The operation of a Rail-freight Terminal can have many processes associated with the loading and unloading of containers that generate noise of an intermittent or impulsive nature. In particular the use of reach stackers can make it difficult to justify night-time operation when assessing the perceived LAMax levels against the current WHO criterion. This paper examines modelling the real time performance of a noise barrier scheme around an urban rail freight terminal in the UK Midlands. It considers the typical noise signature of a train arriving unloading and departing. It also examines the processes involved in aggregate handling and the use of reach stackers and swing-through cranes for container transportation. It also covers the measurement validation of the model and the installed permanent monitoring system for the operating site. Using the model, the worst case combination of transient noise sources was deter-mined. The barrier design was then optimised and specified to meet World Health Organisation (WHO) Guidelines for Community Noise and BS 4142: The Rating of industrial noise in a mixed industrial area.