HELLER FINANCIAL INC
424B3, 1995-11-21
SHORT-TERM BUSINESS CREDIT INSTITUTIONS
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<PAGE>
 
                                                      Rule 424(b)(3)
                                                      File No. 33-62479
 
Sticker Supplement No. 1                              Dated November 20, 1995 to
Pricing Supplement No. 1                              Dated: November 16, 1995
(To Prospectus dated October 6, 1995 
Prospectus Supplement dated October 17, 1995)

(Referring to subject Pricing Supplement,
please note the revised Initial Interest Rate) 



U.S.$2,500,000,000
HELLER FINANCIAL, INC.
MEDIUM-TERM NOTES, SERIES G

(REGISTERED NOTES - FLOATING RATE)
DUE FROM NINE MONTHS TO THIRTY YEARS FROM DATE OF ISSUE

Principal Amount:   $25,000,000             Issue Price: 100 %

Original Issue Date: November 21, 1995      Stated Maturity Date: May 21, 1997

Form: [X] Book-Entry  [_] Certificated

Depositary: Depository Trust Company

Specified Currency:  U.S. Dollars
  (If other than U.S. Dollars, see attached)

Option to Receive Payments in Specified Currency: [_] Yes [_] No
  (Applicable only if Specified Currency is other than U.S. Dollars)

Authorized Denominations:
  (Applicable only if Specified Currency is other than U.S. Dollars)

Base Rate: [_] Commercial Paper Rate [X] LIBOR [_] Treasury Rate
  [_] Federal Funds Rate [_] Prime Rate [_] Other:
 
Interest Reset Period: Quarterly

Interest Payment Period: Quarterly

Interest Reset Dates: (If other than as specified in the Prospectus Supplement)
The 21st day of February, May, August and November of each year, beginning
February 21, 1996, up to but excluding the Stated Maturity Date.

Interest Payment Dates: (If other than as specified in the Prospectus
Supplement)   The 21st day of February, May, August and November of each year,
beginning February 21, 1996, up to and including the Stated Maturity Date.

Interest Determination Date(s): 2 London Banking Days prior to each Interest
Payment Date.

<PAGE>
          
                                                                 Rule 424(b)(3)
                                                              File No. 33-58716
 
Sticker Supplement No. 1                              Dated November 20, 1995
Pricing Supplement No. 1                              Dated: November 16, 1995
(To Prospectus dated October 6, 1995 and
Prospectus Supplement dated October 17, 1995)


Initial Interest Rate:  6.0625%

Index Maturity: 3 Month

Day Count Convention:  A/360

Maximum Interest Rate: N/A                      Minimum Interest Rate:  N/A

Spread (+/-):    + .1875%                       Spread Multiplier: N/A

Optional Redemption: [_] Yes [X] No
  Initial Redemption Date:

  The Redemption Price shall initially be   % of the principal amount of the
  Note to be redeemed and shall decline at each anniversary of the Initial
  Redemption Date by   % of the principal amount to be redeemed until the
  Redemption Price is 100% of such principal amount.

Optional Repayment: [_] Yes [X] No
  Optional Repayment Dates:
  Optional Repayment Prices:

Repayment Provisions:
  (If other than as specified in the Prospectus Supplement)

Discount Note: [_] Yes [X] No
  Total Amount of OID:
  Yield to Maturity:
  Initial Accrual Period OID:
Calculation Agent: Heller Financial, Inc.
Exchange Rate Agent: N/A
Recognized Foreign Exchange Dealers: N/A
Discount or Commission:  .075%

Other Provisions:  a)  AMOUNT ISSUED TO DATE, PRIOR TO PRICING SUPPLEMENT
                       NO. 1, UNDER MTN-SERIES G PROGRAM: $ 0
                   b)  CUSIP #:  42333HFJ6

Agent:  Merrill Lynch & Co.
        250 Vesey Street
        New York, NY 10281

<PAGE>
 
                                                                 Rule 424(b)(3)
                                                              File No. 33-62479
 
Sticker Supplement No. 1                              Dated: November 20, 1995 
Pricing Supplement No. 2                              Dated: November 16, 1995
(To Prospectus dated October 6, 1995 
Prospectus Supplement dated October 17, 1995)

(Referring to subject Pricing Supplement,
please note the revised Discount or Commission Rate) 


U.S.$2,500,000,000
HELLER FINANCIAL, INC.
MEDIUM-TERM NOTES, SERIES G

(REGISTERED NOTES - FLOATING RATE)
DUE FROM NINE MONTHS TO THIRTY YEARS FROM DATE OF ISSUE

Principal Amount:   $150,000,000        Issue Price: 100 %

Original Issue Date: December 1, 1995      Stated Maturity Date: January 15,
                                             1997

Form: [X] Book-Entry  [_] Certificated

Depositary: Depository Trust Company

Specified Currency:  U.S. Dollars
  (If other than U.S. Dollars, see attached)

Option to Receive Payments in Specified Currency: [_] Yes [_] No
  (Applicable only if Specified Currency is other than U.S. Dollars)

Authorized Denominations:
  (Applicable only if Specified Currency is other than U.S. Dollars)

Base Rate: [_] Commercial Paper Rate [_] LIBOR [_] Treasury Rate
      [_] Federal Funds Rate [X] Prime Rate [_] Other:
 
Interest Reset Period: Daily

Interest Payment Period: Quarterly

Interest Reset Dates: (If other than as specified in the Prospectus Supplement)
Each Business Day, up to but excluding the Stated Maturity Date, provided that
there will be a 2 Business Day cutoff prior to each Interest Payment Date and
the Stated Maturity Date.

Interest Payment Dates: (If other than as specified in the Prospectus
Supplement)  The 15th day of January, April, July and October of each year,
beginning January 15, 1996, up to and including the Stated Maturity Date.

Interest Determination Date(s): Daily.
<PAGE>
 
                                                                 Rule 424(b)(3)
                                                              File No. 33-58716
 
Sticker Supplement No. 1                              Dated: November 20, 1995 
Pricing Supplement No. 2                              Dated: November 16, 1995
(To Prospectus dated October 6, 1995 and
Prospectus Supplement dated October 17, 1995)


Initial Interest Rate:  To be determined

Index Maturity: Daily

Day Count Convention:  A/360

Maximum Interest Rate: N/A                      Minimum Interest Rate:  N/A

Spread (+/-):    -2.59%           Spread Multiplier: N/A

Optional Redemption: [ ] Yes [X] No
  Initial Redemption Date:

  The Redemption Price shall initially be % of the principal amount of the Note
  to be redeemed and shall decline at each anniversary of the Initial Redemption
  Date by % of the principal amount to be redeemed until the Redemption Price is
  100% of such principal amount.

Optional Repayment: [ ] Yes [X] No
  Optional Repayment Dates:
  Optional Repayment Prices:

Repayment Provisions:
  (If other than as specified in the Prospectus Supplement)

Discount Note: [ ] Yes [X] No
  Total Amount of OID:
  Yield to Maturity:
  Initial Accrual Period OID:
Calculation Agent: Heller Financial, Inc.
Exchange Rate Agent: N/A
Recognized Foreign Exchange Dealers: N/A
Discount or Commission:  .0635%

Other Provisions:  a)  AMOUNT ISSUED TO DATE, PRIOR TO PRICING SUPPLEMENT
                       NO. 2, UNDER MTN-SERIES G PROGRAM: $25,000,000
                   b)  CUSIP #:  42333HFK3

Agent: Lehman Brothers
       Three World Financial Center
       12th Floor
       New York, New York 10285


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