0000930413-11-004111 Sample Contracts

Norfolk Southern Corporation
Underwriting Agreement • May 23rd, 2011 • Norfolk Southern Corp • Railroads, line-haul operating • New York

Norfolk Southern Corporation, a Virginia corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), for whom you are acting as representative (the “Representative”), $400,000,000 aggregate principal amount of the Company’s 6.00% Senior Notes due 2111 (the “Notes”).

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SECOND SUPPLEMENTAL INDENTURE Dated as of May 23, 2011 to INDENTURE Dated as of June 1, 2009
Second Supplemental Indenture • May 23rd, 2011 • Norfolk Southern Corp • Railroads, line-haul operating • New York
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