SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 12, 1997
NORFOLK SOUTHERN RAILWAY COMPANY
(Exact name of Registrant as specified in its charter)
1-743; 1-3744;
Virginia 1-4793; 1-546-2 53-6002016
(State of Incorporation) (Commission File No.) (IRS Employer
Identification No.)
Three Commercial Place
Norfolk, Virginia 23510-2191
(Address of principal executive offices)
(757) 629-2682
(Registrant's telephone number)
No Change
(Former name or former address, if changed since last report)
This Current Report on Form 8-K/A amends the Current Report
on Form 8-K of Norfolk Southern Railway Company (the
"Registrant") dated April 8, 1997, and filed on April 10, 1997,
as amended by the Current Report on Form 8-K/A of the Registrant,
dated and filed on May 1, 1997.
Item 7(c). Exhibits.
23.1 Consent of Price Waterhouse LLP relating to the
financial statements of Conrail Inc., incorporated
by reference to Exhibit 23.1 to Norfolk Southern
Corporation's Current Report on Form 8-K/A dated
May 12, 1997.
99.4 Pro forma consolidated financial statements of
Norfolk Southern Corporation as of and for the
year ended December 31, 1996, adjusted to reflect
its acquisition of an interest in Conrail Inc.,
incorporated by reference to Exhibit 99.4 to
Norfolk Southern Corporation's Current Report on
Form 8-K/A dated May 12, 1997.
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.
Dated: May 12, 1997
NORFOLK SOUTHERN RAILWAY COMPANY
(Registrant)
By: /s/ Dezora M. Martin
Dezora M. Martin
Assistant Corporate Secretary
EXHIBIT INDEX
Exhibit
Number Description
23.1 Consent of Price Waterhouse LLP relating to the
financial statements of Conrail Inc., incorporated
by reference to Exhibit 23.1 to Norfolk Southern
Corporation's Current Report on Form 8-K/A dated
May 12, 1997.
99.4 Pro forma consolidated financial statements of
Norfolk Southern Corporation as of and for the
year ended December 31, 1996, adjusted to reflect
its acquisition of an interest in Conrail Inc.,
incorporated by reference to Exhibit 99.4 to
Norfolk Southern Corporation's Current Report on
Form 8-K/A dated May 12, 1997.
