Union Pacific - Sale of units to Helm, May 1998
UP has sold 19 GP38, GP38AC and GP40 units to Helm in a lease-back arrangement. The units will be rebuilt to GP38-2s and numbered as UP 2400/2500-series units. The date of the sale was 29 May 1998. Originally included was D&RGW 3081 (retired on 20 May 1997) which was replaced in the group to be rebuilt by D&RGW 3067, which was already owned by Helm, having been retired by SP prior to the UP merger. Included (in addition to D&RGW 3067) are:
| Road Number |
Model | Date Retired |
| C&NW 5505 | GP40 | 16 Jul 1997 |
| C&NW 5511 | GP40 | 16 Jul 1997 |
| D&RGW 3051 | GP40 | 26 Mar 1997 |
| D&RGW 3053 | GP40 | 26 Mar 1997 |
| D&RGW 3059 | GP40 | 26 Mar 1997 |
| D&RGW 3061 | GP40 | 26 Mar 1997 |
| D&RGW 3066 | GP40 | 26 Mar 1997 |
| D&RGW 3068 | GP40 | 26 Mar 1997 |
| D&RGW 3078 | GP40 | 4 Jun 1998 |
| D&RGW 3093 | GP40 | 4 Jun 1998 |
| D&RGW 3139 | GP40 | 26 Mar 1997 |
| D&RGW 3147 | GP40 | 16 Jul 1997 |
| D&RGW 3148 | GP40 | 4 Jun 1998 |
| D&RGW 3152 | GP40 | 26 Mar 1997 |
| D&RGW 3153 | GP40 | 26 Mar 1997 |
| UP 673 | GP40 | 14 Jul 1997 |
| UP 1979 | GP38 | 14 Jul 1997 |
| UP 1995 | GP38AC | 14 Jul 1997 |
