* Earnings rise, miss forecasts by a whisker
* CFO says received no concrete takeover bid
* Higher traffic, foreign assets boost revenue (updates with conference call, analyst comment)
By Isla Binnie and Robert Hetz
MADRID, April 26 (Reuters) - Spanish infrastructure group Abertis reported rising earnings on Wednesday and said it had received no concrete offer from Italian rival Atlantia after the companies held preliminary talks on a possible takeover.
Toll-road operator Atlantia said last week it was interested in acquiring Abertis, a move which would create an industry giant with a total market value of around 35 billion euros ($38 billion).
Higher traffic across Abertis's 14-country network and new concessions in Italy and India helped boost core earnings (EBITDA) in the first quarter by 13 percent to 807 million euros.
A Reuters poll had shown EBITDA was expected to rise to 815 million euros, but UBS analysts said in a note that the stock was more sensitive to news of any takeover deal.
Chief Financial Officer Jose Aljaro said Abertis had received no concrete offer from Atlantia, which is 30 percent controlled by the Benetton family.
"No possible valuation has been specified, nor has any transaction price or other condition been set," Aljaro said, adding Abertis was a "a passive subject" and did not know whether a transaction would be completed.
Abertis said last week that Atlantia had "shared its preliminary ideas on the structure of a potential corporate transaction" at a meeting between the two companies.
Atlantia CEO Giovanni Castellucci has said the company is only interested in a friendly deal with Abertis, involving the Spanish group's top shareholder La Caixa.
A deal between the two similarly-sized companies, whose previous merger attempt in 2006 was scuppered by the Italian government, would bring more than 13,000 kms (8,000 miles) of motorway under joint control.
Barcelona-based Abertis faces a series of concession expiries in Spain, where it manages more than 60 percent of the toll road network, obliging it to look for new areas to invest.
It is already buying up assets abroad, and took full control of France's Sanef in April. Atlantia meanwhile wants to boost the share of core earnings it makes from overseas business to 50 percent from its current 25 percent by 2020.
If it merged with Abertis, the combined group would generate around 60 percent of core profits outside Italy.
"We think the synergies are evident in the motorway business" in countries like Chile, Brazil and Italy, where cost savings could be made by sharing infrastructure, Banco Sabadell analysts said in a note.
"On a purely industrial level, the key to the merger is scale for new investments" and the merged companies would have more clout in negotiating with governments, the note said.
Traffic on Atlantia's Italian motorway routes, which generate around 70 percent of the company's revenue, rose 3.2 percent last year.
Abertis said traffic on its total network rose 2.3 percent in the first quarter and by more than 6 percent in both Spain and Chile. It said on Wednesday its Brazilian arm Arteris won a 30-year concession worth over 400 million euros.
"We keep a positive view on the stock, supported by a stable dividend policy, capacity to generate cash and wide geographical diversification, as well as its intense M&A activity in recent months," analysts at investment firm Renta4Banco said in a note.
Favourable currency moves in Brazil and Chile also boosted revenue, Abertis said.
Shares in Abertis were down 0.03 percent on the day, trading at 16 euros each on the Madrid bourse at 1635 GMT. ($1 = 0.9200 euros) (Reporting by Isla Binnie and Robert Hetz in Madrid; Additional reporting by Gdynia Newsroom; Editing by Greg Mahlich and Adrian Croft)