- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------
Form 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended Commission File Number
June 30, 1994 1-2328
GATX Corporation
Incorporated in the IRS Employer Identification No.
State of New York 36-1124040
500 West Monroe Street
Chicago, Illinois 60661-3676
312/621-6200
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
----- -----
Registrant had 19,859,759 shares of common stock outstanding as of
July 29, 1994.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
<PAGE>
<TABLE>
PART I--FINANCIAL INFORMATION
GATX CORPORATION AND SUBSIDIARIES
-------------------
CONSOLIDATED INCOME STATEMENTS (UNAUDITED)
IN MILLIONS, EXCEPT PER SHARE AMOUNTS
<CAPTION>
THREE MONTHS SIX MONTHS
ENDED JUNE 30 ENDED JUNE 30
---------------------- --------------------
1994 1993 1994 1993
------ ------ ------ ------
<S> <C> <C> <C> <C>
Gross income.................................... $284.4 $289.4 $545.1 $526.5
Costs and expenses
Operating expenses............................. 145.8 132.2 274.3 242.6
Interest....................................... 37.7 39.0 70.8 77.2
Provision for depreciation and amortization.... 40.6 37.8 78.5 72.8
Provision for possible losses.................. 4.1 12.2 10.1 16.2
Selling, general and administrative............ 31.1 31.7 59.6 58.3
------ ------ ------ ------
259.3 252.9 493.3 467.1
------ ------ ------ ------
Income before income taxes and equity in
net earnings of affiliated companies........... 25.1 36.5 51.8 59.4
Income taxes.................................... 10.1 14.8 21.0 24.0
------ ------ ------ ------
Income before equity in net earnings
of affiliated companies........................ 15.0 21.7 30.8 35.4
Equity in net earnings of affiliated companies.. 5.9 4.5 10.3 9.4
------ ------ ------ ------
Net income...................................... $ 20.9 $ 26.2 $ 41.1 $ 44.8
====== ====== ====== ======
Per common share:
Net income.................................... $ .87 $ 1.15 $ 1.71 $ 1.92
Net income, assuming full dilution............ .87 1.09 1.70 1.87
Dividends declared............................ .375 .35 .75 .70
- ---------------------
<FN>
Note - The consolidated balance sheet at December 31, 1993 has been derived
from the audited financial statements at that date. All other consolidated
financial statements are unaudited but include all adjustments, consisting
only of normal recurring items, which management considers necessary for a
fair statement of the consolidated results of operations and financial
position for the respective periods. Operating results for the six months
ended June 30, 1994 are not necessarily indicative of the results that may be
achieved for the entire year ending December 31, 1994.
</FN>
</TABLE>
-1-
<PAGE>
<TABLE>
GATX CORPORATION AND SUBSIDIARIES
------------------
CONSOLIDATED BALANCE SHEETS
IN MILLIONS
<CAPTION>
ASSETS
June 30 December 31
1994 1993
----------- ------------
(Unaudited)
<S> <C> <C>
Cash and cash equivalents...................... $ 21.4 $ 26.2
Receivables
Trade accounts................................ 92.5 88.0
Finance leases................................ 546.8 537.0
Secured loans................................. 249.7 226.1
Less - Allowance for possible losses.......... (98.9) (96.0)
-------- --------
790.1 755.1
Property, plant and equipment
Railcars and support facilities............... 1,830.0 1,735.8
Tank storage terminals and pipelines.......... 1,070.2 1,014.8
Great Lakes vessels........................... 203.6 203.4
Operating lease investments and other......... 408.0 351.1
-------- --------
3,511.8 3,305.1
Less - Allowances for depreciation............ (1,396.6) (1,342.8)
-------- --------
2,115.2 1,962.3
Investments in affiliated companies............ 342.8 329.1
Other assets................................... 306.4 319.4
-------- --------
TOTAL ASSETS $3,575.9 $3,392.1
======== ========
</TABLE>
-2-
<PAGE>
<TABLE>
<CAPTION>
LIABILITIES, DEFERRED ITEMS AND SHAREHOLDERS' EQUITY
June 30 December 31
1994 1993
------------ ------------
(Unaudited)
<S> <C> <C>
Accounts payable............................... $ 249.9 $ 190.6
Accrued expenses............................... 42.5 53.0
Debt
Short-term debt............................... 333.7 226.1
Long-term debt................................ 1,487.4 1,446.5
Capital lease obligations..................... 261.4 267.3
-------- --------
2,082.5 1,939.9
Deferred income taxes.......................... 255.0 248.2
Other deferred items........................... 318.3 370.5
-------- --------
Total liabilities and deferred items 2,948.2 2,802.2
Shareholders' equity
Preferred Stock............................... 3.4 3.4
Common Stock.................................. 14.2 14.1
Additional capital............................ 317.1 312.4
Reinvested earnings........................... 324.7 305.1
Cumulative foreign currency
translation adjustment..................... 15.4 2.0
-------- --------
674.8 637.0
Less - Cost of common shares in treasury...... (47.1) (47.1)
-------- --------
Total shareholders' equity 627.7 589.9
-------- --------
TOTAL LIABILITIES, DEFERRED ITEMS
AND SHAREHOLDERS' EQUITY $3,575.9 $3,392.1
======== ========
</TABLE>
-3-
<PAGE>
<TABLE>
GATX CORPORATION AND SUBSIDIARIES
---------------
STATEMENTS OF CONSOLIDATED CASH FLOWS (UNAUDITED)
IN MILLIONS
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
------------------------ -----------------------
1994 1993 1994 1993
-------- -------- -------- --------
<S> <C> <C> <C> <C>
OPERATING ACTIVITIES
- --------------------
Net income $ 20.9 $ 26.2 $ 41.1 $ 44.8
Adjustments to reconcile net income
to net cash provided by operating activities:
Realized gain on disposition of leased
equipment (3.3) (26.6) (8.1) (35.5)
Provision for depreciation and amortization 40.6 37.8 78.5 72.8
Provision for possible losses 4.1 12.2 10.1 16.2
Deferred income taxes (credit) .5 (4.2) 2.5 (2.2)
Net change in trade receivables, inventories,
accounts payable and accrued expenses 47.8 8.8 44.5 10.5
Other (50.1) (.5) (57.4) (12.5)
------- ------- ------- -------
NET CASH PROVIDED BY OPERATING ACTIVITIES 60.5 53.7 111.2 94.1
INVESTING ACTIVITIES
- --------------------
Additions to property, plant and equipment (76.9) (70.0) (166.6) (131.8)
Additions to equipment on lease,
net of nonrecourse financing (14.2) (131.4) (105.5) (148.1)
Secured loans extended (6.1) (2.7) (45.7) (15.7)
Investments in affiliated companies (.4) (19.6) (.8) (32.7)
Progress payments and other (1.0) (3.2) (1.0) (3.2)
------- ------- ------- -------
Capital additions (98.6) (226.9) (319.6) (331.5)
Portfolio proceeds:
From disposition of leased equipment 11.9 51.2 25.1 65.0
From return of investment 27.2 45.1 45.5 78.5
------- ------- ------- -------
Total portfolio proceeds 39.1 96.3 70.6 143.5
Proceeds from other asset dispositions 12.0 2.2 14.7 2.8
------- ------- ------- -------
NET CASH USED IN INVESTING ACTIVITIES (47.5) (128.4) (234.3) (185.2)
FINANCING ACTIVITIES
- --------------------
Proceeds from issuance of long-term debt 92.7 115.5 114.2 173.8
Repayment of long-term debt (43.8) (13.2) (79.8) (98.5)
Net (decrease) increase in short-term debt (40.8) (14.6) 107.6 34.8
Repayment of capital lease obligations (1.9) (1.5) (6.0) (5.0)
Issuance of Common Stock under employee
benefit programs .2 .7 3.8 1.7
Cash dividends (10.8) (10.2) (21.5) (20.3)
------- ------- ------- -------
NET CASH (USED IN) PROVIDED BY
FINANCING ACTIVITIES (4.4) 76.7 118.3 86.5
------- ------- ------- -------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS $ 8.6 $ 2.0 $ (4.8) $ (4.6)
======= ======= ======= =======
</TABLE>
-4-
<PAGE>
MANAGEMENT'S DISCUSSION OF OPERATIONS
COMPARISON OF FIRST SIX MONTHS OF 1994 TO FIRST SIX MONTHS OF 1993
GENERAL
- -------
GATX Corporation's net income for the first six months of 1994 was $41 million
or $1.71 per common share compared to net income of $45 million or $1.92 per
common share for the first six months of 1993.
Financial Services net income decreased as higher lease and fee income and a
lower loss provision were more than offset by the lower disposition gains; 1993
included a $16 million pretax gain from an insurance settlement. American
Steamship's results decreased in 1994 due to severe ice and weather conditions
early in the shipping season and the inclusion of a gain from the sale of a
customer bankruptcy claim in 1993 income. Results were lower at Logistics due
to continuing margin pressures. Transportation's and Terminals' operating
performance improved in 1994 which resulted in higher net income due to
increased railcar and terminal rental income, partially offset by higher
maintenance expenses at Transportation and increased selling, general and
administrative costs.
Operating activities provided $111 million of cash flow during the first six
months of 1994, a $17 million increase from the first six months of 1993. Net
income adjusted for non-cash items generated $124 million of cash, up $28
million from the first six months of 1993. The $27 million decrease in realized
gains on disposition of leased equipment effectively increased cash from
operating activities as the full amount of proceeds was included under investing
activities as portfolio proceeds. Working capital and Other generated $11
million less cash in 1994. The increase in working capital and decrease in
other is primarily the result of a reclassification from deferred items to
accounts payable; American Airlines has exercised its option to return four DC-
10 aircraft in early 1995.
Proceeds of $71 million were generated from the portfolio compared to $144
million in the first six months of 1993. Disposition proceeds of $25 million
were $40 million less than the 1993 period which included proceeds received as
an insurance settlement for a casualty related to marine equipment and a high
level of rail dispositions. Proceeds from return of investment of $46 million
decreased $33 million due to lower recovery of lease and loan principal and a
reduction in distributions from joint ventures.
Proceeds from other asset dispositions of $15 million increased $12 million
primarily due to the sale of an interest in an aircraft on lease which was
acquired in the first quarter.
Capital additions of $320 million for the first six months of 1994 decreased $12
million from the comparable 1993 period. Portfolio additions of $152 million
were $46 million lower than the first half of 1993 which included an acquired
portfolio of rail assets. Capital additions at Transportation included $103
million for railcars and railcar improvements compared to $82 million in 1993;
approximately $8 million was expended on the repair facilities in 1994 compared
to $12 million in 1993. Terminals invested $52 million in tank construction,
other modifications and improvements, and the acquisition of two additional
terminal facilities compared to $31 million in 1993. Logistics expended $4
million for equipment additions, down $3 million from last year. Full year 1994
capital spending is forecasted to be approximately $675 million compared to $596
million in 1993. A portion of the
-5-
<PAGE>
1994 expenditures may not be effected depending on market conditions. It is
anticipated that capital expenditures will be funded by both internally
generated funds and GATX's available external financing sources.
GATX had available unused committed lines of credit totaling $326 million at
June 30, 1994. General American Transportation Corporation (GATC) has a $650
million shelf registration for pass through trust certificates and debt
securities, under which $50 million of medium-term notes have been issued.
These notes were issued during the second quarter to repay long-term debt and
fund capital additions. GATX Capital has a $300 million shelf registration,
under which $55 million of medium-term notes have been issued. During the
quarter, GATX Capital issued $35 million of medium-term notes to repay long-term
debt and reduce outstanding commercial paper.
RESULTS OF OPERATIONS
- ---------------------
Following is a discussion of the operating results of GATX's business segments:
<TABLE>
RAILCAR LEASING AND MANAGEMENT (TRANSPORTATION)
- ----------------------------------------------------------------------------------------------------
<CAPTION>
Six Months Ended
(In Millions) June 30
---------------------
1994 1993 Change
-------- -------- ----------------
<S> <C> <C> <C> <C>
Gross Income $ 158.0 $ 148.5 $ 9.5 6 %
Net Income $ 26.7 $ 25.7 $ 1.0 4 %
- ---------------------------------------------------------------------------------------------------
</TABLE>
Transportation's gross income of $158 million for the first half of 1994
increased 6% from the comparable prior year period. The improvement resulted
from 3,200 additional cars on lease and slightly higher lease rates. At quarter
end, the active fleet totaled 53,450 railcars compared to 50,250 cars on lease a
year ago. Fleet utilization at June 30, 1994 was 94% on a total fleet size of
57,000 compared to 91% on a fleet size of 55,200 a year ago.
Net income increased 4% from the first half of 1993 reflecting the higher
revenues. Operating margins decreased slightly as the higher revenues were
somewhat offset by increased maintenance expenses. Ownership costs, consisting
of rental expense, depreciation and interest, increased at a lower rate than the
increase in revenues.
<TABLE>
FINANCIAL SERVICES
- ------------------------------------------------------------------------------------------------------
<CAPTION>
Six Months Ended
(In Millions) June 30
-----------------------
1994 1993 Change
-------- -------- ------------------
<S> <C> <C> <C> <C>
Gross Income $ 98.1 $ 106.9 $(8.8) (8)%
Net Income $ 11.5 $ 16.3 $(4.8) (29)%
- ------------------------------------------------------------------------------------------------------
</TABLE>
-6-
<PAGE>
Financial Services' gross income of $98 million decreased $9 million from the
first half of 1993 principally due to lower disposition gains. Disposition
gains do not fall evenly period to period and are generated primarily from the
sale of equipment at scheduled lease termination dates. The 1993 second quarter
included a $16 million pretax gain from an insurance settlement related to
marine equipment. Partially offsetting the lower disposition gains were
increases in lease, interest and fee income. The increase in lease income was
the result of new investment volume. Interest income increased between years as
a result of higher interest rates and new loan volume. Fee income increased
mainly due to a large residual remarketing fee recorded in 1994.
Net income decreased $5 million from the first half of 1993 primarily due to the
lower level of disposition gains. The provision for possible losses of $10
million was $6 million lower than the 1993 year-to-date provision. The loss
reserve was $91 million or 6.8% of total investments at June 30, 1994 compared
to $109 million or 7.5% of total investments at June 30, 1993.
<TABLE>
TERMINALS AND PIPELINES
- -------------------------------------------------------------------------------------------------------
<CAPTION>
Six Months Ended
(In Millions) June 30
--------------------
1994 1993 Change
-------- -------- ------------------
<S> <C> <C> <C> <C>
Gross Income $ 143.9 $ 137.1 $ 6.8 5 %
Net Income $ 15.1 $ 14.0 $ 1.1 8 %
- ------------------------------------------------------------------------------------------------------
</TABLE>
Terminals' gross income increased 5% from the first six months of 1993. Overall
strong demand for storage tankage as well as increased throughput volumes at
GATX's pipeline systems and large terminals were the primary reasons for the
improvement. Throughput for the first six months of 1994 was 342 million
barrels compared to 305 million barrels a year ago. Capacity utilization at
Terminals' wholly-owned facilities was 90% at the end of the second quarter of
1994, down one percent from a year ago.
Terminals' net income of $15 million increased 8% over 1993. A slightly
improved operating margin was partially offset by higher selling, general and
administrative costs primarily attributable to higher compensation, training and
information systems costs. Earnings at the foreign affiliates increased $1.5
million due to strong demand at the Belgium and Singapore terminals; the
Singapore terminals also benefitted from infrastructure growth.
-7-
<PAGE>
<TABLE>
GREAT LAKES SHIPPING
- --------------------------------------------------------------------------------------------------------
<CAPTION>
Six Months Ended
(In Millions) June 30
---------------------
1994 1993 Change
-------- -------- --------------------
<S> <C> <C> <C> <C>
Gross Income $ 25.5 $ 30.6 $(5.1) (17)%
Net Income $ 1.5 $ 3.3 $(1.8) (55)%
- --------------------------------------------------------------------------------------------------------
</TABLE>
American Steamship Company's gross income for the first half of 1994 decreased
$5 million from the prior year period. The 1993 gross income included the sale
of a bankruptcy claim which generated a pretax gain of $2 million in the second
quarter. Revenue in 1994 decreased as a result of the severe ice and weather
conditions on the Great Lakes which impeded efficient vessel operations well
into the second quarter. Tonnage carried in the first six months of 1994 was
8.2 million tons compared to 8.8 million tons in the first six months of 1993.
Net income decreased $2 million from the first six months of 1993 primarily
reflecting the 1993 sale of the bankruptcy claim and fewer vessel operating days
in 1994. Also, margins decreased as the severe weather conditions impeded
efficient vessel operations.
<TABLE>
LOGISTICS AND WAREHOUSING
- ------------------------------------------------------------------------------------------------------
<CAPTION>
Six Months Ended
(In Millions) June 30
---------------------
1994 1993 Change
-------- -------- -----------------
<S> <C> <C> <C> <C>
Gross Income $ 121.2 $ 105.5 $15.7 15 %
Net Loss $ (.8) $ (.4) $ (.4) (100)%
- ------------------------------------------------------------------------------------------------------
</TABLE>
GATX Logistics' gross income of $121 million increased 15% from the first six
months of 1993 due to new customers and increased volume. Total warehousing
square footage increased slightly to 22.9 million square feet. Space
utilization was 93% at the end of the second quarter of 1994, down one percent
from a year ago.
Logistics' net loss for the first six months of 1994 was $.8 million compared to
a loss of $.4 million for the first six months of 1993. Despite the increase in
gross income, the expense of implementing new business, relocating existing
customers, and labor inefficiencies offset contributions from new business.
Logistics' contribution margin continues to be under pressure as the competitive
environment is limiting operating profits.
-8-
<PAGE>
COMPARISON OF SECOND QUARTER 1994 TO
SECOND QUARTER 1993
GENERAL
- -------
For the second quarter of 1994, net income was $21 million or $.87 per share as
compared to $26 million or $1.15 per share for the second quarter of 1993.
<TABLE>
GROSS INCOME
- ------------
<CAPTION>
- --------------------------------------------------------------------------------------------------------
(In Millions) Three Months Ended
June 30
------------------------
Business Segment 1994 1993 Change
- ----------------------- -------- -------- ---------------------
<S> <C> <C> <C> <C>
Railcar Leasing and
Management $ 80.0 $ 75.0 $ 5.0 7 %
Financial Services 47.9 62.7 (14.8) (24)
Terminals and Pipelines 71.6 67.9 3.7 5
Great Lakes Shipping 24.7 29.3 (4.6) (16)
Logistics and Warehousing 61.3 55.5 5.8 10
- --------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
NET INCOME
- ----------
<CAPTION>
- --------------------------------------------------------------------------------------------------------
(In Millions) Three Months Ended
June 30
-------------------------
Business Segment 1994 1993 Change
- --------------------- -------- -------- --------------------
<S> <C> <C> <C> <C>
Railcar Leasing and
Management $ 13.5 $ 13.3 $ .2 2 %
Financial Services 5.6 9.7 (4.1) (42)
Terminals and Pipelines 7.6 7.0 .6 9
Great Lakes Shipping 1.1 3.7 (2.6) (70)
Logistics and Warehousing (.1) (.1) - -
- -------------------------------------------------------------------------------------------------------
</TABLE>
Increases and decreases in gross income and net income between these quarters
for all segments were principally due to the same reasons as previously
discussed in relation to the six-month periods.
-9-
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
- --------------------------
GATX has previously reported various lawsuits seeking damages arising out of the
May 1989 explosion in San Bernardino, California. Of those suits, the following
have now been settled: Stewart, et al, v. Southern Pacific Railroad Co., et al,
filed May 1990 (No. 256464) and settled May 1994; Reese, et al, v. Southern
Pacific, et al, filed May 1990 (No. 256434) and settled April 1994; and Nancy
Washington, et al, v. Southern Pacific, et al, filed May 1990 (No. 256435) and
settled March 1994. Based upon information known to management, it remains
management's opinion that if damages are assessed and taking into consideration
probable insurance recovery, the ultimate resolution of the lawsuits arising out
of the May 1989 explosion will not have a material effect on GATX's consolidated
financial position or results of operations.
Item 4. Submission of Matters to a Vote of Security Holders
- ------------------------------------------------------------
(a) GATX's Annual Meeting of Stockholders was held on April 22, 1994.
(c) Matters voted upon at the meeting were:
<TABLE>
<CAPTION>
Number of Shares Voted
----------------------------------
For Withheld
------------ ------------
<S> <C> <C>
1. Election of Directors
James J. Glasser 21,142,093 47,300
Weston R. Christopherson* 21,142,515 46,878
Franklin A. Cole 21,140,538 48,855
James W. Cozad 21,137,883 51,510
Robert J. Day 21,127,535 61,858
James L. Dutt 21,122,575 66,818
Deborah M. Fretz 21,125,645 63,748
Richard A. Giesen 21,129,997 59,396
Charles Marshall 21,141,600 47,793
Michael E. Murphy 21,142,515 46,878
* Deceased May 1994.
</TABLE>
2. Ratification of appointment
of Ernst & Young as 21,101,633 For
independent public 24,720 Against
auditors for Fiscal 1994. 27,470 Abstentions
There were no broker non-votes with respect to the election of
directors or the appointment of independent public auditors.
-10-
<PAGE>
Item 5. Other Information
- --------------------------
Following a Board of Directors meeting held July 29, 1994, GATX Corporation
announced that effective September 1, 1994 Ronald H. Zech has been elected
President, Chief Operating Officer and a director of GATX Corporation and Joseph
C. Lane has been elected President, GATX Capital Corporation. Ronald Zech, 50,
joined GATX Capital in 1977 and has been its president since 1985. The five
operating companies of GATX will report to him. Joseph C. Lane, 41, joined GATX
Capital in 1978 and was elected Executive Vice President in 1988. At GATX
Capital, he held a variety of marketing and executive positions.
GATX also announced that William C. Foote, President and Chief Operating Officer
of USG Corporation, was elected to the Board of Directors of GATX.
Item 6. Exhibits and Reports on Form 8-K. Page
- ------------------------------------------ ----
(a) 11A Statement regarding computation of earnings per share. 13
11B Statement regarding computation of earnings per share
(full dilution). 14
27 Financial Data Schedule for GATX Corporation submitted
to the SEC along with the electronic submission of this
Quarterly Report on Form 10-Q.
(b) GATX filed a Current Report on Form 8-K dated
May 19, 1994, with respect to the redemption of Rights
issued pursuant to the Rights Agreement dated as of
May 15, 1986, and amended and restated as of
June 2, 1989.
-11-
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
GATX CORPORATION
(Registrant)
/s/David M. Edwards
-----------------------------
David M. Edwards
Vice President, Finance and
Chief Financial Officer
(Duly Authorized Officer)
Date: August 11, 1994
-12-
EXHIBIT 11A
<TABLE>
GATX CORPORATION AND SUBSIDIARIES
---------------------
COMPUTATION OF NET INCOME PER SHARE OF COMMON STOCK
AND COMMON STOCK EQUIVALENT
IN MILLIONS, EXCEPT PER SHARE AMOUNTS
<CAPTION>
THREE MONTHS SIX MONTHS
ENDED JUNE 30 ENDED JUNE 30
--------------- ---------------
1994 1993 1994 1993
------ ------ ------ ------
<S> <C> <C> <C> <C>
Average number of shares of
Common Stock outstanding.................. 19.9 19.6 19.8 19.5
Shares issuable upon assumed exercise of
stock options, reduced by the number
of shares which could have been
purchased with the proceeds from
exercise of such options.................. .3 .3 .3 .3
----- ----- ----- -----
Total....................................... 20.2 19.9 20.1 19.8
===== ===== ===== =====
Net income.................................. $20.9 $26.2 $41.1 $44.8
Deduct - Dividends paid and accrued
on Preferred Stock........................ 3.3 3.3 6.6 6.7
----- ----- ----- -----
Net income, as adjusted..................... $17.6 $22.9 $34.5 $38.1
===== ===== ===== =====
Net income per share........................ $ .87 $1.15 $1.71 $1.92
===== ===== ===== =====
</TABLE>
-13-
EXHIBIT 11B
<TABLE>
GATX CORPORATION AND SUBSIDIARIES
--------------------
COMPUTATION OF NET INCOME PER SHARE OF COMMON STOCK
AND COMMON STOCK EQUIVALENT
ASSUMING FULL DILUTION
IN MILLIONS, EXCEPT PER SHARE AMOUNTS
<CAPTION>
THREE MONTHS SIX MONTHS
ENDED JUNE 30 ENDED JUNE 30
--------------- ---------------
1994 1993 1994 1993
------ ------ ------ ------
<S> <C> <C> <C> <C>
Average number of shares used to compute
primary earnings per share................ 20.2 19.9 20.1 19.8
Common Stock issuable upon assumed
conversion of Preferred Stock............. 4.0 4.0 4.1 4.1
----- ----- ----- -----
Total....................................... 24.2 23.9 24.2 23.9
===== ===== ===== =====
Net income as adjusted
per primary computation................... $17.6 $22.9 $34.5 $38.1
Add - Dividends paid on Preferred Stock..... 3.3 3.3 6.6 6.7
----- ----- ----- -----
Net income, as adjusted..................... $20.9 $26.2 $41.1 $44.8
===== ===== ===== =====
Net income per share,
assuming full dilution...................... $ .87 $1.09 $1.70 $1.87
===== ===== ===== =====
</TABLE>
-14-
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-START> JAN-01-1994
<PERIOD-END> JUN-30-1994
<CASH> 21
<SECURITIES> 0
<RECEIVABLES> 889<F1>
<ALLOWANCES> 99
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 3512
<DEPRECIATION> 1397
<TOTAL-ASSETS> 3576
<CURRENT-LIABILITIES> 0
<BONDS> 1749<F2>
<COMMON> 14
3
0
<OTHER-SE> 611
<TOTAL-LIABILITY-AND-EQUITY> 3576
<SALES> 0
<TOTAL-REVENUES> 545
<CGS> 0
<TOTAL-COSTS> 274<F3>
<OTHER-EXPENSES> 79<F4>
<LOSS-PROVISION> 10
<INTEREST-EXPENSE> 71
<INCOME-PRETAX> 52<F5>
<INCOME-TAX> 21
<INCOME-CONTINUING> 41
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 41
<EPS-PRIMARY> 1.71
<EPS-DILUTED> 1.70
<FN>
<F1>This value consists of three components: Trade Accounts of 92 million, Finance
Leases of 547 million, Secured Loans of 250 million
<F2>This value consists of two components: Long-Term Debt of 1488 million and
Capital Lease Obligations of 261 million. Short-Term Debt is not included in
this value.
<F3>This value represents Operating Expenses on the Consolidated Income Statement.
<F4>This value represents Provision for Depreciation and Amortization on the
Consolidated Income Statement.
<F5>This value represents Income Before Income Taxes and Equity in Net Earnings of
Affiliated Companies.
</FN>
</TABLE>
