UNITED STATES
                       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):
                                 August 6, 2004


                        NORFOLK SOUTHERN RAILWAY COMPANY
             (exact name of registrant as specified in its charter)


            Virginia                         1-743               52-6002016
                                             1-3744
                                             1-4793
                                            1-546-2
(State or other jurisdiction of      (Commission File No.)    (IRS Employer
 incorporation or organization)                              Identification No.)

              Three Commercial Place, Norfolk, Virginia 23510-9241
                    (Address of principal executive offices)

                                 (757) 629-2680
               Registrant's telephone number, including area code


                                   No Change
         (Former name or former address, if changed since last report.)

<PAGE>


Item 5.     Other Events and Required FD Disclosure.

On Friday, August 6, 2003, the registrant issued a joint press release,
attached hereto as Exhibit 99.1, announcing that the registrant, CSX
Transportation, Inc. and Consolidated Rail Corporation have increased the cash
consideration and amended other terms to their exchange offer and consent
solicitation. All capitalized terms used in herein and in Exhibit 99.1 and not
otherwise defined herein or therein shall have the meanings provided for such
terms in the Prospectus and Consent Solicitation Statement contained in the
registrant's Registration Statement on Form S-4 (File No. 333-14795) which was
declared effective on July 26, 2004 (the "NSR Registration Statement"). The
information contained in this Current Report on Form 8-K, including the exhibit
hereto, is neither an offer to sell nor a solicitation of an offer to purchase
any of the securities to be offered by the NSR Registration Statement. The
registrant disclaims any responsibility for the CSX Transportation, Inc.
company-specific information contained in Exhibit 99.1.



Item 7.     Financial Statements, Pro Forma Financial Information and Exhibits.

            Exhibit No.         Exhibit Description

            99.1                CSX Transportation, Inc. and Norfolk Southern
                                Railway Company joint press release dated
                                August 6, 2004.


<PAGE>



                             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 RAILWAY COMPANY
                                                    (Registrant)

                                           /s/  Reginald  J. Chaney
                                           ----------------------------
                                           By:     Reginald J. Chaney
                                           Title:  Corporate Secretary

Date:  August 6, 2004






                                 EXHIBIT INDEX


            Exhibit No.         Exhibit Description

            99.1                CSX Transportation, Inc. and Norfolk Southern
                                Railway Company joint press release dated
                                August 6, 2004.
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{"company-data": {"conformed-name": "NORFOLK SOUTHERN RAILWAY CO /VA/", "cik": "0000092275", "assigned-sic": "4011", "irs-number": "536002016", "state-of-incorporation": "VA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-00743", "film-number": "04959166"}, "business-address": {"street1": "THREE COMMERCIAL PL", "city": "NORFOLK", "state": "VA", "zip": "23510", "phone": "7576292682"}, "mail-address": {"street1": "THREE COMMERCIAL PLACE", "city": "NORFOLK", "state": "VA", "zip": "23510-2191"}, "former-company": {"former-conformed-name": "SOUTHERN RAILWAY CO", "date-changed": "19910117"}}
UNITED STATES
                       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):
                                 August 6, 2004

                        NORFOLK SOUTHERN RAILWAY COMPANY
             (exact name of registrant as specified in its charter)

            Virginia                         1-743               52-6002016
                                             1-3744
                                             1-4793
                                            1-546-2
(State or other jurisdiction of      (Commission File No.)    (IRS Employer
 incorporation or organization)                              Identification No.)

              Three Commercial Place, Norfolk, Virginia 23510-9241
                    (Address of principal executive offices)

                                 (757) 629-2680
               Registrant's telephone number, including area code

                                   No Change
         (Former name or former address, if changed since last report.)
Item 5.     Other Events and Required FD Disclosure.

On Friday, August 6, 2003, the registrant issued a joint press release,
attached hereto as Exhibit 99.1, announcing that the registrant, CSX
Transportation, Inc. and Consolidated Rail Corporation have increased the cash
consideration and amended other terms to their exchange offer and consent
solicitation. All capitalized terms used in herein and in Exhibit 99.1 and not
otherwise defined herein or therein shall have the meanings provided for such
terms in the Prospectus and Consent Solicitation Statement contained in the
registrant's Registration Statement on Form S-4 (File No. 333-14795) which was
declared effective on July 26, 2004 (the "NSR Registration Statement"). The
information contained in this Current Report on Form 8-K, including the exhibit
hereto, is neither an offer to sell nor a solicitation of an offer to purchase
any of the securities to be offered by the NSR Registration Statement. The
registrant disclaims any responsibility for the CSX Transportation, Inc.
company-specific information contained in Exhibit 99.1.

Item 7.     Financial Statements, Pro Forma Financial Information and Exhibits.

            Exhibit No.         Exhibit Description

            99.1                CSX Transportation, Inc. and Norfolk Southern
                                Railway Company joint press release dated
                                August 6, 2004.
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 RAILWAY COMPANY
                                                    (Registrant)

                                           /s/  Reginald  J. Chaney
                                           ----------------------------
                                           By:     Reginald J. Chaney
                                           Title:  Corporate Secretary

Date:  August 6, 2004

                                 EXHIBIT INDEX

            Exhibit No.         Exhibit Description

            99.1                CSX Transportation, Inc. and Norfolk Southern
                                Railway Company joint press release dated
                                August 6, 2004.