GENERAL AMERICAN TRANSPORTATION CORP /NY/
424B5, 1995-05-25
TRANSPORTATION SERVICES
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                                   Filed Pursuant to Rule 424(b)(5)
                                   Registration No. 33-52301


PRICING SUPPLEMENT NO.   15   DATED   May 11, 1995 
AMENDED AS OF May 24, 1995

(To Prospectus dated February 25, 1994 and Prospectus Supplement dated
March 24, 1994)

General American Transportation Corporation

Medium-Term Notes, Series E
Due Nine Months or More From Date of Issue


FIXED RATE NOTES

Principal Amount:  $10,000,000.00                      Issue Price:  100%

Original Issue Date:  May 16, 1995       Stated Maturity Date:  May 16, 2000

Form:      X  Book-Entry         Certificated
        -----               -----
Interest Rate:  6.96%

Interest Payment Dates:
     Semi-annually on each June 15 and December 15, commencing June 15, 1995

Optional Interest Rate Reset:      Yes   X  No
                              -----    -----
     Optional Reset Dates:

Optional Extension of Maturity:       Yes       X  No
                                 -----       ------
     Extension Period:
     Number of Extension Periods:
     Final Maturity Date:

Redemption, Optional Repayment and/or Other Provisions (if applicable):

     The Notes are not repayable at the option of the holder prior to maturity
and are not subject to mandatory or optional redemption.

Morgan Stanley & Co, Incorporated

Acting as:         Agent                100 % price to purchaser(s)
              -----
                 X Principal               To be reoffered to the public
              -----                  ------initially at 100%
                                        X  To be reoffered at varying prices
                                     ------related to prevailing market prices
                                           To be reoffered to dealers with a
                                     ------reallowance not to exceed       % of
                                           the Commission or Fee      -----



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