Ladies and gentlemen thank you for standing-by and welcome to Hertz Global Holdings third quarter 2008 earnings conference call. At this time all participants are in a listen-only mode. Later we will conduct a question-and -answer session. Instructions will be given at that time. (Operator instructions) The company has asked me to remind you that certain statements made on this call contain forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not guarantees of performance, and by their nature are subject to inherent uncertainties. Actual results may differ materially. Any forward-looking information relayed on this call speaks only as of this date, and the company undertakes no obligation to update that information to reflect changed circumstances. Additional information concerning these statements is contained in the company’s press release regarding its third quarter results issued yesterday and in the Risk Factors and Forward-looking Statements Section of the company’s 2007, Form 10-K and its Form 10-Q for the three months ended June 30, 2008. Copies of these filings are available from the SEC, the Hertz website, or the company’s Investor Relations Department. I also want to remind you that this call is being recorded by the company. I would now like to turn the call over to our host, Rich Broome. Please go ahead sir.

Good morning, and welcome to Hertz Global Holdings third quarter 2008 conference call. For those of you I haven’t met I service the company’s Corporate Affairs and Communications Officer and on an interim basis I am also serving as Investor Relations officer. I look forward to working with all of you. You should all have our press release and associated financial information. We have also provided slides to accompany our conference call which can on our website www.hertz.com/investorrelations. In a minute, I will turn the call over to Mark Frissora, Hertz’s Chairman and CEO. Also speaking today is Elyse Douglas, Hertz Chief Financial Officer. In addition, joining us today for the Q&A session are Joe Nothwang, Executive Vice President and President, Vehicle Rental and Leasing, The Americas and Pacific, Michel Taride, Executive Vice President and President Hertz Europe, Limited, and Gerry Plescia, Executive Vice President and President of Hertz. Today, we will use certain non-GAAP financial measures, all of which are reconciled with GAAP numbers in our press release which is posted on our website. We believe that our profitability and performance is better demonstrated using these non-GAAP metrics. Our call today focuses on Hertz Global Holdings, the publicly traded company. Results for the Hertz Corporation differed only slightly, as explained in our press release. And, now, I’ll turn the call over to Mark Frissora.

Thanks, Rich, and good morning, everyone thanks for joining us today. Let’s start if can with slide five. You will recall that we reported good results in the second quarter by overcoming a challenging business environment, because of our efficiency initiatives in our global revenue footprint. We first experienced declining volumes in the fourth quarter of last year, and unfortunately conditions continue to deteriorate. We are currently experiencing twice the level of volume contraction that we have encountered historically and the third quarter was challenging for both the macro economic and our industry. Accordingly, we implemented aggressive strategic actions to improve liquidity and customer satisfaction and those actions which I will describe in a moment, negatively impacted third quarter earnings by more than $58 million. However, we believe these actions better position Hertz to optimize growth and liquidity going forward and especially in the current quarter, when we generate most of our cash flow. The other headline is that our liquidity is already strong, almost $4.6 billion at the end of the third quarter, in part because of $825 million Variable Funding Note facility we completed in September. Make no mistake that everyone on the management team is committed to improving our results, which I would know file on exceptionally strong third quarter last year. We have already taken additional structural actions to right-size the business. These actions include, further reducing wage and benefit cost. Headcount has been reduced by almost 7,100 full-time employees were 22% since August of 2006. This includes the programs we initiated in September to reduce headcount by almost 1,400 employees. Accelerating vehicle and equipment deletions and at least temporary delay in additions to right-size the fleet to current demand levels, we sold over 4,500 more cars than usual in the U.S. and our ended U.S.…

Thank you, Mark and good morning everyone. I will begin this morning by discussing the operating environments and outlook for the car rental and equipment rental businesses. Let’s start with the third quarter operating results for the Rent-A-Car division. On slide 16, we have included a table showing the major car rental operating statistics. The table highlights and brings other metrics to volume declines Mark mentioned earlier. As you can see, transaction days in the U.S. decreased by 5.6% year-over-year driven by a 7.3% decline in on airport days and a 1.6% decline in off-airport volume. A key driver was a reduction in corporate travel during the quarter. Transaction day decline was partially offset by the increase in average rental length in the U.S., which was positive 4.2% in the past quarter with growth across almost all major customer categories. This reflects the shift online leisure rental stores and strong growth in international inbound customers. Hertz domestic rental car pricing in the third quarter as reflected in RPD, finished slightly above prior year by 0.4% for the quarter. On-airport the pricing increased by 0.7% and off-airport by 0.6%, also impacting RPD was the increase in the proportion of off-airport rental activity in the overall mix. During July and August, the summer peak season, we were able to increase rates and take yield action to improve RPD. However, overall pricing soften in September. Commercial pricing was under pressure throughout the period. Nevertheless, we resigned over 99% of customers to contractors from negotiated in the third quarter. Recent action have been taken to improve fourth quarter car and equipment rental pricing as you may have seen in our recent press release on this subject. This increase impact about 40% of our worldwide car rental business and 80% of our equipment rental business.…

Thanks, Elyse. Our initial guidance for the full-year of 2008 was weighted towards the third quarter and fourth quarters based on expectations that the economy would strengthen in the second half of the year. Based on what we experienced during the second quarter and into August, we lowered our guidance on August 8, conference call to what we thought were sustainable levels. Since then, we have seen conditions deteriorate further across all geographies. It is clear that we will not meet our revised guidance. Additionally, the impact of reduced demand, lower pricing have residual market conditions on profitability has become increasingly difficult to assess. For this reason, we are suspending giving specific guidance on individual financial metrics. What is the economy and market conditions stabilize in our visibility over our businesses improves, we expect resumed guidance. Typically, Hertz is considered a leading indicator of economic activity. Car rentals tend to slow early in the cycle as corporate and discretionary travels curtail as then in one of the earliest industries, we are one of the earliest industries recovered due to pent-up demand. As discussed, we haven’t then just hoping for an early recovering. We have been moving aggressively to right-size the business to achieve the best long-term results possible. That said we expect the total company and each of business segment to be profitable for the full-year 2008 on an adjusted pre-tax basis. We also expect to generated levered cash flow, which will enable us to reduce net corporate debt and net total debt. We continued to be comfortable with our debt covenant cushions and overall liquidity, which exceeds $4.5 billion subsequent borrowing base of liability. We gladly, we will not be more specific and provide you with dollar amounts. This past quarter was certainly challenging, but the Management Team is determined to deliver performance at the highest level possible regardless of the economic conditions. Our cost cutting purpose we believe is fair to low among our competitors. Our revenue diversification in growth platforms are strong multi passage in global. Although, these industries are giving us ample runway in this difficult environment, we believe the real payoff comes when the economy stabilizes and improves. We are still relying as I believe that Hertz will merge some current conditions with a wider lead over the competition due to our global brand recognition, expansion geographic networks to Hertz product lines and customers sectors. Streamline organization and strong liquidity in balance sheet. Now, Operator we are ready to take questions.

Thank you. (Operator instructions) And our first question is from the line of Chris Agnew with Goldman Sachs; go ahead please.

Thank you very much, good morning. Mark first question on the fleet, I think you mentioned that you believe fleet levels are currently tight today. I was wondering if you could give us a specific number domestically, and then can we get a sense of what’s your flexibility next year? And maybe what are your plans for fleet levels next year? To make sure your fleet is tight versus demand. I mean as assuming that demand is going to be down year-over-year? How do you cop going into 1Q, 2Q and 3Q? And related to that your 10% pricing increase, in lease or I mean how much you are actually realizing today in the 40% of the fleet that you are addressing?

Okay, let’s sketch the questions. One is related to fleet and you got it right Chris. We feel that today as I am speaking we are actually tightly fleeted in both Europe and the U.S. and I can tell you that we’re experiencing utilization improvements. So, that’ what the best I can tell you because of a, part of our fleet strategy is to, it’s competitive if you will source of competitive advantage. So, in terms of next year’s fleet planning, it significantly reduces. We’re still planning with that right, but I can tell you that number is significantly different than it was for a fleet plan for 2009. So, our 2009 fleet plan and what cars we’re going to buy for 2009 is down and it’s based again on preserving the capacity go up because we feel like, we can get cars we need them. It’s an environment where it’s fairly easy to get cars as you might imagine, much harder to sell them, so, we’re making sure that we’re tight with the option to flex up quickly whenever we need it and we feel like, that is kind of the strategy that we’ve embarked on the last 60-days and for the fourth quarter, again we haven’t really given much guidance in this area, but we do feel that for the fourth quarter as it relates to the fleet. We will be very light weighted and we will be able to take advantage of liquidity that basically is the after effect of having that type, we think fourth quarter environment is pretty weak. Right now, at the end of the Q3, U.S. cars are actually down 17,000, we have 17,000 less cars in the U.S. as it relates to pricing, again I can’t talk all of that pricing on this call other than the fact that if we have 40% of our revenues are kind of tied in the U.S. to that price increase we announced. So, that if that pricing holds and you can do the math on what the net impact would be for us in the U.S. Anyone, Elyse anything you want to add to not.

No, I think that’s pretty much --.

Okay, and then maybe one more question before I move on. On debt financing I mean a lot of your competitors are ageing their fleets aggressively amongst other actions to reduce overall fleet financing needs, and then they are withdrawing cash collateral out of the fleet financing subs. Is that some and they are doing at I think more out of necessity, could you do the same? And would you consider that in terms of than using as paying down our net corporate debt?

Chris, this is Elyse. We did the same thing in our program as cash goes into the HPF to the extent that it is not required for credit enhancement. We do dividend effect to the corporation and that’s done on a regular basis, and yes it could be used to pay down corporate debt to the extent. We don’t need it for enhancement.

But we did not age our fleets to the extent our competitors do.

Not to the same extent.

Not nearly as much. So if could we age them more and do that more absolutely if we wanted to, but that is not something we choose to do.

The average day’s cars sold this quarter was 16-months versus 13-months a year ago.

And then just finally, I mean should we be expecting in that book value of your fleet to reduce overtime I mean I guess there is other factors like risk mix and I guess the size of cars, types of vehicles?

Yes, given what we are seeing in the marketplace yes.

Absolutely, yes.

Great. Thanks a lot.

Thank you and next we will go to Manav Patnaik with Barclays Capital; go ahead please.

Thank you. Hi, guys. First a few follow-up question on the fleet side, typically going into the fourth quarter on a quarter-over-quarter basis it seems just sort of your average number of vehicles at least on the U.S. side has managed to comedown 5% plus. Could you give us a color on – if given the situation in the auction market if you things it comes to reduce that fleet number by at least 5% level?

Yes, I think the answer to your is yes easy, what we did and just to be clear on this, as we exercise and sold a lot of risk cars in the third quarter. So, and then we took obviously the hits on those risks cars, but we did have strategically and we will have purpose knew that we would take again to earnings and we sold those risk cars and then the cars that we delete in the fourth quarter are program cars, where we take no hit if you will, so a very little hit. So, the end fleet again at the end of the third quarter was down 6.8% and most of the Q4 deletions will be program cars. Yes, though in Q4, fleet will be down 20,000 cars, which is probably another the net year-over-year probably around 7%.

Okay.

So in the U.S.

Alright and then from the utilization perspective, I mean clearly you mentioned that you would lower pricing a bit just to get the utilization levels higher as opposed to having an idle car line in the lots, but is there a certain range like a limit in the utilization of that would like to see without – drastically having to go down on the pricing front?

Well, I would say that yes, I made a comment that in some cases, you will yield manage, you will go down in order to get utilization, but I would say in general, I’ll just say you understand our strategy as we are running tight fleets and we are yield managing up. So, in general we were not taking business at low margins and that we get a little bit of that when we would lose our fleet at in during some of the third quarter, but again as I mentioned to everyone on the call, we have tight fleeted and so we are yield managing now. We are not really taking what I will call low contribution, low yield business that something we are not doing.

Okay and two final questions, first on just your general visibility. Can you distinguish sort of what your visibility ranges from the, I guess from your commercial accounts to, I guess on the leisure side and also just what your expectations are for the insurance replacement market?

As, you know we are not providing guidance. So, you are asking for us to guide you and unfortunately everyday, we see significant volatility, it’s positive and negative and it is jumping around a lot, very difficult for us to with any kind of reliability to give you good numbers, so I apologies, but that is why we through guidance.

Okay, but at least could you address just a general visibility timeframe that you have in front of you on any given day with respect to like volume trends. I know it is volatile, but is there a different between those the leisure customer in your commercial contractual customers?

Our visibility typically is gotten less and less, where we use to have advance reservations that has reliable information that where sixty days out, what people are doing now is they are not basically giving those advance reservations, than that demand will show up, but it shows up, it could be 30 days two weeks. So, the window is getting smaller and smaller, people are reserving in shorted time windows. In general volume is soft, I will say that and I said that on the call in my remarks. So, there’s been softness in the marketplace that entire rental industry have seen...

All right. Great, thanks a lot guys.

Thank you and next we have John Healy with FTN Midwest Securities; please go ahead.

Hi, Good morning. Mark, kind of big picture question for you and if you look at the industry and it magnitudes, but there is a lot of headwinds on pricing demand and residual values and financing and the industries are left these thinks before, but never really at this same time. You came out with some comments about reducing, headcounts and locations, your competitors have done the same thing, most like you guys are trying to lead the way and take a strong foothold on pricing. I was hoping your could arise just your thoughts on the industry and your thoughts on, where you see the industry going? If you believe you we’re in the beginning of a structural change in the industry, where people realize that locations have been built out, fleet have been too big for too long and they are needs to be underlying changes in the industry and can do you think that transition is taking place and if so, maybe how are you seeing morphing it once we get out this -- once we begin the recovery?

Well, I certainly think conditions are right for industry consolidation and other than just at a high level obviously, the strongest brand in the best balance sheets often times, are able to take advantage of industry consolidation economic time. So that’s about that broad and as vague as and it’s specific cycle, but yes, I think it’s clear to say that this industry needs consolidation and I believe it will happen and the timeframe will be determined by how soft, how the credit crisis and how the economies go forward. I know we feel very safe and very good about our liquidity and that’s a positive for Hertz in these tough times. It allows us to opportunistically take share what we need to and position ourselves right for consolidation in a good way.

As in the consolidation, I mean how do you feel about the profitability of the industry once we begin the recovery? I mean as Hertz -- with changes you’re making, you feel more confident or may be less confident in the future profitability of the company as maybe as well as the industry?

Well, I’d tell you this that we’re in a very good spot as a rental industry as a whole I mean you might say well, how could that be. When residual values start to really fall, pricing from the OEMs get better, right. So, for us in the middle, we’re able to take advantage of marketplace conditions whether it’s at the retail level or if it’s at the acquisition level. We kind of have that flexibility to be able to provide profitability. It just gets lumpy if you end up having again a quarter or two where you have issues. So you’re asking about the overall industry and whether or not the macros are such that it will squeeze profitability. I would tell you that based on what we see is when the industry becomes right fleeted, pricing doesn’t sue. We think that’s going to continue. I think pricing will improve as the industry becomes more tightly fleeted and we feel that we’re ahead of the curve on the tight fleet right now and we think as our competitors more tightly fleet that -- again, overall the industry improves on that. I think that on new technologies, we believe like car sharing is a great technology. We’ve invested a lot of money in over the last 14 months. We continue to invest and it changes really that technology, we believe, will change the margins of the business. It requires less labor, it’s more intimate with the consumer, and more flexible and we believe that can be a very -- have a very positive impact on the profitability of the industry as it gets adopted. We are trying to be first in that with patents that -- and patented technology that we will bring forward. So, the fundamental business model can gain strength and come out of this weakness with strength based on consolidation and based on new technology. We also think global rentals in general, there’s a very -- it’s very important to understand that it’s global travel industry. The world is getting smaller and with that if you have increased travel patterns globally. If people traveling to different areas of globe at a more frequent implications that will occur overtime. That’s just kind of a long-term macro that we view as positive as being the only global rental provider, the truly global rental provider. We think that’s an advantage for us with our corporate contracts because it gives us leverage there at the corporate level. So, again, I don’t see a weakness in margins. Now, our business model doesn’t say we get weaker. Once we come out of this current crisis, we believe we’ll be stronger.

Okay, great. That’s very helpful. Thank you.

Your next question is from William Truelove with UBS. Please go ahead. William Truelove – UBS: Hi, I had a question about the monthly holding cost relative to the cash flows of the vehicles. As you extend -- if I assume that previously the correct ratio of that was that kind of lifecycle of vehicle. Now that you’re making the vehicles last longer, why is this new longer life of the vehicle still more optimal and is that because the revenue situation has changed so much that the -- even though the greater residual downfall and what not and greater maintenance expenses still better to hold the car longer, because it’s just gets confusing for me as to why holding cars longer now is more optimal than why wouldn’t we hold cars longer previously. Is it something do with the revenue situation? So can you walk us through how that ratio works?

No, I’m going to -- Elyse and I will tag team this, okay? Just in general, if you’re in an environment where cash is important to you and you see a declining market where volume is contracting, right, that changes your fleet strategy and imagine if you will -- I will make a very simple model for you. If I’m buying a car, a new car, I paid more for that new car than the cash that I get when I sell the new car in depressed environment, right. So, if I’m – or say delete ten old cars in a depressed market and I buy ten new cars, the cash sound is pretty loud. It sucks, okay basically. So, when you go into a contracting environment, instead of deleting, if you will, old cars into a weak residual market and buy new cars, which cost you more money than the old cars you’re selling. Again, if you -- what you try to do with age the fleet that’s one of your techniques. You do that and you age it and you’ve aged it by mix and models so that you don’t suffer residual loss going forward later so you manage to mix in that and at the same time, you preserve and replace those cars that still have decent residual value in the market, for the slower, if you were slowing of the selling and the slower of buying. William Truelove – UBS: Okay, versus?

In order to preserve cash while contraction occurs. Now, when you start getting to flat, to increasing levels of growth, then your fleet strategy changes, right, and you start bringing the fleet -- do a fleet in at better prices and you can again start -- again, the fleet starts to get younger, but that’s I’m just trying to give you overview and now Elyse, you want to add to that?

No, I think you hit the nail on the head, Mark. It’s really a liquidity issue. We are trying to preserve liquidity. Ageing the fleet is a better alternative. We do look very hard at the maintenance cost and everything associated. When we evaluate the scenario of holding the car of when we look at total holding costs. We include all those maintenance cost as well. So, we do factor that into the model. William Truelove – UBS: Okay, so --

So just as summary, as cars further -- as we age cars further than selling into the weakest residual market we’ve seen, right, the market is currently weak almost residual values and reduced demand and as a result, we got these tight credit markets. So it’d be silly to not age the fleet. I would to put that way too. Go ahead. William Truelove – UBS:

Alright, sure.

Thank you. We’ll go to Michael Millman with Soleil Securities. Go ahead please. Michael Millman – Soleil Securities: Thank you. Following up on some of the questions on fleet, I’m not sure that you answered question as why under ordinary circumstances wouldn’t you want to age the fleet? If I understood what you said, it sounds like the age from the fleet is more related to slowing your buying really than it is to the selling part. You don’t want to lay out the cash and Hertz. It’s really ahead of the curve on bringing down the fleet. It doesn’t matter if the industry hasn’t brought down the fleet because you have to compete with their pricing and then given what you said about the residual market as the industry kind of miss the boat and being able to take down the fleet and then a question, could you explain what you mean when you talk about subject to borrowing-base availability?

Okay, so just in general. Competitors ageing the fleet it does matter to us and we watch that. We always want to have the youngest fleet and we know we think that today we do and if you look at the competitors’ numbers, you’ll see that we do. So, for us, it’s not about ageing the fleet to preserve cash at all costs or anything else. We do it in a way that still provides competitive advantage for Hertz which is to have a younger fleet than anyone else. Go ahead and answer the question about the --.

Yes on the borrowing base, yes. As you know, we have $4.6 billion of liquidity and what we make -- the statement we make is that 2.1 is not relevant to the borrowing base. So what that means is the other $2 billion, let’s say we have $1 billion of fleet financing, but we could only tap that if we’re actually increasing the fleet to levels above where we’re at today. So, $4.6 billion, we wouldn’t have to increase the fleet levels in order to access $2.1 billion of it, but if we wanted to grow the fleet levels above that, we could access the full $4.6 billion. Does that answer the question? Michael Millman – Soleil Securities:

Anything.

We can tap it tomorrow. Michael Millman – Soleil Securities: And --?

And then rest of it is for fleet. Michael Millman – Soleil Securities: And that’s going to be available for how long?

Well, pretty much to mid-2010. Michael Millman – Soleil Securities: Okay

Before we have to refinance it. Michael Millman – Soleil Securities: And just getting back to all those fleet questions, you might have a younger fleet, but if everyone is over fleeted currently, how do you get the price increase? And does this continue, because it’s very difficult in the current market to sell risk cars as you have pointed out? And some of your competition in order to get out of cars quickly, I actually sold their programmed cars?

I know we’ve held onto our programs cars and now we’re defleeting program cars because this is when you need to do it, right. We have to rapidly defleet in the fourth quarter. So, we sold the risk cars in the third quarter and then the defleeting that we had to do in the fourth quarter, it’s all programmed cars for us so we didn’t have to take the hit. Michael Millman – Soleil Securities: I understand that.

So strategically, we will -- we did it perfect and we took a hit and earnings to do that in the third quarter unlike what we think our competitors do and we’ll see how that goes, but that’s our opinion based on the information we get from the auction houses and what we see out in the marketplace. No one else was aggressive as we were at defleeting and then, no one else had pretty much delayed orders from the OEMs in November and December as we have in order to preserve liquidity. So we’ll see how fourth quarter goes. We feel like we’re in a very good position relative to our competition heading into the fourth quarter. Michael Millman – Soleil Securities: But my question is more about the pricing, if you’re defleeted and the industry isn’t pricing is still going to be weak?

Look, pricing I can’t comment on, right. But I will just tell you in general, Hertz has a Simply Wheels format that we just said we expanded. So in terms of pricing we have a leisure brand that’s very competitive with the low price people and we just said we expanded it in many markets in the Florida and California. We’ve opened it up there as well, the two biggest leisure markets in the United States. So we feel comfortable, but we have a pricing strategy that is competitive at the low-end where it needs to be and at the same time, we think that the rest of the industry is defleeting right now and because they are that the pricing has an opportunity to strengthen given the fact that sometime this quarter we’ll be more tightly fleeted as an industry, and this is based on the input from the auction houses and dealer relationship that we have. Michael Millman – Soleil Securities: Okay. I have to take this up with you later. Thank you.

Thank you. Then we’ll go to Emily Shanks with Barclays Capital. Please go ahead. Emily Shanks – Barclays Capital: Hi, good morning. Thanks for all of the details. I have just a couple of very quick follow-up questions because I want to make sure that I’m interpreting the slide right around availability. Just speaking specific to the ABL, the $1.1 billion that’s on their capacity that’s taking new account the borrowing base limitations, is that your full availability right now?

Yes, that’s correct. Emily Shanks – Barclays Capital: Okay great and then around the ABL, it looks like it was just a little bit higher than what we’re forecasting yet the fleet get it was a little bit lower. Are you utilizing your ABL more so than you have in the past to fund some of the vehicle related financing versus the ABS set or the (inaudible) or no?

What I would say Emily is that we are being conservative on the liquidity front and so we’re not as, we are not paying down debt as quickly as we might have in prior years. Emily Shanks – Barclays Capital: Okay, and did you have to or did you choose to use ABL trying to fund any needs to meet enhancement requirement down at the ABS level?

What we do have a situation that’s slightly lower than trades primarily on the international fleet because as we move to the new international ABS structure from the bridge facility that had a lower advance rate. Emily Shanks – Barclays Capaital: Okay.

Emily Shanks – Barclays Capital: Okay, so you are pretty comfortable with your ABL draw versus what you’ve got funding out of you’re basically your vehicle financing box?

Yes. Emily Shanks – Barclays Capital: Okay, and then just one last overall question, around what fleet level worked like in the industry this month and going in, well, the month of October and going into November. I was hoping you could give a little bit of color because one of your competitors was saying that they felt that the fleet industry was over fleeted. Clearly, the numbers that you’ve given I think as it just said, your fleet is probably pretty well-maintained like, can you just give us a sense of how you view the overall industry fleet levels this month and last month and then, this month? Please.

I guess in general, I think October most of the industry excluding Hertz was loosely defleeted. Input from the auction houses and dealer relationships we have right now see if the industry is defleeting right now and in fact, I think November, we’re in November now that this month will be a month where defleeting will continue at a accelerated rate and our hope is that the industry sometime in, let’s say December January period, will be fairly tightly fleeted like a tight, tighter than what they’ve been the last 60-days. Okay. Is that good enough? Emily Shanks – Barclays Capital: Yes, I think so. I guess maybe just one follow-up question to that. Are you feeling as though you can’t move your vehicles fast enough? Do you feel that?

No, I think there was a period of time in September where things slowed down, slower than what we thought they would. So, this is the period September, but now we are very comfortable that we can move vehicles exactly as fast as we want when we want and again, that’s because most of the vehicles that were moving --our programmed cars, that’s like 90% of what we’re moving now. So as we wherever depletion needs we have, they’re all programmed and you know how those works Emily so, Emily Shanks – Barclays Capital: Right.

There’s just no issue at all, so. Emily Shanks – Barclays Capital: Okay, alright, superb. Thank you.

Your next question is from Christina Wu with Soleil Securities. Please go ahead. Christina Wu – Soleil Securities: Hi, good morning.

Hi. Christina Wu – Soleil Securities: Hi, I have a few questions on the HERC business. You mentioned that your sales of used equipment during the quarter was strong, can you comment on the strength of the used equipment market in general and whether there are any significant differences between earthmoving equipment and the other types of equipment you sold?

Hi, Christie this is Gerry Plescia. Christina Wu – Soleil Securities: Hi.

The used equipment market is very good. The auctions are very liquid and the strength is really being driven by international buyers. It’s really helping to hold off the demand for equipment in all categories. There seems to be obviously a bigger push of selling earthmoving truck machines, excavators just based upon the demand levels on the rental side within the marketplace. So, there is some pressure on the earth-moving side but I will say it is very liquid and we’ve been able to sell essentially anything we want to at auction. The aerial side is much stronger from a pricing perspective, power generation, specialty equipment, but overall, it’s very liquid and the residuals are being supported pretty well. Christina Wu – Soleil Securities: And for the earthmoving where you said that there’s a little bit of push back, are you still able to sell that equipment at greater than your book value?

No, on the earthmoving side, we are selling below our book value and part of that is our choice to sell a faster pace or larger amount at one time. So, as you sell more quantities, we have to sell some of that earthmoving at below our book value and of course there’s an auction fee involved which adds to the cost, but overall the earthmoving is being sold generally middle to large size equipment at below our book value and that’s not unusual when we sell at auction. Christina Wu – Soleil Securities: Yes and the other pieces are selling above book value than the non-earthmoving?

It depends on the category. Generally, yes. Christina Wu – Soleil Securities: Okay. Gerry, can you give us an update on your comfort with ageing of HERC equipment? And any update on expected cash flow generation from HERC for 2009?

The ageing as we talked about we are 34 months today. We’re not buying much new fleets so that will age another one to two months before the year is over. We spoken previously that we are comfortable with mid-30s and as the fleet mix changes away from earthmoving, we’re comfortable at an even higher level, high 30s, 38, 39 months, that’s certainly not out of the realm of possibility or outside of our comfort level. So as the mix changes, we can age that fleet a little bit more and at the present time, based on the slower demand environment, we’re comfortable with a high 30s fleet age. Related to the cash flow, essentially as we defleet -- as far as predicting exactly where we’ll be in '09, it’s tough to tell right now, but certainly a very positive cash flow environment heading into the end of the year and certainly into '09. It may not be as strong as '08, just based on the amount of units we’re selling in '08. As we balance that fleet though there’ll be less of a need to sell the same quantities. So, certainly there’ll be a little less of a positive cash flow, but certainly positive.

Just to add to that Christina, the net CapEx for HERC for the year will be somewhere in the $50 million to $100 million range. Christina Wu – Soleil Securities: For 2009?

For 2008.

2008. Christina Wu – Soleil Securities: Okay.

Christina Wu – Soleil Securities: So $50 million to $100 million and it sounds like if you’re comfortable ageing the fleet to the mid-30s, sometime around mid 2009, we should expect to see you investing a bit more CapEx, replacement CapEx into the HERC fleet?

It all depends on the market conditions, but I would say yes, that would be a good possibility. Christina Wu – Soleil Securities: Perfect. Thanks so much.

Thank you.

Thank you. We’ll go to Jeffrey Kessler with Imperial Capital. Please go ahead. Jeffrey Kessler – Imperial Capital: Thank you, and thank you for taking my call. Mark, with regard to -- if insurance replacement is soft due to let’s say less usage of automobiles out there, and if that was not going to be -- assuming that was, we’ll call it the bull work of one of your competitors because there are other two businesses you are obviously suffering the same, this is the same problems, which is best of the industry in terms of volume. If insurance replacement which was not expected to be that soft is becoming soft, do you think that this increases the likelihood? That there will be price discipline amongst the entire industry where there might not have been as much if the replacement business had remained strong? In other words if everybody’s under pressure now from every angle, does this increase the possibility that for the price increase that you’re trying to put through is going to stick better?

I think in general, yes, in tough times it certainly historically is proven true that the pricing sticks better and after 2000 and 9/11, after 9/11 in 2001 you may recall Jeff that we led the industry and we actually pulled off almost a 10% price increase for the year in 2002, which is unheard of and that happened in 2002 in the industry pulled together and did that. So we’re hopeful that again with marketplace conditions is tough for everyone, that yes, the industry would be able to pull off an increase. But, you just don’t know and again it’s not a rational environment that we’re in and so. At the end of the day, insurance replacement business is certainly not off as much as our regular airport rental business and insurance replacement business pricing did improve for the quarter actually. I believe that I said in my remark that that was actually up about seven or eight-tenths of a point and our actual demand in the overall airport space was off modestly. So overall, but I think that your thesis is probably correct. Jeffrey Kessler – Imperial Capital: One other quick question and that is on residual value and the strategy going forward. If we’re getting to a point and I realized that residual value is not determined by the auto rental business although it’s a part of that residual value equation, if indeed the -- let’s just say Hertz becomes some level of stabilization in the normal, in a number of months, that cars just sitting on the lots and it stops going up and stabilizes and the defleeting actions of the industry, auto rental industry overall and I would assume that the corporate fleets as well, defleeting begins to wane later on in November into December. I know you don’t, you’re anticipating this next part of the question but do you think this can have some type of cumulative effect on residual value?

You’re right. I think that if conditions improve in terms of both demand and/or stabilizations absolutely, residuals will improve. Yes, absolutely. I mean, credit has to loosen. That’s the big issue right now. So we, as you get in to the dealer networks and you talk to the people that are involved in the used car business, the big issue on residuals has been credit, people perhaps be a demand and that demand has slackened because of the credit issue, but we expect it to eventually loosen as money if liquidity moves into the market and that will help residuals for sure. Jeffrey Kessler – Imperial Capital: So ultimately, all of the defleeting by corporate fleets and by auto rental fleets, granted, it’s a small part of the residual value equation, a credit becomes, is still the bigger act here.

Yes, but on a positive note is that the OEM decision to end leasing programs. That will overtime really help rental car residuals. Okay, so that was a positive macro if you will and would also improve. Okay? Jeffrey Kessler – Imperial Capital: Okay. Thank you very much.

Thank you.

We will go to Yoma Abibi [ph] with J.P. Morgan. Go ahead please. Yoma Abibi – J.P. Morgan: Thank you. Good morning. Looking at the corporate debt, in 2007, it looks like corporate debt picked up in the September quarter than it tick down in December, would we expect to see the same thing this year?

Well, the fourth is our biggest cash flow quarter. So depending on how the -- and we are anticipating a good cash flow quarter so I would expect to see the same occur. Yoma Abibi – J.P. Morgan: Would it mirrors kind of, I guess in the September quarter, debts picked up more than it did in last year, would we expect it to decline also more than it did last year?

Well, as I said, we probably had a lot more sitting in cash this quarter than we did a year ago, so on a net debt basis, I think that’s probably a better comparison to look at. Yoma Abibi – J.P. Morgan: Okay and my final question is, in the last cycle, what was the average fleet age for your car fleet?

You mean age. Yoma Abibi – J.P. Morgan: In months.

I think eight months versus 6.5 to the prior year.

So 6.5 versus 8 months. You got it? Yoma Abibi – J.P. Morgan: And this is kind of the post 2001 down cycle, right?

The average age of our fleet a year ago as itself – the number I’m giving you is the average the age of our fleet a year ago is about 6.5 months and now this quarter it was 8 months; the average age of our fleet. Yoma Abibi – J.P. Morgan: My question was actually and if you looked at the last down cycle in the post 9/11, how – what was the number of months for that fleet on average, that’s wrapping of that cycle.

This is Joe Nothwang. It was only about one month average younger if you go back and look at 2001 and early 2002 and what had materially changed is the cost of the program from the OEM today versus what they were back than which has led the whole industry to more of the risk model and if you go back in to 91 into that cycle, it was probably 4.5 to 5 months. Again, for the same reason; very attractive OEM programs then that are not available in the marketplace today. Yoma Abibi – J.P. Morgan: Okay. Great. Thank you.

Just to clarify that for you. If you buy, it used to be, you could buy a programmed car almost as efficiently as a risk car and then the pricing changed so that the OEMs wanted to encourage people to buy risk cars instead of having the program residual risk if they had on the program side. So because of that change in relationship that has occurred overtime, people have shifted more to a risk universe. A risk universe means your cars are older. Program cars you turn in at a much earlier lifecycle than you do risk cars in general and that’s why the fleets have aged overall is because people are buying more risk cars and selling them on a cycle that’s more or like 11 to 13 months versus 7 or 8 months which is the way they use term in on a program basis. Okay? Yoma Abibi – J.P. Morgan: Okay. Thanks.

Thank you. We’ll go next to Sunder Darshna [Ph] with Deutsche Bank. Please go ahead. Sunder Darshna – Deutsche Bank: Yes, hi. I just got a couple of clarifications along this – the fleet financing availability. So just to clarify, so based on your car and fleet sizes, you said you have $2.1 billion available and of that 2.1, 700 is the cash and then 1.4 is your various fleet facilities, is that the right way to think about it?

Yes that’s correct. Sunder Darshna – Deutsche Bank: And how much of that 825 that you have just did a month or so ago available as part of that 1.4, is it based on your current borrowing base is that – do you have access to that facility?

No, we don’t. That would only be if we were acquiring additional fleet. Sunder Darshna – Deutsche Bank: Okay and then finally on that, in 2010, you have about $5 billion or so of maturities coming, do you how – on average, how much have you borrowed under that facility and do you have a sense for how much you will actually need to refinance based on your currently plans to defleet?

The 2010 maturities? Sunder Darshna – Deutsche Bank: Yes.

Pretty much the bulk of that is our fleet financings both domestically and then international as well and we will have to refinance all of it. Sunder Darshna – Deutsche Bank: Right but is that all you mean, is all of it used or I’m just kind of trying to get a sense for how much of that utilized on an average?

There’s $4.6 billion worth of notes that are fully outstanding and then the international facility and then there’s the revolving facility here in the U.S. that goes up and down based on the fleet size. Sunder Darshna – Deutsche Bank: Well, of that’s 5.5 at least 4.6 is currently utilized.

Correct. Sunder Darshna – Deutsche Bank: Okay, and then just on the expense side, you talked about $58 million of drag from certain expenses you have to incur relative to maintenance and defleeting and all of that, do you expect – is that more of a one time kind of expense or do we see those kind of expenses continue over the next two quarters and if so, what kind of magnitude can we expect for those activities?

Well, if I would – let me see if I can chunk it out for you. About a half of those expenses were fleet-related and certainly those are kind of like one time because of the historic drop we saw on right sizing we had to do. The other half of them were advertising for the most part that we – it’s been a surge on in advertising in the neighborhood of about $16 million to $17 million more year-over-year in the third quarter to introduce the new gas paid the pump and the $10 million service guarantee. Those will not repeat. Those were one time as well. So I would say probably at least 80% of those expenses were more unusual one-time kinds of events, but increased maintenance cost in some cases as you age your fleet some of those cost repeat themselves and but they eventually as we get to a more normalized economy will go away so some of the maintenance charges will in fact be a little higher levels going forward but again once the economy stabilizes, those will be gone as well. Is that clear? Sunder Darshna – Deutsche Bank: Yes, thank you.

Next, we have Fred Taylor with MJS Asset Management. Go ahead please.

We’re just going to take this one last question. Okay, operator?

Alright, thank you. Go ahead, Mr. Taylor. Fred Taylor – MJS Asset Management: Thank you. Could you give me maybe an idea of what you’re hearing from bankers or investment bankers on sort of the traditional ABS market, noting articles that I don’t think a single one was done in October whether it’s credit cards or car deals, and given that maybe diversifying your sources for fleet debt, which you have touched on throughout the call, I realized but that was my question.

Yes. Okay. With respect to the traditional ABS market, what we’re hearing is that the market is basically closed for the rest of the year. The bankers are telling us so that they believe the markets will open up again in 2009 and there will be a market for AAA rated tranches potentially AA rated structures so that’s what we’re hearing from the bankers at this stage. We’re looking at all different types of financing at this stage. So in addition to the traditional ABS market, we obviously we’ve passed the bank conduit market. We’re talking about leasing structures and various other hyper type structures. So we’re really looking at a variety of things. Fred Taylor – MJS Asset Management: Okay.

That’s the same as for 2010 third quarter. So, we are well ahead of the curve, but we feel very comfortable with our ability to refinance going in to 2010. Fred Taylor – MLX Asset Management: Okay. Thank you very much.

Thank you. Then please go ahead with your closing remarks.

Thank you, operator. Thanks everyone for attending the conference call. Good bye.

Thank you, operator. Thanks everyone for attending the conference call. Good bye.

Thank you ladies and gentlemen; that does conclude our conference for today. Thank you for your participation and for using AT&T executive teleconference. You may now disconnect.