EXHIBIT 11, Page 1 of 2
NORFOLK SOUTHERN CORPORATION AND SUBSIDIARIES
Computation of Per Share Earnings
(In millions except per share amounts)
Three Months Ended
March 31,
--------------------
1996 1995
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COMPUTATION FOR STATEMENTS OF INCOME
Net income per statements of income $ 168.1 $ 170.7
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Weighted average number of shares outstanding 128.2 132.5
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Primary earnings per share $ 1.31 $ 1.29
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ADDITIONAL PRIMARY COMPUTATION
Net income per statements of income $ 168.1 $ 170.7
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Adjustment to weighted average number
of shares outstanding:
Weighted average number of shares outstanding
per primary computation above 128.2 132.5
Dilutive effect of outstanding options,
stock appreciation rights (SARs) and
performance share units (PSUs) (as
determined by the application of the
treasury stock method)(1) 1.4 1.2
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Weighted average number of shares
outstanding, as adjusted 129.6 133.7
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Primary earnings per share, as adjusted(2): $ 1.30 $ 1.28
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(1) See Note 12 of Notes to Consolidated Financial Statements in Norfolk
Southern's 1995 Annual Report on Form 10-K for a description of the
Long-Term Incentive Plan.
(2) These calculations are submitted in accordance with Regulation S-K
item 601(b)(11) although not required by footnote 2 to paragraph 14
of APB Opinion No. 15 because they result in dilution of less than
3 percent.
PAGE 17
EXHIBIT 11, Page 2 of 2
NORFOLK SOUTHERN CORPORATION AND SUBSIDIARIES
Computation of Per Share Earnings
(In millions except per share amounts)
Three Months Ended
March 31,
--------------------
1996 1995
-------- --------
FULLY DILUTED COMPUTATION
Net income per statements of income $ 168.1 $ 170.7
Adjustment to increase earnings to requisite
level to earn maximum PSUs, net of tax effect 16.8 12.4
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Net income, as adjusted $ 184.9 $ 183.1
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Adjustment to weighted average number
of shares outstanding, as adjusted for
additional primary calculation:
Weighted average number of shares
outstanding, as adjusted per additional
primary computation on page 1 129.6 133.7
Additional dilutive effect of outstanding
options and SARs (as determined by
the application of the treasury stock
method using period end market price) 0.1 0.1
Additional shares issuable at maximum
level for PSUs 0.1 0.1
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Weighted average number of
shares, as adjusted 129.8 133.9
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Fully diluted earnings per share(3): $ 1.42 $ 1.37
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(3) These calculations are submitted in accordance with Regulation S-K
item 601(b)(11) although they are contrary to paragraph 40 of
APB Opinion No. 15 because they produce an anti-dilutive result.