SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 6-K

                        REPORT OF FOREIGN PRIVATE ISSUER
                      PURSUANT TO RULE 13A-16 OR 15D-16 OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                            For the month of May 2002


                                     ALSTOM
                                     ------
             (Exact Name of Registrant as Specified in its Charter)


                     25, AVENUE KLEBER, 75116 PARIS, FRANCE
                     --------------------------------------
              (Address of Registrant's Principal Executive Office)



      (Indicate by check mark whether the Registrant files or will file annual
reports under cover of Form 20-F or Form 40-F)

      Form 20-F   X                    Form 40-F
                -----                            -----

      (Indicate by check mark whether the Registrant, by furnishing the
information contained in this Form, is also thereby furnishing the information
to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act
of 1934)

      Yes                              No   X
          -----                           -----

      (If "Yes" is marked, indicate below the file number assigned to the
Registrant in connection with Rule 12g3-2(b): )



THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE
REGISTRATION STATEMENTS ON FORM S-8 OF ALSTOM (NO. 333-10658 and NO. 333-12028)
AND THE RELATED PROSPECTUSES AND TO BE PART THEREOF FROM THE DATE ON WHICH THIS
REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS
SUBSEQUENTLY FILED OR FURNISHED.

<PAGE>

[LOGO]

                                                                     28 May 2002

                             ALSTOM CAPITAL INCREASE

   ALSTOM  announced  today the  launch of a capital  increase  through a rights
   issue to raise  approximately  636  million  euros  through  the  issuance of
   66,273,064 new shares.

   The capital increase will be carried out through the issuance of preferential
   subscription rights to existing  shareholders.  Shareholders will be entitled
   to  subscribe  4 new  shares for every 13 shares  held on 3rd June 2002.  The
   subscription price for the new shares has been set at 9.60 euros per share.



   THIS  ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL, OR A SOLICITATION OF
   OFFERS TO PURCHASE OR SUBSCRIBE  FOR,  SECURITIES IN THE UNITED  STATES.  THE
   SECURITIES  REFERRED  TO HEREIN  HAVE NOT BEEN,  AND WILL NOT BE,  REGISTERED
   UNDER THE SECURITIES ACT OF 1933, AS AMENDED,  AND MAY NOT BE OFFERED OR SOLD
   IN THE UNITED STATES ABSENT  REGISTRATION  OR AN  APPLICABLE  EXEMPTION  FROM
   REGISTRATION  REQUIREMENTS.  THIS NOTICE IS ISSUED PURSUANT TO RULE 135(C) OF
   THE SECURITIES ACT OF 1933.

   STABILISATION/FSA

   CONTACTS

   Press enquiries:     G. Tourvieille / S. Gagneraud
                        (Tel. +33 1 47 55 23 15)
                        internet.press@chq.alstom.com

   Investor relations:  R. Shaw / E. Rocolle-Teyssier (Tel. +33 1 47 55 25 78)
                        investor.relations@chq.alstom.com

   Internet:            http://www.alstom.com

<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.

                                            ALSTOM

Date:  May 29, 2002                     By: /S/ FRANCOIS NEWEY
                                            ------------------------------------
                                            Name: Francois Newey
                                            Title: Executive Central
                                            Management & Chief Financial
                                            Officer