HO FLATCAR STYLES ARRIVING NOW!

lyer NOVEMBER 2018 FOUR NEW HO FLATCAR STYLES ARRIVING NOW! SALE ENDS 12-15-18 Find a Hobby Shop Near You! Visit walthers.com or call 1-800-487-2467

WELCOME Greetings! It s my great honor and privilege to write my first Flyer letter to you, our loyal customers. As you may have heard, I recently took the throttle here at Walthers from my father, Phil. I m extremely grateful for his service to our company and our industry, his steady hand, his guidance and counsel. I am also very grateful for the opportunity to serve the model railroad community and to steward our family business into the next generation. Our family and our team are honored to have been a part of this great hobby for the past 86 years, and we look forward to the future with great expectations for what we can do together. We are all deeply committed to finding ways to help you have more fun and satisfaction with your hobby. We re also deeply committed to working with you to find ways to share our hobby with newcomers, to grow and expand our impact, and to share the benefits our hobby has to offer. In a world that seems increasingly disconnected, I believe we create meaningful connections through the work we do and the fun we have. I wish you much success on your model railroading journey and I m happy we re on this route together. Happy Modeling! P.S. If you ll be in the Milwaukee area on November 10 and 11, be sure to swing by Trainfest! With something for everyone, the show puts four football fields of model railroading under one roof, with activities for the entire family. For complete details or advance ticket sales, visit www.trainfest.com/event/trainfest-2018 today! ON THE COVER CONTENTS Walthers Flyer First Products Pages 4-10 New from Walthers Pages 11-16 Walthers 2019 Reference Book Page 17 Walthers Holiday Gift Guide Page 18-23 SceneMaster Light Sale Pages 24 & 25 HO Scale Pages 26-33, 36-48 N Scale Pages 49-54 Mixed & Any Scale Pages 54-57 All Scale Pages 57-66 Walthers Spotlight HO Structure Kits Page 67 Featured Online Products Pages 67a-67h Everything old is new again - especially on railroads where flatcars have been hard at work from the very beginning! As shipper s needs changed, flatcars changed right along with them, but the basic idea is still at the heart of every flatcar. Modeling that variety is easy with the new HO 60' Pullman-Standard Flatcars from WalthersMainline. Based on prototypes introduced in the mid-1960s and still going strong today, choose five different car types for general service, trailer loading, heavy equipment and container loading plus new OTTX cars for farm machinery announced on page 7! Some first series cars are still available too - see your participating dealer today! 2

Harvest Hustle Deep in the milling district grain dust mingles with the late morning mist. With the car unloading process in high gear the crew shuttles the cars across the adjacent street where a very patient driver waits at the flashing signals to cross. Just a few years ago 40' boxcars were still delivering grain to these customers, but by the 1980s big cars like these 55' Evans 4780 Cubic Foot 3-Bay Covered Hoppers handle twice the payload in a single car and they re easier to unload! Highly detailed WalthersProto HO Scale cars like these in a realistic setting among Cornerstone structures and SceneMaster Crossing Flashers go a long way toward making your scene look just like the prototype. The new WalthersProto cars and WalthersMainline switcher are in stock now, check them out inside! And don t forget, the SceneMaster Crossing Flashers are part of the Lights and Signals Sale on pages 24 and 25! NEW HO WalthersProto 55' Evans 4780 Cubic Foot 3-Bay Covered Hoppers $37.98 each 4 roadnumbers per roadname 920-106124 ADM 920-106130 Famers Co-op Association USLX (Hemingford, NE) 920-106134 Famers Co-op Association USLX (Mead, NE) 920-106138 Missouri-Kansas-Texas HO WalthersMainline Plymouth ML-8 Industrial Switcher 910-20013 DCC (yellow) $149.98 HO Cornerstone Structures 933-3022 ADM Concrete Grain Elevator $54.98 933-3024 Milwaukee Beer & Ale Brewery $79.98 HO SceneMaster Figures $12.98 each 949-6065 Railroad Yard Crew 949-6065 Railroad Track Workers Set #2 HO SceneMaster Crossing Flashers 949-4333 pkg(2) $29.98 WHAT S INSIDE HO WalthersMainline Alco PA & PB Diesels pg 4 WalthersProto Jordan Spreader pg 5 HO Cornerstone Small Business Center pg 9 @waltherstrains 3

Order Today! NEW HO WalthersMainline Alco PA & PB Diesels September 2019 delivery for all models Limited edition - one time run of these roadnumbers! Prototypes in passenger service from late 1940s to 1960s - some later used in freight service NEW Available with factory- Installed ESU sound for DCC & DC layouts featuring: - 4 function outputs with brightness control by CV - Fully DCC compatible - 14, 28, 128 speed steps - Dual mode DC and DCC - 5 air horns changeable by CVs: Wabco Single Chime Default, Leslie A-200, Leslie S3L, Leslie S5, Nathan M5-2 Alco bells changeable by CVs - Full 8-notch prime mover sounds - Compressor - Dynamic brake - Multiple realistic lighting effects Same powerful drive as WalthersProto locos featuring: - Five-pole skew-wound motor - 14:1 gear ratio - Helical-cut gears for quiet operation and easy multiple unit operation - All-wheel drive and electrical pickup - Dual machined brass flywheels - Heavy die-cast metal chassis - Constant LED lighting Factory-installed handrails Molded drill starter points for grab irons - easily added with Alco PA-PB Diesel Detail Kit (910-252, sold separately) RP-25 metal wheels Proto MAX metal knuckle couplers New York Central Single headlight No dynamic brakes Small numberboards PA-PB Set 910-20087 #4200, 4300 Sound & DCC $419.98 910-20088 #4203, 4303 Sound & DCC $419.98 910-10085 #4203, 4302 $299.98 PA Only 910-20089 #4201 Sound & DCC $219.98 910-20090 #4202 Sound & DCC $219.98 910-10086 #4202 $159.98 New Haven - McGinnis Scheme w/white Nose Single headlight No dynamic brakes Small numberboards PA Only 910-20085 #0761 Sound & DCC $219.98 910-20086 #0770 Sound & DCC $219.98 910-10083 #0766 $159.98 910-10084 #0779 $159.98 Southern Railway Working Mars light Large angled numberboards Dynamic brakes PA Only 910-20091 #6901 Sound & DCC $219.98 910-20092 #6902 Sound & DCC $219.98 910-10087 #6903 $159.98 910-10088 #6904 $159.98 4 Santa Fe - Passenger Warbonnet Painted & plated finish ATSF-style roof-mount & small nose-mount numberboards Working Mars light on PA PA-PB Set 910-20079 #53L, 53A Sound & DCC 459.98 910-20080 #72L, 72A Sound & DCC 459.98 910-10079 #56L, 56A 329.98 PA Only 910-20081 #58L Sound & DCC $239.98 910-20082 #61L Sound & DCC $239.98 910-10080 #60L $179.98 Delaware & Hudson Painted & plated finish Original ATSF-style roof-mount & small nose-mount numberboards Working Mars light PA Only 910-20083 #16 Sound & DCC $239.98 910-20084 #19 Sound & DCC $239.98 910-10081 #17 $179.98 910-10082 #18 $179.98

NEW HO WalthersProto Jordan Spreader February 2019 delivery $99.98 each Limited edition - one-time run of these numbers Prototypes in service from the 1920s to the present Factory-installed grab irons Positionable wings and moldboards can be raised & lowered Built tough with durable metal hinges & other details Complete underbody with brake gear & piping Thin profile stirrups Cab window glass Railroad-specific details: - Horizontal or vertical air reservoir - Original or one of 3 later headlight styles as appropriate - 70-ton roller bearing or Bettendorf trucks as appropriate - Single-chime air horn placement Ultra-smooth rolling metal axles & 33" wheelsets Proto MAX metal knuckle couplers BNSF Railway - Orange Horizontal air tank Modern horizontal headlight Right-front cab air horn mount 920-110109 #972665 Canadian National Horizontal air tank Modern vertical headlight Wing post crosstie air horn mount 920-110110 #50988 Chicago & North Western Horizontal air tank Modernized round headlight Right-front cab air horn mount 920-110111 #11967 Grand Trunk Western Horizontal air tank Modern vertical headlight Wing post crosstie air horn mount 920-110112 #50994 Soo Line Horizontal air tank Modern horizontal headlight Right-rear cab air horn mount 920-110113 #900078 Maintenance-of-Way - Brown & Aluminum Vertical air tank Original round headlight Right-front cab air horn mount 920-110114 Unlettered Maintenance-of-Way - Orange & Black Horizontal air tank Two modern horizontal edge & one center vertical headlight Right-front cab air horn mount 920-110115 Unlettered Maintenance-of-Way Black w/shark Face on Plow Horizontal air tank Modern vertical headlight Air horn mounted on wing post crosstie 920-110116 Unlettered Undecorated - Back by popular demand! 920-110100 Kit Union Pacific licensed product More Great Additions to Your Maintenance Fleet! HO SceneMaster International Maintenance-of-Way Trucks Contemporary white w/railroad logo decals 4300 Crew Cab Dump Truck 949-11634 $11.98 each 7600 3-Axle Heavy-Duty Dump Truck 949-11660 $11.98 each 7600 2-Axle Crew Cab Truck w/solid Stake Bed 949-11880 $11.98 each HO SceneMaster Railroad Yard Crew 949-6065 pkg(6) $12.98 HO SceneMaster Railroad Track Workers #1 949-6066 pkg(6) $12.98 HO SceneMaster Railroad Track Workers #2 949-6067 pkg(6) $12.98 5

Order Today! NEW HO SceneMaster Plastic Vehicle Kits December 2018 delivery for all models Perfect for layout scenes, dioramas or collections Highly detailed plastic parts molded in colors Designed for easy assembly Complete illustrated instructions Kalmar Intermodal Container/Trailer Crane Kit Sized right for layout intermodal facilities big or small Build for trailer or container loading - parts for both versions included Positionable boom Build a complete terminal scene with Cornerstone Intermodal Yard Pavement (933-4120) plus SceneMaster Trailers & Containers (each sold separately) Molded in 3 colors & clear plastic 949-11013 $44.98 Two-Axle Truck Crane Kit Must-have equipment for modern industrial, construction or maintenance-of-way fleets Build for on- or off-road work with telescoping boom & positionable outriggers Positionable crane can be rotated 360, boom can be raised and lowered Great for lifting chores at the Cornerstone Skyscraper Construction Site (933-3761, sold separately) Molded in 2 colors & clear plastic 949-11015 $34.98 Hi-Rail Excavator Kit Build for road or rail service with positionable hi-rail wheels Includes optional excavator bucket (shown), scoop & lifting hook Positionable cab can be rotated 360, boom can be raised and lowered Put your new model to work alongside SceneMaster Maintenance-of-Way trucks (949-11634 series), available separately Molded in 3 colors & clear plastic 949-11014 $31.98 Modern Fishing Boat Kit Detailed pilothouse with interior Waterline (flat) hull - easily added to new or existing scenery Deck-mounted sorting table & equipment, net sweeps & other details Great alongside the Cornerstone Tug Boat, Car Float and other Walthers Waterfront Series kits (each sold separately) Molded in 4 colors & clear plastic 949-11016 $29.98 6

NEW HO WalthersMainline 60' Pullman-Standard Flatcar April 2019 delivery $27.98 each Limited edition - one-time run of these numbers Based on 4000+ cars built by Pullman-Standard in service from the mid-1960s to today! Backbone of the TTX 60' flatcar fleet - similar cars used by many railroads Heavily weighted for excellent performance loaded or empty Used for general freight, auto & truck frames, canisters, farm equipment, construction machinery, military vehicles, containers, logs, lumber, building materials, 20' & 40' containers, & 45' or 48' trailers Superbly detailed decks match different prototype configurations with: - Correct board pattern with realistic wood grain and bolt details - Brake wheel cutout as appropriate - OTTX features two center tie-down channels; used for farm machinery - VTTX features open deck, container bolsters for three 20' or one 20' and 40' containers (sold separately) & side-mount lever-style handbrake Detailed brake gear with piping 70-ton roller bearing trucks Correct 33" turned metal wheelsets Proto MAX metal knuckle couplers Santa Fe - General Service (no tie-downs) 910-5319 #95489 910-5320 #95523 910-5321 #95567 ALL NEW BODY STYLE - OTTX Southern Railway - General Service (no tie-downs) 910-5325 #152102 910-5326 #152145 910-5327 #152199 Trailer-Train OTTX - Brown w/yellow TT Logo Based on cars used for transporting agricultural equipment 910-5328 OTTX #90014 910-5329 OTTX #90153 910-5330 OTTX #90208 Trailer-Train OTTX- Yellow w/black TT Logo Based on cars used for transporting agricultural equipment 910-5331 OTTX #90021 910-5332 OTTX #90074 910-5333 OTTX #90199 TTX-VTTX Yellow w/white TTX Logo Based on cars rebuilt for 20' & 40' container loading 910-5334 VTTX #92288 910-5335 VTTX #92316 910-5336 VTTX #92639 Elgin, Joliet & Eastern - General Service (no tie-downs) 910-5322 #6008 910-5323 #6073 910-5324 #6116 Showcase Your Flatcar Fleet with these Accessories! HO SceneMaster Farm Tractor 2-Pack - Assembled 949-4161 Green $14.98 949-4160 Red $14.98 HO SceneMaster Road Grader 949-11010 Kit $27.98 HO SceneMaster 40' Smooth-Side Container 949-8300 - 8306 Series $11.98 each HO Cornerstone Vulcan Manufacturing Company 933-3045 Kit $44.98 HO SceneMaster Four-Wheel Drive Farm Tractor 949-11011 Kit $31.98 HO SceneMaster 20' Smooth-Side Containers Singles - 949-8650 - 8659 Series $9.98 each REA 2-Packs - 949-8680 & 8681 $17.98 each HO Cornerstone Overhead Traveling Crane 933-3102 Kit $19.98 HO Cornerstone Piggyback Ramps 933-4048 Kit $34.98 7

Order Today! Structure shown for illustration purposes only; structure not included NEW HO Cornerstone Roof Texture Kit January 2019 delivery $7.98 each Add realism to any building with a flat roof in minutes Simplifies modeling tar & gravel roofs Real stone for authentic color, size and texture Recloseable plastic bag with 8-13/16oz 250g of stone - enough for several projects! Commonly used on railroad, industrial & commercial buildings like the Machine Shop (933-2902), Reliable Warehouse & Storage (933-3014) Brick Office Building (933-4050) or Merchant s Row IV (933-4040) and many more! 933-502 Roof Texture Kit Figures and bags shown not included NEW HO SceneMaster Baggage Carts Kit $21.98 each Realistic detail for station scenes from the 1940s on Perfect for use with Trackside Post Office (#933-4063 sold separately) Parts for five open carts Molded in gray plastic 949-4135 Set of 5 Figures and bags shown not included NEW HO SceneMaster Baggage Tractor & Trailers Kit $21.98 each Must-have for moving mail, baggage & more at city stations & freight houses Fits 1950s & later layouts Parts for one non-powered electric tractor & three open side trailers Molded in gray, black & brown plastic 949-4141 Figures shown not included NEW HO SceneMaster Suitcases & Packs $14.98 each Ready-to-use inside or out to detail busy stations Great value with: - 78 assorted suitcases, umbrellas, backpacks, handbags, baskets, briefcases & purses - 8 one-piece baggage trolleys Parts molded in brown, black, gray & silver plastic 949-4142 86-Piece Set 8

NEW HO Cornerstone Small Business Center Kit October 2018 delivery $59.98 each Part of the Cornerstone Modern Industrial Park series - see the current series online at walthers.com/products/ industrial-parks Great location for modern small businesses & light manufacturing operations Contemporary facade with large office windows & double doors for front & side entrances Printed signs for a variety of businesses Raised walkway simplifies scenery construction for authentic higher front parking lot & lower truck dock on back wall as seen at many facilities Tip-up concrete panel construction fits layouts from the 1980s to the present Build in multiple configurations or customize in minutes with molded cut lines, expand with additional kits or build bigger with add-on accessories available separately Four correct height truck dock doors with weather bellows/ seals & inside loading door Electrical box, roof vents & four roof-mounted air conditioners included Modern square security lights included - upgrade to working models with Modern Wall Light 3-Pack (#949-4318, sold separately) Molded in 5 colors and clear plastic 933-4132 Small Business Center 18-1/8 x 9-15/16 x 5-5/16" 46 x 25.3 x 13.6cm Detail Ideas for Your HO Industrial Park! HO SceneMaster International 4900 Box Van HO Cornerstone UPS Hub w/customer Center 933-4110 Kit $69.98 HO Cornerstone Modern Printing Plant 933-4079 Kit $79.98 949-11291 White w/red Cab $9.98 949-11294 UPS Modern Shield logo $11.98 HO SceneMaster Business Travelers 949-6024 pkg(6) $12.98 HO Cornerstone Cold Storage Warehouse 933-4069 Kit $59.98 HO Cornerstone Modern Guard Shack 933-4076 Kit $29.98 949-11293 UPS Bow Tie Shield logo $11.98 HO SceneMaster Warehouse Workers & Accessories 949-6064 pkg(5) $14.98 9

Order Today! NEW HO SceneMaster Leaves December 2018 delivery $7.98 each Read to use - perfect for new or existing scenery Realistic spring, summer & fall colors Easy upgrade for model trees too! Big 1-3/4oz 50g bag does several projects 949-1207 Medium Green 949-1208 Dark Green 949-1209 Red & Brown NEW HO SceneMaster Hedges February 2019 delivery $9.98 each Build realistic backyards, parks & other outdoor scenes in minutes Flexible material cuts easily for customizing Fully assembled, ready to add to new or existing layouts Available in two realistic colors & heights 949-1300 Short Light Green 19-5/8 x 3/8 x 1/4" 50 x.8 x.6cm 949-1302 Tall Light Green 19-5/8 x 3/8 x 5/8" 50 x 1 x 1.5cm 949-1301 Short Dark Green 19-5/8 x 3/8 x 1/4" 50 x.8 x.6cm 949-1303 Tall Dark Green 19-5/8 x 3/8 x 5/8" 50 x 1 x 1.5cm NEW HO WalthersProto Trailer Hitch Accessory Pack January 2019 delivery $9.98 each Authentic upgrade for HO piggyback flatcars old or new Parts for both American Car & Foundry and Pullman-Standard style hitches as used from 1955 to the present Builds two each raised and one collapsed hitch of each style - six hitches total Parts molded in orange Easy to assemble and install - complete instructions included 920-6060 Kit 10

NEW FROM WALTHERS NEW ARRIVAL NEW ARRIVAL NEW HO WalthersMainline SD60M 3-Window Cab & DCC $199.98 each $129.98 each Limited edition - on time run of these roadnumbers! Prototypes in service 1989 to the present in main line & regional service Mid-production safety cab with three-piece windshield Open grating on steps Available with & DCC for DCC & DC layouts Same powerful drive as WalthersProto locos Heavy die-cast metal chassis Constant & directional LED headlights Updated shell with molded drill starter points - easily added with EMD SD60M Diesel Detail Kit (#910-257) sold separately RP-25 metal wheels Proto MAX metal knuckle couplers DC Units sold out at Walthers See your locoal hobby shop NEW HO WalthersProto 55' Evans 4780 Covered Hopper $37.98 each Limited edition - on time run of these roadnumbers! Favorites for hauling grain & dried distillers grain (DDG) Factory-installed grab irons See-through etched-metal walkways and end platforms Correct side braces & separate vibrator brackets on hopper bays Superb paint & lettering Ultra-smooth rolling metal axles & 36" wheelsets Proto MAX metal knuckle couplers Archer-Daniels-Midland - Gray 920-106120 UELX #10002 920-106121 UELX #10012 920-106122 UELX #10018 920-106123 UELX #10010 Burlington Northern 910-20301 #9203 Sound & DCC 910-20302 #9238 Sound & DCC Archer-Daniels-Midland - Yellow 920-106124 UELX #30223 920-106125 UELX #30227 920-106126 UELX #30235 920-106127 UELX #30245 BNSF Railway 910-20303 #1416 Sound & DCC 910-20304 #8129 Sound & DCC Canadian Pacific 910-20305 #6258 Sound & DCC 910-20306 #6260 Sound & DCC Norfolk Southern 910-20307 #6808 Sound & DCC 910-20308 #6811 Sound & DCC Soo Line 910-20309 #6058 Sound & DCC 910-20310 #6061 Sound & DCC Union Pacific 910-20311 #2262 Sound & DCC 910-20312 #2313 Sound & DCC Comet Rice 920-106128 USLX #20920 920-106129 USLX #20983 Famers Co-op Association - Hemingford, Nebraska 920-106130 USLX #26139 920-106131 USLX #26143 920-106132 USLX #26138 920-106133 USLX #26140 Famers Co-op Association - Mead, Nebraska 920-106134 USLX #26275 920-106135 USLX #26278 920-106136 USLX #26276 920-106137 USLX #26280 Missouri-Kansas- Texas 920-106138 MKT #4156 920-106139 MKT #4169 920-106140 MKT #4188 920-106141 MKT #4190 Union Pacific licensed product 11

NEW FROM WALTHERS ADVANCE RESERVATION 12 NEW HO WalthersMainline EMD F7 November 2018 Delivery for all Models A-B Sets & DCC $369.98 each $249.98 each Matching A Units & DCC $199.98 each $129.98 each Limited edition - one time run of these roadnumbers! Used in freight & passenger service from 1949 to the 1990s - many preserved today Nicely priced power for WalthersMainline freight & passenger trains Available with & DCC for DCC & DC layouts Single or dual headlights to match prototypes Factory-installed handrails Same powerful drive as WalthersProto locos Mars light on A units as appropriate Steam generator details as appropriate 9-pin plug on models for easy DCC conversion RP-25 metal wheels Proto MAX metal knuckle couplers Alaska Railroad A-B Sets 910-19925 #1520, 1519 910-19926 #1524, 1525 910-9925 #1522, 1523 Matching A Units 910-19927 #1528 910-19927 #1532 910-9926 #1530 Milwaukee Road A-B Sets 910-19929 #81A, 68B 910-19930 #83A, 85B 910-9927 #82A, 102B Matching A Units 910-19931 #81C 910-19932 #83C 910-9928 #82C Northern Pacific A-B Sets 910-19933 #6009A, 6009B 910-19934 #6017A, 6017C 910-9929 #6013A, 6013B Matching A Units 910-19935 #6009D 910-19936 #6017D 910-9930 #6013D VIA A-B Sets 910-19937 #1402, 1961 910-19938 #1409, 1965 910-9931 #1406, 1963 Matching A Units 910-19939 #1405 910-19940 #1414 910-9932 #1411 Wabash A-B Sets 910-19941 #630, 600 910-19942 #688, 606 910-9933 #635, 604 Matching A Units 910-19943 #693 910-19944 #715 910-9934 #650 ADVANCE RESERVATION NEW HO WalthersMainline 59' Cylindrical Hoppers November 2018 Delivery $29.98 each Limited Edition - one time run of these roadnumbers! Model of a National Steel Car 4550 cubic foot car Thousands used in North American grain & potash service from 1972 to the present Fully assembled, ready to run Trough or round loading hatches as appropriate See-through running boards Detailed brake gear, roof hatches & end ladders Correct 36" turnedmetal wheelsets Proto MAX metal knuckle couplers Canadian Wheat Board CNWX w/double Wheat Sheaf Trough hatches 910-7352 #106725 910-7353 #106750 910-7354 #106894 910-7355 #107230 Canada - CNWX w/double Wheat Sheaf Trough hatches 910-7356 #109800 910-7357 #109838 910-7358 #109906 910-7359 #110000 Canada - CPWX/ Double Wheat Sheaf Trough hatches 910-7360 #606427 910-7361 #606542 910-7362 #606610 910-7363 #606701 Canadian National - Web site Round hatches 910-7364 #376584 910-7365 #376589 910-7366 #376606 910-7367 #377040 Canadian Pacific - CP Rail Trough hatches 910-7368 #384677 910-7369 #384810 910-7370 #384902 910-7371 #387014 Chicago & North Western - System logo Trough hatches 910-7372 #460071 910-7373 #460080 910-7374 #460093 910-7375 #460098 Potash Corporation of Saskatchewan - CGLX Round hatches 910-7376 #1614 910-7377 #1624 910-7378 #1642 910-7379 #1654 Union Pacific licensed product

NEW ARRIVAL NEW ARRIVAL NEW HO WalthersMainline 60' Pullman-Standard Flatcar $27.98 each Completely new HO model from rails to deck! Based on 4000+ cars built by Pullman-Standard in service from the mid-1960s to today! Backbone of the TTX 60' flatcar fleet - similar cars used by many railroads Used to ship all types of general freight as well as auto & truck frames, canisters, farm equipment, construction machinery, military vehicles, containers, logs, lumber, building materials, 20' & 40' containers, & 45' or 48' trailers Superbly detailed decks match four different prototype configurations with: - Correct board pattern with realistic wood grain & bolt details - Brake wheel cutout as appropriate - MTTX features two center tie-down channels - HTTX features two center & two outside tie-down channels - VTTX features open deck, container bolsters for three 20' or one 20' & 40' containers (sold separately) & side-mount lever-style handbrake - Trailer-loading version features hitch & rails Heavily weighted for excellent performance loaded or empty Detailed brake gear with piping 70-ton roller bearingtrucks Correct 33" turned metal wheelsets Proto MAX metal knuckle couplers NEW HO Cornerstone Coal Trestle Kit $29.98 each Installed in tight city lots and rural locations Prototypes used gravity to speed unloading hoppers from the 1900s to the 1960s Molded ramp simplifies modeling track on grade Detailed trestle with supports, abutment, railing & walkway - optional bulkheads to build below-track storage bins also included Separate coal conveyor - prototypes also moved sand and gravel from hoppers to trucks Great addition to trackside coal dealers, lumber & building materials yards, heavy industries & more 933-4093 Coal Trestle 24-1/2 x 4-3/8 x 1-3/4" 62.3 x 11.1 x 4.4cm NEW ARRIVAL Santa Fe - Trailer Loading 910-5301 #293236 910-5302 #293329 Canadian Pacific - Trailer Loading 910-5303 #505650 910-5304 #505707 Wisconsin Central - Trailer Loading 910-5311 #36324 910-5312 #36391 Undecorated 9109-5300 Sold out at Walthers - see your dealer! TTX - HTTX Heavy-Duty Loading 910-5305 #90809 910-5306 #91042 NEW HO Cornerstone Modern Shopping Center II Kit $39.98 each Revitalize your HO business community Three stores in one compact, contemporary structure Decorative front wall for added realism, detailed brickwork, large glass windows & entry doors Colorful signs for a variety of businesses Looks great alongside Modern Shopping Center I (933-4115) or The UPS Store (933-4112), both sold separately Plastic parts molded in 3 colors TTX - MTTX - General Loading 910-5307 #92151 910-5308 #92194 TTX - VTXX - Container Loading 910-5309 #92196 910-5310 #92341 933-4116 Modern Shopping Center II 10-1/2 x 4-15/16 x 3-1/2" 26.6 x 12.5 x 8.8cm 13

NEW FROM WALTHERS ADVANCE RESERVATION NEW ARRIVAL NEW HO WalthersProto 55' Trinity Modified 30,145-Gallon Tank Car $44.98 each November 2018 Delivery for all Models Limited edition - one time run of these roadnumbers! Based on cars updated with reinforced ends, revised end platforms & multi-valve housing to comply with Federal Railroad Administration (FRA) mandates Now in use for all types of petroleum traffic including ethanol, gasoline & crude oil Photo-etched metal end shields See-through etchedmetal walkways & end platforms Authentic 1267 placards for crude oil service Factory-installed grab irons Prototypical modern end rails Highly detailed underbody with separate brake cylinder, brake pipe & rigging Ultra-smooth rolling metal axles & 36" wheelsets CIT Group 920-100700 CBTX #741362 920-100701 CBTX #741398 Conoco Phillips 920-100702 PPRX #660054 920-100703 PPRX #660179 PBF Holding Co. 920-100704 DPRX #259059 920-100705 DPRX #259512 Shell Oil 920-100706 SCMX #6006 920-100707 SCMX #6109 Trinity Industries Leasing - White 920-100708 TILX #351156 920-100709 TILX #351181 Trinity Industries Leasing - Black 920-100710 TILX #350350 920-100711 TILX #350471 A Note on Availability At Walthers, we strive to provide you with the widest variety of product possible. In order to achieve this goal, we maintain significant inventory on site. Despite our best efforts to have every item in house at all times, it is not realistically possible to do so. For your convenience, we do our best to promote items that are in stock and to clearly label other items those that are new and available for Advance Reservations or items that are low in stock and have Limited Quantities Available when the Flyer goes to press. At times, we experience a quick sell out on a particular item or unexpected demand for an item that we believed to have sufficient stock in house. In many cases, items can be back ordered for future delivery. In other cases, we are unable to secure more of a particular item. For the most up to date availability information, we encourage you to check walthers.com, email us at custserv@walthers.com or call our Customer Service Team at 1-800-4-TRAINS. Please know that we appreciate your support of both Walthers and your Local Hobby Shop. We are committed to making this Flyer a valuable part of your model railroading. 14 NEW HO Cornerstone Updated American Bungalow with Single Car Garage Kit $39.98 each Typical of Bungalows built by the thousands from the 1900s on & updated over the years - many still lived in today Perfect for city or small town residential areas Use alone or model a complete block with additional kits (each sold separately) Enclosed front porch, two optional roof dormers & detailed hip roof One-car garage with interior framing - Add SceneMaster Garage Detail Set (949-4167) available separately for more realism) House is molded in three colors and Garage in two colors 933-3791 Updated American Bungalow with Single Car Garage House: 6-11/32 x 3-5/8 x 3-1/2" 16.1 x 9.1 x 8.8cm Garage: 2-5/8 x 1-5/8 x 1-11/16" 6.6 x 4 x 4.1cm NEW ARRIVAL NEW HO Cornerstone Single Car Garage 2-Pack Kit $24.98 each Easy upgrade alongside any older home from the 1900s to the present Build with overhead door open or closed Detailed interior framing - add a SceneMaster Garage Detail Set (949-4167, available separately) for more realism Parts for two complete garages Molded in two colors 933-3796 Single Car Garage 2-Pack Each: 2-5/8 x 1-5/8 x 1-11/16" 6.6 x 4 x 4.1cm

NEW ARRIVAL ADVANCE RESERVATION NEW HO WalthersMainline 40' Association of American Railroads 1948 Boxcar $27.98 each (Unless Noted) Limited edition - one time run of these roadnumbers Improved Dreadnaught 4-4 end with rectangular top rib Diagonal panel roof See-through Apex steel running board 6' Youngstown doors 10-panel riveted sides 10'6" Interior height Ajax hand brake wheel Bettendorf trucks Correct 33" turnedmetal wheelsets Proto MAX metal knuckle couplers Bangor & Aroostook - State of Maine 910-1450 #4035 $31.98 910-1451 #4329 $31.98 910-1452 #4484 $31.98 Baltimore & Ohio 910-1453 #464720 910-1454 #464842 910-1455 #464897 Great Northern 910-1456 #18598 910-1457 #18721 910-1458 #18989 Wabash 910-1465 #750 910-1466 #751 910-1467 #752 NEW ARRIVAL NEW HO WalthersMainline 85' Budd Dome Coach $39.98 each Based on streamlined cars used by many roads Operates on 18" radius curves Correct prototype 85' length Tinted window glass Fully assembled, ready to enjoy Rugged construction for years of service Detailed body Full interior Model a complete consist in minutes with matching WalthersMainline passenger cars, each sold separately Take your models to the next level of realism with the WalthersMainline Passenger Car Exterior Detailing Kit (#910-200) sold separately Amtrak - Phase III 910-30401 Santa Fe 910-30402 NEW HO WalthersMainline GE GEVO Diesels February 2019 Delivery for All Models & DCC $199.98 each $139.98 each Limited edition - one time run of these roadnumbers The most popular prototype diesel in North America Thousands in service from 2003 to the present Available with for DCC & DC layouts 21-pin DCC plug 2- or 4-vent dynamic brake vent as appropriate Easily handles 18" radius curves (22" or larger recommended) Six powered axles per unit Correct LED headlight position per prototype Working front ditch lights Three truck styles to match prototypes: - Standard high-adhesion - Steerable (nonworking) - C4 A1A center idler axle Same powerful drive as WalthersProto locos Correct profile radiator grilles & rooftop walkway surface details Molded drill starter points for grab irons - easily added with the GE ES44 Evolution Series Diesel Detail Kit (910-250, sold separately) RP-25 metal wheels Proto MAX metal knuckle couplers BNSF Low headlight C4 A1A trucks 2-vent dynamic brake 910-20175 DCC #6515 910-20176 DCC #7054 910-10175 DC #6666 910-10176 DC #8399 CSX Low headlight Steerable (nonworking) trucks 4-vent dynamic brake 910-20177 DCC #959 910-20178 DCC #982 910-10177 DC #966 910-10178 DC #975 Union Pacific Low headlight High adhesion trucks 4-vent dynamic brake 910-20184 DCC #7473 910-20185 DCC #7500 910-10184 DC #7496 910-10185 DC #7517 NS Heritage Units Nickel Plate Road High headlight High adhesion trucks 4-vent dynamic brake 910-20181 DCC #8100 910-10181 DC #8100 Penn Central 910-1459 #104821 910-1460 #104957 910-1461 #105106 Southern Pacific 910-1462 #102157 910-1463 #103008 910-1464 #103592 Southern 910-30403 Union Pacific 910-30404 VIA Rail 910-30405 Undecorated 910-30400 NS High headlight High adhesion trucks 4-vent dynamic brake 910-20179 DCC #8008 910-20180 DCC #8137 910-10179 DC #8092 910-10180 DC #8163 Union Pacific licensed product Pennsylvania Railroad High headlight High adhesion trucks 4-vent dynamic brake 910-20182 DCC #8102 910-10182 DC #8102 Southern Railway High headlight High adhesion trucks 4-vent dynamic brake 910-20183 DCC #8099 910-10183 DC #8099 15

NEW FROM WALTHERS ADVANCE RESERVATION ADVANCE RESERVATION NEW HO SceneMaster 20' Smooth Side Container January 2019 Delivery for all Models Single $9.98 each 2-Packs $17.98 each All-new model in standard end-door & right-side door versions Widely used during 1960s & 1970s Authentic rivet, door latch & hinge details Colorful period schemes Perfect period loads for WalthersMainline G85 & 60' Pullman- Standard VTTX container flatcars (each sold separately) 949-8651 American President Lines 949-8652 Compass Container Company (blue) 949-8653 Canadian National 949-8654 CP Ships (No Multi-mark) 949-8655 NYK 949-8656 Manchester Lines 949-8659 Y.S. Line 949-8650 Undecorated Railway Express Agency 2-Packs Right-side & end doors Available with four different numbers 949-8680 #1, #2 949-8681 #3, #4 NEW ARRIVAL NEW HO SceneMaster Figure Sets Ready-to-use Carefully sculpted with realistic detail Hand-painted in realistic colors Motorcyclists Includes three riders & two bikes. 949-6061 $17.98 Row Boat & Two Passengers 949-6062 $14.98 Photographers 949-6077 Set of 6 $12.98 Holiday Shoppers Includes six figures in winter clothes 949-6069 Set of 6 $14.98 NEW HO Cornerstone Split-Level House Kit November 2018 Delivery $34.98 each All-new model of an American icon! Must-have home for mid-1950s to present day subdivisions Authentic period details with traditional brick & wood construction Attached one-car garage Curbside mailbox, large & small shutters, separate gas & electric meters & brick exterior chimney all included 933-3794 Split-Level House 7-1/4 x 3-3/4 x 2-9/16" 18.4 x 9.5 x 6.5cm ADVANCE RESERVATION NEW HO Cornerstone Brick Post Office Kit November 2018 Delivery $39.98 each Perfect Post Office facility for small town or suburb Fits 1950s to present day Detailed brick walls, separate windows, nonworking security lights, plus gas & electric meters Trash cans, curbside mailboxes, 2 styles of bike racks, fire hydrant, phone booth & parking meters all included for extra realism Colorful decal signs included Molded in 4 colors 16 949-8657 Mitsui 949-8658 Railway Express Agency (right-side & end-doors) Zombies Great for seasonal haunted houses or starting your own HO apocalypse! 949-6080 Set of 6 $14.98 933-4200 Brick Post Office 7-7/8 x 5-11/16 x 3-1/16" 20 x 14.4 x 7.7cm

Whether it s time to browse or time to buy we ve got you covered. Everything you need to build a great model railroad! 2019 HO-N-Z Reference Book Now there are two easy ways to access your number one modeling tool, using the all-new digital or print versions of Walthers 2019 Model Railroad Reference Book. 913-219P Print Edition $17.98 913-219D NEW Digital Edition $9.98 913-219C Print & Digital Edition $19.98 Only at walthers.com ORDER TODAY! Visit walthers.com/reference-books to find out more! 17

Start your holiday shopping now! Bells ringing, carolers singing, cookies baking, snowman making, shopping for toys, holiday joys, starry nights, Christmas lights, trains around the tree, children s glee. Tis the season to start getting ready for the holidays! Shop for family and friends with Walthers Holiday Gift Guide and at Walthers.com now and you ll have more time to enjoy the upcoming holiday season. WALTHERS Santa says The holiday gifts tend to sell out quickly, so place your orders soon! HO Digital Commander Train Set - E-Z Command Bachmann. Action-packed set includes two powered DCC-equipped locomotives with operating headlights plus 2 freight cars, caboose, 56 x 38' E-Z Track oval, power pack and more. 160-501 ATSF Reg. Price: $439.00 Sale: $299.98 HO Overland Limited Train Set Bachmann. A Union Pacific 4-8-4 steam locomotive with operating smoke and headlight leads 8 freight cars and a caboose around a 65 x 38" E-Z Track oval. 160-614 UP Reg. Price: $395.00 Sale: $269.98 HO Durango & Silverton Train Set Bachmann. Still operating as a tourist service the Durango & Silverton was originally a mining line. A 2-8-0 steam loco with tender leads 3 old-time passenger cars around an E-Z Track oval. Includes power pack. 160-710 Reg. Price: $309.00 Sale: $209.98 HO DeWitt Clinton Historic Train Set Bachmann. Based on one of the first U.S. steam engines. Tiny model pulls its tender and a trio of vintage coaches around a 47 x 38" E-Z Track oval. Includes UL-listed power pack. 160-641 Blue, Yellow Reg. Price: $195.00 Sale: $129.98 HO Jingle Bell Express Train Set Bachmann. The Jingle Bell Express rushes last-minute wishes from the North Pole to homes around the world. Decked out in red and green and carrying a sweet cargo of holiday treats, the Jingle Bell Express will deliver merry dreams around your Christmas tree for years to come. 160-724 Reg. Price: $255.00 Sale: $169.98 HO Harvest Express Train Set Bachmann. Deliver a bountiful harvest with the Harvest Express. A powerful GP40 engine pulls 3 colorful hoppers around a snap-fit E-Z Track oval. Set includes power pack and speed controller. 160-735 CN Reg. Price: $245.00 Sale: $169.98 HO Rail Chief Train Set Bachmann. Command the rails with this set that includes miniature people, a signal bridge, GP40 diesel engine, 3 freight cars and a caboose. It runs around a 47 x 38" E-Z Track oval. 160-706 BN & Santa Fe Reg. Price: $225.00 Sale: $149.98 HO The General Train Set Bachmann. The Civil War s Great Locomotive Chase of April 12, 1862 comes to life with this vintage set. An American 4-4-0 leads an old-time boxcar, gondola and combine along a huge 56 x 38" E-Z Track oval. 160-736 Western & Atlantic Reg. Price: $299.00 Sale: $199.98 18

HO Deluxe Thomas & Friends Special Train Set Bachmann. Annie and Clarabel Coaches join Thomas, Sir Topham Hat, Bertie the Bus and Harold the Helicopter in this fun set. Comes with 56 x 38" snap-fit E-Z Track oval and power pack. 160-644 With Annie & Clarabel Reg. Price: $219.00 Sale: $149.98 HO Thomas w/annie & Clarabel Train Set - Thomas & Friends Bachmann. Set includes Thomas the Tank Engine, Annie Coach, Clarabel Coach, 36" circle of snap-fit E-Z Track and power pack. 160-642 Reg. Price: $175.00 Sale: $119.98 HO Whistle & Chuff Thomas Train Set - Thomas & Friends Bachmann. With a friendly toot of his whistle, Thomas signals the Troublesome Trucks that it s time to go to work. Analog sound-equipped Thomas also has moving eyes. Set includes 2 Troublesome Trucks, 36" track oval, power pack and speed controller. 160-739 Reg. Price: $289.00 Sale: $199.98 HO Thomas Christmas Express Train Set - Thomas & Friends Bachmann. Sporting a merry hat and equipped with a snowplow, Thomas is ready to brave the winter weather. Festive set includes Thomas with moving eyes, three festively decorated cars, Christmas tree load, snap-fit E-Z Track oval and power pack. 160-721 Reg. Price: $235.00 Sale: $159.98 HO Canyon Chief Train Set Bachmann. Commanded by a Santa Fe EMD F7 the Canyon Chief always delivers its freight on time. 160-740 ATSF Reg. Price: $142.00 Sale: $99.98 WALTHERS HOLIDAY SHIPPING DEADLINES Orders must be received by Noon CST on the following dates: Contiguous U.S. Only Standard... 12/06 Priority... 12/13 2 Day (No PO Boxes)... 12/18 Rush 1-2 Business Days (Includes PO Boxes)...12/18 Rush (No PO Boxes)...12/19 AK, HI & U.S. Territories (Additional delivery time may be needed) Standard... 11/21 Priority... 12/12 Rush... 12/18 Military Addresses Standard... 11/05 Priority (Only Zip Codes Starting with 093)... 11/30 Priority (No Zip Codes Starting with 093)... 12/04 Rush (No Zip Codes Starting with 093)... 12/14 International Canada... 11/13 Other Non-Canadian... 10/22 PLEASE NOTE: We are not liable for delivery delays due to events we cannot control, including, but not limited to, severe weather, natural disasters, carrier equipment issues, etc. DATES ARE SUBJECT TO CHANGE. For the most current and complete holiday shipping options, go to walthers.com/shipping or call us at 1-800-487-2467. HO A Norman Rockwell Christmas Train Set Bachmann. A festive tribute to America s beloved artist, this Christmas train set displays four classic holiday illustrations. From Santa fulfilling a child s wish to a father and son bringing home the tree, each heart-warming scene is charmingly detailed. 160-741 Reg. Price: $299.00 Sale: $199.98 HO McKinley Explorer Train Set Bachmann. Vista dome cars provide stunning views of the Alaskan wilderness on the McKinley Explorer. Modern version set includes diesel loco, Knik and Kenai passenger cars. E-Z Track oval, power pack and speed controller. 160-743 Alaska Railroad Reg. Price: $279.00 Sale: $189.98 HO Blue Star Train Set - E-Z App Bachmann. An E-Z App equipped Alco 2-6-0 leads an old-time wooden gondola, tank car and combine, around a 56 x 38" E-Z Track oval. Set comes with power pack and an illustrated instruction manual. 160-1502 B&O Reg. Price: $355.00 Sale: $239.98 FOR ALL ITEMS IN RED. WARNING: Cancer and Reproductive Harm - www.p65warnings.ca.gov. See page 27. 19

HO Scout Special Train Set - E-Z App Bachmann. Enjoy wireless control with this E-Z App equipped train set. Leading the way is an F7A diesel followed by a boxcar with Norman Rockwell and Joseph Castari illustrations plus a hopper and caboose. 160-1503 Boy Scouts of America Reg. Price: $349.00 Sale: $239.98 N Empire Builder Train Set Bachmann. Build your railroad empire featuring a lighted 4-8-4 steam engine with tender, 7 freight cars and a caboose. Includes signs, telephone poles and 44 x 24" E-Z Track oval. 160-24009 Northern 4-8-4 - Atchison, Topeka & ATSF Reg. Price: $345.00 Sale: $229.98 N Thunder Valley Train Set Bachmann. Hauling freight to destinations far and wide, this set includes a 24" circle of E-Z Track, EMD GP40 locomotive, 2 freight cars and a caboose. 160-24013 ATSF Reg. Price: $165.00 Sale: $109.98 N Yard Boss Train Set Bachmann. Take charge of your rail yard with this set that features an 0-6-0 steam engine with tender, 2 freight cars, a caboose and a 24" E-Z Track circle. 160-24014 ATSF Reg. Price: $209.00 Sale: $139.98 N Spirit of Christmas Train Set Bachmann. Good things come in small packages including this set that includes an 0-6-0 steam engine with tender, 2 coaches and a caboose. It s ready to roll around a 34 x 24" E-Z Track oval. 160-24017 Reg. Price: $230.00 Sale: $159.98 N Durango & Silverton Train Set Bachmann. Heading around the 34 x 24" E-Z Track oval is an 0-6-0 steam loco with tender, a combine and 2 coaches. Includes power pack. 160-24020 Reg. Price: $215.00 Sale: $149.98 N McKinley Explorer Train Set Bachmann. An EMD GP40 hauls dome cars named after the real Alaskan rivers around a 34 x 24" E-Z Track oval. 160-24023 Alaska Railroad Reg. Price: $212.00 Sale: $139.98 N Super Chief Train Set Bachmann. With the pride and power of a born leader, the mighty Super Chief thunders along the rails. Set includes locomotive, boxcar, gondola and caboose plus 24" circle of E-Z Track, power pack and speed controller. 160-24021 ATSF Reg. Price: $165.00 Sale: $109.98 Limited Quantity Available N Operation North Pole Christmas Train-Only Set - Kato. Kato USA partnered with Operation North Pole to bring this special Christmas Train - a replica of the real life Christmas Train that was operated in 2015 to life to support ONP s goal of spreading the magic of the holidays. 381-1062015 Metra F40PH & 3 Bi-Level Commuter (2015) Reg. Price: $195.00 Sale: $159.98 Limited Quantity Available N Amfleet & Viewliner Intercity Express Train-Only Set Kato. Includes Amtrak P42 diesel with modern Phase Vb paint scheme, two Phase VI Amfleet II coaches and one Phase VI Viewliner sleeper. Track and power pack not included. 381-1066285 Reg. Price: $170.00 Sale: $139.98 Limited Quantity Available N Operation North Pole Christmas Train-Only Set - Kato. In partnership with Operation North Pole, a volunteer-based public charity, Kata USA created this replica of the reallife 2016 train carrying children on a fantasy trip to the North Pole. A portion of sales goes to fund chartering the yearly train. 381-1062016 F40PH Loco & 3 Cars, Metra (Special Christmas Scheme, 2016 Edition) Reg. Price: $195.00 Sale: $159.98 Limited Quantity Available N Operation North Pole 2-Car Add-On Set w/bookcase Case - Kato. Add additional cars to your Operation North Pole train. Includes 2 Gallery Bi-Level Coaches. 381-1062016A Metra (Special Christmas Scheme, Matches #381-1062016) Reg. Price: $65.00 Sale: $51.98 N Brill Trolley - Bachmann. Decorated in traditional Christmas colors, this festive trolley features eight-wheel drive and an operating headlight. Performs best on 11-1/4" or larger radius curves. 160-61085 Christmas ( Happy Holidays ) Reg. Price: $65.00 Sale: $43.98 20