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):
May 24, 2000 (May 23, 2000)
NORFOLK SOUTHERN RAILWAY COMPANY
(exact name of registrant as specified in its charter)
1-743
1-3744
1-4793
Virginia 1-546-2 53-6002016
(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 May 23, 2000, the Registrant's parent, Norfolk Southern
Corporation, announced that it had closed that day the sale of
$300 million aggregate principal amount of its 8 % Senior Notes
due in 2005 and of $300 million aggregate principal amount of its
8 % Senior Notes due in 2010.
Item 7.(c) Exhibits
99 Copy of Norfolk Southern Corporation's press
release, issued May 23, 2000.
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
Dezora M. Martin
Assistant Corporate Secretary
Date: May 24, 2000
<PAGE>
EXHIBIT INDEX
Exhibit
Number
System Description
99 Copy of Norfolk Southern Corporation's press
release, issued May 23, 2000.
Exhibit 99
FOR IMMEDIATE RELEASE
May 23, 2000
NORFOLK SOUTHERN ANNOUNCES CLOSING OF NOTES SALE
NORFOLK, VA - Norfolk Southern Corporation (NYSE: NSC) announced that
it today closed the sale of $600 million aggregate principal amount of
its Senior Notes -- $300 million at 8-3/8% due in 2005, and $300 million
at 8-5/8% due in 2010 -- through underwriters led by Merrill Lynch & Co.
and Morgan Stanley & Co. Incorporated. Substantially all the proceeds
will be used to reduce commercial paper borrowings, and the remainder will
be used for general corporate purposes.
# # # # # # #
