8-K

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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549



                                    FORM 8-K


                                 Current Report
                     Pursuant to Section 13 or 15(d) of The
                       Securities and Exchange Act of 1934


        Date of Report (Date of Earliest Event Reported): March 29, 2001



                            TRINITY INDUSTRIES, INC.
             (Exact name of Registrant as specified in its charter)




                                                                  
     Delaware                           1-6903                             75-0225040
(State of incorporation)           (Commission File No.)         (IRS Employer Identification No.)



    2525 Stemmons Freeway, Dallas, Texas                     75207-2401
  (Address of principal executive offices)                   (Zip Code)



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


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Item 5. Other Events

     On March 27, 2001, the Registrant issued a news release that (i) announced
revised lower North American railcar production volumes for its next fiscal
year; (ii) announced that due to these reduced volumes and declining condition
of the North American railcar market, the Registrant expects to record charges
of approximately $17 million primarily for severance and asset write-downs. The
Registrant had previously announced a 4th quarter charge of approximately $8
million related to exiting the concrete mixer and concrete batch plant business;
(iii) announced it expects 4th quarter earnings, excluding the $8 million and
$17 million charges mentioned above, to be a small loss; and (iv) announced it
expects earnings for the next fiscal year to be in the lower end of the $1.20 to
$1.50 per share range previously reported.



Item 7. Exhibits

     (c) Exhibits

          Exhibit 99(1) - News release of Registrant dated March 27, 2001.



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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.


                                                  TRINITY INDUSTRIES, INC.



Date:  March 29, 2001                             By:   /s/ Michael G. Fortado
                                                       -----------------------
                                                       Michael G. Fortado
                                                       Vice President, General
                                                       Counsel, and Secretary



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                               INDEX TO EXHIBITS




EXHIBIT
NUMBER         DESCRIPTION
- -------        -----------
            
 99(1)    -    News release of Registrant dated March 27, 2001.

EX-99.1

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                                  EXHIBIT 99(1)


TRINITY INDUSTRIES, INC.

NEWS RELEASE

                                        CONTACT:
                                        Jim Ivy
                                        Vice President, Chief Financial Officer
                                        214-589-8090


FOR IMMEDIATE RELEASE


                 Trinity Revises Outlook for Railcar Production


     Dallas - March 27, 2001 - Trinity Industries, Inc. (NYSE: TRN) continues to
take steps to reduce its U.S. railcar production in response to a decrease in
the cyclical demand for North American railcars. Previously, Trinity announced
they expected fiscal 2002 railcar production to be between 10,000 - 12,000
units. Tim Wallace, Trinity's Chairman, President & CEO said, "As we compare the
current industry order levels with our backlogs and production volumes, we see a
need to lower our projections for our North American railcar production during
our next fiscal year. We have firm orders in our backlog which support a
production level between 2500-3000 new railcars during our first fiscal quarter
beginning April lst. At this point, we are anticipating we will reduce our
quarterly production levels 15-20% by the beginning of our second quarter."
Trinity is continuing to take steps to downsize their rail related operations as
well as exit non-profitable railcar product lines. "We will continue to monitor
our order levels and flex with the demands of the market. As we reduce our
production, we are placing existing orders in our lowest cost facilities,"
Wallace further said.

     In connection with these reductions and the declining condition of the
North American railcar market, Trinity expects to record charges of
approximately $17 million primarily for severance and asset write-downs. Trinity
had previously announced a fourth quarter charge of approximately $8 million
related to exiting the concrete mixer and concrete batch plant business.
Operating results for the fourth quarter ending March 31, 2001, excluding the $8
million and $17 million charges mentioned above, are presently expected to be a
small loss. Final results will be announced, including more details on unusual
charges, in the Company's normal year-end conference call. The


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company believes it is premature to revise their previous projection for fiscal
2002 earnings of $1.20 to $1.50 per share, but anticipates they will be in the
lower end of the range unless industry railcar order levels improve.

     Trinity Industries, Inc., with headquarters in Dallas, Texas, is one of the
nation's leading diversified industrial companies. Trinity operates through six
principal business segments: a Railcar Group, an Inland Barge Group, a Parts and
Services Group, a Highway Construction Products Group, a Concrete and Aggregate
Group, and an Industrial Group. Trinity's web site may be accessed at
http://www.trin.net.

     This news release contains "forward looking statements" as defined by the
Private Securities Litigation Reform Act of 1995 and includes statements as to
expectations, beliefs and future financial performance, or assumptions
underlying or concerning matters herein. These statements that are not
historical facts are looking forward. Readers are directed to Trinity's Form
10-K and other SEC filings for a description of certain of the business issues
and risks, a change in any of which could cause actual results or outcomes to
differ materially from those expressed in the forward looking statements. Any
forward looking statement speaks only as of the date on which such statement is
made. Trinity undertakes no obligation to update any forward looking statement
or statements to reflect events or circumstances after the date on which such
statement is made.



                                      END