SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
of the Securities Act of 1934
Date of Report (Date of earliest event reported):
July 7, 1999 (July 2, 1999)
NORFOLK SOUTHERN CORPORATION
(exact name of registrant as specified in its charter)
Virginia 1-8339 52-1188014
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Three Commercial Place, Norfolk, Virginia 23510-2191
(Address of principal executive offices)
Registrant's telephone number, including area code (757) 629-2680
No Change
(Former name or former address, if changed since last report.)
<PAGE>
Item 5. Other Events.
On July 2, 1999, in connection with the integration of the
Conrail properties allocated to Pennsylvania Lines LLC (PRR) and
being operated under agreement with PRR by Norfolk Southern
Railway Company, the registrant announced that incentives -- more
particularly described in the Bulletin and in the press release
annexed hereto as, respectively, Exhibit 99.1 and Exhibit 99.2
- -- are being made available to employees covered by collective
bargaining agreements. The primary purposes of the incentives
are to encourage all participating employees to "continue to
concentrate on improving the quality of service to our customers,
while maintaining our focus on safety."
The maximum incentive amount for which each of 30,000 potentially
eligible participating employees will be able to qualify is
$3,000 -- $600 for each of five specified periods. It is not
possible to estimate reliably either (1) the total number of
employees who actually will receive incentives or (2) the actual
amount any one employee will receive, or, consequently, the
aggregate amount that, at the conclusion of the last of the five
specified periods, actually will be payable.
To the fullest extent possible, incentives are expected to be
satisfied with new-issue Norfolk Southern common stock
contributed (on the basis of the market price at the time) to the
401(k) accounts of the recipient employees. Some incentives may
be satisfied in cash.
The expense of these incentives will be recorded in the third
quarter and is in addition to expenses incurred in the second
quarter for contractual service commitments, equipment rents, and
increased labor costs that have been mentioned in registrant's
earlier announcements concerning the higher-than-anticipated
expenses it has incurred in connection with the integration of
Conrail properties.
Item 7(c). Exhibits.
No. 99.1 Copy of the "Bulletin" issued July 2, 1999,
outlining certain incentives available to
agreement employees between July 3, 1999, and
early September 1999.
No. 99.2 Copy of the press release issued July 7, 1999,
announcing that certain incentives have been
offered to agreement employees for service between
July 3, 1999, and early September 1999.
<PAGE>
Signatures
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 hereunto duly authorized.
NORFOLK SOUTHERN CORPORATION
(Registrant)
By: /s/ Dezora M. Martin
Dezora M. Martin
Corporate Secretary
Date: July 7, 1999
<PAGE>
EXHIBIT INDEX
Exhibit
Number
System Description
99.1 Copy of the "Bulletin" issued
July 2, 1999, outlining certain
incentives available to agreement
employees between July 3, 1999,
and early September 1999.
99.2 Copy of the press release issued
July 7, 1999, announcing that certain
incentives have been offered to
agreement employees for service
between July 3, 1999, and early
September 1999.
BULLETIN July 2, 1999
ATTENTION: All Agreement Employees
Special Availability Bonus Program
The month of June was particularly demanding for all of us. I
sincerely appreciate all of your efforts to make the new NS work.
July and August will also be challenging months. We must continue
to concentrate on improving the quality of service to our
customers, while maintaining our focus on safety. In recognition
of the level of dedication that will be required to successfully
complete the tasks at hand, the Special Availability Bonus
Program, as outlined below, is being placed in effect.
Effective 12:01 a.m., Saturday July 3, all agreement employees
paid on a bi-weekly basis who remain marked up and available for
service throughout the payroll period will receive a special
bonus of $600 for each two-week period to be contributed to the
employee's 401(k)account as an employer contribution (to be
invested in Norfolk Southern stock or otherwise, as provided by
the terms of the applicable plan). Agreement employees paid
on a weekly basis who remain marked up and available for service
throughout two-week consecutive payroll periods paired below also
will receive $600 for each two-week period to be contributed to
the employee's 401(k) account in the same manner. NS will
establish a 401(k) account for those employees who qualify for
the bonus and do not have an established 401(k) account. In
each case, the contributions to the plan will be made after the
close of the last bonus period and upon completion of corporate
formalities. This program will remain in effect for the following
payroll periods:
Bi-Weekly July 3 - July 16 August 14 - August 27
July 17 - July 30 August 28 - September 10
July 31 - August 13
Weekly June 30 - July 6 July 14 - July 20
July 7 - July 13 July 21 - July 27
July 28 - August 3 August 11 - August 17
August 4 - August 10 August 18 - August 24
August 25 - August 31
September 1 - September 7
Weekly NY July 3 - July 9 July 17 - July 23
July 10 - July 16 July 24 - July 30
July 31 - August 6 August 14 - August 20
August 7 - August 13 August 21 - August 27
August 28 - September 3
September 4 - September 10
Being marked off prior to 12:01 a.m., July 3 will not disqualify
an employee from the bonus as long as the employee marks back up
for service by 12:01 a.m. on July 3. An employee scheduled to be
on vacation during this period may, with the concurrence of their
supervisor, receive pay for and be charged for vacation, make
himself or herself available for work in lieu of vacation, and
participate in this special bonus program. Employees working
assignments with designated off days must be available for
service on their off days in order to be eligible for this bonus.
/s/ David R. Goode
D. R. Goode
FOR IMMEDIATE RELEASE
July 7, 1999
NORFOLK SOUTHERN ANNOUNCES SPECIAL INCENTIVE PROGRAM
NORFOLK, VA. - Norfolk Southern Corporation (NYSE: NSC) today
announced that it has made a special incentive program available
to its employees who are represented by labor unions.
In a letter to employees describing the program, Norfolk
Southern Chairman, President and CEO David R. Goode said
employees who make themselves available for service in specified
periods through early September will receive a special incentive
of $600 for each such period. It is anticipated that the payment
will be contributed to the employee's 401(k) account as an
employer contribution and invested in Norfolk Southern common
stock. Norfolk Southern will establish a 401(k) account for
those employees who qualify for the incentive and do not have an
existing account.
The program is open to 30,000 employees, each of whom will
be able to qualify for a total incentive of $3,000. The expense
of these incentives -- the total amount of which cannot be
estimated reliably at this time -- will be reflected in the
third quarter.
"We must continue to concentrate on improving the quality
of service to our customers, while maintaining our focus on
safety," Goode said. "In recognition of the level of dedication
that will be required to successfully complete the tasks at
hand, the special availability bonus program is being placed in
effect."
Norfolk Southern Corporation, a Virginia-based holding
company with headquarters in Norfolk, owns a major freight
railroad, Norfolk Southern Railway Company, which operates
approximately 21,600 miles of road in 22 states, the District of
Columbia and the Province of Ontario.
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Media Contact: Robert C. Fort 757/629-2710
World Wide Web Site - www.nscorp.com
