SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Kehler Dean C

(Last)

(First)

(Middle)

622 THIRD AVENUE

35TH FLOOR

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/05/2005

3. Issuer Name and Ticker or Trading Symbol
FreightCar America, Inc. [ RAIL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of 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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock⁽¹⁾	372,541	I	I⁽²⁾
Common Stock	24,054	I	I⁽³⁾
Common Stock	156,851	I	I⁽⁴⁾
Common Stock	242,581	I	I⁽⁵⁾
Common Stock	264,648	I	I⁽⁶⁾
Common Stock	38,500	I	I⁽⁷⁾
Common Stock	56,100	I	I⁽⁸⁾
Common Stock	1,551,825	I	I⁽⁹⁾
Series A Voting Preferred Stock	70	I	I⁽⁷⁾
Series A Voting Preferred Stock	102	I	I⁽⁸⁾
Series A Voting Preferred Stock	2,500	I	I⁽⁹⁾
Series B Voting Preferred Stock	677.349	I	I⁽²⁾
Series B Voting Preferred Stock	43.734	I	I⁽³⁾
Series B Voting Preferred Stock	285.183	I	I⁽⁴⁾
Series B Voting Preferred Stock	441.056	I	I⁽⁵⁾
Series B Voting Preferred Stock	481.178	I	I⁽⁶⁾
Series B Voting Preferred Stock	321.5	I	I⁽⁹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

1. See Remarks

2. Shares directly held by Trimaran Fund II, L.L.C.

3. Shares directly held by Trimaran Capital, L.L.C.

4. Shares directly held by Trimaran Parallel Fund II, L.P.

5. Shares directly held by CIBC Employee Private Equity Fund (Trimaran) Partners

6. Shares directly held by CIBC Capital Corporation

7. Shares directly held by Trimaran Fund Management, L.L.C.

8. Shares directly held by Trimaran Advisors, L.L.C.

9. Shares directly held by Caravelle Investment Fund, L.L.C.

Remarks:

(1) This report is filed by Dean C. Kehler, a managing member of (i) Trimaran Investments II, L.L.C. ("Trimaran II"), the managing member of Trimaran Fund II, L.L.C., Trimaran Capital, L.L.C., and Trimaran Parallel Fund II, L.P., and the party with sole power to vote and dispose of shares held by CIBC Employee Private Equity Fund (Trimaran) Partners and CIBC Capital Corporation, (ii) Trimaran Advisors, L.L.C., the investment advisor to Caravelle Investment Fund, L.L.C., and (iii) Trimaran Fund Management, L.L.C. The reported securities are directly owned by Trimaran Fund II, L.L.C., Trimaran Capital, L.L.C., Trimaran Parallel Fund II, L.P., CIBC Employee Private Equity Fund (Trimaran) Partners, CIBC Capital Corporation, Trimaran Advisors, L.L.C., Trimaran Fund Management, L.L.C., and Caravelle Investment Fund, L.L.C. The Reporting Person on this Form 3 disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. Exhibit List Exhibit 24 - Power of Attorney

	/s/ John Papachristos, John Papachristos, Attorney-In-Fact	04/05/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
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