SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K

               Current Report Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934



Date of Report (Date of earliest event reported): January 20, 2000


                           Union Pacific Corporation
            (Exact Name of Registrant as Specified in its Charter)


      Utah                 1-6075                    13-2626465
  (State or Other             (Commission         (I.R.S. Employer
   Jurisdiction of             File Number)            Identification No.)
    Incorporation)


      1416 Dodge Street, Omaha, Nebraska                  68179
       (Address of Principal Executive Offices)   (Zip Code)


Registrant's telephone number, including area code:  (402) 271-5777


                                      N/A
         (Former Name or Former Address, if Changed Since Last Report)


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Item 5.  Other Events.

      Attached  as an  Exhibit  is the Press  Release  issued  by Union  Pacific
Corporation on January 20, 2000 announcing Union Pacific Corporation's financial
results  for the  fourth  quarter  of 1999,  which  is  incorporated  herein  by
reference.

Item 7.  Financial Statements and Exhibits.

      (c)      Exhibits.

               99    Press  Release  dated  January  20, 2000  announcing  Union
                     Pacific  Corporation's  financial  results  for the  fourth
                     quarter of 1999.



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                                   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.

Dated: January 20, 2000


                                    UNION PACIFIC CORPORATION


                                    By: /s/ James R. Young
                                    ----------------------
                                          James R. Young
                                          Executive Vice President - Finance



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                                  EXHIBIT INDEX

      Exhibit  Description

      99       Press  Release dated  January 20, 2000  announcing  Union Pacific
               Corporation's financial results for the fourth quarter of 1999.