UNION TANK CAR CO
424B3, 1998-09-16
RAILROAD EQUIPMENT
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<PAGE>   1
Pricing Supplement dated September 10, 1998                       Rule 424(b)(3)
(To Prospectus dated February 11, 1998 and                    File No. 333-45105
Prospectus Supplement dated September 10, 1998)

UNION TANK CAR COMPANY
MEDIUM-TERM NOTES, SERIES C - FIXED RATE

- --------------------------------------------------------------------------------

Trade Date: September 10, 1998          Original Issue Date:  September 15, 1998
Principal Amount:  $10,000,000          Net Proceeds to Issuer: $9,965,000
Currency: U.S. $                        Minimum Denomination: $1,000
Issue Price: 100%
Selling Agent's Commission: .350%
Interest Rate: 5.78%
Interest Payment Date(s): March 1 and September 1, commencing March 1,
1999
Maturity Date: September 17, 2001

- --------------------------------------------------------------------------------

Form:          X    Book-Entry
              ---     
                    Certificated
              ---

Redemption:    X    The Notes cannot be redeemed prior to maturity      
              ---

              ---   The Notes may be redeemed prior to maturity

     Initial Redemption Date:  N/A
     Initial Redemption Price: N/A
     Annual Redemption Price Reduction: N/A

Repayment:     X    The Notes cannot be repaid prior to maturity
              ---

                    The Notes can be repaid prior to maturity at the option of
              ---   the holder

     Repayment Price: N/A
     Repayment Date:  N/A

Discount Note:           Yes
                   ---
                    X    No
                   ---

     Total Amount of OID: N/A
     Original Yield to Maturity:  N/A
     Initial Accrual Period OID:  N/A
     Method Used to Determine Yield for Initial Accrual Period:     
          Approximate               Exact
      ---                       ---

Capacity:  X  Agent      Principal
          ---        ---   

If as principal:         The Registered Notes are being offered at varying
                     --- prices related to prevailing market prices at the time 
                         of resale.

                         The Registered Notes are being offered at a fixed
                     --- initial public offering price ___% of Principal
                         Amount.   
                         The Registered Notes are being reoffered to dealers 
                         with a reallowance not to exceed ___% of the
                         Commission or Fee.


                              SALOMON SMITH BARNEY


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