EXHIBIT 10B
To:      The Borrower
         The Guarantor
         The Banks

From: Chemical Investment Bank Limited - Agency Dept.

                                                             19th June, 1995

Dear Sirs,


                        GATX TERMINALS LIMITED
             -----------------------------------------------
  pounds25,000,000 Revolving Credit Facility Agreement dated 13th July, 1993
 ----------------------------------------------------------------------------

         We refer to the Revolving Credit Facility  Agreement (the  "Agreement")
dated 13th July, 1993, as amended by an Amendment  Agreement effective from 30th
June, 1994, and made between (1) GATX Terminals Limited as Borrower, (2) General
American Transportation Corporation as Guarantor, (3) Chemical Bank as Arranger,
(4)  Chemical   Investment  Bank  Limited  as  Agent,   and  (5)  the  financial
institutions named therein as Banks.

         Terms defined in the Agreement shall bear the same meaning herein.

A.       The Borrower and the Guarantor have  requested  the  agreement  of  the
         Banks to amend certain definitions as follows:

         (1)      the definition of  "Acceptance Commission Rate" shall be 
         amended to read as follows:

         Quote

         "Acceptance Commission Rate" in respect of any Bill means an acceptance
          commission rate of:

         (i)      if on the day on which such Bill was  made  the  Relevant  S&P
         Rating was A and the Relevant Moody's Rating was A2, 0.20 per cent. 
         per annum;

         (ii)     if on the day on which such Bill was made the Relevant S&P 
         Rating was A- and  the Relevant Moody's Rating was A3, 0.225 per cent. 
         per annum;


<PAGE>



         (iii)    if on the day on which such Bill was made the Relevant S&P 
                  Rating was BBB+ and the Relevant Moody's Rating was Baa1, 
                  0.25 per cent. per annum;

          (iv)    if on the day on which  such  Bill was made the  Relevant  S&P
                  Rating was BBB and the Relevant  Moody's Rating was Baa2, 0.25
                  per cent. per annum;

          (ii)    if on the day on which  such  Bill was made the  Relevant  S&P
                  Rating was BBB- and the Relevant  Moody's  Rating was Baa3, or
                  below either of these (or unrated by either Moody's  Investors
                  Services,  Inc. or Standard & Poor's  Corporation),  0.375 per
                  cent. per annum;

         Provided  that where the  combination  of the  Relevant  S&P Rating and
         Relevant  Moody's  Rating  on  the  relevant  day  is  not  one  of the
         combinations listed above the relevant acceptance commission rate shall
         be the acceptance  commission rate per annum which is applicable to the
         higher of (a) a Relevant  S&P  Rating  equal to the then  Relevant  S&P
         Rating and (b) a Relevant  Moody's  Rating  equal to the then  Relevant
         Moody's Rating;

          (2)     the definition of "Facility  Rate" shall be amended to read as
                  follows:
         Quote

         "Facility Rate" means a rate of:

          (i)     if on the first day of the period for which such rate falls to
                  be  determined  the Relevant S&P Rating was A and the Relevant
                  Moody's Rating was A2, 0.10 per cent. per annum;

          (ii)    if on the first day of the period for which such rate falls to
                  be determined  the Relevant S&P Rating was A- and the Relevant
                  Moody's Rating was A3, 0.125 per cent. per annum;

          (iii)   if on the first day of the period for which such rate falls to
                  be  determined  the  Relevant  S&P  Rating  was  BBB+  and the
                  Relevant Moody's Rating was Baa1, 0.15 per cent. per annum;

          (iv)    if on the first day of the period for which such rate falls to
                  be determined the Relevant S&P Rating was BBB and the Relevant
                  Moody's Rating was Baa2, 0.175 per cent. per annum;


          (v)     if on the first day of the period for which such rate falls to
                  be  determined  the  Relevant  S&P  Rating  was  BBB-  and the
                  Relevant Moody's Rating was Baa3, or below either of these (or
                  unrated by either Moody's Investors Services, Inc. or Standard
                  & Poor's Corporation), 0.225 per cent. per annum;


<PAGE>

         Provided  that where the  combination  of the  Relevant  S&P Rating and
         Relevant  Moody's  Rating  on  the  relevant  day  is  not  one  of the
         combinations  listed  above the  relevant  facility  rate  shall be the
         facility  rate per annum  which is  applicable  to the  higher of (a) a
         Relevant  S&P Rating  equal to the then  Relevant  S&P Rating and (b) a
         Relevant Moody's Rating equal to the then Relevant Moody's Rating;

         Unquote

         (3)  the definition of "Margin" shall be amended to read as follows:

         Quote

         "Margin" in respect of any Advance means:

          (i)     if on the day on which such  Advance was made the relevant S&P
                  Rating was A and the Relevant  Moody's Rating was A2, 0.20 per
                  cent. per annum;

          (ii)    if on the day on which such  Advance was made the relevant S&P
                  Rating was A- and the  Relevant  Moody's  Rating was A3, 0.225
                  per cent. per annum;

          (iii)   if on the day on which such  Advance was made the relevant S&P
                  Rating was BBB+ and the Relevant Moody's Rating was Baa1, 0.25
                  per cent. per annum;

          (iv)    if on the day on which such  Advance was made the relevant S&P
                  Rating was BBB and the Relevant  Moody's Rating was Baa2, 0.25
                  per cent. per annum;

          (v)     if on the day on which such  Advance was made the relevant S&P
                  Rating was BBB- and the Relevant  Moody's  Rating was Baa3, or
                  below either of these (or unrated by either Moody's  Investors
                  Services,  Inc. or Standard & Poor's  Corporation),  0.375 per
                  cent. per annum;


         Provided  that where the  combination  of the  Relevant  S&P Rating and
         Relevant  Moody's  Rating  on  the  relevant  day  is  not  one  of the
         combinations  listed  above the  relevant  margin shall be the rate per
         annum which is  applicable  to the higher of (a) a Relevant  S&P Rating
         equal to the then Relevant S&P Rating and (b) a Relevant Moody's Rating
         equal to the then Relevant Moody's Rating;


<PAGE>

         Unquote

          (4)     the definition of "Instruction Group" shall be amended to read
                  as follows:
         Quote

         "Instruction Group" means:

         (i)      whilst no Advances or Bills are outstanding  hereunder, a Bank
                  or group of Banks whose Commitments amount (or, if each Bank's
                  Commitment  has been reduced to zero, did  immediately  before
                  such  reduction  to  zero,  amount)  in  total  to  more  than
                  fifty-one per cent. of the Total Commitments; and

          (ii)    whilst at least one Advance or Bill is outstanding  hereunder,
                  a Bank or group of Banks to whom in total more than  fifty-one
                  per cent. of the Outstandings is owed;


         Unquote



B.       Clause 2 shall be amended to read as follows:

         Quote

         The Banks  grant to the  Borrower,  upon the terms and  subject  to the
         conditions  hereof,  a revolving cash advances and sterling  acceptance
         credit  facility  in an  aggregate  amount of  pounds28,000,000  or its
         equivalent from time to time in dollars.

         Unquote

C.       The First Schedule shall be amended to read that the Commitment of each
         Bank is Seven Million Pounds Sterling (pounds7,000,000).


D.       In addition the Borrower and Guarantor  have  requested  that the Banks
         waive the  provisions  of Clause  6.1 by hereby  accepting  the  Second
         Extension Notice giving notification to the Banks, before the expiry of
         23 months  from the date of the  Agreement,  to extend  the term of the
         Agreement by a further 36 months.

E.       As a consequence of the amendment to alter the date of the Termination 
         Date of the  Agreement Clause 6.7 shall be amended to read as follows:


<PAGE>

         Quote

         Save as each Bank may otherwise agree, if the Termination Date is to be
         extended  pursuant to this Clause 6, the Borrower  shall ensure that on
         the date which falls  thirty-six  months (or if the Termination Date is
         extended  twice pursuant to this Clause 6 eighty four months) after the
         date hereof  Outstandings  under the  facility at the close of business
         (London time) on such date shall be zero.

Unquote

F.       The Borrower  and  Guarantor  further  request that the Banks waive the
         provisions  of Clause 6.3 so that each  Relevant  Bank shall notify the
         Agent on or before the  seventh day  following  receipt by the Agent of
         the Second  Extension  Notice whether or not it is willing to alter the
         date of the Termination Date.

G.       The Borrower  and  Guarantor  confirm  that,  at the date  hereof,  the
         representations  set out in Clause 23 (other than Clause 23.3 (vii)) of
         the  Facility  Agreement  are true and no Event of Default or Potential
         Event of Default has occurred.

H.       The Guarantor further confirms that the Guarantee will continue in full
         force and effect as detailed in Clauses 28 and 29 of the Facility 
         Agreement.

I.       The amendments and waivers referred to herein shall become effective on
         19th June, 1995 (the "Effective Date").

         Kindly confirm your agreement to the amendments and waiver hereinbefore
         referred to by  countersigning  the original and enclosed  copy of this
         letter and returning them to the undersigned.

                                                 Yours faithfully,
                                                /s/Deborah Caulton
                                        ------------------------------------
                                               for and on behalf of
                                         Chemical Investment Bank Limited
                                                 Agency Department

We confirm our agreement to the foregoing.

GATX TERMINALS LIMITED
as Borrower

By:/s/S. Sexton
   ------------------------------




<PAGE>



GENERAL AMERICAN TRANSPORTATION CORPORATION
as Guarantor

By: /s/E. Paul Dunn
   --------------------------------


ABN AMRO BANK

By: /s/Nick Claus
    -------------------------------


BARCLAYS BANK PLC

By: /s/Brian Willatts
    -------------------------------


CHEMICAL BANK

By: /s/Patrick J. Leahy
    -------------------------------

CREDIT LYONNAIS

By: /s/Patrick J. Leahy
    ------------------------------


<PAGE>

To:     The Banks

From: Chemical Investment Bank Limited - Agency Dept.

                                                             19th June, 1995

Dear Sirs,


                    GATX TERMINALS LIMITED
             -----------------------------------------------
  pounds25,000,000 Revolving Credit Facility Agreement dated 13th July, 1993
--------------------------------------------------------------------------------

         We refer to the Revolving Credit Facility  Agreement (the  "Agreement")
dated 13th July, 1993, and made between (1) GATX Terminals  Limited as Borrower,
(2) General American Transportation  Corporation as Guarantor, (3) Chemical Bank
as  Arranger,  (4)  Chemical  Investment  Bank  Limited  as  Agent,  and (5) the
financial institutions named therein as Banks.

         Terms defined in the Agreement shall bear the same meaning herein.

A.       The Borrower and the Guarantor have requested the agreement of the 
         Banks to amend certain definitions as follows:

          (1)     the  definition  of  "Acceptance  Commission  Rate"  shall  be
                  amended to read as follows:

         Quote

         "Acceptance Commission Rate" in respect of any Bill means an acceptance
         commission rate of:

          (i)     if on the day on which  such  Bill was made the  Relevant  S&P
                  Rating was A and the Relevant Moody's Rating was A2, 0.225 per
                  cent. per annum;

          (ii)    if on the day on which  such  Bill was made the  Relevant  S&P
                  Rating was A- and the  Relevant  Moody's  Rating was A3, 0.235
                  per cent. per annum;

          (iii)   if on the day on which  such  Bill was made the  Relevant  S&P
                  Rating was BBB+ and the Relevant Moody's Rating was Baa1, 0.24
                  per cent. per annum;
<PAGE>

          (iv)    if on the day on which  such  Bill was made the  Relevant  S&P
                  Rating was BBB and the Relevant Moody's Rating was Baa2, 0.275
                  per cent. per annum;

          (ii)    if on the day on which  such  Bill was made the  Relevant  S&P
                  Rating was BBB- and the Relevant  Moody's  Rating was Baa3, or
                  below either of these (or unrated by either Moody's  Investors
                  Services,  Inc.  or Standard & Poor's  Corporation),  0.40 per
                  cent. per annum;


         Provided  that where the  combination  of the  Relevant  S&P Rating and
         Relevant  Moody's  Rating  on  the  relevant  day  is  not  one  of the
         combinations listed above the relevant acceptance commission rate shall
         be the acceptance  commission rate per annum which is applicable to the
         higher of (a) a Relevant  S&P  Rating  equal to the then  Relevant  S&P
         Rating and (b) a Relevant  Moody's  Rating  equal to the then  Relevant
         Moody's Rating;

         (2)      the definition of "Commitment Rate" shall be replaced (and all
                  references  thereto  amended  accordingly)  by the  definition
                  "Facility Rate" which shall read as follows:

         Quote

         "Facility Rate" means a rate of:

          (i)     if on the first day of the period for which such rate falls to
                  be  determined  the Relevant S&P Rating was A and the Relevant
                  Moody's Rating was A2, 0.125 per cent. per annum;


          (ii)    if on the first day of the period for which such rate falls to
                  be determined  the Relevant S&P Rating was A- and the Relevant
                  Moody's Rating was A3, 0.140 per cent. per annum;


          (iii)   if on the first day of the period for which such rate falls to
                  be  determined  the  Relevant  S&P  Rating  was  BBB+  and the
                  Relevant Moody's Rating was Baa1, 0.1875 per cent. per annum;

          (iv)    if on the first day of the period for which such rate falls to
                  be determined the Relevant S&P Rating was BBB and the Relevant
                  Moody's Rating was Baa2, 0.225 per cent. per annum;


          (v)     if on the first day of the period for which such rate falls to
                  be  determined  the  Relevant  S&P  Rating  was  BBB-  and the
                  Relevant Moody's Rating was Baa3, or below either of these (or
                  unrated by either Moody's Investors Services, Inc. or Standard
                  & Poor's Corporation), 0.250 per cent. per annum;
<PAGE>


         Provided  that where the  combination  of the  Relevant  S&P Rating and
         Relevant  Moody's  Rating  on  the  relevant  day  is  not  one  of the
         combinations  listed  above the  relevant  facility  rate  shall be the
         facility  rate per annum  which is  applicable  to the  higher of (a) a
         Relevant  S&P Rating  equal to the then  Relevant  S&P Rating and (b) a
         Relevant Moody's Rating equal to the then Relevant Moody's Rating;

         Unquote

         (3)   the definition of "Margin" shall be amended to read as follows:

         Quote

         "Margin" in respect of any Advance means:

          (i)     if on the day on which such  Advance was made the relevant S&P
                  Rating was A and the Relevant Moody's Rating was A2, 0.225 per
                  cent. per annum;

          (ii)    if on the day on which such  Advance was made the relevant S&P
                  Rating was A- and the  Relevant  Moody's  Rating was A3, 0.235
                  per cent. per annum;

          (iii)   if on the day on which such  Advance was made the relevant S&P
                  Rating was BBB+ and the Relevant Moody's Rating was Baa1, 0.24
                  per cent. per annum;

          (iv)    if on the day on which such  Advance was made the relevant S&P
                  Rating was BBB and the Relevant Moody's Rating was Baa2, 0.275
                  per cent. per annum;

          (v)     if on the day on which such  Advance was made the relevant S&P
                  Rating was BBB- and the Relevant  Moody's  Rating was Baa3, or
                  below either of these (or unrated by either Moody's  Investors
                  Services,  Inc.  or Standard & Poor's  Corporation),  0.40 per
                  cent. per annum;

         Provided  that where the  combination  of the  Relevant  S&P Rating and
         Relevant  Moody's  Rating  on  the  relevant  day  is  not  one  of the
         combinations  listed  above the  relevant  margin shall be the rate per
         annum  which is  applicable  to the lower of (a) a Relevant  S&P Rating
         equal to the then Relevant S&P Rating and (b) a Relevant Moody's Rating
         equal to the then Relevant Moody's Rating;

         Unquote
<PAGE>


          (4)     the  definition  of "Relevant  S&P Rating" shall be amended to
                  read as follows:

         Quote

         "Relevant  S&P Rating" at any time means the rating  accredited at such
         time by Standard & Poor's  Corporation  to senior,  unsecured long term
         debt of Guarantor;:

         Unquote

          (5)     The definition of "Relevant  Moody's  Rating" shall be amended
                  to read as follows:
         Quote

         "Relevant  Moody's  Rating" at any time means the rating  accredited at
         such time by Moody's Investor Service, Inc., to senior,  unsecured long
         term debt of the Guarantor;"

         Unquote


B.       Clause 35.1 shall be amended to read as follows:

         Quote

         The  Borrower  shall pay to the Agent  for the  account  of each Bank a
         facility  fee on the amount of such Bank's  Commitment  from day to day
         during the period  beginning  on the  Effective  Date and ending on the
         termination  Date,  such  facility fee to be calculated at the Facility
         Rate and  payable in arrears on the last  Business  Day of each  March,
         June, September and December which ends during such period  and on  the
         Termination.

         Unquote

C.       In addition the  Borrower and the  Guarantor  have  requested  that the
         Banks waive the provisions of Clause 6.1 by hereby  accepting the First
         Extension Notice giving notification to the Banks, before the expiry of
         11 months  from the date of the  Agreement,  to extend the  Termination
         Date for a period of 12 months.

D.       The amendments and waiver referred to herein shall become effective on 
         [30] June, 1994 (the "Effective Date").

<PAGE>



         Kindly confirm your agreement to the amendments and waiver hereinbefore
         referred to by  countersigning  the original and enclosed  copy of this
         letter and returning them to the undersigned.

                                                 Yours faithfully,
                                                /s/Brian Scammell
                                         ---------------------------------
                                               for and on behalf of
                                         Chemical Investment Bank Limited
                                                 Agency Department

We confirm our agreement to the foregoing.

ABN AMRO BANK

By: /s/Alexander Drijver   /s/Bernard Rubingh
   -------------------------------------------


BARCLAYS BANK PLC

By: /s/Neil Staples
   -----------------------------


CHEMICAL BANK

By: /s/John Empson (Vice President)
   -------------------------------


CREDIT LYONNAIS

By: /s/Charles A. Bingham
   -------------------------------





<PAGE>