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                                                                  EXHIBIT 23

                             Consent of Ernst & Young, Independent Auditors
                             ----------------------------------------------

            We consent to the incorporation by reference in the Registration
Statement (Form S-8 No. 33-41735) pertaining to the Tax Savings Thrift Plan
for Employees of CSX Corporation and Affiliated Companies of our report dated
March 28, 1994, with respect to the financial statements and schedules of the
Tax Savings Thrift Plan for Employees of CSX Corporation and Affiliated
Companies included in this Annual Report (Form 11-K) for the fiscal year ended
September 30, 1993.



                                       /s/ ERNST & YOUNG
                                       ----------------------
                                       Ernst & Young
Richmond, Virginia
March 28, 1994

































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