SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549







                                    FORM 8-K
                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934






        Date of Report (Date of Earliest Event Reported) January 23, 1997



                                GATX CORPORATION
             (Exact Name of Registrant as Specified in its Charter)






                                      New York
                (State or other jurisdiction of incorporation)
                                    
                                     1-2328
                             (Commission file number)

                                   36-1124040
                         (I.R.S. employer identification
                                      no.)

500 West Monroe Street, Chicago, Illinois 60661-3676
(Address of principal executive offices)


Registrant's telephone number, including area code (312) 621-6200







<PAGE>



Item 5. Other Events.

         GATX Capital  Corporation,  an indirect wholly owned  subsidiary of the
Company, today filed a Current Report on Form 8-K, stating the following:

                  "The Company [GATX Capital Corporation]  recently learned that
         on  December  18,  1996  General  Electric  Capital  Corporation  and a
         subsidiary  (collectively,  "GECC")  filed a Complaint  in the Superior
         Court  for the  County  of San  Francisco  (Case  No.  983351)  against
         GATX/Airlog  Company,  a California general  partnership  ("Airlog") of
         which a Company subsidiary is a partner, and the Company, among others.
         The Complaint  asserts causes of action for breach of contract,  fraud,
         negligent  misrepresentation  and trespass to personal property arising
         out of the  modification  of three  B747  aircraft  from  passenger  to
         freighter  configuration.  These  aircraft  are  among a  group  of ten
         aircraft affected by the issuance of Airworthiness  Directive  96-01-03
         (the  "AD") by the  Federal  Aviation  Administration  (the  "FAA")  in
         January  1996.  The  effect  of the AD is to reduce  significantly  the
         amount of freight the affected  aircraft may carry. The Complaint seeks
         direct and  consequential  damages which it alleges may be in excess of
         $50 to $75 million,  a  declaration  requiring  defendants  to promptly
         repair the aircraft and punitive damages.  To the best of the Company's
         knowledge,  no Summons has been served on any of the Defendants in this
         action.

                    The three  aircraft were modified in 1991 by  subcontractors
         of Airlog  with GECC's  knowledge  and  consent  pursuant to  contracts
         between  Airlog  and GECC.  These  aircraft  are part of a group of ten
         aircraft that are subject to the AD and were modified by subcontractors
         of Airlog  pursuant to a design approved by the FAA. The three aircraft
         were flown for more than four years prior to the issuance of the AD.

                  The Company previously disclosed that Evergreen  International
         Airlines,  Inc. made a claim on the Company with respect to three other
         aircraft of the ten  affected by the AD. The Company  responded to that
         claim by bringing an action for a  Declaratory  Judgment  that  neither
         Airlog nor the Company has any  liability  to  Evergreen as a result of
         the issuance of the AD. The remaining four affected  aircraft are owned
         by three other entities.

                  Consistent with its ongoing product support,  Airlog continues
         to  pursue,  with the  apparent  cooperation  of the  operators  of the
         aircraft, including GECC and Evergreen, solutions to the FAA's concerns
         raised in the AD.

                  While the results of any  litigation are impossible to predict
         with  certainty,  the Company  believes  that GECC's claims are without
         merit and that the Company and Airlog have adequate defenses thereto."







<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, duly authorized.


                                                    GATX Corporation


January 23, 1997                                    By:
                                                     /s/ David M. Edwards
                                                         David M. Edwards
                                                    Vice President Finance and
                                                      Chief Financial Officer


<PAGE>
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SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K
                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

        Date of Report (Date of Earliest Event Reported) January 23, 1997

                                GATX CORPORATION
             (Exact Name of Registrant as Specified in its Charter)

                                      New York
                (State or other jurisdiction of incorporation)
                                    
                                     1-2328
                             (Commission file number)

                                   36-1124040
                         (I.R.S. employer identification
                                      no.)

500 West Monroe Street, Chicago, Illinois 60661-3676
(Address of principal executive offices)

Registrant's telephone number, including area code (312) 621-6200
Item 5. Other Events.

         GATX Capital  Corporation,  an indirect wholly owned  subsidiary of the
Company, today filed a Current Report on Form 8-K, stating the following:

                  "The Company [GATX Capital Corporation]  recently learned that
         on  December  18,  1996  General  Electric  Capital  Corporation  and a
         subsidiary  (collectively,  "GECC")  filed a Complaint  in the Superior
         Court  for the  County  of San  Francisco  (Case  No.  983351)  against
         GATX/Airlog  Company,  a California general  partnership  ("Airlog") of
         which a Company subsidiary is a partner, and the Company, among others.
         The Complaint  asserts causes of action for breach of contract,  fraud,
         negligent  misrepresentation  and trespass to personal property arising
         out of the  modification  of three  B747  aircraft  from  passenger  to
         freighter  configuration.  These  aircraft  are  among a  group  of ten
         aircraft affected by the issuance of Airworthiness  Directive  96-01-03
         (the  "AD") by the  Federal  Aviation  Administration  (the  "FAA")  in
         January  1996.  The  effect  of the AD is to reduce  significantly  the
         amount of freight the affected  aircraft may carry. The Complaint seeks
         direct and  consequential  damages which it alleges may be in excess of
         $50 to $75 million,  a  declaration  requiring  defendants  to promptly
         repair the aircraft and punitive damages.  To the best of the Company's
         knowledge,  no Summons has been served on any of the Defendants in this
         action.

                    The three  aircraft were modified in 1991 by  subcontractors
         of Airlog  with GECC's  knowledge  and  consent  pursuant to  contracts
         between  Airlog  and GECC.  These  aircraft  are part of a group of ten
         aircraft that are subject to the AD and were modified by subcontractors
         of Airlog  pursuant to a design approved by the FAA. The three aircraft
         were flown for more than four years prior to the issuance of the AD.

                  The Company previously disclosed that Evergreen  International
         Airlines,  Inc. made a claim on the Company with respect to three other
         aircraft of the ten  affected by the AD. The Company  responded to that
         claim by bringing an action for a  Declaratory  Judgment  that  neither
         Airlog nor the Company has any  liability  to  Evergreen as a result of
         the issuance of the AD. The remaining four affected  aircraft are owned
         by three other entities.

                  Consistent with its ongoing product support,  Airlog continues
         to  pursue,  with the  apparent  cooperation  of the  operators  of the
         aircraft, including GECC and Evergreen, solutions to the FAA's concerns
         raised in the AD.

                  While the results of any  litigation are impossible to predict
         with  certainty,  the Company  believes  that GECC's claims are without
         merit and that the Company and Airlog have adequate defenses thereto."
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, duly authorized.

                                                    GATX Corporation

January 23, 1997                                    By:
                                                     /s/ David M. Edwards
                                                         David M. Edwards
                                                    Vice President Finance and
                                                      Chief Financial Officer