8-K

UNITED STATES
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): December 2, 2005

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
(IRS Employer
Identification No.)

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

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.06      Material Impairments.

On December 2, 2005, GATX Corporation (“GATX” or the “Company”) announced that it will sell up to $450 million of aircraft assets (including wholly-owned and joint venture aircraft) and determined that a material impairment charge was required. In connection with these actions, GATX expects to record in the fourth quarter of 2005 a non-cash impairment charge in the range of $180-$210 million ($110-$130 million after-tax) to reflect the write-down of the affected aircraft and aircraft joint venture investments to their estimated fair values. The Company does not anticipate any material future cash expenditures associated with the sales. The sales are expected to be substantially completed by the end of 2006. Changes in estimates of fair values and differences between estimated and actual sales prices may result in incremental losses or gains in future periods.

On December 2, 2005, the Company issued a press release describing the above-referenced charges and disclosing other information. A copy of this press release is attached hereto as an Exhibit 99.1.

Item 9.01      Financial Statements and Exhibits.

          (c)      Exhibits

          Exhibit 99.1      Press Release dated December 2, 2005.

SIGNATURE

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, thereunto duly authorized.

GATX CORPORATION
(Registrant)

/s/ Robert C. Lyons
Robert C. Lyons
Vice-President, Chief
Financial Officer
(Duly Authorized Officer)

Date: December 5, 2005

EXHIBIT INDEX

Exhibit No.	Description	Method of Filing
99.1	Press Release of GATX Corporation, dated December 2, 2005.	Filed Electronically

EX-99.1

NEWS RELEASE

FOR RELEASE: IMMEDIATE

GATX ANNOUNCES PLANNED AIRCRAFT SALES
·     Focus on remaining portfolio of newer aircraft and management initiatives
·     Expects to reduce net book value of aircraft portfolio by $450 million
·     Anticipates charges in 4Q 2005

     CHICAGO, December 2 - GATX Corporation (NYSE:GMT) today announced a plan to focus its aircraft leasing portfolio around its newer, more profitable aircraft. As part of this plan, GATX announced its intent to sell up to $450 million of older aircraft assets (including wholly owned and joint venture aircraft), or approximately 23% of its current air portfolio.

     In conjunction with this plan, GATX anticipates reporting after-tax, non-cash charges in the range of $110-$130 million in the fourth quarter of 2005. Sales of targeted aircraft are expected to be substantially complete by the end of 2006. Incremental gains or losses may occur as aircraft sales are completed.

     Brian A. Kenney, chairman and chief executive officer, stated, “Focusing our owned portfolio on the newer aircraft will reduce earnings volatility and allow us to allocate more resources to our aircraft management initiatives. This strategy will improve GATX’s overall asset quality, increase our risk-adjusted returns, and positively impact earnings in our aircraft leasing business. Additionally, the after-tax charges will have no material impact on our leverage and our balance sheet remains strong.”

     The after-tax charge associated with this plan to sell aircraft was not included in the Company’s previously announced 2005 GAAP earnings guidance of $1.90 – $2.10 per diluted share.

COMPANY DESCRIPTION

     GATX Corporation (NYSE:GMT) provides lease financing and related services to customers operating rail, air, marine and other targeted assets. GATX is a leader in leasing transportation assets and controls one of the largest railcar fleets in the world. Applying over a century of operating experience and strong market and asset expertise, GATX provides quality assets and services to customers worldwide. GATX has been headquartered in Chicago, IL since its founding in 1898 and has traded on the New York Stock Exchange since 1916. For more information, visit the Company’s website at www.gatx.com.

FOR FURTHER INFORMATION CONTACT:
Rhonda S. Johnson
Director, Investor Relations
GATX Corporation
312-621-6262
rhonda.johnson@gatx.com

Investor, corporate, financial, historical financial, photographic and news release information may be found at www.gatx.com.

(12/02/05)