Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
GAGNON NEIL
 2. Issuer Name and Ticker or Trading Symbol
General Finance CORP [GFN] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)

1370 AVENUE OF THE AMERICAS, 24TH FLOOR		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2011
(Street)


NEW YORK, NY 10019		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(check applicable line)

_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
COMMON STOCK 01/08/2010   S4 60 D $ 1.35 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/14/2010   S4 458 D $ 1.4 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/14/2010   S4 186 D $ 1.4 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/14/2010   S4 66 D $ 1.4 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/14/2010   S4 299 D $ 1.4 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/14/2010   S4 311 D $ 1.4 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/14/2010   S4 131 D $ 1.4 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/14/2010   S4 1,104 D $ 1.4 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/15/2010   S4 395 D $ 1.4 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/15/2010   S4 605 D $ 1.4 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/19/2010   S4 359 D $ 1.3927 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/19/2010   S4 234 D $ 1.3927 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/19/2010   S4 393 D $ 1.3927 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/19/2010   S4 514 D $ 1.3927 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/20/2010   S4 317 D $ 1.35 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/20/2010   S4 64 D $ 1.35 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/20/2010   S4 186 D $ 1.35 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/20/2010   S4 66 D $ 1.35 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/20/2010   S4 883 D $ 1.35 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/20/2010   S4 5,616 D $ 1.35 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/20/2010   S4 93 D $ 1.35 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/20/2010   S4 203 D $ 1.35 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/20/2010   S4 72 D $ 1.35 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/20/2010   S4 1,152 D $ 1.35 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/20/2010   S4 316 D $ 1.35 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/21/2010   S4 63 D $ 1.35 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/21/2010   S4 170 D $ 1.35 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/21/2010   S4 70 D $ 1.35 1,862,141 I By Managing Member of General Partner of Darwin Partnership
COMMON STOCK 01/21/2010   S4 1,125 D $ 1.35 1,862,141 I By Managing Member of General Partner of Fallen Angel
COMMON STOCK 01/21/2010   S4 20 D $ 1.35 1,862,141 I By Managing Member of General Partner of Fallen Angel

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Rights $ 1.5 05/26/2010   J4 (1) 45,640   05/26/2010 06/15/2010 Common Stock
1
$ 0 (1) 0 (2)
D
 
Rights $ 1.5 05/26/2010   J4 (1) 13,815   05/26/2010 06/15/2010 Common Stock
1
$ 0 (1) 0 (2)
D
 
Rights $ 1.5 05/26/2010   J4 (1) 1,372   05/26/2010 06/15/2010 Common Stock
1
$ 0 (1) 0 (2)
D
 
Rights $ 1.5 05/26/2010   J4 (1) 2,235   05/26/2010 06/15/2010 Common Stock
1
$ 0 (1) 0 (2)
D
 
Rights $ 1.5 05/26/2010   J4 (1) 4,375   05/26/2010 06/15/2010 Common Stock
1
$ 0 (1) 0 (2)
D
 
Rights $ 1.5 05/26/2010   J4 (1) 6,245   05/26/2010 06/15/2010 Common Stock
1
$ 0 (1) 0 (2)
D
 
Units $ 1.5 06/25/2010   J4 (1) 33,875   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
I
By Managing Member as General Partner of Darwin Partnership
Units $ 1.5 06/25/2010   J4 (1) 42,576   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
I
By Managing Member as General Partner of Darwin Partnership
Units $ 1.5 06/25/2010   J4 (1) 66,730   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
I
By Managing Member as General Partner of Fallen Angel Partnership
Units $ 1.5 06/25/2010   J4 (1) 73,443   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
I
By Managing Member as General Partner of Fallen Angel Partnership
Units $ 1.5 06/25/2010   J4 (1) 97,512   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
I
By Limited Partner of the Family Partnership
Units $ 1.5 06/25/2010   J4 (1) 6,245   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
D
 
Units $ 1.5 06/25/2010   J4 (1) 6,650   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
D
 
Units $ 1.5 06/25/2010   J4 (1) 4,655   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
D
 
Units $ 1.5 06/25/2010   J4 (1) 2,235   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
D
 
Units $ 1.5 06/25/2010   J4 (1) 10,315   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
D
 
Units $ 1.5 06/25/2010   J4 (1) 1,200   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
D
 
Units $ 1.5 06/25/2010   J4 (1) 90,000   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
D
 
Units $ 1.5 06/25/2010   J4 (1) 10,000   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
D
 
Units $ 1.5 06/25/2010   J4 (1) 70,000   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
D
 
Units $ 1.5 06/25/2010   J4 (1) 1,215   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
D
 
Units $ 1.5 06/25/2010   J4 (1) 582,644   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
I
By Managing Member as Gerneral Partner of Gagnon Investment Associates Master Fund
Units $ 1.5 06/25/2010   J4 (1) 1,180   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
I
By Self as Trustee of Gagnon Securiites LLC Profit Sharing Plan
Units $ 1.5 06/25/2010   J4 (1) 900   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
I
By Self as Trustee of Gagnon Securiites LLC Profit Sharing Plan
Units $ 1.5 06/25/2010   J4 (1) 2,212   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
I
By Self as Trustee of Gagnon Securiites LLC Profit Sharing Plan
Units $ 1.5 06/25/2010   J4 (1) 252   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
I
By Self as Trustee of Gagnon Securiites LLC Profit Sharing Plan
Units $ 1.5 06/25/2010   J4 (1) 4,004   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
I
By Self as Trustee of Gagnon Securiites LLC Profit Sharing Plan
Units $ 1.5 06/25/2010   J4 (1) 4,375   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
D
 
Units $ 1.5 06/25/2010   J4 (1) 13,815   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
D
 
Units $ 1.5 06/25/2010   J4 (1) 1,372   06/25/2010 06/25/2013 Common Stock
1.5
$ 0 (1) 0 (2)
D
 

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GAGNON NEIL
1370 AVENUE OF THE AMERICAS, 24TH FLOOR
NEW YORK, NY 10019		     X    

Signatures

/s/ Neil Gagnon 05/21/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Distribution of rights to purchase common stock from the issuer.
(2) No securities were beneficially owned at the end of 2008 and 2009.
 
Remarks:
The Reporting Person has tendered a payment of $7,659.31 to the issuer with respect to all profits realized by the Reporting Person from the transactions reported herein which result in a liability under Section 16(b) of the Securities Exchange Act of 1934.

This Form 5 is number seven in a series of ten Form 5 filings for GFN.

Note: File three copies of this Form, one of which must be manually signed. If space provided is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.