Item 2.01 Completion of Acquisition or Disposition of Assets.

On May 14, 2020, GATX Corporation ("GATX") completed the sale of its American Steamship Company ("ASC") business to Rand Logistics, Inc. for approximately $260 million in cash, subject to customary post-closing adjustments. This is the final step in the sale of ASC to Rand Logistics, Inc., as previously reported on February 10, 2020.

The unaudited pro forma financial information giving effect to the sale of ASC is filed herewith as Exhibit 99.1.




Item 9.01 Financial Statements and Exhibits.
(b) Pro Forma Financial Information
The following unaudited pro forma financial information of GATX is filed as
Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by
reference:

• Unaudited Pro Forma Condensed Consolidated Balance Sheet as of March 31, 2020.




•      Unaudited Pro Forma Condensed Consolidated Statement of Income for the
       three months ended March 31, 2020.


•      Unaudited Pro Forma Condensed Consolidated Statement of Income for the
       year ended December 31, 2019.


•      Unaudited Pro Forma Condensed Consolidated Statement of Income for the
       year ended December 31, 2018.


•      Unaudited Pro Forma Condensed Consolidated Statement of Income for the
       year ended December 31, 2017.

• Notes to the Unaudited Pro Forma Condensed Consolidated Financial Statements.






(d) Exhibits

Exhibit No.                                 Description
Filed with this Report:

99.1               GATX Corporation Unaudited Pro Forma Condensed Consolidated
                 Financial Statements.
104              Cover Page Interactive Data File (embedded within the Inline XBRL
                 document).

Incorporated by Reference:
2.1                Stock Purchase Agreement dated as of February 7, 2020, between
                 GATX Corporation and Rand Logistics, Inc. is incorporated by
                 reference to Exhibit 2.1 of GATX's Form 8-K dated February 10,
                 2020, file number 1-2328.

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