GATX CAPITAL CORP
424B2, 2000-05-23
FINANCE LESSORS
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<PAGE>   1
[LOGO]                          Prospectus Supplement No. 1   Rule 424(b)(2)
                                                              File No. 333-11358

                                Dated:   May 23, 2000


                                  $515,000,000
                            GATX CAPITAL CORPORATION
                          Medium Term Notes, Series G
                      With Maturities from Nine Months to
                        Fifteen Years from Date of Issue


Original Issue Date: May 24, 2000                      Floating Rate Notes XX

Original Issue Price: 100                              Fixed Rate Notes

Total Amount OID: $50,000,000.00                       Book Entry Notes  XX

Initial Accrual Period OID:                            Certified Notes

Maturity Date:     May 24, 2002                        CUSIP Number 36144T CT2

Applicable Only to Fixed Rate Notes:

  Interest Rate:

Applicable Only to Floating Rate Notes:

  Interest Rate Basis:

  Commercial Paper Rate:                  Maximum Interest Rate:

  __ Federal Funds Rate:                  Minimum Interest Rate:

  __ Treasury Rate:                       Interest Reset Date: Same as payments

  XX LIBOR                                Interest Reset Period: Quarterly


  Interest Payment Date(s): 24th day of February, May, August and November

  Initial Interest Rate:  7.445%         Interest Payment Period: Quarterly

  Index Maturity:                        Calculation Date: Two business days
                                         prior to payment
  Spread (plus or minus)  + 62.5 bps     Calculation Agent: Chase Manhattan Bank

Redemption at Option of Holder:  Yes__ No XXX          Redemption Date:  N/A

Redemption at Option of Company: Yes__ No XXX          Redemption Price: N/A


The note may be redeemed at the option of the Holder on or after the Redemption
Date and at the redemption prices indicated on this Pricing Supplement, in
whole or in part in increments of $1,000 (provided that any remaining principal
amount of this Note shall be at least $1,000), together with interest on the
Note Payable to the Redemption Date, on notice given to the Trustee and the
Company at least 60 days prior to the Redemption Date.

Capitalized terms used herein and not otherwise defined shall have the meanings
ascribed thereto in the Prospectus. The preceding description of the particular
terms of the Notes offered hereby supplements, and to the extent inconsistent
therewith replaces, the description of the general terms and provisions of the
Notes set forth in the Prospectus, to which description reference is hereby
made.






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