424B3 1 c96908e424b3.txt 424B3 FILED PURSUANT TO RULE 424(B)(3) REGISTRATION NO. 333-110451 333-110451-01 PROSPECTUS SUPPLEMENT NO. 3 $125,000,000 GATX CORPORATION 5% SENIOR CONVERTIBLE NOTES DUE 2023 FULLY AND UNCONDITIONALLY GUARANTEED BY GATX FINANCIAL CORPORATION AND SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION OF THE NOTES -------------- This prospectus supplement supplements the prospectus dated April 4, 2005 of GATX Corporation and GATX Financial Corporation, as supplemented by the prospectus supplement No. 1 dated May 9, 2005 and the prospectus supplement No. 2 dated June 23, 2005, relating to the sale by certain holders of our 5% Senior Convertible Notes due 2023 and the shares of GATX Corporation common stock issuable upon conversion of the notes. You should read this prospectus supplement in conjunction with the prospectus. This prospectus supplement is qualified by reference to the prospectus except to the extent that the information in this prospectus supplement supersedes the information contained in the prospectus. 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 the prospectus is hereby amended to add the entity named below as a Selling Holder:
Name PRINCIPAL AMOUNT OF NOTES NUMBER OF SHARES OF BENEFICIALLY OWNED COMMON STOCK THAT MAY BE SOLD THAT MAY BE SOLD ---------------- ---------------- Credit Suisse First Boston Europe Ltd .................. 7,000,000 288,850
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 THE PROSPECTUS OR THIS PROSPECTUS SUPPLEMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. -------------- The date of this prospectus supplement is July 22, 2005.