PAGE 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 1993 Commission file number 1-8022 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES CSX CORPORATION A Virginia Corporation IRS Employer Identification Number 62-1051971 One James Center 901 East Cary Street Richmond, Virginia 23219 Telephone (804) 782-1400 - 1 - PAGE 2 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES INDEX TO FINANCIAL STATEMENTS Audited Financial Statements Page No. Report of Ernst & Young, Independent Auditors 3 Statement of Net Assets Available for Plan Benefits - September 30, 1993 4 Statement of Net Assets Available for Plan Benefits - September 30, 1992 5 Statement of Changes in Net Assets Available for Plan Benefits - Fiscal Year Ended September 30, 1993 6 Statement of Changes in Net Assets Available for Plan Benefits - Fiscal Year Ended September 30, 1992 7 Notes to Financial Statements 8-11 Supplemental Schedules Assets Held for Investment - September 30, 1993 13-14 Transactions or Series of Transactions in Excess of 5% of the Fair Value of Plan Assets - Fiscal Year Ended September 30, 1993 15 Signature 16 - 2 - PAGE 3 Report of Ernst & Young, Independent Auditors --------------------------------------------- The Compensation and Pension Committee Tax Savings Thrift Plan for Employees of CSX Corporation and Affiliated Companies CSX Corporation Richmond, Virginia We have audited the accompanying statements of net assets available for plan benefits of the Tax Savings Thrift Plan for Employees of CSX Corporation and Affiliated Companies (the "Plan") as of September 30, 1993 and 1992, and the related statements of changes in net assets available for plan benefits for the fiscal years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Plan at September 30, 1993 and 1992, and the changes in its net assets available for plan benefits for the fiscal years then ended, in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental schedules of assets held for investment as of September 30, 1993, and transactions or series of transactions in excess of 5% of the fair value of plan assets for the year then ended, are presented for purposes of complying with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, and are not a required part of the basic financial statements. The supplemental schedules have been subjected to the auditing procedures applied in our audit of the 1993 basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the 1993 basic financial statements taken as a whole. /s/ ERNST & YOUNG ----------------- Ernst & Young Richmond, Virginia March 28, 1994 - 3 - PAGE 4 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS (Dollars in Thousands) September 30, 1993 ----------------------------------------------------------------------------- Guaranteed Income S&P 500 Int'l CSX Interest and Index Aggressive Vista Equity Stock Fund Growth Fund Fund Growth Fund Fund Fund Fund Total ----------------------------------------------------------------------------- ASSETS Investments Common stock - CSX Corporation (1,588,340 shares; cost - $59,243) $ --- $ --- $ --- $ --- $ --- $ --- $123,295 $123,295 Mutual funds (cost - $82,889) --- 40,841 17,450 43,335 781 1,177 --- 103,584 Insurance company contracts (cost - $142,917) 142,917 --- --- --- --- --- --- 142,917 Collective trust fund (cost - $14,688) 14,688 --- --- --- --- --- --- 14,688 Loans to participants 10,267 4,912 2,892 4,708 457 853 1,461 25,550 Cash and cash equivalents 271 --- --- --- --- --- 23 294 -------- ------- ------- ------- ------ ------ -------- -------- 168,143 45,753 20,342 48,043 1,238 2,030 124,779 410,328 Contributions receivable 1,139 436 301 480 14 18 974 3,362 -------- ------- ------- ------- ------ ------- -------- -------- TOTAL ASSETS 169,282 46,189 20,643 48,523 1,252 2,048 125,753 413,690 LIABILITIES Distributions payable 75 16 4 12 --- --- 40 147 -------- ------- ------- ------- ------ ------ -------- -------- NET ASSETS AVAILABLE FOR PLAN BENEFITS$169,207 $46,173 $20,639 $48,511 $1,252 $2,048 $125,713 $413,543 ======== ======= ======= ======= ====== ====== ======== ======== See notes to financial statements. - 4 - PAGE 5 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS (Dollars in Thousands) September 30, 1992 -------------------------------------------------------------- Guaranteed Income S&P 500 CSX Interest and Index Aggressive Stock Fund Growth Fund Fund Growth Fund Fund Total -------------------------------------------------------------- ASSETS Investments Common stock - CSX Corporation (1,479,730 shares; cost - $51,330) $ --- $ --- $ --- $ --- $87,304 $ 87,304 Mutual funds (cost - $67,540) --- 28,296 12,161 34,367 --- 74,824 Insurance company contracts (cost - $140,239) 140,239 --- --- --- --- 140,239 Loans to participants 11,446 3,097 1,796 4,817 555 21,711 Cash and cash equivalents 170 12 17 37 8 244 -------- ------- ------- ------- ------- -------- 151,855 31,405 13,974 39,221 87,867 324,322 Contributions receivable 1,069 333 221 456 828 2,907 Accrued income 944 269 68 --- 1 1,282 -------- ------- ------- ------- ------- -------- TOTAL ASSETS 153,868 32,007 14,263 39,677 88,696 328,511 LIABILITIES Distributions payable 1,444 171 153 193 573 2,534 -------- ------- ------- ------- ------- -------- NET ASSETS AVAILABLE FOR PLAN BENEFITS $152,424 $31,836 $14,110 $39,484 $88,123 $325,977 ======== ======= ======= ======= ======= ======== See notes to financial statements. - 5 - PAGE 6 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS (Dollars in Thousands) Fiscal Year Ended September 30, 1993 ----------------------------------------------------------------------------- Guaranteed Income S&P 500 Int'l CSX Interest and Index Aggressive Vista Equity Stock Fund Growth Fund Fund Growth Fund Fund Fund Fund Total ----------------------------------------------------------------------------- ADDITIONS Investment income Interest and dividends $ 12,713 $ 1,358 $ 494 $ 703 $ --- $ --- $ 2,399 $ 17,667 Employer contributions 1,991 381 195 431 --- --- 9,775 12,773 Employee contributions 13,911 4,848 3,332 5,894 14 18 1,065 29,082 Net realized and unrealized appreciation (depreciation) of investments --- 6,489 1,372 7,236 44 (10) 28,420 43,551 -------- ------- ------- ------- ------ ------ -------- -------- 28,615 13,076 5,393 14,264 58 8 41,659 103,073 DEDUCTIONS Withdrawals by participants (7,321) (1,290) (514) (1,509) --- --- (4,435) (15,069) Administrative expenses (233) (42) (20) (50) --- --- (93) (438) -------- ------- ------- ------- ------ ------ -------- -------- (7,554) (1,332) (534) (1,559) --- --- (4,528) (15,507) INTERFUND TRANSFERS (4,278) 2,593 1,670 (3,678) 1,194 2,040 459 --- -------- ------- ------- ------- ------ ------ -------- -------- NET INCREASE IN NET ASSETS 16,783 14,337 6,529 9,027 1,252 2,048 37,590 87,566 Net assets available for plan benefits at beginning of year 152,424 31,836 14,110 39,484 --- --- 88,123 325,977 -------- ------- ------- ------- ------ ------ -------- -------- NET ASSETS AVAILABLE FOR PLAN BENEFITS AT END OF YEAR $169,207 $46,173 $20,639 $48,511 $1,252 $2,048 $125,713 $413,543 ======== ======= ======= ======= ====== ====== ======== ======== See notes to financial statements. - 6 - PAGE 7 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS (Dollars in Thousands) Fiscal Year Ended September 30, 1992 -------------------------------------------------------------- Guaranteed Income S&P 500 CSX Interest and Index Aggressive Stock Fund Growth Fund Fund Growth Fund Fund Total -------------------------------------------------------------- ADDITIONS Investment income Interest and dividends $ 11,076 $ 1,100 $ 350 $ 1,866 $ 2,162 $ 16,554 Employer contributions 3,319 586 223 734 9,588 14,450 Employee contributions 13,262 4,190 3,180 6,395 832 27,859 Net realized and unrealized appreciation (depreciation) of investments --- 1,919 640 (1,357) 8,701 9,903 -------- ------- ------- ------- ------- -------- 27,657 7,795 4,393 7,638 21,283 68,766 DEDUCTIONS Withdrawals by participants (8,105) (1,185) (593) (1,226) (3,473) (14,582) Administrative expenses (188) (4) (1) (4) --- (197) -------- ------- ------- ------- ------- -------- (8,293) (1,189) (594) (1,230) (3,473) (14,779) INTERFUND TRANSFERS 934 (556) 1,189 (77) (1,490) --- -------- ------- ------- ------- ------- -------- NET INCREASE IN NET ASSETS 20,298 6,050 4,988 6,331 16,320 53,987 Net assets available for plan benefits at beginning of year 132,126 25,786 9,122 33,153 71,803 271,990 -------- ------- ------- ------- ------- -------- NET ASSETS AVAILABLE FOR PLAN BENEFITS AT END OF YEAR $152,424 $31,836 $14,110 $39,484 $88,123 $325,977 ======== ======= ======= ======= ======= ======== See notes to financial statements. - 7 - PAGE 8 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES NOTES TO FINANCIAL STATEMENTS September 30, 1993 (Dollars in Thousands) NOTE 1--SIGNIFICANT ACCOUNTING POLICIES The accounting records of the Plan are maintained on the accrual basis. All security transactions are recorded as of the trade date. Investments in insurance company contracts are reported at cost value plus accrued income. Investments in mutual funds and CSX Corporation ("CSX") common stock are valued at the last reported sales price on the last business day of the Plan year. Investments in collective trust fund participation units are determined by the fund manager and are based on the current market values of the underlying assets of the fund. Investments in loans to participants are carried at their outstanding principal balances. Such loans bear interest at the prime rate. Effective October 1, 1992, The Northern Trust Company became the trustee of the Plan. NOTE 2--DESCRIPTION OF THE PLAN A complete description of Plan provisions, including those relating to contributions, vesting, withdrawals, loans and distributions, is contained in the Summary Plan Description and the Plan document. The prospectus relating to the Plan, which includes the Summary Plan Description, was filed with the Securities and Exchange Commission. Copies of these documents are available from the CSX Benefits Department. The following summary should be read in conjunction with the aforementioned documents. General: The Plan is a defined contribution plan subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). The Plan qualifies as a "cash or deferred" arrangement under Section 401(k) of the Internal Revenue Code of 1986, as amended ("IRC"). Plan participation is voluntary and is limited to certain salaried employees of CSX Corporation and affiliated companies (the "Employer"). The total number of participants in the Plan as of September 30, 1993 and 1992 was 10,299 and 10,310, respectively. Investment Alternatives: Participant contributions may be invested in one or more of the following investment funds: (1) the Guaranteed Interest Fund, consisting of guaranteed investment contracts with insurance companies and a collective trust fund which primarily invests in guaranteed investment contracts with insurance companies; (2) the Income and Growth Fund, consisting of a mutual fund that invests in various securities selected primarily for capital growth potential; (3) the S&P 500 Index Fund, consisting of a mutual fund that invests in common and capital stocks selected primarily to duplicate the performance of the stock market as a whole; (4) the Aggressive Growth Fund, consisting of a mutual fund that invests in various securities selected primarily for capital growth potential; (5) the CSX Stock Fund, consisting of investments in CSX Corporation common stock; (6) the Vista Fund, consisting of - 8 - PAGE 9 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES NOTES TO FINANCIAL STATEMENTS September 30, 1993 (Dollars in Thousands) NOTE 2--DESCRIPTION OF THE PLAN--Continued a mutual fund that invests in the common stock of small to medium-sized companies selected primarily for growth in share price; and (7) the International Equity Fund, consisting of a mutual fund that invests in the stock of foreign companies selected primarily to achieve long-term growth by participating in the growth of foreign companies around the world. Amounts allocated to any of these funds may be temporarily retained as cash or invested in cash equivalents to facilitate the investment or reinvestment of Plan assets and the distribution of account balances to participants. Participant Contributions: A participant may contribute from 1% to 15% of their annual compensation in 1% multiples, to the Plan. In addition, the Plan permits certain eligible participants to contribute other compensatory awards to the Plan. All participant contributions may be made on a before or after- tax basis within the limits imposed by the IRC and may be invested in any combination of the seven investment alternatives. Investment direction may be revised by participants as often as twelve times per year. A participant's contributions are limited by the IRC. Subject to certain limitations, a participant may also invest amounts received from another qualified plan into this Plan. Employer Contributions: The Employer contributes to the Plan an amount equal to the lessor of 50% of each participating employee's contributions or 3% of their annual compensation. The Employer may also make an annual contribution of up to an additional 3% of each participating employee's compensation. During the fiscal years ended September 30, 1993 and 1992, the Employer made additional contributions of $3,063 and $4,909, respectively. Employer matching contributions are made in the form of cash deposits to the CSX Stock Fund. Any additional employer contributions are made by cash deposits to one or more of the investment funds, as determined by the individual employee's election. If no employee election is in effect, additional employer contributions are made to the Guaranteed Interest Fund. Vesting, Withdrawals, Loans and Distributions: All contributions made to participants' accounts and the investments and income attributable thereto are fully vested. Withdrawals, loans and distributions are controlled in accordance with the provisions of the Plan. Participant Accounts: Each participant's account is credited with the participant's contributions, the Employer's matching contributions, any additional Employer contributions and an allocation of the Plan's earnings. The benefit to which a participant is entitled is the benefit that can be provided from the participant's account. - 9 - PAGE 10 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES NOTES TO FINANCIAL STATEMENTS September 30, 1993 (Dollars in Thousands) NOTE 2--DESCRIPTION OF THE PLAN--Continued Plan Termination: Although it has not expressed any intent to do so, the Employer has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In case of termination or partial termination, the total amount in each members' account shall be distributed to the employee or continued in trust for the employees benefit. Administrative Expenses: The administrative expenses of the Plan are paid by CSX or from Plan funds as the Plan Administrative Committee from time to time directs. CSX paid a portion of the administrative expenses of the Plan in fiscal years 1993 and 1992. NOTE 3--INVESTMENTS The Plan's investments are held by a bank administered trust fund. These investments are more fully described below: Guaranteed Investment Contracts: Substantially all of the assets held in the Guaranteed Interest Fund are invested in guaranteed investment contracts with various insurance companies. These contracts contain provisions which would impose penalties for withdrawals before their scheduled maturity dates. In addition, this Fund invests in the IDS Trust Income Fund, a collective trust fund which invests primarily in guaranteed investment contracts with insurance companies. The collective trust fund is managed by Investors Diversified Services ("IDS"). At September 30, 1993 and 1992, there were no individual investment contracts that represented 5% or more of the Plan's net assets. Mutual Funds: Substantially all of the assets held in the Income and Growth Fund at September 30, 1993 and 1992, are invested in the Fidelity Equity-Income Fund, a mutual fund managed by Fidelity Management & Research Company. Substantially all of the assets held in the S&P 500 Index Fund at September 30, 1993 and 1992, are invested in the Vanguard Index Trust-500 Portfolio, a mutual fund managed by the Vanguard Group. Substantially all of the assets held in the Aggressive Growth Fund at September 30, 1993 and 1992, are invested in the Twentieth Century Select Fund, a mutual fund managed by Twentieth Century Investors, Inc. Substantially all of the assets held in the Vista Fund at September 30, 1993, are invested in the Twentieth Century Vista Fund, a mutual fund managed by Twentieth Century Investors, Inc. Substantially all of the assets held in the International Equity Fund at September 30, 1993, are invested in the Morgan Stanley International Equity Fund, a mutual fund managed by Morgan Stanley. - 10 - PAGE 11 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES NOTES TO FINANCIAL STATEMENTS September 30, 1993 (Dollars in Thousands) NOTE 3--INVESTMENTS--Continued CSX Stock Fund: Substantially all of the assets held in this fund at September 30, 1993 and 1992, are invested in CSX common stock. NOTE 4--INCOME TAX STATUS The Plan qualifies under Sections 401(a) and 401(k) of the Internal Revenue Code ("IRC") and is therefore exempt from taxation under Section 501(a). Once qualified, the Plan is required to operate in conformity with the IRC to maintain its qualification. The Plan administrative committee is not aware of any actions taken or series of events which have occurred that might adversely affect the Plan's qualified status. NOTE 5--RELATED PARTY TRANSACTIONS CSX Corporation provides the Plan with certain management and accounting services for which no fees are charged. During the fiscal years ended September 30, 1993 and 1992, the Plan received $2,343 and $2,154, respectively, representing cash dividends from CSX Corporation common stock. The trustee routinely invests Plan assets in the Collective Short-Term Investment Fund of The Northern Trust Company. For the fiscal year ended September 30, 1993, transactions involving this account included 270 purchases with a total cost of $82,624 and 284 sales with a fair value of $82,307. During the fiscal year ended September 30, 1992, the previous trustee routinely invested Plan assets in the Signet Investment Money Market Fund. During that fiscal year, transactions involving this account included 226 purchases with a total cost of $50,966 and 195 sales with a fair value of $50,846. NOTE 6--SUBSEQUENT EVENTS Effective January 1, 1994, the American Commercial Lines, Inc. Thrift Plan was merged into the Plan. This merger resulted in a transfer of approximately $34,000 of net assets into the Plan. - 11 - PAGE 12 SUPPLEMENTAL SCHEDULES - 12 - PAGE 13 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES ASSETS HELD FOR INVESTMENT September 30, 1993 (Dollars in Thousands) Issuer Description Cost Value - ------------------------------------ ------------ -------- -------- Guaranteed Investment Contracts - ------------------------------- Allstate Life Insurance Co. GA-5116 Guaranteed Investment Contract $ 13,358 $ 13,358 CNA Life Insurance Co. GP-12458 Guaranteed Investment Contract 8,178 8,178 Commonwealth Life Insurance Co. ADA-00213-FR Guaranteed Investment Contract 3,211 3,211 Confederation Life Insurance Co. 61895 Guaranteed Investment Contract 5,035 5,035 Confederation Life Insurance Co. 62210 Guaranteed Investment Contract 5,114 5,114 Connecticut General Life 16247 Guaranteed Insurance Co. Investment Contract 11,509 11,509 John Hancock Mutual Life 5711 Guaranteed Insurance Co. Investment Contract 9,429 9,429 Hartford Life Insurance Co. GA-9445 Guaranteed Investment Contract 1,886 1,886 Lincoln National Life Insurance Co. GA-9099 Guaranteed Investment Contract 8,154 8,154 Manufacturers Life Insurance Co. GD #38327 Guaranteed Investment Contract 4,091 4,091 Metropolitan Life Insurance Co. 12668 Guaranteed Investment Contract 17,229 17,229 Nationwide Life Insurance Co. GA-P4142 Guaranteed Investment Contract 8,177 8,177 Nationwide Life Insurance Co. GA-P4854 Guaranteed Investment Contract 4,995 4,995 Nationwide Life Insurance Co. GA-P5065 Guaranteed Investment Contract 3,694 3,694 New York Life Insurance Co. GA-05290 Guaranteed Investment Contract 4,082 4,082 New York Life Insurance Co. GA-06365 Guaranteed Investment Contract 3,665 3,665 New York Life Insurance Co. GA-06699 Guaranteed Investment Contract 4,662 4,662 Provident Life Insurance Co. GC-627-05491-01A Guaranteed Investment Contract 7,823 7,823 - 13 - PAGE 14 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES ASSETS HELD FOR INVESTMENT--Continued (Dollars in Thousands) Fair Issuer Description Cost Value - ------------------------------------ ------------ -------- -------- Prudential Life Insurance Co. GA #6497-500 Guaranteed Investment Contract $ 5,220 $ 5,220 Prudential Life Insurance Co. GA #6497-501 Guaranteed Investment Contract 6,045 6,045 Prudential Life Insurance Co. GA #6497-502 Guaranteed Investment Contract 7,360 7,360 -------- -------- 142,917 142,917 Mutual Funds - ------------ Fidelity Equity-Income Fund 1,229,429 shares 33,192 40,841 Morgan Stanley Inst. Fund 88,513 shares 1,188 1,177 Twentieth Century Vista 62,292 shares 738 781 Twentieth Century Select Fund 961,729 shares 33,438 43,335 Vanguard Index Trust-500 Portfolio 403,022 shares 14,333 17,450 -------- -------- 82,889 103,584 Common Stock - ------------ CSX Corporation 1,588,340 shares 59,243 123,295 Collective Trust Fund - --------------------- IDS Trust Collective Income Fund 423,931 units 14,688 14,688 Loans to Participants - --------------------- Tax Savings Thrift Plan for Employees The Northern Trust Company, of CSX Corporation interest rate at prime 25,550 25,550 Cash Equivalents - ---------------- Collective Short-Term Investment Fund of The Northern Trust Company 294,000 shares 294 294 -------- -------- $325,581 $410,328 ======== ======== - 14 - PAGE 15 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES TRANSACTIONS OR SERIES OF TRANSACTIONS IN EXCESS OF 5% OF THE FAIR VALUE OF PLAN ASSETS Fiscal Year Ended September 30, 1993 (Dollars in Thousands) Purchases Sales --------------------- ----------------------------------------- Value of Cost Net Assets Sold on of Gain Description of Asset Number Cost Number Transaction Date Asset (Loss) -------------------- ------ ------ ------ ---------------- ----- ------ Category (iii) -- series of transactions in excess of 5% of plan assets - ----------------------------------------------------------------------- Collective Short-Term Investment Fund of The Northern Trust Company 270 $82,624 284 $82,307 $82,307 - There were no category (i), (ii) or (iv) transactions during the fiscal year ended September 30, 1993. - 15 - PAGE 16 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the administrative committee members have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES By: /s/ GREGORY R. WEBER -------------------- Gregory R. Weber Vice President and Controller CSX Corporation (Plan Sponsor) Date: March 31, 1994 - 16 -