Ryder System (R) 8-K Ryder Reports First Quarter 2012 Results

First Quarter 2012

Earnings Conference Call

April 24, 2012

Exhibit 99.2

04/24/2012

Safe Harbor and Non-GAAP Financial Measures

Certain

statements

and

information

included

in

this

presentation

are

"forward-looking

statements"

under

the

Federal

Private

Securities

Litigation

Reform

Act

of

1995.

Accordingly,

these

forward-looking

statements

should

be

evaluated

with

consideration

given

to

the

many

risks

and

uncertainties

inherent

in

our

business

that

could

cause

actual

results

and

events

to

differ

materially

from

those

in

the

forward-looking

statements.

Important

factors

that

could

cause

such

differences

include,

among

others,

a

slowdown

of

the

economic

recovery

and

decreases

in

freight

demand,

our

ability

to

obtain

adequate

profit

margins

for

our

services,

our

inability

to

maintain

current

pricing

levels

due

to

soft

economic

conditions,

uncertainty

or

decline

in

economic

and

market

conditions

affecting

demand

for

our

services,

a

decline

in

the

market

for

used

vehicles

resulting

in

a

decline

in

residual

values

of

our

lease

or

rental

vehicles,

competition

from

other

service

providers,

customer

retention

levels,

unexpected

volatility

or

declines

in

automotive

or

high-tech

volume,

loss

of

key

customers

in

the

Supply

Chain

Solutions

(SCS)

business

segment,

unexpected

reserves

or

write-offs

due

to

the

deterioration

of

the

credit

worthiness

or

bankruptcy

of

customers,

changes

in

financial,

tax

or

regulatory

requirements

or

changes

in

customers’

business

environments

that

will

limit

their

ability

to

commit

to

long-term

vehicle

leases,

a

decrease

in

credit

ratings,

increased

debt

costs

resulting

from

volatile

financial

markets,

inability

to

achieve

planned

synergies

and

customer

retention

levels

or

anticipate

costs

and

liabilities

from

acquisitions,

labor

strikes

or

work

stoppages

affecting

our

or

our

customers’

business

operations,

driver

and

technician

shortages

and

increasing

driver

costs,

adequacy

of

accounting

estimates,

reserves

and

accruals

particularly

with

respect

to

pension,

taxes,

insurance

and

revenue,

a

decline

in

pension

plan

returns,

changes

in

obligations

relating

to

multi-employer

plans,

sudden

or

unusual

changes

in

fuel

prices,

our

ability

to

manage

our

cost

structure,

new

accounting

pronouncements,

rules

or

interpretations,

changes

in

government

regulations,

new

proposed

changes

in

lease

accounting

rules,

the

inability

to

comply

with

government

regulations

particularly

relating

to

various

state

and

federal

privacy,

employment

and

environmental

regulations,

new

legal

proceedings

or

unanticipated

outcomes

in

existing

legal

proceedings

and

the

risks

described

in

our

filings

with

the

Securities

and

Exchange

Commission.

The

risks

included

here

are

not

exhaustive.

New

risks

emerge

from

time

to

time

and

it

is

not

possible

for

management

to

predict

all

such

risk

factors

or

to

assess

the

impact

of

such

risks

on

our

business.

Accordingly,

we

undertake

no

obligation

to

publicly

update

or

revise

any

forward-looking

statements,

whether

as

a

result

of

new

information,

future

events,

or

otherwise.

This

presentation

includes

certain

non-GAAP

financial

measures

as

defined

under

SEC

rules,

including

operating

revenue,

comparable

earnings,

comparable

EPS

excluding

non-service

pension

costs,

2012

comparable

EPS

forecasts,

comparable

earnings

before

income

tax,

comparable

tax

rate,

adjusted

return

on

capital,

adjusted

total

capital,

total

cash

generated,

free

cash

flow,

total

obligations

and

the

ratios

based

on

these

financial

measures.

Refer

to

Appendix

–

Non-GAAP

Financial

Measures

for

more

information

about

the

non-GAAP

financial

measures

contained

in

this

presentation.

Additional

information

regarding

non-

GAAP

financial

measures

can

also

be

found

in

our

reports

filed

with

the

SEC,

which

are

available

in

the

Investors

area

of

our

website

at

investors.ryder.com.

2

Proprietary and Confidential

Contents

First

Quarter

2012

Results

Overview

Asset Management Update

Earnings Outlook

Q & A

04/24/2012

3

Proprietary and Confidential

04/24/2012

1st Quarter Results Overview

Earnings

per

diluted

share

from

continuing

operations

were

$0.68

in

1Q12

vs.

$0.50

in

1Q11

–

1Q12

included

a

$0.09

net

benefit

related

to

the

resolution

of

a

tax

matter,

partially

offset

by

acquisition-related

restructuring

costs

–

1Q11 included a $0.01 charge for acquisition-related restructuring costs

Comparable earnings per share from continuing operations were $0.59 vs.

$0.51 in 1Q11

Total revenue increased 8% (and operating revenue increased 9%) vs. prior

year reflecting the impact of organic revenue growth and acquisitions

4

Proprietary and Confidential

Key Financial Statistics

First Quarter

($ Millions, Except Per Share Amounts)

Note:  Amounts throughout presentation may not be additive due to rounding.

2012

2011

% B/(W)

Operating Revenue

1,228.9

$      

1,129.1

$      

9%

Fuel Services and Subcontracted Transportation Revenue

307.4

296.3

4%

Total Revenue

1,536.3

$      

1,425.4

$      

8%

Earnings Per Share From Continuing Operations

0.68

$           

0.50

$           

36%

Comparable Earnings Per Share From Continuing Operations

0.59

$           

0.51

$           

16%

Net Earnings Per Share

0.67

$           

0.48

$           

40%

Memo:

50.9

51.0

Tax Rate From Continuing Operations

26.9%

40.7%

Comparable Tax Rate From Continuing Operations

37.1%

40.7%

5.6%

5.1%

Comparable EPS from Continuing Operations excluding  

    Non-Service Pension Costs

0.69

$           

0.56

$           

23%

04/24/2012

5

Proprietary and Confidential

Average Shares (Millions) -

Diluted

Adjusted Return on Capital (Trailing 12 month)

04/24/2012

1st Quarter Results Overview -

FMS

Fleet Management Solutions (FMS) total revenue up 9% (and operating revenue

up 10%) vs. prior year

–

Contractual revenue up 6%

–

Full service lease revenue up 6%

–

Contract maintenance revenue increased 5%   

–

Commercial rental revenue up 26%

–

Fuel revenue up 7% due primarily to increase in fuel pass-throughs

FMS earnings before tax (EBT) up 20%

–

FMS EBT percent of operating revenue up 50 basis points to 6.4%

FMS earnings positively impacted by the Hill Hire acquisition, organic lease

growth, improved used vehicle sales results and commercial rental performance

–

These

benefits

were

partially

offset

by

higher

maintenance

costs

to

service

a

slightly

older

lease

fleet,

including

higher

outservicing

costs,

and

new

sales

commissions

6

Proprietary and Confidential

04/24/2012

1st Quarter Results Overview –

SCS (including DCC)

Supply

Chain

Solutions

(SCS)

total

revenue

up

7%

(and

operating

revenue

up

7%)

vs.

prior

year

due

to

higher

overall

freight

volumes

and

new

business,

as

well

as

a

prior

year

acquisition

SCS earnings before tax (EBT) up 8%

–

SCS

EBT

percent

of

operating

revenue

remained

unchanged

at

4.5%

SCS

earnings

increased

due

to

higher

freight

volumes

and

new

business

7

Proprietary and Confidential

04/24/2012

Business Segments

2012

2011

% B/(W)

2012

2011

% B/(W)

Operating Revenue:

Fleet Management Solutions

792.7

$    

719.0

$   

10%

1,071.4

$

980.1

$   

9%

Supply Chain Solutions   

(1)

484.6

452.7

7%

571.9

535.8

7%

Eliminations

(48.4)

(42.6)

(14)%

(107.0)

(90.5)

(18)%

   Total

1,228.9

$

1,129.1

$

9%

1,536.3

$

1,425.4

$

8%

Segment Earnings Before Tax:

(2)

Fleet Management Solutions

50.7

$      

42.4

$      

20%

Supply Chain Solutions   

(1)

21.9

20.2

8%

Eliminations

(6.5)

(4.9)

32%

66.1

57.6

15%

Central Support Services (Unallocated Share)

(9.5)

(8.7)

(9)%

Non-Service Pension Costs

(8.0)

(4.5)

(77)%

Restructuring and Other Charges, Net and Other Items

(0.9)

(0.8)

(13)%

Earnings Before Income Taxes

47.7

43.6

9%

Provision for Income Taxes

(12.8)

(17.8)

28%

Earnings from Continuing Operations

34.9

$      

25.9

$      

35%

Comparable Earnings from Continuing Operations

30.6

$      

26.3

$      

16%

Net Earnings

34.3

$      

25.1

$      

37%

Memo: Total Revenue

First Quarter

(1)

Combined Supply Chain Solutions and Dedicated Contract Carriage.

(2)

Our primary measure of segment financial performance excludes unallocated CSS, non-service pension costs, restructuring and other charges, net and other items.

($ Millions)

8

Proprietary and Confidential

04/24/2012

Capital Expenditures

2012 $

2012

2011

O/(U) 2011

Full Service Lease

436

$     

112

$     

324

$        

Commercial Rental

335

317

18

Operating Property and Equipment

16

18

(2)

Gross Capital Expenditures

787

448

339

Less: Proceeds from Sales (Primarily Revenue Earning Equipment)

94

71

23

Net Capital Expenditures

693

$     

377

$     

316

$        

Memo: Acquisitions

2

$         

84

$       

(82)

$         

First Quarter

($ Millions)

9

Proprietary and Confidential

04/24/2012

Cash Flow from Continuing Operations

First Quarter

($ Millions)

2012

2011

Earnings from Continuing Operations

35

$                

26

$                

Depreciation

227

206

Gains on Vehicle Sales, Net

(22)

(12)

Amortization and Other Non-Cash Charges, Net

14

12

Pension Contributions

(4)

(4)

Changes in Working Capital and Deferred Taxes

(63)

(10)

Cash Provided by Operating Activities

186

218

Proceeds from Sales (Primarily Revenue Earning Equipment)

94

71

Collections of Direct Finance Leases

15

15

Total Cash Generated

296

304

Capital Expenditures

(1)

(471)

(313)

     Free Cash Flow

(2)

(175)

$            

(10)

$              

(1)

Capital expenditures presented net of changes in accounts payable related to purchases of revenue earning equipment.

(2)

Free Cash Flow excludes acquisitions and changes in restricted cash.

10

Proprietary and Confidential

275%

234%

201%

146%

129%

151%

168%

157%

225%

183%

203%

261%

267%

275%

0%

50%

100%

150%

200%

250%

300%

12/31/00

12/31/01

12/31/02

12/31/03

12/31/04

12/31/05

12/31/06

12/31/07

12/31/08

12/31/09

12/31/10

12/31/11

3/31/12

Long Term

Target

Midpoint

Total Obligations to Equity

Balance Sheet Debt to Equity

04/24/2012

Debt to Equity Ratio

(1)

Represents

long

term

total

obligations

to

equity

target

of

250

-

300%

while

maintaining

a

strong

investment

grade

rating.

(2)

Total Equity includes impact of accumulated net pension related equity charge of $591 million as of 3/31/12, $595 million as of 12/31/11 and $420 million as of 3/31/11.

($ Millions)

(1)

11

Proprietary and Confidential

Contents

First Quarter 2012 Results Overview

Asset Management Update

Earnings Outlook

Q & A

04/24/2012

12

Proprietary and Confidential

04/24/2012

Units held for sale were 8,700 at quarter end, up from 5,000 units held for sale in the prior

year

–

Average units held for sale were 7,400 during the quarter, up from 5,200 in the prior year

The number of used vehicles sold in the first quarter were 5,000, up 22% from the prior

year

Proceeds per unit were up 20% for tractors and were up 3% for trucks in the first quarter

compared with prior year (excluding the impact of exchange rates)

–

Proceeds per unit were up 1% for tractors and up 1% for trucks vs. the prior quarter

Vehicles no longer earning revenue (including units held for sale) were 12,200 at quarter-

end, up 4,800 from the prior year

Average first quarter total commercial rental fleet was up 31% year-over-year (13%

excluding acquisitions)

Global Asset Management Update

(1)

(1)

Units rounded to nearest hundred.

13

Proprietary and Confidential

Contents

First Quarter 2012 Results Overview

Asset Management Update

Earnings Forecast

Q & A

04/24/2012

14

Proprietary and Confidential

04/24/2012

EPS Forecast –

Continuing Operations

($ Earnings Per Share)

(1)

Full Year 2012 Comparable EPS Forecast excludes a $0.10 tax benefit and a $0.02 restructuring charge.  Second Quarter 2012 Comparable EPS Forecast excludes $0.01

in restructuring charges. Full year 2011 excludes $0.09 in net tax charges, $0.05 in restructuring charges and $0.04 in acquisition transaction costs.

Raising full year EPS forecast from $4.00 -

$4.10 to $4.02 -

$4.12

Current forecast is as follows:

15

Proprietary and Confidential

Q&A

04/24/2012

16

Proprietary and Confidential

Appendix

Business Segment Detail

Central Support Services

Balance Sheet

Asset Management

Financial Indicators Forecast

New

Business

Segment

Presentation

(2009

–

2011)

New

SCS

Segment

Presentation

(2009

–

2011)

Revenue and EBT (10 year history)

Non-GAAP Financial Measures & Reconciliations

04/24/2012

17

Proprietary and Confidential

04/24/2012

Fleet Management Solutions (FMS)

2012

2011

% B/(W)

Full Service Lease

510.6

$         

483.3

$         

6%

Contract Maintenance

39.9

38.1

5%

Contractual Revenue

550.5

521.4

6%

Contract-related Maintenance

53.6

44.7

20%

Commercial Rental

171.2

135.7

26%

Other

17.4

17.3

1%

Operating Revenue

792.7

719.0

10%

Fuel Services Revenue

278.6

261.1

7%

Total Revenue

1,071.4

$      

980.1

$         

9%

Segment Earnings Before Tax (EBT)

50.7

$            

42.4

$            

20%

Segment EBT as % of Total Revenue

4.7%

4.3%

Segment EBT as % of Operating Revenue

6.4%

5.9%

First Quarter

($ Millions)

18

Proprietary and Confidential

04/24/2012

Supply Chain Solutions (SCS)

(1)

First Quarter

($ Millions)

2012

2011

% B/(W)

Automotive

139.7

$        

122.7

$        

14%

High-Tech

80.3

80.4

-

Retail & CPG

178.8

167.1

7%

Industrial & Other

85.8

82.5

4%

Operating Revenue

484.6

452.7

7%

Subcontracted Transportation

87.3

83.1

5%

Total Revenue

571.9

$        

535.8

$        

7%

Segment Earnings Before Tax (EBT)

21.9

$           

20.2

$           

8%

Segment EBT as % of Total Revenue

3.8%

3.8%

Segment EBT as % of Operating Revenue

4.5%

4.5%

Memo:

      Dedicated Services - Operating Revenue

282.1

$        

249.6

$        

13%

      Dedicated Services - Total Revenue

328.3

$        

287.9

$        

14%

      Fuel Costs

66.8

$           

53.8

$           

24%

(1)

Combined Supply Chain Solutions and Dedicated Contract Carriage.

(2)

Excludes Dedicated Services Subcontracted Transportation.

19

Proprietary and Confidential

(2)

04/24/2012

Central Support Services (CSS)

2012

2011

% B/(W)

Allocated CSS Costs

38.7

$       

36.6

$        

(6)%

Unallocated CSS Costs

9.5

8.7

(9)%

Total CSS Costs

48.2

$       

45.3

$        

(6)%

First Quarter

($ Millions)

20

Proprietary and Confidential

04/24/2012

Balance Sheet

March 31,

December 31,

2012

2011

Cash and Cash Equivalents

114

$               

105

$               

Other Current Assets

1,002

984

Revenue Earning Equipment, Net

5,530

5,050

Operating Property and Equipment, Net

626

624

Other Assets

878

856

Total Assets

8,149

$            

7,618

$            

Short-Term Debt / Current Portion Long-Term Debt

587

$               

274

$               

Other Current Liabilities

1,175

900

Long-Term Debt

3,006

3,108

Other Non-Current Liabilities (including Deferred Income Taxes)

2,009

2,018

Shareholders' Equity

1,371

1,318

Total Liabilities and Shareholders' Equity

8,149

$            

7,618

$            

($ Millions)

21

Proprietary and Confidential

04/24/2012

U.S. Asset Management Update

(a)

(a)

U.S. only

(b)

Excludes early terminations where customer purchases vehicle

(c)

Current year statistics may exclude some units due to a lag in reporting

(b)

Number of

Units

765

569

905

1,061

1,210

1,269

896

1,521

1,684

1,485

2,088

1,334

1,147

1,701

889

742

1,855

572

0

500

1,000

1,500

2,000

2,500

Redeployments

Extensions

Early Terminations 

1Q 07

1Q 08

1Q 09

1Q 10

1Q 11

1Q 12

(c)

Redeployments

–

vehicles

coming off-lease with useful

life remaining are redeployed

in the Ryder fleet (Commercial

Rental, SCS, or with another

Lease customer).

Extensions –

Ryder re-prices

lease contract and extends

maturity date.

Early terminations –

customer elects to terminate

lease prior to maturity.

Depending on the remaining

useful life, the vehicle may be

redeployed in the Ryder fleet

(Commercial Rental, SCS,

other Lease customer) or sold

by Ryder.

22

Proprietary and Confidential

04/24/2012

Financial Indicators Forecast

(1)

(1)

Total

Obligations

to

Equity

includes

acquisitions.

Free

Cash

Flow

and

Gross

Capital

Expenditures

exclude

acquisitions.

(2)

2000-2004

not

restated

for

operations

discontinued

in

2009.

(3)

Includes

$176

million

payment

to

the

IRS

related

to

full

resolution

of

1998

-

2000

tax

period

matters.

23

Proprietary and Confidential

New Business Segment Presentation

(1)

($ Millions)

04/24/2012

1Q 2011

2Q 2011

3Q 2011

4Q 2011

FY 2011

Operating Revenue:

Fleet Management Solutions

719.0

$    

778.9

$    

824.7

$    

813.3

$    

3,135.9

$

Supply Chain Solutions

452.7

456.8

476.3

471.8

1,857.5

Eliminations

(42.6)

(43.7)

(44.4)

(48.1)

(178.8)

   Total

1,129.1

$

1,192.0

$

1,256.5

$

1,237.0

$

4,814.6

$

Segment Earnings Before Tax:

Fleet Management Solutions

42.4

$      

71.5

$      

78.0

$      

73.8

$      

265.7

$    

Supply Chain Solutions

20.2

27.8

31.4

25.5

104.9

Eliminations

(4.9)

(6.5)

(5.7)

(7.1)

(24.2)

57.6

92.7

103.8

92.2

346.4

Central Support Services (Unallocated Share)

(8.7)

(11.2)

(11.5)

(11.1)

(42.5)

Non-service Pension Costs

(4.5)

(4.8)

(4.6)

(4.7)

(18.7)

Restructuring and Other Charges, Net and Other Items    

(0.8)

(1.7)

-

(3.3)

(5.8)

Earnings Before Income Taxes

43.6

75.0

87.7

73.1

279.4

Provision for Income Taxes

(17.8)

(34.1)

(30.7)

(25.4)

(108.0)

Earnings from Continuing Operations

25.9

$      

40.9

$      

56.9

$      

47.7

$      

171.4

$    

Comparable Earnings from Continuing Operations

26.3

$      

47.8

$      

56.4

$      

50.1

$      

180.6

$    

Net Earnings

25.1

$      

40.0

$      

56.5

$      

48.1

$      

169.8

$    

(1) Supply Chain Solutions and Dedicated Contract Carriage have been combined. Non-service pension costs have been excluded from segment earnings.

Note: Amounts may not recalculate due to rounding.

24

Proprietary and Confidential

New Business Segment Presentation

(1)

($ Millions)

Proprietary and Confidential

1Q 2010

2Q 2010

3Q 2010

4Q 2010

FY 2010

Operating Revenue:

Fleet Management Solutions

677.4

$    

709.0

$    

733.9

$    

726.3

$    

2,846.5

$

Supply Chain Solutions

350.2

368.5

377.2

377.6

1,473.5

Eliminations

(40.0)

(40.4)

(39.5)

(41.9)

(161.8)

   Total

987.6

$    

1,037.1

$

1,071.6

$

1,061.9

$

4,158.2

$

Segment Earnings Before Tax:

Fleet Management Solutions

27.3

$      

51.6

$      

60.3

$      

55.7

$      

194.9

$    

Supply Chain Solutions

15.2

21.6

24.5

20.4

81.7

Eliminations

(4.7)

(5.1)

(4.6)

(4.8)

(19.3)

37.8

68.1

80.2

71.3

257.3

Central Support Services (Unallocated Share)

(8.8)

(9.8)

(11.9)

(10.7)

(41.2)

Non-service Pension Costs

(6.5)

(6.1)

(6.3)

(7.8)

(26.6)

Restructuring and Other Charges, Net and Other Items    

-

-

-

(3.2)

(3.2)

Earnings Before Income Taxes

22.5

52.2

62.0

49.6

186.3

Provision for Income Taxes

(9.6)

(21.6)

(22.3)

(8.1)

(61.7)

Earnings from Continuing Operations

12.9

$      

30.6

$      

39.7

$      

41.5

$      

124.6

$    

Comparable Earnings from Continuing Operations

12.9

$      

30.6

$      

39.7

$      

33.8

$      

117.0

$    

Net Earnings

12.4

$      

29.8

$      

38.8

$      

37.1

$      

118.2

$    

04/24/2012

25

(1) Supply Chain Solutions and Dedicated Contract Carriage have been combined. Non-service pension costs have been excluded from segment earnings.

Note: Amounts may not recalculate due to rounding.

New Business Segment Presentation

(1)

($ Millions)

1Q 2009

2Q 2009

3Q 2009

4Q 2009

FY 2009

Operating Revenue:

Fleet Management Solutions

693.2

$    

712.6

$    

712.5

$    

699.5

$    

2,817.7

$

Supply Chain Solutions

341.1

347.0

362.8

361.0

1,412.0

Eliminations

(43.5)

(41.8)

(41.2)

(40.7)

(167.2)

   Total

990.8

$    

1,017.8

$

1,034.0

$

1,019.8

$

4,062.5

$

Segment Earnings Before Tax:

Fleet Management Solutions

40.7

$      

51.5

$      

47.6

$      

42.4

$      

182.2

$    

Supply Chain Solutions

12.7

17.7

26.8

19.5

76.6

Eliminations

(5.6)

(4.8)

(5.7)

(4.9)

(21.1)

47.8

64.4

68.7

57.0

237.8

Central Support Services (Unallocated Share)

(6.9)

(8.2)

(9.1)

(11.1)

(35.3)

Non-service Pension Costs

(11.8)

(11.0)

(11.5)

(11.4)

(45.6)

Restructuring and Other Charges, Net and Other Items    

(6.7)

0.2

(3.9)

(2.7)

(13.1)

Earnings Before Income Taxes

22.4

45.3

44.2

31.8

143.8

Provision for Income Taxes

(11.5)

(18.3)

(15.8)

(8.1)

(53.7)

Earnings from Continuing Operations

10.9

$      

27.1

$      

28.4

$      

23.7

$      

90.1

$      

Comparable Earnings from Continuing Operations

16.7

$      

27.0

$      

28.7

$      

22.2

$      

94.6

$      

Net Earnings

6.8

$        

22.9

$      

24.0

$      

8.2

$        

61.9

$      

04/24/2012

26

Proprietary and Confidential

(1) Supply Chain Solutions and Dedicated Contract Carriage have been combined. Non-service pension costs have been excluded from segment earnings.

Note: Amounts may not recalculate due to rounding.

04/24/2012

27

Proprietary and Confidential

New SCS Segment Presentation

(1)

1Q 2011

2Q 2011

3Q 2011

4Q 2011

FY 2011

Automotive

122.7

$    

107.8

$    

115.3

$    

123.3

$    

469.2

$    

High-Tech

80.4

85.4

84.0

83.8

333.6

Retail & CPG

167.1

176.1

187.6

180.3

711.0

Industrial & Other

82.5

87.6

89.3

84.3

343.7

Operating Revenue

452.7

456.8

476.3

471.7

1,857.5

Subcontracted Transportation

83.1

83.2

88.7

93.5

348.5

Total Revenue

535.8

$    

540.0

$    

565.0

$    

565.3

$    

2,206.0

$

Segment Earnings Before Tax (EBT)

20.2

$      

27.8

31.4

25.5

104.9

Segment EBT as % of Total Revenue

3.8%

5.1%

5.6%

4.5%

4.8%

Segment EBT as % of Operating Revenue

4.5%

6.1%

6.6%

5.4%

5.6%

Memo:

Dedicated Services - Operating Revenue

(2)

249.6

$    

249.4

$    

261.2

$    

267.0

$    

1,027.2

$

Dedicated Services - Total Revenue

287.9

$    

286.0

$    

303.9

$    

315.2

$    

1,193.0

$

Fuel Costs

53.8

$      

55.1

$      

54.9

$      

59.9

$      

223.7

$    

(1)

Combined Supply Chain Solutions and Dedicated Contract Carriage.

(2)

Excludes Dedicated Services Subcontracted Transportation.

Note: Amounts may not recalculate due to rounding.

04/24/2012

28

Proprietary and Confidential

New SCS Segment Presentation

(1)

1Q 2010

2Q 2010

3Q 2010

4Q 2010

FY 2010

Automotive

106.6

$    

113.1

$    

114.7

$    

114.2

$    

448.7

$    

High-Tech

72.3

74.7

79.3

82.5

308.8

Retail & CPG

95.6

98.6

100.2

100.3

394.7

Industrial & Other

75.8

82.1

83.0

80.5

321.3

Operating Revenue

350.2

368.5

377.2

377.6

1,473.5

Subcontracted Transportation

60.3

64.6

67.0

69.4

261.3

Total Revenue

410.5

$    

433.1

$    

444.3

$    

446.9

$    

1,734.8

$

Segment Earnings Before Tax (EBT)

15.2

$      

21.6

24.5

20.4

81.7

Segment EBT as % of Total Revenue

3.7%

5.0%

5.5%

4.6%

4.7%

Segment EBT as % of Operating Revenue

4.3%

5.9%

6.5%

5.4%

5.5%

Memo:

Dedicated Services - Operating Revenue

(2)

218.9

$    

231.6

$    

231.4

$    

230.8

$    

912.7

$    

Dedicated Services - Total Revenue

247.7

$    

260.8

$    

260.7

$    

261.7

$    

1,030.9

$

Fuel Costs

37.9

$      

41.1

$      

40.4

$      

43.3

$      

162.7

$    

(1)

Combined Supply Chain Solutions and Dedicated Contract Carriage.

(2)

Excludes Dedicated Services Subcontracted Transportation.

Note: Amounts may not recalculate due to rounding.

04/24/2012

29

Proprietary and Confidential

New SCS Segment Presentation

(1)

1Q 2009

2Q 2009

3Q 2009

4Q 2009

FY 2009

Automotive

94.9

$      

98.0

$      

107.3

$    

109.2

$    

409.3

$    

High-Tech

75.0

75.8

75.6

74.0

300.4

Retail & CPG

91.7

91.6

96.8

99.3

379.4

Industrial & Other

79.5

81.7

83.0

78.6

322.8

Operating Revenue

341.1

347.1

362.8

361.0

1,412.0

Subcontracted Transportation

41.2

44.8

52.5

60.3

198.9

Total Revenue

382.3

$    

391.9

$    

415.3

$    

421.4

$    

1,610.9

$

Segment Earnings Before Tax (EBT)

12.7

$      

17.7

26.8

19.5

76.6

Segment EBT as % of Total Revenue

3.3%

4.5%

6.5%

4.6%

4.8%

Segment EBT as % of Operating Revenue

3.7%

5.1%

7.4%

5.4%

5.4%

Memo:

Dedicated Services - Operating Revenue

(2)

213.5

$    

219.8

$    

229.3

$    

225.8

$    

888.4

$    

Dedicated Services - Total Revenue

227.1

$    

239.7

$    

253.8

$    

253.9

$    

974.5

$    

Fuel Costs

30.3

$      

31.7

$      

35.7

$      

37.0

$      

134.7

$    

(1)

Combined Supply Chain Solutions and Dedicated Contract Carriage.

(2)

Excludes Dedicated Services Subcontracted Transportation.

Note: Amounts may not recalculate due to rounding.

Segment –

Revenue

(1)

Total Revenue

Operating Revenue

(1)

2001-2003 not restated for discontinued operations.

(2)

FMS Operating Revenue excludes fuel services revenue.

(3)

SCS Operating Revenue excludes subcontracted transportation.

04/24/2012

($ Billions)

30

Proprietary and Confidential

Segment –

Earnings Before Tax (EBT)

(1)

EBT as % of Total Revenue

EBT as % of Operating Revenue

(1)

2001-2003 not restated for discontinued operations.

(2)

Excludes non-service pension costs.

04/24/2012

31

Proprietary and Confidential

04/24/2012

Non-GAAP Financial Measures

This presentation includes “non-GAAP financial measures”

as defined by SEC rules. As required by SEC

rules, we provide a reconciliation of each non-GAAP financial measure to the most comparable GAAP

measure.  Non-GAAP financial measures should be considered in addition to, but

not as a substitute for or

superior to, other measures of financial performance prepared in

accordance with GAAP.

Specifically, the following non-GAAP financial measures are included in this presentation:

Non-GAAP Financial Measure

Comparable GAAP Measure

Reconciliation & Additional Information

Presented on Slide Titled

Page

Operating Revenue

Total Revenue / Total Revenue Forecast

Key Financial Statistics

5

Comparable Earnings / Comparable EPS

Earnings / EPS from Continuing Operations

Earnings and EPS from Continuing Operations

Reconciliation / Earnings from Continuing

Operations Reconciliation 2009 / Earnings from

Continuing Operations Reconciliation 2010 /

Earnings from Continuing Operations

Reconciliation 2011

33, 42-

44

Comparable EPS Excluding Non-Service Pension

Costs

EPS from Continuing Operations

Earnings and EPS from Continuing Operations

Reconciliation

33

Comparable Earnings Before Income Tax /

Comparable Tax Rate

Earnings Before Income Tax / Tax Rate

EBT and Tax Rate from Continuing Operations

Reconciliation

34

Comparable EPS Forecast

EPS Forecast

EPS Forecast –

Continuing Operations

15

Adjusted Return on Capital / Adjusted Total Capital

Net Earnings / Total Capital

Adjusted Return on Capital Reconciliation  /

Segment Adjusted Return on Capital

Reconciliation

36-37

Total Cash Generated / Free Cash Flow

Cash Provided by Operating Activities

Cash Flow Reconciliation

39-40

Total Obligations / Total Obligations to Equity

Balance Sheet Debt / Debt to Equity

Debt to Equity Reconciliation

37-38

FMS and SCS  Operating Revenue

FMS and SCS  Total Revenue

Fleet Management Solutions / Supply Chain

Solutions / New SCS Segment Presentation ,

FMS Operating Results 2009-2011

18,19,

27-29,

41

32

Proprietary and Confidential

Earnings and EPS from Continuing Operations Reconciliation

($ Millions or $ Earnings Per Share)

1Q12 -

1Q12 -

1Q11 -

1Q11 -

Earnings

EPS

Earnings

EPS

Reported

34.9

$    

0.68

$    

25.9

$    

0.50

$    

Tax Benefits

(5.0)

(0.10)

-

-

Restructuring Charges

0.6

0.01

0.5

0.01

Comparable

30.6

0.59

26.3

0.51

Non-Service Pension Costs

4.9

0.10

2.7

0.05

Comparable EPS excluding Non-Service Pension Costs

35.5

$    

0.69

$    

30.8

$    

0.56

$    

Proprietary and Confidential

33

04/24/2012

EBT and Tax Rate from Continuing Operations Reconciliation

($ Millions or $ Earnings Per Share)

1Q12 -

1Q12 -

1Q12 -

EBT

Tax

Tax Rate

Reported

47.7

$     

12.8

$    

26.9%

Tax Benefits

-

5.0

Restructuring Charges

0.9

0.2

Comparable

48.6

$     

18.0

$    

37.1%

04/24/2012

34

Proprietary and Confidential

04/24/2012

Adjusted Return on Capital Reconciliation

($ Millions)

(1)

Earnings calculated based on a 12-month rolling period.

(2)

Interest expense includes interest on off-balance sheet vehicle obligations.

(3)

Income taxes were calculated by excluding taxes related to comparable earnings items and interest expense.

(4)

The average is calculated based on the average GAAP balances.

(5)

Represents comparable earnings items for those periods.

3/31/12

3/31/11

Net Earnings

(1)

179

$     

131

$     

Restructuring and Other Charges, Net and Other Items

6

7

Income Taxes

103

69

Adjusted Earnings Before Income Taxes

288

207

Adjusted Interest Expense

(2)

135

134

Adjusted Income Taxes

(3)

(156)

(132)

Adjusted Net Earnings

268

$     

209

$     

Average Total Debt

(4)

3,256

$  

2,591

$  

Average Off-Balance Sheet Debt

(4)

72

109

Average Total Shareholders' Equity

(4)

1,409

1,403

Average Adjustments to Shareholders' Equity

(5)

5

(1)

Adjusted Average Total Capital

4,742

$  

4,102

$  

Adjusted Return on Capital

5.6%

5.1%

35

Proprietary and Confidential

04/24/2012

Segment Adjusted Return on Capital Reconciliation

($ Millions)

36

Proprietary and Confidential

04/24/2012

Debt to Equity Reconciliation

% to

% to

% to

% to

% to

% to

% to

% to

12/31/00

Equity

12/31/01

Equity

12/31/02

Equity

12/31/03

Equity

12/31/04

Equity

12/31/05

Equity

12/31/06

Equity

12/31/07

Equity

Balance Sheet Debt

$2,017

161%

$1,709

139%

$1,552

140%

$1,816

135%

$1,783

118%

$2,185

143%

$2,817

164%

$2,776

147%

Receivables Sold

345

110

-

-

-

-

-

-

PV of minimum

lease payments

and guaranteed

residual values

under operating

leases for

vehicles

879

625

370

153

161

117

78

178

PV of contingent

rentals under

securitizations

209

441

311

-

-

-

-

-

Total Obligations

$3,450

275%

$2,885

234%

$2,233

201%

$1,969

146%

$1,944

129%

$2,302

151%

$2,895

168%

$2,954

157%

Note:

In

connection

with

adopting

FIN

46

effective

July

1,

2003,

the

Company

consolidated

the

vehicle

securitization

trusts

previously

disclosed

as

off-balance

sheet

debt.

($ Millions)

37

Proprietary and Confidential

04/24/2012

Debt to Equity Reconciliation

($ Millions)

Note: Amounts may not recalculate due to rounding.

% to

% to

% to

% to

% to

12/31/08

Equity

12/31/09

Equity

12/31/10

Equity

12/31/11

Equity

3/31/12

Equity

3/31/11

Balance Sheet Debt

$2,863

213%

$2,498

175%

$2,747

196%

$3,382

257%

$3,593

262%

$2,809

Receivables Sold

-

-

-

-

-

-

PV of minimum

lease payments and

guaranteed residual

values under

operating leases for

vehicles

163

119

100

64

63

99

Total Obligations

$3,026

225%

$2,617

183%

$2,847

203%

$3,446

261%

$3,656

267%

$2,908

38

Proprietary and Confidential

04/24/2012

($ Millions)

Cash Flow Reconciliation 

39

Proprietary and Confidential

(1)

Amounts have not been recasted for discontinued operations

(2)

Capital expenditures presented net of changes in accounts payable related to purchases of revenue earning equipment.

(3)

Free Cash Flow excludes acquisitions and changes in restricted cash.

04/24/2012

($ Millions)

(1)

Capital expenditures presented net of changes in accounts payable related to purchases of revenue earning equipment.

(2)

Free Cash Flow excludes acquisitions and changes in restricted cash.

Cash Flow Reconciliation 

40

Proprietary and Confidential

FMS Operating Results 2009 -

2011

($ Millions)

1Q 2009

2Q 2009

3Q 2009

4Q 2009

FY 2009

Fleet Management Solutions

Operating Revenue

693.2

$    

712.6

$    

712.5

$    

699.5

$    

2,817.7

$

Fuel Services Revenue

170.3

178.7

200.3

200.8

750.1

   Total

863.5

891.3

912.8

900.2

3,567.8

1Q 2010

2Q 2010

3Q 2010

4Q 2010

FY 2010

Fleet Management Solutions

Operating Revenue

677.4

$    

709.0

$    

733.9

$    

726.3

$    

2,846.5

$

Fuel Services Revenue

206.6

222.2

215.1

221.8

865.6

   Total

884.0

931.2

948.9

948.1

3,712.2

1Q 2011

2Q 2011

3Q 2011

4Q 2011

FY 2011

Fleet Management Solutions

Operating Revenue

719.0

$    

778.9

$    

824.7

$    

813.3

$    

3,135.9

$

Fuel Services Revenue

261.1

285.6

274.4

261.3

1,082.5

   Total

980.1

1,064.5

1,099.0

1,074.7

4,218.3

04/24/2012

41

Proprietary and Confidential

Earnings from Continuing Operations Reconciliation 2009

($ Millions or $ Earnings Per Share)

1Q09 -

2Q09 -

3Q09 -

4Q09 -

FY09 -

Earnings

Earnings

Earnings

Earnings

Earnings

Reported

10.9

$    

27.1

$    

28.4

$    

23.7

$    

90.1

$  

International Asset Impairment

3.9

-

0.2

2.4

6.7

Reversal of Tax Reserves

-

-

(2.2)

-

(2.2)

Tax law changes

-

-

-

(4.1)

(4.1)

Restructuring Charges (Recovery)

1.9

(0.1)

2.3

0.2

4.2

Comparable

16.7

$    

27.0

$    

28.7

$    

22.2

$    

94.6

$  

Proprietary and Confidential

42

04/24/2012

Earnings from Continuing Operations Reconciliation 2010

($ Millions or $ Earnings Per Share)

1Q10 -

2Q10 -

3Q10 -

4Q10 -

FY10 -

Earnings

Earnings

Earnings

Earnings

Earnings

Reported

22.5

$    

52.2

$    

62.0

$    

41.4

$    

124.6

$   

Int'l Asset Gain on Sale

-

-

-

(0.9)

(0.9)

Tax Benefits

-

-

-

(10.8)

(10.8)

Acquisition Related Transaction Costs

-

-

-

4.1

4.1

Comparable

22.5

$    

52.2

$    

62.0

$    

33.8

$    

117.0

$   

Proprietary and Confidential

43

04/24/2012

Earnings from Continuing Operations Reconciliation 2011

($ Millions or $ Earnings Per Share)

1Q11 -

2Q11 -

3Q11 -

4Q11 -

FY11 -

Earnings

Earnings

Earnings

Earnings

Earnings

Reported

25.9

$    

40.9

$    

56.9

$    

47.7

$    

171.4

$      

Tax Law Changes/Benefits

-

5.4

(0.6)

-

4.8

Acquisition Transaction Costs

-

1.5

-

0.4

1.9

Restructuring Charges

0.5

-

-

2.0

2.5

Comparable

26.3

$    

47.8

$    

56.4

$    

50.1

$    

180.6

$      

Proprietary and Confidential

44

04/24/2012

*

*

*

*

*

*

*

* * * * * * *