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 22, 1997


                       Commission File Number   0-22906
                                               ---------   


                         ABC RAIL PRODUCTS CORPORATION
             (Exact name of registrant as specified in its charter)



           DELAWARE                                      36-3498749
  (State or other jurisdiction                          (IRS Employer
          of incorporation)                           Identification Number)



                           200 SOUTH MICHIGAN AVENUE
                                   SUITE 1300
                           CHICAGO, ILLINOIS  60604
                                (312) 322-0360
         (Address and telephone number of principal executive offices)

 
ITEM 5.   OTHER EVENTS.

          ABC Rail Products Corporation (the "Company") is filing herewith
an exhibit that relates to the Company's Registration Statement on Form S-3,
filed with the Securities and Exchange Commission on November 15, 1996
(Registration No. 333-16241).

ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS.

(c)  Exhibits

     4.1  Second Supplemental Indenture to the Indenture dated as of
          January 15, 1997 between the Company and First Trust National
          Association, as Trustee.

                                       2

 
                                  SIGNATURES
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          Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Current Report on Form 8-K to be signed on
its behalf by the undersigned hereunto duly authorized.

                         ABC RAIL PRODUCTS CORPORATION
                   
                   
                         By /s/ D. Chisholm MacDonald
                            -----------------------------------------------
                            D. Chisholm MacDonald
                            Executive Vice President--Administration and 
                            Development and Chief Financial Officer

                           

Date:  December 23, 1997

 
                                 EXHIBIT INDEX
                                 -------------


 
 
 
EXHIBIT                                                      
NUMBER                   DOCUMENT DESCRIPTION                
- ---------                ---------------------               
                                                       
 
   4.1     Second Supplemental Indenture to
           the Indenture dated as of January 15, 1997
           between the Company and First Trust
           National Association, as Trustee.