Trinity Industries, Inc. (Form: 8-K)

Investor Contact:
James Perry, Vice President and Treasurer
Trinity Industries, Inc.
214/589-8412

Trinity Industries, Inc. Reports Highest Quarterly Earnings and
Revenues in Company’s History

DALLAS – October 31, 2007 – Trinity Industries, Inc. (NYSE:TRN) today reported record earnings from continuing operations of $87.2 million, or $1.08 per common diluted share for the third quarter ended September 30, 2007. This year’s third quarter earnings were the highest quarterly earnings in the Company’s history. Earnings from continuing operations for the same quarter of 2006 were $55.3 million, or $0.70 per common diluted share.

Net income for the third quarter of 2007 was a record $87.0 million, or $1.08 per common diluted share, compared with net income of $50.8 million, or $0.64 per common diluted share for the same quarter a year ago.

Revenues for the third quarter of 2007 were $1,008.4 million compared with revenues of $810.1 million for the same period in 2006. This year’s third quarter revenues were the highest quarterly revenues in the Company’s history.

For the nine months ended September 30, 2007, the Company reported earnings from continuing operations of $215.3 million, or $2.67 per common diluted share, compared with earnings from continuing operations of $158.1 million, or $2.00 per common diluted share, for the same period of 2006. For the nine months ended September 30, 2007, the Company reported net income of $214.8 million, or $2.67 per common diluted share, compared with net income of $173.6 million, or $2.19 per common diluted share, for the same period of 2006.

“I am pleased with our success during the third quarter,” said Timothy R. Wallace, Trinity’s Chairman, President, and CEO. “The investments we have made in our diverse portfolio of businesses are producing strong financial returns. Additionally, our ongoing focus on operational excellence and the efficiencies we achieve through long production runs continued to contribute to our growth and margin expansion during the third quarter.”

TrinityRail shipped approximately 7,070 railcars and received orders for approximately 4,500 railcars during the third quarter. As of September 30, 2007, TrinityRail’s railcar order backlog totaled approximately $2.6 billion, representing approximately 31,300 railcars, as compared to a railcar order backlog of approximately $2.5 billion, representing approximately 32,200 railcars as of September 30, 2006.

Trinity’s railcar leasing business continued to grow during the third quarter. At September 30, 2007, Trinity Industries Leasing Company’s fleet totaled approximately 35,890 railcars. This compares to approximately 29,200 railcars as of September 30, 2006.

During the third quarter, Trinity sold $232.3 million worth of railcars to TRIP Rail Holdings LLC (“TRIP Holdings”), including $93.8 million from Trinity’s leasing company. From its inception in June, 2007 through September 30, Trinity sold a total of $326.0 million worth of railcars to TRIP, including both new car sales and sales from Trinity’s leasing company.

TRIP Holdings is a leasing company formed in June 2007. It has committed to purchase approximately $1.4 billion worth of railcars during a two-year period from Trinity’s railcar manufacturing companies and leasing company. Trinity holds a 20% equity ownership in TRIP Holdings and is responsible for managing the cars.

Revenues for the Inland Barge Group grew 35% during the third quarter as compared to the same quarter of 2006. The Inland Barge Group’s backlog was approximately $771 million as of September 30, 2007, compared to approximately $424 million as of September 30, 2006. “We continue to see a steady demand for barges, and are pleased with this business’s strong operating performance in the third quarter along with the growth of its backlog,” Wallace said.

Revenues in the Energy Equipment Group grew 15% during the quarter over the same quarter in 2006, as the structural wind towers business continued to expand. The Construction Products Group’s revenues also grew over the same quarter in 2006.

Fourth Quarter 2007 Earnings Outlook
For the fourth quarter of 2007, the Company expects revenues to be comparable to the third quarter of 2007 and earnings from continuing operations ranging from $0.87 to $0.92 per common diluted share. This would result in earnings from continuing operations ranging from $3.54 to $3.59 per common diluted share for the year ending December 31, 2007.

Preliminary Comments on 2008 Outlook
“As U.S. economic growth has moderated, industry demand for railcars in North America has decreased from the robust levels of the previous two years,” said Wallace. “We expect moderate, fluctuating demand for railcars during 2008, heavily influenced by fleet replacement needs. Increasing oil prices and changes in the value of the U.S. dollar will also affect the rail industry – but precisely predicting their impact is difficult. Regardless, we see this moderation in demand as a short-term situation.”

“Trinity’s businesses are very experienced at operating in markets with transitioning demand levels,” Wallace continued. “Our Rail Group’s broad product line enables us to be responsive to customer needs. During the past few years, we have been preparing for a moderate market by investing resources in enhancing our manufacturing flexibility. We are adept at shifting our production lines quickly and efficiently to produce different railcar types. This ability, coupled with our broad railcar product line, allows us to aggressively pursue orders in the marketplace. When we change over production lines, however, we do not expect to maintain margins at levels comparable to steady production runs.”

“In addition, we have been deliberately working to position Trinity for success regardless of railcar demand,” Wallace continued. “We have achieved this goal by expanding the depth and strength of our multi-industry portfolio and positioning our businesses as high quality, low-cost providers.”

Preliminary 2008 Earnings Outlook
For the fiscal year ending December 31, 2008, the Company expects to see margin compression in its rail manufacturing business due to the competitive nature of a moderating railcar demand environment. As a result, the Company expects pricing pressures on certain types of railcars and some level of production inefficiencies related to the necessary production line changeovers.

“The strength of our September 30, 2007 backlog of 31,300 railcars is important for effective production planning and positions us to pursue opportunities for operating efficiencies,” Wallace said. “During 2008, the backlogs in our Inland Barge Group and structural wind towers business provide us with production line continuity and our Railcar Leasing and Management Services Group will continue to provide consistent earnings and positive returns. In addition, we expect relatively steady demand in our construction products businesses. We anticipate that these businesses will help to mitigate the impacts of moderating railcar demand.”

“I am proud of the actions we have taken to strengthen our business model as a multi-industry company,” Wallace continued. “The diversification and growth of our portfolio of businesses, along with the benefits associated with the capital investments we have made, enhance our key market leadership positions and position Trinity for continued success.”

At this time, the Company expects revenues in 2008 to be comparable to 2007 and earnings ranging from $3.10 to $3.50 per common diluted share for 2008.

Conference Call
Trinity will hold a conference call at 11:00 a.m. Eastern on November 1, 2007 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. An audio replay may be accessed through the Company’s website or by dialing (402) 220-0119 until 11:59 p.m. Eastern on November 8, 2007.

Trinity Industries, Inc., headquartered in Dallas, Texas, is a multi-industry company that owns a variety of market-leading businesses which provide products and services to the industrial, energy, transportation 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,” “believes,” “estimates,” “expects,” “intends,” “forecasts,” “may,” “will,” “should,” 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 “Forward-Looking Statements” in the Company’s Annual Report on Form 10-K for the most recent fiscal year.

Trinity Industries, Inc.
Condensed Consolidated Income Statements
(in millions, except per share amounts)


	Three Months Ended September 30,
	2007			2006
Revenues	$	1,008.4		$	810.1
Operating profit	$	146.9		$	100.7
Other expense		13.4			11.1

Income from continuing operations before income taxes		133.5			89.6
Provision for income taxes		46.3			34.3

Income from continuing operations		87.2			55.3
Discontinued operations:
Loss on sale of discontinued operations, net of benefit for income taxes of $- and $0.5		—			(1.4	)
Loss from discontinued operations, net of provision (benefit) for income taxes of $(0.1) and $1.6		(0.2	)		(3.1	)

Net income	$	87.0		$	50.8

Net income per common share:
Basic:
Continuing operations	$	1.10		$	0.71
Discontinued operations		0.00			(0.06	)

	$	1.10		$	0.65

Diluted:
Continuing operations	$	1.08		$	0.70
Discontinued operations		0.00			(0.06	)

	$	1.08		$	0.64

Weighted average number of shares outstanding:
Basic		79.1			77.5
Diluted		80.6			79.2

Trinity Industries, Inc.
Condensed Consolidated Income Statements
(in millions, except per share amounts)


	Nine Months Ended September 30,
	2007			2006
Revenues	$	2,729.5		$	2,383.9
Operating profit	$	366.7		$	284.6
Other expense		32.5			23.3

Income from continuing operations before income taxes		334.2			261.3
Provision for income taxes		118.9			103.2

Income from continuing operations		215.3			158.1
Discontinued operations:
Gain on sale of discontinued operations, net of provision for income taxes of $- and $13.3		—			21.0
Loss from discontinued operations, net of benefit for income taxes of $0.2 and $1.1		(0.5	)		(5.5	)

Net income	$	214.8		$	173.6

Net income per common share:
Basic:
Continuing operations	$	2.73		$	2.07
Discontinued operations		0.00			0.20

	$	2.73		$	2.27

Diluted:
Continuing operations	$	2.67		$	2.00
Discontinued operations		0.00			0.19

	$	2.67		$	2.19

Weighted average number of shares outstanding:
Basic		78.8			76.5
Diluted		80.5			79.1


	Three Months Ended September 30,
Revenues:	2007			2006
Rail Group	$	621.3		$	548.3
Construction Products Group		194.2			191.0
Inland Barge Group		126.6			93.7
Energy Equipment Group		101.4			88.1
Railcar Leasing and Management Services Group		204.0			61.4
All Other		17.9			15.0
Eliminations – lease subsidiary		(235.4	)		(168.1	)
Eliminations – other		(21.6	)		(19.3	)

Consolidated Total	$	1,008.4		$	810.1


Operating profit (loss):	Three Months Ended September 30,
	2007			2006
Rail Group	$	96.5		$	62.2
Construction Products Group		19.0			19.9
Inland Barge Group		22.3			11.9
Energy Equipment Group		11.6			13.4
Railcar Leasing and Management Services Group		47.0			24.5
All Other		0.1			(3.9	)
Corporate		(7.0	)		(8.3	)
Eliminations – lease subsidiary		(37.3	)		(19.6	)
Eliminations – other		(5.3	)		0.6

Consolidated Total	$	146.9		$	100.7


	Nine Months Ended September 30,
Revenues:	2007			2006
Rail Group	$	1,789.1		$	1,605.2
Construction Products Group		554.7			528.2
Inland Barge Group		355.8			265.7
Energy Equipment Group		292.1			239.4
Railcar Leasing and Management Services Group		437.4			189.5
All Other		50.4			39.5
Eliminations – lease subsidiary		(690.9	)		(435.6	)
Eliminations – other		(59.1	)		(48.0	)

Consolidated Total	$	2,729.5		$	2,383.9


Operating profit (loss):	Nine Months Ended September 30,
	2007			2006
Rail Group	$	271.2		$	187.1
Construction Products Group		44.9			49.5
Inland Barge Group		46.3			29.0
Energy Equipment Group		33.4			36.5
Railcar Leasing and Management Services Group		114.3			66.3
All Other		2.0			(7.3	)
Corporate		(26.7	)		(26.8	)
Eliminations – lease subsidiary		(115.8	)		(50.3	)
Eliminations – other		(2.9	)		0.6

Consolidated Total	$	366.7		$	284.6

Trinity Industries, Inc.
Condensed Consolidated Balance Sheets
(in millions)


	September 30,			December 31,
	2007			2006
Cash and cash equivalents	$	222.4		$	311.5
Receivables, net of allowance		341.9			252.5
Inventories		614.4			528.9
Net property, plant, and equipment (1)		2,034.7			1,590.3
Other assets		811.5			742.4

	$	4,024.9		$	3,425.6

Accounts payable and accrued liabilities	$	728.7		$	655.8
Debt (2)		1,404.7			1,198.9
Deferred income		52.7			42.9
Other liabilities		188.0			124.5
Stockholders’ equity		1,650.8			1,403.5

	$	4,024.9		$	3,425.6

(1) Property, Plant, and Equipment
Corporate/Manufacturing:
Property, plant, and equipment	$	1,025.4		$	943.1
Accumulated depreciation		(554.9	)		(564.6	)

		470.5			378.5

Leasing:
Machinery and other		35.9			35.1
Equipment on lease		1,977.1			1,511.5
Accumulated depreciation		(201.9	)		(163.9	)

		1,811.1			1,382.7

Deferred profit on railcars sold to the Leasing Group		(246.9	)		(170.9	)

	$	2,034.7		$	1,590.3

(2) Debt
Corporate/Manufacturing – Recourse:
Revolving credit facility	$	—		$	—
Convertible subordinated notes		450.0			450.0
Senior notes		201.5			201.5
Other		2.9			1.8

		654.4			653.3

Leasing – Recourse:
Equipment trust certificates		75.7			119.1

Total recourse		730.1			772.4

Leasing – Non-recourse:
Secured railcar equipment notes		337.6			347.5
Warehouse facility		337.0			79.0

		674.6			426.5

	$	1,404.7		$	1,198.9

“EBITDA” is defined as net income (loss) plus interest expense, income taxes, and depreciation and amortization. EBITDA is not a calculation based on generally accepted accounting principles. The amounts included in the EBITDA calculation, however, are derived from amounts included in the historical 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 have reported EBITDA because we regularly review EBITDA as a measure of our ability to incur and service debt. In addition, we believe our debt holders utilize and analyze our EBITDA for similar purposes. We also 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,
	2007		2006
Income from continuing operations	$	87.2	$	55.3
Add:
Interest expense		19.5		18.1
Provision for income taxes		46.3		34.3
Depreciation and amortization expense		30.0		22.8

Earnings from continuing operations before interest expense, income taxes, and depreciation and amortization expense	$	183.0	$	130.5


	Nine Months Ended September 30,
	2007		2006
Income from continuing operations	$	215.3	$	158.1
Add:
Interest expense		55.8		46.5
Provision for income taxes		118.9		103.2
Depreciation and amortization expense		86.0		63.3

Earnings from continuing operations before interest expense, income taxes, and depreciation and amortization expense	$	476.0	$	371.1

Third Quarter 2007 Results Conference Call
James E. Perry, Vice President and Treasurer
November 1, 2007 — DRAFT

Thank you, Tosha
Good morning from Dallas, Texas and welcome to the Trinity Industries Third Quarter 2007 Results Conference Call. I’m James Perry, Vice President and Treasurer for Trinity. Thank you for being with us today.

•

Steve Menzies, Senior Vice President and Group President of the Rail Group; and

Also in the room today is Chas Michel, Vice President, Controller, and Chief Accounting Officer.

A replay of this conference call will be available starting one hour after the conference call ends today through midnight on Thursday, November 8th. The replay number is (402) 220-0119.

I would also like to welcome to our call our audio web cast listeners today. Replay of this broadcast will also be available on our website located at www.t-r-i-n.net.

“Today’s conference call contains forward looking statements as defined by the Private Securities Litigation Reform Act of 1995 and includes statements as to estimates, expectations, intentions and predictions of future financial performance. Statements that are not historical facts are forward looking. Participants 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.”

On September 30th, 2007, our borrowings at the corporate level were the 450 million dollars of convertible subordinated notes, 201.5 million dollars of senior notes and 2.9 million dollars of other indebtedness. The Leasing Company’s debt included 337.6 million dollars of Secured Railcar Equipment Notes, 75.7 million dollars of Equipment Trust Certificates and 337 million dollars outstanding under our railcar leasing warehouse facility.

Our Total Debt to Total Capital ratio was 46 percent on September 30th, 2007, unchanged from our ratio at December 31st, 2006. Net of cash, our Net Debt to Total Capital ratio was 42 percent on September 30th, 2007, up from the comparable amount of 39 percent at December 31st, 2006. On September 30th, 2007, our cash position was 222.4 million dollars.

During the third quarter, Trinity announced that our leasing subsidiary, Trinity Industries Leasing Company increased its non-recourse warehouse facility from $375 million to $400 million and extended the availability period of the facility to August, 2009. The facility provides TILC with more favorable terms, including pricing and advance rate, than the previous facility.

Additionally, we were pleased to announce just last week that we have increased our corporate revolving credit facility from 350 million dollars to 425 million dollars. We also extended the maturity to five years.

We are pleased with the confidence that our banking partners have given us with both of these facilities. The expansion and extension of these facilities demonstrates Trinity’s ability to execute transactions in the capital markets to support our strategic growth.

Remember, a replay of this call will be available starting one hour after this call ends today through midnight, Thursday, November 8th. The access number is (402) 220-0119. Also, this replay will be available on our website located at www.t-r-i-n.net.

We look forward to visiting with you again on our next conference call. Thank you for joining us this morning.

Trinity Industries, Inc.
Earnings Release Conference Call
Comments of Tim Wallace, Chairman, President and CEO
November 1, 2007

I’m very pleased with our 3^rd quarter results. We accomplished two significant milestones this quarter in respect to revenues and net income. We surpassed $1 billion in revenue and net income reached $87 million, both record amounts. Our strong results reflect the success of many of the initiatives that we have put in place during the past few years.

We are continuing to invest in resources to improve and grow our businesses. We are placing special emphasis on growing our leasing business, our structural wind tower business, enhancing our manufacturing flexibility and lowering our costs. Our businesses are also exploring lean manufacturing practices designed to enhance productivity.

Trinity’s Inland Barge Group had a fantastic quarter. The increase in operating profit in our barge business is directly related to productivity benefits associated with long production runs and pricing improvements. During the 3^rd quarter, our barge company’s backlog increased 14% from the 2^nd quarter. We are continuing to explore a number of strategic initiatives to grow our barge business.

Our Railcar Leasing and Management Services Group also had a great quarter. Our leasing company is an important part of our earnings diversification strategy, providing the company with earnings growth. Our leasing company’s strong financial performance reflects the benefits associated with an aggressive portfolio growth plan. We will continue to invest in our future by increasing the size of our lease fleet. The formation of TRIP Holdings has provided us additional financial resources and increased our market flexibility.

During the 3^rd quarter, our Rail Group’s shipments were the 3rd highest quarterly shipments in Trinity’s history. I am very pleased with the Rail Group’s performance. Our rail business has focused on productivity improvements associated with long production runs. They are also perfecting their ability to quickly shift production from product line to product line to accommodate customer needs in a changing market environment. Our Rail Group has the broadest product offering in the industry. As a result, our railcar businesses can pursue a variety of orders as market demand shifts.

Demand for railcars in North America continued at a moderate pace during the 3^rd quarter. Steve will provide more details during his update. Fortunately, we are equipped with the skills and abilities necessary to adapt to changing market demand. Our sizeable backlog provides us the ability to develop efficient production plans that will optimize our resources.

Rainfall in the Southwest lightly impacted our concrete and aggregates businesses during the first part of the 3^rd quarter. Our construction products group’s earnings improved from the 2^nd quarter, but were slightly lower than the comparable quarter last year. Fortunately, the weather improved toward the end of the quarter. Demand for concrete and aggregate remains consistent in the markets we serve. During the 3^rd quarter, our concrete and aggregate business sold its operations in the Rio Grande valley region in South Texas. This was a good strategic move for us. We will continue to search for additional concrete, aggregate and asphalt operations in areas where we anticipate steady demand and profit margins comparable to other locations.

Our highway guardrail business has been relatively steady during its busy season. If the weather cooperates, we expect the balance of the construction season to be in line with normal seasonal activity. During the 3^rd quarter we completed the integration of a small highway guardrail company in Mississippi. This acquisition expands our market coverage in the South.

We remain very optimistic about our structural wind towers business. The emerging wind energy business is providing growth opportunities for our Energy Equipment Group. We are uniquely positioned to serve the wind energy markets in the Southwest and Midwest portion of the U.S. Demand for wind towers in these areas continues to be strong. We are in the middle of constructing a new facility in Mexico that will expand our capacity. This facility should come online in the 2^nd quarter of 2008. Our wind tower business continues to explore additional expansion opportunities.

Our structural wind tower backlog of orders is very close to $750 million dollars. We continue to expect our top line revenue to grow at a faster pace than our margins as we train our wind tower workforce. We are seeing some positive results from the implementation of lean manufacturing in this business. Long term, we expect to see margins grow in this business as they have in our other businesses as production lines became more efficient. At this point it is too early to precisely estimate where revenues for this business will peak. We are very optimistic about the future of wind energy and demand for structural towers.

We have developed a preliminary outlook for Trinity for 2008. Our 2008 outlook reflects a combination of factors affecting our businesses. Some of our businesses continue to have growth opportunities while we expect other businesses to have moderate demand levels tied to a slowing U.S. economy. We also expect some fluctuating demand levels in a few of the markets we compete in.

As U.S. economic growth has moderated, industry demand for railcars in North America has decreased from the robust levels of the previous two years. We expect moderate demand for railcars during 2008, driven in large part by fleet replacement needs. Increasing oil prices and the value of the U.S. dollar will affect the markets served by the rail industry – but predicting the precise impact is difficult. We are very experienced in operating in markets with transitioning demand levels. In these types of markets, prices also tend to fluctuate. Our focus on cost control enhances our ability to compete in tight markets. Our Rail Group has the broadest product offering in the industry which allows us to pursue a wide variety of orders. During the past few years, we have been preparing for a moderate market by investing resources to enhance our manufacturing flexibility and expand our production in Mexico. We are adept at shifting with demand between railcar types. It is important to note, when we shift manufacturing between production lines, we do not expect to maintain margin levels comparable to steady production runs.

One of our overall goals has been to position Trinity for success during moderate railcar market demand. To achieve this, we have focused on expanding the depth and strength of our portfolio of businesses. We have invested resources to position our businesses as high quality, low cost providers of goods and services. We have enhanced our operational excellence and focused on growing several of our businesses. We expect our Inland Barge Group, our wind tower business, our construction products businesses and our railcar leasing businesses to have relatively steady demand levels during 2008. This will help offset the decrease in the rail manufacturing areas of our company. Bill McWhirter will reconfirm our preliminary outlook for 2008 that we provided in our press release. We will update our 2008 outlook during our year end conference call.

In summary, I remain very pleased with the performance of our company. We continue to benefit from the investments we made during the past few years and we continue to make additional investments that should benefit us in the future. Trinity currently has a great deal of positive momentum and a strong balance sheet that allows us to capitalize on opportunities.

Trinity Industries, Inc
Analysts Conference Call
November 1, 2007
Comments by Steve Menzies

Overall, TrinityRail continued to perform well during the 3^rd quarter of 2007. Railcar production levels increased as TrinityRail delivered approximately 7,070 railcars during the 3^rd quarter, an 8% increase in deliveries over the 3^rd quarter of 2006. We expect to maintain our production momentum with railcar deliveries expected between 7,100 and 7,300 railcars in the 4^th quarter. While our production volumes remain stable, operating margins are likely to decline in the 4^th quarter. This is a result of two primary factors: scheduled production line changeovers that will create some short-term inefficiencies and greater competitive pressures in a period of moderating market demand that are impacting pricing for new orders.

With regard to the railcar market, industry orders for railcars during the 3^rd quarter were moderate. Approximately 8,100 orders were placed during the 3^rd quarter and year-to-date industry orders total approximately 31,000. This quarter’s order level compares with a quarterly average of 12,000 railcars ordered during the previous four quarters. The total industry backlog stood at approximately 67,700 railcars at the end of the 3^rd quarter. TrinityRail’s order backlog constitutes 46% of the industry total. Recent order inquiry levels indicate 4^th quarter orders could be in line with 1^st and 2^nd quarter demand which approximated 11,000 railcar orders each quarter.

As you know, railcar demand shifts periodically from car type to car type and fluctuates from quarter to quarter. Order levels in the 3^rd quarter reflected continued weak demand in select markets such as intermodal and box cars with moderate demand for coal cars. More than 60% of the total railcar orders year-to-date have been for covered hoppers and tank cars driven by growth in renewable fuels, improved grain export shipments and chemical car loadings growth. The need to replace smaller, less efficient railcars has also boosted demand for these car types.

We believe the replacement cycle for the aging North American railcar fleet will serve as the basis for sustainable, long term railcar demand. The average age of the North American railcar fleet currently stands at 19.5 years with more than 690,000 railcars or 44% of the fleet exceeding 25 years of age providing fleet replacement opportunities. During the next 12 to 18 months, however, we expect railcar demand to continue at the current moderate levels. This is a result of a slowing economy, an overall reduction in railcar loadings and a capacity constrained rail system unable to accommodate significant numbers of new railcars without system capacity expansion.

Long term forecasts indicate significant investment is needed to meet traffic growth for the rail system to stay competitive with other modes of freight transport. Capacity issues could be partially mitigated, however, if shippers choose to replace existing 263,000-pound gross rail capacity railcars with the larger, more efficient 286,000-pound cars. By so doing, the rail system could increase carrying capacity without increasing the number of railcars in operation. We have received several orders from customers upgrading to larger, more efficient railcars and we will be targeting fleet upgrade opportunities in our sales efforts.

During the 3^rd quarter of 2007, TrinityRail received approximately 4,500 railcar orders. Many of these orders extend current production lines for a variety of railcars. Specifically, we received orders from railroads, industrial shippers and utilities for covered hoppers, coal cars, mill gondolas, autoracks and tank cars. Our 3^rd quarter 2007 order level of 4,500 or 55% of the total railcar market is consistent with our trailing twelve-month share of industry orders of 55%. We continue to aggressively pursue additional orders which will extend existing production lines. Our operating flexibility gives us a competitive advantage to secure certain railcar orders and the ability to deliver railcars when our customers require them, often on very short notice. At the end of the 3rd quarter, TrinityRail’s railcar backlog was approximately 31,300 railcars compared to 33,880 at the end of the 2^nd quarter 2007 and 32,200 at the end of the 3^rdquarter of 2006. Our ability to shift production to meet changing market demand combined with Trinity’s broad product line, proven railcar designs and production resources all contribute to our strong railcar order backlog. The strength of our order backlog is important for effective production planning and positions us to pursue opportunities for greater operating efficiencies.

While I mentioned demand for coal cars was moderate, we continue to be very encouraged by the marketplace’s reaction to the introduction of our proprietary new coal car design the “RDL.” This car features faster unloading and improved operating reliability. We have received orders for the “RDL” and customer interest is high. We believe our consistent investment in new product development resulting in new railcar designs such as the “RDL” will continue to lead to other new innovations, spurring future railcar sales.

We are pleased with the results of investments we have made in our production facilities and the resulting operating efficiencies. Our people continue to implement process improvements and to achieve cost reductions evidenced in our year over year operating margin improvements. We credit our experienced production personnel and established labor force with operating at high efficiency levels. Our stable and experienced labor force also gives us the ability to maximize our operating flexibility while minimizing the costs associated with production line changeovers. We are particularly pleased with the expanded capacity and production growth of our Mexico facilities. We expect to produce 35-40% of our total railcar deliveries in our Mexico plants with additional capacity available as the market and our order backlog requires.

Our Railcar Leasing and Management Services Group continued to grow its railcar fleet during the 3^rd quarter. TrinityRail shipped approximately 2,800 new railcars to customers of our Leasing Company during the 3^rd quarter – all subject to firm, non-cancelable leases. This represented about 40% of TrinityRail’s 3rd quarter railcar shipments.

During the 3^rd quarter we sold approximately 490 railcars from our lease fleet. Sales from our lease fleet are an ordinary course of business to balance our portfolio, bundle with new railcar sales and to respond to specific customer needs. Additionally, we sold approximately 1,100 railcars from our lease fleet to TRIP Holdings as part of the planned funding of the new company. As a result of 3^rd quarter additions and sales, our fleet grew to approximately 35,890 railcars compared to 29,200 at the end of the 3^rd quarter 2006. We expect our lease fleet to continue to grow at a strong pace throughout the balance of 2007 and 2008. We expect to increase our fleet by a net $650–750 million in 2008.

Overall demand for railcar leasing services continues to rise as evidenced by our strong leasing backlog. Trinity’s committed lease backlog as of September 30, 2007 is approximately 14,500 railcars or 46% of our total production backlog. We see a long term trend for railroads and industrial producers to use their capital resources to acquire assets which are core to their business while relying on leasing for operating assets such as railcars.

The investment in our leasing business provides several benefits. It helps us develop long term relationships with the end users of our railcars and provides an important distribution channel for our railcar manufacturing. Additionally, it brings efficiencies to our production planning and generates a significant, long-term, stable earnings stream.

Our lease fleet utilization remains high and stable at over 99% at the end of the 3^rd quarter. The average age of the railcars in our lease fleet is 4.3 years and the average remaining lease term is approximately 5.5 years. Our fleet lease rates continue to rise as a result of high fleet utilization, strong levels of new car building and higher new car prices. However, we expect renewal rate increases to decelerate during the near term.

In summary, TrinityRail is well positioned to respond to the challenges of the market in the near term and the opportunities available in the long term. Our operating flexibility, innovative railcar designs and product line have enabled us to meet shifting demand among various railcar types thereby building our strong railcar backlog. We continue to enjoy significant operating efficiencies through extended production runs and our employees’ on-going commitment to reducing cost while maintaining high production levels. These improvements combined with our capital investments are now enabling us to execute production line changeovers more efficiently. We continue to commit considerable resources to meet the growing leasing needs of our customers. The growth of our leasing business has also enabled us to effectively manage our production plans while enhancing Trinity’s long term stability. Our overall goal remains to maximize our returns by optimizing production capabilities and product mix while continuing to drive production efficiencies and pursing further cost reductions. I am pleased with the overall performance of TrinityRail and the dedication of our employees to achieve our goal.

Trinity Industries, Inc.
Earnings Release Conference Call
Comments of William McWhirter,
Senior Vice President and Chief Financial Officer
November 1, 2007

My comments relate primarily to the third quarter of 2007. We will file our Form 10-Q this morning. You will find more details there about our third quarter results. During my remarks, I will provide earnings per share guidance for the fourth quarter and for 2008.

For the third quarter of 2007, we reported earnings of $1.08 per diluted share from continuing operations. This compares with 70 cents per share from continuing operations in the same quarter of 2006. Revenues for the third quarter of 2007 increased 24% over the same quarter last year to just over $1 billion.

Earnings from continuing operations exceeded the high end of our expectations by 11 cents per share. These positive results were primarily due to the following:

•

an improved overall tax rate primarily related to the use of certain foreign capital losses

•

and Railcar sales to TRIP Holdings from our leasing company that exceeded our estimates.

Revenues for this group increased 13% on a quarter-over-quarter basis. Rail Group sales to Trinity’s Leasing and Management Services Group were $235 million in the third quarter of 2007 with profits of $37.3 million, or approximately 30 cents per diluted share. This compares with sales to our Leasing Group in the third quarter of 2006 of $168 million with profits of $19.6 million or 16 cents per diluted share. These inter-company sales and profits are eliminated in consolidation.

At this time, we anticipate margins for the Rail Group of between 12.0% and 14.0% for the fourth quarter. This margin decline represents the cost associated with significant line changeovers during the quarter, coupled with the competitive pricing environment and the mix of overall car types to be built during the quarter.

The Rail Group backlog as of September 30, 2007 consisted of approximately 31,300 railcars, with an estimated sales value of $2.6 billion.
Our Railcar backlog is broken down approximately as follows:

The Inland Barge Group’s third quarter performance was once again very strong, posting revenues of $126 million and operating profit of $22.3 million. The results of the Inland Barge Group continue to reflect a high level of operational excellence. This group’s backlog, as of September 30, 2007, totaled approximately $771 million. This compares with $424 million one year ago.

We anticipate Inland Barge revenues of between $125 and $135 million in the fourth quarter. Operating profit margins are expected to range between 14% and 16% during the quarter.

During the third quarter, this group’s revenues topped $101 million, a new record. The Energy Equipment Group’s revenue growth continues to be driven by our wind tower business. Operating profits were $11.6 million with an operating profit margin of 11.4%. Margins continued to be impacted by our wind tower business as a result of the challenges associated with rapid growth. We expect margins for the group overall to increase as we achieve operational efficiencies in our wind tower production lines. We expect revenues for the group will total approximately $430 million for 2007, which represents a 28% improvement in revenue over last year. The Windtower business will account for approximately $230 million of the total revenue.

Construction Products Group
Revenues for our Construction Products Group grew slightly when compared to the same quarter of the previous year. Operating profit was $19.0 million for the quarter, representing a relative unchanged result from last year despite this year’s slow down in residential construction.

Leasing and Management Services Group
Our Railcar Leasing and Management Services Group reported revenues of $204 million compared with $61.4 million in the same quarter of 2006. Operating profit was $47 million with $18.4 million resulting from car sales. During the third quarter, car sales from the fleet were $134 million. TRIP Holdings accounted for $93 million of those sales. In addition, TRIP Holdings purchased $139 million worth of railcars from our manufacturing companies during the quarter.

As we have discussed in the past, TRIP Holdings is a leasing company formed in June 2007. It has committed to purchase approximately $1.4 billion worth of railcars during a two-year period from Trinity’s railcar manufacturing companies and leasing company. Trinity holds a 20% equity ownership in TRIP Holdings through a subsidiary and is responsible for managing the cars. All sales to TRIP Holdings are for railcars with firm leases in place with independent third-parties.

TRIP Holdings has the capability to expand its purchases beyond its current commitment of $1.4 billion. This new company benefits Trinity by allowing our leasing company to continue its core competency of lease originations while realizing a portion of the economic upside associated with railcar leasing.

For 2007, we now anticipate between $525 and $575 million in net additions. As a form of clarity, net fleet additions are the fair market value of cars added to our fleet less the proceeds of cars sold from the fleet.

For 2007, we expect non-leasing capital expenditures of between $180 and $190 million.

During the fourth quarter, we will defer approximately $190 million in revenue and between $24 and $27 million in operating profits as we grow our leasing business and sell cars to TRIP Holdings. This represents between 19 and 22 cents per diluted share.

Also during the fourth quarter, we anticipate approximately $75 million in sales to TRIP Holdings from our existing lease fleet, which will provide approximately 7 cents of income per diluted share. On a go forward basis, we expect

TRIP Holdings to primarily be supplied with railcars from our manufacturing companies.

We anticipate earnings from continuing operations for the fourth quarter to range between 87 and 92 cents per diluted share. As a result, our 2007 full year guidance is $3.54 to $3.59 per diluted share.

In our earnings release yesterday, we provided a reconciliation of the non-GAAP term EBITDA. EBITDA from continuing operations for the third quarter of 2007 was approximately $183 million as compared to $130.5 million in the same quarter last year. Additionally, we provided preliminary earnings guidance for 2008 of $3.10 to $3.50 per diluted share.

At this time I will turn the presentation back to James for the question and answer session.


Delaware	1-6903	75-0225040
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)

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


	Trinity Industries, Inc.

November 1, 2007	By:	William A. McWhirter II

		Name: William A. McWhirter II
		Title: Senior Vice President and Chief Financial Officer


Exhibit No.		Description

99.1		News release dated October 31, 2007 with respect to the operating results for the three and nine months ended September 30, 2007.
99.2		Conference call script of November 1, 2007 for James E. Perry, Vice President and Treasurer.
99.3		Conference call script of November 1, 2007 for Timothy R. Wallace, Chairman, President, and Chief Executive Officer.
99.4		Conference call script of November 1, 2007 for D. Stephen Menzies, Senior Vice President and Group President of the Rail Group.
99.5		Conference call script of November 1, 2007 for William A. McWhirter II, Senior Vice President and Chief Financial Officer.


Date of Report (Date of Earliest Event Reported):		October 31, 2007


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


Backlog to our Leasing Company Backlog to TRIP Holdings Backlog to third parties		$1.2 billion, $600 million and $800 million


In addition to me, you will hear today from: