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Filed Pursuant to Rule 424(b)(5)
Registration No. 33-64697
PRICING SUPPLEMENT No. 1 DATED May 11, 2000
(To Prospectus dated December 7, 1995 and Prospectus Supplement dated
January 26, 1996)
GATX Rail Corporation
Medium-Term Notes, Series F
Due Nine Months or More From Date of Issue
FIXED RATE NOTES
Principal Amount: $20,000,000.00 Issue Price: 100%
CUSIP Number: 368839 GJ 9
Agent Commission: $40,000.00
Net Proceeds: $19,960,000.00
Original Issue Date: May 15, 2000 Stated Maturity Date: November 15, 2001
Form: _x_ Book-Entry ___ Certificated
Interest Rate: 8.00%
Interest Payment Dates:
Semi-annually on each May 15 and November 15, commencing November 15, 2000
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 __x__ To be reoffered to the public initially at 100%
_____ 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
