FORM 10-Q

                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.  20549-1004
(Mark One)

          [x]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE 
               SECURITIES EXCHANGE ACT OF 1934

          For the quarterly period ended June 28, 1998

                                      OR

          [ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
               SECURITIES EXCHANGE ACT OF 1934

     For the transition period from ________ to ________ 
Commission file number

                              GPC CAPITAL CORP. I
            (Exact name of registrant as specified in its charter)

     DELAWARE                                   23-2952403
(State or other jurisdiction of     (I.R.S. Employer Identification No.)
incorporation or organization)

                           1110 East Princess Street
                              York, Pennsylvania
                   (Address of principal executive offices)
                                     17403
                                  (zip code)
                                (717) 849-8500
             (Registrant's telephone number, including area code)

Indicate by checkmark whether the registrant (1) has filed all reports
required to be filled by the Section 13 or 15 (d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that
the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days.  Yes [  ]. No  [X].

As of the date hereof, 1,000 shares of the registrant's common stock, par
value $.01 per share, are outstanding. 
<PAGE>
                              GPC CAPITAL CORP. I
                                     INDEX


                        PART I.  FINANCIAL INFORMATION


                                                        Page Number
ITEM     1: Condensed Financial Statements:

            CONDENSED BALANCE SHEETS -
               At June 28, 19983  . . . . . . . . . . . . . . . .  3

            CONDENSED STATEMENTS OF OPERATIONS  - For the
               Three months and Six Months Ended June 28, 1998     4

            CONDENSED STATEMENTS OF SHAREHOLDER'S EQUITY-
               For the  Six Months Ended June 28, 1998  . . . . .  5

            CONDENSED STATEMENTS OF CASH FLOWS -For the
               Six Months Ended June 28, 1998 . . . . . . . . . .  6

            NOTES TO CONDENSED FINANCIAL STATEMENTS . . . . . . .  7

Item     2: Management's Discussion and Analysis of Financial
            Condition and Results of Operations . . . . . . . . .  8


                          PART II.  OTHER INFORMATION

Item     6: Exhibits and Reports on Form 8-K    . . . . . . . . .  9

Signature:  . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
<PAGE>
PART I.  FINANCIAL INFORMATION

Item 1.   Condensed Financial Statements


                              GPC CAPITAL CORP. I
                            CONDENSED BALANCE SHEET
                                 June 28, 1998
                                (in thousands)
                                  (Unaudited)


Total assets  . . . . . . . . . . . . . . . . . .           ---

Total liabilities . . . . . . . . . . . . . . . .           ---

Commitments and contingencies . . . . . . . . . .           ---

Total Shareholder's Equity  . . . . . . . . . . .           ---



















                            See accompanying notes.
<PAGE>
                              GPC CAPITAL CORP. I
                      CONDENSED STATEMENTS OF OPERATIONS
                THREE AND SIX MONTH PERIODS ENDED JUNE 28, 1998
                                (in thousands)
                                  (Unaudited)






                                           Three Months     Six Months
                                           ------------     ----------

Net sales . . . . . . . . . . . . . . . .          ---        ---

Operating income  . . . . . . . . . . . .          ---        ---

Interest expense, net . . . . . . . . . .          ---        ---

Net income  . . . . . . . . . . . . . . .          ---        ---


















                            See accompanying notes.
<PAGE>
                              GPC CAPITAL CORP. I
                    CONDENSED STATEMENTS OF SHAREHOLDER'S EQUITY 
                                (in thousands)
                                  (Unaudited)





Balance at February 2, 1998 . . . . . . .          ---

Balance at June 28,1998 . . . . . . . . .          ---


























                            See accompanying notes.
<PAGE>
                              GPC CAPITAL CORP. I
                      CONDENSED STATEMENTS OF CASH FLOWS
                     SIX MONTH PERIOD ENDED JUNE 28, 1998
                                (in thousands)
                                  (Unaudited)


Operating activities  . . . . . . . . . .          ---

Investing activities  . . . . . . . . . .          ---

Financing activities  . . . . . . . . . .          ---


























                            See accompanying notes.
<PAGE>
                              GPC CAPITAL CORP. I
              NOTES TO CONDENSED FINANCIAL STATEMENTS (Unaudited)
                                 June 28, 1998


1.       Basis of Presentation

         The accompanying unaudited condensed financial statements of GPC
Capital Corp. I have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Form 10-Q and Article 10 of Regulation S-X and therefore do
not include all of the information and footnotes required by generally
accepted accounting principles for complete annual financial statements.  In
the opinion of management, all adjustments (consisting only of usual
recurring adjustments considered necessary for a fair presentation) are
reflected in the condensed financial statements. 

         GPC Capital Corp. I, a wholly owned subsidiary of Graham Packaging
Company, a Delaware limited partnership formerly known as Graham Packaging
Holdings I, L.P. (the "Operating Company") was incorporated in Delaware in
January 1998.  The sole purpose of GPC Capital Corp. I is to act as co-obligor
of the Senior Subordinated Notes and as co-borrower under the New Credit
Agreement.  GPC Capital Corp. I has only nominal assets and does not conduct
any independent operations. GPC Capital Corp. I has authorized and issued 1,000
shares of common stock with a par value of $.01 per share.

         The Operating Company is a wholly owned subsidiary of Graham
Packaging Holdings Company, a Pennsylvania limited partnership formerly known
as Graham Packaging Company ("Holdings").  Holdings has fully and
unconditionally guaranteed the Senior Subordinated Notes of the Operating
Company and GPC Capital Corp. I on a senior subordinated basis. 

         For additional information, see the related Quarterly Reports on 
Form 10-Q of Holdings and the Operating Company for the quarter ended 
June 28, 1998.


2.  Debt Arrangements

         On February 2, 1998, the Operating Company and GPC Capital Corp. I, as
co-obligor, issued $225 million of Senior Subordinated Notes Due 2008.  The
Senior Subordinated Notes are fully and unconditionally guaranteed on a senior
subordinated basis by Holdings and mature on January 15, 2008, with interest
payable on $150 million at 8.75% and with interest payable on $75 million at
LIBOR plus 3.625%. 

<PAGE>
         On February 2, 1998, the Operating Company refinanced the majority of
its existing credit facilities and entered into a new Credit Agreement (the
"New Credit Agreement") with a consortium of banks. The New Credit Agreement
consists of three term loans to the Operating Company totaling $395 million
and two revolving loan facilities to the Operating Company totaling $255
million.  The obligations of the Operating Company under the New Credit
Agreement are guaranteed by Holdings and certain other subsidiaries of
Holdings. The term loans are payable in quarterly installments beginning June
30, 1998 through January 31, 2007, and require payments of $3,200,000 in
1998, $3,200,000 in 1999, $13,200,000 in 2000, $18,200,000 in 2001 and
$23,200,000 in 2002.  The revolving loan facilities expire on January 31,
2004.  Interest is payable at (a) the "Alternate Base Rate" (the higher of
the Prime Rate or the Federal Funds Rate plus 0.50%) plus a margin ranging
from 0% to 2.00%; or (b) the "Eurocurrency Rate" (the applicable interest
rate offered to banks in the London interbank eurocurrency market) plus a
margin ranging from 0.625% to 3.00%.   A commitment fee ranging from 0.20% to
0.50% is due on the unused portion of the revolving loan commitment.  In
addition, the New Credit Agreement contains certain affirmative and negative
covenants as to the operations and financial condition of the Operating
Company, as well as certain restrictions on the payment of dividends and
other distributions to Holdings. 

3.  Subsequent Events

         On August 13, 1998, the New Credit Agreement was amended to provide
for up to an additional $175 million in term loan borrowings.  Principal
payments required under this new term facility are payable in quarterly
installments beginning March 31, 1999 through January 31, 2007, with payments
of $1.8 million in each of the next five years. 

         On September 8, 1998, the Operating Company and GPC Capital Corp. I
consummated exchange offers for all of their outstanding Senior Subordinated
Notes Due 2008 which had been issued on February 2, 1998 (the "Old Notes"),
and issued in exchange therefor their Senior Subordinated Notes Due 2008,
Series B (the "Exchange Notes"), which have the same terms as the Old Notes,
except that the Exchange Notes are registered under the Securities Act of 1933
and do not include the restrictions on transfer applicable to the Old Notes.
The Exchange Notes are fully and unconditionally guaranteed by Holdings on a
senior subordinated basis.  See Note 2.

Item 2.  Management's Discussion and Analysis of Financial Condition
                 And Results of Operations

         Cautionary Statement for Purposes of the "Safe Harbor" Provisions of
         the Private Securities Litigation Reform Act of 1995

                 The Private Litigation Reform Act of 1995 provides a "Safe
         Harbor" for certain forward-looking statements.  This Form 10-Q
         includes "forward-looking" within the meaning of section 27A of the
         Securities Act and Section 21E of the Securities Exchange Act of
         1934, as amended ("the Exchange Act").  All statements other than
         historical facts included in this Form 10-Q, including without
         limitation, statements regarding the Company's future financial
         position, business strategy, anticipated capital expenditures,
         anticipated business acquisitions, projected costs and plans and
         objectives of management for future operations, are forward-looking
         statements.  In addition, forward-looking statements generally can be
         identified by the use of forward-looking terminology such as "may",
         "will", "expect", "intend", "estimate", "anticipate", "believe", or
         "continue" or the negative thereof or variations thereon or similar
         terminology.  Although the Company believes that the expectations
         reflected in such forward-looking statements are reasonable, they can
         give no assurance that such expectations will prove to have been
         correct. 

<PAGE>
         Results of Operations

                 None


         Liquidity and Capital Resources

                 On February 2, 1998, the Operating Company and GPC Capital
         Corp. I, as co-obligor, issued $225 million of Senior Subordinated
         Notes Due 2008.  The Senior Subordinated Notes are fully and 
         unconditionally guaranteed on a senior subordinated basis by Holdings
         and mature on January 15, 2008, with interest payable on $150 million
         at 8.75% and with interest payable on $75 million at LIBOR plus
         3.625%.

                 On September 8, 1998, the Operating Company and GPC
         Capital Corp. I consummated exchange offers for all of their
         outstanding Senior Subordinated Notes Due 2008 which had been issued
         on February 2, 1998 (the "Old Notes"), and issued in exchange therefor
         their Senior Subordinated Notes Due 2008, Series B (the "Exchange
         Notes"), which have the same terms as the Old Notes, except that the
         Exchange Notes are registered under the Securities Act of 1933 and do
         not include the restrictions on transfer applicable to the Old Notes.
         The Exchange Notes are fully and unconditionally guaranteed by
         Holdings on a senior subordinated basis.

                 On February 2, 1998, the Operating Company refinanced the
         majority of its existing credit facilities and entered into a new
         Credit Agreement (the "New Credit Agreement") with a consortium of
         banks. The New Credit Agreement consists of three term loans to the
         Operating Company totaling $395 million and two revolving loan
         facilities to the Operating Company totaling $255 million.  The
         obligations of the Operating Company under the New Credit Agreement
         are guaranteed by Holdings and certain other subsidiaries of
         Holdings. The term loans are payable in quarterly installments
         beginning June 30, 1998 through January 31, 2007, and require
         payments of $3,200,000 in 1998, $3,200,000 in 1999, $13,200,000 in
         2000, $18,200,000 in 2001 and $23,200,000 in 2002.  The revolving
         loan facilities expire on January 31, 2004.  Interest is payable at
         (a) the "Alternate Base Rate" (the higher of the Prime Rate or the
         Federal Funds Rate plus 0.50%) plus a margin ranging from 0% to
         2.00%; or (b) the "Eurocurrency Rate" (the applicable interest rate
<PAGE>
         offered to banks in the London interbank eurocurrency market) plus a
         margin ranging from 0.625% to 3.00%.   A commitment fee ranging from
         0.20% to 0.50% is due on the unused portion of the revolving loan
         commitment.  In addition, the New Credit Agreement contains certain
         affirmative and negative covenants as to the operations and financial
         condition of the Operating Company, as well as certain restrictions
         on the payment of dividends and other distributions to Holdings. 

                 On August 13, 1998, the New Credit Agreement was amended to
         provide for up to an additional $175 million in term loan borrowings. 
         Principal payments required under this new term facility are payable
         in quarterly installments beginning March 31, 1999 through January
         31, 2007, with payments of $1.8 million in each of the next five
         years. 
<PAGE>
                          PART II  OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K

         a.      Exhibits

                 Exhibit 27  Financial Data Schedule


         b.      Reports on Form 8-K

                 No reports on Form 8-K were required to be filed during the
                 quarter ended June 28, 1998.
<PAGE>
                                   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.



Dated:  September 14, 1998

                                  GPC CAPITAL CORP. I
                                  (Registrant)


                                  /s/ John E. Hamilton
                                  ___________________________________
                                  John E. Hamilton
                                  Vice President
                                  (chief accounting officer and duly
                                  authorized officer)