SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 8-K/A Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: February 11, 1998 AT&T CAPITAL CORPORATION A Delaware Commission File I.R.S. Employer Corporation No. 1-11237 No. 22-3211453 44 Whippany Road, Morristown, New Jersey 07962-1983 Telephone Number (973) 397-3000 Form 8-K/A February 11, 1998 Item 7 (c) of Current Report on Form 8-K of AT&T Capital Corporation dated November 19, 1997 is hereby amended to read in full as follows (and, in connection therewith, to add Exhibit 23 entitled "Consent of Independent Auditors" filed herewith): Item 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 23. Consent of Independent Auditors. 99. Press Release issued by Newcourt and the Company dated November 17, 1997.* A) Stock Purchase Agreement dated as of November 17, 1997, among the Company, Newcourt, Hercules Holdings (Cayman) Limited and other selling stockholders of the Company.* B) (1)Newcourt's Preliminary Prospectus dated November 17, 1997.* (2)Newcourt's Reports on Form 6-K setting forth its consolidated financial statements as of, and for the respective three, six and nine month periods ended, March 31, 1997, June 30, 1997, and September 30, 1997.* * Previously filed as an Exhibit to Current Report on Form 8-K of AT&T Capital Corporation dated November 19, 1997 amended hereby. Form 8-K/A February 11, 1998 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 thereunto duly authorized. AT&T CAPITAL CORPORATION Glenn A. Votek ----------------------------------- By: Glenn A. Votek Vice President and Treasurer February 12, 1998 Form 8-K/A February 11, 1998 EXHIBIT INDEX Exhibit 23. Consent of Independent Auditors. 99. Press Release issued by Newcourt and the Company dated November 17, 1997.* A) Stock Purchase Agreement dated as of November 17, 1997, among the Company, Newcourt, Hercules Holdings (Cayman) Limited and other selling stockholders of the Company.* B) (1)Newcourt's Preliminary Prospectus dated November 17, 1997.* (2)Newcourt's Reports on Form 6-K setting forth its consolidated financial statements as of, and for the respective three, six and nine month periods ended, March 31, 1997, June 30, 1997, and September 30, 1997.* * Previously filed as an Exhibit to Current Report on Form 8-K of AT&T Capital Corporation dated November 19, 1997 amended hereby.