0000702165-07-000121 Sample Contracts

Retirement Agreement
Retirement Agreement • May 14th, 2007 • Norfolk Southern Corp • Railroads, line-haul operating • Virginia

This Retirement Agreement (this "Agreement") is entered into as of ---- --, 2007, by and between Norfolk Southern Corporation (the "Corporation") and Henry C. Wolf ("Executive").

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NORFOLK SOUTHERN CORPORATION LONG-TERM INCENTIVE PLAN AND RESTRICTED STOCK UNIT PLAN Waiver Agreement
Waiver Agreement • May 14th, 2007 • Norfolk Southern Corp • Railroads, line-haul operating

This Waiver Agreement entered into as of _______ ____, 2007, by and between Norfolk Southern Corporation (Corporation) and Henry C. Wolf (Optionee) modifies 42,000 Restricted Shares granted to Optionee on January 28, 2005 under the Norfolk Southern Corporation Long-Term Incentive Plan, and 28,000 Restricted Stock Units granted on January 28, 2005 under the Norfolk Southern Corporation Restricted Stock Unit Plan (collectively, "Restricted Awards").

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