CHICAGO & NORTH WESTERN TRANSPORTATION CO /DE/
10-Q/A, 1995-05-16
RAILROADS, LINE-HAUL OPERATING
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[DESCRIPTION] TO APPEND FINANCIAL DATA SCHEDULES
                                     

                                   FORM 10-Q
                             (AMENDMENT NUMBER 1)
              
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549



(Mark
 One)

 (X)   Quarterly report pursuant to section 13 or 15(d) of the Securities
       Exchange Act of 1934 for the Quarter Ended March 31, 1995.

 ( )   Transition report pursuant to section 13 or 15(d) of the Securities
       Exchange Act of 1934 for the transition period from       to



                         Commission File No. 001-11045


             CHICAGO  AND  NORTH  WESTERN  TRANSPORTATION  COMPANY


                 Delaware Corporation - I.R.S. No. 13-3526817


                            165 North Canal Street
                           One North Western Center
                           Chicago, Illinois  60606


                 Registrant's Telephone Number (312) 559-7000



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      


Chicago and North Western Transportation Company has the following common
shares, par value $.01 per share, outstanding at April 20, 1995:

                              Common  44,537,821<PAGE>


[DESCRIPTION] EX-27 
[ARTICLE] 5
[MULTIPLIER] 1,000
<TABLE>
<S>                             <C>
[PERIOD-TYPE]                   3-MOS
[FISCAL-YEAR-END]                          DEC-31-1995
[PERIOD-END]                               MAR-31-1995
[CASH]                                         106,500
[SECURITIES]                                         0
[RECEIVABLES]                                  152,600
[ALLOWANCES]                                       300
[INVENTORY]                                     36,900
[CURRENT-ASSETS]                               304,000
[PP&E]                                       2,216,400
[DEPRECIATION]                                 353,500
[TOTAL-ASSETS]                               2,228,700
[CURRENT-LIABILITIES]                          377,300
[BONDS]                                      1,007,300
[COMMON]                                           700
[PREFERRED-MANDATORY]                                0
[PREFERRED]                                          0
[OTHER-SE]                                     343,700
[TOTAL-LIABILITY-AND-EQUITY]                 2,228,700
[SALES]                                              0
[TOTAL-REVENUES]                               307,000
[CGS]                                                0
[TOTAL-COSTS]                                  237,800
[OTHER-EXPENSES]                                     0
[LOSS-PROVISION]                                     0
[INTEREST-EXPENSE]                              25,000
[INCOME-PRETAX]                                 41,100
[INCOME-TAX]                                    14,400
[INCOME-CONTINUING]                             26,700
[DISCONTINUED]                                       0
[EXTRAORDINARY]                                      0
[CHANGES]                                            0
[NET-INCOME]                                    26,700
[EPS-PRIMARY]                                      .58
[EPS-DILUTED]                                      .58

</TABLE>


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