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): April 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)




Item 5. Other Events.
        ------------

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

Item 7. Financial Statements and Exhibits.
        ---------------------------------

        (c)    Exhibits.
               --------

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

                                   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: April 20, 2000


                                            UNION PACIFIC CORPORATION


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





                                  EXHIBIT INDEX

        ExhibitDescription

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