8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

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

Date of Report (Date of earliest event reported): October 25, 2004

RYDER SYSTEM, INC.

(Exact name of registrant as specified in its charter)

Florida	1-4364	59-0739250
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

3600 NW 82nd Avenue Miami, Florida	33166
(Address of Principal Executive Offices)	(Zip Code)

(305) 500-3726

(Registrant’s telephone number, including area code)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition

     On October 25, 2004, Ryder System, Inc. (the “Company”) issued a press release reporting its financial results for the three and nine month periods ended September 30, 2004 (the “Press Release”). The Company also hosted a conference call and webcast on October 25, 2004, during which a presentation was made on the Company’s financial results for the three and nine month periods ended September 30, 2004 (the “Presentation”). The Press Release and the Presentation are available on the Company’s website and are attached hereto as Exhibits 99.1 and 99.2, respectively.

     The Press Release and the Presentation include information regarding the Company’s earnings per share excluding gain on headquarters sale which is a non-GAAP financial measure as defined by SEC regulations. The Company believes that this non-GAAP financial measure provides useful information to investors as the measure excludes from the Company’s GAAP earnings a one-time gain unrelated to the Company’s ongoing business operations.

     The information in this Report, including Exhibits 99.1 and 99.2, are being furnished pursuant to Item 2.02 of Form 8-K and General Instruction B.2 thereunder.

Item 9.01(c) Exhibits

     The following exhibits are furnished as part of this Report on Form 8-K:

Exhibit 99.1	Press Release, dated October 25, 2004, reporting Ryder System, Inc.’s financial results for the three and nine month periods ended September 30, 2004.
Exhibit 99.2	Presentation prepared for a conference call and webcast held on October 25, 2004, relating to Ryder System, Inc.’s financial results for the three and nine month periods ended September 30, 2004.

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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 hereunto duly authorized.

Date: October 25, 2004	RYDER SYSTEM, INC. (Registrant)
	By:	/s/ Tracy A. Leinbach
		Tracy A. Leinbach, Executive
		Vice President and Chief Financial Officer

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EX-99.1

Exhibit 99.1

News Release

FOR IMMEDIATE RELEASE

Contacts:	Media:	Investor Relations:
	David Bruce	Bob Brunn
	(305) 500-4999	(305) 500-4053

RYDER ANNOUNCES THIRD QUARTER 2004 RESULTS

-Earnings Increase 34% on Revenue Growth of 9%-

     MIAMI, October 25, 2004 – Ryder System, Inc. (NYSE:R), a global leader in transportation and supply chain management solutions, today announced earnings of $54.3 million for the three-month period ended September 30, 2004, up 34% compared with comparable earnings in the same period of 2003. Earnings per diluted share (EPS) were $0.83 for the third quarter of 2004, up 32% from $0.63 in the third quarter of 2003. Improved performance was driven primarily by the continuing earnings leverage from revenue growth in the Fleet Management Solutions (FMS) business segment.

     Revenue for the third quarter of 2004 was $1.31 billion, up 9% from $1.19 billion in the comparable period last year. The revenue increase for the quarter was led by the FMS business segment, which was up nearly 14% compared with the third quarter of 2003. The third quarter 2004 revenue growth was driven primarily by the positive impact of acquisitions, continued improvement in the commercial rental product line, higher fuel revenue driven by higher fuel prices, and favorable foreign exchange rates. Commercial rental revenue for the quarter increased 22% compared with the year-earlier period.

     “We exceeded our third quarter earnings forecast with strong performance in our Fleet Management Solutions business segment, where we continue to deliver strong earnings leverage from acquisitions and outstanding growth in commercial rental,” said Ryder Chairman, President and Chief Executive Officer Greg Swienton. “We were also encouraged that new business wins in the Supply Chain Solutions business segment offset almost all of the anticipated revenue gap we expected due to non-renewals in previous quarters. We will continue to leverage our financial strength and improved operating model to drive profitable revenue growth in each area of our business.”

     Net earnings for the third quarter of 2004 were $54.3 million, up 45% from $37.5 million in the year-earlier period. Net earnings for the third quarter of 2004 included $1.3 million ($0.01 per share) associated primarily with the gain on sale of the final parcel of the Company’s headquarters complex. Net earnings in the year-earlier period included a net recovery of $2.7 million ($0.02 per share) and a net non-cash charge of $3.0 million ($0.05 per share) related to the cumulative effect of a change in accounting for variable interest entities.

Year-to-Date Operating Results

     Revenue for the nine months ended September 30, 2004 was $3.79 billion, up 6% from $3.59 billion in the comparable period of 2003. Ryder’s net earnings through the third quarter of 2004 were $153.0 million, compared with $92.0 million in the year-earlier period. EPS were $2.33 through the third quarter of 2004 compared with $1.45 for the same period of 2003. Year-to-date 2004 EPS included $0.23 of gains from the sale of the Company’s corporate headquarters complex and a $0.03 charge related to restructuring activities. EPS in the year-earlier period included a $0.04 credit from net restructuring and other recoveries, and $0.06 in non-cash charges associated with the cumulative effect of a change in accounting for variable interest entities and asset retirement obligations (primarily related to components of revenue earning equipment).

Third Quarter Business Segment Operating Results

     Ryder’s primary measurement of business segment financial performance, Net Before Tax (NBT), allocates Central Support Services to each business segment.

Fleet Management Solutions

     Ryder’s Fleet Management Solutions (FMS) business segment combines several capabilities into a comprehensive package that provides one-stop outsourcing of the acquisition, maintenance, management and disposal of vehicles. Ryder’s commercial rental service offers customers a method to expand their fleets in order to address specific or short-term capacity needs.

     In the FMS business segment, revenue in the third quarter of 2004 was $918.7 million, up 14% compared with $809.3 million in the year-earlier period. Dry revenue (revenue excluding

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fuel) in the third quarter of 2004 was $713.6 million, up 9% compared with $655.3 million in the year-earlier period. Fuel revenue for the third quarter of 2004 increased 33% compared with the same period in 2003 due primarily to higher fuel costs and related pricing increases. Revenue comparisons also benefited from acquisitions and favorable foreign currency exchange rates.

     Full service lease and programmed maintenance revenue for the third quarter of 2004 was 6% higher than the same period last year primarily from acquisitions. Ryder’s third quarter 2004 commercial rental revenue grew 22% from the year-earlier period. Rental revenue improvement reflects higher pricing, stronger demand, and the impact of acquisitions.

     The FMS business segment’s NBT increased to $85.1 million in the third quarter of 2004, compared with $54.1 million in the same period of 2003. This improvement was related primarily to lease growth from acquisitions, better commercial rental performance, higher vehicle sales gains from stronger volume and pricing, and lower pension costs. Business segment NBT as a percentage of dry revenue was 11.9% in the third quarter of 2004 compared with 8.3% in the same quarter a year ago.

Supply Chain Solutions

     Ryder’s Supply Chain Solutions (SCS) business segment enables customers to improve shareholder value and their customers’ satisfaction by enhancing supply chain performance and reducing costs. The solutions involve management of the logistics pipeline as a synchronized, integrated process – from raw material supply to finished goods distribution. By improving business processes and employing new technologies, the flow of goods and cash is made faster and consumes less capital.

     In the SCS business segment, third quarter 2004 revenue totaled $338.5 million, up 2% from $331.0 million in the comparable period in 2003. Revenue increased because of new business primarily in automotive and transportation management, partially offset by non-renewal of certain customer contracts in prior periods. Third quarter 2004 operating revenue (revenue excluding freight under management) was $233.1 million, down 1% from $236.6 million in the comparable period a year ago.

     The SCS business segment’s NBT was $10.1 million in the third quarter of 2004, down from $12.3 million in the same quarter of 2003. Third quarter results for 2003 benefited from more than $2 million in operating tax refunds and the resolution of a customer contractual

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matter. Business segment NBT as a percentage of operating revenue was 4.3% in the third quarter of 2004, compared with 5.2% in the same quarter of 2003. However, excluding the previously noted exceptional items, business segment NBT in the third quarter of 2003 would have been 4.2%.

Dedicated Contract Carriage

     Ryder’s Dedicated Contract Carriage (DCC) business segment provides customers with vehicles, drivers, management and administrative support, with the assets committed to a specific customer for a contractual term. DCC supports customers with both basic and sophisticated logistics and transportation needs including routing and scheduling, specialized driver services, and logistical engineering support.

     In the DCC business segment, third quarter 2004 revenue totaled $125.9 million, a decrease of 1% compared with $127.0 million in the third quarter of 2003. Operating revenue (revenue excluding freight under management) in the third quarter of 2004 was $122.7 million, down 3% compared with $125.9 million in the year-earlier period. The revenue decrease was due to the non-renewal of certain customer contracts, partially offset by fuel cost increases passed through to customers.

     The DCC business segment’s NBT in the third quarter of 2004 was $7.9 million compared with $8.0 million in the third quarter of 2003. Business segment NBT as a percentage of operating revenue of 6.4% for the third quarter of 2004 was flat compared with the year-earlier period.

Corporate Financial Information

Central Support Services

     Central Support Services (CSS) are overhead costs incurred to support all business segments and product lines. Substantially all CSS costs are allocated to the various business segments. In the third quarter of 2004, CSS costs increased to $55.4 million, from $52.5 million in the year-earlier period. Year-to-date, CSS costs decreased to $157.7 million, from $161.8 million in the same period of 2003.

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Capital Expenditures

     Capital expenditures excluding acquisition costs were $843 million through the third quarter of 2004, up 47% compared with $575 million in the same period of 2003. As anticipated, the increase in capital expenditures reflects higher vehicle replacements, primarily related to the lease product line. In addition, approximately $149 million was paid in the first nine months of 2004 in connection with Ryder’s previously announced acquisitions.

Leverage and Free Cash Flow

     Balance sheet debt as of September 30, 2004 decreased by $96 million compared with year-end 2003. The leverage ratio for balance sheet debt as of September 30, 2004 was 119%, compared with 135% at year-end 2003. Total obligations to equity as of September 30, 2004 were 133%, down from 146% at year-end 2003. Free cash flow through the third quarter of 2004 is estimated to be $161.8 million compared with $258.8 million for the year-earlier period. The decrease in free cash flow reflects acquisitions and higher capital expenditures.

     Commenting on the Company’s corporate financial performance, Ryder Executive Vice President and Chief Financial Officer Tracy Leinbach stated, “The initiatives we launched over the past few years related to improving financial processes, strengthening asset management and reducing costs are working in concert to produce higher earnings leverage from new revenue. We continue to launch new initiatives to heighten Ryder’s efficiency in many areas, and we believe there is significant remaining capacity for the Company to deliver profitable growth in all areas of our business.”

Outlook

     Commenting on Ryder’s outlook for the future, Mr. Swienton said, “Our strong financial position and improved processes have produced encouraging operating performance in many areas throughout the Company. The earnings leverage we continue to generate from acquisitions and the accelerating growth of our transactional business represents the first steps toward our goal of achieving profitable growth in every segment of our business. We have seen some improvement in the willingness of our customers to make long-term business investment

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decisions, and we are well positioned to meet our objectives as the economy continues to improve.”

     He continued, “We are forecasting fourth quarter EPS to be in the same range of our last estimate, namely $0.75 to $0.78, resulting in a full-year forecast in the range of $3.08 to $3.11.” Forecasted earnings include a restructuring charge related to the transition of the technology services contract terminated in the second quarter of this year. The charge will impact 2004 EPS by $0.03 in the fourth quarter and $0.08 for the full year. For additional clarity, the full-year forecast is equivalent to $2.85 to $2.88, excluding $0.23 in gains from the sale of the Company’s headquarters complex.

About Ryder

     Ryder provides leading-edge transportation, logistics, and supply chain management solutions worldwide. Ryder’s product offerings range from full-service leasing, commercial rental and programmed maintenance of vehicles to integrated services such as dedicated contract carriage and carrier management. Additionally, Ryder offers comprehensive supply chain solutions, consulting, lead logistics management services and e-Business solutions that support customers’ entire supply chains, from inbound raw materials and parts through distribution and delivery of finished goods. Ryder serves customer needs throughout North America, in Latin America, Europe and Asia.

     The National Safety Council selected Ryder to receive the 2002 Green Cross for Safety Medal – its highest honor – for exemplary commitment to workplace safety and corporate citizenship. For the eighth consecutive year, Ryder was featured in the 2004 Fortune Most Admired Companies survey of corporate reputations. InternetWeek named Ryder as one of the top 100 U.S. companies for effectiveness in using the Internet to achieve tangible business benefits. For the seventh consecutive year, Ryder has been named a top three third-party logistics provider by Inbound Logistics.

     Ryder’s stock is a component of the Dow Jones Transportation Average and the Standard & Poor’s 500 Index. With 2003 revenue of $4.8 billion, Ryder ranks 360th on the Fortune 500.

     For more information on Ryder System, Inc., visit www.ryder.com.

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# # #

Note Regarding Forward Looking Statements: Certain statements and information included in this presentation are “forward-looking statements” under the Federal Private Securities Litigation Reform Act of 1995. Accordingly, we advise that these forward-looking statements be evaluated with consideration given to the many uncertainties inherent in our business that could cause actual results and events to differ materially from those in the forward-looking statements. Important factors that could cause such differences include, among others, the competitive pricing environment applicable to the Company’s businesses, customer retention levels, changes in customers’ business environments, changes in market conditions affecting the sale of used vehicles, adverse changes in debt ratings, changes in accounting assumptions, greater than expected expenses associated with the Company’s activities, changes in general economic conditions, availability of equipment, the Company’s ability to create operating synergies in connection with its recent FMS acquisitions and changes in government regulations. The risks included here are not exhaustive. New risk factors emerge from time to time and it is not possible for management to predict all such risk factors or to assess the impacts of such factors on the Company’s business. Accordingly, the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Note Regarding Non-GAAP Financial Measures: This news release and the attached financial schedules include certain non-GAAP financial measures as defined under SEC rules. We have denoted each non-GAAP financial measure in the attached financial schedules and have provided a reconciliation of each such measure to the most comparable GAAP measure. Additional information regarding non-GAAP financial measures can be found in our investor presentation for the quarter and in our reports filed with the SEC, which are available in the investors area of our website at www.ryder.com.

Conference Call and Webcast Information:

Ryder’s earnings webcast is scheduled for Monday, October 25, 2004, from 11:00 a.m. to 12:00 noon Eastern Time. Speakers will be Chairman, President and Chief Executive Officer Greg Swienton and Executive Vice President and Chief Financial Officer Tracy Leinbach.

Ø	To join the conference call live: Begin 10 minutes prior to the conference by dialing the audio phone number 1-888-398-5319 (outside U.S. dial 1-773-681-5795) using the Passcode: RYDER and Conference Leader: Bob Brunn. Then, access the presentation via the Net Conference website at www.mymeetings.com/nc/join/ using the Conference Number: RH7769220 and Passcode: RYDER.
Ø	To access audio replays of the conference and view a presentation of Ryder’s earnings results: Dial 1-866-492-3859 and use the Passcode: 1025, then view the presentation by visiting the investors area of Ryder’s website at www.ryder.com.

46-04

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Exhibit 99.1

RYDER SYSTEM, INC. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS — UNAUDITED
Periods ended September 30, 2004 and 2003
(In millions, except per share amounts)

	Three Months						Nine Months
	2004			2003			2004			2003
Revenue	$	1,305.9			1,193.6		$	3,787.1			3,585.4
Operating expense		590.0			508.6			1,690.3			1,518.3
Salaries and employee-related costs		300.3			309.0			917.5			936.8
Freight under management expense		108.6			95.5			301.7			307.5
Depreciation expense		178.1			169.2			528.8			454.0
Gains on vehicle sales, net		(8.4	)		(2.8	)		(25.8	)		(11.8	)
Equipment rental		27.5			29.0			80.1			170.3
Interest expense		24.8			25.8			75.4			70.5
Miscellaneous income, net		(1.1	)		(1.5	)		(5.7	)		(7.1	)
Restructuring and other recoveries, net		(1.3	)		(2.7	)		(20.5	)		(3.7	)
		1,218.5			1,130.1			3,541.8			3,434.8
Earnings before income taxes and cumulative effect of changes in accounting principles		87.4			63.5			245.3			150.6
Provision for income taxes		(33.1	)		(23.0	)		(92.3	)		(54.5	)
Earnings before cumulative effect of changes in accounting principles		54.3			40.5			153.0			96.1
Cumulative effect of changes in accounting principles		—			(3.0	)		—			(4.1	)
Net earnings	$	54.3			37.5		$	153.0			92.0
Earnings per common share — Diluted:
Before cumulative effect of changes in accounting principles	$	0.83			0.63		$	2.33			1.51
Cumulative effect of changes in accounting principles		—			(0.05	)		—			(0.06	)
Net earnings	$	0.83			0.58		$	2.33			1.45
Weighted-average shares outstanding — Diluted		65.5			64.3			65.7			63.5
Memo: EPS Impact of restructuring and other recoveries, net	$	0.01			0.02		$	0.20			0.04

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RYDER SYSTEM, INC. AND SUBSIDIARIES

CONSOLIDATED CONDENSED BALANCE SHEETS
PRELIMINARY AND SUBJECT TO RECLASSIFICATION
(Dollars in millions)

	September 30,		December 31,
	2004		2003
Assets:
Cash and cash equivalents	$	78.4		140.6
Other current assets		1,056.8		966.5
Revenue earning equipment, net		3,247.7		3,046.0
Operating property and equipment, net		473.3		506.9
Other assets		597.3		618.6
	$	5,453.5		5,278.6
Liabilities and shareholders’ equity:
Current liabilities (including current portion of long-term debt)	$	1,134.2		1,074.1
Long-term debt		1,401.7		1,449.5
Other non-current liabilities (including deferred income taxes)		1,476.5		1,410.6
Shareholders’ equity		1,441.1		1,344.4
	$	5,453.5		5,278.6

SELECTED KEY RATIOS

	September 30,			December 31,
	2004			2003
Debt to equity		119	%		135	%
Total obligations to equity (a) *		133	%		146	%

	Twelve months ended
	September 30,
	2004			2003
Return on average common equity (b)		14.1	%		10.6	%
Return on average assets (b)		3.6	%		2.6	%
Average asset turnover		93.0	%		98.5	%

(a)	Total obligations represent debt plus off-balance sheet equipment obligations.
(b)	Includes the effect of accounting changes.
*	Non-GAAP financial measure; see reconciliation to closest GAAP financial measure included within this release.

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RYDER SYSTEM, INC. AND SUBSIDIARIES

BUSINESS SEGMENT REVENUE AND EARNINGS — UNAUDITED
Periods ended September 30, 2004 and 2003
(Dollars in millions)

	Three Months									Nine Months
	2004			2003			B(W)			2004			2003			B(W)
Revenue:
Fleet Management Solutions:
Full service lease and programmed maintenance	$	475.9			448.8			6.0	%	$	1,416.5			1,341.7			5.6	%
Commercial rental		161.2			131.8			22.3	%		432.4			361.2			19.7	%
Fuel		205.1			154.0			33.2	%		571.0			484.4			17.9	%
Other		76.5			74.7			2.4	%		232.4			233.1			(0.3	%)
Total Fleet Management Solutions		918.7			809.3			13.5	%		2,652.3			2,420.4			9.6	%
Supply Chain Solutions		338.5			331.0			2.3	%		986.6			1,010.9			(2.4	%)
Dedicated Contract Carriage		125.9			127.0			(0.9	%)		377.7			384.3			(1.7	%)
Eliminations		(77.2	)		(73.7	)		(4.7	%)		(229.5	)		(230.2	)		0.3	%
Total revenue	$	1,305.9			1,193.6			9.4	%	$	3,787.1			3,585.4			5.6	%
Business segment earnings:
Earnings before income taxes:
Fleet Management Solutions	$	85.1			54.1			57.3	%	$	221.1			137.7			60.6	%
Supply Chain Solutions		10.1			12.3			(17.9	%)		26.6			27.0			(1.5	%)
Dedicated Contract Carriage		7.9			8.0			(1.3	%)		23.8			25.0			(4.8	%)
Eliminations		(8.0	)		(7.6	)		(5.3	%)		(23.4	)		(24.4	)		4.1	%
		95.1			66.8			42.4	%		248.1			165.3			50.1	%
Unallocated Central Support Services		(9.0	)		(6.0	)		(50.0	%)		(23.3	)		(18.4	)		(26.6	%)
Earnings before restructuring and other recoveries, net and income taxes		86.1			60.8			41.6	%		224.8			146.9			53.0	%
Restructuring and other recoveries, net		1.3			2.7			(51.9	%)		20.5			3.7			454.1	%
Earnings before income taxes		87.4			63.5			37.6	%		245.3			150.6			62.9	%
Provision for income taxes		(33.1	)		(23.0	)		(43.9	%)		(92.3	)		(54.5	)		(69.4	%)
Earnings before cumulative effect of changes in accounting principles		54.3			40.5			34.1	%		153.0			96.1			59.2	%
Cumulative effect of changes in accounting principles		—			(3.0	)	NA				—			(4.1	)	NA
Net earnings	$	54.3			37.5			44.8	%	$	153.0			92.0			66.3	%

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RYDER SYSTEM, INC. AND SUBSIDIARIES

BUSINESS SEGMENT INFORMATION — UNAUDITED
Periods ended September 30, 2004 and 2003
(Dollars in millions)

	Three Months									Nine Months
	2004			2003			B(W)			2004			2003			B(W)
Fleet Management Solutions
Total revenue	$	918.7			809.3			13.5	%	$	2,652.3			2,420.4			9.6	%
Fuel revenue		(205.1	)		(154.0	)		33.2	%		(571.0	)		(484.4	)		17.9	%
Dry revenue *	$	713.6			655.3			8.9	%	$	2,081.3			1,936.0			7.5	%
Segment net before tax earnings	$	85.1			54.1			57.3	%	$	221.1			137.7			60.6	%
Earnings before income taxes as % of total revenue		9.3	%		6.7	%					8.3	%		5.7	%
Earnings before income taxes as % of dry revenue *		11.9	%		8.3	%					10.6	%		7.1	%
Supply Chain Solutions
Total revenue	$	338.5			331.0			2.3	%	$	986.6			1,010.9			(2.4	%)
Freight Under Management (FUM) expense		(105.4	)		(94.4	)		11.7	%		(294.9	)		(304.5	)		(3.2	%)
Operating revenue *	$	233.1			236.6			(1.5	%)	$	691.7			706.4			(2.1	%)
Segment net before tax earnings	$	10.1			12.3			(17.9	%)	$	26.6			27.0			(1.5	%)
Earnings before income taxes as % of total revenue		3.0	%		3.7	%					2.7	%		2.7	%
Earnings before income taxes as % of operating revenue *		4.3	%		5.2	%					3.8	%		3.8	%
Dedicated Contract Carriage
Total revenue	$	125.9			127.0			(0.9	%)	$	377.7			384.3			(1.7	%)
Freight Under Management (FUM) expense		(3.2	)		(1.1	)		190.9	%		(6.7	)		(3.0	)		123.3	%
Operating revenue *	$	122.7			125.9			(2.5	%)	$	371.0			381.3			(2.7	%)
Segment net before tax earnings	$	7.9			8.0			(1.3	%)	$	23.8			25.0			(4.8	%)
Earnings before income taxes as % of total revenue		6.3	%		6.3	%					6.3	%		6.5	%
Earnings before income taxes as % of operating revenue *		6.4	%		6.4	%					6.4	%		6.6	%

* Non-GAAP financial measure

Note: Certain prior period amounts have been reclassified to conform to current year presentation.

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RYDER SYSTEM, INC. AND SUBSIDIARIES

NON-GAAP FINANCIAL MEASURE RECONCILIATIONS — PRELIMINARY AND UNAUDITED
Periods ended September 30, 2004 and 2003
(Dollars in millions)

FREE CASH FLOW RECONCILIATION

	Nine Months
	2004			2003
Net cash provided by operating activities	$	655.7			621.7
Collections on direct finance leases		46.6			46.3
Sales of property and revenue earning equipment		280.6			152.2
Purchases of property and revenue earning equipment		(769.7	)		(564.2	)
Sale and leaseback of revenue earning equipment		96.8			—
Acquisitions		(148.5	)		—
Other, net		0.3			2.8
Free cash flow *	$	161.8			258.8

(a) Capital expenditures presented net of changes in accounts payable related to purchases of revenue earning equipment.

DEBT TO EQUITY RECONCILIATION

	September 30,					December 31,
	2004		% to Equity			2003		% to Equity
On-balance sheet debt	$	1,720.0		119	%	$	1,815.9		135	%
PV of minimum lease payments and guaranteed residual values under operating leases for vehicles (b)		201.7					153.2
Total obligations *	$	1,921.7		133	%	$	1,969.1		146	%

(b)	Discounted at the incremental borrowing rate at lease inception.
*	Non-GAAP financial measure

5

EX-99.2

Third Quarter 2004 Earnings Conference Call October 25, 2004

Safe Harbor Certain statements and information included in this presentation are "forward-looking statements" under the Federal Private Securities Litigation Reform Act of 1995. Accordingly, we advise that these forward-looking statements be evaluated with consideration given to the many uncertainties inherent in our business that could cause actual results and events to differ materially from those in the forward-looking statements. Important factors that could cause such differences include, among others, the competitive pricing environment applicable to the Company's businesses, customer retention levels, changes in customers' business environments, changes in market conditions affecting the sale of used vehicles, adverse changes in debt ratings, changes in accounting assumptions, greater than expected expenses associated with the Company's activities, changes in general economic conditions, availability of equipment, the Company's ability to create operating synergies in connection with its acquisitions and changes in government regulations. The risks included here are not exhaustive. New risk factors emerge from time to time and it is not possible for management to predict all such risk factors or to assess the impact of such risk factors on the Company's business. Accordingly, the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Contents Third Quarter Results Overview Asset Management Update Earnings Outlook Q & A

3rd Quarter Results Overview Earnings per diluted share were $0.83, up from a comparable $0.63 in 3Q03 Includes gain on sale of headquarters complex of $0.01 in 3Q04 and net restructuring and other recoveries of $0.02 in 3Q03 Third quarter EPS forecast was $0.75-$0.78 and included $0.02 IT restructuring charge which was not incurred and excluded $0.01 gain on headquarters sale Fleet Management Solutions total revenue up 14% and dry revenue up 9% vs. prior year Lease revenue up year-over-year due primarily to acquisitions Commercial rental revenue grew 22% vs. prior year; increases in both pricing and activity levels Fleet Management Solutions net before tax earnings (NBT) up 57% FMS NBT percent of dry revenue up 360 basis points to 12%

3rd Quarter Results Overview (cont'd) Fleet Management Solutions earnings positively impacted by acquisitions, improved rental results, vehicle gains and reduced pension expense Supply Chain Solutions total revenue up vs. prior year; operating revenue down as anticipated due to non-renewal of certain contracts in prior periods, partially offset by new business Supply Chain Solutions earnings down vs. prior year; earnings would be flat excluding prior year benefit of over $2 million due to favorable resolution of several matters Dedicated Contract Carriage earnings flat vs. prior year due to revenue decline from contract terminations offset by lower overhead expenses

Earnings Per Share Third Quarter

Earnings Per Share Year-To-Date

Business Segment Third Quarter ($ Millions) (1) 2003 net before tax earnings for FMS and DCC restated for change in cost allocations. Refer to Appendix - FMS / DCC Segment NBT Reconciliation. (2) Allocation of Restructuring and Other Recoveries, Net across business segments was as follows: CSS - $1.3 in 2004 and FMS - $2.4, SCS - $0.4, DCC - $0.5 and CSS - $(0.6) in 2003.

Business Segment Year-To-Date ($ Millions) (1) 2003 net before tax earnings for FMS and DCC restated for change in cost allocations. Refer to Appendix - FMS / DCC Segment NBT Reconciliation. (2) Allocation of Restructuring and Other Recoveries, Net across business segments was as follows: FMS - $(2.7), SCS - $(0.9), DCC - $(0.3) and CSS - $24.4 in 2004 and FMS - $3.2, SCS - $0.4, DCC - $0.5 and CSS - $(0.4) in 2003.

Capital Expenditures ($ Millions) Year-To-Date Full year 2004 forecast for capital expenditures excluding acquisitions anticipates an increase of $360 million, or 50%, to approximately $1.1 billion related primarily to increased vehicle replacements

Debt to Equity Ratio Strong balance sheet to support profitable growth ($ Millions) Notes: - Includes impact of accumulated net pension related equity charge of $187 million as of 9/30/04 and 12/31/03, and $229 million as of 9/30/03. (1) Non-GAAP financial measure; refer to Appendix - Non-GAAP Financial Measures.

Free Cash Flow (1) Includes non-cash restructuring and other recoveries, net and cumulative effect of changes in accounting principles (2) Capital expenditures presented net of changes in accounts payable related to purchases of revenue earning equipment (3) Non-GAAP financial measure; refer to Appendix - Non-GAAP Financial Measures ($ Millions) Year-To-Date Preliminary

Contents Third Quarter Results Overview Asset Management Update Earnings Outlook Q & A

Asset Management Update Note: U.S. only Used tractor retail sales proceeds continue to show signs of improvement over prior year, up 19% vs. prior year period The overall number of vehicles sold was 4,312; up 22% compared with prior year Vehicles not yet earning (NYE) revenue are 1,698; up 1,150 over prior year reflecting higher lease sales activity Vehicles no longer earning (NLE) revenue are 5,469; down 1,183 over prior year reflecting improved asset management performance 3,350 of these units are held for sale at the used truck centers

Contents Third Quarter Results Overview Asset Management Update Earnings Outlook Q & A

Earnings Outlook Increasing full year 2004 earnings forecast to $3.08 - $3.11 per share*. Current forecast for EPS is as follows: ($ Earnings Per Share) 2004 EPS Forecast Full Year* 3.08 - 3.11 4th Quarter* 0.75 - 0.78 * Forecast includes estimated restructuring charges associated with the transition of the information technology infrastructure contract terminated in the second quarter as follows: 4Q04 - $0.03, FY04 - $0.08. Less: Headquarters Sale Gain 2004 EPS Forecast Excluding Gain 0.23 - 0.23 2.85 - 2.88

Q & A

Appendix Business Segment Detail FMS / DCC Segment NBT Reconciliation Asset Management Financial Indicators Non-GAAP Financial Measures & Reconciliations

Fleet Management Solutions (FMS) ($ Millions) Third Quarter (a) The Company uses dry revenue, a non-GAAP financial measure, to evaluate the operating performance of the FMS business segment and as a measure of sales activity. Fuel services revenue, which is directly impacted by fluctuations in market fuel prices, is excluded from the dry revenue computation as fuel is largely a pass through to customers for which the Company realizes minimal changes in profitability as a result of fluctuations in fuel services revenue.

Fleet Management Solutions (FMS) ($ Millions) Year-To-Date (a) The Company uses dry revenue, a non-GAAP financial measure, to evaluate the operating performance of the FMS business segment and as a measure of sales activity. Fuel services revenue, which is directly impacted by fluctuations in market fuel prices, is excluded from the dry revenue computation as fuel is largely a pass through to customers for which the Company realizes minimal changes in profitability as a result of fluctuations in fuel services revenue.

Supply Chain Solutions (SCS) ($ Millions) Third Quarter (a) The Company uses operating revenue, a non-GAAP financial measure, to evaluate the operating performance of the SCS business segment and as a measure of sales activity. FUM expense is deducted from total revenue to arrive at operating revenue as FUM expense is largely a pass through to customers. The Company realizes minimal changes in profitability as a result of fluctuations in FUM expense.

Supply Chain Solutions (SCS) ($ Millions) Year-To-Date (a) The Company uses operating revenue, a non-GAAP financial measure, to evaluate the operating performance of the SCS business segment and as a measure of sales activity. FUM expense is deducted from total revenue to arrive at operating revenue as FUM expense is largely a pass through to customers. The Company realizes minimal changes in profitability as a result of fluctuations in FUM expense.

Dedicated Contract Carriage (DCC) ($ Millions) Third Quarter (a) The Company uses operating revenue, a non GAAP financial measure, to evaluate the operating performance of the DCC business segment and as a measure of sales activity. FUM expense is deducted from total revenue to arrive at operating revenue as FUM expense is largely a pass through to customers. The Company realizes minimal changes in profitability as a result of fluctuations in FUM expense.

Dedicated Contract Carriage (DCC) ($ Millions) Year-To-Date (a) The Company uses operating revenue, a non-GAAP financial measure, to evaluate the operating performance of the DCC business segment and as a measure of sales activity. FUM expense is deducted from total revenue to arrive at operating revenue as FUM expense is largely a pass through to customers. The Company realizes minimal changes in profitability as a result of fluctuations in FUM expense.

Central Support Services (CSS) ($ Millions) Third Quarter

Central Support Services (CSS) ($ Millions) Year-To-Date

FMS / DCC Segment NBT Reconciliation ($ Millions) Note: In 2004, the Company changed its methodology of allocating sales support costs between the FMS and DCC segments. Accordingly, 2003 segment NBT measures for these segments have been adjusted to provide the retroactive effect of this change.

Asset Management Update Note: U.S. only Focused efforts in the area of asset management continue to positively impact earnings and strengthen free cash flow Extensions have declined 31% as planned

Non-Revenue Earning Equipment Not Yet Earning - "NYE" No Longer Earning - "NLE" Total 10,727 Dec 2000 Total 12,040 Mar 2001 Total 10,915 June 2001 Total 10,991 Sept 2001 Total 11,072 Dec 2001 Total 10,361 Mar 2002 Total 8,838 Mar 2003 Total 8,691 June 2002 Total 8,433 Sept 2002 Total 8,131 Dec 2002 Total 7,985 Jun 2003 Note: U.S. only Total 7,200 Sept 2003 Total 8,079 Dec 2003 Units held for sale 5,215 5,115 3,485 Total 8,648 Mar 2004 3,350 Total 7,770 Jun 2004 Total 7,167 Sept 2004 4,274

Debt to Equity Ratio Actual 1999 Actual 2000 Actual 2001 Actual 2002 Actual 2003 Forecast 2004 (2) Financial Indicators (1) Free Cash Flow (2) ($ Millions) Actual 1999 Actual 2000 Actual 2001 Actual 2002 Actual 2003 Forecast 2004 1990 1991 1992 1993 1994 1995 1996 1998 Actual 1999 Actual 2000 Actual 2001 Actual 2002 Actual 2003 Forecast 2004 Lease 508 375 563 708 1047 1339 906 1002 1342 974 399 452 459 813 Rental 146 88 374 403 497 506 129 177 256 190 131 19 220 223 Other 2 1 4 1 0 33 2 42 29 23 51 85 0 0 PPE 87 69 66 75 142 169 172 113 107 102 76 44 46 50 Acquisition 51 6 15 0 143 0 0 52 13 29 0 0 0 Capital Expenditures ($ Millions) $1,734 $657 $600 $725 $1,289 (1) Free Cash Flow and Debt to Equity include acquisitions. Capital Expenditures exclude acquisitions. (2) Non-GAAP financial measure; refer to Non-GAAP Financial Measures $1,086 ($911) ($270) $126 $366 $269 $229

Non-GAAP Financial Measures This presentation includes "non-GAAP financial measures" as defined by SEC rules. As required by SEC rules, we provide a reconciliation of each non-GAAP financial measure to the most comparable GAAP measure and an explanation why management believes that presentation of the non-GAAP financial measure provides useful information to investors. Non-GAAP financial measures should be considered in addition to, but not as a substitute for or superior to, other measures of financial performance prepared in accordance with GAAP. Specifically, the following non-GAAP financial measures are included in this presentation:

Free Cash Flow Reconciliation (1) Capital expenditures presented net of changes in accounts payable related to purchases of revenue earning equipment. (2) The Company uses free cash flow, a non-GAAP financial measure, because management considers it to be an important measure of comparative operating performance. Management believes free cash flow provides investors with an important perspective on the cash available for debt service and shareholders after making capital investments required to support ongoing business operations. The calculation of free cash flow may be different from the calculation used by other companies and therefore comparability may be limited. ($ Millions)

Debt to Equity Reconciliation Note: In connection with adopting FIN 46 effective July 1, 2003, the Company consolidated the vehicle securitization trusts previously disclosed as off-balance sheet debt. (1) The Company uses total obligations and total obligations to equity, non-GAAP financial measures, which include certain off-balance sheet financial obligations relating to revenue earning equipment. Management believes these non-GAAP financial measures are useful to investors as they are more complete measures of the Company's existing financial obligations and help investors better assess the Company's overall leverage position. ($ Millions)