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

                               September 21, 1999
                        ---------------------------------
                        (Date of earliest event reported)

                            GATX CAPITAL CORPORATION
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             (Exact name of Registrant as specified in its charter)

 Delaware                                                     94-1661392
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  (State of                (Commission File No.)            (IRS Employer
Incorporation)                                            Identification No.)

                             Four Embarcadero Center
                         San Francisco, California 94111
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          (Address of principal executive offices, including zip code)

                                 (415) 955-3200
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              (Registrant's telephone number, including area code)

                                 Not Applicable
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          (Former name or former address, if changed since last report)


Item 5. Other Events

            On September 21, 1999, GATX Capital Corporation ("GATX Capital")
announced that its new joint venture company, GATX Flightlease Aircraft Company
Ltd. ("GFAC"), has placed an order with Airbus Industrie for 38 aircraft with a
list price in excess of US$2 billion. GATX Capital has guaranteed 50% of the
obligations of GFAC, on a several basis, under the purchase agreement with
Airbus Industrie. In 1998, GATX Capital had entered into a joint venture with
Flightlease AG, a subsidiary of the SAirGroup, to form GATX Flightlease
Management GmbH ("GFM"). SAirGroup is the parent company of Swissair and other
businesses. GFM is an aircraft operating lease management company with
approximately 300 aircraft in its management portfolio. This management
portfolio includes aircraft wholly owned by either joint venture partner,
aircraft on order and non wholly owned aircraft under management and aircraft
under management for third parties. In 1999, GATX Third Aircraft Corporation
("GTAC", a wholly owned subsidiary of GATX Capital) entered into a joint venture
with Flightlease Holdings (Guernsey) Limited ("FHG", a wholly owned subsidiary
of Flightlease AG), to form GFAC. GFAC was formed as an entity to own aircraft.

            The full text of the announcement is reproduced below.

                              For Immediate Release

             GATX Flightlease Announces Order of 38 Airbus Aircraft

      Chicago, September 20 - Flightlease AG, a subsidiary of the SAirGroup, and
GATX Capital Corporation, a subsidiary of GATX Corporation, today announced that
their new joint venture company, GATX Flightlease Aircraft Company Ltd., has
placed an order for 38 Airbus Industrie aircraft with a list price of US$2.2
billion. The firm order encompasses 32 new A320 family aircraft (including 12 of
the recently introduced 107-seater A318 aircraft) and 6 A330 family aircraft,
with deliveries beginning in 2001 and continuing through 2006. These aircraft
will be managed by GATX Flightlease Management GmbH, a company jointly
established by Flightlease and GATX Capital and which is one of the world's
largest aircraft lessors.

      "We are pleased to announce this order for Airbus aircraft," said
Hans-Jorg Hunziker, President and CEO of Flightlease AG and Co-CEO of GATX
Flightlease. "In just one year, the GATX and Flightlease joint venture has
exceeded all expectations for growth and development by establishing itself as
both a major aircraft management company and as a significant investor in new
aircraft. We believe that through the combined effort, expertise and cooperation
of its two partners, GATX Flightlease today has accomplished more as a single
entity than either of its partners could achieve individually."


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      Alan Coe, Executive Vice President of GATX Capital and Co-CEO of GATX
Flightlease said, "Today we are taking the logical next step in the development
of our innovative joint venture with Flightlease. This order demonstrates our
confidence in our joint venture with Flightlease and the aircraft operating
lease business, as well as our confidence in the Airbus product. We want GATX
Flightlease to be the preferred provider of aircraft to airlines around the
world and we will continue to grow our joint portfolio to ensure that we can
meet the needs of our customers."

      "We are gratified that the combined expertise of GATX Capital and
Flightlease endorse our products, their market appeal and residual value
potential," said Noel Forgeard, Airbus Industrie's Chief Executive Officer. "We
are very pleased to see this new joint venture established as a strong believer
in Airbus Industrie aircraft, in particular as it is a new and different breed
of lessor."

      GATX Flightlease is an aircraft management company with approximately 300
aircraft in its portfolio. The company is headquartered in Zurich, Switzerland,
and has representative offices in Toulouse, Tokyo, Seattle, and San Francisco,
the home of GATX Capital.

      GATX Capital, which was the first lessor to place an advance order of
A320-family aircraft in 1986, is a diversified international financial services
company which provides asset-based financing for transportation, industrial and
information technology equipment and owns and manages assets with an original
equipment cost of approximately $10 billion. GATX Capital is a subsidiary of
GATX Corporation (NYSE: GMT) which combined unique financing, asset and
logistics solutions for customer and partners worldwide. GATX's major assets are
comprised of railroad cars, locomotives, commercial aircraft, bulk liquid
terminals, pipelines, technology equipment, warehouses and other capital assets.

      Flightlease is the aircraft leasing company of the SAirGroup, a dedicated,
integrated group offering a constellation of specialist know-how and expertise,
leveraged by the intrinsic synergy of an airline-related business structure.

Investor, corporate information and press releases may be found at
http://www.gatx.com A variety of current financial information, historical
financial information, press releases and photographs are available at this
site. GATX press releases may be obtained by automated PR News Company News
On-Call's automated fax service at 800-758-5804. The company identification
number for GATX is 105121.


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                                   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 hereunto duly authorized.

                                      GATX CAPITAL CORPORATION


                                      By: /s/ THOMAS C. NORD
                                          --------------------------------------
                                      Name: Thomas C. Nord
                                      Title: Vice President and General Counsel

Date: September 29, 1999


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