SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d)of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2001 NORFOLK SOUTHERN CORPORATION (Exact name of registrant as specified in charter) Virginia 1-8339 52-1188014 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) Three Commercial Place, Norfolk, Virginia 23510-9241 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (757) 629-2680 Not Applicable (Former name or former address, if changed since last report) Item 5. Other Events. On February 6, 2001, Registrant announced that it had closed that day the sale of $300 million aggregate principal amount of its 6 3/4% Senior Notes due in 2011 and $700 million aggregate principal amount of its 7 1/4% Senior Notes due in 2031. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. Exhibit No. Exhibit Description - ----------- ------------------- 99 Copy of the press release issued by Registrant on February 6, 2001. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NORFOLK SOUTHERN CORPORATION (Registrant) /s/ Dezora M. Martin ---------------------------- Name: Dezora M. Martin Title: Corporate Secretary Date: February 6, 2001 EXHIBIT INDEX Exhibit Number Description -------- --------------- 99 Copy of the press release issued by Registrant on February 6, 2001.