Filed Pursuant to Rule 424(b)(3)
                                                  Registration Nos. 333-86212
                                                                    333-86212-01

PROSPECTUS SUPPLEMENT NO. 5
- ---------------------------

                                  $175,000,000

                                GATX Corporation

                     7.5% Convertible Senior Notes due 2007
                    Fully and Unconditionally Guaranteed by
                           GATX Financial Corporation
                                      and

                             Shares of Common Stock
                  issuable upon conversion of the Senior Notes

     This prospectus supplement supplements the prospectus dated June 19, 2002
of GATX Corporation and GATX Financial Corporation, as supplemented by
prospectus supplement no. 1 dated June 26, 2002, prospectus supplement no. 2
dated July 3, 2002, prospectus supplement no. 3 dated July 23, 2002 and
prospectus supplement no. 4 dated August 9, 2002, relating to the sale by
certain holders of our 7.5% convertible senior notes due 2007 and the shares of
our common stock issuable upon conversion of the notes. You should read this
prospectus supplement in conjunction with the prospectus as supplemented to
date. This prospectus supplement is qualified by reference to the prospectus as
so supplemented except to the extent that the information in this prospectus
supplement supersedes the information contained in the prospectus as so
supplemented. Capitalized terms used in this prospectus supplement and not
otherwise defined herein have the meanings specified in the prospectus.

     The table of Selling Holders contained in this prospectus is hereby amended
to add the entity named below as a Selling Holder:



                                     Principal Amount of
                                      Notes Beneficially      Number of Shares
                                          Owned That           of Common Stock
Name of Selling Holder                   May be Sold          That May be Sold
- ----------------------               -------------------      -----------------
                                                        
Arbitex Master Fund L.P.                  $2,500,000               73,335


     Investing in the notes and our common stock involves risks. See "Risk
Factors" beginning on page 5 of the prospectus.

     Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or passed upon the
accuracy or adequacy of this prospectus. Any representation to the contrary is a
criminal offense.

           The date of this prospectus supplement is August 29, 2002