SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 28, 1997
GENERAL ELECTRIC COMPANY
(Exact name of registrant as specified in its charter)
New York 1-35 14-0689340
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
3135 Easton Turnpike, Fairfield, Connecticut 06431
(Address of principal executive offices) (Zip Code
Registrant's telephone number, including area code (203) 373-2211
ITEM 5. OTHER EVENTS
On April 23, 1997, the share owners of General Electric Company
(the "Company") authorized the amendment of the Company's Restated Certificate
of Incorporation to change and increase the Company's authorized common stock
from 2,200,000,000 shares, par value $0.32 per share, to 4,400,000,000 shares,
par value $0.16 per share, and in so doing split the common stock (including
outstanding and treasury shares) on a 2-for-1 basis.
These changes became effective on April 28, 1997, upon the
filing of a Certificate of Amendment to the Company's Restated Certificate of
Incorporation with the Secretary of State of New York. Share owners of record at
the close of business on that date are entitled to receive an additional stock
certificate representing one additional share for each share held. These
certificates are to be sent to share owners by First Class mail on or about May
9, 1997. The certificates are to be sent to each share owner at such owner's
address as it appears on the books of the Company. Certificates for the new
shares will not be mailed, however, for shares participating in the Company's
Dividend Reinvestment and Share Purchase Plan (the "Plan"). In those cases, the
new shares will be credited in book-entry form to the participants' Plan
accounts.
All common stock certificates outstanding on April 28, 1997, are
still valid. Old certificates and new certificates, when issued, will together
represent a share owner's total common shareholdings in the Company, all with
the new par value of $0.16.
The Company has been advised by its Tax Counsel that under
federal income tax laws: the receipt of additional shares of common stock will
not constitute taxable income to the share owners; the cost or other tax basis
to a share owner of each old share held immediately prior to the split will be
divided equally between the corresponding two shares held immediately after the
split; and the holding period for each of the two shares will include the period
for which the corresponding old share was held.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
Exhibits:
(3) Certificate of Incorporation and By-laws of General Electric
Company as amended through April 28, 1997.
(4) Certificate of Incorporation and By-laws of General Electric
Company as amended through April 28, 1997; see Exhibit (3)
above.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
GENERAL ELECTRIC COMPANY
By Philip D. Ameen
Vice President and Comptroller
Date: April 28,1997
Exhibit Index
(3) Certificate of Incorporation and By-laws of General Electric
Company as amended through April 28, 1997.
(4) Certificate of Incorporation and By-laws of General Electric
Company as amended through April 28, 1997; see Exhibit (3)
above.