On December 5, 2008, Wabtec completed its acquisition of Standard Car Truck ("Standard Car Truck", or "SCT") pursuant to a Stock Purchase Agreement (the "Agreement") by and among the Company, SCT, and Robclif, Inc., dated September 12, 2008.

Based in Park Ridge, Ill., Standard Car Truck was founded in 1896 and is the worldwide leader in stabilization systems for freight cars, including engineered truck (undercarriage) components such as springs, friction wedges and wear plates. Its Barber ® brand truck design is used throughout the world and holds a leading share of the North American market. The company also manufactures and services locomotive components, including compressors and pumps.

The total consideration paid by the Company in connection with the acquisition was approximately $304.7 million in cash. The Company financed the transaction with proceeds from a new, $500 million credit facility, which consists of a $200 million term loan and a $300 million revolving line of credit.

The foregoing description of the transaction consummated pursuant to the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement, which was filed as Exhibit 10.1 to the Company's Third Quarter Report on Form 10-Q, filed on November 6, 2008, and is incorporated herein by reference.

On December 8, 2008, the Company issued a press release announcing that it completed the acquisition of SCT. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

(a) Financial Statements of Business Acquired

The required audited financial statements of SCT as of and for the year ended December 31, 2007 are attached hereto as Exhibit 99.2 and are incorporated in their entirety herein by reference.

The required unaudited financial statements of SCT as of and for the nine months ended September 30, 2008 and 2007 are attached hereto as Exhibit 99.3 and are incorporated in their entirety herein by reference.

(b) Unaudited Pro Forma Financial Information

The required unaudited pro forma financial information as of and for the nine months ended September 30, 2008 and for the year ended December 31, 2007 is attached hereto as Exhibit 99.4 and is incorporated in its entirety herein by reference.

(c) None.

Exhibit No.                              Exhibit Description

   23.1           Consent of Independent Certified Public Accountants

   99.1           Press release dated December 8, 2008*

   99.2           Consolidated Financial Statements and Report of Independent
                  Certified Public Accountants, Standard Car Truck Company and
                  Subsidiaries, December 31, 2007

   99.3           Consolidated Financial Statements Standard Car Truck Company and
                  Subsidiaries September 30, 2008 and 2007

   99.4           Unaudited Pro Forma Condensed Combined Financial Information

* Previously filed as an exhibit to Wabtec's Current Report on Form 8-K filed on December 10, 2008.