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

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

DALLAS – July 30, 2008 – Trinity Industries, Inc. (NYSE:TRN) today reported earnings from continuing operations of $85.6 million, or $1.06 per common diluted share for the second quarter ended June 30, 2008. Earnings from continuing operations for the same quarter of 2007 were $69.0 million, or $0.85 per common diluted share.

Net income for the second quarter of 2008 was $85.6 million, or $1.06 per common diluted share compared with net income of $68.7 million, or $0.85 per common diluted share for the same quarter a year ago. The Company’s second quarter earnings increased 25% over the same quarter in 2007.

During the quarter, the Company recorded a pre-tax gain of $10.4 million, or $0.08 per common diluted share, related to the divestiture of certain assets in various businesses, compared to a pre-tax gain of $12.4 million, or $0.10 per common diluted share, in the same quarter of 2007. In addition, during the quarter the Company recorded net pre-tax income of $3.9 million, or $0.03 per common diluted share, resulting from ineffective natural gas, heating oil, and interest rate hedges compared to pre-tax income of $0.5 million from ineffective hedges in the same quarter of 2007.

Revenues for the second quarter of 2008 were $945.5 million compared with revenues of $892.6 million for the same quarter of 2007.

“We are pleased with our second quarter results which reflect the strength of our product diversification,” said Timothy R. Wallace, Trinity’s Chairman, CEO, and President. “Our team of employees remains focused on pursuing opportunities across our businesses, which has resulted in solid overall earnings for the Company. Our strong backlogs continued to allow us the flexibility to schedule our production lines in a highly efficient manner.”

TrinityRail^® shipped approximately 6,580 railcars and received firm orders for approximately 7,430 railcars during the second quarter. As of June 30, 2008, TrinityRail’s order backlog totaled approximately $2.4 billion, representing approximately 28,680 railcars, compared to a railcar order backlog at June 30, 2007 of approximately $2.8 billion, representing approximately 33,880 railcars.

Trinity’s railcar leasing business, Trinity Industries Leasing Company (“TILC”), continued to grow during the second quarter of 2008. At June 30, 2008, TILC’s fleet totaled approximately 41,100 railcars. This compares to a fleet of approximately 34,670 railcars as of June 30, 2007. The utilization of the lease fleet at June 30, 2008 was 99.6% compared with 99.5% at June 30, 2007.

During the second quarter, Trinity sold $91.3 million worth of railcars to TRIP Rail Leasing LLC (“TRIP”); $83.0 million of this total was from Trinity’s railcar manufacturing companies and $8.3 million was from TILC. From TRIP’s inception in June 2007 through June 30, 2008, it has purchased $791.4 million worth of railcars, including both new car purchases from Trinity’s railcar manufacturing companies and purchases from TILC, and has a remaining commitment of $608.6 million. All railcar sales to TRIP have firm leases with independent third parties. Trinity holds a 20% equity ownership in TRIP Rail Holdings LLC, the member-manager of TRIP. TILC is responsible for managing TRIP’s railcars.

Energy Equipment Group revenues grew 58% during the second quarter over the same quarter in 2007, and operating profit grew 117%, compared to the same quarter in 2007, a result of the steady expansion of the structural wind towers business. Structural wind tower revenues accounted for $106.4 million of the Energy Equipment Group’s total revenues in the second quarter, compared to $53.1 million in the same quarter of 2007. The structural wind towers backlog at June 30, 2008 totaled more than $1.5 billion, compared to a backlog of approximately $0.8 billion at June 30, 2007.

Revenues for the Inland Barge Group grew 25% during the second quarter to $150.9 million, compared to the same quarter of 2007. Operating profit for the group was $27.2 million, representing a margin of 18.0%. The Inland Barge Group’s backlog was approximately $755 million as of June 30, 2008, compared to approximately $677 million as of June 30, 2007. “We continue to produce strong margins in the Inland Barge Group as a result of a solid backlog and the efficiencies associated with long production runs,” Wallace said.

The Construction Products Group’s revenues grew 11% over the same quarter in 2007, while operating profit grew 34%, compared to the same quarter of 2007. This was due to an increase in volume in sales of highway products, revenues generated by Trinity’s relatively new asphalt business, and an increase in various raw material costs that have resulted in higher sales prices.

Third Quarter 2008 and Full Year 2008 Earnings Outlook
For the third quarter of 2008, the Company expects earnings from continuing operations ranging from $0.91 to $0.96 per common diluted share. For 2008, the Company expects earnings from continuing operations ranging from $3.45 to $3.55 per common diluted share.

Conference Call
Trinity will hold a conference call at 11:00 a.m. Eastern on July 31, 2008 to discuss its second 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) 220-0121 until 11:59 p.m. Eastern on August 7, 2008.

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)
(unaudited)


	Three Months Ended June 30,
	2008		2007
Revenues	$	945.5	$	892.6
Operating profit	$	150.0	$	111.1
Other expense		11.6		6.3

Income from continuing operations before income taxes		138.4		104.8
Provision for income taxes		52.8		35.8

Income from continuing operations		85.6		69.0
Discontinued operations:
Loss from discontinued operations, net of benefit for income taxes of $ — and $(0.1)		—		(0.3	)

Net income	$	85.6	$	68.7

Net income per common share:
Basic:
Continuing operations	$	1.09	$	0.87
Discontinued operations		—		—

	$	1.09	$	0.87

Diluted:
Continuing operations	$	1.06	$	0.85
Discontinued operations		—		—

	$	1.06	$	0.85

Weighted average number of shares outstanding:
Basic		78.8		78.6
Diluted		80.4		80.4

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


	Six Months Ended June 30,
	2008			2007
Revenues	$	1,844.4		$	1,721.1
Operating profit	$	276.2		$	219.8
Other expense		29.2			19.1

Income from continuing operations before income taxes		247.0			200.7
Provision for income taxes		95.8			72.6

Income from continuing operations		151.2			128.1
Discontinued operations:
Loss from discontinued operations, net of benefit for income taxes of $(0.1) and $(0.1)		(0.3	)		(0.3	)

Net income	$	150.9		$	127.8

Net income per common share:
Basic:
Continuing operations	$	1.91		$	1.63
Discontinued operations		—			—

	$	1.91		$	1.63

Diluted:
Continuing operations	$	1.88		$	1.59
Discontinued operations		—			—

	$	1.88		$	1.59

Weighted average number of shares outstanding:
Basic		79.0			78.4
Diluted		80.4			80.3

Trinity Industries, Inc.
Condensed Segment Data
(in millions)
(unaudited)


	Three Months Ended June 30,
Revenues:	2008			2007
Rail Group	$	590.6		$	599.1
Construction Products Group		219.2			197.3
Inland Barge Group		150.9			120.5
Energy Equipment Group		157.3			99.3
Railcar Leasing and Management Services Group		86.4			162.5
All Other		18.4			16.9
Eliminations – lease subsidiary		(252.6	)		(283.0	)
Eliminations – other		(24.7	)		(20.0	)

Consolidated Total	$	945.5		$	892.6


Operating profit (loss):	Three Months Ended June 30,
	2008			2007
Rail Group	$	72.4		$	96.6
Construction Products Group		21.1			15.8
Inland Barge Group		27.2			6.6
Energy Equipment Group		25.4			11.7
Railcar Leasing and Management Services Group		36.0			39.5
All Other		5.8			0.6
Corporate		(11.8	)		(9.7	)
Eliminations – lease subsidiary		(23.1	)		(50.3	)
Eliminations – other		(3.0	)		0.3

Consolidated Total	$	150.0		$	111.1

Trinity Industries, Inc.
Condensed Segment Data
(in millions)
(unaudited)


	Six Months Ended June 30,
Revenues:	2008			2007
Rail Group	$	1,158.4		$	1,167.8
Construction Products Group		388.5			360.5
Inland Barge Group		288.7			229.2
Energy Equipment Group		286.8			190.7
Railcar Leasing and Management Services Group		206.2			233.4
All Other		36.6			32.5
Eliminations – lease subsidiary		(469.3	)		(455.5	)
Eliminations – other		(51.5	)		(37.5	)

Consolidated Total	$	1,844.4		$	1,721.1


Operating profit (loss):	Six Months Ended June 30,
	2008			2007
Rail Group	$	149.6		$	174.7
Construction Products Group		33.3			25.9
Inland Barge Group		53.7			24.0
Energy Equipment Group		43.6			21.8
Railcar Leasing and Management Services Group		70.1			67.3
All Other		5.5			1.9
Corporate		(17.2	)		(19.7	)
Eliminations – lease subsidiary		(54.3	)		(78.5	)
Eliminations – other		(8.1	)		2.4

Consolidated Total	$	276.2		$	219.8

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


(unaudited)	June 30,			December 31,
	2008			2007
Cash and cash equivalents	$	210.0		$	289.6
Receivables, net of allowance		333.2			296.5
Inventories		717.7			586.7
Net property, plant, and equipment (1)		2,438.0			2,069.8
Other assets		848.2			800.6

	$	4,547.1		$	4,043.2

Accounts payable and accrued liabilities	$	651.3		$	684.3
Debt (2)		1,689.7			1,374.2
Deferred income		67.6			58.4
Deferred income taxes		220.2			142.1
Other liabilities		65.8			57.5
Stockholders’ equity		1,852.5			1,726.7

	$	4,547.1		$	4,043.2

(1) Property, Plant, and Equipment
Corporate/Manufacturing:
Property, plant, and equipment	$	1,090.7		$	1,065.6
Accumulated depreciation		(569.5	)		(565.4	)

		521.2			500.2

Leasing:
Machinery and other		36.1			36.1
Equipment on lease		2,422.2			1,996.7
Accumulated depreciation		(202.1	)		(214.4	)

		2,256.2			1,818.4

Deferred profit on railcars sold to the Leasing Group		(339.4	)		(248.8	)

	$	2,438.0		$	2,069.8

(2) Debt
Corporate/Manufacturing – Recourse:
Revolving credit facility	$	—		$	—
Convertible subordinated notes		450.0			450.0
Senior notes		201.5			201.5
Other		3.3			3.1

		654.8			654.6

Leasing – Recourse:
Equipment trust certificates		61.4			75.7

Total recourse		716.2			730.3

Leasing – Non-recourse:
Secured railcar equipment notes		327.0			334.1
Warehouse facility		76.3			309.8
Promissory notes		570.2			—

		973.5			643.9

	$	1,689.7		$	1,374.2

Trinity Industries, Inc.
Reconciliation of EBITDA
(in millions)
(unaudited)

“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 June 30,
	2008		2007
Income from continuing operations	$	85.6	$	69.0
Add:
Interest expense		24.8		18.8
Provision for income taxes		52.8		35.8
Depreciation and amortization expense		34.1		29.5

Earnings from continuing operations before interest expense, income taxes, and depreciation and amortization expense	$	197.3	$	153.1


	Six Months Ended June 30,
	2008		2007
Income from continuing operations	$	151.2	$	128.1
Add:
Interest expense		45.8		36.3
Provision for income taxes		95.8		72.6
Depreciation and amortization expense		65.9		56.0

Earnings from continuing operations before interest expense, income taxes, and depreciation and amortization expense	$	358.7	$	293.0

Second Quarter 2008 Results Conference Call
James E. Perry, Vice President, Finance and Treasurer
July 31, 2008 — FINAL

Good morning from Dallas, Texas and welcome to the Trinity Industries Second Quarter 2008 Results Conference Call. I’m James Perry, Vice President, Finance 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, August 7th. The replay number is (402) 220-0121. 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 June 30th, 2008, our borrowings at the corporate level were the 450 million dollars of convertible subordinated notes, 201.5 million dollars of senior notes and 3.3 million dollars of other indebtedness. The Leasing Company’s debt included 570.2 million dollars of Promissory Notes, 327 million dollars of Secured Railcar Equipment Notes, 76.3 million dollars outstanding under our railcar leasing warehouse facility, and 61.4 million dollars of Equipment Trust Certificates.

Our Total Debt to Total Capital ratio was 47.7 percent on June 30th, 2008, as compared to 46 percent at June 30th, 2007. Net of cash, our Net Debt to Total Capital ratio was 44.4 percent on June 30th, 2008, as compared to 41.3 percent at June 30th, 2007. On June 30th, 2008, our cash position was 210 million dollars.

In December 2007, Trinity announced authorization for a 200 million dollar share repurchase program through 2009. During the second quarter, we did not purchase any shares under this program, instead using our capital for investments in our leasing and manufacturing businesses. Our cumulative purchase through the second quarter totals 575,300 shares for 15.1 million dollars. We will provide details of our purchases when we report our results at the end of each quarter.

Remember, a replay of this call will be available starting one hour after this call ends today through midnight, Thursday, August 7th. The access number is (402) 220-0121. 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
July 31, 2008
FINAL

I am very pleased with our results for the 2^nd quarter. Our performance reflects the success of initiatives that we put into place during the past few years, including the expanded diversification of our portfolio. Our barge and wind towers businesses are excellent examples of this. During the 2^nd quarter, our Inland Barge Group earned $27 million and our Energy Equipment Group earned $25 million. These earnings are significantly greater for each group than earnings during the same quarter last year.

Despite a highly competitive railcar market, our Rail Group generated an operating profit of $72 million for the 2^nd quarter. This was consistent with our lst quarter results. The Rail Group’s operating margin was a solid 12.3%. Industry orders for railcars in the 2^nd quarter were up 5% year over year. Our quarterly order rate was more than double what it was last year during the 2^nd quarter and 80% more than the 1^st quarter of this year. I am very pleased with the fact that our railcar backlog increased. This is a result of our focus on obtaining orders that help us maintain production continuity and minimize line changeovers. Industry pricing remains highly competitive, indicating a challenging railcar market. Customers are getting excellent value at current pricing levels.

During the next few quarters we expect to see the margins in our railcar group reflect the highly competitive conditions they are experiencing along with material cost increases. We are not sure how long the decreased demand levels will continue. Fortunately rail is still a very efficient mode of transportation and fleet statistics continue to reflect replacement opportunities. In the interim, we are taking steps to shift a portion of our production capacity to wind towers. Responding to customer demand levels by shifting production capacity is one of Trinity’s core strengths.

Trinity’s Leasing and Management Services Group had a good 2^nd quarter. We continued to invest in our future by increasing the size of our lease fleet. Our railcar lease fleet surpassed 41,000 railcars. Three years ago at this time, our lease fleet totaled 22,300 units. We have made significant progress in achieving our goal of increasing the size of our railcar lease fleet. Steve will provide more information about TrinityRail’s performance.

Trinity’s Construction Products Group also had a great 2nd quarter. This group’s operating profit increased 34% year over year from $16 million to $21 million. We completed another small concrete divestiture during the 2^nd quarter. The divestiture was consistent with the steps we took last year to improve our concrete businesses’ profitability. We are in the prime period of the construction season and demand continues to be good. We are exploring opportunities to expand our concrete business in areas where demand remains steady.

Our highway products business has also been steady during this busy season. We sell our highway products in a number of other countries and every state in the U.S. We have a wide variety of products to offer customers and the ability to shift production as the demand moves from product to product. If the weather continues to cooperate, we expect the balance of the construction season to be in line with normal seasonal activity.

I remain very optimistic about our structural wind towers business. We continue to explore additional ways to expand our participation in the wind energy market. We are very pleased with the Texas Public Utility Commission’s decision to fund additional transmission lines for wind energy. Texas is at the heart of our market and we expect the PUC’s action will encourage our customers to pursue additional wind farms. We have targeted Mexico and the central part of the United States as our key markets. Order inquiries remain strong and we expect our backlog to grow as we progress through the year. Our large order backlog enables us to stage our growth and maximize our efficiencies.

Later this year, we will start converting two existing railcar facilities to wind tower production. This is part of an expansion plan that we have in progress to satisfy the growing demand for wind towers.

Our ability to convert a facility from one product to another is a key strength in our company. It allows us to aggressively pursue orders for a variety of products. We can select products which provide the best returns and then quickly ramp up facilities. Our highly skilled work force makes this possible.

Our raw materials market remains very dynamic. Global demand for steel remains very strong. As a result, some steel products are on allocation. Fortunately, Trinity has a lengthy track record as a steel buyer and we purchase a significant volume of steel on a consolidated basis. We are one of the largest purchasers of plate steel in North America. We are currently focusing on securing the steel sources we need for 2009 and beyond.

Because demand is so great, pricing is a major challenge in the plate steel market. The prices of the key raw materials required to produce steel are increasing at a rapid pace and impacting steel prices. The entire supply chain in the capital goods market is being challenged to absorb another round of commodity cost increases. As our products absorb the higher costs of raw materials, we must be able to pass these increases on to our customers. It is too early to predict the full economic effect of steel cost increases. The majority of the long term orders in our backlogs have some type of provision for cost increases. Some do not, however, and in those instances, our margins will be reduced unless we can lower our costs. We have attempted to take this into account in the forward looking earnings estimates and margin guidance figures that we provide. We will update this information on our quarterly earnings conference calls.

From an overall perspective, I continue to be very pleased with the performance of our company. We remain highly focused on our costs and strategic opportunities as we confront the challenges associated with a tough national economy and volatile capital goods market. We expect to continue to benefit from the investments we have made during the past and we are exploring additional investments that should benefit us in the future. Our momentum continues.

Trinity Industries, Inc.
Analysts Conference Call
July 31, 2008
Comments by Steve Menzies

TrinityRail had another solid performance during the 2^nd quarter of 2008. Operating profits and margins held steady as continued gains in productivity help to offset the impact of a competitive pricing environment and increases in raw materials’ costs. Operating margins for the 2^nd quarter were 12.3% compared to 16.1% a year earlier and 13.6% during the 1^st quarter 2008. We have been able to keep our volumes stable which has enabled us to retain the production efficiencies we gained during the last few years. We anticipate continued benefits from lean manufacturing initiatives at our production facilities, as well. Our highly seasoned operations group is doing an outstanding job driving further efficiencies and cost reductions. We do, however, expect our operating margins to decline over the balance of 2008 amid a highly competitive sales environment and rising raw materials’ costs. The cost to build a railcar will continue to rise in 2009 driven by further significant increases in raw materials’ costs.

During the 2^nd quarter, TrinityRail shipments were 6,580 railcars, 9.5% greater than the 6,010 railcars shipped in the 1^st quarter of 2008, and 5.7% less than the shipments in the 2^nd quarter 2007. We expect combined shipments of between 14,000 and 15,000 railcars during the third and fourth quarters of 2008. Some of these shipments will come from our finished goods inventory of railcars built in advance of customers’ needs. We are currently reviewing our 2009 production plans. Based upon our current view of market demand, we anticipate decreasing our total production footprint going into 2009.

Most noteworthy is an anticipated decline in tank car production in 2009. Year-over-year industry tank car production will be significantly less than in 2008 and 2007. Ethanol production growth has slowed and many idle new tank cars have yet to be absorbed by the market. In fact, as Tim mentioned, we are converting two railcar production facilities to wind tower production and we are evaluating additional opportunities. These facilities, and the men and women working in them, embody the operating flexibility competency we strive to achieve at Trinity. This competency allows us to optimize our product mix in this case, to take advantage of the strong market demand for wind towers.

With regard to the railcar market, industry railcar orders during the 2^nd quarter continued at a moderate pace. Approximately 12,150 railcar orders were placed industry wide during the 2^nd quarter. This brings the industry total for the 1^st 6 months of 2008 to over 22,300 railcars. At quarter end, the total industry backlog stood at approximately 62,320 railcars down 6% compared to the end of the 1^st quarter. However, this is still a healthy backlog from an historical perspective and represents almost one year’s production at today’s industry operating levels. Recent order inquiries indicate 3^rd quarter 2008 industry orders could again be in line with 2^nd quarter order levels. Industry orders seem to have reached a stable level in the range of 10-12,000 railcars ordered each quarter as evidenced by the last 6 quarters. Independent forecasts place 2009 industry railcar production in the 40,000 — 50,000 car range which is consistent with the market inputs we review.

While making broad, general statements about the railcar market is tempting, it is more valuable to examine demand for various railcar types serving discreet end use markets. As you know, railcar demand shifts periodically from car type to car type. Order and inquiry levels in the 2^nd quarter reflected steady demand for autoracks. A consumer shift to smaller, more fuel efficient autos has prompted demand for tri-level autoracks, currently in short supply. Replacement of early generation autoracks is also driving demand for new autoracks. Demand also strengthened for multiple types of covered hoppers used to transport agricultural products and for coal cars, both driven, in large part, by export demand and improved railroad system fluidity. We see continued weak demand in select markets such as intermodal, plastic pellet, center beam and box cars reflecting weakness in housing, automotive and consumer spending. We also see slowing demand for tank cars although replacement of smaller, less efficient tank cars and pending regulatory actions regarding hazardous commodities may spur demand in the near term.

During the 2^nd quarter of 2008, TrinityRail received approximately 7,430 railcar orders raising our order total for the 1^st half of 2008 to slightly more than 11,500 railcars. Many of these orders extend current production lines for a variety of railcars. Specifically, we received orders from 3^rd party leasing companies, railroads, industrial shippers and utilities for covered hoppers, coal cars, open top hoppers, mill gondolas, autoracks and tank cars. The diversity of our orders reflects the breadth of TrinityRail’s product line and customer base.

At the end of the 2^nd quarter, TrinityRail’s firm order backlog was approximately 28,680 railcars; an increase of 2.6% over the 1st quarter of 2008. Our strong order backlog, which comprises 46% of the industry total, extends through 2009. This visibility enables effective production planning, materials sourcing and positions us to pursue additional operating efficiencies.

Our Railcar Leasing and Management Services Group continued to grow its railcar fleet during the 2nd quarter. TrinityRail shipped 3,170 new railcars to customers of our Leasing Company during the 2^nd quarter – all subject to firm, non-cancelable leases. This represented about 48% of TrinityRail’s 2^nd quarter railcar shipments. Our lease fleet has grown 18.5% to over 41,100 railcars compared to approximately 34,670 railcars in our lease fleet at the end of the 2^nd quarter 2007.

Demand for railcar leasing continues to increase as evidenced by our strong leasing backlog. Our committed lease backlog as of June 30, 2008 was approximately 17,000 railcars or 60% of our total production backlog. We continue to see a long term trend for railroads and industrial producers to use their capital resources to acquire assets which are core to their businesses while relying on leasing for operating assets such as railcars.

Our lease fleet utilization remained at more than 99% at the end of the 2^nd quarter 2008. The average age of the railcars in our lease fleet is 4.6 years and the average remaining lease term is approximately 5.1 years. These two key operating metrics underscore our ability to maintain high fleet utilization. During a market down turn our newer, highly productive railcars are less likely to be returned from lessees when their lease expires. Customers typically return older, less efficient railcars when they downsize their fleets. Our high average remaining lease term provides a hedge against short term market downturns therefore mitigating some remarketing risks.

In summary, moderate demand, excess industry capacity and increasing raw materials’ costs are creating a highly competitive environment. The initiatives TrinityRail put into place the last few years have helped position us well operationally to be successful in this highly competitive environment. Gains in operating efficiencies, however, will only partially offset raw materials’ cost increases. We must successfully raise the price of our railcars and our lease rates to reflect the rapidly rising railcar costs. The scale of our 41,100 railcar lease fleet and its continued growth provides financial stability, greater customer access and flexibility in placing railcars into the market. Leasing has been and will continue to be an important strategic tool integral to our successful performance.

Trinity Industries, Inc.
Earnings Release Conference Call
Comments of William McWhirter,
Senior Vice President and Chief Financial Officer
July 31, 2008

My comments relate primarily to the second quarter of 2008. We will file our Form 10-Q this morning.

For the second quarter of 2008, we reported earnings of $1.06 per diluted share from continuing operations. This compares with 85 cents per share from continuing operations in the same quarter of 2007. Revenues for the second quarter of 2008 increased 5.9% over the same quarter last year.

Earnings from continuing operations exceeded the high end of our guidance by 16 cents per share. 11 cents of the performance was associated with gains on divestitures and profit recognized on hedging activities. The remainder can be attributed to the strong operating performance in all of the manufacturing groups. These gains were somewhat offset by a 2 cent per share charge for anticipated losses on future sales in our Rail Group.

Revenues for this group declined on a quarter-over-quarter basis by 1.4%. Rail Group sales to Trinity’s Leasing and Management Services Group were $253 million in the second quarter of 2008 with profits of $23.1 million, or approximately 19 cents per share. This compares with sales to our Leasing Group in the second quarter of 2007 of $283 million with profits of $50.3 million or 41 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 6% and 8% for the third quarter. As we look forward, we expect margins of between 3% and 5% for the 4^th quarter. This projected margin level represents the competitive pricing environment, the mix of car types to be built and anticipated raw material price increases.

The Rail Group backlog as of June 30, 2008 consisted of approximately 28,680 railcars, with an estimated sales value of $2.4 billion. Our railcar backlog is broken down approximately as follows:

During the second quarter our finished goods inventory increased as we produced railcars ahead of the contracted delivery dates to maintain production continuity. We anticipate that deliveries will exceed production in the third and fourth quarter as we deliver these railcars from our finished inventories.

The Inland Barge Group’s second quarter performance was very strong, posting revenues of $151 million and operating profit of $27.2 million. The results of the Inland Barge Group continue to reflect a high level of operational excellence. This group’s backlog, as of June 30, 2008, totaled approximately $755 million. This compares with $677 million one year ago.

We anticipate Inland Barge revenues of between $150 — $160 million per quarter for the remainder of 2008. Operating profit margins are expected to range between 16% and 17.5% for the same period.

During the second quarter, this group’s revenues were $157 million. Operating profits were $25.4 million with an operating profit margin of 16.1%. The Energy Equipment Group’s revenue growth continues to be driven by our structural wind towers business. Wind tower revenue should account for approximately $425 million in 2008.

Construction Products Group
Revenues for our Construction Products Group grew by 11% when compared to the same quarter of the previous year. Operating profit was $21.1 million for the quarter, representing a 33% improvement over last year. We are pleased with these results and believe our portfolio adjustments in this segment have been successful.

Leasing and Management Services Group
Our Railcar Leasing and Management Services Group reported revenues of $86.4 million compared with $162 million in the same quarter of 2007. The higher 2007 revenues reflect $95 million in railcar sales from the fleet, which makes quarterly comparisons difficult. Operating profit for the second quarter of 2008 was $36 million with $1.9 million resulting from railcar sales. During the second quarter, car sales from the fleet were $9.0 million. TRIP accounted for $8.3 million of those sales. In addition, TRIP purchased $83 million worth of railcars from our manufacturing companies during the second quarter of 2008.

For 2008, we anticipate between $700 and $800 million in net additions to our lease fleet. 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 2008, we expect non-leasing capital expenditures of between $160 and $170 million.

During the third quarter, we expect to defer approximately $285 million in revenue and between $12 and $14 million in operating profits as we grow our leasing business and sell cars to TRIP. This represents between 10 and 12 cents per diluted share.

We anticipate earnings from continuing operations for the third quarter of 2008 to range between 91 and 96 cents per diluted share. Our 2008 full year guidance has been refined to $3.45 to $3.55 per diluted share.

In our earnings release yesterday, we provided a reconciliation of the non-GAAP term EBITDA. EBITDA from continuing operations for the second quarter of 2008 was approximately $197 million as compared to $153 million in the same quarter last year.

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.

July 31, 2008	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 July 30, 2008 with respect to the operating results for the three and six month periods ended June 30, 2008.
99.2		Conference call script of July 31, 2008 for James E. Perry, Vice President, Finance and Treasurer.
99.3		Conference call script of July 31, 2008 for Timothy R. Wallace, Chairman, Chief Executive Officer, and President.
99.4		Conference call script of July 31, 2008 for D. Stephen Menzies, Senior Vice President and Group President of the Rail Group.
99.5		Conference call script of July 31, 2008 of William A. McWhirter II, Senior Vice President and Chief Financial Officer.


Date of Report (Date of Earliest Event Reported):		July 30, 2008


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


Backlog to our Leasing Company Backlog to TRIP Backlog to third parties		$1.4 billion, $250 million and $750 million


In addition to me, you will hear today from: