SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
July 14, 1999 (July 13, 1999)
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)
Item 5. Other Events.
In a press release issued July 13, 1999 (attached hereto as
Exhibit 99), registrant's parent Norfolk Southern Corporation (NSC) advised
that its preliminary calculations indicate that NSC's earnings per share
for the second quarter (the period ended June 30, 1999) will be below the
analysts' consensus.
Item 7(c). Exhibits.
No. 99 Copy of press release issued by NSC on July 13, 1999.
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 RAILWAY COMPANY
(Registrant)
By: /s/ Dezora M. Martin
--------------------------
(signature)
Dezora M. Martin
Assistant Corporate Secretary
Date: July 14, 1999
EXHIBIT INDEX
Exhibit
Number
System Description
------- -----------
99 Copy of press release issued
by NSC on July 13, 1999.
Exhibit 99
FOR IMMEDIATE RELEASE
July 13, 1999
NORFOLK SOUTHERN SECOND QUARTER EPS
WILL FALL BELOW ANALYSTS' CONSENSUS
NORFOLK, VA -- Norfolk Southern Corporation (NYSE: NSC) today announced
that its earnings per share for the second quarter of 1999 likely will be
in the range of 18 cents to 22 cents.
This reflects pressures on revenues and higher-than-anticipated
expenses related to the integration of the Conrail properties being
operated by Norfolk Southern's railroad subsidiary. As previously
disclosed, the higher expenses include labor costs, equipment rents and
service alteration costs to meet the immediate needs of shippers.
Norfolk Southern does not forecast earnings or other results, and this
announcement does not signal a change in its policy. Norfolk Southern will
report earnings and other results at its regular meeting with analysts in
New York City on July 28.
"The Corporation's preliminary calculation of its second-quarter
earnings was completed earlier today. Because of the exceptionally wide
variance between the consensus estimates and our preliminary calculation,
we believe it is in the best interests of the broad constituencies
interested in the Conrail transaction to make this information available
now," said Chairman, President and Chief Executive Officer David R. Goode.
"While we are encouraged by improvements in our service to customers
and in our railway operations, integration-related pressures on railway
operating revenues and higher operating expenses are likely to continue at
least through the third quarter," Goode added. "As we have repeatedly said,
we will do what is required to realize the benefits of this transaction for
our customers and our stockholders.
-- MORE --
"We regard these integration expenses as investments in the service
opportunities and long-term operating advantages of our expanded rail
network," Goode said.
Statements contained in this news release which are not related to
historical facts are forward-looking statements as that term is defined in
the Private Securities Reform Act of 1995. Such forward-looking statements
are subject to risks and uncertainties (contained in the Corporation's SEC
filings) which could cause actual results to differ.
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.
# # #
Media Contact: Bob Fort, Norfolk, 757-629-2710
Investor Contact: Chris Neikirk, Norfolk, 757-629-2861
NS World Wide Web Site: www.nscorp.com
