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) July 14, 2004

THE GREENBRIER COMPANIES, INC.

(Exact name of registrant as specified in its charter)

Commission File No. 1-13146

Delaware	93-0816972
(State of Incorporation)	(I.R.S. Employer Identification No.)

One Centerpointe Drive, Suite 200, Lake Oswego, OR	97035
(Address of principal executive offices)	(Zip Code)

(503) 684-7000
(Registrant’s telephone number, including area code)

TABLE OF CONTENTS

	Item 5. Other Events and Regulation FD Disclosure
	Item 7. Financial Statements and Exhibits
SIGNATURES
EXHIBIT 99.1

Item 5. Other Events and Regulation FD Disclosure

On July 14, 2004, The Greenbrier Companies issued a press release relating to the adoption by its Board of Directors of a Stockholder Rights Agreement (the “Rights Agreement”). A copy of such press release is attached as Exhibit 99.1

Item 7. Financial Statements and Exhibits

     c) Exhibits:

     99.1 Press Release dated July 14, 2004 of The Greenbrier Companies, Inc

SIGNATURES

     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.

		THE GREENBRIER COMPANIES, INC.
Date:	July 14, 2004	By:	/s/ Larry G. Brady Larry G. Brady Senior Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)

EX-99.1

                                                                    Exhibit 99.1

For release: July 14, 2004, 6:00 am EDT               Contact:   Mark Rittenbaum

GREENBRIER ANNOUNCES ADOPTION OF STOCKHOLDER RIGHTS PLAN

         Lake Oswego, Oregon, July 14, 2004 - The Greenbrier Companies
[NYSE:GBX] announced today that its Board of Directors has adopted a stockholder
rights plan. The rights plan, which is similar in design to plans adopted by
more than 2,200 publicly traded companies, is structured to help ensure that all
Greenbrier stockholders will receive fair and equal treatment in the event of
any unsolicited attempt to acquire Greenbrier.

         William A. Furman, president and chief executive officer of Greenbrier,
said, "The plan is being adopted as part of an updating of the Company'
corporate governance practices and is not in response to any specific effort to
acquire the Company. The plan is intended to encourage any potential acquirer to
negotiate directly with the Company's Board of Directors and to allow the Board
of Directors sufficient time to study and respond to any unsolicited attempt to
acquire the Company."

         To implement the rights plan, the Board of Directors declared a
dividend distribution of one preferred stock purchase right per share of common
stock, payable to all stockholders of record as of July 26, 2004. The rights
will be distributed as a non-taxable dividend to stockholders of record on July
26, 2004 and will expire on July 26, 2014. The rights will automatically trade
with the underlying Greenbrier common stock, and no separate preferred stock
purchase rights certificates will be distributed. The rights to acquire
preferred stock are not immediately exercisable and will become exercisable only
if a person or group acquires or commences a tender offer for 12% or more of
Greenbrier common stock.

         Adoption of the plan coincides with the expiration on July 1, 2004 of
certain provisions of the Stockholders' Agreement between Alan James and William
A. Furman, which requires their shares to be voted in concert on matters
submitted to a vote of Greenbrier's stockholders. In determining whether 12%
ownership has been acquired under the rights plan, the present holdings by James
and Furman (each of whom currently owns 29.3% of Greenbrier's common stock), and
certain related entities are grandfathered. No additional shares may be acquired
by James or Furman without triggering the rights plan.

         If a person or group acquires, obtains a right to acquire, or commences
a tender offer for 12% or more of Greenbrier's common stock, each holder of
these rights, except the acquirer, will be entitled to exercise a right to
receive upon exercise that number of shares of Greenbrier common stock equal to
twice the exercise price of the rights divided by the market value of
Greenbrier's common stock at the time of such acquisition. In addition, in the
event

of a business combination, or certain sale transactions, the rights permit their
holders to receive the number of shares of the acquirer's or surviving
corporation's common stock having a market value of two times the exercise price
of the right.

         Greenbrier's Board of Directors may terminate the rights plan at any
time or redeem the rights for $0.01 per right at any time until 10 days after a
person meets the triggering threshold under the plan.

         The Greenbrier Companies (www.gbrx.com), headquartered in Lake Oswego,
OR, is a leading supplier of transportation equipment and services to the
railroad industry. In addition to building new railroad freight cars in the
U.S., Canada, and Mexico and to repairing and refurbishing freight cars and
wheels at 13 locations across North America, Greenbrier builds new railroad
freight cars and refurbishes freight cars for the European market through both
its operations in Poland and various subcontractor facilities throughout Europe.
Greenbrier owns approximately 11,000 railcars, and performs management services
for approximately 122,000 railcars.

         "SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM
ACT OF 1995: This release may contain forward-looking statements. Greenbrier
uses words such as "anticipate," "believe," "plan," "expect," "future," "intend"
and similar expressions to identify forward-looking statements. These
forward-looking statements are subject to certain risks and uncertainties that
could cause actual results to differ materially from those reflected in the
forward-looking statements. Factors that might cause such a difference include,
but are not limited to, actual future costs and the availability of materials
and a trained workforce; steel price increases and scrap surcharges; changes in
product mix and the mix between manufacturing and leasing & services segment;
labor disputes, energy shortages or operating difficulties that might disrupt
manufacturing operations or the flow of cargo; production difficulties and
product delivery delays as a result of, among other matters, changing
technologies or non-performance of subcontractors or suppliers; ability to
obtain suitable contracts for the sale of leased equipment; all as may be
discussed in more detail under the heading "Forward Looking Statements" on pages
3 through 4 of Part I of our Annual Report on Form 10-K for the fiscal year
ended August 31, 2003. Readers are cautioned not to place undue reliance on
these forward-looking statements, which reflect management's opinions only as of
the date hereof. We undertake no obligation to revise or publicly release the
results of any revision to these forward-looking statements.