TRANS LEASING INTERNATIONAL INC
8-K, 1997-09-10
FINANCE LESSORS
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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549




                                    FORM 8-K



                                 CURRENT REPORT
                    PURSUANT TO SECTIONS 13 OR 15 (d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

        Date of report (Date of earliest event reported): August 27, 1997


                        TRANS LEASING INTERNATIONAL, INC.
               (Exact name of registrant as specified in charter)


                           Delaware 0-15167 36-2747735
             (State or Other Jurisdiction (Commission (IRS Employer
               of incorporation) File Number) Identification No.)

                                3000 Dundee Road
                           Northbrook Illinois 60062
              (Address of principal executive offices) (Zip Code)

       Registrant's Telephone number, including area code (847) 272-1000


          ____________________________________________________________
          (Former Name or Former Address, if Changed Since Last Report






<PAGE>

Item 5.      Other Events.

     On August 27, 1997,  Trans  Leasing  International,  Inc.  issued the press
release attached to this current report as Exhibit 99.1.

Item 7.      Financial Statements, Pro Forma Financial Information and Exhibits.

      (c) Exhibits.

Exhibit No.       Description

99.1              Press Release of Trans Leasing International, Inc. dated 
                  August 27, 1997




                                                                                
____________________________________________________________________News Release
FOR IMMEDIATE RELEASE

                       TRANS LEASING ANNOUNCES ASSET SALE

                        Northbrook, IL - August 27, 1997

     Trans Leasing International,  Inc. (NASDAQ NMS Symbol TLII) announced today
that it has entered into an agreement to sell substantially all of its assets to
General Electric Capital Corporation. The sale has been approved by its Board of
Directors  and holders of a majority of its stock.  It is currently  anticipated
that the sale proceeds to the  stockholders,  net of debt  repayment,  taxes and
liquidation and other expenses, will be approximately $10 per share and that the
proceeds will be distributed to the stockholders in early 1998 via a liquidating
dividend.  Pursuant to the terms of the agreement,  no further dividends will be
paid on the Company's common stock pending closing of the sale  transaction.  It
is anticipated  that the Company's common stock will continue to trade on NASDAQ
until  the  sale  proceeds  are   distributed.   

Details  will  be  provided  to stockholders in an information  statement which
will be mailed after filing withthe Securities and Exchange Commission. The 
transaction is subject to expiration of the  antitrust  pre-merger notification 
period  and other  conditions  and, although  the Company  expects  that the 
sale will be  expeditiously  completed, there can be no assurance that it will.
Trans Leasing  Chairman Larry Grossman said "We think that GECC is an excellent
fit with out  business.  We are excited about how a  combination with GECC will 
allow us to better serve our  customersand provide our employees  with new  
opportunities.  The  transaction  maximizes shareholder  value by  providing a 
premium of about 40% over recent stock prices and nearly three times where the 
stock was trading a year ago."

Contact: Larry S. Grossman 1-800-323-1180

                                   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.

                                   TRANS LEASING INTERNATIONAL, INC.


Date:  September 10, 1997          By:  /s/Stephen J. Hupp
                                        Vice President Finance



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