As filed with the Securities and Exchange Commission on March 21, 1997
REGISTRATION NO. ______________
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
GENERAL ELECTRIC COMPANY
(Exact name of registrant as specified in its charter)
New York 14-0689340
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
3135 Easton Turnpike
Fairfield, Connecticut 06431-0001
(Address of Principal Executive Offices, including Zip Code)
GE SAVINGS AND SECURITY PROGRAM
(Full title of the Plan)
Robert E. Healing
Corporate Counsel
3135 Easton Turnpike
Fairfield, Connecticut 06431
(Name and address of agent for service)
(203) 373-2243
(Telephone number, including area code, of agent for service)
Approximate date of commencement of proposed sale to public:
As Employee Contributions and Company Payments are
Periodically Made to the Program
CALCULATION OF REGISTRATION FEE
Proposed maximum Proposed maximum
Title of securities Amount to be offering price per aggregate offering Amount of
To be registered registered (1) (2) share (3) price (3) registration fee
- ----------------------- --------------------- ---------------------- ---------------------- ---------------------
Common Stock, $0.32 15,000,000 shares $103.0625 $1,545,937,500 $468,465.91
par value
- ----------------------- --------------------- ---------------------- ---------------------- ---------------------
(1) Plus such additional shares as may be issued by reason of stock splits,
stock dividends or similar transactions.
(2) The shares of common stock being registered consist of shares to be
acquired by the Trustee pursuant to the plan for the account of
participants.
(3) Calculated pursuant to Rule 457(c), based on the average of the high and
low prices for the Common Stock on the New York Stock Exchange Composite
Tape for March 19, 1997.
In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this
registration statement also covers an indeterminate amount of interests to be
offered or sold pursuant to the employee benefit plan described herein.
REGISTRATION OF ADDITIONAL SECURITIES
INCORPORATION OF EARLIER REGISTRATION STATEMENT BY REFERENCE
General Electric Company ("GE") and the GE Savings and Security Program ("the
Program") hereby incorporate by reference into this Registration Statement the
contents of the Form S-8 Registration Statement filed on behalf of GE and the
S&S Program on April 30, 1992 (File No. 33-47500).
EXPERTS
The financial statements of General Electric Company and consolidated affiliates
as of December 31, 1996 and 1995, and for each of the years in the three-year
period ended December 31, 1996, appearing in General Electric Company's Annual
Report on Form 10-K for the year ended December 31, 1996, incorporated by
reference herein, have been incorporated herein in reliance upon the report of
KPMG Peat Marwick LLP, independent certified public accountants, incorporated by
reference herein, and upon the authority of said firm as experts in accounting
and auditing.
SIGNATURES
THE REGISTRANT. Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
the requirements for filing on Form S-8, and has duly caused this Registration
Statement for the GE Savings and Security Program on Form S-8 to be signed on
its behalf by the undersigned, thereunto duly authorized, in the Town of
Fairfield, State of Connecticut, on March 21, 1997.
GENERAL ELECTRIC COMPANY
By: Philip D. Ameen
Vice President and Comptroller
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in the capacities and
on the date indicated.
Signature Title Date
- --------- ----- ----
*Dennis D. Dammerman Principal Financial Officer March 21, 1997
Philip D. Ameen Principal Accounting Officer March 21, 1997
*John F. Welch, Jr. Chairman of the Board of Directors
Principal Executive Officer
*D. Wayne Calloway Director
*Paolo Fresco Director
*Robert E. Mercer Director
*Sam Nunn Director
*John D. Opie Director
*Roger S. Penske Director
*Barbara Scott Preiskel Director
*Douglas A. Warner III Director
A Majority of the Board of Directors
*By: Philip D. Ameen
Attorney-in-Fact
March 21, 1997
SIGNATURES
THE PROGRAM. Pursuant to the requirements of the Securities Act of 1933, as
amended, GE Savings and Security Trust on behalf of the GE Savings and Security
Program, the GE S&S Program Mutual Fund and the GE S&S Long-Term Interest Fund
have each duly caused this Registration Statement to be signed on its behalf by
the undersigned, thereto duly authorized, in the City of Stamford, and State of
Connecticut on the 21st Day of March, 1997.
GE SAVINGS AND SECURITY TRUST
GE S&S PROGRAM MUTUAL FUND
GE S&S LONG-TERM INTEREST FUND
Signer Title
*John H. Myers, Chairman Trustee
*Eugene K. Bolton Trustee
*Michael J. Cosgrove Trustee
*Ralph R. Layman Trustee
*Alan M. Lewis Trustee
*Robert A. MacDougall Trustee
*Donald W. Torey Trustee
A Majority of the Trustees
*By: Philip D. Ameen
Attorney-in-Fact
March 21, 1997
INDEX TO EXHIBITS
Exhibit 4(a) Certificate of Incorporation of the Registrant, as amended and
currently in effect (incorporated by reference to
Exhibit 3 to Registrant's Current Report on Form 8-K filed
April 28, 1994)
Exhibit 4(b) By-laws of the Registrant, as amended and currently in effect
(incorporated by reference to Exhibit 3 to Registrant's Current
Report on Form 8-K filed April 28, 1994)
Exhibit 5 Opinion of Robert E. Healing*
Exhibit 23(a): Consent of KPMG Peat Marwick LLP*
Exhibit 23(b): Consent of Robert E. Healing (included in Exhibit 5)*
Exhibit 24(a): Power of Attorney of certain Officers and Directors of GE*
Exhibit 24(b): Power of Attorney for certain Trustees*
*Filed electronically herewith