Filed Pursuant to Rule 424(b)(2)
                         Registration No. 33-65053

                         Pricing Supplement No. 2
                         Dated: May 15, 1996


                   GATX CAPITAL CORPORATION

                 Medium Term Notes, Series D
                With Maturities from Nine Months to
               Fifteen Years from Date of Issue


Principal Amount:    $10,000,000.00     

Original Issue Date: May 20, 1996

Maturity Date:       May 20, 2004

Cusip Number:        36144T BX 4

Interest Rate Index: 

Initial Interest Rate: 7.29%  

Interest Reset Period:   

Interest Payment Dates:  April 1, October 1

Calculation Agent:       Chase Manhattan Bank

Redemption at Option of Holder:      Yes   No XXX
Redemption at Option of Company:     Yes   No XXX
Redemption Date:
Redemption Price:

Form of Note:  Book Entry

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 herein 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.