<PAGE> 1
Pricing Supplement dated April 28, 1999 Rule 424(b)(3)
(To Prospectus dated February 11, 1998 and File No. 333-45105
Prospectus Supplement dated April 28, 1999)
UNION TANK CAR COMPANY
MEDIUM-TERM NOTES, SERIES D - FIXED RATE
- --------------------------------------------------------------------------------
Trade Date: April 28, 1999 Original Issue Date: May 3, 1999
Principal Amount: $25,000,000 Net Proceeds to Issuer: $24,912,500
Currency: U.S. $ Minimum Denomination: $1,000
Issue Price: 100%
Selling Agent's Commission: .350%
Interest Rate: 5.91%
Interest Payment Date(s): March 1 and September 1, commencing September 1,
1999
Maturity Date: May 1, 2002
- --------------------------------------------------------------------------------
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: Agent X Principal
--- ---
If as principal: X 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
