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

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): December 8, 2004

RailAmerica, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	000-20618	65-0328006
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
5300 Broken Sound Blvd., N.W., Boca Raton, Florida		33487
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 561-994-6015

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Other Events.

On December 8, 2004, RailAmerica, Inc. (the "Company") completed the sale of its Arizona Eastern Railway Company and West Texas and Lubbock Railroad Company subsidiaries to Permian Basin Railways, Inc. The Company received cash proceeds of $2.75 million for the sale of its shares of the Arizona Eastern Railroad Company and cash proceeds of $1.75 million and a note in the amount of $3.55 million for the sale of its shares in the West Texas and Lubbock Railroad Company.

On December 8, 2004, the Company issued a press release announcing the completion of the sale of the subsidiaries. A copy of the press release is filed with this Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(c) The following exhibit is being filed herewith:

Exhibit No. Description
99.1 Press Release, dated December 8, 2004, issued by RailAmerica, Inc. announcing the sale of its Arizona Eastern Railway Company and West Texas and Lubbock Railroad Company subsidiaries.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	RailAmerica, Inc.
December 10, 2004	By:	Michael J. Howe
		Name: Michael J. Howe
		Title: Executive Vice President and Chief Financial Officer (Principal Financial Officer)

Exhibit Index

Exhibit No.	Description
99.1	Press Release, dated December 8, 2004, announcing RailAmerica Inc.'s sale of AZER and WTLR subsidiaries.