RTranscript20071024T1400

FINAL TRANSCRIPT

R - Q3 2007 Ryder System, Inc. Earnings Conference Call
Event Date/Time: Oct. 24. 2007 / 10:00AM ET

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© 2007 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the
prior written consent of Thomson Financial.

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Oct. 24. 2007 / 10:00AM, R - Q3 2007 Ryder System, Inc. Earnings Conference Call

CORPORATE PARTICIPANTS
Bob Brunn
Ryder System, Inc. - VP of IR and Public Affairs
Greg Swienton
Ryder System, Inc. - Chairman & CEO
Mark Jamieson
Ryder System, Inc. - EVP & CFO, Outgoing
Tony Tegnelia
Ryder System, Inc. - Pres., U.S. Fleet Management Solutions
Vicki O'Meara
Ryder System, Inc. - Pres., U.S. Supply Chain Solutions
Robert Sanchez
Ryder System, Inc. - CFO, Incoming

CONFERENCE CALL PARTICIPANTS
John Langenfeld
Robert W. Baird & Company, Inc. - Analyst
Ed Wolfe
Bear, Stearns & Co. - Analyst
George Pickle
Stephens, Inc. - Analyst
David Ross
Stifel Nicolaus - Analyst
Phil Walker
Whitebox Advisors - Analyst
Todd Fowler
KeyBanc Capital Markets / McDonald Investments, Inc. - Analyst

PRESENTATION
Operator
Good morning and welcome to Ryder System Inc. third quarter 2007 earnings release conference call. All lines are in a listen-only
mode until after the presentation. (OPERATOR INSTRUCTIONS) Today's call is being recorded. I would like to introduce Mr. Bob
Brunn, Vice President of Investor Relations and Public Affairs for Ryder. Mr. Brunn, you may begin.

Bob Brunn - Ryder System, Inc. - VP of IR and Public Affairs
Thank you. Good morning, and welcome to Ryder's third quarter 2007 earnings conference call. I would like to begin with a
reminder that in this presentation, you will hear some forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to uncertainty
and changes in circumstances. Actual results may differ materially from these expectations due to changes in economic, business,
competitive, market, political and regulatory factors. More detailed information about these factors is contained in this morning's
earnings release and in Ryder's filings with the Securities & Exchange Commission. Presenting on today's call are Greg Swienton,
Chairman and Chief Executive Officer; and Mark Jamieson, Executive Vice President and Chief Financial Officer. Additionally,
Vicki O'Meara, President of the U.S. Supply Chain Solutions; and Tony Tegnelia, President of the U.S. Fleet Management Solutions

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are on the call today and available for questions following the presentation. Also present is Robert Sanchez whom as you've
seen from last week's announcement will be succeeding Mark as our new CFO later this week. With that, let me turn it over to
Greg.

Greg Swienton - Ryder System, Inc. - Chairman & CEO
Thank you, Bob, and good morning, everyone. This morning we'll recap our third quarter results, provide our current outlook
for the fourth quarter and as always we'll open up the call for questions. Before I begin the presentation, I would like to take a
minute to it thank our outgoing CFO, Mark Jamieson, for his service to our company. And as Bob mentioned as you may have
seen in last week's press release, Mark is leaving Ryder to accept another opportunity outside the Company more aligned with
a private equity activity. I would like to thank him for his contributions during his time at Ryder, especially in the areas of strategy,
acquisitions, and with the process efficiencies he did help introduce at our company. We wish him all the best in his future
endeavors. I am also pleased we've named a very capable internal candidate as our incoming CFO, Mr. Robert Sanchez. Robert
has a great deal of experience with Ryder in many different roles and has been a valuable member of our leadership team. Most
recently Robert served as Executive Vice President of FMS operations for the U.S. and Canada with a responsibility for a fleet of
over 145,000 vehicles and more than 800 maintenance facilities. He has a great depth of expertise to bring to his new position
at Ryder through his prior responsibilities here in finance, asset management, fleet, and supply chain management operations
as well as a former Chief Information Officer. He is here today. Robert will be involved in the next call. I very much look forward
to introducing him to many of you in the weeks and months ahead.

With that, let me begin with our third quarter results. Reported net earnings per diluted share were $1.11 for the third quarter
2007 as compared to $1.06 in the prior year period. In this third quarter 2007, our reported results included a net $0.03 charge
for restructuring costs primarily related to headcount reductions, partially offset by a gain in the sale of a property. The gain on
the property sale relates to the relocation of an FMS operating facility. In the third quarter 2006, our reported results included
a $0.06 pension accounting charge. Comparable earnings per share in the quarter therefore were $1.14, up 2% from $1.12 in
the prior year. Total revenue for the Company was up 2% in the quarter. Operating revenue which excludes fuel and subcontracted
transportation revenue was up 3% due to growth in contractual revenues and supply chain and Fleet Management Solutions
as well as favorable foreign exchange rate movement. Fleet management total revenue was down 1% while operating revenue
was up 1% versus the prior year. Total FMS revenue was impacted by a 5% reduction in fuel revenue, reflecting fewer gallons
pumped for customers in this quarter. FMS revenue benefited by foreign exchange rate movements in Canada and the UK of
1%.

Contractual revenue which includes both full service lease and contract maintenance was up 7%, reflecting our sales activity
over the past few quarters. Full service lease revenue was up 7%. This growth is primarily a result of a continuation of new
vehicles being put into service associated with sales contracts signed over the prior couple of quarters. Contract maintenance
revenue was up 10%, reflecting our heightened focus on growing this long-term contractual business with customers. A weak
freight demand environment during the quarter resulted in a 15% reduction in commercial rental revenue on a 10% smaller
global fleet. Softer than anticipated market demand conditions in the U.S. resulted in flat rental utilization and lower pricing in
the domestic market. While utilization comparisons were flat versus the prior year's quarter, they have improved relative to
comparisons over the prior several quarters of this year due to our strategy of reducing the rental fleet size.

Gains from the sales of used vehicles were lower than last year due to lower pricing on a higher volume of used vehicles sold.
We also incurred higher carrying costs on a larger used vehicle inventory. The lower gains and higher carrying costs were both
impacted by our decision to sell some units at wholesale pricing rather than at our typical retail pricing as we wanted to bring
the size of our used inventory down significantly during the quarter.

Net before tax earnings in fleet management were down by 10%. Fleet management earnings as a percent of operating revenue
were down by 150 basis points to 12.3%. FMS earnings were negatively impacted by lower commercial rental, used vehicle
sales, and fuel results. These negative impacts were partially offset by improved performance in our contractual product lines


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as well as lower pension and sales and marketing costs. While total depreciation was up in the quarter, FMS earnings also
benefited from lower depreciation costs related to the previously announced depreciation policy change effective on January
1st this year.

On page 5, turning to the supply chain solutions segment, we had an 8% increase in total revenue including the impact of
managed subcontracted transportation. Operating revenue was up 9%, reflecting new and expanded customer contracts with
particularly strong growth in our international operations. The impact of new business was partially offset by the previously
disclosed closure of a significant automotive plant during the second quarter as well as lower volumes with some domestic
high tech and telecom customers. Third quarter net before tax earnings and supply chain were up 6% versus the prior year. Net
before tax earnings as a percent of operating revenue were down 20 basis points to 5.3%. Supply chains earnings benefited
from new business wins and low incentive based compensation expense. These benefits were partially offset by the automotive
plant closure I previously mentioned. In dedicated contract carriage, total revenue was down 2% and operating revenue was
down by 1% due to lower volumes of managed, subcontracted transportation and the nonrenewal of certain customer contracts.
DCC volumes were slightly down on a total basis. Net before tax earnings in DCC were up by 5%, and as a percent of operating
revenue were up by 50 basis points to 8.8%. Earnings increased in the quarter due to improved operating performance on a
higher quality portfolio of dedicated contracts and lower incentive based compensation costs.

Page 6 highlights key financial statistics for the third quarter. Operating revenue growth was up by 3%. However, comparable
net earnings were down by 2%. Comparable net earnings were negatively impacted by a weak domestic rental market and
lower used vehicle sales in the FMS segment. These items more than offset the benefits of contractual revenue growth in the
SES and FMS segments and the other positive impacts of lower pension costs, lower incentive-based compensation, and the
benefit from depreciation policy changes made on January 1st. While comparable net earnings were down by 2%, comparable
earnings per share were up 2% to $1.14 due to a lower average number of shares outstanding reflecting the impact of share
repurchases. The average number of diluted shares outstanding for the quarter was down by approximately 2.7 million shares
to 59 million. In May of this year we announced a $200 million share repurchase program. During the third quarter we purchased
2.1 million shares under the program at an average price per share of $54.31 for a total cost of $113 million. These purchases
fully concluded the program under which a total of $3.7 million shares were repurchased at an average price per share of $53.85.
At September 30, there were 58 million shares out standing. Our third quarter tax rate was 37.3% as compared to 39.2% in the
prior year period. The lower tax rate reflects the recognition of tax benefits as a result of audit closures, expiring statutes of
limitations within several jurisdictions, and a tax law change in the UK. While this quarter benefited from a lower than forecasted
tax rate, this benefit was fully offset by several other unanticipated items, including fuel accommodation adjustments, foreign
exchange losses, increased bad debt in FMS, a brief automotive strike at GM, and the write off of operating tax receivables from
a foreign operation.

Page 7 highlights key financial statistics for the year-to-date period. Operating revenue growth was up 4%, and comparable
net earnings were up by 2%. As you've seen in our recent earnings announcement, year to date results have been negatively
affected due to slower economic conditions impacting commercial rental activity in used vehicles. Used vehicles were impacted
both by reduced prices on some vehicles sold and by increased reductions in the carrying value of certain used vehicles. These
negative impacts were partially offset by several items including higher contractual revenue in lease, contract maintenance,
and supply chain. Year-to-date results also benefited from lower pension costs, decreased incentive-based compensation, the
previously disclosed depreciation policy change, and more favorable development of estimated prior year self insurance reserves
due to our focus on safety performance and a long-term positive trend of improving results in this area. Comparable earnings
per share were $3.04, up 4% from $2.91 in the prior year, reflecting the impact of improved net earnings and share repurchases.
The average number of diluted shares outstanding was $60.4 million, down by $1.3 million as compared to $61.7 million last
year. Our year-to-date tax rate of 38.1% was impacted by the tax law changes I mentioned previously. The prior period tax rate
of 37.1% was impacted by income tax law changes made during 2006 in Texas and Canada. Our return on capital declined from
8% to 7.4%. The decrease is due primarily to an increased investment in leased vehicles due to the heavy replacement cycle
last year and also to our downsizing of the rental fleet and subsequent movement of these vehicles into the used vehicle sales
centers.


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I will now turn to page 8 to discuss our third quarter results for the business segments. In Fleet Management Solutions, operating
revenue was up by 1%, driven by 7% contractual revenue growth but largely offset by a decline in commercial rental of 15%.
Total revenue decreased by 1% due to a lower volume of fuel sales resulting from lower miles driven, particularly in the commercial
rental product line. FMS revenue also included a 1% favorable FX impact. Fleet Management Solutions earnings were down by
$10.5 million or 10% driven by a substantial decline in U.S. rental results and lower used vehicle sales related to additional
wholesaling activity to reduce the fleet size. These results were partially offset by stronger full service lease and contract
maintenance results as well as lower pension in sales and marketing costs. Depreciation costs, while higher in total benefited
from the previously announced depreciation policy change effective January 1st that impacted certain vehicle classes.

In lease, we continued solid revenue growth as a result of the new vehicles being placed in revenue earnings service related to
sales made in recent quarters. Miles driven per vehicle per workday on U.S. lease power units were up 4% versus the third quarter
2006 and were up 3% as compared to last quarter. Contract maintenance continued the strong performance we've seen this
year with 10% growth as we continue to have good success in emphasizing sales of this asset light product line. U.S. commercial
rental utilization on power units was 73%, slightly down from 73.2% in the third quarter 2006 due to a weak freight demand
environment. While our utilization comparisons improved from the first half of the year due to our reduction of the fleet size,
we had been forecasting a modest improvement in utilization this quarter which did not materialize. U.S. rental pricing on
power units was down by 3% in the third quarter compared to the third quarter 2006 which is consistent with pricing trends
we saw in the second quarter this year. I will discuss our rental fleet planning in more detail a few minutes.

In supply total revenue, was up 8% in the quarter, and operating revenue, which excludes subcontracted transportation, was
up 9% due to new and expanded contracts. The growth in operating revenue was driven by our international supply chain
business, which was up a very strong 19%. U.S. revenue was up due to new business growth, but was partially offset by the
closure of a significant automotive plant in the second quarter which generated $55 million to $60 million of annual revenue
as well as from lower volumes with some high tech and telecom customers. SCS net before tax earnings were up by $1 million
or 6% for the quarter. Earnings benefited from new business and lower incentive-based compensation. These improvements
were partially offset by the automotive plant closure.

In dedicated contract carriage, total revenue was down 2%, and operating revenue was down 1% due to a lower subcontracted
transportation activity and the nonrenewal of certain customer contracts. DCC's net before tax earnings improved by $600,000
or 5% due to improved operating performance and lower incentive-based compensation. Our total central support service
costs were down by 4% or $2.1 million for the quarter due to lower incentive-based compensation partially offset by foreign
exchange transaction losses and higher IT spending from ongoing upgrade initiatives. The portion of central support costs
allocated to the business segments and included in segment net earnings was down by 6% while the unallocated share which
is shown separately on the P&L there on page 8 increased by 2%. Comparable net earnings were $67.2 million, down $1.6 million
or 2%.

Page 9 highlights our year-to-date results by business segment, and in the interest of time, I won't review these results in full
detail. Comparable year-to-date net earnings were $183.6 million as compared to $179.9 million in the prior year, up $3.7 million
or 2%. At this point, I will turn the call over to Mark Jamieson to cover a number of items beginning with capital expenditures.

Mark Jamieson - Ryder System, Inc. - EVP & CFO, Outgoing
Thanks, Craig. Turning to page 10, year-to-date gross capital expenditures totaled $982 million, down by $281 million from last
year. Lower capital spending was driven by reduced spending on full service lease vehicles of $295 million. This reflects fewer
vehicle replacements as well as new sales following last year's prebuy activity. Commercial rental vehicle spending was up by
$10 million from the prior year. The year-to-date rental capital reflects lower spending in North America offset by higher spending
in the UK UK spending reflects improved rental results in that market and also allows to us refresh the UK rental fleet after
spending virtually no rental capital in the UK last year. We realized proceeds primarily from sales of revenue earning equipment
on a year-to-date basis of $297 million, up by $40 million from last year, principally driven by a higher number of units sold. We


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also executed a $150 million sale leaseback of revenue earning equipment during the second quarter. Deducting sales proceeds
in the sales leaseback from gross capital spending, our year-to-date net capital expenditures were $535 million, down by $470
million from last year.

Turning to the next page, you'll see that we generated cash from operating activities of $837 million on a year-to-date basis
primarily through our earnings and the depreciation addback. Depreciation increased due to the heavy replacement activity
in fleet growth in lease last year. The change in working capital reflects improved accounts receivable performance and lower
income tax payments. Including the impact of our used vehicle sales activity in the sales leaseback, we generated over $1.3
billion of total cash, up by $410 million from last year. The additional cash generated was used to invest in revenue earning
equipment primarily under long-term contracts. Cash payments for capital expenditures were approximately $1.1 billion, down
by $79 million versus prior year period reflecting investment in leased vehicles. Including our capital spending, the Company
generated $239 million of positive free cash flow this year as compared to a use of $254 million in the prior year period. Our full
year forecast for free cash flow is $230 million, down from our prior projection of $305 million, principally due to the closing of
the Pollock NationaLease acquisition in October, for which we paid $74 million.

On page 12, you can see total obligations has increased $119 million as compared to year end 2006. The increase level is largely
due to spending on contractual vehicles and stock repurchases. Balance sheet debt to equity was 158% as compared to 164%
at the end of last year. Total obligations as a percent of equity at the end of the quarter were 169% versus 168% at the end of
2006. We continue to have significant balance sheet capacity, as this is well below our long-term target of 250 to 300%. Our full
year forecast for total obligations to equity is now 163%, up from the prior forecast of 157% due to the closing of the Pollock
acquisition. Our equity balance at the end of the quarter was almost $1.8 billion, up by $65 million versus year end 2006, reflecting
our net earnings and foreign currency translation adjustments offset by dividends and net share repurchase. At this point I will
hand the call back over to Greg to provide an asset management update.

Thank you, Mark. Page 14 summarizes our key results in the U.S. asset management area. We sold almost 6600 used vehicles
during the quarter, an increase of 38% from the prior year. While we utilized our used vehicle sales centers effectively to sell a
substantial number of vehicles at retail prices, we also elected to sell a number of units at discounted price levels to wholesale
buyers in order to reduce our used vehicle inventory levels. Primarily as a result of this wholesaling type activity, proceeds for
all used tractors sold through the used vehicle centers were down by 17% and for trucks by 10%. Excluding this wholesaling
type activity, retail market pricing on both trucks and tractors was down by about 3% versus the prior year's quarter for equivalent
vehicles. At quarter end, our used vehicle inventory for sale was approximately 7,600 vehicles, down 27% from 10,400 units at
the end of the second quarter. This reflects the large number of units sold during the period as well as a reduction in the number
of units moving into the used vehicle sales centers to normalized levels.

As we communicated in our prior call, we remain on track to end the year with inventory levels at or slightly below the level at
the start of this year. At the end of the quarter, approximately 7,600 units were classified as no longer earning revenue. While
this number is up from the prior year, it is down by over 3,000 units from the second quarter, primarily due to a decrease in the
number of units available for sale. Our U.S. commercial rental fleet size in the third quarter was down on average by 12% from
the prior year with the power fleet down by 17%. This reduction is intended to positively affect utilization levels on the rental
fleet going forward. We anticipate returning to normalized outservicing and subsequent sale of rental vehicles in the fourth
quarter in order to align our rental fleet with the typical seasonal slowdown. As such, we expect the total U.S. rental fleet to be
down by 11% and the power fleet to be down by 14 to 15% on average in the fourth quarter versus the prior year.

Page 16 outlines our current EPS forecast. At this time, we are reaffirming the comparable full year EPS forecast of $4.10 to $4.15
we provided in our earnings forecast update earlier this month. This represents an increase of 3 to 4% as compared to a
comparable $3.99 we earned in 2006, excluding some tax changes and a pension charge we had last year. We're also establishing
an EPS forecast for the fourth quarter of $1.06 to $1.11 per share. Our fourth quarter forecast is based on our expectation for


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continued softness in the U.S. commercial rental market in at least the near term. We do expect, however, that utilization in the
rental fleet will improve modestly in the fourth quarter due to our significant reductions in the rental fleet size. We also anticipate
continuing negative impacts in the coming quarter from used vehicle sales as we work towards our targeted fleet level. In terms
of lease activity, our year-to-date new sales activity is higher than forecast in our business plan, reflecting success in growing
with some existing customers and adding new outsourcing contracts. At the same time, however, we've also seen higher than
anticipated reductions in some existing lease fleets due to slowdowns in customers' operations.

In dedicated, we continue to improve the quality of our contract portfolio by targeting higher service opportunities and remain
focused on margin enhancement while managing through the effects of a softer economy. In supply chain, we expect continued
growth with both new and existing customers with particularly strong growth in our international operations. Our growth
expectations for U.S. supply chain operations are somewhat mitigated, however, due to the impact from the automotive plant
closure we previously discussed.

Given the slower market conditions, we've heightened our focus on cost reduction opportunities. We believe that significant
progress improvement opportunities exist in the Company which can yield future cost savings. We've also taken steps to better
align our costs with market conditions through the recently announced elimination of 300 positions globally. We've also
increased our efforts with acquisitions, as we believe that market conditions have improved somewhat for opportunities in this
area. We remain interested in looking at tuck-in acquisitions in the FMS segment that allow us to leverage our facility infrastructure
as well as supply chain deals that provide us with product and/or geographic extension to enhance and expand our service to
customers.

Overall, our outlook anticipates continuation of the soft conditions we've seen in the economy and in the transportation sector
specifically. While we are impacted by these conditions in several areas, overall our company has performed much better than
it has in historically similar periods because our business is more contractually based today and because of the many business
model and process improvements to that business model we've made over the past several years. We also have a strong balance
sheet and can use it effectively to support our acquisition and leverage objectives. That does conclude our prepared remarks.
At this time, I will turn it over to the operator to open up the line for questions.

QUESTIONS AND ANSWERS
Operator
(OPERATOR INSTRUCTIONS) Our first question is from John Langenfeld. You may ask your question and please state your
company name.

John Langenfeld - Robert W. Baird & Company, Inc. - Analyst
Robert W. Baird. Good morning.

Good morning.


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Greg, first on the commercial rental side -- just want to try to get my arms around where we're going there. A number of changes
in terms of the fleet size and utilization, but can you give us some visibility -- if we assume no change in the environment, how
much longer is this going to be a year-over-year drag on earnings?

I think that the year-over-year differences will minimize over time. Obviously we're getting close to catching at least what was
the significant beginning of a tail from last year. So I think while we're going to have a shortfall by comparison as you expect
from a smaller fleet, a smaller power fleet, that there will be declines continuing compared to last year in both operating revenue
and net before tax earnings. I think that will decline over time, more and more so as we move into next year, and that assumes
really no particularly economic recovery. That's really due to our own efforts.

So in the next couple of quarters at least and beyond that kind of depending on what the external environment says?

Yes. I think there is obviously a positive impact and less degradation as you get into the end of this year and the first half of next
year. We'll see what the economy looks like. We're not anticipating some necessary recovery through 2008. We'll review that
more when we get into the 2008 business plan when we discuss that at the end of the year and into next year.

And then when you think of the gains on sale, seems like it is going to be kind of a similar trajectory, a bit of a hit here again in
the fourth quarter with the wholesaling. But as you get into earlier next year, you probably assume less wholesaling. So the
gains should look a little bit better relative to the second half of '08, relative to the second half of '07 here?

I think we'll continue to have headwinds. However, we did more than normal wholesaling in the third quarter because we
wanted to accelerate the reduction in the fleet. I think you wouldn't necessarily expect as much wholesaling in the fourth quarter
or into the start of next year because we're really getting much closer to our targets, and as I said we expect to be at our target
levels by the end of this year, which would put us in much better normalized shape as you start the new year of '08.

The gross CapEx number, mid-point is I guess $1.3 billion, thereabouts. How much of that is growth CapEx?

You said $1.3 billion?


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Looking at the gross number on kind of the mid-point forecast. I don't know if you have that.

I think we're anticipating that number of growth to be about $150 million.

So there is $150 million of potential -- I guess what I am driving at is if I look at you doing over $300 million this year, and next
year assuming no change in the environment, that growth CapEx is going to go away I would imagine. So I am thinking free
cash approaching $5 to $6 a share in '08 -- am I thinking about that correctly?

Without confirming specifics because we haven't disclosed the 2008 plan, I think that your assumptions are probably directionally
correct. We would love to continue to grow the CapEx number as long as we're getting asset under management growth under
leases. That means that in spite of economic conditions we are doing as well as we can in converting new customers and
overcoming reductions in some fleets. So it will be a situation of how strong the economy is, how solid our customers feel about
their prospects and how effective our sales efforts are. But at this point it is probably directionally correct in terms of what you
said.

Okay. So this year you did $200 million in buyback. You bought a tuck-in acquisition, another $75 million. Your leverage went
the wrong -- or looks like it will probably end up the wrong way modestly, so how do you improve that leverage towards your
goals when free cash is going to accelerate?

Total obligations to equity in our current forecast actually goes up a little bit I think to 169%, but that's not a huge material
change. So the fact that you can expect incremental CapEx and growth and assets under management to be fairly modest, I
think that the two leverage points will be what we said we would like to do in this environment since we have a strong balance
sheet. And we very likely may have more cash available, especially next year. We do want to continue to have some cash available
for acquisitions. We want to have some dry powder there in order to be able to do that if they come to fruition. Barring that,
then we will continue with consideration for more share repurchase. It will probably be I would guess a combination. I would
like to -- more and more get that done within about a two to three-year period if we can get -- if things continue as they are
and we get the good balance between acquisitions and share repurchase.

Good color. Lastly, not looking for an '08 guidance here because I know you're not going to give it, but you've had a number
of moving pieces this year with the pension changes, the depreciation change, and then kind of the headwinds you've had
from the used trucks. If you think about this environment unchanged, is this an environment that Ryder should be able to grow
operating income?


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Well, I believe so, and in fact I think that if you think about our activity and our performance in what I would call this downturn
versus the last downturn, a lot is very different. And rather than just try to control costs which are always important and a
significant factor, we are continuing to grow operating revenue, and we are continuing to grow our earnings. And that's what
our objective is going to be in 2008, again without talking about specific numbers. But we believe that on balance with the
pluses and minuses our objective is to continue to improve performance -- albeit it might be a little bit more modest than we
might have thought a year or two ago considering the environment. But our objective and our belief and our running of this
business and reacting to what's going on in the marketplace, our objective is to continue to grow the top line and the bottom
line of this business even in a more challenging environment.

That's more than just through share buyback?

Yes.

Thanks for the time.

You're welcome.

Operator
Thank you. Our next question is from Ed Wolfe. You may ask your question and please state your company name.

Ed Wolfe - Bear, Stearns & Co. - Analyst
Thanks. Bear Stearns. Good morning.

Good morning, Ed.

Share repurchase -- we were just talking about that. Was anything reauthorized now that you're done with the current plan and
if not, what would be the timing of something like that?


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No, nothing new has been reauthorized. I think as we take a short look ahead into 2008 and we determine where we are with
capital needs, free cash flow, acquisitions and share repurchase, we will revisit that and determine what may be appropriate.
But as of yet we haven't announced anything new.

Okay. So it is part of your whole and when you come to the Street with a CapEx plan and new earnings, that's when we should
expect to hear that?

I would say that's a fair expectation.

You talked a couple times about a goal of getting vehicles for sale back to where they were at year end last year. Where was
that number?

Let me ask Tony Tegnelia. He may have that on the tip of his tongue more than I do.

Tony Tegnelia - Ryder System, Inc. - Pres., U.S. Fleet Management Solutions
Right at about 7,000 units, Ed, and that's our objective to get it there. The unit count, but also as well, the actual dollar invested
figure there as well, because as you know those assets don't generate revenues, so we want to mitigate them. We made a lot
of progress in this quarter getting inventory down. We're right on track to be there at year end. And with the uncertainty in the
economy, we want to be certain going into '08 we're comfortable with that unit level and also dollar level as well.

Thanks, Tony. Why 7,000? Why not 0? What's the balance there?

There will always be several thousand units in the inventory. As you know, quite unlike our competitors, we feel we do have an
advantage by having a network of 50 retail outlets to protect our residuals which really impacts the price initially. And you do
have to have those locations with some inventory level to keep your position in the marketplace so that in times like '07 you
have the retail outlet to really use. So several thousand, about 5,000 to 7,000 is pretty much where we think is a normalized area
to be with that network.

If you're at 7,000 at year end '07, you saying there is still a goal to get down to 5,000 by yea end '08 kind of thing?


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If I had my druthers, 5,000 to 7,000 -- 5,000 to 6,000 would be a little better, but we're comfortable with the target end we have
at year end '07.

Just a couple of financial things. The depreciation policy change you refer to, what are you talking about with that?

Every year we do an evaluation and review residuals, and what we announced in the first quarter effective January 1st was the
long-term trend in terms of the valuation and residuals on a wide variety of vehicles. We do that rigorously each year, and that
was effective January 1st, and we just mentioned that, in that was a bit of a plus, although our current depreciation expenses
is higher than it was last year and a bit higher than forecast.

In other words, it would have been even higher if not for that change?

Yes.

Okay. Tax rate going forward, how should we think about it?

Probably not much different than where we've been in the recent past. You've seen some ups and downs. I think in both years
it depends on audits that are done, accruals that are released, statutes of limitations, jurisdictions changing. I wouldn't expect
any difference generally when we've said at the start of this year to be around 39%. That's probably a good long-term average.
But the first quarter I think this year was 39.4, and I think year-to-date we're 38.1, so somewhere in that range.

I haven't seen 39%. I am looking back ten years. I'm seeing 38 to 37 kind of number, but okay. Talking -- the acquisition you
made, can you talk a little bit? You said it cost $74 million. Can you give us a sense of rental versus lease in that business and
how much revenue there is?

Yes. I think we announced the total revenue was $43 million in total. It has a number of pieces. It has lease. It has rental, and it
has dedicated contract carriage.


FINAL TRANSCRIPT

Is there any rough direction how that breaks out?

I don't know that we disclosed.

The truck leasing and rental piece is about 55% of the total and about 45% pretty much is on the DCC side.

And that deal closed on what day?

First week of October.

Should we assume profitability similar to that of Ryder at this point?

This acquisition will be accretive to the Canadian operations for us in the fourth quarter.

Okay. Can you talk a little bit commercial rental, utilization throughout the quarter? If you look month by month what the
utilization looked like versus a year ago?

Yes. Well, first let me take -- coat tailing on Greg's comments. For the quarter overall, we were really flat year-over-year, and we
were quite pleased with being flat year-over-year. It reflects a lot of work we've done during the year to reduce the size of the
fleet and calibrate it with demand. Utilization has been rising as a result of that effort, and as a result, our return on rental assets
had have been rising as well throughout the year and throughout the quarter as a result of those reductions. Also, our pricing,
even though somewhat lower, about 3% low, is still very stable. So it is lower but stable, so as utilization rises, our revenue per
unit will rise, and therefore the returns will rise. If you you recall, our position has always been on rental. We don't chase revenue
with assets. We go for return, so we are seeing utilization improve. We are seeing the return on that fleet improve, and the
revenue per unit rise as well. So we're pleased with the hard work that we did earlier in the year to reduce the size of that fleet.
It was painful. It is behind us, and we're more normalized out servicing rates now for the rental unit.


FINAL TRANSCRIPT

Okay. With that being said, can you go through July, August, September, October, in terms of if there is much difference there?

We won't disclose October because that's coming up, but if you have the numbers, Tony?

I think for the most part they're pretty stable all along reflecting the full quarter. Only 100 basis points here or there may differ
within a quarter for the most part.

Tony, when was the last quarter that it was flatter or better utilization?

That would be in '06. All of the quarters for utilization in '07 were lower than we were '06. So second or so third quarter in '06,
the utilization was higher than that third quarter in '05.

Okay, and last question on the headcount reductions you announced. You talked about $20 million as a run rate or $0.21 for
'08. Is that just on assuming you're not going to need to replace those people and the impact of paying salaries and wages and
so forth or is there anything else in that number?

No. That's essentially it.

Why is there $5 million you don't get in '08?

Because you get a little bit at the end of this year, and a little bit in '09, so it totals a $25 million annual rate of which the vast
majority or $20 million we would see in '08.

Okay. Thanks a lot for the time. I appreciate it.


FINAL TRANSCRIPT

Sure.

Operator
Our next question is from Alex Brand. You may ask your question and please state your company name.

George Pickle - Stephens, Inc. - Analyst
This is actually George Pickle for Alex. Stephens is the company. Can you give a little color on the Boeing contract you announced
last week?

It is a transportation management contract, and Vicki O'Meara, is President of our U.S. supply chain, if she would like to add
anything other than that.

Vicki O'Meara - Ryder System, Inc. - Pres., U.S. Supply Chain Solutions
Nope. That's it. It is a transportation management contract. We're delighted Boeing's a new customer to Ryder. We'll be managing
their North American freight movements.

Does it start January 1?

Actually a lot of our activity is starting up this year in preparation. Most of the financial impacts of course will be next year.

Okay. And staying with supply chain, Vicki, maybe you can answer this one, too. Auto's weak and now telecom's weak. Are there
any areas in the U.S. outperforming or doing better than what you expected?

I wouldn't say telecom is weak. The comments we made about volumes being light in the third quarter in high tech and telecom
shouldn't be interpreted as weak, certainly as it impacts our business. Those volume decreases in the third quarter are part of
certain customer base planned volume decreases which is part of their product cycle. And in fact this particular customer that
plans the cycle decreases for this time in fact experienced a higher volume even for the trough of their cycle at this time period
than they had anticipated. The other effects you see on telecom and high tech -- I think go more towards opportunity for supply
chain than an indication of any weakness. And the volume fluctuations are short-term because we're seeing a very rapid change
in the configuration of the integrated global supply chain network which is affecting the way U.S.-based and global networks
deal with those volumes of freight movements around the the world -- smaller batches, shorter lead times, all with the view of
trying to decrease inventory levels. Those have short-term impacts on the high tech industry in particular. Long-term, I think


FINAL TRANSCRIPT

the supply chain industry in all areas, including automotive globally, is very strong. Automotive numbers are largely what's
fueling our revenue growth, and I think that the automotive industry in fact is going to continue to be a strong supply chain
base in the future -- globally as well as in the United States. We have seen some impact from the housing industry. That's primarily
been in our dedicated contract carriage product line, though, not on the supply chain side.

Great. Thank you for that. Can you remind me real quickly when that auto plant closed?

March.

Okay. So that will still have an impact in the first quarter but not in the second?

Correct.

Great. Lastly, Greg, kind of a follow-up to John's question. I know the market's fragmented and there are a lot of potential targets
out there over the next two or three years. What's your confidence level or conviction level that you will be able to make enough
of these small tuck-in acquisition to use some cash and get towards the long-term to debt to equity range. It is certainly our
intent, and we believe it is fairly good probability, but as these are private firms who make their own decisions, ultimately it will
be their decision and receptivity and determination on what they think is right for their own endeavors. And that being said, I
think that this is an environment in which more of those discussions are reasonably to be expected.

Are there more opportunities outside of the U.S.?

Well, Canada we've just done. We're really only talking about North America or FMS.

Okay. Thank you for your time.

You're welcome.


FINAL TRANSCRIPT

Operator
Thank you. Our next question is from David Ross. You may ask your question and please state your company name.

David Ross - Stifel Nicolaus - Analyst
Thanks. Stifel Nicolaus. Good morning, everyone.

Good morning.

On the dedicated side, you talked about revenue decline due to the non-renewal of customer contracts. Just curious as to where
this business went? I know you just talked about housing related impact there. Can you give more color that?

I will ask Vicki to answer.

Sure. Thank you. The decline in revenue that you saw quarter over quarter on comparable periods in the managed transportation
is largely what you see from the housing impact. The more important point to your question is a good one, and we are continuing
the culling process of our existing portfolio and intentionally exiting low margin business and replacing it with much more
profitable business. And you're continuing to see the impact of that, and in addition to that we're investing in the dedicated
business as we said before. We think this is continuing to be a good market opportunity for us and we anticipate accelerating
growth in the future due to the productivity initiatives that we're taking that you see reflected in the NBT. Even though revenue
is flat you see significant NBT improvements year-over-year. Those are directly reflective of the productivity initiatives and
additional internal changes we're making, and we see accelerated growth on the top line in the future as well.

The culling process you talked about of your existing portfolio, how far along are you in that process? Or is it a continual process
where you identify maybe the bottom 10% accounts and try to replace them with higher yielding accounts?

At this point we would view it as a continual process at this juncture. Over the next year, we may see some with enhancements
at the large fleet level, which we're working on in that business line. We might be able to see a net change in the way those
numbers look, but it may be a continual process for some time. We've reported on it now for the last two years, and I would say
that process is a healthy one and continues.


FINAL TRANSCRIPT

Okay. Then on supply chain solutions, we talked about some softness in telecom and the shutdown of the auto plant. But auto
industrials fill up 10% year-over-year in the third quarter. What's the reason for the the growth there? Is that just with new
accounts? Are those foreign transplant, U.S. Big Three?

Yes. We're seeing a lot of revenue growth. As Greg mentioned, a lot of that is reflective of the manufacturing surge we see
globally, and our supply chain service serves our customers a global basis. So we're going with them globally. But there's a lot
of growth automotive global. There's a lot of growth industrial in the U.S. We've seen some significant growth in the United
States in the automotive portfolio with the Big Three as well as with our other non-U.S. based OEMs that we also serve here in
the United States. You notice the NBT impact is noted in those increases in revenue as well, because some of our increases in
revenue have been reflective of start-up activity where we have had to make investments that will accrue to future period
earnings based on that business and some of that is automotive.

Okay. Then turning to fleet management solutions for a bit, Greg, did I hear you correctly when you said that miles driven per
vehicle per workday on full service lease units was up 4% year-over-year?

Yes.

And up 3% sequentially from the second quarter?

Yes, that's correct.

Have you talked to your customers as to why that may be in this soft environment or are they getting better utilization out of
the lease fleet and not renting as much?

I think that's probably the case. Obviously the flexible capacity in commercial rental has declined, but for the fleet sizes that
they now have under their direct activity in leasing from us, they are tending to utilize them which I think is -- at least that is a
good sign. That's a number we always watch. If those miles start going down on a per vehicle basis, that would be an indication
of even something softer going on. So I think the fact that the units they have they're running in at least as good or better rate
than last year -- I think so far so good.


FINAL TRANSCRIPT

And in past cycles are you seeing a customer base I guess better managing what they need in terms of leased vehicles than
they may have done several years ago?

I think they're probably as astute and as capable as ever. I think what we do see and -- I don't know if we've mentioned it on
here. I think perhaps we did, that we continue to do selling. More customers are actually more hesitant about actually signing
the contract, and we've talked about that before, and that's still true. Sometimes when fleets come up for renewal -- say at some
point in time a customer had four units out of others that just happened to be coming up for renewal. Well, in the environment
that's softer we still have the customer, they still do business with us -- but they say I don't need four any more, I need three. So
there is a decline, so you have to try to make up those declines with other growth areas. So that's a reflection of what's going
on in the environment and some softness. It is really good when -- if four come up for renewal and they say I want five, that's
great. But that's not where we are right now.

Also I noticed in the presentation that there has been a 30% increase in early terminations year-to-date, year-over-year, which
is an acceleration I guess from where it was the first half of the year. Can you talk about the early termination activity?

Part that, to give you more color, is some of those early terminations were due to the fact for example of the automotive plant
shutdown. So that's equipment that would have been returned from supply chain into fleet management, so that would be
defined as an early termination. However, when you go to the portion of extensions or additional service, those bar charts are
moving up because most of that equipment that would have come out in the category of early termination may have been
redeployed into other areas. So it isn't necessarily quite as simple or as clear as that graph. Sometimes this happens with a
contract that we support, but then we get other deployments and larger deployments into other activities. Tony, if you want
to add anything to that?

Yes, I would just add that because of the economic environment today we are seeing a number of our good customers request
some early terms and some fleet reductions. And we will typically accommodate them with allowing them to do it, paying the
penalty fee that's required in the lease terms or another future commitment from them. But we have seen that impact our
retention. The customer relationship is fine. Their economic conditions relative to their balance sheet and their credit worthiness
is fine, but they are asking for some reductions in their fleet. And we are working through that with them. There has also been
a number of plant shutdowns and location shutdowns for the customers as well, so we are working with them on that basis.
But as you can see ,our redeployments are up as well, and so we are being very expeditious in working with those customers
for a long-term relationship but redeploying them to maximize revenue and also returns at the same time. But the customers
are very agile today in managing their assets, and we work with them and we need the same agility in our redeploys.

Marcus, I want to say congratulations on your new job and, Robert, congratulations on the promotion.


FINAL TRANSCRIPT

Thank you.

Operator
Thank you. Our next question is from Philip Walker. You may ask your question and please state your company name.

Phil Walker - Whitebox Advisors - Analyst
Phil Walker, Whitebox Advisors. Guys, I just want to back up on a few things as it relates to the fleet management services.
Specifically, you guys provide, I'll call it kind of a net interest income number? You have revenue coming in, you take out
depreciation, you take out the requisite interest expense. Do you look at that particular number and make judgments as to
which way it's going? Because clearly you are building the contractual business which is a good thing, but are you doing that
by discounting the product or can you maybe give a little bit more insight into that?

I wouldn't say that we are doing it by discounting the product because what we do measure and we've talked about on previous
calls is that every unit has an EVA calculation. And the average EVA per unit has continued to increase. And we think that is a
sign of making sure that our pricing and our returns are heading in the right direction. So it really -- I wouldn't say has been a
case of more severe or any additional discounting. Tony, if you want to add anything to that?

Yes, we are not discounting. As a matter of fact, our pricing and our EVA is very stable. And the market actually is very stable,
competitive but stable. The issue now is really the fundamental demand for the [cube] because freight levels are so low, but
we are not unhappy with our pricing, it's very stable. We clearly look at those margins not only on a vehicle by vehicle basis as
Greg had mentioned, but also as a total portfolio by product line as well. But the pricing is stable. The issue is really demand for
cube because of the reduction in freight levels and we monitor those margins by product line monthly clearly.

In terms of Supply Chain Solutions, is there a particular number in terms of kind of net operating income, net income before
taxes that you think you can get to? I think you are right now around 3%, give or take a few digits. Is this a 5% business, a 6%
business, maybe give us a little sense as to where you are going there?

The net before-tax right now is should be around 5.3 to 5.5. So our objective on that measure is that we wanted over a number
of years to get to 6% plus and be in a 6 to 8% range net before-tax. And we think that would probably be pretty much best in
class or as good as you would get in this business. And then you have to remember that the returns on the capital and returns
on equity would be very, very large in that segment.


FINAL TRANSCRIPT

Sure, sure. And just as a final statement and question, I actually think given the environment that you guys are facing, these
results are excellent and the fact that the thing that jumps out at me is the contractual nature of the business and how much
of that is part of the revenue stream. And with that just to -- by extension that suggests that there's a lot less cyclicality that's
been in the business than previous years and, Greg, you mentioned that in your comments. So kind of the final piece of that
do you go back to Moody's and Standard & Poor's and say, hey, guys, we demonstrated the cyclicality that used to be in this
business we essentially have pretty much taken out and our balance sheet is solid as a rock, we should be in the A category. Is
that a conversation or a thought you ever have with them?

You said many things there. First, thanks for your comment. We have worked very hard generally to improve the business model
and we have a team of people who I think clearly are exceptional and the best in the industry in working through difficult times.
There still obviously remains some cyclical effect and noncontractual effect that comes from commercial rental, but that's a key
component of our business. But the contractual has become a larger piece. In terms of the rating agencies, first thing is you are
right about the strength of our balance sheet and the solid progression of our earnings. And that is why the rating agencies --
most importantly in our conversations, they understand our leverage targets, they support them. They believe in us getting
them over a rational period of time and not all in one fell swoop. And that's very important because we do want to improve the
leverage, whether that's through acquisition or through a share repurchase or a combination. In terms of a rating, that's ultimately
up to them. We are not unhappy where we are at BBB plus, A2/P2, and I think that searches us well. And there would probably
be marginal if any value to us to even move to A. But that's ultimately up to them.

Finally, Robert, congratulations, Mark, congratulations on your position and looking forward to hearing from both of you in the
future.

Thanks for your comments.

Robert Sanchez - Ryder System, Inc. - CFO, Incoming
Thank you. Looking forward to meeting all of you and working with you closely.

Operator
Next question is from Todd Fowler. You may ask your question and please state your company name.

Todd Fowler - KeyBanc Capital Markets / McDonald Investments, Inc. - Analyst
KeyBanc Capital Markets. Greg, in the earnings release you talked a little bit about some deterioration in the fuel margins. I
wonder if you could provide a little bit of color of what's happening there. I thought fuel was always pretty much a passthrough
but if you can talk a little bit about, quantify the impact and obviously the nature of what's driving the declining margins there.


FINAL TRANSCRIPT

Fuel margin, although it's essentially a passthrough, we do earn a certain number of cents per gallon. So X cents per gallon, and
customers do take advantage of our buying power. The principal decline in this quarter has been due to just less gallons pumped,
primarily in the commercial rental side of the business. So you get less volume, less gallons pumped, therefore less cents per
gallon. We usually don't disclose right down to that next level of detail. We keep it at the fleet management solution level in
total.

So it really doesn't have too much to do, it's not a function of cost of fuel here in the quarter, it's volume.

That's correct. This is not -- as the price moves up and down it is less a factor unless there is some incredible activity like hurricane
related in the Gulf that drives the price up or down, but this is a situation of gallons pumped and less volume due to commercial
rental decline.

That's helpful. With the savings from the headcount reduction, should we expect to see the $20 million -- is that going to be
ratable in 2008 or would it be evenly throughout the year or would it be a bigger hit or a ramp up towards the end of the year?

It's probably fairly equal and how that plays out and how that may offset anything else we are facing next year, we will disclose
and share that when we do our 2008 plan in February.

Okay. A couple two real quick ones -- the share count and the tax rate that you are using in the guidance, would you care to
share that?

We, it was an earlier question about tax rate. We said you could kind of figure about the same level or a roughly 39% tax rate.
And your other question?

The share count for the fourth quarter guidance.

Share count should be what it is today.


FINAL TRANSCRIPT

So [58 million to 59 million].

September 30, we ended at 58 million shares.

Just lastly, I know we will see this when the Q comes out, but the dollar amount for the depreciation and pension benefit for
the quarter?

Yes, it's in the Q. Yes, it will be in there. I don't have that.

The pension was $10 million versus last year in the third quarter. And the other one was?

The depreciation benefit.

The depreciation was $3 million for the quarter versus last year.

For those of us who just couldn't wait for the Q to come out.

Have a good day.

Thanks a lot, guys.

Thank you. And since it's about 11:05 and we've gone over our time and I know many of you have to run to other transport calls,
we are going to end here. I thank you all for your interest and your questions, and if there's any follow up needed I know you
can get with Bob Brunn in Investor Relations. Thank you all very much.


FINAL TRANSCRIPT

Operator
Thank you. This concludes today's conference. Thank you for participating. You may disconnect at this time.

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