1 [UNION TANK CAR COMPANY LETTERHEAD] - -------------------------------------------------------------------------------- Trade Date: September 10, 1998 Original Issue Date: September 15, 1998 Principal Amount: $10,000,000 Net Proceeds to Issuer: $9,965,000 Currency: U.S. $ Minimum Denomination: $1,000 Issue Price: 100% Selling Agent's Commission: .350% Interest Rate: 5.78% Interest Payment Date(s): February 15 and August 15, commencing February 15, 1999 Maturity Date: September 17, 2001 - -------------------------------------------------------------------------------- Form: X Book-Entry --- Certificated --- Redemption: X The Notes cannot be redeemed prior to maturity --- --- The Notes may be redeemed prior to maturity Initial Redemption Date: N/A Initial Redemption Price: N/A Annual Redemption Price Reduction: N/A Repayment: X The Notes cannot be repaid prior to maturity --- The Notes can be repaid prior to maturity at the option of --- the holder Repayment Price: N/A Repayment Date: N/A Discount Note: Yes --- X No --- Total Amount of OID: N/A Original Yield to Maturity: N/A Initial Accrual Period OID: N/A Method Used to Determine Yield for Initial Accrual Period: Approximate Exact --- --- Capacity: X Agent Principal --- --- If as principal: The Registered Notes are being offered at varying --- prices related to prevailing market prices at the time of resale. The Registered Notes are being offered at a fixed --- initial public offering price ___% of Principal Amount. The Registered Notes are being reoffered to dealers with a reallowance not to exceed ___% of the Commission or Fee. SALOMON SMITH BARNEY