Investor Presentation

Filed by Ingersoll-Rand Company Limited.

Pursuant to Rule 425 under the Securities Act of 1933

and deemed filed pursuant to Rule 14a-12 under

the Securities Exchange Act of 1934

Subject Company: Trane Inc.

Commission File No.: 1-11415

This filing contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements relating to anticipated financial and operating results, the companies’ plans, objectives, expectations and intentions and other statements including words such as “anticipate,” “believe,” “plan,” “estimate,” “expect,” “intend,” “will,” “should,” “may,” and other similar expressions. Such statements are based upon the current beliefs and expectations of the management of Ingersoll-Rand Company Limited (“IR”) and Trane Inc. (“Trane”) and involve a number of significant risks and uncertainties. Actual results may differ materially from the results anticipated in these forward-looking statements. The following factors, among others, could cause or contribute to such material differences: failure to satisfy any of the conditions of closing, including the failure to obtain Trane stockholder approval; the risks that IR’s and Trane’s businesses will not be integrated successfully; the risk that IR and Trane will not realize estimated cost savings and synergies; costs relating to the proposed transaction; disruption from the transaction making it more difficult to maintain relationships with customers, employees, distributors or suppliers; the level of end market activity in IR’s and Trane’s commercial and residential market; weather conditions that could negatively or positively affect business and results of operations; additional developments which may occur that could affect the IR’s or Trane’s estimate of asbestos liabilities and recoveries; unpredictable difficulties or delays in the development of new product technology; fluctuations in pricing of our products, the competitive environment and related market conditions; changes in law or different interpretations of laws that may affect Trane’s or IR’s expected effective tax rate; increased regulation and related litigation; access to capital; and actions of domestic and foreign governments. Additional factors that could cause IR’s and Trane’s results to differ materially from those described in the forward-looking statements can be found in the 2006 Annual Report on Form 10-K of IR and the 2006 Annual Report on Form 10-K of Trane filed with the Securities and Exchange Commission (the “SEC”) and available at the SEC’s Internet site (http://www.sec.gov). Neither IR nor Trane undertakes any obligation to update any forward-looking statements to reflect circumstances or events that occur after the date on which such statements were made.

This communication is being made in respect of the proposed merger transaction involving IR, Trane and Indian Merger Sub, Inc. In connection with the proposed transaction, IR will file with the SEC a registration statement on Form S-4 and Trane will mail a proxy statement/prospectus to its stockholders, and each will be filing other documents regarding the proposed transaction with the SEC as well. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED TRANSACTION AND ANY OTHER RELEVANT DOCUMENTS CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The final proxy statement/prospectus will be mailed to Trane’s stockholders. Stockholders will be able to obtain a free copy of the proxy statement/prospectus, as well as other filings containing information about IR and Trane, without charge, at the SEC’s Internet site (http://www.sec.gov). Copies of the proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the proxy statement/prospectus can also be obtained, without charge, by directing a request to Ingersoll-Rand Company Limited, P.O. Box 0445, 155 Chestnut Ridge Road, Montvale, NJ 07645 Attention: Investor Relations, (201) 573-0123, or to Trane Inc., One Centennial Avenue, Piscataway, NJ 08855 Attention: Investor Relations, (732) 980-6125.


IR, Trane and their respective directors and executive officers and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding IR’s directors and executive officers is available in IR’s proxy statement for its 2007 annual meeting of stockholders and IR’s 2006 Annual Report on Form 10-K, which were filed with the SEC on April 23, 2007 and March 1, 2007, respectively, and information regarding Trane’s directors and executive officers is available in Trane’s proxy statement for its 2007 annual meeting of stockholders and Trane’s 2006 Annual Report on Form 10-K, which were filed with the SEC on March 23, 2007 and February 26, 2007, respectively. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available.

The following are materials used in a presentation for investors on December 17, 2007.

***


Ingersoll Rand Acquisition of Trane


2
This
filing
contains
“forward-looking
statements”
within
the
meaning
of
the
Private
Securities
Litigation
Reform
Act
of
1995.
Such
statements
include,
but
are
not
limited
to,
statements
relating
to
anticipated
financial
and
operating
results,
the
companies’
plans,
objectives,
expectations
and
intentions
and
other
statements
including
words
such
as
“anticipate,”
“believe,”
“plan,”
“estimate,”
“expect,”
“intend,”
“will,”
“should,”
“may,”
and
other
similar
expressions.
Such
statements
are
based upon the current beliefs and expectations of the management of Ingersoll-Rand Company Limited (“IR”) and Trane Inc. (“Trane”) and involve a number of
significant risks and uncertainties.  Actual results may differ materially from the results anticipated in these forward-looking statements.  The following factors, among
others, could cause or contribute to such material differences: failure to satisfy any of the conditions of closing, including the failure to obtain stockholder approval; the
risks that IR’s
and Trane’s businesses will not be integrated successfully; the risk that IR and Trane will not realize estimated cost savings and synergies; costs relating
to the proposed transaction; disruption from the transaction making it more difficult to maintain relationships with customers, employees,
distributors
or
suppliers;
the
level
of
end
market
activity
in
IR’s
and
Trane’s
commercial
and
residential
market;
weather
conditions
that
could
negatively
or
positively
affect
business
and
results
of
operations;
additional
developments
which
may
occur
that
could
affect
the
IR’s
or
Trane’s
estimate
of
asbestos
liabilities and
recoveries; unpredictable difficulties or delays in the development of new product technology; fluctuations in pricing of our products, the competitive
environment
and
related
market
conditions;
increased
regulation
and
related
litigation;
access
to
capital;
and
actions
of
domestic
and
foreign
governments. 
Additional factors that could cause IR’s
and
Trane’s results to differ materially from those described in the forward-looking statements can be found in the 2006 Annual
Report on Form 10-K of IR and the 2006 Annual Report on Form 10-K of Trane filed with the Securities and Exchange Commission (the “SEC”) and
available
at
the
SEC’s
Internet
site
(http://www.sec.gov).
Neither
IR
nor
Trane
undertakes
any
obligation
to
update
any
forward-looking
statements
to
reflect
circumstances or events that occur after the date on which such statements were made.
This communication is being made in respect of the proposed merger transaction involving IR, Trane and Indian Merger Sub, Inc.  In connection with the proposed
transaction, IR will file with the SEC a registration statement on Form S-4 and Trane will mail a proxy statement/prospectus to its stockholders, and each will be filing
other documents regarding the proposed transaction with the SEC as well.  BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS ARE
URGED TO READ THE PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED TRANSACTION AND ANY OTHER RELEVANT DOCUMENTS
CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION
ABOUT
THE
PROPOSED
TRANSACTION.
The
final
proxy
statement/prospectus
will
be
mailed
to
Trane’s
stockholders.
Stockholders
will
be
able
to
obtain
a
free
copy
of
the
proxy
statement/prospectus,
as
well
as
other
filings
containing
information
about
IR
and
Trane,
without
charge,
at
the
SEC’s
Internet
site (http://www.sec.gov).  Copies of the proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the proxy
statement/prospectus can also be obtained, without charge, by directing a request to Ingersoll-Rand Company Limited, P.O. Box 0445, 155 Chestnut Ridge Road,
Montvale, NJ 07645 Attention: Investor Relations,  (201) 573-0123, or for Trane Inc., to Trane Inc., One Centennial Avenue, Piscataway, NJ  08855 Attention:  Investor
Relations,  (732) 980-6125.
IR, Trane and their respective directors and executive officers and other persons may be deemed to be participants in the solicitation of proxies in respect of the
proposed
transaction.
Information
regarding
IR’s
directors
and
executive
officers
is
available
in
IR’s
proxy
statement
for
its
2007
annual
meeting
of
stockholders and
IR’s
2006 Annual Report on Form 10-K, which were filed with the SEC on April 23, 2007 and March 1, 2007, respectively, and information regarding Trane’s directors
and executive officers is available in Trane’s proxy statement for its 2007 annual meeting of stockholders and Trane’s 2006 Annual Report on Form 10-K, which were
filed with the SEC on March 23, 2007 and February 26, 2007, respectively.  Other information regarding the participants in the proxy solicitation and a description of
their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed with the
SEC when they become available.
Safe Harbor


3
Creating a Premier Company
A leading global
diversified
industrial
company with…
Major Milestone in Our Transformation
+
=
Enhanced organic growth prospects
More consistent earnings profile throughout
business cycle
Greater critical mass in international markets


4
Strategic Rationale
Completes Ingersoll Rand transition to diversified industrial company
-
Creates expanded global leadership position in climate control
-
Reduced
cyclicality,
opportunities
to
grow
faster
than
underlying
markets
-
Ability
to
expand
margins
through
topline
growth,
productivity
Acquisition provides
-
Broader customer base, strong market positions
-
Larger recurring revenue base
-
New technologies and capabilities
-
Expanded
geographic
footprint
of
sales,
service
and
distribution
capabilities
Offers significant cost savings opportunities: ($300M+ by 2010 )
Creates
company
with
over
$1
billion
annual
available
cash
flow,
strong
financial profile
The New IR:  Three strong businesses that can grow
faster than markets and expand margins


5
Ingersoll Rand Portfolio Strength
Trane
Joins
a
Family
of
Leading
Market
Positions
Iconic
Brands
#1 US  
#2 Worldwide
Commercial HVAC
Equipment
#1 North America
lock and door
hardware
#1 Worldwide
golf cars
#1 North America
display cases
#1 North America
service provider
#1 Worldwide
transport
refrigeration
#1 North America  
air compressors,
air tools


6
The New Ingersoll Rand
Expected
$17
billion
global
company
--
pro
forma
2008
annual
revenues
-
$11B Climate Control Business
-
$6B Industrial Technologies Business +Security Technologies Business
Expanded product & service offerings broaden ability to provide
comprehensive solutions across climate control markets
Increased scale & global critical mass
-
Significant cost and revenue synergies achievable
-
Productivity opportunities
-
Cross-business opportunities –
shared practices, capabilities
Enhanced innovation and new product development
Diversified platforms deliver consistent long-term growth and reduced
volatility in earnings
A Diversified, Global Multi-Industry Company


7
Transaction Overview
Late Q1 / Early Q2 2008
Anticipated
Closing
Fully-underwritten debt commitments
Financing
Transaction valued at $10.1 Billion, including net debt
assumed & transaction fees
Cash (74% of consideration): $7.5 billion
Ingersoll-Rand stock (26% of consideration): $2.6 billion
Estimated number of common shares issued of 54 million
Details of
Consideration
Ingersoll-Rand to acquire all outstanding common stock of
Trane
Each Trane share worth $36.50 in cash plus 0.23 Ingersoll-
Rand shares
Offer
Creates $17 Billion diversified industrial company
Transaction


8
Ingersoll Rand Executing Disciplined
Portfolio Transformation, 1999-2007
60+  Bolt-on  Acquisitions
From Lower Growth Cyclical  …
to Higher Growth & Consistency


9
Trane Overview
$7.4F Billion 2007 Sales
Sales by Geography
International
24%
North America
76%
Commercial
Equipment & Systems
48%
Commercial
Controls,
Parts &
Services
29%
Residential
23%
Founded 1864, headquartered in NJ
Concluded separation plan:
WABCO spin-off, Jul ‘07
Sale of Bath & Kitchen, Oct ‘07
Leading global supplier for commercial &
residential climate control
Products include large commercial chillers,
building systems and controls, residential A/C
units
Broad Customer Base –
Limited exposure to
U.S. new residential construction (5% to 7%
of sales)
Premier brands:  #1 or #2 Market positions
Industry leading distribution
Leading Global Equipment, Systems and Service Business


10
Trane’s Leading Products and Distribution
Residential
Commercial
Leading Global Sales and Distribution Network
Over 100 countries
500+ company owned
sales, service and
distribution locations
Strong independent
commercial and residential
distribution
23,000+ associates /
dealers
3,300+ sales engineers
4,300+ service technicians
Equipment
Controls
Systems
Service
Parts
Contracting
Equipment
Controls
Systems
Indoor Air
Quality
Premier distribution
network
Compounds
Ingersoll
Rand
Global
Footprint


11
Trane Summary Financial Performance
Strong Organic Growth + Stable Operating Margins Through Cycle


12
World-Leading Climate Control Business
Broadening climate control solutions for the world we live in today
Enhancing life, air quality & food safety…
significantly beyond comfort & preservation
Multiple “Cold Chain”
opportunities, especially in emerging markets
Leveraging Climate Control platform
Service capability
Engineering and technology
Manufacturing and sourcing
#1 US  
#2 Worldwide
Commercial HVAC
Equipment
#1 North America
display cases
#1 North America
service provider
#1 Worldwide
transport
refrigeration
+
+
Technology & services platform for delivering climate control solutions across
spectrum of high-value indoor, stationary & transport applications worldwide
$ 11 Billion Market Leader in Climate Control


13
Projected 2008 Pro Forma Revenue Profile
Revenue by Geography
Revenue by Segment
Climate Control
67%
Industrial
Technologies
18%
Security
Technologies
15%
International
32%
North
America
68%
Recurring
23%
Non-recurring
77%
2008 Revenue:  $17 B
-
Strong Global Presence
-
Leading Product Positions
-
More Recurring Revenues
Trane
46%
Revenue by Type


Portfolio Changes Improve Cyclical Resistance
14
(53%)
(30%)
(15% to 20%)
Flat to (10%)
+ 5% to -5%
Ingersoll Rand
Portfolio, 2000
IR Portfolio
After Business
Divestitures
-
Pumps
-
Bearings
-
Drill, Dresser
-
Road Develop.
-
Bobcat, etc.
IR Portfolio
After Expanding
Recurring
Revenues
+
Expanding
& Non-U.S.
Revenues
(% of sales)
IR Portfolio
After Trane
Acquisition
IR including
Impact of Growth
Investments,
Raising Avg.
Organic
Growth Rate
Target
15%+ CAGR
EPS Growth
Portfolio Transformation Achieves Diversification & Balance …
Greater Consistency


15
Cost & Revenue Synergies
$300 Million Near-Term…Planning to Execute More
Operating
Income
($Million)
2008 Target
2010
$125M
$300M
Revenue
Synergies
Cost
Synergy
Cost
Synergy
Supplier rationalization
and procurement leverage
Manufacturing initiatives
General administrative
costs
Market and service
expansion
Cross-selling
Global Growth


16
Integration & Synergy Realization
Maintain Trane as separate segment
Retain key management
Focus on customers and invest for global growth
Establish full-time integration team, Project Management Office
Functional teams drive synergy opportunities
Short-term synergies in overhead reduction and supplier rationalization
Establish multi-year goals for productivity, lean business functions, supply
chain and manufacturing evolution
National accounts, verticals, critical mass in emerging markets
Keep Business Running Smoothly
Execute Identified Synergies, Accelerate Productivity
Build Value Through Business Operating System
Strategic Intent…Near-term Execution + Long-term Synergies


17
Projected 2008 Pro Forma Financials
Acquisition accretive to earnings in initial year
$1 Billion
$4.00 / share
$2 Billion
12%
$17 Billion
Available Cash Flow
EPS
EBIT
% Margin
Revenue


18
Financing Strategy
New Debt
50/50 mix between short-term & long-term debt
Long-term debt anticipated to be bonds of varying maturity
Weighted average interest rate 5-6%
Strong cash flow used to pay down short-term debt
Favorable ratings
Achieve financial ratios consistent with strong investment grade
$3.8
Incremental Debt
$10.1
Transaction Value
$0.2
Acquired Net Debt
$2.6
IR Equity issued
$3.5
Available Cash
($ Billions)


19
Financial Targets
Organic Revenue
4%-6%
5-7%
Operating margins
15%
15%+
EPS (CAGR)
12-15%
15%+
ROIC
15%
15%+
Available Cash Flow
($Mil)
$600+
$1,000+
2001 IR
Guidance
(2001-06)
Progress Against
2001 Guidance
8% avg.
5.1%     12.6%
53%
8.6%      14.2%
$715M avg.
2008+ IR
Guidance
Strong Sales, Profit Growth and Cash Generation


20
Stronger, More Diversified Ingersoll Rand
Portfolio Of Premium Brands
Market Leadership Positions In Climate Control, Industrial And Security
Significant Revenue And Cost Synergy Opportunities
Stronger Revenue And Earnings Growth, Cash Generation
Higher Organic Revenue Growth
Recurring Revenue Expansion
Greater Earnings Consistency
Broader Geographic Footprint
Premier Company…Delivering Consistent Results