PAGE 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarter ended April 1, 1994
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
----------------- ----------------
Commission File Number 1-8022
CSX CORPORATION
(Exact name of registrant as specified in its charter)
Virginia 62-1051971
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
901 East Cary Street, Richmond, Virginia 23219-4031
(Address of principal executive offices) (Zip Code)
(804) 782-1400
(Registrant's telephone number, including area code)
No Change
(Former name, former address and former fiscal year, if changed since last
report.)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes (X) No ( )
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of April 1, 1994: 104,683,674 shares.
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CSX CORPORATION
FORM 10-Q
INDEX
PART I. FINANCIAL INFORMATION Page Number
Item 1:
Financial Statements
1. Consolidated Statement of Earnings-
Quarters Ended April 1, 1994 and March 31, 1993 3
2. Consolidated Statement of Cash Flows-
Quarters Ended April 1, 1994 and March 31, 1993 4
3. Consolidated Statement of Financial Position-
At April 1, 1994 and December 31, 1993 5
Notes to Consolidated Financial Statements 6
Item 2:
Management's Discussion and Analysis of Results of
Operations and Financial Condition 10
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 15
Signature 15
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CSX CORPORATION AND SUBSIDIARIES
Consolidated Statement of Earnings
(Millions of Dollars, Except Per Share Amounts)
Quarter Ended
-----------------------
April 1, March 31,
1994 1993
-------- ---------
Operating Revenue
Transportation $ 2,211 $ 2,108
Non-Transportation 16 15
------- -------
Total 2,227 2,123
------- -------
Operating Expense
Transportation 2,015 1,947
Non-Transportation 26 20
Restructuring Charge --- 93
------- -------
Total 2,041 2,060
------- -------
Operating Income 186 63
Other Income (Expense) (1) (1)
Interest Expense 67 74
------- -------
Earnings (Loss) before Income Taxes 118 (12)
Income Tax Expense (Benefit) 44 (3)
------- -------
Net Earnings (Loss) $ 74 $ (9)
======= =======
Earnings (Loss) Per Share $ .71 $ (.09)
======= =======
Average Common Shares Outstanding (Thousands) 104,452 103,664
======= =======
Common Shares Outstanding (Thousands) 104,684 103,822
======= =======
Cash Dividends Paid Per Common Share $ .44 $ .38
======= =======
See accompanying Notes to Consolidated Financial Statements.
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CSX CORPORATION AND SUBSIDIARIES
Consolidated Statement of Cash Flows
(Millions of Dollars)
Quarter Ended
-----------------------
April 1, March 31,
1994 1993
-------- ---------
OPERATING ACTIVITIES
Net Earnings (Loss) $ 74 $ (9)
Adjustments to Reconcile Earnings (Loss)
to Cash Provided
Depreciation 143 143
Deferred Income Taxes 22 6
Restructuring Charge -- Provision --- 93
Productivity/Restructuring Charge -- Payments (34) (26)
Other Operating Activities 18 1
Changes in Operating Assets and Liabilities
Accounts Receivable (33) 8
Materials and Supplies (14) (22)
Other Current Assets (3) (9)
Accounts Payable and Other Current Liabilities (180) (152)
----- -----
Cash (Used) Provided by Operating Activities (7) 33
----- -----
INVESTING ACTIVITIES
Property Additions (143) (125)
Short-Term Investments - Net 80 68
Purchases of Long-Term Marketable Securities (11) (49)
Other Investing Activities (5) (35)
----- -----
Cash Used by Investing Activities (79) (141)
----- -----
FINANCING ACTIVITIES
Short-Term Debt - Net 242 7
Long-Term Debt Issued 53 81
Long-Term Debt Repaid (85) (36)
Dividends Paid (47) (39)
Other Financing Activities (9) 13
----- -----
Cash Provided by Financing Activities 154 26
----- -----
CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS
Increase (Decrease) in Cash and Cash Equivalents 68 (82)
Cash and Cash Equivalents at Beginning of Period 298 374
----- -----
Cash and Cash Equivalents at End of Period 366 292
Short-Term Investments at End of Period 130 87
----- -----
Cash, Cash Equivalents and Short-Term
Investments at End of Period $ 496 $ 379
===== =====
See accompanying Notes to Consolidated Financial Statements.
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CSX CORPORATION AND SUBSIDIARIES
Consolidated Statement of Financial Position
(Millions of Dollars)
April 1, December 31,
1994 1993
-------- -----------
ASSETS
Current Assets
Cash, Cash Equivalents and
Short-Term Investments $ 496 $ 499
Accounts Receivable 709 668
Materials and Supplies 213 199
Deferred Income Taxes 109 108
Other Current Assets 100 97
------- -------
Total Current Assets 1,627 1,571
------- -------
Properties and Other Assets
Properties 15,933 15,853
Less Accumulated Depreciation 5,151 5,065
------- -------
Properties - Net 10,782 10,788
Affiliates and Other Companies 262 268
Other Assets 792 793
------- -------
Total Properties and Other Assets 11,836 11,849
------- -------
Total Assets $13,463 $13,420
======= =======
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Accounts Payable and Other
Current Liabilities $ 1,760 $ 1,965
Current Maturities of Long-Term Debt 141 146
Short-Term Debt 406 164
------- -------
Total Current Liabilities 2,307 2,275
------- -------
Long-Term Debt 3,107 3,133
------- -------
Long-Term Liabilities and Deferred Gains 2,434 2,491
------- -------
Deferred Income Taxes 2,364 2,341
------- -------
Shareholders' Equity
Common Stock 105 104
Other Capital 1,351 1,307
Retained Earnings 1,953 1,927
Minimum Pension Liability Adjustment (158) (158)
------- -------
Total Shareholders' Equity 3,251 3,180
------- -------
Total Liabilities and Shareholders' Equity $13,463 $13,420
======= =======
See accompanying Notes to Consolidated Financial Statements.
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CSX CORPORATION AND SUBSIDIARIES
--------------------------------
Notes to Consolidated Financial Statements
(All Tables in Millions of Dollars, Except Per Share Amounts)
NOTE 1. BASIS OF PRESENTATION
In the opinion of management, the accompanying consolidated financial
statements contain all adjustments necessary to present fairly the company's
financial position as of April 1, 1994, and December 31, 1993, and the results
of operations and cash flows for the quarters ended April 1, 1994, and March
31, 1993, such adjustments being of a normal recurring nature.
Earnings per share are based on the weighted average of common shares
outstanding for the quarters ended April 1, 1994, and March 31, 1993.
Dilution for the quarters ended April 1, 1994 and March 31, 1993, which could
result if all outstanding common stock equivalents were exercised, is not
significant.
While the company believes that the disclosures presented are
adequate to make the information not misleading, it is suggested that these
financial statements be read in conjunction with the financial statements and
the notes included in the company's latest Annual Report and Form 10-K.
Certain prior-year data have been reclassified to conform to the 1994
presentation.
NOTE 2. CHANGE IN FISCAL REPORTING PERIODS
Effective January 1, 1994, the company changed its fiscal reporting
periods from four calendar quarters to four 13-week quarters. Fiscal 1994
began on January 1, 1994, and will include 52 weeks. The four 13-week
quarters will end on April 1, July 1, September 30 and December 30, 1994.
NOTE 3. ACCOUNTING AND REPORTING CHANGES
Effective January 1, 1994, the company adopted Statement of Financial
Accounting Standards ("SFAS") No. 112, "Employers' Accounting for Post-
employment Benefits." SFAS No. 112 requires that certain benefits provided to
former or inactive employees, after employment but before retirement, such as
workers' compensation and disability benefits, be accrued if attributable to
employees' service already rendered. The financial statement impact of
adopting SFAS No. 112 was not significant.
Effective January 1, 1994, the company adopted SFAS No. 115,
"Accounting for Certain Investments in Debt and Equity Securities." SFAS No.
115 requires that investments that have readily determinable fair values be
classified as "held-to-maturity," "trading," or "available-for-sale"
securities. Investments in debt securities have been classified as "held-to-
maturity," or "available-for-sale," and reported at amortized cost, which
approximates fair value, in the consolidated statement of financial position.
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CSX CORPORATION AND SUBSIDIARIES
--------------------------------
Notes to Consolidated Financial Statements, Continued
(All Tables in Millions of Dollars, Except Per Share Amounts)
NOTE 4. RESTRUCTURING CHARGE
The company recorded a $93 million pretax charge in the first quarter
of 1993 to recognize the estimated costs of restructuring certain operations
and functions at its container-shipping unit. The restructuring charge
reduced net earnings for the first quarter of 1993 by $61 million, 59 cents
per share. As of April 1, 1994, payments totaling $42 million have been
recorded as a reduction of the liability for the restructuring charge.
NOTE 5. ACCOUNTS RECEIVABLE
During 1993, the company issued $200 million of Trade Receivable
Participation Certificates ("Certificates"), at 5.05%, due September 1998.
The Certificates are collateralized by $234 million of accounts receivable
held in a master trust. The proceeds from the issuance of the Certificates
were used to reduce the amount of accounts receivable sold under a previous
agreement.
In addition, the company has a five-year revolving agreement with a
financial institution to sell with recourse on a monthly basis an undivided
percentage ownership interest in designated pools of accounts receivable up to
a maximum of $200 million. CSX has retained the collection and servicing
responsibility with respect to accounts receivable held in trust or sold.
At April 1, 1994 and December 31, 1993, accounts receivable have been
reduced by $372 million and $380 million, respectively, representing
Certificates and accounts receivable sold.
NOTE 6. OPERATING EXPENSE
Quarter Ended
-----------------------
April 1, March 31,
1994 1993
-------- ---------
Labor and Fringe Benefits $ 783 $ 768
Materials, Supplies and Other 544 506
Building and Equipment Rent 280 274
Inland Transportation 190 166
Depreciation 143 143
Fuel 101 110
Restructuring Charge --- 93
------ ------
Total $2,041 $2,060
====== ======
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CSX CORPORATION AND SUBSIDIARIES
--------------------------------
Notes to Consolidated Financial Statements, Continued
(All Tables in Millions of Dollars, Except Per Share Amounts)
NOTE 7. OTHER INCOME (EXPENSE)
Quarter Ended
-----------------------
April 1, March 31,
1994 1993
-------- ---------
Interest Income $ 12 $ 12
Fees Related to Accounts Receivable Sold (7) (4)
Minority Interest (4) (2)
Miscellaneous (2) (7)
------ ------
Total Expense $ (1) $ (1)
====== ======
NOTE 8. INCOME TAXES
The effective income tax rate for the first quarter of 1994 reflects
the federal statutory rate of 35 percent. The federal statutory rate for the
first quarter of 1993 was 34 percent.
NOTE 9. ACCOUNTS PAYABLE AND OTHER CURRENT LIABILITIES
April 1, December 31,
1994 1993
--------- ------------
Trade Accounts Payable $ 852 $ 917
Labor and Fringe Benefits (a) 467 523
Income Taxes and Other 243 332
Casualty Reserves 198 193
------ ------
Total $1,760 $1,965
====== ======
(a) Labor and Fringe Benefits includes separation liabilities of $62
million at April 1, 1994 and $46 million at December 31, 1993.
NOTE 10. COMMITMENTS AND CONTINGENCIES
Sea-Land Service, Inc. ("Sea-Land"), the container-shipping unit of
CSX, has entered into agreements for the construction of four high-
performance, fuel-efficient container vessels and the modification of three
Atlantic Class vessels in its current fleet. Estimated capital expenditures
for the total program are approximately $250 million over the next three
years.
Although the company obtains substantial amounts of commercial
insurance for potential losses for third-party liability and property damage,
reasonable levels of risk are retained on a self-insurance basis. A
substantial portion of the insurance coverage, up to $250 million from rail
operations and up to $175 million from certain other operations, is provided
by insurance companies owned or partially owned by CSX.
CSX Transportation, Inc. ("CSXT") is a party to various proceedings
brought both by private parties and regulatory agencies related to
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CSX CORPORATION AND SUBSIDIARIES
--------------------------------
Notes to Consolidated Financial Statements, Continued
(All Tables in Millions of Dollars, Except Per Share Amounts)
NOTE 10. COMMITMENTS AND CONTINGENCIES, Continued
environmental issues. CSXT has been identified as a potentially responsible
party in a number of governmental investigations and actions relating to
environmentally impaired sites that are or may be subject to remedial action
under the Federal Superfund Statute ("Superfund") or corresponding state
statutes. The majority of these proceedings are based on allegations that
CSXT, or its railroad predecessors, sent hazardous substances to the
facilities in question for disposal. Such proceedings arising under Superfund
typically involve numerous other waste generators and disposal companies and
seek to allocate or recover costs associated with site investigation and
cleanup, which could be substantial.
The assessment of the required response and remedial costs associated
with these sites is extremely complex. Among the variables that management
must assess are imprecise and changing remedial cost estimates and continually
evolving governmental standards.
CSXT frequently reviews its role, if any, with respect to each such
location, giving consideration to the nature of CSXT's alleged connection to
the location (e.g., generator, owner or operator), the extent of CSXT's
alleged connection (e.g., volume of waste sent to the location and other
relevant factors), the accuracy and strength of evidence connecting CSXT to
the location, and the number, connection and financial position of other named
and unnamed potentially responsible parties at the location. Further, CSXT
periodically reviews its exposure in all non-Superfund environmental
proceedings with which it is involved.
Based upon such reviews and updates of the sites with which it is
involved, CSXT has recorded, and periodically reviews for adequacy, reserves
to cover estimated contingent future environmental costs with respect to such
sites. Liabilities are recorded when the company's responsibility for
environmental remedial efforts is deemed probable, and the costs can be
reasonably estimated. Generally, the timing of these accruals coincides with
the completion of a feasibility study or the company's commitment to a formal
plan of action. The company does not currently possess sufficient information
to reasonably estimate the amounts of additional liabilities, if any, on some
sites until completion of future environmental studies. Such additional
liabilities could be significant to future consolidated results of operations
and cash flows. Based upon information currently available, however, the
company believes that its environmental reserves are adequate to accomplish
remedial actions to comply with present laws and regulations.
A number of legal actions, other than environmental, are pending
against CSX and certain subsidiaries in which claims are made in substantial
amounts. While the ultimate results of environmental investigations, lawsuits
and claims involving the company cannot be predicted with certainty,
management does not currently expect that these matters will have a material
adverse effect on the consolidated financial position, results of operations
and cash flows of the company.
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PAGE 10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION
RESULTS OF OPERATIONS
- - ---------------------
First-Quarter 1994 Compared With 1993
- - -------------------------------------
The company reported net earnings for the first quarter ended April
1, 1994, of $74 million, 71 cents per share, versus a net loss of $9 million,
9 cents per share for the first quarter ended March 31, 1993. The 1993 first-
quarter results included a pretax charge of $93 million, $61 million after
tax, 59 cents per share, which solely related to the restructuring of certain
operations and functions at Sea-Land Service Inc., CSX's wholly owned
container-shipping subsidiary. Excluding the charge, earnings for the first
quarter of 1993 would have been $52 million, 50 cents per share.
Operating revenue for the first quarter of 1994 was $2.2 billion, 5
percent above the prior-year quarter of $2.1 billion. Operating expense was
$2 billion for the first quarter of 1994, compared to $2.1 billion for the
first quarter of 1993, which includes the Sea-Land restructuring charge.
Operating income for the first quarter of 1994 was $186 million versus $63
million in the first quarter of 1993. Excluding the 1993 charge, operating
income rose $30 million above the 1993 first-quarter results of $156 million.
Rail Unit Results
- - -----------------
Operating income at the rail unit rose $27 million or 18 percent, to
$180 million for the first quarter of 1994, from $153 million in the prior-
year quarter. The results were driven by a 3 percent increase in revenue,
continued commitment to cost reductions and close attention to safety.
Rail traffic surged late in the first quarter of 1994 as industries
began recovering from the severe winter conditions. For the first quarter of
1994, a 4 percent increase in traffic boosted rail operating revenue 3 percent
versus the 1993 prior-year quarter. Metals, minerals and automotive shipments
for the first quarter of 1994 jumped 21 percent, 16 percent and 14 percent,
respectively, over 1993's first-quarter levels, reflecting the underlying
strength of the industrial sector of the U.S. economy.
Coal originations strengthened late in the first quarter of 1994 as
weather conditions improved, reaching a total of 36.1 million tons versus 36.5
million tons in the first quarter of 1993. Shipments to utilities, which are
anticipated to show gains through the rest of the year, edged up 1 percent
from 1993's first quarter, to 24.9 million tons. Export traffic for the first
quarter of 1994 was 4.2 million tons, 1.2 million tons below the prior-year
level. Coal shipments to other users climbed 9 percent to 7 million tons for
the first quarter of 1994 from the 1993 first quarter.
Rail operating expense was $940 million in the quarter compared with
$933 million in the first quarter of 1993. First quarter 1994 expense
included train crew overtime, relief train crews and damage to track and
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION, CONTINUED
RESULTS OF OPERATIONS, Continued
- - --------------------------------
Rail Unit Results, Continued
- - ----------------------------
signal systems directly attributable to the severe weather conditions.
Without these items, first quarter 1994 operating expense would have been
lower than the prior-year amount.
RAIL OPERATING INCOME
(Millions of Dollars)
------------------------------
Quarter Ended
--------------------
April 1, March 31, Percent
1994 1993 Change
-------- --------- -------
Operating Revenue
Merchandise $ 758 $ 720 5 %
Coal 339 340 -- %
Other 23 26 (12)%
------ ------
Total 1,120 1,086 3 %
Operating Expense 940 933 1 %
------ ------
Operating Income $ 180 $ 153 18 %
====== ======
Container Shipping Unit Results
- - -------------------------------
First-quarter 1994 operating revenue was $800 million, 6 percent
above 1993's level of $752 million. Operating income for the quarter was $19
million compared to an operating loss of $88 million in the prior-year
quarter. Excluding the charge in 1993, operating income improved $14 million
on a quarter-to-quarter basis from $5 million in the 1993 quarter.
Volumes advanced 5 percent for the first quarter of 1994 with large
gains recorded in all Pacific trade lanes, Asia/Middle East/Europe routes,
southbound Americas traffic and westbound shipments in the Atlantic. U.S.
consumer spending and increased trade with the fast-growing economies of Latin
America and southeast Asia drove the traffic improvements.
With the increased volume, operating expense for the first quarter of
1994 rose $34 million to $781 million, exclusive of the 1993 restructuring
charge.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION, CONTINUED
RESULTS OF OPERATIONS, Continued
- - --------------------------------
Intermodal Unit Results
- - -----------------------
CSX's intermodal unit reported operating income for the first quarter
of 1994 of $9 million, the same as in the prior-year quarter, as higher costs
associated with the adverse weather offset revenue from increased volumes.
Operating revenue for the unit was $210 million versus $184 million in the
first quarter of 1993 as volumes grew 12 percent above 1993 first-quarter
levels.
Shipments were strong in all market areas, particularly containers
moving domestically and those from international container-shipping lines.
Barge Unit Results
- - ------------------
The barge unit reported operating income of $2 million, compared to
$8 million in the first quarter of 1993. Operating revenue declined to $92
million, largely reflecting the weak grain market. However, shipments of
metal products, fertilizer and bulk salt showed sizeable gains in the quarter.
FINANCIAL CONDITION
- - -------------------
Cash, cash equivalents and short-term investments totaled $496
million at April 1, 1994, a decrease of $3 million since December 31, 1993.
Primary uses of cash and cash equivalents were property additions, repayment
of long-term debt, payment of dividends and payments relating to
productivity/restructuring charge liabilities. Primary sources of cash and
cash equivalents were issuance of short-term debt and net short-term
investments.
During the first quarter of 1994, net investing activities consumed
$79 million of cash and cash equivalents compared with $141 million consumed
in the first quarter of 1993. The changes in investing activities were
primarily due to increased property additions, offset by an increase in cash
proceeds from net short-term investment activity and reduction in purchases of
long-term marketable securities compared to the quarter ended March 31, 1993.
Financing activities provided $154 million of cash and cash
equivalents for the quarter ended April 1, 1994, a $128 million increase from
1993. The change was primarily due to an increase in proceeds from net short-
term borrowings, offset by reductions in long-term debt issued, and an
increase in long-term debt repayments.
The working capital deficit decreased $24 million during the quarter
ended April 1, 1994. The decrease in the working capital deficit was
primarily due to increased revenue during the end of the first quarter of 1994
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PAGE 13
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION, CONTINUED
FINANCIAL CONDITION, Continued
- - ------------------------------
and related customer accounts receivables. A working capital deficit is not
unusual for CSX and does not indicate a lack of liquidity. CSX continues to
maintain adequate current assets to satisfy current liabilities when they are
due and has sufficient liquidity and financial resources to manage its day-to-
day cash needs.
FINANCIAL DATA
- - --------------
(Millions of Dollars)
-----------------------------
April 1, December 31,
1994 1993
--------- ------------
Cash, Cash Equivalents and
Short-Term Investments $ 496 $ 499
Commercial Paper Outstanding -
Short-Term $ 406 $ 164
Commercial Paper Outstanding -
Long-Term $ 300 $ 300
Working Capital (Deficit) $(680) $(704)
Current Ratio .71 .69
Debt Ratio 48% 49%
Ratio of Earnings to Fixed Charges 2.0x 2.3x
OUTLOOK
- - -------
During the remainder of 1994, CSX will continue its ongoing
commitment to improve productivity and lower the cost base at each of its
transportation units.
CSXT faced severe winter related problems during the early part of
1994, which negatively affected coal loadings and increased operating expense.
However, the unit has seen a rebound in coal traffic as customers began
restoring stockpiles following the extended United Mine Workers' strikes of
1993 and record low temperatures during the first quarter of 1994. Export
coal tonnage, although depressed due to slow economies abroad, is expected to
exceed 1993 levels. CSXT merchandise traffic, reflecting the underlying
strength of the industrial sector of the U.S. economy, is expected to trend up
with the economy.
Management continues to monitor the strike talks between the
International Brotherhood of Teamsters union and trucking companies. The
current job action has affected the three West Coast terminals of Sea-Land.
Sea-Land continues to participate in efforts to end the current job action and
has implemented contingency plans to continue to deliver cargo to its
customers. The strike could significantly affect the company's second-quarter
operating results.
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PAGE 14
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION, CONTINUED
OUTLOOK, Continued
- - ------------------
On the maritime reform front, management remains hopeful that current
legislation will pass. With passage, Sea-Land will see a benefit of
approximately $2 million per ship per year in the program, which is estimated
at 15-20 ships. In addition, Sea-Land would have the right to reflag those
ships not enrolled in the program.
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PAGE 15
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(b) Reports on Form 8-K
1. None.
Signature
---------
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CSX CORPORATION
(Registrant)
By: GREGORY R. WEBER
------------------------------
Gregory R. Weber
Vice President and Controller
(Principal Accounting Officer)
Dated: April 28, 1994
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