PAGE 1 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 22, 1994 REGISTRATION NO. 33-27338 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CSX CORPORATION (Exact name of registrant as specified in its charter) COMMONWEALTH OF VIRGINIA 62-1051971 (State or other jurisdiction (I.R.S. Employer Identification Number) of incorporation or organization) ONE JAMES CENTER 901 EAST CARY STREET RICHMOND, VIRGINIA 23219 (804) 782-1400 (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) AMERICAN COMMERCIAL LINES, INC. THRIFT PLAN (Full title of the Plan) PETER J. SHUDTZ, ESQ. GENERAL COUNSEL CSX CORPORATION ONE JAMES CENTER 901 EAST CARY STREET RICHMOND, VIRGINIA 23219 (804) 783-1400 (Name, address, including zip code, and telephone number, including area code, of agent for service) II-1 PAGE 2 On March 16, 1990, CSX Corporation (the "Company") filed with the Securities and Exchange Commission a Registration Statement on Form S-8 (Registration No. 33-27338) registering 360,000 shares of the Company's Common Stock, par value $1.00 per share (the "Common Stock"), to be issued pursuant to the Company's American Commercial Lines, Inc. Thrift Plan (the "Plan"). On December 31, 1993, the Plan was merged into the Tax Savings Thrift Plan for Employees of CSX Corporation and Affiliated Companies. At the time of the merger, a total of 145,231 shares of the Common Stock remained eligible for issuance pursuant to the Plan. As a result of the merger of the Plan, the Company hereby amends the above-referenced Registration Statement to remove from registration the 145,231 shares of Common Stock remaining unissued. II-2 PAGE 3 SIGNATURES Pursuant to the requirements of the Securities Act, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this post-effective amendment to the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Richmond and Commonwealth of Virginia, on December 22, 1994. CSX CORPORATION /s/ GREGORY R. WEBER ---------------------------------------- Gregory R. Weber Vice President, Controller and Treasurer II-3