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): March 19, 2009

THE GREENBRIER COMPANIES, INC.

(Exact name of registrant as specified in its charter)

Commission File No. 1-13146

Oregon	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)

Former name or former address, if changed since last report: N/A

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:

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 8.01 Other Events.

     On March 19, 2009, Thompson Reuters published an article on The Greenbrier Companies, Inc. which includes portions of an interview with William A. Furman, President and CEO of The Greenbrier Companies, Inc. A copy of the Thompson Reuters article is attached as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.	Description
99.1	Story published on March 19, 2009 by Thompson Reuters.

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 hereunto duly authorized.

	THE GREENBRIER COMPANIES, INC.
Date: March 19, 2009	By:	/s/ Mark J. Rittenbaum
		Mark J. Rittenbaum,
		Executive Vice President, Treasurer and Chief Financial Officer (Principal Financial Officer)

EX-99.1

Exhibit 99.1

Reuters – March 19, 2009

INTERVIEW-Greenbrier not in merger talks, sees profit in H2

Thu Mar 19, 2009 5:19pm GMT

* CEO: Greenbrier not actively pursuing sale

* Sees profitability in second half of fiscal 2009

* Says no substantial debt repayments till 2015

* Banking covenants under review, hopes to be compliant

* GE contract negotiations stalled, awaiting response

By Eric Yep

BANGALORE, March 19 (Reuters) — Railway equipment supplier Greenbrier Cos Inc (GBX.N: Quote, Profile, Research) is not actively pursuing a sale of the company and hopes to return to profitability in the second half of fiscal 2009, the company’s chief executive said.

“I have been approached by one or two companies to talk, but not about anything specific,” CEO William Furman told Reuters in an interview. “We certainly don’t have anything active going on and our board hasn’t taken up any offer or any plans to sell the company.”

However, he said the long-term value of Greenbrier was much greater if it continued to operate as an independent company in this climate.

“A consolidation could take place in many forms and I think that if it were the correct form one has to be open to anything that would make a company stronger and improve efficiency,” Furman said.

Earlier this week, Keybanc Capital Markets upgraded Greenbrier stock to “buy,” citing the maker of railcars and marine barges as a likely acquisition target amid deteriorating conditions that could trigger industry consolidation.

The brokerage said Greenbrier and American Railcar Industries Inc (ARII.O: Quote, Profile, Research) were the most likely companies to feature in merger-related activities, leading to some sort of industry consolidation.

Activist investor Carl Icahn had a 5 percent stake in Greenbrier as of last July, and owned 31 percent of American Railcar’s shares as of December, according to Reuters.

“We have looked repeatedly over the years, including more recently, with Mr. Icahn about the possibility of consolidating on the freight-car side of the business, the new car manufacturing businesses,” Furman said.

The U.S. railcar industry, hurt by slowing demand from railroads, falling freight volumes and a weak economy, has been grappling with an oversupply of railcars in the market, prompting speculation that consolidation among the manufacturers is imminent.

In February last year, Icahn and affiliates had proposed a possible merger of Greenbrier with American Railcar, but did not make an offer, adding to the speculation.

While new railcar manufacturing has declined sharply, the non-core businesses of railcar makers have remained strong, such as the wind turbine business of Trinity Industries (TRN.N: Quote, Profile, Research).

Further, Furman noted that Greenbrier’s falling share price had made it a tempting target for acquisition.

“I think Greenbrier is undervalued and Keybanc people were simply pointing out that fact,” Furman said, adding that there are people who would like to buy the company inexpensively.

Shares of the Lake Oswego, Oregon-based company have tumbled about 86 percent over the past year, erasing more than $300 million in market capital. The shares have rebounded to more than $3.50 after touching a lifetime low of $1.86 earlier this month.

RETURN TO PROFITABILITY

About half of Greenbrier’s revenue comes from new railcar manufacturing, which is expected to continue its decline in 2009. Almost 40 percent comes from a growing refurbishment and parts business.

“Most of our gross margin and cash flow in this environment will come from our other business segments besides railcar manufacturing,” Furman said.

“On a run rate on a quarterly basis we will be able to return to profitability in the second half,” he added.

However, future profitability will depend on the outcome of negotiations with General Electric Co (GE.N: Quote, Profile, Research) on an eight-year contract for 11,900 new railcars worth $1.2 billion, he added.

Greenbrier has said GE wants to substantially reduce, delay or cancel deliveries under the contract.

Greenbrier posted a loss for the first quarter ended Nov. 30 and warned of additional job cuts if General Electric’s rail unit cut back on the contract, prompting fears of a prolonged cash burn.

Furman said the company does not need to make substantial debt repayments till 2015.

“With respect to our banking covenants, those are under review and we believe we will find a way to be compliant with those as well,” Furman said.

Earlier this month, Moody’s Investors Service and Standard & Poor’s Ratings Services lowered the debt and corporate ratings of the company, citing deteriorating conditions in the new railcar market.

CONTRACT OFF TRACK

“Negotiations with GE are currently stalled,” Furman said.

A contract termination would cost GE a significant settlement amount, hurt at least a thousand jobs and eat into 75 percent of Greenbrier’s new railcar manufacturing backlog as well.

Greenbrier is trying to work out an agreement with GE. “This contract, while very large to us, is small for them,” Furman said. (Reporting by Eric Yep in Bangalore; Editing by Jarshad Kakkrakandy)

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