Filed Pursuant to Rule 433
Registration No. 333-155301
November 25, 2008
Burlington Northern Santa Fe Corporation
7.00% Notes due February 1, 2014
| Issuer: | Burlington Northern Santa Fe Corporation | |
| Note Type: | Senior Unsecured Notes | |
| Ratings: | Baa1/BBB (Moody’s / S&P) | |
| Offering Format: | SEC Registered | |
| Final Terms | ||
| Principal Amount: | $500,000,000 | |
| Benchmark: | UST 2.75% due October 31, 2013 | |
| Benchmark Yield: | 2.007% | |
| Re-offer Spread: | T + 500 bps | |
| Re-offer Yield: | 7.007% | |
| Coupon: | 7.00% | |
| Price to Public: | 99.983% | |
| Coupon Dates: | February 1 and August 1 | |
| First Coupon Date: | February 1, 2009 | |
| Trade Date: | November 25, 2008 | |
| Settlement Date: | December 3, 2008 | |
| Maturity Date: | February 1, 2014 | |
| Make Whole Call: | T + 50 bps | |
| Day Count Convention: | 30/360 | |
| Denomination: | $2,000 x $1,000 | |
| CUSIP: | 12189T BB9 | |
| Bookrunners: | Citigroup Global Markets Inc., Goldman, Sachs & Co. and J.P. Morgan Securities Inc. | |
| Co-Managers: | BNP Paribas Securities Corp., BNY Mellon Capital Markets, LLC, U.S. Bancorp Investments, Inc. and Utendahl Capital Group, LLC | |
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling toll-free 1-866-471-2526.
