Bult in 1954 as a Hilevel Coach for the Santa Fe Railway. The Santa Fe wanted to develop a new construction of passenger car that would increase seating capacity and provide a better ride and view for the passengers. The end result is a revolutionary two level passenger car that became known as the Hilevel. Santa Fe retired the cars and sold them to Amtrak who rebuilt them as part of their Heritage Fleet.

Some of the car details include great body and roof, OSSH trucks with grease bearings, diesel generator (type and condition unknown) , the car never received Head End Power, CS couplers, fair wheels, lower level vestibule and restrooms, upper level is are for coach seating.

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several carriers who specialize insuring railroad equipment).