
   
17,348
   
19,082
       
Revenues excluding the effects of acquisitions,
   dispositions and currency exchange rates,
   Insurance and Energy (organic revenues)
 
$
92,701
 
$
87,622
   
6
%

EARNINGS GROWTH, EXCLUDING INSURANCE DISPOSITIONS

(In millions)
 
2004
 
2003
 
% change
 
Earnings before accounting changes
                   
   as reported
 
$
16,593
 
$
15,589
       
Less effect of Insurance dispositions
   
(721
)
 
728
       
Earnings, excluding Insurance
                   
   dispositions
 
$
17,314
 
$
14,861
   
17
%

GROWTH IN INDUSTRIAL CFOA

(In millions)
 
2004
 
2003
 
% change
 
Cash from GE’s operating activities
                   
   as reported
 
$
15,204
 
$
12,975
       
Less GECS dividends
   
3,105
   
3,435
       
Cash from GE’s operating activities
                   
   excluding dividends from GECS
                   
   (Industrial CFOA)
 
$
12,099
 
$
9,540
   
27
%

GE TAX RATE, EXCLUDING GECS EARNINGS

(In millions)
 
2004
 
2003
 
2002
 
GE earnings before income taxes and accounting changes
 
$
18,566
 
$
18,446
 
$
18,970
 
Less GECS earnings
   
8,161
   
7,754
   
4,626
 
Total
 
$
10,405
 
$
10,692
 
$
14,344
 
Provision for income taxes
 
$
1,973
 
$
2,857
 
$
3,837
 
Effective tax rate
   
19.0
%
 
26.7
%
 
26.7
%

We believe that meaningful analysis of our financial performance requires an understanding of the factors underlying that performance and our judgments about the likelihood that particular factors will repeat. In some cases, short-term patterns and long-term trends may be obscured by large factors or events. For example, events or trends in a particular segment may be so significant as to obscure patterns and trends of our industrial or financial services businesses in total. For this reason, we believe that investors may find it useful to see our 2004 revenue growth without the effect of acquisitions, dispositions and currency exchange rates, and without the effects of two businesses, Insurance and Energy, whose revenues were adversely affected by their changing economic environments and other factors; and 2004 earnings without the effect of Insurance dispositions. Similarly, we believe that investors would find it useful to compare our 2004 operating cash flow against our 2003 operating cash flow without the impact of GECS dividends.

NET REVENUES

We provided reconciliations of net revenues to reported revenues for these segments on page 54. Because net revenues is a common industry measure of margin, these disclosures enable investors to compare the results of our financial services businesses with results of others in the same industry.

DELINQUENCY RATES ON FINANCING RECEIVABLES

Delinquency rates on financing receivables follow.

COMMERCIAL FINANCE

December 31
 
2004
 
2003
 
2002
 
Managed
   
1.40
%
 
1.38
%
 
1.75
%
Off-book
   
0.90
   
1.27
   
0.09
 
On-book
   
1.58
   
1.41
   
2.16
 

CONSUMER FINANCE

December 31
 
2004
 
2003
 
2002
 
Managed
   
4.85
%
 
5.62
%
 
5.62
%
Off-book
   
5.09
   
5.04
   
4.84
 
On-book
   
4.84
   
5.67
   
5.76
 

We believe that delinquency rates on managed financing receivables provide a useful perspective of our portfolio quality and are key indicators of financial performance. Further, investors use such information, including the results of both the on-book and securitized portfolios, which are relevant to our overall performance.
 

     GE 2004 ANNUAL REPORT 71


AUDITED FINANCIAL STATEMENTS
 
STATEMENT OF EARNINGS


 
 
General Electric Company
and consolidated affiliates
 
For the years ended December 31
(In millions; per-share amounts in dollars)
 
2004
 
2003
 
2002
 
REVENUES
 
 
 
 
 
 
 
 
 
 
   Sales of goods
 
$
55,005
 
$
49,963
 
$
55,096
 
   Sales of services
 
 
29,700
 
 
22,391
 
 
21,138
 
   Other income (note 2)
 
 
1,064
 
 
602
 
 
1,013
 
   Earnings of GECS before accounting changes
 
 
 
 
 
 
 
   GECS revenues from services (note 3)
 
 
66,594
 
 
61,231
 
 
54,963
 
      Total revenues
 
 
152,363
 
 
134,187
 
 
132,210
 
COSTS AND EXPENSES (note 4)
 
 
 
 
 
 
 
 
 
 
   Cost of goods sold
 
 
42,645
 
 
37,189
 
 
38,833
 
   Cost of services sold
 
 
19,114
 
 
14,017
 
 
14,023
 
   Interest and other financial charges
 
 
11,907
 
 
10,825
 
 
10,216
 
   Insurance losses and policyholder and annuity benefits
 
 
15,627
 
 
16,369
 
 
17,608
 
   Provision for losses on financing receivables (note 13)
 
 
3,888
 
 
3,752
 
 
3,084
 
   Other costs and expenses
 
 
38,148
 
 
31,821
 
 
29,229
 
   Minority interest in net earnings of consolidated affiliates
 
 
928
 
 
310
 
 
326
 
      Total costs and expenses
 
 
132,257
 
 
114,283
 
 
113,319
 
EARNINGS BEFORE INCOME TAXES AND ACCOUNTING CHANGES
 
 
20,106
 
 
19,904
 
 
18,891
 
Provision for income taxes (note 7)
 
 
(3,513
)
 
(4,315
)
 
(3,758
)
EARNINGS BEFORE ACCOUNTING CHANGES  
 
 
16,593
 
 
15,589
 
 
15,133
 
Cumulative effect of accounting changes (note 1)
 
 
 
 
(587
)
 
(1,015
)
NET EARNINGS
 
$
16,593
 
$
15,002
 
$
14,118
 
Per-share amounts (note 8)
 
 
 
 
 
 
 
 
 
 
   Per-share amounts before accounting changes
 
 
 
 
 
 
 
 
 
 
      Diluted earnings per share
 
$
1.59
 
$
1.55
 
$
1.51
 
      Basic earnings per share
 
 
1.60
 
 
1.56
 
 
1.52
 
   Per-share amounts after accounting changes
 
 
 
 
 
 
 
 
 
 
      Diluted earnings per share
 
 
1.59
 
 
1.49
 
 
1.41
 
      Basic earnings per share
 
 
1.60
 
 
1.50
 
 
1.42
 
DIVIDENDS DECLARED PER SHARE
 
$
0.82
 
$
0.77
 
$
0.73
 
 
 
 
 
 
 
 
 
 
 
 
 
CONSOLIDATED STATEMENT OF CHANGES IN SHAREOWNERS’ EQUITY
 
(In millions)
 
 
2004
 
 
2003
 
 
2002
 
CHANGES IN SHAREOWNERS’ EQUITY (note 24)
 
 
 
 
 
 
 
 
 
 
Balance at January 1
 
$
79,180
 
$
63,706
 
$
54,824
 
Dividends and other transactions with shareowners
 
 
10,009
 
 
(5,520
)
 
(6,382
)
Changes other than transactions with shareowners
 
 
 
 
 
 
 
 
 
 
   Increase attributable to net earnings
 
 
16,593
 
 
15,002
 
 
14,118
 
   Investment securities—net
 
 
412
 
 
710
 
 
1,378
 
   Currency translation adjustments—net
 
 
3,942
 
 
5,123
 
 
1,000
 
   Cash flow hedges—net
 
 
569
 
 
320
 
 
(1,157
)
   Minimum pension liabilities—net
 
 
(421
)
 
(161
)
 
(75
)
      Total changes other than transactions with shareowners
 
 
21,095
 
 
20,994
 
 
15,264
 
Balance at December 31
 
$
110,284
 
$
79,180
 
$
63,706
 
 
The notes to consolidated financial statements on pages 78-111 are an integral part of these statements.

 
     GE 2004 ANNUAL REPORT 72

 
STATEMENT OF EARNINGS (CONTINUED)

 
 
 
GE
 
GECS
 
For the years ended December 31
(In millions; per-share amounts in dollars)
 
2004
 
2003
 
2002
 
2004
 
2003
 
2002
 
REVENUES
   
   
   
   
   
   
 
   Sales of goods
 
$
52,260
 
$
47,767
 
$
51,957
 
$
2,840
 
$
2,228
 
$
3,296
 
   Sales of services
   
29,954
   
22,675
   
21,360
   
   
   
 
   Other income (note 2)
   
1,076
   
645
   
1,106
   
   
   
 
   Earnings of GECS before accounting changes
   
8,161
   
7,754
   
4,626
   
   
   
 
   GECS revenues from services (note 3)
   
   
   
   
67,936
   
62,051
   
55,403
 
      Total revenues
   
91,451
   
78,841
   
79,049
   
70,776
   
64,279
   
58,699
 
COSTS AND EXPENSES (note 4)
   
   
   
   
   
   
 
   Cost of goods sold
   
39,999
   
35,102
   
35,951
   
2,741
   
2,119
   
3,039
 
   Cost of services sold
   
19,368
   
14,301
   
14,245
   
   
   
 
   Interest and other financial charges
   
979
   
941
   
569
   
11,372
   
10,262
   
9,935
 
   Insurance losses and policyholder and annuity benefits
   
   
   
   
15,844
   
16,369
   
17,608
 
   Provision for losses on financing receivables (note 13)
   
   
   
   
3,888
   
3,752
   
3,084
 
   Other costs and expenses
   
12,001
   
9,870
   
9,131
   
26,840
   
22,436
   
20,343
 
   Minority interest in net earnings of consolidated affiliates
   
538
   
181
   
183
   
390
   
129
   
143
 
      Total costs and expenses
   
72,885
   
60,395
   
60,079
   
61,075
   
55,067
   
54,152
 
EARNINGS BEFORE INCOME TAXES AND ACCOUNTING
CHANGES
   
18,566
   
18,446
   
18,970
   
9,701
   
9,212
   
4,547
 
Provision for income taxes (note 7)
   
(1,973
)
 
(2,857
)
 
(3,837
)
 
(1,540
)
 
(1,458
)
 
79
 
EARNINGS BEFORE ACCOUNTING CHANGES  
   
16,593
   
15,589
   
15,133
   
8,161
   
7,754
   
4,626
 
Cumulative effect of accounting changes (note 1)
   
   
(587
)
 
(1,015
)
 
   
(339
)
 
(1,015
)
NET EARNINGS
 
$
16,593
 
$
15,002
 
$
14,118
 
$
8,161
 
$
7,415
 
$
3,611
 

In the consolidating data on this page "GE" means the basis of consolidation as described in note 1 to the consolidated financial statements; "GECS" means General Electric Capital Services, Inc. and all of its affiliates and associated companies. Transactions between GE and GECS have been eliminated from the "General Electric Company and consolidated affiliates" columns on page 72.

 
     GE 2004 ANNUAL REPORT 73

 

STATEMENT OF FINANCIAL POSITION
 
 
 
General Electric Company and
consolidated affiliates
 
At December 31 (In millions)
 
2004
 
2003
 
 
 
 
 
 
 
ASSETS
   
   
 
Cash and equivalents
 
$
15,328
 
$
12,664
 
Investment securities (note 9)
   
135,536
   
129,269
 
Current receivables (note 10)
   
14,233
   
10,732
 
Inventories (note 11)
   
9,778
   
8,752
 
Financing receivables—net (notes 12 and 13)
   
282,467
   
247,906
 
Insurance receivables—net (note 14)
   
25,709
   
27,541
 
Other GECS receivables
   
10,771
   
9,747
 
Property, plant and equipment—net (note 15)
   
63,334
   
53,388
 
Investment in GECS
   
   
 
Intangible assets—net (note 16)
   
83,240
   
55,025
 
All other assets (note 17)
   
109,934
   
92,621
 
Total assets
 
$
750,330
 
$
647,645
 
LIABILITIES AND EQUITY
   
   
 
Short-term borrowings (note 18)
 
$
157,746
 
$
157,397
 
Accounts payable, principally trade accounts
   
24,729
   
19,950
 
Progress collections and price adjustments accrued
   
3,937
   
4,433
 
Dividends payable
   
2,329
   
2,013
 
All other current costs and expenses accrued
   
17,539
   
15,343
 
Long-term borrowings (note 18)
   
213,161
   
172,314
 
Insurance liabilities, reserves and annuity benefits (note 19)
   
140,585
   
136,428
 
All other liabilities (note 20)
   
49,223
   
41,746
 
Deferred income taxes (note 21)
   
14,414
   
12,647
 
   Total liabilities
   
623,663
   
562,271
 
Minority interest in equity of consolidated affiliates
   (note 22)
   
16,383
   
6,194
 
Common stock (10,586,358,000 and 10,063,120,000
   shares outstanding at year-end 2004 and 2003, respectively)
   
669
   
669
 
Accumulated gains (losses)—net
   
   
 
   Investment securities
   
2,268
   
1,856
 
   Currency translation adjustments
   
6,929
   
2,987
 
    Cash flow hedges
   
(1,223
)
 
(1,792
)
   Minimum pension liabilities
   
(657
)
 
(236
)
Other capital
   
24,265
   
17,497
 
Retained earnings
   
90,795
   
82,796
 
Less common stock held in treasury
   
(12,762
)
 
(24,597
)
   Total shareowners’ equity (notes 24 and 25)
   
110,284
   
79,180
 
Total liabilities and equity
 
$
750,330
 
$
647,645
 
 
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,” as shown in note 24, and was $7,317 million and $2,815 million at year-end 2004 and 2003, respectively.
 
The notes to consolidated financial statements on pages 78-111 are an integral part of this statement.
 
     GE 2004 ANNUAL REPORT 74

 
STATEMENT OF FINANCIAL POSITION (CONTINUED)

 
 
 
GE
 
GECS
 
At December 31 (In millions)
 
2004
 
2003
 
2004
 
2003
 
 
 
 
 
 
 
 
 
 
 
ASSETS
   
   
   
   
 
Cash and equivalents
 
$
3,155
 
$
1,670
 
$
12,367
 
$
11,273
 
Investment securities (note 9)
   
413
   
380
   
135,152
   
128,889
 
Current receivables (note 10)
   
14,533
   
10,973
   
   
 
Inventories (note 11)
   
9,589
   
8,555
   
189
   
197
 
Financing receivables—net (notes 12 and 13)
   
   
   
282,467
   
247,906
 
Insurance receivables—net (note 14)
   
   
   
25,971
   
27,541
 
Other GECS receivables
   
   
   
14,134
   
12,103
 
Property, plant and equipment—net (note 15)
   
16,756
   
14,566
   
46,578
   
38,822
 
Investment in GECS
   
53,755
   
45,308
   
   
 
Intangible assets—net (note 16)
   
54,720
   
30,204
   
28,520
   
24,821
 
All other assets (note 17)
   
38,123
   
30,448
   
72,949
   
63,136
 
Total assets
 
$
191,044
 
$
142,104
 
$
618,327
 
$
554,688
 
LIABILITIES AND EQUITY
   
   
   
   
 
Short-term borrowings (note 18)
 
$
3,409
 
$
2,555
 
$
154,843
 
$
155,468
 
Accounts payable, principally trade accounts
   
11,013
   
8,753
   
17,104
   
13,566
 
Progress collections and price adjustments accrued
   
3,937
   
4,433
   
   
 
Dividends payable
   
2,329
   
2,013
   
   
 
All other current costs and expenses accrued
   
17,569
   
15,343
   
   
 
Long-term borrowings (note 18)
   
7,625
   
8,388
   
206,499
   
164,850
 
Insurance liabilities, reserves and annuity benefits (note 19)
   
   
   
140,902
   
136,428
 
All other liabilities (note 20)
   
23,561
   
18,449
   
25,744
   
23,217
 
Deferred income taxes (note 21)
   
3,616
   
1,911
   
10,798
   
10,736
 
   Total liabilities
   
73,059
   
61,845
   
555,890
   
504,265
 
Minority interest in equity of consolidated affiliates
   (note 22)
   
7,701
   
1,079
   
8,682
   
5,115
 
Common stock (10,586,358,000 and 10,063,120,000
    shares outstanding at year-end 2004 and 2003, respectively)
   
669
   
669
   
1
   
1
 
Accumulated gains (losses)—net
   
   
   
   
 
   Investment securities
   
2,268
   
1,856
   
2,345
   
1,864
 
   Currency translation adjustments
   
6,929
   
2,987
   
5,183
   
2,639
 
    Cash flow hedges
   
(1,223
)
 
(1,792
)
 
(1,354
)
 
(1,727
)
   Minimum pension liabilities
   
(657
)
 
(236
)
 
(150
)
 
(41
)
Other capital
   
24,265
   
17,497
   
12,370
   
12,268
 
Retained earnings
   
90,795
   
82,796
   
35,360
   
30,304
 
Less common stock held in treasury
   
(12,762
)
 
(24,597
)
 
   
 
   Total shareowners’ equity (notes 24 and 25)
   
110,284
   
79,180
   
53,755
   
45,308
 
Total liabilities and equity
 
$
191,044
 
$
142,104
 
$
618,327
 
$
554,688
 

In the consolidating data on this page, “GE” means the basis of consolidation as described in note 1 to the consolidated financial statements; “GECS” means General Electric Capital Services, Inc. and all of its affiliates and associated companies. Transactions between GE and GECS have been eliminated from the “General Electric Company and consolidated affiliates” columns on page 74.
 
      GE 2004 ANNUAL REPORT 75

 
 
STATEMENT OF CASH FLOWS

 
 
 
Electric Company and
consolidated affiliates
 
For the years ended December 31 (In millions)
 
2004
 
2003
 
2002
 
 
             
CASH FLOWS—OPERATING ACTIVITIES
             
Net earnings
 
$
16,593
 
$
15,002
 
$
14,118
 
Adjustments to reconcile net earnings to cash provided
   
   
   
 
   from operating activities
   
   
   
 
      Cumulative effect of accounting changes
   
   
587
   
1,015
 
      Depreciation and amortization of property, plant
         and equipment
   
8,385
   
6,956
   
6,511
 
      Earnings (before accounting changes) retained by GECS
   
   
   
 
      Deferred income taxes
   
(1,702
)
 
1,127
   
2,414
 
      Decrease (increase) in GE current receivables
   
(849
)
 
534
   
(409
)
      Decrease (increase) in inventories
   
(468
)
 
874
   
(87
)
      Increase (decrease) in accounts payable
   
5,370
   
802
   
227
 
      Decrease in GE progress collections
   
(464)
)
 
(2,268
)
 
(5,062
)
      Increase in insurance liabilities and reserves
   
4,961
   
1,679
   
9,454
 
      Provision for losses on financing receivables
   
3,888
   
3,752
   
3,084
 
      All other operating activities
   
770
   
184
   
(2,499
)
CASH FROM OPERATING ACTIVITIES
   
36,484
   
29,229
   
28,766
 
CASH FLOWS—INVESTING ACTIVITIES
   
   
   
 
Additions to property, plant and equipment
   
(13,118
)
 
(9,779
)
 
(14,056
)
Dispositions of property, plant and equipment
   
5,845
   
4,952
   
6,357
 
Net increase in GECS financing receivables
   
(15,280
)
 
(4,687
)
 
(18,082
)
Payments for principal businesses purchased
   
(18,703
)
 
(14,407
)
 
(21,570
)
Investment in GECS
   
   
   
 
All other investing activities
   
2,842
   
2,078
   
(13,876
)
CASH USED FOR INVESTING ACTIVITIES
   
(38,414
)
 
(21,843
)
 
(61,227
)
CASH FLOWS—FINANCING ACTIVITIES
   
   
   
 
Net increase (decrease) in borrowings (maturities of
   90 days or less)
   
(2,729
)
 
(20,544
)
 
(17,347
)
Newly issued debt (maturities longer than 90 days)
   
61,659
   
67,545
   
95,008
 
Repayments and other reductions (maturities
   longer than 90 days)
   
(47,106
)
 
(43,479
)
 
(40,454
)
Net dispositions (purchases) of GE shares for treasury
   
3,993
   
726
   
(985
)
Dividends paid to shareowners
   
(8,278
)
 
(7,643
)
 
(7,157
)
All other financing activities
   
(2,945
)
 
(237
)
 
3,873
 
CASH FROM (USED FOR) FINANCING ACTIVITIES
   
4,594
   
(3,632
)
 
32,938
 
INCREASE (DECREASE) IN CASH AND EQUIVALENTS DURING YEAR
   
2,664
   
3,754
   
477
 
Cash and equivalents at beginning of year
   
12,664
   
8,910
   
8,433
 
Cash and equivalents at end of year
 
$
15,328
 
$
12,664
 
$
8,910
 
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION
   
   
   
 
Cash paid during the year for interest
 
$
(11,907
)
$
(10,910
)
$
(9,654
)
Cash recovered (paid) during the year for income taxes
   
(1,339
)
 
(1,539
)
 
(948
)
 
The notes to consolidated financial statements on pages 78-111 are an integral part of this statement.
 
     GE 2004 ANNUAL REPORT 76

 
STATEMENT OF CASH FLOWS (CONTINUED)
 
 
 
GE
 
GECS
 
For the years ended December 31 (In millions)
 
2004
 
2003
 
2002
 
2004
 
2003
 
2002
 
 
                         
CASH FLOWS—OPERATING ACTIVITIES
                         
Net earnings
 
$
16,593
 
$
15,002
 
$
14,118
 
$
8,161
 
$
7,415
 
$
3,611
 
Adjustments to reconcile net earnings to cash provided
   
   
   
   
   
   
 
   from operating activities
   
   
   
   
   
   
 
      Cumulative effect of accounting changes
   
   
587
   
1,015
   
   
339
   
1,015
 
      Depreciation and amortization of property, plant
         and equipment
   
2,533
   
2,277
   
2,199
   
5,852
   
4,679
   
4,312
 
      Earnings (before accounting changes) retained by GECS
   
(5,056
)
 
(4,319
)
 
(2,661
)
 
   
   
 
      Deferred income taxes
   
(175
)
 
389
   
1,005
   
(1,527
)
 
738
   
1,409
 
      Decrease (increase) in GE current receivables
   
(908
)
 
585
   
(486
)
 
   
   
 
      Decrease (increase) in inventories
   
(459
)
 
909
   
(149
)
 
(9
)
 
(35
)
 
62
 
      Increase (decrease) in accounts payable
   
1,888
   
676
   
708
   
4,207
   
666
   
(880
)
      Decrease in GE progress collections
   
(464
)
 
(2,268
)
 
(5,062
)
 
   
   
 
      Increase in insurance liabilities and reserves
   
   
   
   
4,961
   
1,679
   
9,454
 
      Provision for losses on financing receivables
   
   
   
   
3,888
   
3,752
   
3,084
 
      All other operating activities
   
1,252
   
(913
)
 
(590
)
 
594
   
2,215
   
(556
)
CASH FROM OPERATING ACTIVITIES
   
15,204
   
12,925
   
10,097
   
26,127
   
21,448
   
21,511
 
CASH FLOWS—INVESTING ACTIVITIES
   
   
   
   
   
   
 
Additions to property, plant and equipment
   
(2,427
)
 
(2,158
)
 
(2,386
)
 
(10,691
)
 
(7,621
)
 
(11,670
)
Dispositions of property, plant and equipment
   
   
   
   
5,845
   
4,952
   
6,357
 
Net increase in GECS financing receivables
   
   
   
   
(15,280
)
 
(4,687
)
 
(18,082
)
Payments for principal businesses purchased
   
(4,815
)
 
(3,870
)
 
(8,952
)
 
(13,888
)
 
(10,537
)
 
(12,618
)
Investment in GECS
   
   
   
(6,300
)
 
   
   
 
All other investing activities
   
632
   
236
   
203
   
443
   
207
   
(15,234
)
CASH USED FOR INVESTING ACTIVITIES
   
(6,610
)
 
(5,792
)
 
(17,435
)
 
(33,571
)
 
(17,686
)
 
(51,247
)
CASH FLOWS—FINANCING ACTIVITIES
   
   
   
   
   
   
 
Net increase (decrease) in borrowings (maturities of
   90 days or less)
   
(1,690
)
 
(6,704
)
 
7,924
   
(1,138
)
 
(13,472
)
 
(34,687
)
Newly issued debt (maturities longer than 90 days)
   
434
   
7,356
   
66
   
61,264
   
59,939
   
96,044
 
Repayments and other reductions (maturities
   longer than 90 days)
   
(1,568
)
 
(277
)
 
(1,229
)
 
(45,538
)
 
(43,202
)
 
(39,225
)
Net dispositions (purchases) of GE shares for treasury
   
3,993
   
726
   
(985
)
 
   
   
 
Dividends paid to shareowners
   
(8,278
)
 
(7,643
)
 
(7,157
)
 
(3,105
)
 
(3,435
)
 
(1,965
)
All other financing activities
   
   
   
   
(2,945
)
 
(237
)
 
10,173
 
CASH FROM (USED FOR) FINANCING ACTIVITIES
   
(7,109
)
 
(6,542
)
 
(1,381
)
 
8,538
   
(407
)
 
30,340
 
INCREASE (DECREASE) IN CASH AND EQUIVALENTS
DURING YEAR
   
1,485
   
591
   
(8,719
)
 
1,094
   
3,355
   
604
 
Cash and equivalents at beginning of year
   
1,670
   
1,079
   
9,798
   
11,273
   
7,918
   
7,314
 
Cash and equivalents at end of year
 
$
3,155
 
$
1,670
 
$
1,079
 
$
12,367
 
$
11,273
 
$
7,918
 
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS
INFORMATION
   
   
   
   
   
   
 
Cash paid during the year for interest
 
$
(603
)
$
(248
)
$
(155
)
$
(11,304
)
$
(10,662
)
$
(9,499
)
Cash recovered (paid) during the year for income taxes
   
(2,261
)
 
(2,685
)
 
(2,331
)
 
922
   
1,146
   
1,383
 

In the consolidating data on this page, “GE” means the basis of consolidation as described in note 1 to the consolidated financial statements; “GECS” means General Electric Capital Services, Inc. and all of its affiliates and associated companies. Transactions between GE and GECS have been eliminated from the “General Electric Company and consolidated affiliates” columns on page 76.

 
     GE 2004 ANNUAL REPORT 77

 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 
Note 1

Summary of Significant Accounting Policies

Accounting principles

Our financial statements are prepared in conformity with U.S. generally accepted accounting principles (GAAP).

Consolidation

Our financial statements consolidate all of our affiliates—companies that we control and in which we hold a majority voting interest. Associated companies are companies that we do not control but over which we have significant influence, most often because we hold a shareholder voting position of 20% to 50%. Results of associated companies are presented on a one-line basis.

In 2004 and 2003, as we describe on page 81, we consolidated certain non-affiliates, including certain special purpose entities (SPEs) and investments previously considered associated companies, because of new accounting requirements that became effective in each of those years.

Financial statement presentation

We have reclassified certain prior-year amounts to conform to the current year’s presentation.

Financial data and related measurements are presented in the following categories:

GE This represents the adding together of all affiliates other than General Electric Capital Services, Inc. (GECS), whose operations are presented on a one-line basis.

GECS This affiliate owns all of the common stock of General Electric Capital Corporation (GE Capital) and GE Insurance Solutions Corporation (GE Insurance Solutions), the parent of Employers Reinsurance Corporation (ERC). GE Capital, GE Insurance Solutions and their respective affiliates are consolidated in the GECS columns and constitute its business.

CONSOLIDATED This represents the adding together of GE and GECS.

Effects of transactions between related companies are eliminated. Transactions between GE and GECS are immaterial and consist primarily of GECS services for material procurement and trade receivables management, medical equipment manufactured by GE that is leased by GECS to others, aircraft engines manufactured by GE that are installed on aircraft purchased by GECS from third-party producers for operating lease to others, buildings and equipment leased by GE from GECS, and GE investments in GECS commercial paper.

Preparing financial statements in conformity with GAAP requires us to make estimates and assumptions that affect reported amounts and related disclosures. Actual results could differ from those estimates.

Sales of goods and services

We record sales of goods when a firm sales agreement is in place, delivery has occurred and collect-ibility of the fixed or determinable sales price is reasonably assured. If customer acceptance of products is not assured, sales are recorded only upon formal customer acceptance.

Sales of goods in the Consumer & Industrial, Advanced Materials and Infrastructure businesses typically do not include multiple product and/or service elements, in contrast with sales in certain of the businesses referred to below. Consumer lighting products, home videos and computer hardware and software products are often sold with a right of return. Accumulated experience is used to estimate and provide for such returns when we record the sale.

Sales of goods in the Transportation, Healthcare, Energy and certain Infrastructure businesses sometimes include multiple components and sometimes include services such as installation. In such contracts, amounts assigned to each component are based on that component’s objectively determined fair value, such as the sales price for the component when it is sold separately or competitor prices for similar components. Sales are recognized individually for delivered components only if they have value to the customer on a standalone basis, and the undelivered components have objectively determined fair values and are not essential to the functionality of the delivered components. When undelivered components are inconsequential or perfunctory and not essential to the functionality of the delivered components (like certain training commitments), we recognize sales on the total contract and make provision for the cost of the incomplete components.

We record sales of product services, certain power generation equipment and certain military aircraft engines in accordance with contracts. For long-term product services agreements, we use estimated contract profit rates to record sales as work is performed. For certain power generation equipment and certain military aircraft engines, we use estimated contract profit rates to record sales as major components are completed and delivered to customers. Estimates are subject to revisions; revisions that affect an agreement’s total estimated profitability result in an immediate adjustment of earnings. We provide for any loss when that loss is probable. We expense costs to acquire or originate sales agreements as incurred.

We record broadcast and cable television advertising sales when advertisements are aired, net of provision for any viewer shortfalls (make goods). We record sales from theatrical distribution of films as the films are exhibited; sales of home videos, net of a return provision, when the videos are shipped and available for sale by retailers; fees from cable and satellite operators when services are provided, and licensing of film and television programming when we make the material available for airing.

GECS revenues from services (earned income)

We use the interest method to recognize income on all loans. Interest on time sales and loans includes origination, commitment and other non-refundable fees related to funding (recorded in earned income on the interest method). We stop accruing interest at the earlier of the time at which collection of an account becomes doubtful or the account becomes 90 days past due. We recognize interest income on nonearning loans either as cash is collected or on a cost-recovery basis as con-ditions warrant. We resume accruing interest on nonearning, non-restructured Commercial Finance loans only when (a) payments are brought current according to the loan’s original terms and (b) future payments are reasonably assured. When we agree to restructured terms with the borrower, we resume accruing interest only when reasonably assured that we will recover full contractual payments,
 

 
     GE 2004 ANNUAL REPORT 78

 
and such loans pass underwriting reviews equivalent to those applied to new loans. We resume accruing interest on nonearning Consumer Finance loans upon receipt of the third consecutive minimum monthly payment or the equivalent. Specific limits for each type of loan restrict the number of times any particular delinquent loan may be categorized as non-delinquent and interest accrual resumed.

We record financing lease income on the interest method to produce a level yield on funds not yet recovered. Estimated unguaranteed residual values of leased assets are based primarily on periodic independent appraisals of the values of leased assets remaining at expiration of the lease terms. Significant assumptions we use in estimating residual values include estimated net cash flows over the remaining lease term, results of future remarketing, and future component part and scrap metal prices, discounted at an appropriate rate.

We recognize operating lease income on a straight-line basis over the terms of underlying leases.

Fees include commitment fees related to loans that we do not expect to fund and line-of-credit fees. We record these fees in earned income on a straight-line basis over the period to which they relate. We record syndication fees in earned income at the time related services are performed unless significant contingencies exist.

See page 80 for a discussion of income from investment and insurance activities.

Depreciation and amortization

The cost of GE manufacturing plant and equipment is depreciated over its estimated economic life. U.S. assets are depreciated using an accelerated method based on a sum-of-the-years digits formula; non-U.S. assets are depreciated on a straight-line basis.

The cost of GECS equipment leased to others on operating leases is amortized on a straight-line -basis to estimated residual value over the lease term or over the estimated economic life of the equipment. See note 15.

Film and television costs

We defer film and television production costs, including direct costs, production overhead, development costs and interest. We do not defer costs of exploitation, which principally comprise costs of film and television program marketing and distribution. We amortize deferred film and television production costs, as well as associated participation and residual costs, on an individual production basis using the ratio of the current period’s gross revenues to estimated total remaining gross revenues from all sources; we state such costs at the lower of amortized cost or fair value. We defer the costs of acquired broadcast material, including rights to material for use on NBC Universal’s broadcast and cable networks, at the earlier of acquisition or when the license period begins and the material is available for use. We amortize acquired broadcast material and rights when we broadcast the associated programs; we state such costs at the lower of amortized cost or net realizable value.

Losses on financing receivables

Our allowance for losses on financing receivables represents our best estimate of probable losses inherent in the portfolio. Our method of calculating estimated losses depends on the size, type and risk characteristics of the related receivables. Write-offs are deducted from the allowance for losses and subsequent recoveries are added. Impaired financing receivables are written down to the extent that principal is judged to be uncollectible.

Our consumer loan portfolio consists of smaller balance, homogeneous loans including card receivables, installment loans, auto loans and leases and residential mortgages. Each portfolio is collectively evaluated for impairment. The allowance for losses on these receivables is established through a process that estimates the probable losses inherent in the portfolio, based upon statistical analyses of portfolio data. These include migration analysis, in which historical delinquency and credit loss experience is applied to the current aging of the portfolio, together with analyses that reflect current trends and conditions. We also consider overall portfolio indicators including nonearning loans, trends in loan volume and lending terms, credit policies and other observable environmental factors.

During 2004, Consumer Finance adopted a global policy for uncollectible receivables that accelerated write-offs to follow one consistent basis. We now write off unsecured closed-end installment loans that become 120 days contractually past due and unsecured open-ended revolving loans that become 180 days contractually past due. Loans secured with non-real-estate collateral are written down to the estimated value of the collateral, less costs to sell, at 120 days contractually past due. Real estate secured loans (both revolving and closed-end) are written down to a percentage of the estimated fair value of the property, less costs to sell, no later than 360 days past due.

The first step in establishing our quarterly allowances for losses on larger balance non-homogenous commercial and equipment loans and leases is to survey the entire portfolio for potential specific credit or collection issues indicating an impairment. This survey first considers the financial status, payment history, collateral value, industry conditions and guarantor support related to specific customers. Any delinquencies or bankruptcies are indications of potential impairment requiring further assessment of collectibility. Our risk function routinely receives financial as well as rating agency reports on our customers, and we elevate for further attention those customers whose operations we judge to be marginal or deteriorating. We also elevate customers for further attention when we observe a decline in collateral values for asset-based loans. While collateral values are not always available, when we observe such a decline, we evaluate relevant markets to assess recovery alternatives—for example, for real estate loans, relevant markets are local; for aircraft loans, relevant markets are global. Our risk function reports to senior management its evaluation of any balances that it has identified as impaired, and we make allowances based on our evaluation of all available information, including expected future cash flows, fair value of collateral net of disposal costs and the secondary market value of the financing receivables. After providing for specific incurred losses, we then determine an allowance for losses that have been incurred in the balance of the portfolio but cannot yet be identified to a specific loan or lease. This estimate is prepared by each line of business every quarter and reviewed by senior management.
 

 
     GE 2004 ANNUAL REPORT 79

 
Within each business unit, portfolio level modeling is applied where deemed appropriate, for example, by collateral type. As a result, several different statistical analyses requiring judgment are employed as part of this process. These analyses include consideration of historical and projected default rate and loss severity.

Portfolios of smaller balance homogenous commercial and equipment loans which are not individually evaluated for impairment are evaluated collectively for impairment. This evaluation is based upon various statistical analyses which consider historical losses and the current aging of the portfolio.

For homogeneous loans and leases, delinquencies are an important indication of a developing loss, and we monitor delinquency rates closely in all of our portfolios.

Experience is not available with new products; therefore, while we are developing that experience, we set loss allowances based on our experience with the most closely analogous products in our portfolio.

When we repossess collateral in satisfaction of a commercial loan, we write the receivable down against the allowance for losses. Repossessed collateral is included in “All other assets” in the Statement of Financial Position and carried at the lower of cost or estimated fair value less costs to sell.

The underlying assumptions, estimates and assessments we use are continually updated to reflect our view of current conditions. Changes in such estimates can significantly affect the allowance and provision for losses. It is possible to experience credit losses that are different from our current estimates.

Cash and equivalents

Debt securities with original maturities of three months or less are included in cash equivalents unless designated as available-for-sale and classified as investment securities.

Investment securities

We report investments in debt and marketable equity securities, and equity securities at our insurance affiliates, at fair value based on quoted market prices or, if quoted prices are not available, discounted expected cash flows using market rates commensurate with credit quality and maturity of the investment. Unrealized gains and losses on available-for-sale investment securities are included in shareowners’ equity, net of applicable taxes and other adjustments. 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. Unrealized losses that are other than temporary are recognized in earnings. For investment securities designated as trading, unrealized gains and losses are recognized currently in earnings. Realized gains and losses are accounted for on the specific identification method.

Inventories

All inventories are stated at the lower of cost or realizable values. Cost for substantially all of GE’s U.S. inventories is determined on a last-in, first-out (LIFO) basis. Cost of other GE inventories is determined on a first-in, first-out (FIFO) basis. GECS inventories consist of finished products held for sale, and cost is determined on a FIFO basis.

Intangible assets

We do not amortize goodwill, but test it annually for impairment using a fair value approach at the “reporting unit” level. A reporting unit is the operating segment, or a business one level below that operating segment (the “component” level) if discrete financial information is prepared and regularly reviewed by segment management. However, components are aggregated as a single reporting unit if they have similar economic characteristics. We recognize an impairment charge for any amount by which the carrying amount of a reporting unit’s goodwill exceeds its fair value. We use discounted cash flows to establish fair values. When available and as appropriate, we use comparative market multiples to corroborate discounted cash flow results. When a business within a reporting unit is disposed of, goodwill is allocated to the gain or loss on disposition using the relative fair value method.

We amortize the cost of other intangibles over their estimated useful lives unless such lives are deemed indefinite. Amortizable intangible assets are tested for impairment based on undiscounted cash flows and, if impaired, written down to fair value based on either discounted cash flows or appraised values. Intangible assets with indefinite lives are tested annually for impairment and written down to fair value as required.

GECS INSURANCE ACCOUNTING POLICIES

Accounting policies for GECS insurance businesses follow.

PREMIUM INCOME. We report insurance premiums as earned income as follows:

For short-duration insurance contracts (including property and casualty, and accident and health insurance), we report premiums as earned income, generally on a pro-rata basis, over the terms of the related agreements. For retrospectively rated reinsurance contracts, we record premium adjustments based on estimated losses and loss expenses, taking into consideration both case and incurred-but-not-reported (IBNR) reserves.

For traditional long-duration insurance contracts (including term and whole life contracts and annuities payable for the life of the annuitant), we report premiums as earned income when due.

For investment contracts and universal life contracts, we report premiums received as liabilities, not as revenues. Universal life contracts are long-duration insurance contracts with terms that are not fixed and guaranteed; for these contracts, we recognize revenues for assessments against the policyholder’s account, mostly for mortality, contract initiation, administration and surrender. Investment contracts are contracts that have neither significant mortality nor significant morbidity risk, including annuities payable for a determined period; for these contracts, we recognize revenues on the associated investments, and amounts credited to policyholder accounts are charged to expense.


 
     GE 2004 ANNUAL REPORT 80

 
LIABILITIES FOR UNPAID CLAIMS AND CLAIMS ADJUSTMENT EXPENSES
represent our best estimate of the ultimate obligations for reported claims plus those IBNR and the related estimated claim settlement expenses for all claims incurred through December 31 of each year. Specific reserves—also referred to as case reserves—are established for reported claims using case-basis evaluations of the underlying claim data and are updated as further information becomes known. IBNR reserves are determined using generally accepted actuarial reserving methods that take into account historical loss experience data and, as appropriate, certain qualitative factors. IBNR reserves are adjusted to take into account certain additional factors that can be expected to affect the liability for claims over time, such as changes in the volume and mix of business written, revisions to contract terms and conditions, changes in legal precedents or developed case law, trends in healthcare and medical costs, and general inflation levels. Settlement of complex claims routinely involves threatened or pending litigation to resolve disputes as to coverage, interpretation of contract terms and conditions or fair compensation for damages suffered. These disputes are settled through negotiation, arbitration or actual litigation. Recorded reserves incorporate our best estimate of the effect that ultimate resolution of such disputes has on both claims payments and related settlement expenses. Liabilities for unpaid claims and claims adjustment expenses are continually reviewed and adjusted; such adjustments are included in current operations and accounted for as changes in estimates.

DEFERRED ACQUISITION COSTS. Costs that vary with and are directly related to the acquisition of new and renewal insurance and investment contracts are deferred and amortized as follows:

Short-duration contracts—Acquisition costs consist of commissions, brokerage expenses and premium taxes and are amortized ratably over the contract periods in which the related premiums are earned.

Long-duration contracts—Acquisition costs consist of first-year commissions in excess of recurring renewal commissions, certain variable sales expenses and certain support costs such as underwriting and policy issue expenses. For traditional long-duration insurance contracts, we amortize these costs over the respective contract periods in proportion to either anticipated premium income, or, in the case of limited-payment contracts, estimated benefit payments. For investment contracts and universal life contracts, amortization of these costs is based on estimated gross profits and is adjusted as those estimates are revised.

We review deferred acquisition costs periodically for recoverability considering anticipated investment income.

PRESENT VALUE OF FUTURE PROFITS. The actuarially determined present value of anticipated net cash flows to be realized from insurance, annuity and investment contracts in force at the date of acquisition of life insurance policies is recorded as the present value of future profits and is amortized over the respective policy terms in a manner similar to deferred acquisition costs. We adjust unamortized balances to reflect experience and impairment, if any.

Accounting changes

We adopted Financial Accounting Standards Board (FASB) Interpretation No. (FIN) 46R, Consolidation of Variable Interest Entities (Revised) , on January 1, 2004, adding $2.6 billion of GECS assets and $2.1 billion of GECS liabilities to our consolidated balance sheet as of that date. The most significant entity consolidated was Penske Truck Leasing Co., L.P. (Penske), which was previously accounted for using the equity method. Penske provides full-service commercial truck leasing, truck rental and logistics services, primarily in North America. This accounting change did not require an adjustment to earnings and will not affect future earnings or cash flows.

We adopted FIN 46, Consolidation of Variable Interest Entities , on July 1, 2003, and for the first time consolidated certain special purpose entities. In total, transition resulted in a $372 million ($0.04 per share) after-tax accounting charge to our third quarter 2003 net earnings, which is reported in the caption “Cumulative effect of accounting changes.”

FIN 46 required that, if practicable, we consolidate assets and liabilities of FIN 46 entities based on their carrying amounts. For us, such transition losses were primarily associated with interest rate swaps that did not qualify for hedge accounting before transition. Additional transition losses arose from recording carrying amounts of assets and liabilities as we eliminated certain previously recognized gains.

When it was impracticable to determine carrying amounts, as defined, FIN 46 required assets and liabilities to be consolidated at their July 1, 2003, fair values. We recognized a loss on consolidation of certain of these entities because the fair value of associated liabilities, including the fair values of interest rate swaps, exceeded independently appraised fair values of their related assets.

For assets that had been securitized using qualifying special purpose entities (QSPEs), transition carrying amounts were based on hypothetical repurchase of the assets at fair value. Transition effects associated with consolidation of these assets and liabilities were insignificant, as were transition effects of consolidating assets and liabilities associated with issuance of guaranteed investment contracts (GICs).

Further information about these entities is provided in note 29.

Statement of Financial Accounting Standards (SFAS) 143, Accounting for Asset Retirement Obligations , became effective for us on January 1, 2003. Under SFAS 143, obligations associated with the retirement of long-lived assets are recorded when there is a legal obligation to incur such costs. This amount is accounted for like an additional element of cost, and, like other cost elements, is depreciated over the corresponding asset’s useful life. On January 1, 2003, we recorded a one-time, non-cash transition charge of $330 million ($215 million after tax, or $0.02 per share), which is reported in the caption “Cumulative effect of accounting changes.”

SFAS 143 primarily affects our accounting for costs associated with the future retirement of facilities used for storage and production of nuclear fuel and, with our acquisition of Amersham plc (Amersham) in April 2004, radio-pharmaceuticals and special radio-labeled chemicals. See note 20.
 

 
     GE 2004 ANNUAL REPORT 81

 

In 2002, we adopted SFAS 142, Goodwill and Other Intangible Assets , under which goodwill is no longer amortized but is tested for impairment using a fair value method. Using the required reporting unit basis, we tested all of our goodwill for impairment as of January 1, 2002, and recorded a non-cash charge of $1.204 billion ($1.015 billion after tax, or $0.10 per share). All of the charge related to Equipment & Other Services. Factors contributing to the impairment charge were the difficult economic environment in the information technology sector and heightened price competition in the auto insurance industry. No impairment charge had been required under our previous goodwill impairment policy, which was based on undiscounted cash flows.

Also in 2002, we adopted on a prospective basis the stock option expense provisions of SFAS 123, Accounting for Stock-Based Compensation . A comparison of reported and pro-forma net earnings, including effects of expensing stock options, follows.
 
(In millions; per-share amounts in dollars)
2004
2003
2002
Net earnings, as reported
$16,593
$15,002
$14,118
Earnings per share, as reported
     
      Diluted
1.59
1.49
1.41
       Basic
1.60
1.50
1.42
Stock option expense
     
   included in net earnings
93
81
27
Total stock option expense (a)
245
315
330
PRO-FORMA EFFECTS
     
Net earnings, on pro-forma basis
16,441
14,768
13,815
Earnings per share, on pro-forma basis
     
      Diluted
1.57
1.47
1.38
       Basic
1.58
1.47
1.39
 
       
(a)
As if we had applied SFAS 123 to expense stock options in all periods. Included amounts we actually recognized in earnings.
 
Note 2

GE Other Income
 
(In millions)
 
2004
 
2003
 
2002
 
Gain on dispositions of businesses, net (a)
 
$
464
 
$
110
 
$
506
 
Associated companies
   
191
   
118
   
(170
)
Licensing and royalty income
   
145
   
135
   
103
 
Marketable securities and bank deposits
   
92
   
75
   
31
 
Other items (b)
   
184
   
207
   
636
 
Total
 
$
1,076
 
$
645
 
$
1,106
 

 
(a)
Included $141 million gain on sale of our motors business in 2004 and $488 million gain on the 2002 disposition of Global eXchange Services.
(b)
Included $571 million gain related to the 2002 Bravo exchange.
Note 3

GECS Revenues from Services
 
(In millions)
 
2004
 
2003
 
2002
 
Interest on time sales and loans
 
$
18,956
 
$
17,196
 
$
14,068
 
Premiums earned by insurance businesses
   
16,126
   
18,661
   
16,484
 
Operating lease rentals
   
10,744
(a)
 
7,199
   
6,879
 
Investment income
   
6,764
   
6,489
   
5,570
 
Financing leases
   
4,160
   
4,206
   
4,441
 
Fees
   
3,860
   
3,162
   
2,943
 
Other income
   
7,326
(b)
 
5,138
   
5,018
 
Total (c)
 
$
67,936
 
$
62,051
 
$
55,403
 
 
(a)
Included $2,593 million relating to the consolidation of Penske.
(b)
Included other operating revenue of Penske of $977 million and gain on sale of Gecis of $396 million, partially offset by the loss on Genworth Financial, Inc. (Genworth) initial public offering of $388 million.
(c)
Included $1,002 million in 2004 and $695 million in 2003 related to consolidated, liquidating securitization entities.
 
For insurance businesses, the effects of reinsurance on premiums written and premiums earned were as follows:
 
(In millions)
 
2004
 
2003
 
2002
 
PREMIUMS WRITTEN
                   
Direct
 
$
9,463
 
$
11,640
 
$
11,659
 
Assumed
   
8,666
   
9,616
   
9,409
 
Ceded
   
(2,879
)
 
(2,654
)
 
(4,069
)
Total
 
$
15,250
 
$
18,602
 
$
16,999
 
PREMIUMS EARNED
                   
Direct
 
$
10,235
 
$
11,448
 
$
10,922
 
Assumed
   
8,455
   
9,964
   
9,569
 
Ceded
   
( 2,564
)
 
(2,751
)
 
(4,007
)
Total
 
$
16,126
 
$
18,661
 
$
16,484
 
 

 
     GE 2004 ANNUAL REPORT 82

 
Note 4

Supplemental Cost Information

Total expenditures for research and development were $3,091 million, $2,656 million and $2,631 million in 2004, 2003 and 2002, respectively. The portion we funded was $2,443 million in 2004, $2,103 million in 2003 and $2,215 million in 2002.

Rental expense under operating leases is shown below.
 
(In millions)
2004
2003
2002
GE
$874
$733
$773
GECS
997
893
977
 
At December 31, 2004, minimum rental commitments under noncancelable operating leases aggregated $2,880 million and $4,838 million for GE and GECS, respectively. Amounts payable over the next five years follow.
 
(In millions)
2005
2006
2007
2008
2009
GE
$601
$463
$376
$306
$255
GECS
782
768
633
543
509
 
GE’s selling, general and administrative expenses totaled $12,001 million in 2004, $9,870 million in 2003 and $9,131 million in 2002.

Note 5

Retiree Health and Life Benefits

We sponsor a number of retiree health and life insurance benefit plans (retiree benefit plans). Principal retiree benefit plans are discussed below; other such plans are not significant individually or in the aggregate.

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. See note 6. Retirees share in the cost of healthcare benefits. Certain benefit provisions are subject to collective bargaining. These plans cover approximately 250,000 retirees and dependents.

The effect on operations of principal retiree benefit plans is shown in the following table.

COST OF PRINCIPAL RETIREE BENEFIT PLANS
 
(In millions)
 
2004
 
2003
 
2002
 
Expected return on plan assets
 
$
(149
)
$
(159
)
$
(170
)
Service cost for benefits earned
   
210
   
307
   
277
 
Interest cost on benefit obligation
   
518
   
535
   
469
 
Prior service cost
   
298
   
191
   
96
 
Net actuarial loss recognized
   
60
   
127
   
78
 
Retiree benefit plans cost
 
$
937
 
$
1,001
 
$
750
 
 
ACTUARIAL ASSUMPTIONS. The discount rates at December 31 were used to measure the year-end benefit obligations and the earnings effects for the subsequent year. Actuarial assumptions used to determine benefit obligations and earnings effects for principal retiree benefit plans follow.

ACTUARIAL ASSUMPTIONS
 
December 31
 
2004
 
2003
 
2002
 
2001
 
Discount rate (a)
   
5.75
%
 
6.0
%
 
6.75
%
 
7.25
%
Compensation increases
   
5
   
5
   
5
   
5
 
Expected return on assets
   
8.5
   
8.5
   
8.5
   
9.5
 
Initial healthcare trend rate (b)
   
10.3
   
10.5
   
13
   
12
 
 
         
(a)
Weighted average discount rates for determination of 2004 and 2003 costs were 5.9% and 6.4%, respectively.
(b)
For 2004, gradually declining to 5% for 2013 and thereafter.
 
To determine the expected long-term rate of return on retiree life plan assets, we consider the current and expected asset allocations, as well as historical and expected returns on various categories of plan assets. We apply our expected rate of return to a market-related value of assets, which stabilizes variability in assets to which we apply that expected return.

We amortize experience gains and losses, as well as the effects of changes in actuarial assumptions and plan provisions, over a period no longer than the average future service of employees.

FUNDING POLICY for retiree health benefits is generally to pay covered expenses as they are incurred. We fund retiree life insurance benefits at our discretion.

Changes in the accumulated postretirement benefit obligation for retiree benefit plans follow.

ACCUMULATED POSTRETIREMENT BENEFIT OBLIGATION (APBO)
 
(In millions)
 
2004
 
2003
 
Balance at January 1
 
$
9,701
 
$
7,435
 
Service cost for benefits earned
   
210
   
307
 
Interest cost on benefit obligation
   
518
   
535
 
Participant contributions
   
37
   
33
 
Plan amendments (a)
   
   
2,483
 
Actuarial gain
   
(509
)
 
(416
)
Benefits paid
   
(797
)
 
(720
)
Other
   
90
   
44
 
Balance at December 31 (b)
 
$
9,250
 
$
9,701
 
 
     
(a)
Related to changes in retiree benefit plans resulting from collective bargaining agreements that extend through June 2007.
(b)
The APBO for the retiree health plans was $6,979 million and $7,514 million at year-end 2004 and 2003, respectively.
 
Increasing or decreasing the healthcare cost trend rates by 1.0 percentage point would have had an insignificant effect on the December 31, 2004, accumulated postretirement benefit obligation and the annual cost of retiree health plans. Our principal retiree benefit plans are collectively bargained and have provisions that limit our per capita costs.
 

 
     GE 2004 ANNUAL REPORT 83

 

Changes in the fair value of assets for retiree benefit plans follow.

FAIR VALUE OF ASSETS
 
(In millions)
 
2004
 
2003
 
Balance at January 1
 
$
1,626
 
$
1,426
 
Actual gain on plan assets
   
160
   
309
 
Employer contributions
   
626
   
565
 
Participant contributions
   
37
   
33
 
Benefits paid
   
(797
)
 
(720
)
Other
   
   
13
 
Balance at December 31
 
$
1,652
 
$
1,626
 
 
We expect to contribute approximately $710 million in 2005 to cover unfunded healthcare benefits.

Plan assets are held in trust, as follows:

PLAN ASSET ALLOCATION
 
 
 
2004
 
2003
 
December 31
 
Target
allocation
 
Actual
allocation
 
Actual
allocation
 
Equity securities
   
62-74
%
 
71
%
 
73
%
Debt securities
   
20-26
   
19
   
20
 
Real estate
   
1-5
   
1
   
1
 
Other
   
3-9
   
9
   
6
 
Total
         
100
%
 
100
%
 
Plan fiduciaries set investment policies and strategies for the trust. Long-term strategic investment objectives include preserving the funded status of the trust and balancing risk and return. The plan fiduciaries oversee the investment allocation process, which includes selecting investment managers, setting long-term strategic targets and monitoring asset allocations. Target allocation ranges are guidelines, not limitations, and occasionally plan fiduciaries will approve allocations above or below a target range.

Trust assets invested in short-term securities must be invested in securities rated A1/P1 or better. GE common stock represented 6.2% and 5.4% of trust assets at year-end 2004 and 2003, respectively, and is subject to a statutory limit when it reaches 10% of total trust assets.

Our recorded assets and liabilities for retiree benefit plans are as follows:

RETIREE BENEFIT ASSET (LIABILITY)
 
December 31 (In millions)
 
2004
 
2003
 
Funded status (a)
 
$
(7,598
)
$
(8,075
)
Unrecognized prior service cost
   
2,747
   
3,045
 
Unrecognized net actuarial loss
   
1,004
   
1,584
 
Net liability recognized
 
$
(3,847
)
$
(3,446
)
Amounts recorded in the Statement
             
   of Financial Position:
             
      Retiree life plans prepaid asset
 
$
38
 
$
81
 
      Retiree health plans liability
   
(3,885
)
 
(3,527
)
Net liability recognized
 
$
(3,847
)
$
(3,446
)
 
     
(a)
Fair value of assets less APBO, as shown in the preceding tables.
 
Estimated future benefit payments are as follows:

ESTIMATED FUTURE BENEFIT PAYMENTS
 
(In millions)
   
2005
   
2006
   
2007
   
2008
   
2009
   
2010-
2014 
 
         
 
$
875
 
$
850
 
$
900
 
$
850
 
$
800
 
$
3,600
 
 
Effective April 1, 2004, we included the effects of the U.S. Medicare Prescription Drug, Improvement and Modernization Act of 2003 in our consolidated financial statements, reducing APBO by $583 million without a significant effect on our 2004 operations.

Note 6

Pension Benefits

We sponsor a number of pension plans. Principal pension plans, together with affiliate and certain other pension plans (other pension plans), detailed in this note represent about 99% of our total pension assets.

PRINCIPAL PENSION PLANS are the GE Pension Plan and the GE Supplementary Pension Plan.

The GE Pension Plan provides benefits to certain U.S. employees based on the greater of a formula recognizing career earnings or a formula recognizing length of service and final average earnings. Certain benefit provisions are subject to collective bargaining.

The GE Supplementary Pension Plan is an unfunded plan providing supplementary retirement benefits primarily to higher-level, longer-service U.S. employees.

OTHER PENSION PLANS in 2004 included 34 U.S. and non-U.S. pension plans with pension assets or obligations greater than $50 million. These defined benefit plans generally provide benefits to employees based on formulas recognizing length of service and earnings.

PENSION PLAN PARTICIPANTS
 
         
 
Principal
 
Other
 
         
 
pension
 
pension
 
(In thousands)
 
plans
 
plans
 
Active employees
   
141
   
47
 
Vested former employees
   
174
   
35
 
Retirees and beneficiaries
   
205
   
22
 
    Total
   
520
   
104
 
 
Details of the cost of our pension plans follow.

 
     GE 2004 ANNUAL REPORT 84

 

COST OF PENSION PLANS
 
   
Total
 
Principal pension plans
 
Other pension plans
 
(In millions)
 
2004
 
2003
 
2002
 
2004
 
2003
 
2002
 
2004
 
2003
 
2002
 
Expected return on plan assets
 
$
(4,258
)
$
(4,245
)
$
(4,245
)
$
(3,958
)
$
(4,072
)
$
(4,084
)
$
(300
)
$
(173
)
$
(161
)
Service cost for benefits earned
   
1,438
   
1,375
   
1,245
   
1,178
   
1,213
   
1,107
   
260
   
162
   
138
 
Interest cost on benefit obligation
   
2,516
   
2,390
   
2,288
   
2,199
   
2,180
   
2,116
   
317
   
210
   
172
 
Prior service cost
   
317
   
252
   
221
   
311
   
248
   
217
   
6
   
4
   
4
 
Net actuarial loss (gain) recognized
   
242
   
(544
)
 
(905
)
 
146
   
(609
)
 
(912
)
 
96
   
65
   
7
 
Total cost
 
$
255
 
$
(772
)
$
(1,396
)
$
(124
)
$
(1,040
)
$
(1,556
)
$
379
 
$
268
 
$
160
 
 
ACTUARIAL ASSUMPTIONS are described below. The discount rates at December 31 were used to measure the year-end benefit obligations and the earnings effects for the subsequent year.

ACTUARIAL ASSUMPTIONS
 
   
Principal pension plans
 
Other pension plans (weighted average)
 
December 31
 
2004
 
2003
 
2002
 
2001
 
2004
 
2003
 
2002
 
2001
 
Discount rate
   
5.75
%
 
6.00
%
 
6.75
%
 
7.25
%
 
5.28
%
 
5.54
%
 
5.87
%
 
6.55
%
Compensation increases
   
5.00
   
5.00
   
5.00
   
5.00
   
4.02
   
3.85
   
3.90
   
4.27
 
Expected return on assets
   
8.50
   
8.50
   
8.50
   
9.50
   
7.61
   
7.61
   
7.62
   
8.19
 
 
To determine the expected long-term rate of return on pension plan assets, we consider the current and expected asset allocations, as well as historical and expected returns on various categories of plan assets. For the principal pension plans, we apply our expected rate of return to a market-related value of assets, which stabilizes variability in assets to which we apply that expected return.

We amortize experience gains and losses and effects of changes in actuarial assumptions and plan provisions over a period no longer than the average future service of employees.

FUNDING POLICY for the GE Pension Plan is to contribute amounts sufficient to meet minimum funding requirements as set forth in employee benefit and tax laws plus such additional amounts as we may determine to be appropriate. We have not made contributions to the GE Pension Plan since 1987. We will not make any contributions to the GE Pension Plan in 2005; any GE contribution to that plan would require payment of excise taxes and would not be deductible for income tax purposes. In 2005, we expect to pay approximately $115 million for the GE Supplementary Pension Plan benefit payments and administrative expenses ($102 million in 2004), and expect to contribute approximately $340 million to other pension plans ($370 million in 2004).

BENEFIT OBLIGATIONS are described in the following table. Accumulated and projected benefit obligations (ABO and PBO) represent the obligations of a pension plan for past service as of the measurement date. ABO is the present value of benefits earned to date with benefits computed based on current compensation levels. PBO is ABO increased to reflect expected future compensation.

PROJECTED BENEFIT OBLIGATION
 
   
Principal pension plans
 
Other pension plans
 
(In millions)
 
2004
 
2003
 
2004
 
2003
 
Balance at January 1
 
$
37,827
 
$
33,266
 
$
4,863
 
$
3,475
 
Service cost for benefits earned
   
1,178
   
1,213
   
260
   
162
 
Interest cost on benefit obligations
   
2,199
   
2,180
   
317
   
210
 
Participant contributions
   
163
   
169
   
31
   
25
 
Plan amendments
   
   
654
   
15
   
2
 
Actuarial loss (a)
   
969
   
2,754
   
371
   
164
 
Benefits paid
   
(2,367
)
 
(2,409
)
 
(230
)
 
(148
)
Acquired plans
   
   
   
1,169
   
551
 
Exchange rate adjustments
                         
   and other
   
   
   
448
   
422
 
Balance at December 31 (b)
 
$
39,969
 
$
37,827
 
$
7,244
 
$
4,863
 
 
         
(a)
Principally associated with discount rate changes for principal pension plans.
(b)
The PBO for the GE Supplementary Pension Plan was $3.3 billion and $2.7 billion at year-end 2004 and 2003, respectively.
 
ABO balances for our pension plans follow.
 
ACCUMULATED BENEFIT OBLIGATION
 
December 31 (In millions)
 
2004
 
2003
 
GE Pension Plan
 
$
35,296
 
$
33,859
 
GE Supplementary Pension Plan
   
1,916
   
1,619
 
Other pension plans
   
6,434
   
4,422
 
 

 


     GE 2004 ANNUAL REPORT 85

 
Following is information about our pension plans in which the accumulated benefit obligation exceeds the fair value of plan assets:

PLANS WITH ASSETS LESS THAN ABO
 
December 31 (In millions)
 
2004
 
2003
 
Funded plans with assets less than ABO:
             
    Plan assets
 
$
3,943
 
$
2,640
 
    Accumulated benefit obligations
   
5,075
   
3,460
 
    Projected benefit obligations
   
5,825
   
3,852
 
Unfunded plans covered by book reserves: (a)
             
    Accrued pension liability
   
2,948
   
2,456
 
   Accumulated benefit obligations
   
2,628
   
2,201
 
   Projected benefit obligations
   
4,001
   
3,330
 
 
     
(a)
Primarily related to the GE Supplementary Pension Plan.
 
Pension Plan Assets are described below.

FAIR VALUE OF ASSETS
 
   
Principal pension plans
 
Other pension plans
 
(In millions)
 
2004
 
2003
 
2004
 
2003
 
Balance at January 1
 
$
43,879
 
$
37,811
 
$
3,035
 
$
2,064
 
Actual gain on plan assets
   
4,888
   
8,203
   
292
   
264
 
Employer contributions
   
102
   
105
   
370
   
183
 
Participant contributions
   
163
   
169
   
31
   
25
 
Benefits paid
   
(2,367
)
 
(2,409
)
 
(230
)
 
(148
)
Acquired plans
   
   
   
868
   
373
 
Exchange rate adjustments
                         
   and other
   
   
   
286
   
274
 
Balance at December 31
 
$
46,665
 
$
43,879
 
$
4,652
 
$
3,035
 
 
Our pension plan assets are held in trust, as follows:

PLAN ASSET ALLOCATION
 
   
Principal pension plans
 
   
2004
 
2003
 
         
 
Target
 
Actual
 
Actual
 
December 31
 
Allocation
 
Allocation
 
Allocation
 
Equity securities
   
51-63
%
 
63
%
 
60
%
Debt securities
   
21-27
   
19
   
20
 
Real estate
   
4-8
   
6
   
7
 
Private equities
   
5-11
   
6
   
7
 
Other
   
3-7
   
6
   
6
 
Total
         
100
%
 
100
%
 
Plan fiduciaries of the GE Pension Plan set investment policies and strategies for the GE Pension Trust. Long-term strategic investment objectives include preserving the funded status of the trust and balancing risk and return. These plan fiduciaries oversee the investment allocation process, which includes selecting investment managers, commissioning periodic asset-liability studies, setting long-term strategic targets and monitoring asset allocations. Target allocation ranges are guidelines, not limitations, and occasionally plan fiduciaries will approve allocations above or below a target range.

GE Pension Trust assets are invested subject to the following additional guidelines:

Short-term securities must be rated A1/P1 or better,

Real estate may not exceed 25% of total assets (6% of trust assets at December

Investments in securities not freely tradable may not exceed 20% of total assets (11% of trust assets at December 31, 2004), and

GE stock is limited by statute when it reaches 10% of total trust assets (7.0% and 6.3% at the end of 2004 and 2003, respectively).
 
   
Other pension plans (weighted average)
 
   
2004
 
2003
 
         
 
Target
 
Actual
 
Actual
 
December 31
   
Allocation
   
Allocation
   
Allocation
 
Equity securities
   
62
%
 
65
%
 
63
%
Debt securities
   
30
   
27
   
32
 
Real estate
   
3
   
3
   
2
 
Other
   
5
   
5
   
3
 
Total
   
 
 
100
%
 
100
%
 
Our recorded assets and liabilities for pension plans are as follows:

PREPAID PENSION ASSET (LIABILITY)
 
 
 
Principal pension plans
 
Other pension plans
 
December 31 (In millions)
 
2004
 
2003
 
2004
 
2003
 
Funded status (a)
 
$
6,696
 
$
6,052
 
$
(2,592
)
$
(1,828
)
Unrecognized prior
                         
   service cost
   
1,260
   
1,571
   
45
   
36
 
Unrecognized net
                         
   actuarial loss
   
7,481
   
7,588
   
1,662
   
1,184
 
Net amount recognized
 
$
15,437
 
$
15,211
 
$
(885
)
$
(608
)
Amounts recorded in the
                         
   Statement of Financial
                         
   Position:
                         
      Prepaid pension asset
 
$
17,629
 
$
17,038
 
$
158
 
$
20
 
       Accrued pension
                         
         obligation (b)
   
(2,192
)
 
(1,827
)
 
(2,061
)
 
(1,040
)
       Intangible assets
   
   
   
57
   
49
 
       Accumulated other
                         
         comprehensive
                         
         income
   
   
   
961
   
363
 
Net amount recognized
 
$
15,437
 
$
15,211
 
$
(885
)
$
(608
)
 
         
(a)
Fair value of assets less PBO, as shown in the preceding tables
(b)
For principal pension plans, represents the GE Supplementary Pension Plan liability.


Estimated future benefit payments for our pension plans are as follows:

ESTIMATED FUTURE BENEFIT PAYMENTS
 
 
 
Principal
 
Other
 
         
 
pension
 
pension
 
(In millions)
 
plans
 
plans
 
2005
 
$
2,350
 
$
250
 
2006
   
2,400
   
250
 
2007
   
2,400
   
275
 
2008
   
2,500
   
275
 
2009
   
2,500
   
300
 
2010-2014
   
13,500
   
1,600
 
 


     GE 2004 ANNUAL REPORT 86

 
Note 7

Provision for Income Taxes
 
(In millions)
 
2004
 
2003
 
2002
 
GE
                   
Current tax expense
 
$
2,148
 
$
2,468
 
$
2,833
 
Deferred tax expense (benefit)
                   
   from temporary differences
   
(175
)
 
389
   
1,004
 
         
   
1,973
   
2,857
   
3,837
 
GECS
                   
Current tax expense (benefit)
   
3,067
   
720
   
(1,488
)
Deferred tax expense (benefit)
                   
   from temporary differences
   
(1,527
)
 
738
   
1,409
 
         
   
1,540
   
1,458
   
(79
)
CONSOLIDATED
                   
Current tax expense
   
5,215
   
3,188
   
1,345
 
Deferred tax expense (benefit) from temporary differences
    (1,702 )  
1,127
   
2,413
 
Total
 
$
3,513
 
$
4,315
 
$
3,758
 
 
GE and GECS file a consolidated U.S. federal income tax return. The GECS provision for current tax expense includes its effect on the consolidated return.

Consolidated current tax expense includes amounts applicable to U.S. federal income taxes of $1,839 million, $1,555 million and $137 million in 2004, 2003 and 2002, respectively, and amounts applicable to non-U.S. jurisdictions of $3,135 million, $1,304 million and $1,061 million in 2004, 2003 and 2002, respectively. Consolidated deferred taxes related to U.S. federal income taxes was income of $1,986 million in 2004 compared with expense of $685 million and $2,112 million in 2003 and 2002, respectively.

Deferred income tax balances reflect the effects of temporary differences between the carrying amounts of assets and liabilities and their tax bases as well as from net operating loss and tax credit carryforwards, and are stated at enacted tax rates expected to be in effect when taxes are actually paid or recovered. Deferred income tax assets represent amounts available to reduce income taxes payable on taxable income in future years. We evaluate the recoverability of these future tax deductions by assessing the adequacy of future expected taxable income from all sources, including reversal of temporary differences and forecasted operating earnings. See note 21 for details.

We have not provided U.S. deferred taxes on cumulative earnings of non-U.S. affiliates and associated companies that have been reinvested indefinitely. These earnings relate to ongoing operations and, at December 31, 2004, were approximately $29 billion. Because of the availability of U.S. foreign tax credits, it is not practicable to determine the U.S. federal income tax liability that would be payable if such earnings were not reinvested indefinitely. Deferred taxes are provided for earnings of non-U.S. affiliates and associated companies when we plan to remit those earnings.

The American Jobs Creation Act of 2004 (the Act) allows U.S. companies a one-time opportunity to repatriate non-U.S. earnings through 2005 at a 5.25% rate of tax rather than the normal U.S. tax rate of 35%, provided that certain criteria, including qualified U.S. reinvestment, are met. Available tax credits related to the repatriation would be reduced under provisions of the Act. While GE continues to evaluate the Act, because the vast majority of our permanently reinvested non-U.S. earnings have been deployed in active business operations, and it is therefore unlikely that we will repatriate any material portion of our permanently reinvested non-U.S. earnings, no incremental tax provision effect has been recorded through December 31, 2004. If we were to repatriate up to $3,000 million of indefinitely reinvested earnings in 2005, incremental taxes would be provided at less than a 5% rate.

Consolidated U.S. income before taxes and the cumulative effect of accounting changes was $8.6 billion in 2004, $11.2 billion in 2003 and $12.0 billion in 2002. The corresponding amounts for non-U.S.-based operations were $11.5 billion in 2004, $8.7 billion in 2003 and $6.9 billion in 2002.
A reconciliation of the U.S. federal statutory income tax rate to the actual income tax rate is provided below.

RECONCILIATION OF U.S. FEDERAL STATUTORY INCOME TAX RATE TO ACTUAL INCOME TAX RATE
 
   
Consolidated
 
GE
 
GECS
 
         
 
2004
 
2003
 
2002
 
2004
 
2003
 
2002
 
2004
 
2003
 
2002
 
U.S. federal statutory income tax rate
   
35.0
%
 
35.0
%
 
35.0
%
 
35.0
%
 
35.0
%
 
35.0
%
 
35.0
%
 
35.0
%
 
35.0
%
Increase (reduction) in rate resulting from:
                                                       
   Inclusion of after-tax earnings of GECS
                                                       
      in before-tax earnings of GE
   
   
   
   
(15.4
)
 
(14.7
)
 
(8.5
)
 
   
   
 
    Tax-exempt income
   
(1.0
)
 
(1.1
)
 
(1.2
)
 
   
   
   
(2.0
)
 
(2.4
)
 
(5.1
)
    Tax on global activities including exports
   
(12.4
)
 
(9.0
)
 
(10.6
)
 
(5.8
)
 
(4.3
)
 
(5.2
)
 
(14.6
)
 
(10.8
)
 
(22.5
)
    IRS settlements of Lockheed Martin tax-free
                                                       
      exchange/Puerto Rico subsidiary loss
   
(3.4
)
 
   
   
(3.7
)
 
   
   
   
   
 
   All other—net
   
(0.7
)
 
(3.2
)
 
(3.3
)
 
0.5
   
(0.5
)
 
(1.1
)
 
(2.5)
)
 
(6.0)
)
 
(9.1
)
         
   
(17.5
)
 
(13.3
)
 
(15.1
)
 
(24.4
)
 
(19.5
)
 
(14.8
)
 
(19.1
)
 
(19.2
)
 
(36.7
)
Actual income tax rate
   
17.5
%
 
21.7
%
 
19.9
%
 
10.6
%
 
15.5
%
 
20.2
%
 
15.9
%
 
15.8
%
 
(1.7
)%
 


     GE 2004 ANNUAL REPORT 87

Note 8

Earnings Per Share Information
 
   
2004
 
2003
 
2002
 
(In millions; per-share amounts in dollars)
   
Diluted
   
Basic
   
Diluted
   
Basic
   
Diluted
   
Basic
 
CONSOLIDATED OPERATIONS
                                     
Earnings before accounting changes
 
$
16,593
 
$
16,593
 
$
15,589
 
$
15,589
 
$
15,133
 
$
15,133
 
Adjustments to earnings before accounting changes (a)
   
(1
)
 
   
1
   
   
13
   
 
Earnings before accounting changes for
    per-share calculation
   
16,592
   
16,593
   
15,590
   
15,589
   
15,146
   
15,133
 
Cumulative effect of accounting changes
   
   
   
(587
)
 
(587
)
 
(1,015
)
 
(1,015
)
Net earnings available for per-share calculation
 
$
16,592
 
$
16,593
 
$
15,003
 
$
15,002
 
$
14,131
 
$
14,118
 
AVERAGE EQUIVALENT SHARES
                                     
Shares of GE common stock outstanding
   
10,400
   
10,400
   
10,019
   
10,019
   
9,947
   
9,947
 
Employee compensation-related shares,
    including stock options
   
45
   
   
56
   
   
81
   
 
Total average equivalent shares
   
10,445
   
10,400
   
10,075
   
10,019
   
10,028
   
9,947
 
PER-SHARE AMOUNTS
                                     
Earnings before accounting changes
 
$
1.59
 
$
1.60
 
$
1.55
 
$
1.56
 
$
1.51
 
$
1.52
 
Cumulative effect of accounting changes
   
   
   
(0.06
)
 
(0.06
)
 
(0.10
)
 
(0.10
)
Net earnings per share
 
$
1.59
 
$
1.60
 
$
1.49
 
$
1.50
 
$
1.41
 
$
1.42
 
 
(a) Included dividend equivalents and dilutive effects of subsidiary-issued stock-based awards.

Note 9

Investment Securities
 
   
2004
 
2003
 
December 31 (In millions)
 
Amortized
 
Cost
 
Gross
unrealized
gains
 
Gross
unrealized
losses
 
Estimated
fair value
 
Amortized
 
Cost
 
Gross
unrealized
gains
 
Gross
unrealized
losses
 
Estimated
fair value
 
GE
                                                 
Available-for-sale securities
                                                 
   Debt—U.S. corporate
 
$
350
 
$
 
$
 
$
350
 
$
350
 
$
 
$
(28
)
$
322
 
    Equity
   
58
   
8
   
(3
)
 
63
   
42
   
18
   
(2
)
 
58
 
GE securities
   
408
   
8
   
(3
)
 
413
   
392
   
18
   
(30
)
 
380
 
GECS
                                                 
Available-for-sale securities
                                                 
   Debt:
                                                 
      U.S. corporate
   
51,739
   
2,921
   
(565
)
 
54,095
   
52,299
   
2,558
   
(684
)
 
54,173
 
       State and municipal
   
12,779
   
337
   
(35
)
 
13,081
   
12,707
   
382
   
(23
)
 
13,066
 
       Mortgage-backed
   
15,314
   
235
   
(75
)
 
15,474
   
13,441
   
271
   
(93
)
 
13,619
 
       Asset-backed
   
11,584
   
291
   
(52
)
 
11,823
   
12,503
   
250
   
(84
)
 
12,669
 
       Corporate—non-U.S.
   
17,431
   
788
   
(45
)
 
18,174
   
14,720
   
557
   
(89
)
 
15,188
 
       Government—non-U.S.
   
9,722
   
274
   
(27
)
 
9,969
   
8,558
   
169
   
(65
)
 
8,662
 
       U.S. government and federal agency
   
1,448
   
84
   
(3
)
 
1,529
   
1,616
   
58
   
(19
)
 
1,655
 
    Equity
   
2,059
   
413
   
(25
)
 
2,447
   
2,526
   
393
   
(117
)
 
2,802
 
Trading securities
   
(a
)
 
(a
)
 
(a
)
 
8,560
   
(a
)
 
(a
)
 
(a
)
 
7,055
 
GECS securities
   
122,076
   
5,343
   
(827
)
 
135,152
(b)
 
118,370
   
4,638
   
(1,174
)
 
128,889
(b)
ELIMINATIONS
   
(17
)
 
(12
)
 
   
(29
)
 
   
   
   
 
Total
 
$
122,467
 
$
5,339
 
$
(830
)
$
135,536
 
$
118,762
 
$
4,656
 
$
(1,204
)
$
129,269
 
 
                 
(a)
Not applicable.
(b)
Included $1,147 million in 2004 and $1,566 million in 2003 of debt securities related to consolidated, liquidating securitization entities.


Investment securities included in our general account portfolio above and designated as trading represent actively managed debt and equity securities of certain non-U.S. insurance contractholders who retain the related risks and rewards, except in the event of our bankruptcy or liquidation. Changes in unrealized gains and losses on these securities are recognized currently in earnings. During 2004, the net gain on investment securities classified as trading and included in earnings was $293 million.

A substantial portion of our mortgage-backed securities are collateralized by U.S. residential mortgages.

 
     GE 2004 ANNUAL REPORT 88


Following are estimated fair value of, and gross unrealized losses on, our available-for-sale investment securities.
 
   
Less than 12 months
 
12 months or more
 
December 31 (In millions)
 
Estimated
fair value
 
Gross
unrealized
losses
 
Estimated
fair value
 
Gross
unrealized
losses
 
2004
                         
Debt:
                         
   U.S. corporate
 
$
8,092
 
$
(212
)
$
2,347
 
$
(353
)
    State and municipal
   
3,603
   
(33
)
 
63
   
(2
)
    Mortgage-backed
   
5,572
   
(55
)
 
563
   
(20
)
    Asset-backed
   
2,501
   
(20
)
 
485
   
(32
)
    Corporate—non-U.S.
   
4,235
   
(26
)
 
822
   
(19
)
    Government—non-U.S.
   
1,370
   
(10
)
 
1,142
   
(17
)
    U.S. government and
                         
      federal agency
   
237
   
(2
)
 
43
   
(1
)
Equity
   
253
   
(20
)
 
71
   
(8
)
Total
 
$
25,863
 
$
(378
)
$
5,536
 
$
(452
)
2003
                         
Debt:
                         
   U.S. corporate
 
$
7,915
 
$
(255
)
$
2,360
 
$
(457
)
    State and municipal
   
1,620
   
(23
)
 
2
   
 
    Mortgage-backed
   
4,299
   
(86
)
 
135
   
(7
)
    Asset-backed
   
2,279
   
(26
)
 
1,523
   
(58
)
    Corporate—non-U.S.
   
2,925
   
(71
)
 
123
   
(18
)
    Government—non-U.S.
   
3,317
   
(60
)
 
24
   
(5
)
    U.S. government and
                         
      federal agency
   
256
   
(19
)
 
   
 
Equity
   
402
   
(81
)
 
105
   
(38
)
Total
 
$
23,013
 
$
(621
)
$
4,272
 
$
(583
)
 
Securities in an unrealized loss position for 12 months or more at December 31, 2004 and 2003, included investment securities collateralized by commercial aircraft, primarily Enhanced Equipment Trust Certificates, with unrealized losses of $291 million and $355 million, respectively, and estimated fair values of $941 million and $1,072 million, respectively. We review all of our investment securities routinely for other than temporary impairment as described on page 80. In accordance with that policy, we provide for all amounts that we do not expect either to collect in accordance with the contractual terms of the instruments or to recover based on underlying collateral values. For our securities collateralized by commercial aircraft, that review includes our best estimates of the securities’ cash flows, underlying collateral values, and assessment of whether the borrower is in compliance with terms and conditions. We believe that our securities, which are current on all payment terms, are in an unrealized loss position because of ongoing negative market reaction to commercial airline industry difficulties. We do not anticipate changes in the timing and amount of estimated cash flows and we expect full recovery of our amortized cost. Should our cash flow expectation 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 December 31, 2004.

CONTRACTUAL MATURITIES OF GECS INVESTMENT IN AVAILABLE- FOR-SALE DEBT SECURITIES (EXCLUDING MORTGAGE-BACKED AND ASSET-BACKED SECURITIES)
 
(In millions)
 
Amortized
cost
 
Estimated
fair value
 
Due in
             
   2005
 
$
7,802
 
$
7,906
 
    2006-2009
   
22,305
   
22,593
 
    2010-2014
   
26,947
   
27,639
 
    2015 and later
   
36,065
   
38,710
 
 
We expect actual maturities to differ from contractual maturities because borrowers have the right to call or prepay certain obligations.

Supplemental information about gross realized gains and losses on available-for-sale investment securities follows.
 
(In millions)
 
2004
 
2003
 
2002
 
GE
                   
Gains
 
$
15
 
$
3
 
$
 
Losses, including impairments
   
   
(38
)
 
(76
)
    Net
   
15
   
(35
)
 
(76
)
GECS
                   
Gains
   
749
   
1,322
   
1,578
 
Losses, including impairments
   
(342
)
 
(914
)
 
(1,277
)
    Net
   
407
   
408
   
301
 
Total
 
$
422
 
$
373
 
$
225
 
 
Proceeds from available-for-sale securities sales amounted to $27,100 million, $36,600 million and $46,400 million in 2004, 2003 and 2002, respectively.
 


     GE 2004 ANNUAL REPORT 89


Note 10

GE Current Receivables
 
December 31 (In millions)
 
2004
 
2003
 
Advanced Materials
 
$
875
 
$
927
 
Consumer & Industrial
   
1,031
   
1,111
 
Energy
   
3,788
   
3,788
 
Healthcare
   
2,862
   
2,024
 
Infrastructure
   
466
   
400
 
NBC Universal
   
4,067
   
938
 
Transportation
   
1,981
   
1,993
 
Corporate items and eliminations
   
201
   
278
 
         
   
15,271
   
11,459
 
Less allowance for losses
   
(738
)
 
(486
)
Total
 
$
14,533
 
$
10,973
 
 
Receivables balances at December 31, 2004 and 2003, before allowance for losses, included $10,182 million and $6,746 million, respectively, from sales of goods and services to customers, and $246 million and $226 million, respectively, from transactions with associated companies.

Current receivables of $435 million and $444 million at December 31, 2004 and 2003, respectively, arose from sales, principally of aircraft engine goods and services, on open account to various agencies of the U.S. government, our largest single customer. About 4% of our sales of goods and services were to the U.S. government in 2004, 2003 and 2002.

Note 11

Inventories
 
December 31 (In millions)
 
2004
 
2003
 
GE
             
Raw materials and work in process
 
$
5,042
 
$
4,530
 
Finished goods
   
4,806
   
4,376
 
Unbilled shipments
   
402
   
281
 
         
   
10,250
   
9,187
 
Less revaluation to LIFO
   
(661
)
 
(632
)
         
   
9,589
   
8,555
 
GECS
             
Finished goods
   
189
   
197
 
Total
 
$
9,778
 
$
8,752
 
 
As of December 31, 2004, we were obligated to acquire certain raw materials at market prices through the year 2023 under various take-or-pay or similar arrangements. Annual minimum commitments under these arrangements are insignificant.

Note 12

GECS Financing Receivables (investments in time sales, loans and financing leases)
 
December 31 (In millions)
 
2004
 
2003
 
Time sales and loans, net of deferred income
 
$
220,361
 
$
188,842
 
Investment in financing leases, net of deferred income
   
67,754
   
65,320
 
         
   
288,115
   
254,162
 
Less allowance for losses (note 13)
   
(5,648
)
 
(6,256
)
Financing receivables—net
 
$
282,467
 
$
247,906
 
 
Included in the above are the financing receivables of consolidated, liquidating securitization entities as follows:
 
December 31 (In millions)
 
2004
 
2003
 
Time sales and loans, net of deferred income
 
$
20,496
 
$
18,050
 
Investment in financing leases, net of deferred income
   
2,125
   
3,827
 
         
   
22,621
   
21,877
 
Less allowance for losses
   
(5
)
 
 
Financing receivables—net
 
$
22,616
 
$
21,877
 
 
Details by segment follow.
 
December 31 (In millions)
 
2004
 
2003
 
COMMERCIAL FINANCE
             
Equipment
 
$
74,970
 
$
68,085
 
Commercial and industrial
   
36,443
   
35,035
 
Real estate
   
20,470
   
20,171
 
Commercial aircraft
   
13,562
   
12,424
 
         
   
145,445
   
135,715
 
CONSUMER FINANCE
             
Non-U.S. residential mortgages
   
42,201
   
19,593
 
Non-U.S. installment and revolving credit
   
33,889
   
31,954
 
Non-U.S. auto
   
23,517
   
20,729
 
U.S. installment and revolving credit
   
21,385
   
16,545
 
Other
   
6,771
   
5,856
 
         
   
127,763
   
94,677
 
EQUIPMENT & OTHER SERVICES
   
14,907
   
23,770
 
         
   
288,115
   
254,162
 
Less allowance for losses
   
(5,648
)
 
(6,256
)
Total
 
$
282,467
 
$
247,906
 
 
GECS financing receivables include both time sales and loans and financing leases. Time sales and loans represent 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.
 


     GE 2004 ANNUAL REPORT 90


As the sole owner of assets under direct financing leases and as the equity participant in leveraged leases, GECS is taxed on total lease payments received and is entitled to tax deductions based on the cost of leased assets and tax deductions for interest paid to third-party participants. GECS is 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. GECS has 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. The GECS share of rentals receivable on leveraged leases is subordinate to the share of other participants who also have security interests in the leased equipment.

NET INVESTMENT IN FINANCING LEASES
 
   
Total financing leases
 
Direct financing leases
 
Leveraged leases
 
December 31 (In millions)
 
2004
 
2003
 
2004
 
2003
 
2004
 
2003
 
Total minimum lease payments receivable
 
$
91,840
 
$
91,592
 
$
63,733
 
$
62,121
 
$
28,107
 
$
29,471
 
Less principal and interest on third-party
   nonrecourse debt
   
(20,992
)
 
(22,144
)
 
   
   
(20,992
)
 
(22,144
)
    Net rentals receivable
   
70,848
   
69,448
   
63,733
   
62,121
   
7,115
   
7,327
 
Estimated unguaranteed residual
   value of leased assets
   
10,323
   
9,747
   
6,898
   
6,072
   
3,425
   
3,675
 
Less deferred income
   
(13,417
)
 
(13,875
)
 
(9,966
)
 
(10,099
)
 
(3,451
)
 
(3,776
)
Investment in financing leases, net
   of deferred income
   
67,754
   
65,320
   
60,665
   
58,094
   
7,089
   
7,226
 
Less amounts to arrive at net investment
                                     
   Allowance for losses
   
(1,090
)
 
(830
)
 
(903
)
 
(734
)
 
(187
)
 
(96
)
    Deferred taxes
   
(9,767
)
 
(10,250
)
 
(5,099
)
 
(5,793
)
 
(4,668
)
 
(4,457
)
Net investment in financing leases
 
$
56,897
 
$
54,240
 
$
54,663
 
$
51,567
 
$
2,234
 
$
2,673
 
 
CONTRACTUAL MATURITIES
 
(In millions)
Total time sales
and loans
Net rentals
receivable
Due in
   
   2005
$66,085
$17,767
    2006
31,394
14,595
    2007
25,461
10,900
    2008
13,770
7,908
    2009
13,796
5,097
    2010 and later
69,855
14,581
Total
$220,361
$70,848
 
We expect actual maturities to differ from contractual maturities.

Individually “impaired” loans are defined by GAAP as larger balance or restructured 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.
 
December 31 (In millions)
 
2004
 
2003
 
Loans requiring allowance for losses
 
$
1,689
 
$
1,062
 
Loans expected to be fully recoverable
   
520
   
1,430
 
         
 
$
2,209
 
$
2,492
 
Allowance for losses
 
$
749
 
$
434
 
Average investment during year
   
2,403
   
2,318
 
Interest income earned while impaired (a)
   
26
   
33
 
 
     
(a) Recognized principally on cash basis.


     GE 2004 ANNUAL REPORT 91


Note 13

GECS Allowance for Losses on Financing Receivables
 
(In millions)
 
2004
 
2003
 
2002
 
BALANCE AT JANUARY 1
                   
Commercial Finance
 
$
2,244
 
$
2,664
 
$
2,532
 
Consumer Finance
   
3,984
   
2,782
   
2,173
 
Equipment & Other Services
   
28
   
54
   
87
 
         
   
6,256
   
5,500
   
4,792
 
PROVISION CHARGED TO OPERATIONS
                   
Commercial Finance
   
651
   
887
   
1,110
 
Consumer Finance
   
3,219
   
2,808
   
1,950
 
Equipment & Other Services
   
18
   
57
   
24
 
         
   
3,888
   
3,752
   
3,084
 
OTHER ADDITIONS (REDUCTIONS) (a)
   
(74
)
 
679
   
704
 
GROSS WRITE-OFFS
                   
Commercial Finance
   
(954
)
 
(1,321
)
 
(1,262
)
Consumer Finance (b)
   
(4,423
)
 
(3,114
)
 
(2,383
)
Equipment & Other Services
   
(75
)
 
(88
)
 
(77
)
         
   
(5,452
)
 
(4,523
)
 
(3,722
)
RECOVERIES
                   
Commercial Finance
   
163
   
126
   
95
 
Consumer Finance
   
846
   
710
   
534
 
Equipment & Other Services
   
21
   
12
   
13
 
         
   
1,030
   
848
   
642
 
BALANCE AT DECEMBER 31
                   
Commercial Finance
   
2,140
   
2,244
   
2,664
 
Consumer Finance
   
3,473
   
3,984
   
2,782
 
Equipment & Other Services
   
35
   
28
   
54
 
Balance at December 31
 
$
5,648
 
$
6,256
 
$
5,500
 
 
       
(a)
Other additions (reductions) primarily included the effects of acquisitions, securitization activity and the effects of exchange rates. These additions (reductions) included $314 million, $480 million and $487 million related to acquisitions and $(461) million, $(335) million and $(80) million related to securitization activity in 2004, 2003 and 2002, respectively.
(b)
Included $889 million in 2004 related to the standardization of our write-off policy.


See note 12 for amounts related to consolidated, liquidating securitization entities.

SELECTED FINANCING RECEIVABLES RATIOS
 
December 31
 
2004
 
2003
 
ALLOWANCE FOR LOSSES ON FINANCING RECEIVABLES AS A 
   PERCENTAGE OF TOTAL 
FINANCING RECEIVABLES
             
Commercial Finance
   
1.47
%
 
1.65
%
Consumer Finance (a)
   
2.72
   
4.21
 
Equipment & Other Services
   
0.23
   
0.12
 
Total
   
1.96
   
2.46
 
NONEARNING AND REDUCED EARNING FINANCING RECEIVABLES AS A
   PERCENTAGE OF TOTAL FINANCING RECEIVABLES
             
Commercial Finance
   
1.1
%
 
1.3
%
Consumer Finance (a)
   
2.0
   
2.6
 
Equipment & Other Services
   
1.2
   
0.6
 
Total
   
1.5
   
1.7
 
 
(a)
The standardization of our write-off policy in 2004 reduced the allowance for losses on financing receivables as a percentage of total financing receivables by 74 basis points, and nonearning and reduced earning financing receivables as a percentage of total financing receivables by 57 basis points.


Note 14

GECS Insurance Receivables
 
December 31 (In millions)
 
2004
 
2003
 
Reinsurance recoverables
 
$
11,509
 
$
12,067
 
Commercial mortgage loans
   
6,993
   
6,648
 
Premiums receivable
   
4,479
   
4,510
 
Policy loans
   
1,378
   
1,245
 
Funds on deposit with reinsurers
   
590
   
623
 
Other
   
1,240
   
2,669
 
Allowance for losses
   
(218
)
 
(221
)
Total (a)
 
$
25,971
 
$
27,541
 
 
     
(a)
Included $342 million in 2004 and $484 million in 2003 related to consolidated, liquidating securitization entities.


     GE 2004 ANNUAL REPORT 92


Note 15

Property, Plant and Equipment
 
December 31 (Dollars in millions)
 
Estimated
useful lives-
new (years)
 
2004
 
2003
 
ORIGINAL COST
                   
    GE
                   
   Land and improvements
   
8
(a)
$
1,274
 
$
861
 
    Buildings, structures and related equipment
   
8-40
   
9,168
   
8,369
 
    Machinery and equipment
   
4-20
   
25,775
   
24,184
 
   Leasehold costs and manufacturing plant under construction
   
1-10
   
2,930
   
2,228
 
         
         
39,147
   
35,642
 
    GECS (b)
                   
   Buildings and equipment
   
1-40
   
6,167
   
4,792
 
    Equipment leased to others
                   
      Aircraft
   
20
   
26,837
   
23,069
 
       Vehicles
   
4-14
   
23,056
   
16,600
 
       Railroad rolling stock
   
9-30
   
3,390
   
3,356
 
       Mobile and modular space
   
12-20
   
2,965
   
3,164
 
       Construction and manufacturing
   
3-25
   
1,772
   
1,563
 
       All other
   
3-33
   
3,021
   
3,026
 
         
         
67,208
   
55,570
 
Total
       
$
106,355
 
$
91,212
 
NET CARRYING VALUE
                   
    GE
                   
    Land and improvements
       
$
1,176
 
$
814
 
    Buildings, structures and related equipment
         
3,956
   
4,332
 
    Machinery and equipment
         
8,955
   
7,547
 
    Leasehold costs and manufacturing plant under construction
         
2,669
   
1,873
 
         
         
16,756
   
14,566
 
    GECS (b)
                   
    Buildings and equipment
         
3,526
   
2,827
 
    Equipment leased to others
                   
      Aircraft (c)
         
21,991
   
19,097
 
       Vehicles
         
14,062
   
9,745
 
       Railroad rolling stock
         
2,193
   
2,220
 
       Mobile and modular space
         
1,636
   
1,814
 
       Construction and manufacturing
         
1,157
   
1,121
 
       All other
         
2,013
   
1,998
 
         
         
46,578
   
38,822
 
Total
       
$
63,334
 
$
53,388
 
 
(a)
Estimated useful lives exclude land.
(b)
Included $2.2 billion and $2.1 billion of original cost of assets leased to GE with accumulated amortization of $0.4 billion and $0.3 billion at December 31, 2004 and 2003, respectively.
(c)
Commercial Finance recognized impairment losses of $0.1 billion in 2004 and $0.2 billion in 2003 recorded in the caption “Other costs and expenses” in the Statement of Earnings to reflect adjustments to fair value based on current market values from independent appraisers.


Amortization of GECS equipment leased to others was $5,365 million, $4,224 million and $3,919 million in 2004, 2003 and 2002, respectively. Noncancelable future rentals due from customers for equipment on operating leases at December 31, 2004, are due as follows:


(In millions)
 
Due in
 
    2005
$7,001
   2006
5,537
   2007
4,155
   2008
2,971
   2009
2,056
    2010 and later
6,272
Total
$27,992
 
Note 16

Intangible Assets
 
December 31 (In millions)
2004
2003
GE
   
Goodwill
$45,775
$26,242
Capitalized software
1,894
1,678
Other intangibles
7,051
2,284
         
54,720
30,204
GECS
   
Goodwill
25,416
21,527
Present value of future profits (PVFP)
1,426
1,562
Capitalized software
758
800
Other intangibles
920
932
         
28,520
24,821
Total
$83,240
$55,025
 
GE intangible assets were net of accumulated amortization of $6,098 million in 2004 and $5,759 million in 2003. GECS intangible assets were net of accumulated amortization of $10,876 million in 2004 and $10,292 million in 2003.


     GE 2004 ANNUAL REPORT 93


Changes in goodwill balances, net of accumulated amortization, follow.
 
   
2004
 
2003
 
(In millions)  
Balance
January 1
 
Acquisitions/
purchase
accounting adjustments
 
Inter-segment transfers
 
Currency
exchange
and other
 
Balance
December 31
 
Balance
January 1
 
Acquisitions/
purchase
accounting adjustments
 
Currency
exchange
and other
 
Balance
December 31
 
Advanced Materials
 
$
2,810
 
$
(6
)
$
 
$
46
 
$
2,850
 
$
2,077
 
$
720
 
$
13
 
$
2,810
 
Commercial Finance
   
8,736
   
938
   
523
   
74
   
10,271
   
8,469
   
183
   
84
   
8,736
 
Consumer Finance
   
7,779
   
1,275
   
384
   
422
   
9,860
   
5,562
   
1,294
   
923
   
7,779
 
Consumer & Industrial
   
795
   
   
   
(16
)
 
779
   
720
   
15
   
60
   
795
 
Energy
   
4,212
   
200
   
   
144
   
4,556
   
3,374
   
450
   
388
   
4,212
 
Equipment & Other Services
   
920
   
(11
)
 
(523
)
 
1,073
(a)
 
1,459
   
887
   
29
   
4
   
920
 
Healthcare
   
4,766
   
8,422
   
   
71
   
13,259
   
2,898
   
1,846
   
22
   
4,766
 
Infrastructure
   
3,725
   
633
   
   
56
   
4,414
   
3,192
   
365
   
168
   
3,725
 
Insurance
   
4,092
   
10
   
(384
)
 
108
   
3,826
   
4,176
   
12
   
(96
)
 
4,092
 
NBC Universal
   
6,730
   
9,944
   
   
(2
)
 
16,672
   
5,223
   
1,507
   
   
6,730
 
Transportation
   
3,204
   
53
   
   
(12
)
 
3,245
   
2,842
   
354
   
8
   
3,204
 
Total
 
$
47,769
 
$
21,458
 
$
 
$
1,964
 
$
71,191
 
$
39,420
 
$
6,775
 
$
1,574
 
$
47,769
 
 
                   
(a)
Included $1,055 million of goodwill associated with the consolidation of Penske effective January 1, 2004.


The amount of goodwill related to new acquisitions during 2004 was $20,958 million, the largest of which were the combination of NBC and Vivendi Universal Entertainment LLLP (VUE) and the acquisitions of Amersham by Healthcare and InVision Technologies, Inc. ($618 million) by Infrastructure.

The amount of goodwill related to purchase accounting adjustments to prior-year acquisitions during 2004 was $500 million, primarily associated with the 2003 acquisition of Instrumentarium at Healthcare and Allbank and First National Bank at Consumer Finance.

The amount of goodwill related to new acquisitions recorded during 2003 was $6,602 million, the largest of which were Instrumentarium ($1,754 million) by Healthcare, Bravo ($1,473 million) by NBC Universal and First National Bank ($680 million) by Consumer Finance.

The amount of goodwill related to purchase accounting adjustments to prior-year acquisitions during 2003 was $173 million, primarily associated with the 2002 acquisitions of several businesses at Infrastructure, Australian Guarantee Corporation at Consumer Finance and Security Capital Group at Commercial Finance.

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, it is not uncommon for our initial estimates to be subsequently revised.

INTANGIBLE ASSETS SUBJECT TO AMORTIZATION
 
December 31 (In millions)
 
Gross
carrying
amount
 
Accumulated
amortization
 
Net
 
2004
                   
Patents, licenses and other
 
$
6,366
 
$
(1,131
)
$
5,235
 
Capitalized software
   
5,466
   
(2,814
)
 
2,652
 
PVFP
   
3,382
   
(1,956
)
 
1,426
 
Servicing assets and all other
   
4,739
   
(4,037
)
 
702
 
Total
 
$
19,953
 
$
(9,938
)
$
10,015
 
2003
                   
Patents, licenses and other
 
$
2,685
 
$
(806
)
$
1,879
 
Capitalized software
   
4,911
   
(2,433
)
 
2,478
 
PVFP
   
3,348
   
(1,786
)
 
1,562
 
Servicing assets and all other
   
4,634
   
(3,809
)
 
825
 
Total
 
$
15,578
 
$
(8,834
)
$
6,744
 
 
Indefinite-lived intangible assets were $2,034 million and $512 million at December 31, 2004 and 2003, respectively, and principally comprised trademarks, tradenames and U.S. Federal Communications Commission licenses.

Consolidated amortization expense related to intangible assets, subject to amortization, for 2004 and 2003 was $1,656 million and $1,497 million, respectively.

Changes in PVFP balances follow.
 
(In millions)
 
2004
 
2003
 
Balance at January 1
 
$
1,562
 
$
2,457
 
Acquisitions
   
   
46
 
Dispositions
   
   
(658
)
Accrued interest (a)
   
90
   
113
 
Amortization
   
(221
)
 
(351
)
Other
   
(5
)
 
(45
)
Balance at December 31
 
$
1,426
 
$
1,562
 
 
     
(a)
Interest was accrued at a rate of 6.3% and 4.3% for 2004 and 2003, respectively.



     GE 2004 ANNUAL REPORT 94

 
Recoverability of PVFP is evaluated periodically by comparing the current estimate 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 2004 or 2003.

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 estimated percentage of the December 31, 2004, net PVFP balance to be amortized over each of the next five years follows.
 
    2005
   
2006
   
2007
   
2008
   
2009
 
    8.9
%  
8.3
%
 
7.2
%
 
6.3
%
 
5.3
%
 
SIGNIFICANT ACQUISITIONS AND COMBINATIONS

In April 2004, we acquired all of the outstanding common shares of Amersham plc, a world leader in medical diagnostics and life sciences. The total purchase price of $11,279 million included 341.7 million shares of GE common stock valued at $10,674 million, cash of $150 million and assumed debt of $455 million. Preliminary allocation of the purchase price assigned $8,217 million to goodwill, $2,704 million to identified intangible assets that will be amortized over periods ranging from five to 25 years, $158 million to acquired inventories and $99 million to acquired in-process research and development projects charged to operations in the second quarter of 2004.

In May 2004, we completed the combination of NBC with VUE and certain related assets to create one of the world’s leading media companies, NBC Universal, Inc. (NBC Universal). Twenty percent of NBC Universal’s shares were issued to a subsidiary of Vivendi Universal (VU) as partial consideration for VU’s interest in VUE and the related assets. NBC’s acquired interest in VUE and the related assets was valued at $14,429 million, for which we exchanged the NBC Universal shares, paid cash to certain VUE interest holders of $3,650 million and assumed debt of $2,498 million. In March 2004, we issued 119.4 million shares of our common stock for net cash proceeds of $3,765 million, and we used most of those proceeds to fund the $3,650 million we paid in this transaction. The preliminary allocation of our acquired interest assigned $9,944 million to goodwill, $1,516 million to indefinite-lived intangibles and $310 million to identified intangible assets that will be amortized over periods ranging from two to 20 years. As a result of issuing the NBC Universal shares, we essentially disposed of 20% of NBC, and therefore recorded an increase in shareowners’ equity of $2,153 million, net of taxes of $1,439 million. The holders of 5.44% of the VUE common interests did not participate in the transaction and remained a minority interest holder of VUE at December 31, 2004. This minority interest holder also owns a $758 million preferred interest in VUE that is mandatorily redeemable for cash in 2022. The present value of that obligation is reported in the caption “All other liabilities” in the Statement of Financial Position, while U.S. Treasury securities held by VUE in approximately the same amount and designated to repay this obligation are included in the caption “All other assets” in the Statement of Financial Position.

Note 17

All Other Assets
 
December 31 (In millions)
 
2004
 
2003
 
GE
             
Investments
             
   Associated companies (a)
 
$
1,830
 
$
1,348
 
    Other (b)
   
3,974
   
1,228
 
         
   
5,804
   
2,576
 
Prepaid pension asset—principal plans
   
17,629
   
17,038
 
Contract costs and estimated earnings
   
4,089
   
3,634
 
Film and television costs
   
3,441
   
1,582
 
Long-term receivables, including notes
   
2,821
   
1,932
 
Derivative instruments (c)
   
628
   
454
 
Other
   
3,711
   
3,232
 
         
   
38,123
   
30,448
 
GECS
             
Investments
             
   Associated companies (a)
   
11,048
   
13,218
 
    Real estate (d)
   
19,190
   
15,573
 
    Assets held for sale (e)
   
6,501
   
1,856
 
    Securities lending transactions
   
3,202
   
3,026
 
   Other (f)
   
6,699
   
6,263
 
         
   
46,640
   
39,936
 
Separate accounts
   
8,959
   
8,316
 
Deferred acquisition costs
   
8,180
   
7,879
 
Derivative instruments (c)
   
3,062
   
1,913
 
Other
   
6,108
   
5,092
 
         
   
72,949
   
63,136
 
ELIMINATIONS
   
(1,138
)
 
(963
)
Total (g)
 
$
109,934
 
$
92,621
 
 
     
(a)
Included advances to associated companies, which are non-controlled, non-consolidated equity investments.
(b)
Included cost method investments of $1,780 million in 2004, of which the fair value and unrealized loss of those in a continuous loss position for less than 12 months was $373 million and $34 million, respectively. Cost method investments were each evaluated for impairment. Also included available-for-sale securities of $1,200 million in 2004, of which the unrealized loss of those in a continuous unrealized loss position for less than 12 months was $111 million.
(c)
Amounts are stated at fair value in accordance with SFAS 133, Accounting for Derivative Instruments and Hedging Activities , as amended. We discuss types of derivative instruments and how we use them in note 28.
(d)
GECS investment in real estate consists principally of two categories: real estate held for investment and equity method investments. Both categories contained a wide range of properties including the following at December 31, 2004: office buildings (46%), apartment buildings (16%), self storage facilities (11%), retail facilities (10%), industrial properties (6%), parking facilities (5%), franchise properties (3%) and other (3%). At December 31, 2004, investments were located in Europe (45%), North America (41%) and Asia (14%).
(e)
These assets held for sale were accounted for at the lower of carrying amount or each asset’s estimated fair value less costs to sell.
(f)
Included cost method investments of $2,626 million in 2004, of which the fair value and unrealized loss of those in a continuous loss position for less than 12 months was $111 million and $31 million, respectively. The fair value and unrealized loss of those in a continuous loss position for 12 months or more was $56 million and $42 million, respectively. Cost method investments were each evaluated for impairment.
(g)
Included $2,408 million in 2004 and $2,352 million in 2003 related to consolidated, liquidating securitization entities.

Separate accounts represent investments controlled by policyholders and are associated with identical amounts reported as insurance liabilities in note 19.


     GE 2004 ANNUAL REPORT 95


Note 18

Borrowings

SHORT-TERM BORROWINGS
 
 
 
2004
 
2003
 
December 31 (Dollars in millions)
 
Amount
 
Average rate (a)
 
Amount
 
Average rate (a)
 
GE
                         
Commercial paper
                         
   U.S.
 
$
   
%
$
1,149
   
1.08
%
    Non-U.S.
   
131
   
2.52
   
340
   
2.72
 
Payable to banks, principally non-U.S
   
272
   
3.34
   
388
   
4.89
 
Current portion of long-term debt
   
2,698
   
2.33
   
392
   
2.58
 
Other
   
308
         
286
       
         
   
3,409
         
2,555
       
GECS
                         
Commercial paper
                         
   U.S.
                         
      Unsecured
   
62,694
   
2.24
   
65,536
   
1.11
 
      Asset-backed (b)
   
13,842
   
2.17
   
21,998
   
1.12
 
    Non-U.S.
   
20,835
   
2.96
   
15,062
   
2.93
 
Current portion of long-term debt (c)
   
37,582
   
4.10
   
38,367
   
3.30
 
Other
   
19,890
         
14,505
       
         
   
154,843
         
155,468
       
ELIMINATIONS
   
(506
)
       
(626
)
     
Total
 
$
157,746
       
$
157,397
       
 
(a)
Based on year-end balances and year-end local currency interest rates. Current portion of long-term debt included the effects of interest rate and currency swaps, if any, directly associated with the original debt issuance.
(b)
Entirely obligations of consolidated, liquidating securitization entities. See note 29.
(c)
Included short-term borrowings by consolidated, liquidating securitization entities of $756 million and $482 million at December 31, 2004 and 2003, respectively.


LONG-TERM BORROWINGS
 
December 31 (Dollars in millions)
 
2004
Average rate (a)  
 
Maturities
 
2004
 
2003
 
GE
                         
Senior notes
   
5.00
%
 
2013
 
$
4,984
 
$
7,483
 
Industrial development/
                         
   pollution control bonds
   
2.28
   
2006-2027
   
307
   
331
 
Payable to banks,
                         
   principally U.S. (b)
   
3.42
   
2006-2018
   
1,927
   
212
 
Other (c)
               
407
   
362
 
         
               
7,625
   
8,388
 
GECS
                         
Senior notes
                         
   Unsecured
   
3.74
   
2006-2055
   
180,183
   
149,049
 
    Asset-backed (d)  
   
4.15
   
2006-2035
   
10,939
   
1,948
 
Extendible notes (e)
   
2.40
   
2007-2009
   
14,258
   
12,591
 
Subordinated notes (f)
   
7.44
   
2006-2035
   
1,119
   
1,262
 
         
               
206,499
   
164,850
 
ELIMINATIONS
               
(963
)
 
(924
)
Total
             
$
213,161
 
$
172,314
 
 
         
(a)
Based on year-end balances and year-end local currency interest rates, including the effects of interest rate and currency swaps, if any, directly associated with the original debt issuance.
(b)
Included $1,670 million of debt resulting from the VUE transaction.
(c)
A variety of obligations having various interest rates and maturities, including certain borrowings by parent operating components and affiliates.
(d)
Asset-backed senior notes are all issued by consolidated, liquidating securitization entities as discussed in note 29. The amount related to Australian Financial Investments Group (AFIG), a 2004 acquisition, was $9,769 million.
(e)
Included obligations of consolidated, liquidating securitization entities in the amount of $267 million and $362 million at December 31, 2004 and 2003, respectively.
(f)
At year-end 2004 and 2003, $1.0 billion of subordinated notes were guaranteed by GE.


Our borrowings are addressed below from the perspectives of liquidity, interest rate and currency risk management. Additional information about borrowings and associated swaps can be found in note 28.

LIQUIDITY is affected by debt maturities and our ability to repay or refinance such debt. Long-term debt maturities over the next five years follow.
 
(In millions)
 
2005
 
2006
 
2007
 
2008
 
2009
 
GE
 
$
2,698
 
$
150
 
$
1,858
 
$
26
 
$
20
 
GECS
   
37,582
(a)
 
54,012
(b)
 
29,083
   
20,895
   
26,729
 
 
           
(a)
Floating rate extendible notes of $244 million are due in 2005, but are extendible at the investors’ option to a final maturity in 2008. Floating rate notes of $482 million contain put options with exercise dates in 2005, but have final maturity dates greater than 2010.
(b)
Floating rate extendible notes of $14.0 billion are due in 2006, but are extendible at the investors’ option to a final maturity in 2007 ($12.0 billion) and 2009 ($2.0 billion).


Committed credit lines totaling $57.3 billion had been extended to us by 83 banks at year-end 2004. Included in this amount was $47.4 billion provided directly to GECS and $9.9 billion provided by 21 banks to GE, to which GECS also has access. The GECS lines include $19.2 billion of revolving credit agreements under which we can borrow funds for periods exceeding one year. The remaining $38.1 billion are 364-day lines of which $37.6 billion contain a
 


     GE 2004 ANNUAL REPORT 96

term-out feature that allows GECS to extend the borrowings for one year from the date of expiration of the lending agreement. We pay banks for credit facilities, but compensation amounts were insignificant in each of the past three years.

INTEREST RATE AND CURRENCY RISK is managed through the direct issuance of debt or use of derivatives. We take positions in view of anticipated behavior of assets, including prepayment behavior. We use a variety of instruments, including interest rate and currency swaps and currency forwards, to achieve our interest rate objectives. The following table shows GECS borrowing positions considering the effects of currency and interest rate swaps.

GECS EFFECTIVE BORROWINGS (INCLUDING SWAPS)
 
 
 
2004
 
2003
 
December 31 (Dollars in millions)
 
Amount
 
Average rate
 
Amount
 
Short-term (a)
 
$
91,253
   
2.52
%
$
88,499
 
Long-term (including current portion)
                   
      Fixed rate (b)
 
$
148,344
   
4.57
%
$
121,677
 
       Floating rate
   
121,745
   
3.02
   
110,142
 
Total long-term
 
$
270,089
       
$
231,819
 
 
       
(a)
Included commercial paper and other short-term debt.
(b)
Included fixed-rate borrowings and $23.6 billion ($26.5 billion in 2003) notional long-term interest rate swaps that effectively convert the floating-rate nature of short-term borrowings to fixed rates of interest


At December 31, 2004, interest rate swap maturities ranged from 2005 to 2048, including swap maturities for hedges of commercial paper that ranged from 2005 to 2024. The use of commercial paper swaps allows us to match our actual asset profile more efficiently and provides more flexibility as it does not depend on investor demand for particular maturities.

Note 19

GECS Insurance Liabilities, Reserves and Annuity Benefits
 
December 31 (In millions)
 
2004
 
2003
 
Investment contracts and universal life benefits
 
$
63,136
 
$
63,787
 
Life insurance benefits (a)
   
31,660
   
28,040
 
Unpaid claims and claims adjustment expenses (b)
   
30,288
   
29,176
 
Unearned premiums
   
6,859
   
7,109
 
Separate accounts (see note 17)
   
8,959
   
8,316
 
Total
 
$
140,902
 
$
136,428
 
 
     
(a)
Life insurance benefits are accounted for mainly by a net-level-premium method using estimated yields generally ranging from 2.0% to 8.5% in 2004 and 1.2% to 8.5% in 2003.
(b)
Principally property and casualty reserves amounting to $25.0 billion and $24.9 billion at December 31, 2004 and 2003, respectively. Included amounts for both reported and IBNR claims, reduced by anticipated salvage and subrogation recoveries. Estimates of liabilities are reviewed and updated continually, with changes in estimated losses reflected in operations.


When insurance affiliates cede insurance to third parties, they are not relieved of their primary obligation to policyholders. Losses on ceded risks give rise to claims for recovery; we establish allowances for probable losses on such receivables from reinsurers as required.

We recognize reinsurance recoveries as a reduction of the Statement of Earnings caption “Insurance losses and policyholder and annuity benefits.” Reinsurance recoveries were $1,369 million, $1,781 million and $2,234 million for the years ended December 31, 2004, 2003 and 2002, respectively.

The insurance liability for unpaid claims and claims adjustment expenses related to policies that may cover environmental and asbestos exposures is based on known facts and an assessment of applicable law and coverage litigation. Liabilities are recognized for both known and unasserted claims (including the cost of related litigation) when sufficient information has been developed to indicate that a claim has been incurred and a range of potential losses can be reasonably estimated. Developed case law and adequate claim history do not exist for certain claims, principally because of significant uncertainties as to both the level of ultimate losses that will occur and what portion, if any, will be deemed to be insured amounts.

A summary of activity affecting unpaid claims and claims adjustment expenses, principally in property and casualty lines, follows.
 
(In millions)
 
2004
 
2003
 
2002
 
Balance at January 1—gross
 
$
29,176
 
$
30,571
 
$
27,233
 
Less reinsurance recoverables
   
(8,313
)
 
(9,646
)
 
(9,400
)
Balance at January 1—net
   
20,863
   
20,925
   
17,833
 
Claims and expenses incurred
                   
   Current year
   
8,641
   
9,002
   
9,505
 
    Prior years
   
1,098
   
740
   
3,188
 
Claims and expenses paid
                   
   Current year
   
(1,985)
)
 
(2,565
)
 
(3,173
)
    Prior years
   
(6,967
)
 
(7,079
)
 
(6,918
)
Other (a)
   
1,110
   
(160
)
 
490
 
Balance at December 31—net
   
22,760
   
20,863
   
20,925
 
Add reinsurance recoverables
   
7,528
   
8,313
   
9,646
 
Balance at December 31—gross
 
$
30,288
 
$
29,176
 
$
30,571
 
 
       
(a)
Included $633 million in 2004 related to the adoption of FIN 46R.


Claims and expenses incurred—prior years represents additional losses (adverse development) recognized in any year for loss events that occurred before the beginning of that year. Adverse development, which amounted to 5%, 4% and 18% of beginning of year loss reserves in 2004, 2003 and 2002, respectively, was primarily encountered at GE Insurance Solutions.
 


     GE 2004 ANNUAL REPORT 97


Reported claims activity at GE Insurance Solutions related to prior-year loss events, particularly for liability-related exposures underwritten in 1997 through 2001, has continued to develop adversely to previous expectations. More specifically, reported claims activity for these underwriting years accelerated dramatically in 2002, affecting much of our liability-related product exposures, including hospital medical malpractice, product liability, professional liability, umbrella liability, workers compensation, individual liability and asbestos. In response to these data, we adjusted our best estimate of ultimate losses to be higher in the range of what were viewed as reasonably possible loss scenarios at that time, increasing recorded reserves by $2.5 billion in the fourth quarter of 2002, for a total of $3.5 billion adverse development at GE Insurance Solutions for the year.

For a majority of our lines of business, reported claims activity in 2003 was reasonably close to expected amounts. However, for certain lines—principally medical malpractice, product liability and certain director and officer related coverage—the reported claims volumes exceeded our revised loss expectations. Accordingly, we increased our loss reserves to the newly-indicated ultimate levels, recording adverse development of $0.9 billion in 2003.

In 2004, as part of our comprehensive annual assessment of recorded claim-related liabilities, we observed that reported claims activity in certain product lines, substantially related to the 1997 through 2001 underwriting years, continued to exceed previously established loss expectations. The more significant lines of business affected were workers compensation, hospital and professional liability, and asbestos and environmental exposures. Incorporating this updated information into our reserving process led to an increase in ultimate loss projections and corresponding reserve levels by $1.1 billion for the year. We will continue to monitor reported claims activity for all lines of business in the future and take necessary reserve actions—either to increase or decrease reserves—as our estimates continue to mature.

Our mortgage insurance business experienced favorable development during the three-year period, primarily reflecting continued strength in certain real estate markets and the success of our loss containment initiatives.

Financial guarantees and credit life risk of insurance affiliates are summarized below.
 
December 31 (In millions)
 
2004
 
2003
 
Guarantees, principally on municipal bonds
 
$
1,190
 
$
1,190
 
Mortgage insurance risk in force
   
194,600
   
146,627
 
Credit life insurance risk in force
   
29,906
   
25,728
 
Less reinsurance
   
(2,397
)
 
(2,207
)
Total
 
$
223,299
 
$
171,338
 
 
Certain insurance affiliates offer insurance guaranteeing the timely payment of scheduled principal and interest on municipal bonds. Other insurance affiliates provide insurance to protect residential mortgage lenders from severe financial loss caused by the non-payment of loans and issue credit life insurance designed to pay the balance due on a loan if the borrower dies before the loan is repaid. As part of their overall risk management process, insurance affiliates cede to third parties a portion of their risk associated with these guarantees. In doing so, they are not relieved of their primary obligation to policyholders.

Note 20

All Other Liabilities

This caption includes year-end 2004 and 2003 accruals for noncurrent compensation and benefits of $12,606 million and $10,380 million, respectively, and asset retirement obligations amounting to $791 million and $374 million, respectively. During 2004, we recorded asset retirement obligations of $381 million as a result of our acquisition of Amersham, accretion expense of $26 million and other adjustments of $10 million. Also included in this caption are amounts for deferred income, derivative instruments, interest on tax liabilities, product warranties, mandatorily redeemable preferred interest in VUE (see note 16), accrued participations and residuals and a variety of sundry items.

We are involved in numerous remediation actions to clean up hazardous wastes as required by federal and state laws. Liabilities for remediation costs at each site are based on our best estimate of undiscounted future costs, excluding possible insurance recoveries. When there appears to be a range of possible costs with equal likelihood, liabilities are based on the low end of such range. Uncertainties about the status of laws, regulations, technology and information related to individual sites make it difficult to develop a meaningful estimate of the reasonably possible aggregate environmental remediation exposure. However, even in the unlikely event that remediation costs amounted to the high end of the range of costs for each site, the resulting additional liability would not be material to our financial position, results of operations or liquidity.
 


     GE 2004 ANNUAL REPORT 98


Note 21

Deferred Income Taxes

Aggregate deferred income tax amounts are summarized below.
 
December 31 (In millions)
 
2004
 
2003
 
ASSETS
             
GE
 
$
9,464
 
$
7,594
 
GECS
   
8,507
   
9,948
 
         
   
17,971
   
17,542
 
LIABILITIES
             
GE
   
13,080
   
9,505
 
GECS
   
19,305
   
20,684
 
         
   
32,385
   
30,189
 
Net deferred income tax liability
 
$
14,414
 
$
12,647
 
 
Principal components of our net liability (asset) representing deferred income tax balances are as follows:
 
December 31 (In millions)
 
2004
 
2003
 
GE
         
Provisions for expenses (a)
 
$
(5,833
)
$
(4,723
)
Retiree insurance plans
   
(1,346
)
 
(1,206
)
Prepaid pension asset—principal plans
   
6,170
   
5,963
 
Depreciation
   
2,029
   
1,714
 
Other—net
   
2,596
   
163
 
         
   
3,616
   
1,911
 
GECS
             
Financing leases
   
9,767
   
10,250
 
Operating leases
   
3,716
   
3,523
 
Deferred acquisition costs
   
1,567
   
1,501
 
Allowance for losses
   
(2,208
)
 
(2,036
)
Insurance reserves
   
(1,184
)
 
(1,109
)
Cash flow hedges
   
(909
)
 
(1,029
)
AMT credit carryforward
   
(203
)
 
(351
)
Other—net
   
252
   
(13
)
         
   
10,798
   
10,736
 
Net deferred income tax liability
 
$
14,414
 
$
12,647
 
 
     
(a)
Represents the tax effects of temporary differences related to expense accruals for a wide variety of items, such as employee compensation and benefits, interest on tax liabilities, product warranties and other sundry items that are not currently deductible.


Note 22

Minority Interest in Equity of Consolidated Affiliates

Minority interest in equity of consolidated affiliates includes common shares in consolidated affiliates and preferred stock issued by GE Capital and by affiliates of GE Capital. The balance is summarized as follows:
 
December 31 (In millions)
 
2004
 
2003
 
Minority interest in consolidated affiliates
             
   NBC Universal (a)
 
$
6,529
 
$
 
Genworth Financial, Inc. (b)
   
3,778
   
 
   Others (c)
   
2,158
   
1,753
 
Minority interest in preferred stock (d)
             
   GE Capital
   
2,600
   
2,600
 
    GE Capital affiliates
   
1,318
   
1,841
 
Total
 
$
16,383
 
$
6,194
 
 
(a)
Resulted from the combination of NBC and VUE. See note 16.
(b)
Resulted from the sale of approximately 30% of the common shares of our previously wholly-owned subsidiary.
(c)
Included minority interest in consolidated, liquidating securitization entities, partnerships and common shares of consolidated affiliates.
(d)
The preferred stock primarily pays cumulative dividends at variable rates. Dividend rates in local currency on the preferred stock ranged from 0.99% to 5.46% during 2004 and 0.91% to 5.65% during 2003.


Our minority interest in VUE reflects $1,582 million for shares of cumulative redeemable preferred interests (VUE preferred) held by IAC/InterActiveCorp (IAC) at December 31, 2004. VUE preferred pays dividends of 5%, with cash of 3.6% and the remaining 1.4% in kind. VUE holds IAC securities, with a fair value of $1,564 million, that may be used to redeem the VUE preferred in 2022. After redemption, any remaining IAC securities are for the exclusive benefit of VU. We have designated this entire position as a hedge of the disposition of the IAC shares.

Note 23

Restricted Net Assets of GECS

Certain GECS consolidated affiliates are restricted from remitting certain funds to GECS in the form of dividends or loans by a variety of regulations, the purpose of which is to protect affected insurance policyholders, depositors or investors. At December 31, 2004 and 2003, net assets of regulated GECS affiliates amounted to $60.4 billion and $46.7 billion, respectively, of which $41.4 billion and $37.0 billion, respectively, was restricted.

At December 31, 2004 and 2003, the aggregate statutory capital and surplus of the insurance businesses totaled $19.4 billion and $15.9 billion, respectively. Accounting practices prescribed by statutory authorities are used in preparing statutory statements.
 


     GE 2004 ANNUAL REPORT 99


Note 24

Shareowners’ Equity
 
(In millions)
 
2004
 
2003
 
2002
 
TOTAL EQUITY                    
 Balance at December 31
 
$
110,284
 
$
79,180
 
$
63,706
 
COMMON STOCK ISSUED
 
$
669
 
$
669
 
$
669
 
ACCUMULATED NONOWNER CHANGES OTHER THAN EARNINGS
                   
Balance at January 1
 
$
2,815
 
$
(3,177
)
$
(4,323
)
Investment securities—net of deferred taxes of $503, $590 and $847
   
677
   
960
   
1,630
 
Currency translation adjustments— net of deferred taxes of $(1,318), $(1,447) and $20
   
3,942
   
5,119
   
1,000
 
Cash flow hedges—net of deferred
                   
   taxes of $(42), $(448) and $(822)
   
10
   
(803
)
 
(2,070
)
Minimum pension liabilities—net of
                   
   deferred taxes of $(184), $(85)
                   
   and $(42)
   
(421
)
 
(161
)
 
(75
)
Reclassification adjustments
                   
   Investment securities—net of deferred taxes of $(142), $(135) and $(135)
   
(265
)
 
(250
)
 
(252
)
    Currency translation adjustments
   
   
4
   
 
    Cash flow hedges—net of deferred
                   
      taxes of $318, $643 and $207
   
559
   
1,123
   
913
 
Balance at December 31
 
$
7,317
 
$
2,815
 
$
(3,177
)
OTHER CAPITAL
                   
Balance at January 1
 
$
17,497
 
$
17,288
 
$
16,693
 
Gains on treasury stock dispositions
                   
   and other (a)
   
4,615
   
209
   
595
 
Issuance of subsidiary shares (a)(b)
   
2,153
   
   
 
Balance at December 31
 
$
24,265
 
$
17,497
 
$
17,288
 
RETAINED EARNINGS
                   
Balance at January 1
 
$
82,796
 
$
75,553
 
$
68,701
 
Net earnings
   
16,593
   
15,002
   
14,118
 
Dividends (a)
   
(8,594
)
 
(7,759
)
 
(7,266
)
Balance at December 31
 
$
90,795
 
$
82,796
 
$
75,553
 
COMMON STOCK HELD IN TREASURY
                   
Balance at January 1
 
$
24,597
 
$
26,627
 
$
26,916
 
Purchases (a)
   
1,892
   
1,177
   
2,851
 
Dispositions (a) (c)
   
(13,727
)
 
(3,207
)
 
(3,140
)
Balance at December 31
 
$
12,762
 
$
24,597
 
$
26,627
 
 
       
(a)
Total dividends and other transactions with shareowners increased equity by $10,009 million in 2004 and reduced equity by $5,520 million and $6,382 million in 2003 and 2002, respectively.
(b)
Related to the issuance of 20% of NBC Universal’s shares to a subsidiary of Vivendi Universal as part of the transaction described in note 16.
(c)
In 2004, included 341.7 million shares valued at $10,674 million issued in the Amersham acquisition, and 119.4 million shares valued at $3,765 million sold to partially fund the NBC and VUE combination.


Under the share repurchase program initiated in 1994, we repurchased 6 million shares for a total of $0.2 billion during 2004. As of December 31, 2004, a total of 1,109 million shares, having an aggregate cost of approximately $23 billion, had been purchased and the program was closed out. In December 2004, our Board of Directors authorized a new three-year (2005-2007), $15 billion share repurchase program.

Common shares issued and outstanding are summarized in the following table.

SHARES OF GE COMMON STOCK
 
December 31 (In thousands)
2004
2003
2002
Issued
11,145,212
11,145,212
11,145,212
In treasury
(558,854)
(1,082,092)
(1,175,318)
Outstanding
10,586,358
10,063,120
9,969,894
 
GE has 50 million authorized shares of preferred stock ($1.00 par value), but has not issued any such shares as of December 31, 2004.

The effects of translating to U.S. dollars the financial statements of non-U.S. affiliates whose functional currency is the local currency are included in shareowners’ equity. Asset and liability accounts are translated at year-end exchange rates, while revenues and expenses are translated at average rates for the period.

Note 25

Other Stock-Related Information

We grant stock options, restricted stock units (RSUs) and performance share units (PSUs) to employees under the 1990 Long-Term Incentive Plan as described in our current Proxy Statement. In addition, we grant options and RSUs in limited circumstances to consultants, advisors and independent contractors (primarily non-employee talent at NBC Universal) under a plan approved by our Board of Directors in 1997 (the consultants’ plan). There are outstanding grants under two separate shareowner approved option plans for non-employee directors; the last grant was made in 2002 and no further grants are expected to be made under these plans. Requirements for stock option shares may be met from either unissued or treasury shares. RSUs give the recipients the right to receive shares of our stock upon the lapse of their related restrictions. Restrictions on RSUs lapse in various increments and at various dates, beginning after three years from date of grant through grantee retirement. Although the plan permits us to issue RSUs settleable in cash, we have only issued RSUs settleable in shares of our stock. PSUs give recipients the right to receive shares of our stock upon the achievement of certain performance targets.

We measure the total cost of each stock option grant at the date of grant using a market-based option trading model. We recognize the cost of each stock option, RSU and PSU on a straight-line basis over its vesting period.

Stock options expire 10 years from the date they are granted and vest over service periods that range from one to five years.

All grants of GE options under all plans must be approved by the Management Development and Compensation Committee, which comprises entirely outside directors.


     GE 2004 ANNUAL REPORT 100

 
STOCK OPTION ACTIVITY
 
       
Average per share
 
(Shares in thousands)
 
Shares subject to option
 
Exercise
price
 
Option
price
 
Balance at December 31, 2001
   
354,453
 
$
25.08
 
$
40.08
 
    Options granted
   
46,928
   
27.37
   
27.37
 
    Options exercised
   
(29,146
)
 
9.45
   
31.86
 
    Options terminated
   
(10,177
)
 
38.14
   
(a
)
Balance at December 31, 2002
   
362,058
   
26.26
   
24.35
 
    Options granted
   
8,261
   
31.19
   
31.19
 
    Options exercised
   
(43,829
)
 
9.45
   
27.59
 
    Options terminated
   
(10,643
)
 
38.98
   
(a
)
Balance at December 31, 2003
   
315,847
   
28.30
   
30.98
 
    Options granted (b)
   
27,141
   
32.26
   
32.26
 
    Options exercised
   
(43,110
)
 
10.54
   
32.68
 
    Options terminated
   
(13,409
)
 
36.91
   
(a
)
Balance at December 31, 2004
   
286,469
 
$
30.94
 
$
36.50
 
 
       
(a)
Not applicable.
(b)
Included approximately 3.5 million options that replaced canceled SARs and have identical terms.
 
STOCK COMPENSATION PLANS
 
December 31, 2004 (Shares in thousands)
 
Securities to be issued upon exercise
 
Weighted average exercise price
 
Securities available for future issuance
 
APPROVED BY SHAREOWNERS
                   
Options
   
285,152
 
$
30.97
   
(a
)
RSUs
   
30,715
   
(b
)
 
(a
)
PSUs
   
700
   
(b
)
 
(a
)
NOT APPROVED BY SHAREOWNERS
                   
Options
   
1,317
   
24.64
   
(c
)
RSUs
   
3,036
   
(b
)
 
(c
)
Total (d)
   
320,920
 
$
30.94
   
130,385
 
 
       
(a)
Under the 1990 Long-Term Incentive Plan, 0.95% of issued common stock (including treasury shares) as of the first day of each calendar year during which the Plan is in effect becomes available for awards in that calendar year. Total shares available for future issuance under the 1990 Long-Term Incentive Plan amounted to 105.9 million shares.
(b)
Not applicable.
(c)
Total shares available for future issuance under the consultants’ plan amount to 24.5 million shares.
(d)
In connection with various acquisitions, there are an additional 1.8 million options outstanding, with a weighted average exercise price of $19.98


Outstanding options expire on various dates through December 9, 2014.

The following table summarizes information about stock options outstanding at December 31, 2004.

STOCK OPTIONS OUTSTANDING


(Shares in thousands)
 
Outstanding
 
Exercisable
 
Exercise price range
 
Shares
 
Average life (a)
 
Average
exercise price
 
Shares
 
Average
exercise price
 
$7.83-14.73
   
52,457
   
1.1
 
$
12.11
   
52,457
 
$
12.11
 
15.83-27.05
   
76,738
   
5.4
   
25.59
   
54,171
   
24.99
 
27.20-35.48
   
52,494
   
8.4
   
33.05
   
12,494
   
34.06
 
35.79-42.33
   
56,127
   
4.8
   
39.48
   
55,482
   
39.50
 
43.17-57.31
   
48,653
   
6.3
   
47.56
   
29,045
   
47.56
 
Total
   
286,469
   
5.2
 
$
30.94
   
203,649
 
$
29.40
 
 
           
At year-end 2003, options with an average exercise price of $24.63 were exercisable on 214 million shares; at year-end 2002, options with an average exercise price of $18.75 were exercisable on 214 million shares.
(a)
Average contractual life remaining in years.


OPTION VALUE INFORMATION (a)
 
 
 
2004
 
2003
 
2002
 
Fair value per option (in dollars) (b)
 
$
8.33
 
$
9.44
 
$
7.73
 
Valuation assumptions
                   
   Expected option term (in years)
   
6.0
   
6.0
   
6.0
 
    Expected volatility
   
27.7
%
 
34.7
%
 
33.7
%
    Expected dividend yield
   
2.5
   
2.5
   
2.7
 
    Risk-free interest rate
   
4.0
   
3.5
   
3.5
 
 
       
(a)
Weighted averages of option grants during each period.
(b)
Estimated using Black-Scholes option pricing model.


Note 26

Supplemental Cash Flows Information

Changes in operating assets and liabilities are net of acquisitions and dispositions of principal businesses.

“Payments for principal businesses purchased” in the Statement of Cash Flows is net of cash acquired and includes debt assumed and immediately repaid in acquisitions.

“All other operating activities” in the Statement of Cash Flows consists primarily of adjustments to current and noncurrent accruals and deferrals of costs and expenses, adjustments for gains and losses on assets, increases and decreases in assets held for sale and adjustments to assets.

Non-cash transactions include the following: in 2004, the issuance of GE common stock valued at $10,674 million in connection with the acquisition of Amersham and the issuance of NBC Universal shares valued at $5,845 million in connection with the combination of NBC and VUE; in 2003, the acquisition of Osmonics, Inc. for GE common stock valued at $240 million; and in 2002, the acquisition of Interlogix, Inc. for GE common stock valued at $395 million and the acquisition of Bravo for GE common stock and other investment securities valued at $335 million and $886 million, respectively.


     GE 2004 ANNUAL REPORT 101

 
Certain supplemental information related to GE and GECS cash flows is shown below.

 
For the years ended December 31 (In millions)
 
2004
 
2003
 
2002
 
GE
                   
    NET DISPOSITIONS (PURCHASES) OF GE SHARES FOR TREASURY
                   
   Open market purchases under share repurchase program
 
$
(203
)
$
(340
)
$
(1,981
)
    Other purchases
   
(1,689
)
 
(837
)
 
(870
)
    Dispositions
   
5,885
   
1,903
   
1,866
 
         
 
$
3,993
 
$
726
 
$
(985
)
GECS
                   
    ALL OTHER OPERATING ACTIVITIES
                   
   Proceeds from assets held for sale
 
$
84
 
$
1,168
 
$
25
 
    Amortization of intangible assets
   
800
   
947
   
1,558
 
    Realized gains on sale of investment securities
   
(407
)
 
(408
)
 
(301
)
    Other
   
117
   
508
   
(1,838
)
         
 
$
594
 
$
2,215
 
$
(556
)
    NET INCREASE IN GECS FINANCING RECEIVABLES
                   
   Increase in loans to customers
 
$
(342,357
)
$
(263,815
)
$
(209,431
)
    Principal collections from customers—loans
   
305,846
   
238,518
   
185,329
 
    Investment in equipment for financing leases
   
(22,649
)
 
(22,825
)
 
(19,828
)
    Principal collections from customers—financing leases
   
19,715
   
18,909
   
15,305
 
    Net change in credit card receivables
   
(7,322
)
 
(11,483
)
 
(19,108
)
    Sales of financing receivables
   
31,487
   
36,009
   
29,651
 
         
 
$
(15,280
)
$
(4,687
)
$
(18,082
)
    ALL OTHER INVESTING ACTIVITIES
                   
   Purchases of securities by insurance and annuity businesses
 
$
(34,164
)
$
(50,127
)
$
(64,721
)
    Dispositions and maturities of securities by insurance and annuity businesses
   
32,668
   
43,720
   
54,423
 
    Proceeds from principal business dispositions
   
472
   
3,337
   
 
    Other
   
1,467
   
3,277
   
(4,936
)
         
 
$
443
 
$
207
 
$
(15,234
)
    NEWLY ISSUED DEBT HAVING MATURITIES LONGER THAN 90 DAYS
                   
   Short-term (91 to 365 days)
 
$
1,504
 
$
1,576
 
$
1,796
 
    Long-term (longer than one year)
   
59,198
   
57,572
   
93,026
 
    Proceeds—nonrecourse, leveraged lease
   
562
   
791
   
1,222
 
         
 
$
61,264
 
$
59,939
 
$
96,044
 
    REPAYMENTS AND OTHER REDUCTIONS OF DEBT HAVING
   MATURITIES LONGER THAN 90 DAYS
                   
   Short-term (91 to 365 days)
 
$
(41,443
)
$
(38,756
)
$
(32,950
)
    Long-term (longer than one year)
   
(3,443
)
 
(3,664
)
 
(5,936
)
    Principal payments—nonrecourse, leveraged lease
   
(652
)
 
(782
)
 
(339
)
         
 
$
(45,538
)
$
(43,202
)
$
(39,225
)
    ALL OTHER FINANCING ACTIVITIES
                   
   Proceeds from sales of investment contracts
 
$
18,103
 
$
9,319
 
$
7,894
 
    Redemption of investment contracts
   
(21,048
)
 
(9,556
)
 
(6,834
)
    Capital contributions from GE
   
   
   
6,300
 
    Cash received upon assumption of insurance liabilities
   
   
   
2,813
 
         
 
$
(2,945
)
$
(237
)
$
10,173
 
 


     GE 2004 ANNUAL REPORT 102

 
Note 27

Operating Segments

REVENUES
 
   
Total revenues
 
Intersegment revenues
 
External revenues
 
(In millions)
   
2004
   
2003
   
2002
   
2004
   
2003
   
2002
   
2004
   
2003
   
2002
 
Advanced Materials
 
$
8,290
 
$
7,078
 
$
6,963
 
$
45
 
$
31
 
$
25
 
$
8,245
 
$
7,047
 
$
6,938
 
Commercial Finance
   
23,489
   
20,813
   
19,592
   
279
   
195
   
128
   
23,210
   
20,618
   
19,464
 
Consumer Finance
   
15,734
   
12,845
   
10,266
   
33
   
23
   
12
   
15,701
   
12,822
   
10,254
 
Consumer & Industrial
   
13,767
   
12,843
   
12,887
   
476
   
290
   
347
   
13,291
   
12,553
   
12,540
 
Energy
   
17,348
   
19,082
   
23,633
   
191
   
213
   
287
   
17,157
   
18,869
   
23,346
 
Equipment & Other Services
   
8,483
   
4,427
   
5,545
   
(354
)
 
(241
)
 
(142
)
 
8,837
   
4,668
   
5,687
 
Healthcare
   
13,456
   
10,198
   
8,955
   
   
2
   
2
   
13,456
   
10,196
   
8,953
 
Infrastructure
   
3,447
   
3,078
   
1,901
   
95
   
85
   
84
   
3,352
   
2,993
   
1,817
 
Insurance
   
23,070
   
26,194
   
23,296
   
42
   
23
   
2
   
23,028
   
26,171
   
23,294
 
NBC Universal
   
12,886
   
6,871
   
7,149
   
   
   
   
12,886
   
6,871
   
7,149
 
Transportation
   
15,562
   
13,515
   
13,685
   
692
   
772
   
1,044
   
14,870
   
12,743
   
12,641
 
Corporate items and eliminations
   
(3,169
)
 
(2,757
)
 
(1,662
)
 
(1,499
)
 
(1,393
)
 
(1,789
)
 
(1,670
)
 
(1,364
)
 
127
 
Total
 
$
152,363
 
$
134,187
 
$
132,210
 
$
 
$
 
$
 
$
152,363
 
$
134,187
 
$
132,210
 
 
                   
Revenues of GE businesses include income from sales of goods and services to customers and other income.
 
Sales from one component to another generally are priced at equivalent commercial selling prices.
 
Revenues originating from operations based in the United States were $95,467 million, $84,795 million and $90,954 million in 2004, 2003 and 2002, respectively. Revenues originating from operations based outside the United States were $56,896 million, $49,392 million and $41,256 million in 2004, 2003 and 2002, respectively.
 
   
Assets
 
Property, plant and equipment additions (a)
 
Depreciation and amortization
 
   
At December 31
 
For the years ended December 31
 
For the years ended December 31
 
(In millions)
 
2004
 
2003
 
2002
 
2004
 
2003
 
2002
 
2004
 
2003
 
2002
 
Advanced Materials
 
$
12,318
 
$
12,359
 
$
11,372
 
$
638
 
$
797
 
$
703
 
$
774
 
$
655
 
$
632
 
Commercial Finance
   
232,123
   
214,125
   
202,571
   
7,582
   
7,405
   
8,999
   
3,827
   
3,466
   
3,133
 
Consumer Finance
   
151,255
   
106,530
   
76,965
   
217
   
191
   
221
   
334
   
276
   
232
 
Consumer & Industrial
   
6,945
   
7,526
   
8,387
   
267
   
318
   
449
   
512
   
560
   
516
 
Energy
   
18,264
   
17,121
   
16,372
   
402
   
514
   
734
   
573
   
555
   
517
 
Equipment & Other Services
   
55,744
   
63,989
   
27,995
   
3,215
   
1,148
   
2,417
   
1,995
   
1,126
   
1,034
 
Healthcare
   
24,871
   
10,816
   
7,573
   
1,590
   
289
   
170
   
565
   
278
   
247
 
Infrastructure
   
7,155
   
5,977
   
4,998
   
127
   
177
   
388
   
168
   
120
   
113
 
Insurance
   
179,205
   
170,044
   
182,297
   
23
   
35
   
71
   
411
   
583
   
469
 
NBC Universal
   
34,206
   
11,619
   
10,401
   
1,189
   
121
   
252
   
273
   
117
   
109
 
Transportation
   
13,676
   
13,285
   
12,599
   
436
   
595
   
348
   
435
   
412
   
377
 
Corporate items and eliminations
   
14,568
   
14,254
   
13,714
   
152
   
179
   
121
   
93
   
126
   
165
 
Total
 
$
750,330
 
$
647,645
 
$
575,244
 
$
15,838
 
$
11,769
 
$
14,873
 
$
9,960
 
$
8,274
 
$
7,544
 
 
                   
(a)
Additions to property, plant and equipment include amounts relating to principal businesses purchased.


Property, plant and equipment associated with operations based in the United States were $25,452 million, $20,828 million and $19,808 million at year-end 2004, 2003 and 2002, respectively. Property, plant and equipment associated with operations based outside the United States were $37,882 million, $32,560 million and $29,265 million at year-end 2004, 2003 and 2002, respectively.

Basis for presentation

Our operating businesses are organized based on the nature of products and services provided. Segment accounting policies are the same as described in note 1.

A description of our operating segments can be found on pages 110-111 and details of segment profit by operating segment can be found on page 53 of this report.


     GE 2004 ANNUAL REPORT 103

 
Note 28

Derivatives and Other Financial Instruments

Derivatives and hedging

Exchange rate and interest rate risks are managed with a variety of straightforward techniques, including match funding and selective use of derivatives. We use derivatives to mitigate or eliminate certain financial and market risks because we conduct business in diverse markets around the world and local funding is not always efficient. In addition, we use derivatives to adjust the debt we are issuing to match the fixed or floating nature of the assets we are acquiring. We apply strict policies to manage each of these risks, including prohibitions on derivatives trading, derivatives market-making or other speculative activities.

To qualify for hedge accounting, the details of the hedging relationship must be formally documented at inception of the arrangement, including the risk management objective, hedging strategy, hedged item, specific risks that are being hedged, the derivative instrument and how effectiveness is being assessed. The derivative must be highly effective in offsetting either changes in fair value or cash flows, as appropriate, for the risk being hedged. Effectiveness is evaluated on a retrospective and prospective basis. If a hedge relationship becomes ineffective, it no longer qualifies as a hedge. Any excess gains or losses attributable to such ineffectiveness, as well as subsequent changes in the fair value of the derivative, are recognized in earnings.

Cash flow hedges

Cash flow hedges are hedges that use simple derivatives to offset the variability of expected future cash flows. Variability can appear in floating rate assets, floating rate liabilities or from certain types of forecasted transactions, and can arise from changes in interest rates or currency exchange rates. For example, GECS often borrows at a variable rate of interest to fund our financial services businesses. If Commercial Finance needs the funds to make a floating rate loan, there is no exposure to interest rate changes, and no hedge is necessary. However, upon making a fixed rate loan, we will contractually commit to pay a fixed rate of interest to a counterparty who will pay us a variable rate of interest (an “interest rate swap”). We then designate this swap as a cash flow hedge of the associated variable-rate borrowing. If, as expected, the derivative is perfectly effective in offsetting variable interest in the borrowing, we record changes in its fair value in a separate component in equity, then release those changes to earnings contemporaneously with the earnings effects of the hedged item. Further information about hedge effectiveness is provided on page 105.

We use currency forwards and options to manage exposures to changes in currency exchange rates associated with commercial purchase and sale transactions. These instruments permit us to eliminate the cash flow variability, in local currency, of costs or selling prices denominated in currencies other than the functional currency. In addition, we use these instruments, along with interest rate and currency swaps, to convert borrowings into the currency of the local market in which we do business.

At December 31, 2004, amounts related to derivatives qualifying as cash flow hedges amounted to a reduction of equity of $1,223 million, of which we expect to transfer $453 million to earnings in 2005 along with the earnings effects of the related forecasted transactions. At December 31, 2004, the amount of unrecognized losses related to cash flow hedges of short-term borrowings was $1,823 million. In 2004, there were no forecasted transactions that failed to occur. At December 31, 2004, the maximum term of derivative instruments that hedge forecasted transactions was 23 years and related to hedges of anticipated bond purchases in the Insurance business.

Fair value hedges

Fair value hedges are hedges that eliminate the risk of changes in the fair values of assets, liabilities and certain types of firm commitments. For example, we will use an interest rate swap in which we receive a fixed rate of interest and pay a variable rate of interest to change the cash flow profile of a fixed-rate borrowing to match the variable rate financial asset that it is funding. We record changes in fair value of derivatives designated and effective as fair value hedges in earnings, offset by corresponding changes in the fair value of the hedged item.

We use interest rate swaps, currency swaps and interest rate and currency forwards to hedge the effects of interest rate and currency exchange rate changes on local and nonfunctional currency denominated fixed-rate borrowings and certain types of fixed rate assets. Fair value adjustments increased the carrying amount of debt outstanding at December 31, 2004, by $2,282 million. We use equity options to hedge price changes in invest-ment securities.

Net investment hedges

Net investment hedges are hedges that use derivative contracts or cash instruments to hedge the foreign currency exposure of a net investment in a foreign operation. We manage currency exposures that result from net investments in affiliates principally by funding assets denominated in local currency with debt denominated in that same currency. In certain circumstances, we manage such exposures with currency forwards and currency swaps.


     GE 2004 ANNUAL REPORT 104

Derivatives not designated as hedges

We must meet specific criteria in order to apply any of the three forms of hedge accounting. For example, hedge accounting is not permitted for hedged items that are marked to market through earnings. We use derivatives to hedge exposures when it makes economic sense to do so, including circumstances in which the hedging relationship does not qualify for hedge accounting as described in the following paragraph. We also will occasionally receive derivatives, such as equity warrants, in the ordinary course of business. Derivatives that do not qualify for hedge accounting are marked to market through earnings.

We use swaps and option contracts, including caps, floors and collars, as an economic hedge of changes in interest rates, currency exchange rates and equity prices on certain types of assets and liabilities. We occasionally obtain equity warrants as part of sourcing or financing transactions. Although these instruments are considered to be derivatives, their economic risk is similar to, and managed on the same basis as, other equity instruments we hold.

Earnings effects of derivatives

The table that follows provides additional information about the earnings effects of derivatives. In the context of hedging relationships, “effectiveness” refers to the degree to which fair value changes in the hedging instrument offset the corresponding expected earnings effects of the hedged item. Certain elements of hedge positions cannot qualify for hedge accounting under SFAS 133 whether effective or not, and must therefore be marked to market through earnings. Time value of purchased options is the most common example of such elements in instruments we use. Pre-tax earnings effects of such items are shown in the following table as “Amounts excluded from the measure of effectiveness.”
 
December 31 (In millions)
 
2004
 
2003
 
CASH FLOW HEDGES
             
Ineffectiveness
 
$
2
 
$
(19
)
Amounts excluded from the measure of effectiveness
   
25
   
 
FAIR VALUE HEDGES
             
Ineffectiveness
   
11
   
 
Amounts excluded from the measure of effectiveness
   
3
   
 
 
In 2004, Energy recognized a loss of $30 million, after tax and before cancelation penalties, for terminating a forward euro contract when our customer canceled its hedged, firm order for equipment and services.

Counterparty credit risk

The risk that counterparties to derivative contracts will default and not make payments to us according to the terms of the agreements is counterparty credit risk. We manage counterparty credit risk on an individual counterparty basis, which means that we net exposures on transactions by counterparty where legal right of offset exists to determine the amount of exposure to each counterparty. When a counterparty exceeds credit exposure limits (see table below), as measured by current market value of the derivative contract, no additional transactions are permitted to be executed until the exposure with that counterparty is reduced to an amount that is within the established limits. Swaps are required to be executed under master agreements containing mutual credit downgrade provisions that provide the ability to require assignment or termination in the event either party is downgraded below A3 or A-.

To further mitigate credit risk, in certain cases we have entered into collateral arrangements that provide us with the right to hold collateral when the current market value of derivative contracts exceeds an exposure threshold. Under these arrangements, we may receive U.S. Treasury and other highly-rated securities or cash to secure our exposure to counterparties; such collateral is available to us in the event that a counterparty defaults. From an economic standpoint, we evaluate credit risk exposures and compliance with credit exposure limits net of such collateral. If the downgrade provisions had been triggered at December 31, 2004, we could have been required to disburse up to $5.4 billion and could have claimed $4.7 billion from counterparties, including $3.0 billion of collateral that has been pledged to us.

Fair values of our derivative assets and liabilities represent the replacement value of existing derivatives at market prices and can change significantly from period to period based on, among other factors, market movements and changes in our positions. At December 31, 2004 and 2003, gross fair value gains amounted to $6.5 billion and $5.5 billion, respectively. At December 31, 2004 and 2003, gross fair value losses amounted to $7.2 billion and $6.9 billion, respectively.

The following tables illustrate our policy relating to exposure limits to counterparties.

COUNTERPARTY CREDIT CRITERIA
 
   
Credit rating
 
         
 
Moody’s
 
S&P
 
Foreign exchange forwards and other
             
   derivatives less than one year
   
P-1
   
A-1
 
All derivatives between one and five years
   
Aa3
(a)
 
AA-
(a)
All derivatives greater than five years
   
Aaa
(a)
 
AAA
(a)
 
     
(a)
Counterparties that have an obligation to provide collateral to cover credit exposure in accordance with a credit support agreement must have a minimum A3/A- rating.


EXPOSURE LIMITS
 
 
 
Exposure
 
         
     
Greater than one year
 
(In millions)
   
Less than one year
   
With collateral
   
Without collateral
 
Minimum rating
                   
   Aaa/AAA
 
$
150
 
$
100
 
$
75
 
    Aa3/AA-
   
150
   
50
   
50
 
    A3/A-
   
150
   
5
   
Not allowed
 
 


     GE 2004 ANNUAL REPORT 105

 
FINANCIAL INSTRUMENTS

 
   
2004
 
2003
 
       
Assets (liabilities)  
     
Assets (liabilities)
 
  December 31 (In millions)   Notional
amount 
  Carrying
amount
(net) 
  Estimated
fair
value
  Notional
amount 
  Carrying
amount
(net) 
  Estimated
fair
value
 
 
GE
                                     
Assets
                                     
   Investments and notes receivable
 
$
(a
)
$
3,465
 
$
3,545
 
$
(a
)
$
645
 
$
645
 
Liabilities
                                     
   Borrowings (b) (c)
   
(a
)
 
(11,034
)
 
(11,144
)
 
(a
)
 
(10,943
)
 
(10,991
)
   Other financial instruments
   
(a
)
 
(758
)
 
(855
)
 
(a
)
 
   
 
GECS
                                     
Assets
                                     
   Time sales and loans
   
(a
)
 
215,803
   
216,923
   
(a
)
 
183,416
   
182,961
 
   Other commercial and residential mortgages
   
(a
)
 
11,213
   
11,402
   
(a
)
 
8,759
   
9,085
 
   Other financial instruments
   
(a
)
 
3,206
   
3,420
   
(a
)
 
2,701
   
2,701
 
Liabilities
                                     
   Borrowings (b) (c)
   
(a
)
 
(361,342
)
 
(370,641
)
 
(a
)
 
(320,318
)
 
(331,381
)
   Investment contract benefits
   
(a
)
 
(35,312
)
 
(35,337
)
 
(a
)
 
(34,224
)
 
(34,035
)
   Insurance—financial guarantees and credit life (d)
   
223,299
   
(3,582
)
 
(3,582
)
 
171,338
   
(3,935
)
 
(3,935
)
Other firm commitments
                                     
   Ordinary course of business lending commitments
                                     
      Fixed rate
   
2,503
   
   
   
2,158
   
   
 
      Variable rate
   
8,156
   
   
   
8,923
   
   
 
   Unused revolving credit lines (e)
                                     
      Commercial
                                     
         Fixed rate
   
1,210
   
   
   
896
   
   
 
         Variable rate
   
21,411
   
   
   
15,953
   
   
 
      Consumer—principally credit cards
                                     
         Fixed rate
   
141,965
   
   
   
107,892
   
   
 
         Variable rate
   
200,219
   
   
   
131,106
   
   
 
 
(a)
These financial instruments do not have notional amounts.
(b)
Included effects of interest rate swaps and cross currency swaps.
(c)
See note 18.
(d)
See note 19.
(e)
Excluded inventory financing arrangements, which may be withdrawn at our option, of $8.9 billion and $4.2 billion as of December 31, 2004 and 2003, respectively.


Assets and liabilities that are reflected in the accompanying financial statements at fair value are not included in the above disclosures; such items include cash and equivalents, investment securities, separate accounts and derivative financial instruments. Other assets and liabilities—those not carried at fair value—are discussed below. Apart from certain of our borrowings and certain marketable securities, few of the instruments discussed below are actively traded and their fair values must often be determined using models. Although we have made every effort to represent accurate estimated fair values in this section, there is no assurance that such estimates could actually have been realized at December 31, 2004 or 2003.

A description of how we estimate fair values follows.

Time sales and loans

Based on quoted market prices, recent transactions and/or discounted future cash flows, using rates at which similar loans would have been made to similar borrowers.

Borrowings

Based on discounted future cash flows using current market rates which are comparable to market quotes.

Investment contract benefits

Based on expected future cash flows, discounted at currently offered discount rates for immediate annuity contracts or cash surrender values for single premium deferred annuities.

All other instruments

Based on comparable market transactions, discounted future cash flows, quoted market prices, and/or estimates of the cost to terminate or otherwise settle obligations.

Note 29

Securitization Entities

We securitize financial assets in the ordinary course of business to improve shareowner returns. The securitization transactions we engage in are similar to those used by many financial institutions. Beyond improving returns, these securitization transactions serve as funding sources for a variety of diversified lending and securities transactions. Historically, we have used both GE-supported and third-party entities to execute securitization transactions funded in the commercial paper and term bond markets.


     GE 2004 ANNUAL REPORT 106


Securitized assets that are on-balance sheet include assets consolidated on July 1, 2003, upon adoption of FIN 46. Although we do not control these entities, consolidation was required because we provided a majority of the credit and liquidity support for their activities. A majority of these entities were established to issue asset-backed securities, using assets that were sold by us and by third parties. These entities differ from others 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. Securitization entities used by AFIG before our acquisition to transfer its assets, residential real estate mortgages, are required by U.S. accounting standards to be consolidated. These entities have characteristics similar to those we consolidated when we adopted FIN 46, and we intend to run off their assets. Therefore, we refer to them as consolidated, liquidating securitization entities.
 
The following table represents assets in securitization entities, both consolidated and off-balance sheet.
 
December 31 (In millions)
 
2004
 
2003
 
Receivables secured by:
             
   Equipment
 
$
13,918
 
$
15,616
 
    Commercial real estate
   
15,538
   
16,713
 
    Residential real estate—AFIG
   
9,094
   
 
   Other assets
   
11,723
   
9,114
 
Credit card receivables
   
7,075
   
8,581
 
GE trade receivables
   
3,582
   
3,249
 
Total securitized assets
 
$
60,930
 
$
53,273
 
 
December 31 (In millions)
   
2004
   
2003
 
Off-balance sheet (a)(b)
 
$
34,417
 
$
26,810
 
On-balance sheet—AFIG
   
9,094
   
 
On-balance sheet—other (c)
   
17,419
   
26,463
 
Total securitized assets
 
$
60,930
 
$
53,273
 
 
     
(a)
At December 31, 2004 and 2003, liquidity support amounted to $2,300 million and $3,100 million, respectively. These amounts are net of $4,300 million and $2,400 million, respectively, participated or deferred beyond one year. Credit support amounted to $6,600 million and $5,500 million at December 31, 2004 and 2003, respectively.
(b)
Liabilities for recourse obligations related to off-balance sheet assets were $0.1 billion at both December 31, 2004 and 2003.
(c)
At December 31, 2004 and 2003, liquidity support amounted to $14,400 million and $18,400 million, respectively. These amounts are net of $1,200 million and $5,300 million, respectively, participated or deferred beyond one year. Credit support amounted to $6,900 million and $8,600 million at December 31, 2004 and 2003, respectively.


The portfolio of financing receivables consisted of loans and financing lease receivables secured by equipment, commercial and residential real estate and other assets; credit card receivables; and trade 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.

Assets in consolidated, liquidating securitization entities are shown in the following captions in the Statement of Financial Position.
 
December 31 (In millions)
 
2004
 
2003
 
Investment securities
 
$
1,147
 
$
1,566
 
Financing receivables—net (note 12) (a)
   
22,616
   
21,877
 
Other assets
   
2,408
   
2,352
 
Other, principally insurance receivables
   
342
   
668
 
Total
 
$
26,513
 
$
26,463
 
 
(a)
Included $9,094 million related to AFIG.


Off-balance sheet arrangements

We continue to engage in off-balance sheet securitization transactions with third-party entities and to use public market term securitizations. As discussed above, assets in off-balance sheet securitization entities amounted to $34.4 billion and $26.8 billion at December 31, 2004 and 2003, respectively. Gross securi-tization gains amounted to $1,195 million in 2004 compared with $1,394 million in 2003 and $1,796 million in 2002.

Amounts recognized in our financial statements related to sales to off-balance sheet securitization entities are as follows:
 
December 31 (In millions)
 
2004
 
2003
 
Retained interests
 
$
3,637
 
$
2,663
 
Servicing assets (a)
   
33
   
150
 
Recourse liability
   
(64
)
 
(75
)
Total
 
$
3,606
 
$
2,738
 
 
(a)
2003 included $115 million of mortgage servicing rights sold in 2004.


RETAINED INTERESTS. When we securitize receivables, we determine fair value based on discounted cash flow models that incorporate, among other things, assumptions including loan pool credit losses, prepayment speeds and discount rates. These assumptions are based on our experience, market trends and anticipated performance related to the particular assets securitized. Subsequent to recording retained interests, we review recorded values quarterly in the same manner and using current assumptions. We recognize impairments when carrying amounts exceed current fair values.

SERVICING ASSETS. Following a securitization transaction, we retain responsibility for servicing the receivables, and are therefore entitled to an ongoing fee based on the outstanding principal balances of the receivables. Servicing assets are primarily associated with residential mortgage loans. Their value is subject to credit, prepayment and interest rate risk.

RECOURSE LIABILITY. Certain transactions require credit support agreements. As a result, we provide for expected credit losses under these agreements and such amounts approximate fair value.


     GE 2004 ANNUAL REPORT 107

 
The following table summarizes data related to securitization sales that we completed during 2004 and 2003.
 
(Dollars in millions)  
Equipment
 
Commercial real estate
 
Other assets
 
Credit card receivables
 
2004
                         
Cash proceeds from
                         
   securitization
 
$
5,367
 
$
4,578
 
$
 
$
8,121
 
Proceeds from collections reinvested in new receivables
   
   
   
21,389
   
5,208
 
Cash received on retained interest
   
107
   
70
   
128
   
1,788
 
Weighted average lives (in months)
   
37
   
68
   
   
7
 
ASSUMPTIONS AS OF SALE DATE (a)
                         
   Discount rate
   
8.2
%
 
13.0
%
 
   
12.2
%
   Prepayment rate
   
9.1
%
 
11.2
%
 
   
14.9
%
   Estimate of credit losses
   
1.9
%
 
1.1
%
 
   
8.9
%
2003
                         
Cash proceeds from securitization
 
$
5,416
 
$
3,082
 
$
2,009
 
$
 
Proceeds from collections reinvested in new receivables
   
   
   
14,047
   
11,453
 
Weighted average lives (in months)
   
29
   
72
   
106
   
7
 
ASSUMPTIONS AS OF SALE DATE (a)
                         
   Discount rate
   
6.6
%
 
11.5
%
 
6.4
%
 
11.2
%
   Prepayment rate
   
10.1
%
 
10.8
%
 
4.6
%
 
15.0
%
   Estimate of credit losses
   
1.6
%
 
1.6
%
 
0.2
%
 
10.8
%
 
         
Cash receipts related to servicing and other sources were less than $300 million in 2004.
(a)
Based on weighted averages.

Key assumptions used in measuring the fair value of retained interests in securitizations and the sensitivity of the current fair value of residual cash flows to changes in those assumptions are noted in the following table. These assumptions may differ from those in the previous table as these related to all outstanding retained interests as of December 31, 2004.
 
(Dollars in millions)
 
Equipment
 
Commercial real estate
 
Other assets
 
Credit card receivables
 
DISCOUNT RATE (a)
   
7.3
%
 
8.6
%
 
6.7
%
 
11.3
%
Effect of:
                         
   10% Adverse change
 
$
(10
)
$
(13
)
$
(19
)
$
(9
)
    20% Adverse change
   
(20
)
 
(26)
)
 
(37
)
 
(17
)
PREPAYMENT RATE (a)
   
9.4
%
 
3.2
%
 
1.1
%
 
12.2
%
Effect of:
                         
   10% Adverse change
 
$
(6
)
$
(4
)
$
(9
)
$
(35
)
    20% Adverse change
   
(12
)
 
(9
)
 
(19
)
 
(65
)
ESTIMATE OF CREDIT LOSSES (a)
   
1.8
%
 
0.4
%
 
0.5
%
 
8.0
%
Effect of:
                         
   10% Adverse change
 
$
(11
)
$
(8
)
$
 
$
(34
)
    20% Adverse change
   
(23
)
 
(17
)
 
(2
)
 
(67
)
Remaining weighted
                         
   average lives (in months)
   
35
   
101
   
62
   
8
 
Net credit losses
 
$
54
 
$
7
 
$
25
 
$
465
 
Delinquencies
   
78
   
38
   
10
   
256
 
 
(a)
Based on weighted averages.


GUARANTEE AND REIMBURSEMENT CONTRACTS. We provide protection to certain counterparties of interest rate swaps entered into by securitization-related entities related to changes in the relationship between commercial paper interest rates and the timing and amount of the payment streams. These arrangements provide protection for the life of the assets held by the SPE but generally amortize in proportion to the decline in underlying asset principal balances. At December 31, 2004, the notional amount of such support was $1.8 billion and related assets and liabilities were insignificant.

Note 30

Commitments and Guarantees

Commitments, including guarantees

In our Transportation business, we have committed to provide financial assistance on future sales of aircraft equipped with our engines, totaling $818 million at December 31, 2004. In addition, our Commercial Finance business had placed multiple-year orders for various Boeing, Airbus and other aircraft with list prices approximating $10.2 billion at December 31, 2004.

At December 31, 2004, we were committed under the following guarantee arrangements beyond those provided on behalf of SPEs. See note 29.

LIQUIDITY SUPPORT. Liquidity support provided to holders of certain variable rate bonds issued by municipalities amounted to $3,612 million at December 31, 2004. If holders elect to sell supported bonds that cannot be remarketed, we are obligated to repurchase them at par. If called upon, our position would be secured by the repurchased bonds. While we hold any such bonds, we would receive interest payments from the municipalities at a rate that is in excess of the stated rate on the bond. To date, we have not been required to perform under such arrangements. In addition, we are currently not providing any new liquidity facilities.

CREDIT SUPPORT. We have provided $6,868 million of credit support on behalf of certain customers or associated companies, predominantly joint ventures and partnerships, using arrangements such as standby letters of credit and performance guarantees. These arrangements enable our customers and associated companies to execute transactions or obtain desired financing arrangements with third parties. Should the customer or associated company fail to perform under the terms of the transaction or financing arrangement, we would be required to perform on their behalf. Under most such arrangements, our guarantee is secured, usually by the asset being purchased or financed but possibly by certain other assets of the customer or associated company. The length of these credit support arrangements parallels the length of the related financing arrangements or transactions. The liability for such credit support was $95 million at December 31, 2004.
 
 


     GE 2004 ANNUAL REPORT 108


INDEMNIFICATION AGREEMENTS. These are agreements that require us to fund up to $837 million under residual value guarantees on a variety of leased equipment and $194 million of other indemnification commitments arising from sales of businesses or assets. Under most of our residual value guarantees, our commitment is secured by the leased asset at termination of the lease. The liability for these indemnification agreements was $85 million at December 31, 2004.

CONTINGENT CONSIDERATION. These are agreements to provide additional consideration in a business combination to the seller if contractually specified conditions related to the acquired entity are achieved. At December 31, 2004, we had recognized liabilities for estimated payments amounting to $56 million of our total exposure of $444 million.

At year-end 2004, NBC Universal had $7,598 million of commitments to acquire film and broadcast material and the rights to broadcast television programs, including U.S. television rights to future Olympic Games, contractual commitments under various creative talent arrangements and commitments under long-term television station affiliation agreements that require payments through 2014.

Our guarantees are provided in the ordinary course of business. We underwrite these guarantees considering economic, liquidity and credit risk of the counterparty. We believe that the likelihood is remote that any such arrangements could have a significant adverse effect on our financial position, results of operations or liquidity. We record liabilities for guarantees at estimated fair value, generally the amount of the premium received, or if we do not receive a premium, the amount based on appraisal, observed market values or discounted cash flows. Any associated recoveries from third parties are recorded as other receivables; not netted against the liabilities.

Product warranties

We provide for estimated product warranty expenses when we sell the related products. Because warranty estimates are forecasts that are based on the best available information—mostly historical claims experience—claims costs may differ from amounts provided. An analysis of changes in the liability for product warranties follows.
 
(In millions)
 
2004
 
2003
 
2002
 
Balance at January 1
 
$
1,437
 
$
1,304
 
$
968
 
Current year provisions
   
720
   
751
   
918
 
Expenditures (a)
   
(838
)
 
(749
)
 
(694
)
Other changes
   
7
   
131
   
112
 
Balance at December 31
 
$
1,326
 
$
1,437
 
$
1,304
 
 
(a)
Primarily related to Energy


Note 31

Quarterly Information (Unaudited)
 
   
First quarter
 
Second quarter
 
Third quarter
 
Fourth quarter
 
(In millions; per-share amounts in dollars)
 
2004
 
2003
 
2004
 
2003
 
2004
 
2003
 
2004
 
2003
 
CONSOLIDATED OPERATIONS
                                                 
Earnings before accounting changes
 
$
3,240
 
$
3,214
 
$
3,924
 
$
3,794
 
$
4,051
 
$
4,021
 
$
5,378
 
$
4,560
 
Cumulative effect of accounting changes
   
   
(215
)
 
   
   
   
(372
)
 
   
 
Net earnings
 
$
3,240
 
$
2,999
 
$
3,924
 
$
3,794
 
$
4,051
 
$
3,649
 
$
5,378
 
$
4,560
 
Per-share amounts before accounting changes
                                                 
      Diluted earnings per share
 
$
0.32
 
$
0.32
 
$
0.38
 
$
0.38
 
$
0.38
 
$
0.40
 
$
0.51
 
$
0.45
 
       Basic earnings per share
   
0.32
   
0.32
   
0.38
   
0.38
   
0.38
   
0.40
   
0.51
   
0.45
 
Per-share amounts after accounting changes
                                                 
      Diluted earnings per share
   
0.32
   
0.30
   
0.38
   
0.38
   
0.38
   
0.36
   
0.51
   
0.45
 
       Basic earnings per share
   
0.32
   
0.30
   
0.38
   
0.38
   
0.38
   
0.36
   
0.51
   
0.45
 
SELECTED DATA
                                                 
GE
                                                 
   Sales of goods and services
 
$
16,680
 
$
15,758
 
$
19,995
 
$
17,640
 
$
20,967
 
$
16,463
 
$
24,572
 
$
20,581
 
    Gross profit from sales
   
4,467
   
4,836
   
5,503
   
5,590
   
5,648
   
4,568
   
7,229
   
6,045
 
GECS
                                                 
   Total revenues
   
16,943
   
14,867
   
17,133
   
15,887
   
17,549
   
17,007
   
19,151
   
16,518
 
    Earnings before accounting changes
   
1,845
   
1,670
   
1,696
   
1,602
   
2,233
   
2,207
   
2,387
   
2,275
 
 

For GE, gross profit from sales is sales of goods and services less costs of goods and services sold.
Earnings-per-share amounts for each quarter are required to be computed independently. As a result, their sum does not equal the total year basic earnings per share after accounting changes in 2004 and 2003.

 


     GE 2004 ANNUAL REPORT 109

 
Our Businesses

A description of operating segments for General Electric Company and consolidated affiliates as of December 31, 2004, and the basis for presentation in this report, follows.

Advanced Materials

High-performance engineered plastics used in a variety of applications such as automotive parts, computer enclosures, telecommunications equipment and construction materials. Products also include structured products, silicones and high-purity quartzware. Products and services are sold worldwide to a diverse customer base consisting mainly of manufacturers.

Commercial Finance

Loans, leases and other financial services to customers, including manufacturers, distributors and end-users for a variety of equipment and major capital assets. These assets include industrial and energy- related facilities and equipment; commercial and residential real estate; vehicles; aircraft; and equipment used in many industries, including the construction, manufacturing, telecommunications and healthcare industries.

Consumer Finance

Private-label credit cards; personal loans; bank cards; auto loans; leases and inventory financing; residential mortgages; corporate travel and purchasing cards; debt consolidation loans; home equity loans; and credit and other insurance products for customers on a global basis.

Consumer & Industrial

Major appliances and related services for products such as refrigerators, freezers, electric and gas ranges, cooktops, dish-washers, clothes washers and dryers, microwave ovens, room air conditioners and residential water system products. Distributed to both retail outlets and direct to consumers, mainly for the replacement market, and to building contractors and distributors for new installations. Lighting products include a wide variety of lamps and lighting fixtures. Electrical distribution and control equipment includes power delivery and control products such as transformers, meters and relays. Also includes GE Supply, a network of electrical supply houses. Products and services are sold in North America and in global markets under various GE and private-label brands.

Energy

Power plant products and services, including design, installation, operation and maintenance services sold into global markets. Gas, steam and aeroderivative turbines, generators, combined cycle systems, controls and related services, including total asset optimization solutions, equipment upgrades and contractual services, are sold to power generation and other industrial customers. Renewable energy solutions including wind turbines and hydro turbines and generators. Advanced turbomachinery products and related services for the oil and gas market, including total pipeline integrity solutions. Substation automation, network solutions and power equipment sold to power transmission and distribution customers. Also includes portable and rental power plants, nuclear reactors, fuel and nuclear support services.

Equipment & Other Services

Rentals, leases, sales, asset management services and loans for portfolios of commercial and transportation equipment, including tractors, trailers, railroad rolling stock, modular space units, intermodal shipping containers and marine containers. Also included in the segment are activities and businesses that are not measured within one of the other financial services segments—for example, corporate financial services expenses, liquidating businesses and other non-segment aligned operations.

Healthcare

Medical imaging systems such as magnetic resonance (MR) and computed tomography (CT) scanners, x-ray, nuclear imaging and ultrasound, as well as diagnostic cardiology and patient monitoring devices; related services, including equipment monitoring and repair, computerized data management and customer productivity services. Diagnostic imaging agents used in medical scanning procedures, protein separations products including chromotography purification systems used in the manufacture of biopharmaceuticals, and high-throughput systems for applications in genomics, proteomics and bioassays. Products and services are sold worldwide to hospitals, medical facilities, pharmaceutical and biotechnology companies and to the life science research market.

Infrastructure

Chemical water treatment program services and equipment; measurement and sensing equipment (products and subsystems for sensing temperature flow rates, humidity and pressure); security equipment and systems (including card access systems, video and sensor monitoring equipment, integrated facility monitoring systems and explosive detection systems); a broad range of automation hardware and software. Markets are extremely diverse. Products and services are sold to commercial and industrial end-users, including utilities; original equipment manufacturers; electrical distributors; retail outlets; airports; railways; and transit authorities. Increasingly, products and services are developed for and sold in global markets.

Insurance

U.S. and international multiple-line property and casualty reinsurance, certain directly written specialty insurance and life reinsurance, consumer investment, insurance and retirement services, and private mortgage insurance.

 


     GE 2004 ANNUAL REPORT 110

 
NBC Universal

Principal businesses are the furnishing of U.S. network television services to more than 230 affiliated stations, production of television programs, the production and distribution of motion pictures, operation of 29 VHF and UHF television broadcasting stations, operation of cable/satellite networks around the world, operation of theme parks, and investment and programming activities in multimedia and the Internet.

Transportation

Jet engines and replacement parts and repair and maintenance services for all categories of commercial aircraft (short/medium, intermediate and long-range); for a wide variety of military aircraft, including fighters, bombers, tankers and helicopters; and for executive and regional aircraft. Products and services are sold worldwide to airframe manufacturers, airlines and government agencies. Also includes aircraft engine derivatives used as marine propulsion and industrial power sources; the latter is also reported in Energy. Rail systems products and maintenance services including diesel electric locomotives, transit propulsion equipment, motorized wheels for off-highway vehicles, and railway signaling communications systems.

 


     GE 2004 ANNUAL REPORT 111



Glossary

ADVERSE OR FAVORABLE DEVELOPMENT An adjustment to increase (adverse development) or reduce (favorable development) the provision for estimated ultimate insurance losses in a year following the year in which the loss event occurred.

BACKLOG Unfilled customer orders for products and product services (12 months for product services).

BORROWING Financial liability (short or long-term) that obliges us to repay cash or another financial asset to another entity.

BORROWINGS AS A PERCENTAGE OF TOTAL CAPITAL INVESTED For GE, the sum of borrowings and mandatorily redeemable preferred stock, divided by the sum of borrowings, mandatorily redeemable preferred stock, minority interest and total shareowners’ equity.

CASH EQUIVALENTS Highly liquid debt instruments with original maturities of less than three months, such as commercial paper. Typically included with cash for reporting purposes, unless designated as available-for-sale and included with investment securities.

CASH FLOW HEDGES Qualifying derivative instruments that we use to protect ourselves against exposure to volatility in future cash flows. The exposure may be associated with an existing asset or liability, or with a forecasted transaction. See “Hedge.”

CASH GENERATORS Our Advanced Materials, Consumer & Industrial, Insurance and Equipment & Other Services segments, businesses that provide consistently strong cash flow and grow earnings in an expanding economy.

COMMERCIAL PAPER Unsecured, unregistered promise to repay borrowed funds in a specified period ranging from overnight to 270 days.

CUSTOMER SERVICE AGREEMENTS (also referred to as “product services agreements”) Contractual commitments, with multiple-year terms, to provide specified services for products in our industrial installed base—for example, monitoring, maintenance, overhaul and spare parts for a gas turbine/generator set installed in a customer’s power plant.

DERIVATIVE INSTRUMENT A financial instrument or contract with another party (counterparty) that is structured to meet any of a variety of financial objectives, including those related to fluctuations in interest rates, currency exchange rates and commodity prices. Options, forwards and swaps are the most common derivative instruments we employ. See “Hedge.”

DIRECT WRITTEN PREMIUMS Amounts charged to insureds in exchange for coverages provided in accordance with the terms of an insurance/reinsurance contract.

EARNED PREMIUMS Portion of the premium, net of any amount ceded, pertaining to the segment of the policy period for which insurance coverage has been provided.

EFFECTIVE TAX RATE Provision for income taxes as a percentage of earnings before income taxes and accounting changes. Does not represent cash paid for income taxes in the current accounting period.

EQUIPMENT LEASED TO OTHERS Rental equipment we own that is available to rent and is stated at cost less accumulated depreciation.

FAIR VALUE HEDGE Qualifying derivative instruments that we use to eliminate the risk of changes in the fair value of assets, liabilities or certain types of firm commitments. Changes in the fair values of derivative instruments that are designated and effective as fair value hedges are recorded in earnings, but are offset by corresponding changes in the fair values of the hedged items. See “Hedge.”

FINANCIAL LEVERAGE The relationship of debt to equity. Expressed for financial services businesses as borrowings divided by equity. Expressed for industrial businesses as borrowings divided by total capital.

FINANCING RECEIVABLES Investment in contractual loans and leases due from customers (not investment securities).

FORWARD CONTRACT Fixed price contract for purchase or sale of a specified quantity of a commodity, security, currency or other financial instrument with delivery and settlement at a specified future date. Commonly used as a hedging tool. See “Hedge.”

GOODWILL The premium paid for acquisition of a business. Calculated as the purchase price less the fair value of net assets acquired (net assets are identified tangible and intangible assets, less liabilities assumed).

GROWTH ENGINES Our Commercial Finance, Consumer Finance, Energy, Healthcare, Infrastructure, NBC Universal and Transportation segments, businesses that are market leaders with strengths in technology, cost, services, global distribution and capital efficiency.

GUARANTEED INVESTMENT CONTRACTS (GICS) Deposit-type products that guarantee a minimum rate of return, which may be fixed or floating.

HEDGE A technique designed to eliminate risk. Often refers to the use of derivative financial instruments to offset changes in interest rates, currency exchange rates or commodity prices, although many business positions are “naturally hedged”—for example, funding a U.S. fixed-rate investment with U.S. fixed-rate borrowings is a natural interest rate hedge.

INSURANCE RECEIVABLES Receivables of our insurance businesses associated with (1) reinsurance agreements in which those businesses legally transferred (ceded) insurance losses (and related premiums) to reinsurers and are entitled to recovery of those insurance losses; (2) premiums on insurance and reinsurance contracts; (3) policy loans to policyholders of certain life insurance contracts; and (4) premium funds on deposit with reinsurance customers as collateral for our obligations as a reinsurer.

INTANGIBLE ASSET A non-financial asset lacking physical substance, such as goodwill, patents, trademarks and licenses. Also includes present value of future profits, which are anticipated net discounted cash flows to be realized from certain in-force insurance, annuity and investment contracts at the date we acquire a life insurance business.

INTEREST RATE SWAP Agreement under which two counterparties agree to exchange one type of interest rate cash flow for another. In a typical arrangement, one party periodically will pay a fixed amount of interest, in exchange for which that party will receive variable payments computed using a published index. See “Hedge.”

 


     GE 2004 ANNUAL REPORT 112

 
INVESTMENT SECURITIES Generally, an instrument that provides an ownership position in a corporation (a stock), a creditor relationship with a corporation or governmental body (a bond), or rights to ownership such as those represented by options, subscription rights and subscription warrants.

MANAGED RECEIVABLES Total receivable amounts on which we continue to perform billing and collection activities, including receivables that have been sold with and without credit recourse and are no longer reported on our balance sheet.

MATCH FUNDING A risk control policy that provides funds for a particular financial asset having the same currency, maturity and interest rate characteristics as that asset. Match funding ensures that we maintain initial financing spreads or margins for the life of a financial asset, and is executed directly, by issuing debt, or synthetically, through a combination of debt and derivative financial instruments. For example, when we lend at a fixed interest rate in the U.S., we can borrow those U.S. dollars either at a fixed rate of interest or at a floating rate executed concurrently with a pay-fixed interest rate swap. See “Hedge.”

MONETIZATION Sale of financial assets to a third party for cash. For example, we sell certain loans, credit card receivables and trade receivables to third-party financial buyers, typically providing at least some credit protection and often agreeing to provide collection and processing services for a fee. Monetization normally results in gains on interest-bearing assets and losses on non-interest bearing assets. See “Securitization” and “Variable Interest Entity.”

NET REVENUES For our lending and leasing businesses, revenues from services, less interest and other financial charges.

OPERATING PROFIT Earnings before interest and other financial charges, income taxes and effects of accounting changes.

OPTION The right, not the obligation, to execute a transaction at a designated price, generally involving equity interests, interest rates, currencies or commodities. See “Hedge.”

PREMIUM Rate that is charged under insurance/reinsurance contracts.

PRESENT VALUE OF FUTURE PROFITS See “Intangible Asset.”

PRODUCT SERVICES For purposes of the financial statement display of sales and costs of sales on pages 72 and 73, “goods” is required by U.S. Securities and Exchange Commission regulations to include all sales of tangible products, and “services” must include all other sales, including broadcasting and other services activities. In our Management’s Discussion and Analysis of Operations we refer to sales of both spare parts (goods) and related services as sales of “product services,” which is an important part of our operations.

PRODUCT SERVICES AGREEMENTS See “Customer Service Agreements.”

PRODUCTIVITY The rate of increased output for a given level of input, with both output and input measured in constant currency. A decline in output for a given level of input is “negative” productivity.

PROGRESS COLLECTIONS Payments received from customers as deposits before the associated work is performed or product is delivered.

REINSURANCE A form of insurance that insurance companies buy for their own protection.

RETROCESSION AGREEMENT Contract to acquire third-party insurance protection for reinsurance policies written. Retrocession is a risk mitigation technique.

RETURN ON AVERAGE SHAREOWNERS’ EQUITY Earnings before accounting changes divided by average total equity (on an annual basis, calculated using a five-point average).

RETURN ON AVERAGE TOTAL CAPITAL INVESTED EXCLUDING EFFECT OF ACCOUNTING CHANGES For GE, earnings before accounting changes plus the sum of after-tax interest and other financial charges and minority interest, divided by the sum of total shareowners’ equity, borrowings, mandatorily redeemable preferred stock and minority interest (on an annual basis, calculated using a five-point average).

SECURITIZATION A process whereby loans or other receivables are packaged, underwritten and sold to investors. In a typical transaction, assets are sold to a special purpose entity (SPE), which purchases the assets with cash raised through issuance of beneficial interests (usually debt instruments) to third party investors. Whether or not credit risk associated with the securitized assets is retained by the seller depends on the structure of the securitization. See “Monetization” and “Variable Interest Entity.”

SEPARATE ACCOUNT Investments controlled by policyholders and associated with identical amounts reported as insurance liabilities.

TURNOVER Broadly based on the number of times that working capital is replaced during a year. Accounts receivable turnover is total sales divided by the five-point average balance of customer receivables from sales of goods and services (trade receivables). Inventory turnover is total sales divided by a five-point average balance of inventories. See “Working Capital.”

UNEARNED PREMIUMS Portion of the premium received, net of any amount ceded, that relates to future coverage periods.

UNPAID CLAIMS AND CLAIMS ADJUSTMENT EXPENSES Claims reserves for events that have occurred, including both reported and incurred-but-not-reported (IBNR) reserves, and the expenses of settling such claims.

VARIABLE INTEREST ENTITY Entity defined by Financial Accounting Standards Board Interpretation No. 46 (as amended), and that must be consolidated by its primary beneficiary. A variable interest entity has one or both of the following characteristics: (1) its equity at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support from other parties, or (2) as a group, the equity investors lack one or more of the following characteristics: (a) direct/indirect ability to make decisions, (b) obligation to absorb expected losses, or (c) right to receive expected residual returns.

WORKING CAPITAL Sum of receivables from the sales of goods and services, plus inventories, less trade accounts payables and progress collections.

 


     GE 2004 ANNUAL REPORT 113



Exhibit 21
 

 
SUBSIDIARIES OF REGISTRANT
 
General Electric's principal affiliates as of December 31, 2004, are listed below. All other affiliates, if considered in the aggregate as a single affiliate, would not constitute a significant affiliate.
 
AFFILIATES OF REGISTRANT INCLUDED IN REGISTRANT'S FINANCIAL STATEMENTS
 
 
 

   
Percentage of voting securities directly or indirectly owned by registrant (1)
 
State or Country of incorporation or organization
American Silicones, Inc. 
 
100
 
Indiana
Amersham Biosciences Holding AB
 
100
 
United Kingdom & Northern Ireland; Sweden
Amersham plc
 
100
 
United Kingdom & Northern Ireland; Sweden
Bently Nevada, LLC
 
100
 
Delaware
Cardinal Cogen, Inc. 
 
100
 
Delaware
Caribe GE International of Puerto Rico, Inc. 
 
100
 
Puerto Rico
Datex-Ohmeda, Inc.
 
100
 
Delaware
GE Aviation Service Operation Pte Ltd 
 
100
 
Singapore
GE Caledonian Limited 
 
100
 
United Kingdom & Northern Ireland
GE Canada Company
 
100
 
Canada
GE Drives & Controls, Inc. 
 
100
 
Delaware
GE Druck Holdings Limited 
 
100
 
United Kingdom & Northern Ireland
GE Energy Europe B.V. 
 
100
 
Netherlands
GE Energy Parts, Inc. 
 
100
 
Delaware
GE Energy Products France SNC 
 
100
 
France
GE Energy Services, Inc.
 
100
 
Delaware
GE Engine Services - Dallas, LP
 
100
 
Delaware
GE Engine Services Distribution, LLC 
 
100
 
Delaware
GE Engine Services UNC Holding I, Inc. 
 
100
 
Delaware
GE Engine Services, Inc. 
 
100
 
Delaware
GE Fanuc Automation Corporation 
 
50
 
Delaware
GE Gas Turbines (Greenville) L.L.C.
 
100
 
Delaware
GE Healthcare Finland Oy 
 
100
 
Finland
GE Hungary Co. Ltd.
 
100
 
Hungary
GE Infrastructure, Inc. 
 
100
 
Delaware
GE Keppel Energy Services Pte. Ltd.
 
50
 
Singapore

Page 1 of 3



   
Percentage of voting securities directly or indirectly owned by registrant (1)
 
State or Country of incorporation or organization
GE Lighting/Plastics Austria GmbH & Co KG 
 
100
 
Austria
GE Medical Systems Global Technology Company, LLC 
 
100
 
Delaware
GE Medical Systems Information Technologies, Inc. 
 
100
 
Wisconsin
GE Medical Systems, Inc. 
 
100
 
Delaware
GE Medical Systems, LLC 
 
100
 
Delaware
GE Medical Systems, Ultrasound & Primary Care Diagnostics LLC 
 
100
 
Delaware
GE Military Systems 
 
100
 
Delaware
GE Noryl, LLC 
 
100
 
New York
GE Osmonics, Inc. 
 
100
 
Minnesota
GE Pacific Pte Ltd
 
100
 
Singapore
GE Packaged Power, L.P.
 
100
 
Delaware
GE Petrochemicals, Inc.
 
100
 
Delaware
GE Plastics Espana ScpA 
 
100
 
Spain & Canary Islands, Baleric Island
GE Plastics Finishing, Inc. 
 
100
 
Delaware
GE Plastics Mt. Vernon, Inc. 
 
100
 
Delaware
GE Polymerland, Inc.
 
100
 
Delaware
GE Quartz, Inc.
 
100
 
Delaware
GE Security, Inc. 
 
100
 
Delaware
GE Toshiba Silicones Co., Limited 
 
51
 
Japan, Ryukyu Islands
GE Transportation Parts, LLC 
 
100
 
Delaware
GE Transportation Systems Global Signaling, LLC 
 
100
 
Delaware
GE Wind Energy, LLC 
 
100
 
Delaware
GE Yokogawa Medical Systems Ltd. 
 
100
 
Japan, Ryukyu Islands
GEA Products LP 
 
100
 
Delaware
GEAE Technology, Inc. 
 
100
 
Delaware
General Electric (Bermuda) Ltd. 
 
100
 
Bermuda
General Electric CGR Europe SARL 
 
100
 
France
General Electric International (Benelux) BV 
 
100
 
Netherlands
General Electric International, Inc.
 
100
 
Delaware
General Electric Plastics BV 
 
100
 
Netherlands
General Electric Plastics Italia SRL 
 
100
 
Italy
Granite Services, Inc.
 
100
 
Delaware
MRA Systems International, Inc. 
 
100
 
Delaware
NBC Universal, Inc. 
 
80
 
Delaware
Nuclear Fuel Holding Co., Inc.
 
100
 
Delaware
Nuovo Pignone Holding, S.p.A. 
 
98
 
Italy
OEC Medical Systems, Inc. 
 
100
 
Delaware
PII Limited
 
100
 
United Kingdom & Northern Ireland

Page 2 of 3



   
Percentage of voting securities directly or indirectly owned by registrant (1)
 
State or Country of incorporation or organization
Reuter-Stokes, Inc.
 
100
 
Delaware
Viceroy, Inc.
 
100
 
Delaware
         
General Electric Capital Services, Inc.
 
100
 
Delaware
General Electric Capital Corporation
 
100
 
Delaware
GE Insurance Solutions Corporation
 
100
 
Missouri
 
(1) With respect to certain companies, shares in names of nominees and qualifying shares in names of directors are included in above percentages.


Page 3 of 3





Exhibit (23)
Consent of Independent Registered Public Accounting Firm


The Board of Directors
General Electric Company:
 
We consent to the incorporation by reference in the registration statements on Form S-3 (Registration Nos. 33-50639, 33-39596, 33-39596-01, 33-29024, 333-59671, 333-120155, 333-72566, 333-104526, and 333-110771), on Form S-4 (Registration No. 333-107556), and on Form S-8 (Registration Nos. 333-01953, 333-42695, 333-74415, 333-83164, 333-98877, 333-94101, 333-65781, 333-88233, 333-117855, 333-99671 and 333-102111) of General Electric Company of our report dated February 11, 2005, with respect to the statement of financial position of General Electric Company and consolidated affiliates as of December 31, 2004 and 2003, and the related statements of earnings, changes in shareowners’ equity and cash flows for each of the years in the three-year period ended December 31, 2004, management’s assessment of the effectiveness of internal control over financial reporting as of December 31, 2004 and the effectiveness of internal control over financial reporting as of December 31, 2004, which report appears in the December 31, 2004 annual report on Form 10-K of General Electric Company. Our report refers to a change in the method of accounting for variable interest entities in 2004 and 2003, a change in the method of accounting for asset retirement obligations in 2003 and changes in the methods of accounting for goodwill and other intangible assets and for stock-based compensation in 2002.



/s/ KPMG LLP



Stamford, Connecticut
February 28, 2005


Exhibit 24
 
POWER OF ATTORNEY
 
 
KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned, being a director or officer of General Electric Company, a New York corporation (the "Company"), hereby constitutes and appoints Jeffrey R. Immelt, Benjamin W. Heineman, Jr., Keith S. Sherin, Philip D. Ameen, Michael R. McAlevey, and Thomas J. Kim, and each of them, his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead in any and all capacities, to sign one or more Annual Reports for the Company's fiscal year ended December 31, 2004, on Form 10-K under the Securities Exchange Act of 1934, as amended, or such other form as any such attorney-in-fact may deem necessary or desirable, any amendments thereto, and all additional amendments thereto, each in such form as they or any one of them may approve, and to file the same with all exhibits thereto and other documents in connection therewith with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done so that such Annual Report shall comply with the Securities Exchange Act of 1934, as amended, and the applicable Rules and Regulations adopted or issued pursuant thereto, as fully and to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them or their substitute or resubstitute, may lawfully do or cause to be done by virtue hereof.
 
 
IN WITNESS WHEREOF, each of the undersigned has hereunto set his or her hand this 1st day of March, 2005.
 
   /s/ Jeffrey R. Immelt  
 
Jeffrey R. Immelt
 
 
Chairman of the Board
 
 
(Principal Executive
 
 
Officer and Director)
 
 
 
 
 
 
 
 
 
 
 /s/ Keith S. Sherin    /s/ Philip D. Ameen
Keith S. Sherin
 
Philip D. Ameen
Senior Vice President-Finance
 
Vice President and Comptroller
(Principal Financial Officer)
 
(Principal Accounting Officer)
 
(Page 1 of 2)
 




/s/ James I. Cash, Jr.
 
/s/ Ralph S. Larsen
James I. Cash, Jr.
 
Ralph S. Larsen
Director
 
Director
 
 
 
/s/ Sir William Castell
 
/s/ Rochelle B. Lazarus
Sir William Castell
 
Rochelle B. Lazarus
Director
 
Director
 
 
 
/s/ Dennis D. Dammerman
 
/s/ Sam Nunn
Dennis D. Dammerman
 
Sam Nunn
Director
 
Director
 
 
 
/s/ Ann M. Fudge
 
/s/ Roger S. Penske
Ann M. Fudge
 
Roger S. Penske
Director
 
Director
 
 
 
/s/ Claudio X. Gonzalez
 
/s/ Robert J. Swieringa
Claudio X. Gonzalez
 
Robert J. Swieringa
Director
 
Director
 
 
 
/s/ Andrea Jung
 
/s/ Douglas A. Warner III
Andrea Jung
 
Douglas A. Warner III
Director
 
Director
 
 
 
/s/ Alan G. Lafley
 
/s/ Robert C. Wright
Alan G. Lafley
 
Robert C. Wright
Director
 
Director
 
 
 
/s/ Kenneth G. Langone
 
 
Kenneth G. Langone
 
 
Director
 
 
 
A MAJORITY OF THE BOARD OF DIRECTORS
 
 
(Page 2 of 2)
 



Exhibit 31(a)

CERTIFICATION PURSUANT TO
RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Jeffrey R. Immelt, certify that:
 
 
1. 
I have reviewed this annual report on Form 10-K of General Electric Company;
 
 
2  
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
 
3. 
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
 
4. 
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
 
 
 
a) 
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
 
 
b) 
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
 
 
c) 
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
 
 
d) 
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
 
 
5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors:
 
 
 
a) 
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
 
 
b) 
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.





Date: March 1, 2005



/s/ 
Jeffrey R. Immelt
 
Jeffrey R. Immelt
 
Chief Executive Officer


Exhibit 31(b)

CERTIFICATION PURSUANT TO
RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED


I, Keith S. Sherin, certify that:
 
1.
I have reviewed this annual report on Form 10-K of General Electric Company;
 
 
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
 
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
 
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
 
 
 
a) 
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
 
 
b) 
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
 
 
c) 
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
 
 
d) 
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
 
 
5. 
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors:
 
 
 
a) 
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
 
 
b) 
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.




Date: March 1, 2004




/s/ 
Keith S. Sherin
 
Keith S. Sherin
 
Chief Financial Officer


Exhibit 32

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350


In connection with the Annual Report of General Electric Company (the “registrant”) on Form 10-K for the year ending December 31, 2004 as filed with the Securities and Exchange Commission on the date hereof (the “report”), we, Jeffrey R. Immelt and Keith S. Sherin, Chief Executive Officer and Chief Financial Officer, respectively, of the registrant, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to our knowledge:
 
(1) The report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
 
(2) The information contained in the report fairly presents, in all material respects, the financial condition and results of operations of the registrant.
 



March 1, 2005
 
 
 
 
/s/ 
Jeffrey R. Immelt
 
Jeffrey R. Immelt
 
Chief Executive Officer
 
 
 
 
/s/ 
Keith S. Sherin
 
Keith S. Sherin
 
Chief Financial Officer