Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
WALLACE TIMOTHY R
  2. Issuer Name and Ticker or Trading Symbol
TRINITY INDUSTRIES INC [NYSE/TRN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman, President & CEO
(Last)
(First)
(Middle)
2525 STEMMONS FREEWAY
3. Date of Earliest Transaction (Month/Day/Year)
03/10/2006
(Street)

DALLAS, TX 75207
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock               1,171 I 401(k) Plan
Common Stock 03/10/2006   J(4)   72,850 D $ 0 18,213 I by GTW LP, a Limited Partnership
Common Stock 03/10/2006   J(6)   72,850 A $ 0 91,063 I by GTW LP, a Limited Partnership
Common Stock 03/10/2006   J(5)   38,459 D $ 0 0 I by 2525 Investment, LP a Limited Partnership
Common Stock 03/10/2006   J(7)   38,459 A $ 0 38,459 I by 2525 Investment, LP a Limited Partnership
Common Stock 03/10/2006   J(4)   72,850 A $ 0 499,056 D  
Common Stock 03/10/2006   J(5)   38,459 A $ 0 537,515 D  
Common Stock 03/10/2006   F   231,720 D $ 53.07 305,795 D  
Common Stock 03/10/2006   M   17,128 A $ 25.11 322,923 D  
Common Stock 03/10/2006   M   80,000 A $ 29.4375 402,923 D  
Common Stock 03/10/2006   M   130,581 A $ 23 533,504 D  
Common Stock 03/10/2006   M   104,606 A $ 21.71 638,110 D  
Common Stock 03/10/2006   M   13,700 A $ 28.41 651,810 D  
Common Stock 03/10/2006   M   6,500 A $ 39.3125 658,310 D  
Common Stock 03/10/2006   J(6)   72,850 D $ 0 585,460 D  
Common Stock 03/10/2006   J(7)   38,459 D $ 0 547,001 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 25.11 03/10/2006   M     17,128   (1) 03/21/2007 Common Stock 17,128 $ 0 0 D  
Employee Stock Option (right to buy) $ 29.4375 03/10/2006   M     80,000   (2) 10/29/2009 Common Stock 80,000 $ 0 0 D  
Employee Stock Option (right to buy) $ 23 03/10/2006   M     130,581   (3) 04/03/2010 Common Stock 130,581 $ 0 0 D  
Employee Stock Option (right to buy) $ 21.71 03/10/2006   M     104,606   (3) 05/09/2012 Common Stock 104,606 $ 0 0 D  
Employee Stock Option (right to buy) $ 28.41 03/10/2006   M     13,700   (1) 05/10/2014 Common Stock 68,500 $ 0 54,800 D  
Employee Stock Options (right to buy) $ 39.3125 03/10/2006   M     6,500   (2) 12/07/2008 Common Stock 45,000 $ 0 38,500 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
WALLACE TIMOTHY R
2525 STEMMONS FREEWAY
DALLAS, TX 75207
  X   X   Chairman, President & CEO  

Signatures

 Michael G. Fortado For: Timothy R. Wallace   03/14/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Option Term is Ten Years. Options vest over 5 years at twenty percent (20%) per year beginning on the first anniversary of the grant date.
(2) Option Term is Ten Years. Options vest over 4 years at twenty-five percent (25%) per year beginning on the first anniversary of the grant date.
(3) Option Term is Ten Years. Options vest over 3 years at thirty-three & one-third percent (33 1/3%) per year beginning on the first anniversary of the grant date.
(4) Prorata distribution of shares by GTW LP, a limited partnership, to the reporting person pursuant to Rule 16a-13.
(5) Prorata distribution of shares by 2525 Investments, a limited partnership, to the reporting person pursuant to Rule 16a-13.
(6) Transfer of shares by reporting person to GTW LP, a Limited Partnership
(7) Transfer of shares by reporting person to 2525 Investment, LP a Limited Partnership

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