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):

October 2, 2000 (September 29, 2000)

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  23510-9241
(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.)

Item 5.        Other Events.

On Friday, September 29, 2000, the last business day of its
third quarter, the Registrant issued a Press Release, attached
hereto as an exhibit, 

(i)  advising of the sales of certain timber interests; and

(ii) indicating the anticipated range of earnings per share for
the third quarter and the contribution to such earnings of the
timber interest sales.

Item 7.(c)     Financial Statements and Exhibits.

Exhibit No.         Exhibit Description

99               Press Release, issued by the
Registrant on Friday, September 29, 2000,
advising of the sales of certain timber
interests and indicating the anticipated
range of earnings per share for the third
quarter, which ended on September 30, 2000,
and the contribution to such earnings of the
timber interest sales. 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.

NORFOLK SOUTHERN CORPORATION
(Registrant)

By: /s/ Dezora M. Martin     
Name:  Dezora M. Martin
Title:  Corporate Secretary

Date:  October 2, 2000

EXHIBIT INDEX

Exhibit
Number 
System                       Description

99              Press Release, issued by the
Registrant on Friday, September 29, 2000,
advising of the sales of certain timber
interests and indicating the anticipated
range of earnings per share for the third
quarter, which ended on September 30, 2000,
and the contribution to such earnings of the
timber interest sales. 

FOR IMMEDIATE RELEASE
September 29, 2000

NORFOLK SOUTHERN ANNOUNCES TIMBER RIGHTS SALE
AND LIKELY THIRD-QUARTER EPS

NORFOLK, VA   Norfolk Southern Corporation (NYSE: NSC) announced the sale 
of timber rights owned by subsidiary companies and said its earnings per 
share for the third quarter of 2000 likely will be in the range of 22 cents 
to 26 cents, including approximately $72 million pre-tax (or 12 cents per 
share) from the sale of the timber rights. 

Reflecting a slowing economy, mild weather in Norfolk Southern's service 
region and a change in traffic mix, total third-quarter railway operating 
revenues will be lower than anticipated. In addition, average diesel fuel 
costs that are more than 50 percent above third-quarter 1999 levels are 
driving railway operating expenses significantly higher. 

This announcement, issued on the last business day of the quarter, does not 
signal a change in Norfolk Southern's long-standing policy of not forecasting
earnings or other results. Norfolk Southern will report earnings and other 
results at its regular quarterly meeting with analysts in New York City on 
October 25. Presentation materials and a simultaneous webcast of the meeting 
will be available on Norfolk Southern's Web site at www.nscorp.com. 

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 21,800 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: Sandy Santangelo, Norfolk, 757-629-2861
World Wide Web Site: www.nscorp.com