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 26, 2016

__________________________________________

(Exact name of registrant as specified in its charter)

Delaware	1-6903	75-0225040
(State or other jurisdiction of incorporation	(Commission File No.)	(I.R.S. Employer Identification No.)
2525 N. Stemmons Freeway, Dallas, Texas		75207-2401
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: 214-631-4420

Not Applicable

______________________________________________

Former name or former address, if changed since last report

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:

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

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

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

[  ]  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.

The Registrant hereby furnishes the information set forth in its News Release, dated October 26, 2016, announcing operating results for the three month period ended September 30, 2016, a copy of which is furnished as exhibit 99.1 and incorporated herein by reference. On October 27, 2016, the Registrant held a conference call and web cast with respect to its financial results for the three month period ended September 30, 2016. The conference call scripts of Gail M. Peck, Vice President, Finance and Treasurer; S. Theis Rice, Senior Vice President and Chief Legal Officer; Timothy R. Wallace, Chairman, Chief Executive Officer, and President; William A. McWhirter II, Senior Vice President and Group President of the Construction Products, Energy Equipment and Inland Barge Groups; D. Stephen Menzies, Senior Vice President and Group President of the Rail and Railcar Leasing Groups; and James E. Perry, Senior Vice President and Chief Financial Officer are furnished as exhibits 99.2, 99.3, 99.4, 99.5, 99.6, and 99.7, respectively, and incorporated herein by reference.

This information is not "filed" pursuant to the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act of 1933 registration statements. Additionally, the submission of the report on Form 8-K is not an admission of the materiality of any information in this report that is required to be disclosed solely by Regulation FD.

Item 7.01 Regulation FD Disclosure.

See "Item 2.02 — Results of Operations and Financial Condition."

This information is not "filed" pursuant to the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act of 1933 registration statements. Additionally, the submission of the report on Form 8-K is not an admission of the materiality of any information in this report that is required to be disclosed solely by Regulation FD.

Item 9.01 Financial Statements and Exhibits.

(a) - (c) Not applicable.

(d) Exhibits:

Exhibit No. / Description

99.1 News Release dated October 26, 2016 with respect to the operating results for the three month period ended September 30, 2016.

99.2 Conference call script of October 27, 2016 of Gail M. Peck, Vice President, Finance and Treasurer.

99.3 Conference call script of October 27, 2016 of S. Theis Rice, Senior Vice President and Chief Legal Officer.

99.4 Conference call script of October 27, 2016 of Timothy R. Wallace, Chairman, Chief Executive Officer, and President.

99.5 Conference call script of October 27, 2016 of William A. McWhirter II, Senior Vice President and Group President of the Construction Products, Energy Equipment and Inland Barge Groups.

99.6 Conference call script of October 27, 2016 of D. Stephen Menzies, Senior Vice President and Group President of the Rail and Railcar Leasing Groups.

99.7 Conference call script of October 27, 2016 of James E. Perry, Senior Vice President and Chief Financial Officer.

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.

	Trinity Industries, Inc.
October 27, 2016	By:	/s/ James E. Perry
		Name: James E. Perry
		Title: Senior Vice President and Chief Financial Officer

Exhibit Index
Exhibit No.	Description
99.1	News Release dated October 26, 2016 with respect to the operating results for the three month period ended September 30, 2016.
99.2	Conference call script of October 27, 2016 of Gail M. Peck, Vice President, Finance and Treasurer.
99.3	Conference call script of October 27, 2016 of S. Theis Rice, Senior Vice President and Chief Legal Officer.
99.4	Conference call script of October 27, 2016 of Timothy R. Wallace, Chairman, Chief Executive Officer, and President.
99.5	Conference call script of October 27, 2016 of William A. McWhirter II, Senior Vice President and Group President of the Construction Products, Energy Equipment and Inland Barge Groups.
99.6	Conference call script of October 27, 2016 of D. Stephen Menzies, Senior Vice President and Group President of the Rail and Railcar Leasing Groups.
99.7	Conference call script of October 27, 2016 of James E. Perry, Senior Vice President and Chief Financial Officer.

EX-99.1

Exhibit 99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE

Trinity Industries, Inc. Announces Third Quarter 2016 Results

DALLAS, Texas - October 26, 2016 - Trinity Industries, Inc. (NYSE:TRN) today announced earnings results for the three and nine months ended September 30, 2016, including the following significant highlights:

• Quarterly revenues and net income of $1.1 billion and $84.2 million, respectively, compared to $1.5 billion and $204.3 million, respectively, last year

• Quarterly earnings per common diluted share of $0.55 compared to $1.31 per share last year

• Quarterly orders totaling 1,260 railcars in the Rail Group

• An investment of $209.2 million in the Company's wholly-owned lease fleet during the quarter

• No sales of leased railcars during the quarter compared to sales that generated $0.39 of earnings per common diluted share last year

• Available liquidity of $2.1 billion as of September 30, 2016

• Full year anticipated 2016 earnings of between $2.10 and $2.20 per common diluted share compared to previous guidance of between $2.00 and $2.30 per share

• First half anticipated 2017 earnings of between $0.45 and $0.60 per common diluted share compared to $1.25 per share in the first half of 2016

Consolidated Results

Trinity Industries, Inc. reported net income attributable to Trinity stockholders of $84.2 million, or $0.55 per common diluted share, for the third quarter ended September 30, 2016. Net income for the same quarter of 2015 was $204.3 million, or $1.31 per common diluted share. Revenues for the third quarter of 2016 totaled $1.11 billion compared to revenues of $1.54 billion for the same quarter of 2015.

"Trinity’s financial results for the third quarter reflect reductions in year-over-year production volumes and product mix changes in our railcar and barge manufacturing businesses," said Timothy R. Wallace, Trinity's Chairman, CEO, and President. "Oversupply of railcars and barges in the North American market, combined with generally weak industrial demand drivers, continues to impact new order volumes. Our Construction Products Group and wind towers business performed well during the quarter."

Mr. Wallace added, "During the quarter, our railcar leasing operations generated solid results; however, total segment revenues and profitability decreased year-over-year as we did not conduct any sales of leased railcars."

"Our outlook for 2017 reflects year-over-year volume reductions in our railcar and barge manufacturing businesses as weak demand conditions are expected to persist. In this environment, we are focused on maintaining a strong cash position and liquid balance sheet which provide stability as we manage through what we anticipate could be a prolonged downturn for certain areas of our business,” concluded Mr. Wallace.

Business Group Results

In the third quarter of 2016, the Rail Group reported revenues of $720.8 million compared to revenues of $1,073.4 million in the third quarter of 2015. Operating profit for the Rail Group was $103.6 million in the third quarter of 2016 compared to operating profit of $223.3 million in the third quarter of 2015. The decrease

1

in revenues and profit was primarily due to lower railcar deliveries and changes in product mix. The Rail Group shipped 6,595 railcars and received orders for 1,260 railcars during the third quarter. The Rail Group had a backlog of $3.7 billion as of September 30, 2016, representing 34,870 railcars, compared to a backlog of $4.29 billion as of June 30, 2016, representing 40,205 railcars.

The Railcar Leasing and Management Services Group reported total revenues of $173.7 million in the third quarter of 2016 compared to total revenues of $249.2 million in the same quarter of 2015. Operating profit for this Group was $80.5 million in the third quarter of 2016 compared to operating profit of $158.2 million in the third quarter of 2015. The decrease in revenues and operating profit was primarily due to the absence of sales of leased railcars from the lease fleet during the third quarter of 2016. Supplemental information for the Leasing Group is provided in the accompanying tables.

The Inland Barge Group reported revenues of $98.9 million in the third quarter of 2016 compared to revenues of $164.8 million in the third quarter of 2015. Operating profit for this Group was $11.7 million in the third quarter of 2016 compared to $28.1 million in the third quarter of 2015.The decrease in revenues and operating profit compared to the same quarter last year was primarily due to lower barge deliveries and changes in product mix. As of September 30, 2016, the Inland Barge Group had a backlog of $177.3 million compared to a backlog of $251.0 million as of June 30, 2016.

The Energy Equipment Group reported revenues of $241.7 million in the third quarter of 2016 compared to revenues of $289.5 million in the same quarter of 2015. The decrease in revenues compared to the same quarter last year was due to lower delivery volumes in the utility structures business and other product lines partially offset by higher delivery volumes in the wind towers business. Operating profit for the third quarter of 2016 was $31.2 million compared to $44.8 million in the same quarter last year primarily due to lower profit from our utility structures and other businesses partially offset by higher profit in our wind towers business. The backlog for wind towers as of September 30, 2016 was $1.0 billion compared to a backlog of $1.1 billion as of June 30, 2016.

The Construction Products Group reported revenues of $139.8 million in the third quarter of 2016 compared to revenues of $154.8 million in the third quarter of 2015. Operating profit for the third quarter of 2016 increased to $23.8 million compared to operating profit of $19.9 million in the third quarter of 2015. Revenues decreased compared to the same quarter last year primarily as a result of lower volumes in our Highway Products business. Operating profit for the Group increased in the third quarter of 2016 primarily as a result of improved performance in our Aggregates business.

Cash and Liquidity

At September 30, 2016, the Company had cash, cash equivalents, and short-term marketable securities of $842.5 million. When combined with capacity under committed credit facilities, the Company had approximately $2.1 billion of available liquidity at the end of the third quarter.

Share Repurchase

There were no shares repurchased during the third quarter of 2016 under the Company's current share repurchase authorization. Year to date, the Company repurchased 2,070,600 shares of common stock at a cost of $34.7 million leaving $215.4 million remaining under its current authorization through December 31, 2017.

Earnings Guidance

Fourth Quarter 2016

For the fourth quarter of 2016, the Company anticipates earnings of between $0.30 and $0.40 per common diluted share. This results in full year 2016 earnings guidance of between approximately $2.10 and $2.20 per common diluted share compared to its previous guidance of between $2.00 and $2.30 per share. The reduction in the top-end of full year guidance results from the Company’s expectation that it will not conduct

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sales of leased railcars it owns during the fourth quarter. The Company's earnings guidance compares to fourth quarter and full year 2015 earnings per common diluted share of $1.30 and $5.08, respectively.

First Half 2017

The Company's guidance for the first half of 2017 is based on current information and market conditions as well as what is anticipated in the near-term. The range of earnings provided relates to the Company's operations and does not include earnings from sales of leased railcars at this time. The Company expects to conduct sales of leased railcars in 2017. However, due to the transactional nature of these sales, the level and timing of such earnings are difficult to predict. In conjunction with the announcement of its fourth quarter 2016 earnings in February, the Company expects to have more insight into the sales of leased railcars and will provide an update.

For the first half of 2017, the Company anticipates earnings per common diluted share of between $0.45 and $0.60, compared to first half 2016 earnings of $1.25 per share. First half 2016 earnings included $0.21 per share from sales of leased railcars. The Company’s guidance assumes significant year-over-year volume reductions in its railcar and barge manufacturing businesses. The Company expects to provide full year 2017 earnings guidance in conjunction with its fourth quarter 2016 earnings announcement.

At this time, based on the level of order inquiries and scheduled backlog production, the Rail Group expects first half 2017 deliveries to be approximately 7,000 to 8,000 railcars compared to first half 2016 deliveries of 13,210.

Actual results in 2016 and 2017 may differ from present expectations and could be impacted by a number of factors including, among others, customer demand for the Company's products; the operating leverage and efficiencies that can be achieved by the Company's manufacturing businesses; the costs associated with aligning manufacturing production capacity with demand; the volume and level of profitability associated with the sales of leased railcars; the dilutive impact of the convertible notes related to changes in the Company's stock price; and the impact of weather conditions on our operations and scheduled shipments.

Conference Call

Trinity will hold a conference call at 11:00 a.m. Eastern on October 27, 2016 to discuss its third quarter results. To listen to the call, please visit the Investor Relations section of the Trinity Industries website, www.trin.net and select the Conference Calls menu link. An audio replay may be accessed through the Company’s website or by dialing (402) 220-2658 until 11:59 p.m. Eastern on November 3, 2016.

Company Description

Trinity Industries, Inc., headquartered in Dallas, Texas, is a diversified industrial company that owns market-leading businesses providing products and services to the energy, transportation, chemical, and construction sectors. Trinity reports its financial results in five principal business segments: the Rail Group, the Railcar Leasing and Management Services Group, the Inland Barge Group, the Construction Products Group, and the Energy Equipment Group. For more information, visit: www.trin.net.

Some statements in this release, which are not historical facts, are “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements about Trinity's estimates, expectations, beliefs, intentions or strategies for the future, and the assumptions underlying these forward-looking statements. Trinity uses the words “anticipates,” “assumes,” “believes,” “estimates,” “expects,” “intends,” “forecasts,” “may,” “will,” “should,” “guidance,” “outlook,” and similar expressions to identify these forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from historical experience or our present expectations. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” and “Forward-Looking Statements” in the Company's Annual Report on Form 10-K for the most recent fiscal year.

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Investor Contact:

Jessica Greiner

Vice President, Investor Relations

Trinity Corporate Services, LLC

214/631-4420

Media Contact:

Jack Todd

Vice President, Public Affairs

Trinity Industries, Inc.

214/589-8909

- TABLES TO FOLLOW -

4

Trinity Industries, Inc.

Condensed Consolidated Income Statements

(in millions, except per share amounts)

(unaudited)

	Three Months Ended September 30,
	2016			2015
Revenues	$	1,111.7		$	1,542.2
Operating costs:
Cost of revenues	827.3			1,109.4
Selling, engineering, and administrative expenses	102.3			126.6
Losses (gains) on dispositions of property:
Net gains on lease fleet sales	—			(57.8		)
Other	(1.5		)	(0.9		)
	928.1			1,177.3
Operating profit	183.6			364.9
Interest expense, net	43.9			46.1
Other, net	0.2			(1.0		)
Income before income taxes	139.5			319.8
Provision for income taxes	49.9			107.6
Net income	89.6			212.2
Net income attributable to noncontrolling interest	5.4			7.9
Net income attributable to Trinity Industries, Inc.	$	84.2		$	204.3
Net income attributable to Trinity Industries, Inc. per common share:
Basic	$	0.55		$	1.32
Diluted	$	0.55		$	1.31
Weighted average number of shares outstanding:
Basic	148.7			150.0
Diluted	148.7			150.9

Trinity is required to utilize the two-class method of accounting when calculating earnings per share as a result of unvested restricted shares that have non-forfeitable rights to dividends and are, therefore, considered to be a participating security. The unvested restricted shares are excluded from the weighted average number of shares outstanding for the purposes of determining earnings per share. The two-class method results in a lower earnings per share than is calculated from the face of the income statement. See Earnings Per Share Calculation table below.

5

Trinity Industries, Inc.

Condensed Consolidated Income Statements

(in millions, except per share amounts)

(unaudited)

	Nine Months Ended September 30,
	2016			2015
Revenues	$	3,484.5		$	4,845.7
Operating costs:
Cost of revenues	2,614.9			3,540.1
Selling, engineering, and administrative expenses	305.5			339.3
Losses (gains) on dispositions of property:
Net gains on lease fleet sales	(13.5		)	(102.8		)
Other	(1.0		)	(11.8		)
	2,905.9			3,764.8
Operating profit	578.6			1,080.9
Interest expense, net	132.8			147.2
Other, net	(5.4		)	(4.0		)
Income before income taxes	451.2			937.7
Provision for income taxes	160.7			315.7
Net income	290.5			622.0
Net income attributable to noncontrolling interest	14.5			25.5
Net income attributable to Trinity Industries, Inc.	$	276.0		$	596.5
Net income attributable to Trinity Industries, Inc. per common share:
Basic	$	1.81		$	3.84
Diluted	$	1.81		$	3.78
Weighted average number of shares outstanding:
Basic	148.3			150.6
Diluted	148.3			153.1

Trinity is required to utilize the two-class method of accounting when calculating earnings per share as a result of unvested restricted shares that have non-forfeitable rights to dividends and are, therefore, considered to be a participating security. The unvested restricted shares are excluded from the weighted average number of shares outstanding for the purposes of determining earnings per share. The two-class method results in a lower earnings per share than is calculated from the face of the income statement. See Earnings Per Share Calculation table below.

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Trinity Industries, Inc.

Condensed Segment Data

(in millions)

(unaudited)

	Three Months Ended September 30,
Revenues:	2016			2015
Rail Group	$	720.8		$	1,073.4
Construction Products Group	139.8			154.8
Inland Barge Group	98.9			164.8
Energy Equipment Group	241.7			289.5
Railcar Leasing and Management Services Group	173.7			249.2
All Other	26.7			29.1
Segment Totals before Eliminations	1,401.6			1,960.8
Eliminations - lease subsidiary	(206.7		)	(308.4		)
Eliminations - other	(83.2		)	(110.2		)
Consolidated Total	$	1,111.7		$	1,542.2
	Three Months Ended September 30,
Operating profit (loss):	2016			2015
Rail Group	$	103.6		$	223.3
Construction Products Group	23.8			19.9
Inland Barge Group	11.7			28.1
Energy Equipment Group	31.2			44.8
Railcar Leasing and Management Services Group	80.5			158.2
All Other	(3.5		)	(3.0		)
Segment Totals before Eliminations and Corporate Expenses	247.3			471.3
Corporate	(35.6		)	(39.7		)
Eliminations - lease subsidiary	(27.7		)	(65.6		)
Eliminations - other	(0.4		)	(1.1		)
Consolidated Total	$	183.6		$	364.9

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Trinity Industries, Inc.

Condensed Segment Data

(in millions)

(unaudited)

	Nine Months Ended September 30,
Revenues:	2016			2015
Rail Group	$	2,260.9		$	3,328.2
Construction Products Group	410.5			418.9
Inland Barge Group	328.0			505.7
Energy Equipment Group	755.7			871.5
Railcar Leasing and Management Services Group	648.8			732.1
All Other	68.3			84.0
Segment Totals before Eliminations	4,472.2			5,940.4
Eliminations - lease subsidiary	(742.1		)	(782.9		)
Eliminations - other	(245.6		)	(311.8		)
Consolidated Total	$	3,484.5		$	4,845.7
	Nine Months Ended September 30,
Operating profit (loss):	2016			2015
Rail Group	$	349.6		$	663.7
Construction Products Group	61.2			49.5
Inland Barge Group	38.6			96.3
Energy Equipment Group	103.5			118.3
Railcar Leasing and Management Services Group	272.4			418.7
All Other	(13.8		)	(4.6		)
Segment Totals before Eliminations and Corporate Expenses	811.5			1,341.9
Corporate	(95.0		)	(98.7		)
Eliminations - lease subsidiary	(139.1		)	(163.8		)
Eliminations - other	1.2			1.5
Consolidated Total	$	578.6		$	1,080.9

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Trinity Industries, Inc.

Leasing Group

Condensed Results of Operations

(unaudited)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2016			2015			2016			2015
	($ in millions)
Revenues:
Leasing and management	$	173.7		$	176.6		$	522.7		$	520.9
Sales of railcars owned one year or less at the time of sale(1)	—			72.6			126.1			211.2
Total revenues	$	173.7		$	249.2		$	648.8		$	732.1
Operating profit:
Leasing and management	$	80.5		$	81.8		$	224.8		$	254.7
Railcar sales(1):
Railcars owned one year or less at the time of sale	—			18.6			34.1			61.2
Railcars owned more than one year at the time of sale	—			57.8			13.5			102.8
Total operating profit	$	80.5		$	158.2		$	272.4		$	418.7
Operating profit margin:
Leasing and management	46.3		%	46.3		%	43.0		%	48.9		%
Railcar sales	*			*			*			*
Total operating profit margin	46.3		%	63.5		%	42.0		%	57.2		%
Selected expense information(2):
Depreciation	$	39.4		$	35.9		$	115.5		$	105.8
Maintenance and compliance	$	21.3		$	24.6		$	84.7		$	65.9
Rent	$	9.9		$	9.9		$	29.3		$	31.3
Interest	$	31.2		$	32.5		$	94.4		$	106.8

	September 30, 2016		December 31, 2015
Leasing portfolio information:
Portfolio size (number of railcars)	82,540		76,765
Portfolio utilization	97.1	%	97.7	%

	Nine Months Ended September 30,
	2016		2015
	(in millions)
Proceeds from sales of leased railcars:
Leasing Group:
Railcars owned one year or less at the time of sale	$	126.1	$	211.2
Railcars owned more than one year at the time of sale	37.7		313.4
Rail Group	8.1		175.8
	$	171.9	$	700.4

* Not meaningful

⁽¹⁾ The Company recognizes sales of railcars from the lease fleet which have been owned by the lease fleet for one year or less as revenue. Sales of railcars from the lease fleet which have been owned by the lease fleet for more than one year are recognized as a net gain or loss from the disposal of a long-term asset.

⁽²⁾Depreciation, maintenance and compliance, and rent expense are components of operating profit. Amortization of deferred profit on railcars sold from the Rail Group to the Leasing Group is included in the operating profit of the Leasing Group resulting in the recognition of depreciation expense based on the Company's original manufacturing cost of the railcars. Interest expense is not a component of operating profit and includes the effect of hedges.

9

Trinity Industries, Inc.

Condensed Consolidated Balance Sheets

(in millions)

(unaudited)

	September 30, 2016		December 31, 2015
Cash and cash equivalents	$	557.8	$	786.0
Short-term marketable securities	284.7		84.9
Receivables, net of allowance	372.2		369.9
Income tax receivable	54.9		94.9
Inventories	869.6		943.1
Restricted cash	183.9		195.8
Net property, plant, and equipment	5,763.2		5,348.0
Goodwill	754.5		753.8
Other assets	294.8		309.5
	$	9,135.6	$	8,885.9
Accounts payable	$	211.0	$	216.8
Accrued liabilities	477.7		529.6
Debt, net of unamortized discount of $31.5 and $44.2	3,107.1		3,195.4
Deferred income	24.2		27.1
Deferred income taxes	936.0		752.2
Other liabilities	125.2		116.1
Stockholders' equity:
Trinity Industries, Inc.	3,861.5		3,653.9
Noncontrolling interest	392.9		394.8
	4,254.4		4,048.7
	$	9,135.6	$	8,885.9

10

Trinity Industries, Inc.

Additional Balance Sheet Information

(in millions)

(unaudited)

	September 30, 2016			December 31, 2015
Property, Plant, and Equipment
Corporate/Manufacturing:
Property, plant, and equipment	$	1,909.0		$	1,861.5
Accumulated depreciation	(950.5		)	(905.4		)
	958.5			956.1
Leasing:
Wholly-owned subsidiaries:
Machinery and other	10.7			10.7
Equipment on lease	4,395.4			3,763.5
Accumulated depreciation	(729.1		)	(647.9		)
	3,677.0			3,126.3
Partially-owned subsidiaries:
Equipment on lease	2,308.4			2,307.7
Accumulated depreciation	(414.4		)	(369.1		)
	1,894.0			1,938.6
Net deferred profit on railcars sold to the Leasing Group	(766.3		)	(673.0		)
	$	5,763.2		$	5,348.0

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Trinity Industries, Inc.

Additional Balance Sheet Information

(in millions)

(unaudited)

	September 30, 2016			December 31, 2015
Debt
Corporate - Recourse:
Revolving credit facility	$	—		$	—
Senior notes due 2024, net of unamortized discount of $0.4 and $0.4	399.6			399.6
Convertible subordinated notes, net of unamortized discount of $31.1 and $43.8	418.3			405.6
Other	0.3			0.5
	818.2			805.7
Less: unamortized debt issuance costs	(3.9		)	(4.7		)
	814.3			801.0
Leasing:
Wholly-owned subsidiaries:
Recourse:
Capital lease obligations, net of unamortized debt issuance costs of $0.1 and $0.1	33.1			35.7
	33.1			35.7
Non-recourse:
Secured railcar equipment notes	656.2			679.5
Warehouse facility	236.8			264.3
	893.0			943.8
Less: unamortized debt issuance costs	(12.3		)	(15.1		)
	880.7			928.7
Partially-owned subsidiaries - Non-recourse:
Secured railcar equipment notes	1,394.4			1,446.9
Less: unamortized debt issuance costs	(15.4		)	(16.9		)
	1,379.0			1,430.0
	$	3,107.1		$	3,195.4

12

Trinity Industries, Inc.

Additional Balance Sheet Information

($ in millions)

(unaudited)

	September 30, 2016			December 31, 2015
Leasing Debt Summary
Total Recourse Debt	$	33.1		$	35.7
Total Non-Recourse Debt	2,259.7			2,358.7
	$	2,292.8		$	2,394.4
Total Leasing Debt
Wholly-owned subsidiaries	$	913.8		$	964.4
Partially-owned subsidiaries	1,379.0			1,430.0
	$	2,292.8		$	2,394.4
Equipment on Lease(1)
Wholly-owned subsidiaries	$	3,677.0		$	3,126.3
Partially-owned subsidiaries	1,894.0			1,938.6
	$	5,571.0		$	5,064.9
Total Leasing Debt as a % of Equipment on Lease
Wholly-owned subsidiaries	24.9		%	30.8		%
Partially-owned subsidiaries	72.8		%	73.8		%
Combined	41.2		%	47.3		%

(1) Excludes net deferred profit on railcars sold to the Leasing Group.

13

Trinity Industries, Inc.

Condensed Consolidated Cash Flow Statements

(in millions)

(unaudited)

	Nine Months Ended September 30,
	2016			2015
Operating activities:
Net income	$	290.5		$	622.0
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	210.6			197.9
Net gains on railcar lease fleet sales owned more than one year at the time of sale	(13.5		)	(102.8		)
Other	207.7			57.1
Changes in assets and liabilities:
(Increase) decrease in receivables	37.7			(43.9		)
(Increase) decrease in inventories	73.5			50.7
Increase (decrease) in accounts payable and accrued liabilities	(32.2		)	(129.5		)
Other	17.8			(21.2		)
Net cash provided by operating activities	792.1			630.3
Investing activities:
Proceeds from railcar lease fleet sales owned more than one year at the time of sale	37.7			313.4
Proceeds from dispositions of property	8.9			6.1
Capital expenditures - leasing, net of sold lease fleet railcars owned one year or less with a net cost of $92.0 and $150.0	(555.2		)	(642.2		)
Capital expenditures - manufacturing and other	(101.1		)	(145.1		)
(Increase) decrease in short-term marketable securities	(199.8		)	75.0
Acquisitions	—			(46.2		)
Divestitures	—			51.3
Other	4.0			4.8
Net cash required by investing activities	(805.5		)	(382.9		)
Financing activities:
Payments to retire debt	(106.0		)	(530.8		)
Proceeds from issuance of debt	—			242.4
Shares repurchased	(34.7		)	(107.5		)
Dividends paid to common shareholders	(50.0		)	(48.0		)
Purchase of shares to satisfy employee tax on vested stock	(16.4		)	(27.4		)
Distributions to noncontrolling interest	(18.4		)	(30.4		)
Decrease in restricted cash	11.9			32.3
Other	(1.2		)	11.9
Net cash required by financing activities	(214.8		)	(457.5		)
Net decrease in cash and cash equivalents	(228.2		)	(210.1		)
Cash and cash equivalents at beginning of period	786.0			887.9
Cash and cash equivalents at end of period	$	557.8		$	677.8

14

Trinity Industries, Inc.

Earnings per Share Calculation

(in millions, except per share amounts)

(unaudited)

Basic net income attributable to Trinity Industries, Inc. per common share is computed by dividing net income attributable to Trinity remaining after allocation to unvested restricted shares by the weighted average number of basic common shares outstanding for the period.

	Three Months Ended September 30, 2016						Three Months Ended September 30, 2015
	Income			Average Shares	EPS		Income			Average Shares	EPS
Net income attributable to Trinity Industries, Inc.	$	84.2					$	204.3
Unvested restricted share participation	(2.2		)				(6.0		)
Net income attributable to Trinity Industries, Inc. - basic	82.0			148.7	$	0.55	198.3			150.0	$	1.32
Effect of dilutive securities:
Convertible subordinated notes	—			—			—			0.9
Net income attributable to Trinity Industries, Inc. - diluted	$	82.0		148.7	$	0.55	$	198.3		150.9	$	1.31

	Nine Months Ended September 30, 2016						Nine Months Ended September 30, 2015
	Income			Average Shares	EPS		Income			Average Shares	EPS
Net income attributable to Trinity Industries, Inc.	$	276.0					$	596.5
Unvested restricted share participation	(7.7		)				(18.2		)
Net income attributable to Trinity Industries, Inc. - basic	268.3			148.3	$	1.81	578.3			150.6	$	3.84
Effect of dilutive securities:
Convertible subordinated notes	—			—			0.3			2.5
Net income attributable to Trinity Industries, Inc. - diluted	$	268.3		148.3	$	1.81	$	578.6		153.1	$	3.78

15

Trinity Industries, Inc.

Reconciliation of EBITDA

(in millions)

(unaudited)

“EBITDA” is defined as net income plus interest expense, income taxes, and depreciation and amortization including goodwill impairment charges. EBITDA is not a calculation based on generally accepted accounting principles. The amounts included in the EBITDA calculation are, however, derived from amounts included in the historical consolidated statements of operations data. In addition, EBITDA should not be considered as an alternative to net income or operating income as an indicator of our operating performance, or as an alternative to operating cash flows as a measure of liquidity. We believe EBITDA assists investors in comparing a company’s performance on a consistent basis without regard to depreciation and amortization, which can vary significantly depending upon many factors. However, the EBITDA measure presented in this press release may not always be comparable to similarly titled measures by other companies due to differences in the components of the calculation.

	Three Months Ended September 30,
	2016		2015
Net income	$	89.6	$	212.2
Add:
Interest expense	45.3		46.7
Provision for income taxes	49.9		107.6
Depreciation and amortization expense	70.7		67.5
Earnings before interest expense, income taxes, and depreciation and amortization expense	$	255.5	$	434.0

	Nine Months Ended September 30,
	2016		2015
Net income	$	290.5	$	622.0
Add:
Interest expense	136.7		148.8
Provision for income taxes	160.7		315.7
Depreciation and amortization expense	210.6		197.9
Earnings before interest expense, income taxes, and depreciation and amortization expense	$	798.5	$	1,284.4

- END -

16

EX-99.2

Exhibit 99.2

Trinity Industries, Inc.

Earnings Release Conference Call

Comments of Gail M. Peck

Vice President, Finance and Treasurer

October 27, 2016

Thank you, Tanisha. Good morning everyone. Welcome to the Trinity Industries’ third quarter 2016 results conference call. I am Gail Peck, Vice President, Finance and Treasurer of Trinity. Thank you for joining us today.

Similar to the format we have used on our recent earnings call, we will begin with an update on the Highway Products litigation matter. We will then follow with our normal quarterly earnings conference call format.

Today’s speakers are:

•Theis Rice, Senior Vice President and Chief Legal Officer;

•Tim Wallace our Chairman, Chief Executive Officer and President;

•Bill McWhirter, Senior Vice President and Group President of the Construction Products, Energy Equipment, and Inland Barge Groups;

•Steve Menzies, Senior Vice President and Group President of the Rail and Railcar Leasing Groups; and

•James Perry, our Senior Vice President and Chief Financial Officer

Following their comments, we will then move to the Q&A session. Mary Henderson, our Vice President and Chief Accounting Officer, is also in the room with us today. I will now turn the call over to Theis Rice.

Theis

Tim

Bill

Steve

James

Q&A Session

That concludes today's conference call. A replay of this call will be available after one o'clock eastern standard time today through midnight on November 3, 2016. The access number is (402) 220-2658. Also the replay will be available on the website located at www.trin.net. We look forward to visiting with you again on our next conference call. Thank you for joining us this morning.

EX-99.3

Exhibit 99.3

Trinity Industries, Inc.

Earnings Release Conference Call

Comments of S. Theis Rice

Senior Vice President and Chief Legal Officer

October 27, 2016

Thank you Gail and good morning everyone.

The False Claims Act judgment entered against Trinity Industries and Trinity Highway Products in October 2014, currently on appeal to the U.S. Fifth Circuit Court of Appeals, is fully briefed. Oral arguments are scheduled for December 7, 2016, at some time after which the Court will issue its ruling.

A year and a half ago, in April 2015, Trinity Industries and Trinity Highway Products received a subpoena from the U.S. Department of Justice through the U.S. Attorney for the District of Massachusetts. The subpoena requested documents relating to the Companies’ ET 2000 and ET Plus guardrail end-terminal products. The Companies cooperated fully with the government’s inquiry.

This year, in August 2016, we received confirmation from the U.S. Attorney for the District of Massachusetts that it had closed its investigation without taking enforcement action.

Trinity Industries and Trinity Highway Products have also been named in a number of other suits involving highway products that we believe are groundless, and represent opportunistic filings that seek to capitalize on the False Claims Act judgment now on appeal.

For a more detailed review of these suits, please see Note 18 to the financial statements in Trinity’s Form 10-Q for the period ended September 30, 2016 which we expect to file today. Please also refer to etplusfacts.com for additional information.

I will now turn the call over to Tim.

EX-99.4

Exhibit 99.4

Trinity Industries, Inc.

Earnings Release Conference Call

Comments of Timothy R. Wallace

Chairman, Chief Executive Officer, and President

October 27, 2016

Thank you Theis, and good morning everyone. Our 3^rd quarter operational results were in line with our expectations. Our people are doing a good job of confronting the challenges associated with today’s business environment.

The oversupply of railcars and barges in the North American market, combined with generally weak industrial demand drivers, continues to impact new order volumes in our railcar and barge manufacturing businesses. As we move into next year, we expect continued reductions in year-over-year production volumes and product mix changes in these businesses. The railcar and barge markets are currently highly competitive and difficult to predict. We are preparing for an extended downturn in these businesses. Our businesses are very experienced at operating in fluctuating markets. I am confident in our ability to navigate through the various stages of the business cycle.

During cyclical downturns, we strive to maintain a strong cash position and liquid balance sheet. Our investment in leased railcars has been an effective avenue for deploying capital. Short-term yields on leased railcars are attractive, and our investment provides a potential source of liquidity through our railcar investment platform and our credit facilities. The base of earnings generated by railcars in our lease fleet is valuable during lower demand cycles. These earnings help offset the cyclical earnings generated by our manufacturing businesses. At this time, we have no plans to sell any of our leased railcars through the end of this year.

Throughout the years, we have invested a significant amount of capital to enhance the capabilities and performance of our portfolio of businesses. Our vision is to be a premier diversified industrial company. We define “premier” as it relates to the level of quality we achieve in everything we do and the value we provide for our stakeholders. A key objective in support of our vision is strengthening our financial performance through the diversification of our portfolio. Given the cyclical nature of our primary businesses, we want to elevate our financial performance throughout the cycles. We use the phrase “higher highs and higher lows” to describe the financial results we are trying to accomplish throughout the business cycles.

Trinity’s portfolio of products aligns with the infrastructure-related needs throughout North America. During the past several years, we have continued to invest in industrial manufacturing businesses that serve infrastructure-related end markets adjacent to our existing manufacturing businesses. This includes our investments to establish a strong position within our construction aggregates business. We’ve also invested significant resources to grow and expand our railcar leasing and services business. Both of these businesses fit well within our portfolio. They are currently providing a diversified earnings base as our cyclical manufacturing businesses are transitioning to lower levels of production.

Trinity’s portfolio of businesses today consists of a core group of market leading industrial manufacturing companies, a large, integrated railcar leasing and services business, as well as a leading, regional provider of aggregates to the construction industry. Our businesses are working very well together and they generate a variety of internal synergies that help enhance each other’s performance.

During the upcycle, we made a significant amount of progress enhancing our industrial manufacturing platform. One of our differentiating strengths is our operational flexibility. Our flexible platform allows our manufacturing businesses to quickly and cost effectively increase and decrease capacity as demand shifts for our products.

We are always looking for potential opportunities to grow our company. We are targeting businesses that have products, services, technology and competencies that will enrich our portfolio. Interesting opportunities have historically surfaced during business downturns. Today, there is a lot of capital in the market looking for businesses to acquire. As a result, market valuations continue to be high. We are disciplined in our approach and will continue to remain patient until we believe the timing is right.

Overall, I am pleased with our Company’s ability to successfully transition as market conditions shift. We strive to do our best in every market environment, and constantly work at strengthening our Company’s competitive position. Our accomplishments are due to the capabilities and expertise of our dedicated employees, our ability to respond effectively to changes in market demand, and our ongoing commitment to provide high quality products and services to our customers. I will now turn it over to Bill for his comments.

EX-99.5

Exhibit 99.5

Trinity Industries, Inc.

Earnings Release Conference Call

Comments of William A. McWhirter II,

Senior Vice President and Group President

Construction Products, Energy Equipment and Inland Barge Groups

October 27, 2016

Thank you Tim and good morning everyone.     

Our Barge business received $25 million in orders during the third quarter as compared to $84 million in the same quarter of last year. Existing supply of both dry and liquid barges continues to outpace demand. As a result, we are preparing for a prolonged downturn in new barge orders. Total backlog stands at $177 million, providing roughly two quarters of visibility at the current revenue run rate. Our Barge team is focused on securing orders for 2017 in an extremely competitive environment.

During the third quarter, year-over-year revenue and profit declined due to lower volumes of barge deliveries and changes in product mix. We recently announced the closure of a second facility, which will be completed by year end. This will leave two facilities operating. Based on our current backlog, we are planning for a significant decline in production in the first quarter of 2017. We are prepared to make adjustments to our footprint as necessary. The investments we have made in recent years to enhance the manufacturing flexibility of our facilities greatly improves our ability to respond quickly when demand increases.

The financial performance of the Energy Equipment Group reflects the mixed demand conditions for the products offered by this group. The decline in revenue and profit, year over year, was primarily due to lower volumes in utility structures and gas and liquid products.

During the second quarter, we announced the receipt of a $940 million wind tower order that delivers over a three-year period beginning in 2017. We also received a small order for wind towers during the third quarter. Continued growth in the wind tower industry is expected due to the production tax credit and improved wind power productivity. It is likely that future orders for this business will be specific to wind farm announcements resulting in lumpy order trends.

Trinity’s manufacturing flexibility uniquely positions us to quickly adjust our wind tower production capacity to meet demand. I am pleased with the operational improvements our wind towers team has made in recent years stemming from our lean manufacturing initiatives.

Turning to our utility structures business: We saw further evidence during the third quarter of a slight uptick in demand. A rise in smaller orders has extended product lead times. We see opportunities for replacement projects as several utilities are preparing maintenance plans focused on increasing the reliability of the aging power grid. Our team has done a nice job optimizing our manufacturing footprint and right sizing administrative costs to position the business for better performance in 2017.

During the seasonally-strong third quarter, the Construction Products Group performed well, achieving record operating profit primarily due to the performance of our construction aggregates business.

Demand for construction aggregates is strong primarily due to infrastructure-related work and population growth within our primary markets in the Southwestern U.S. During the second quarter, we expanded our aggregates reserve position with a strategic land acquisition, an investment that represents $25 million of

Trinity’s consolidated manufacturing capital expenditures year to date. This new reserve position will be operational in mid 2017 and will serve a major metropolitan market in Texas for an extended period of years. Since 2012 sales in our aggregates business have roughly tripled to over $200 million annually. We continue to look for opportunities to expand the market positions of this business, which we consider to be a valuable long-term asset with important diversification benefits for Trinity.

In our Highway Products business we anticipate an improvement in market demand during the next few years as projects get underway following the approval of the federal highway bill. State-level initiatives, coupled with the federal highway bill are driving commitments to longer-term highway projects.

In closing, our businesses are responding effectively to mixed demand conditions and benefitting from the synergies within Trinity’s portfolio of businesses. Our positive long-term outlook for infrastructure investment in North America underscores the value of the investments we have made in these businesses.

And now, I will turn the presentation over to Steve.

EX-99.6

Exhibit 99.6

Trinity Industries, Inc.

Earnings Release Conference Call

Comments of D. Stephen Menzies

Senior Vice President and Group President

Rail and Railcar Leasing Groups

October 27, 2016

Thank you, Bill, good morning!

TrinityRail’s operating performance for the third quarter was in line with our expectations while facing growing challenges from weak market dynamics in the North American rail industry. The Rail Group delivered 6,595 railcars during the quarter and achieved a 14.4% operating margin primarily as a result of improved productivity and efficiencies following major product line changeovers in the previous quarter. The Leasing Group continued to expand the lease fleet adding 2,230 railcars to our wholly-owned portfolio, including approximately 1,900 new built railcars. Weak railcar loadings, a large overhang of idle North American railcars, and excess railcar industry manufacturing capacity continued to negatively impact new railcar orders and pressure lease rates.

During the third quarter, the Rail Group received orders for 1,260 railcars from industrial shippers and railroads. The orders represented a diverse mix of railcars serving a broad range of industries. Current railcar order inquiries are weak - consistent with the last few quarters. It is too early to indicate a market turnaround or bottom, but demand conditions seem to have stabilized at current low levels. It is unlikely that a railcar market recovery will occur until railcar loadings demonstrate consistent improvement and the overhang of surplus railcars is reduced.

Our order backlog at the end of the third quarter was approximately 34,870 railcars, valued at $3.7 billion.     Current railcar industry fundamentals have led to customer requests for delivery deferrals in specific markets. In certain cases, we have provided accommodating solutions, receiving consideration in return. Open production slots from order deferrals can present opportunities to offer customers in other markets available delivery slots to meet their current needs. However, deferrals have impacted our planned production schedule to some degree for 2017. At the end of the 3^rd quarter, both 2017 and 2018 each account for approximately 30% of our backlog with the remainder scheduled in future years. The production schedule for the 4^th quarter 2016 is fully reflected in the backlog.

The Rail Group has responded well to very challenging production schedules. During the third quarter, the Rail Group delivered 6,595 railcars, a 9% increase from the second quarter with an improvement in our operating margin to 14.4%. As expected, our operating and financial performance improved quarter-over-quarter as the product mix within our production plan stabilized following a major product mix conversion the preceding quarter. Our unit deliveries are expected to increase sequentially to approximately 7,200 railcars in the 4^th quarter as we deliver the remainder of the railcars in our backlog scheduled for 2016. However, our projected operating margins for the 4^th quarter 2016 and 1^st half 2017 are expected to be negatively impacted by weak prices on orders received in 2016 and costs associated with aligning our manufacturing footprint to a lower level of deliveries anticipated in 2017.

For 2016, we are maintaining our approximately 27,000 annual railcar delivery guidance. Our sales team is focused on securing orders for 2017 production that maximize production continuity and enhance productivity. At this time, however, we expect a significant decrease in production as we move into 2017. Based on our current backlog and the level of order inquiries, we expect first-half 2017 deliveries to be

approximately 7,000 to 8,000 railcars. If order levels improve, we have the ability to increase our production rate to meet demand.

As indicated on our last call, we have worked with our frac sand customers to defer deliveries of small cubed covered hoppers in our backlog to later dates. Our backlog of small cubed covered hoppers to serve the frac sand market is approximately 8,000 railcars. Our 2017 production plan includes approximately 850 railcars for frac sand service. We have recently confirmed delivery of these orders with those customers. Beyond 2017, the remaining railcars for frac sand service in our backlog include approximately 3,700 railcars in 2018 and the remainder spread evenly between 2019 and 2021. We continue to monitor this market very closely.

The significant scale and diversification of our lease fleet provides a base of earnings and cash flow when manufacturing profits are declining. During the third quarter, we added 2,230 railcars to our wholly-owned portfolio, including a small portfolio acquisition in the secondary market, bringing our total owned and managed leased railcar fleet to approximately 102,000 railcars. The railcar leasing backlog was $1.0 billion at the end of the quarter.

Sales of leased railcars from our wholly-owned portfolio to institutional investors through our RIV platform are an important component of our long term leasing strategy. We continue to balance and evaluate the economic returns generated by selling leased railcars to our RIV platform versus maintaining the leased railcars in our wholly owned portfolio in the current market. At this time, our expectation is that we will not complete a sale in the fourth quarter from our owned fleet. Keeping these railcars in our lease portfolio provides valuable earnings, cash flow and solid returns.

Profit from operations for the Leasing Group was relatively stable year-over-year. On a sequential basis, however, third quarter profit from operations improved on lower revenues primarily as a result of lower operating expenses. Lease fleet utilization for our wholly and partially-owned portfolio improved sequentially to 97.1% at the end of the third quarter. We continue to focus on maintaining high fleet utilization and keeping lease renewal terms comparatively short as we anticipate the opportunity to reprice assets in a more favorable future market environment. The effect of the overhang of existing railcars in the marketplace and weak railcar loadings continues to place pressure on renewals and lease rates.

In summary, TrinityRail is well prepared to execute in the current market environment. Weremain focused on aligning manufacturing capacity with market demand, employing disciplined cost-control measures, and maintaining lease fleet utilization. I am confident we can effectively adapt to rapidly changing market conditions due to our operating and financial flexibility and leading market position. The investments we have made in our facilities, manufacturing processes, fleet maintenance capabilities and lease fleet position us toward elevating TrinityRail’s performance throughout the entire business cycle.

I will now turn it over to James for his remarks.

EX-99.7

Exhibit 99.7

Trinity Industries, Inc.

Earnings Release Conference Call

Comments of James E. Perry

Senior Vice President and Chief Financial Officer

October 27, 2016

Thank you, Steve and good morning everyone.

Yesterday, we announced our results for the third quarter of 2016. For the quarter, the Company reported revenues of more than $1.1 billion and earnings per share of $0.55 compared to revenues of more than $1.5 billion and EPS of $1.31 for the same period last year. Our results for the quarter were in-line with our expectations and continue to reflect the year-over-year substantial volume reductions in our rail and barge manufacturing businesses, changes in product mix, and ongoing weakness in the oil and gas-related markets. Our performance this quarter was favorably impacted by strong results in our Construction Products Group, our wind towers business, and our leasing and management services operations.

In the third quarter, we did not sell any portfolios of leased railcars. As we have said throughout the year, we are continuously balancing the long-term returns generated by retaining leased railcars in our wholly-owned fleet compared to the returns achievable for portfolio sales. The yield our leased railcars generate while in our fleet are especially beneficial during down cycles in the industrial economy.

During the third quarter, we invested in new railcars for our wholly-owned lease portfolio with a value of $207 million, bringing our year-to-date total to $742 million. We expect the full-year value of new additions to our wholly-owned fleet to total approximately $1 billion, with a cash investment of approximately $845 million.

During the third quarter, we invested $21 million in capital expenditures across our manufacturing businesses and at the corporate level. We expect full-year manufacturing capital expenditures in the range of $120 million to $140 million, to support maintenance initiatives and growth investments. This range is somewhat lower than our previous projection. Included in our capital expenditures this year is the $25 million land purchase in our construction aggregates business earlier this year that Bill mentioned in his remarks.

We did not repurchase any shares of our common stock during the quarter, and have repurchased $35 million year-to-date. We have $215 million of available authorization through the end of 2017.

Our balance sheet is very strong with a high level of liquidity. At the end of the third quarter, cash, cash equivalents and short-term marketable securities totaled $843 million, essentially off-setting the recourse debt on our balance sheet. As a reminder we have a $450MM convertible debt instrument with a put option by the debtholders in June of 2018 and that is callable by the Company thereafter. There is also a deferred tax liability associated with this debt that is payable upon the debt retirement. The amount of this tax payment is dependent on the settlement value.

At quarter end, we owned $2.2 billion of unencumbered railcars, bringing the loan-to-value on our wholly-owned lease fleet to 25%. This is comparatively low for a stand-alone leasing business, but provides us a very high level of financial flexibility - a key asset in the current economic environment.

Available committed credit capacity under our $600 million corporate revolver and our $1 billion leasing warehouse facility totaled $1.3 billion at quarter end. Combined with cash instruments, our available liquidity position was approximately $2.1 billion.

Our overall earnings guidance for 2016 is now $2.10 to $2.20, which implies fourth quarter earnings of approximately $0.30 to $0.40. Our previous 2016 guidance was $2.00 to $2.30. Our fourth quarter guidance does not include the sale of any of our leased railcars, as we do not expect any such transactions.

Our fourth quarter EPS guidance includes the following corporate-level assumptions:

•A tax rate of approximately 36%;

•Corporate expenses of $30 million to $40 million, bringing the full year total to between $125 million and $135 million;

•The deduction of approximately $4 million of non-controlling earnings due to our partial ownership in TRIP and RIV 2013;

•A reduction of approximately one cent per share due to the two-class method of accounting, compared to calculating Trinity’s EPS directly from the face of the income statement; and

•No dilution from the convertible notes, based on the current stock price.

We continue to expect our Rail Group to deliver approximately 27,000 railcars in 2016, leaving approximately 7,200 for delivery in the fourth quarter. We expect Rail Group revenues during the fourth quarter of approximately $800 million with an operating margin of approximately 13%, resulting in a 14.5% operating margin for the full year. This is consistent with the annual guidance we previously provided in July.

In the fourth quarter, we expect to eliminate approximately $280 million of revenues related to internal railcar sales to our leasing company. We expect to defer approximately $42 million of operating profit. These revenue eliminations and profit deferrals result from the accounting treatment of sales from our railcar manufacturing company to our railcar leasing company.

We project Energy Equipment Group revenues of approximately $275 million with an operating margin of approximately 10.5% in the fourth quarter.

We expect revenues of approximately $115 million for our Construction Products Group in the fourth quarter with an operating margin of approximately 5.5%. The fourth quarter represents a seasonally slow quarter for the Group. Our fourth quarter guidance results in lower full-year revenues for the Group compared to our previous guidance, while full-year operating margin expectations have improved. We are pleased to be on-track for a record level of operating profit for this Group in 2016.

For the Inland Barge Group, we expect fourth quarter revenues of approximately $75 million with an operating margin of approximately 8%. This results in annual performance slightly lower than our prior guidance. As Bill mentioned, overall demand conditions in the barge business are very weak, and we are in the process of idling a second facility.

In the fourth quarter, we expect our Leasing Group to record operating revenues, excluding leased railcar sales, of approximately $175 million with profit from operations of approximately $80 million. Our expected annual performance is now slightly higher than our prior guidance due to the retention of earnings on leased railcars that we previously expected to sell, as well as lower maintenance related expenses for our lease fleet.

As we look beyond the fourth quarter, we want to provide you with guidance for the first half of 2017, based on current information and market conditions, as well as what we anticipate in the near-term. This guidance is a baseline that takes into consideration only the operational aspects of our businesses. We also plan to generate earnings from sales of leased railcars that we own during 2017, but our first-half guidance does not include any earnings associated with the sale of leased railcars that we own that may occur.

Order levels remain low in our railcar and inland barge businesses, leading to lower production volumes for these businesses in 2017 as compared to 2016. Our 2017 railcar production plans have also been impacted by deferrals, as Steve discussed - these deferrals were executed on terms beneficial to both Trinity and our customers. Based on the current backlog delivery schedule and low anticipated order levels, we expect deliveries in the first half of 2017 to be between 7,000 and 8,000 railcars. As a result of these lower production levels and what we know about our other businesses, we currently expect a first half of 2017 baseline EPS of between $0.45 and $0.60.

As we indicated in our press release yesterday, actual results in the fourth quarter of 2016 and in 2017 may differ from present expectations and could be impacted by a number of factors including, among others: customer demand for the Company's products; the operating leverage and efficiencies that can be achieved by the Company's manufacturing businesses; the costs associated with aligning manufacturing production capacity with demand; the volume and level of profitability associated with the sales of leased railcars; the dilutive impact of the convertible notes related to changes in the Company's stock price; and the impact of weather conditions on our operations and scheduled shipments.

As we have indicated previously, we have historically built high cash balances and liquidity during strong markets so we can operate from a position of strength during economic downturns. We are actively seeking ways to enhance shareholder value. We are confident that we will respond appropriately to market conditions as we pursue our vision to be a premier diversified industrial company.

Our operator will now prepare us for the question and answer session.

-- Q&A Session --