EXHIBIT 99.2

     OMAHA, March 31 --  In response to the Surface Transportation
Board's proceedings announcement, Union Pacific Railroad issued the
following statement:

     "The STB's order of today was the proper response to the most
recent filing of the Tex Mex/KCS asking for certain additional
conditions to be imposed upon the UP/SP merger.  Upon the filing of the
Tex Mex/KCS petition, the Board is required to set a proceeding
schedule and that is essentially what the Board's order does.  Union
Pacific is obviously going to participate in this proceeding and
respond as appropriate to the request of Tex Mex/KCS and any other
parties who may file similar requests."