In 1997, when Virgin Trains won the InterCity West Coast franchise, they made the decision to replace the train fleet they inherited with new trains. The old fleet consisted of an assortment of Classes 86, 87 and 90 electric locomotives, which operated in push-pull mode with Mk.2 and Mk.3 coaching stock. Virgin placed an order with Alstom/Fiat for the construction of new tilting trains.

Tilting trains were nothing new for the WCML. Twenty years previously, British Rail had developed the revolutionary, but ultimately unsuccessful Class 370 Advanced Passenger Train (APT). Despite their failure in revenue-earning service, much of the technology was used in later designs of tilting train, so the Class 390 could be considered the de facto successor to the APT. Indeed, the technology developed for the APT was eventually sold to Fiat. The Italian firm supplied much of the content of the units, including the bodyshell, whilst final assembly was carried out at Washwood Heath. The tilting technology was developed by FIAT and germany based ESW-Extel Systems Wedel. Two electromechnical actuators are used per cart to achive the wanted tilting angle in curves. In contradiction to other FIAT tilting trains which use hydraulic tilting actuators, the electromechnical systems offers lower maintenance cost and higher efficiency.

The new trains were originally intended to run at 140 mph (225 km/h). However, the West Coast Mainline modernisation programme, which was an upgrade to the infrastructure to allow faster line speeds, ran over budget. Consequently, plans were scaled back resulting in the maximum line speed being restricted to 125 mph (200 km/h). Since the construction of the fleet, hardware modifications have been performed to reflect this lower speed, so the trains are now physically limited to 125 mph (200 km/h) passenger running. Unfortunately this (and 140 mph) are rather well below BR's hopes for APT of 155 mph, but this equals the maximum speed of 125 mph (200 km/h) for the APT in passenger service, although one APT set reached 162 mph (261 km/h) in tests.

Fifty-three units were built, numbered 390001-390053. Each unit is formed of nine vehicles, but the first 34 sets were built as 8-car units, with the ninth vehicle built later and retro-fitted into the unit during 2004. The unit formation is described in the table below, with vehicles listed in the order they are formed in the unit. {| class=„wikitable“ !rowspan=2|Vehicle numbers !rowspan=2 align=left|Type !rowspan=2 align=left|Description !colspan=3|Seating

!1st !2nd !Toilets

The units incorporate a number of innovations, including a walk-in shop in place of the traditional buffet/restaurant car, and extensive passenger visual information systems located on the inside of the car ends and on the exterior of the doors. Following criticisms of the pressure operated automatic gangway doors of the older Mark 3 and Mark 4 carriages (they could easily be held open by items of luggage resting on the floor sensor, therefore allowing draughts into the passenger saloon), the gangway doors on the 390 sets are of the pushbutton „open on demand“ type, however these have been criticised due to automatically closing on passengers waiting to leave the train. All seats incorporate aircraft-style plug in radio/entertainment systems over which Virgin broadcasts a number of pre-recorded music channels. Each seating row is equipped with a dot-matrix LCD display that indicates the reservation status of each seat which was intended to replace the conventional printed labels which were manually inserted by the train crew. However, the system has proven unreliable, and the old paper based method is still used.

The coaches also incorporate steps which automatically extend to platform level when the doors are opened, although interestingly - this feature was first seen on the APT-P, which as mentioned above is a distant ancestor of the Pendolino. The windows are fitted with roll-down window blinds.

The fleet was introduced into passenger services from London Euston to Manchester Piccadilly in mid 2002 to coincide with the opening of the 2002 Commonwealth Games in Manchester. Over the next few months they began to monopolise the Manchester services, and were soon introduced onto routes to Liverpool Lime Street, Birmingham New Street, Wolverhampton and Preston. By late 2003 the last of the elderly Class 86 locomotives had been withdrawn, due to the introduction of the Pendolinos.

2004 saw their sphere of operation expand further. The units started to operate services to Glasgow Central, and by the end of summer, in theory all services north of Preston were worked by Class 390 units. This allowed the final Class 90 locomotives to be withdrawn, and inroads were made into the main Class 87 fleet. It was expected that all locomotive-hauled trains would have been replaced by the end of 2004, but the Pendolinos suffered from several technical problems, thus giving the Class 87s a stay of execution. By January 2005, only eight locomotives remained, however, used on peak London Euston-Birmingham New Street services. It is expected they will be retained for a few months while the Pendolinos undergo modifications to increase reliability.

Another development in 2004 was the clearing of the units for the North Wales Coast Line from Crewe to Holyhead. This line is not electrified, so Virgin's Class 57/3 „Thunderbird“ diesel locomotives are used to haul and push the electric units. These locomotives have special Dellner coupling adaptors and electrical systems that make them compatible with Pendolino trains, allowing failed units to be rescued. The Class 57s are also used when engineering works force Pendolino services to run over non-electrified diversionary routes.

Virgin Trains have named their entire fleet. Most carry promotional names such as „Virgin Valiant“, „Virgin Crusader“ or „Virgin King“. However, some have received traditional names such „City of London“ or „City of Liverpool“. Names are carried on the MFO (696xx) vehicle.

The entire Pendolino fleet is allocated to the (ALSTOM) Manchester Traincare Centre at Longsight, where heavy maintenance is carried out. 'Longsight' boasts a hoist on which an entire Pendolino set can be lifted. Lighter maintenance, cleaning and overnight stabling is carried out at ALSTOM's other centres - Wembley (London), Oxley (Wolverhampton), Edge Hill (Liverpool) and Polmadie (Greater Glasgow).

The Pendolino stock has not been without criticism. In October 2004, a train overshot its platform upon arrival into Liverpool Lime Street station and collided with the buffer stops, and a similar incident occurred only a few weeks later at the same station. The Rail Safety and Standards Board's inquiry into the event identified a software glitch in the wheel slip regulation system whereby the train's friction brakes were inhibited at low speeds after a prolonged coasting (such as that encountered on the approach into a station). The units were once again limited to 110mph for a short period until modifications to the system software were made.

The „smelly toilet“ problem that has plagued the Pendolino's diesel counterparts, the Voyagers, has also haunted the 390 units. Odours evident in the vestibules have been attributed to the vents for the toilet tanks being adjacent to the air conditioning inlets. Virgin and Alstom continue to work on the problem. Trials on different sets to solve this problem include air fresheners in vestibules, cleaning the retention tanks with a solution that Virgin Altantic use, replacing the pipe work that extracts the waste from the toilet bowl and modifications to where the excess gas is ejected.

The heavy weight of the trains caused considerably increased track wear. In 2006 the Pendolino was singled out for criticism by the then United Kingdom secretary of state for transport Alistair Darling due to its high weight per passenger causing both track wear and reducing the environmental benefit of travel by train <ref>[http://www.railnews.co.uk/news.aspx?id=2576 GOVERNMENT PLANS NEW LONG-TERM RAIL STRATEGY ] (Rail has not done as well as it could on the environment)</ref>. As a result of the smaller cabin dimensions necessitated by the tilting geometry and the need to provide disabled toilets, the units have lower seating capacity than the nine-car Mark 3 formations that they replaced. Fewer (and smaller) windows than the old Mark 3 coaches has also attracted criticism for making the Pendolino's cabin interiors seem darker and claustrophobic.date=February 2007 The trains have also been criticised for providing less space for cycle carriage than the old Mark 3 coaches.

On February 23 2007, 390 033 was derailed near Greyrigg in Cumbria, slipping down an embankment. A number of passengers were injured in the incident.[http://news.bbc.co.uk/1/hi/england/6391633.stm]

Work has also begun on withdrawing a couple of Pendolinos at a time for fitting of sanding gear, which surprisingly was not fitted when built, and a general programme of minor modifications. This has also required returning a small number of Class 87s to service for a short period.

With the sharp increase in passenger numbers following the WCML modernisation, Virgin are now lobbying the Department of Transport for the provision of an additional coach for each of the Class 390 units. All of the major stations on the WCML can accommodate a 10-car formation, and this was envisaged during the modernisation. 11-car formations are also possible, but platform extensions would be necessary at certain stations. Even 12-car formations are being considered, however this will require the rebuilding of depots. Slightly modified designs for the additional coaches are being looked at; one possibility is to have an extra centre set of doors to aid the loading of luggage.

With the closure of the Washwood Heath works, any additional vehicles will almost certainly be manufactured in continental Europe, most likely in Alstom's factories in Italy.