X0303 4 2011-02-22 0000887637 RAILAMERICA INC /DE RA 0001209718 WILLIAMS SCOTT G C/O RAILAMERICA, INC. 7411 FULLERTON STREET, SUITE 300 JACKSONVILLE FL 32256 0 1 0 0 Sr. V.P., General Counsel Common Stock 2011-02-22 4 A 0 21245 13.65 A 133408 D Common Stock 1510 I By children Grant of restricted shares to vest in three equal annual installments beginning Feb. 22, 2012, pursuant to the 2009 Omnibus Stock Incentive Plan. The holdings are owned by two children who share reporting person's household. The reporting person disclaims beneficial ownership of the shares held by his two children and this report should not be deemed an admission that the reporting person is the beneficial owner of his childrens' shares for purposes of Section 16 or for any other purpose. Scott G. Williams 2011-02-24