Item 7.01 Regulation FD Disclosure.

Trinity Industries, Inc. (the "Company") has historically granted restricted stock to executives as a means for retaining, motivating, and rewarding its executives. Certain restricted stock grants issued prior to 2006 provided that upon an executive's retirement under the Company's Standard Pension Plan, the restrictions would lapse with respect to those shares. The Standard Pension Plan provides the option for early retirement when an executive achieves certain combinations of age and years of service. Mr. Timothy R. Wallace, the Company's Chairman, CEO, and President, turned 55 years old in December 2008 and, as a result, met the definition of "early retirement" on December 31, 2008 with respect to 262,750 shares and on January 1 and January 2, 2009, with respect to 88,200 shares. In accordance with the Internal Revenue Code of 1986, as amended, personal income tax associated with the lapse of substantial risk of forfeiture of those shares must be satisfied currently even though the shares have not vested. The terms of the Company's 2004 Stock Option and Incentive Plan, as amended (the "Plan"), provide that any participant under the Plan who is subject to Section 16 of the Securities Exchange Act of 1934 is required to satisfy his or her tax withholding obligation pursuant to the share retention method. As a result, Mr. Wallace has satisfied his tax withholding obligation by surrendering shares to the Company based on the appropriate federal income tax and payroll tax rates currently applicable. Mr. Wallace has not provided notice of intention to take early retirement.

Pursuant to General Instruction B.2 of Form 8-K, the information in this Form 8-K, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

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