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 24, 1998 (August 22, 1998)
  
  
                      NORFOLK SOUTHERN RAILWAY COMPANY
           (Exact name of Registrant as specified in its charter)
  
  
                             1-743; 1-3744; 
     Virginia                1-4793; 1-546-2             53-6002016    
 (State of Incorporation)   (Commission File No.)      (IRS Employer 
                                                     Identification No.) 
  
  
                           Three Commercial Place
                        Norfolk, Virginia 23510-2191
                  (Address of principal executive offices)
  
  
                               (757) 629-2682
                      (Registrant's telephone number)
  
  
                                 No Change
       (Former name or former address, if changed since last report)



 Item 5.  Other Events. 
  
           On August 22, 1998, the unanimous decision of the Surface
 Transportation Board (STB) announced on July 23, 1998, became effective. 
 Pursuant thereto, registrant's parent, Norfolk Southern Corporation
 ("NSC"), and CSX Corporation are authorized and directed to assume and
 exercise control over Conrail Inc. (Conrail) and its subsidiaries,
 including its rail subsidiary, Consolidated Rail Corporation. 
  
           As more particularly outlined in the press release annexed hereto
 as Exhibit 99, the voting trust which until now held the Conrail stock
 purchased by NSC and CSX Corporation has been terminated; the persons
 serving as directors of Conrail on August 22, 1998, have resigned, and new
 directors have been elected. 
  
           Until the Closing Date -- the date on which the railroads of NSC
 and CSX Corporation actually will begin operating the respective portions
 of the routes and assets of Consolidated Rail Corporation approved by the
 STB -- the operations of Consolidated Rail Corporation are expected to
 remain largely unchanged.  The Closing is contingent upon, among other
 things, negotiation of satisfactory labor implementing agreements and
 integration of information technology systems.  Closing is expected to
 occur late in 1998 or in the first quarter of 1999. 
  
  
 Item 7(c).  Exhibits. 
  
 No. 99      Copy of press release issued by NSC (jointly 
             with CSX Corporation) on Saturday, August 22, 1998. 


                                 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)     
  
                                     
                               By:  /s/ Dezora M. Martin 
                                    _____________________________
                                           (signature) 
                                        Dezora M. Martin 
                               Assistant Corporate Secretary 
  
  
 Date:  August 24, 1998 

  
  
                               EXHIBIT INDEX 
  
  
 Exhibit                                           Page Number in 
 Number                                            SEC Sequential  
 System              Description                      Numbering   
  
   99                Copy of press release issued  
                     by NSC (jointly with CSX  
                     Corporation) on Saturday,  
                     August 22, 1998.
[{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 3908}]
{"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": "98696521"}, "business-address": {"street1": "THREE COMMERCIAL PL", "city": "NORFOLK", "state": "VA", "zip": "23510", "phone": "7576292680"}, "former-company": {"former-conformed-name": "SOUTHERN RAILWAY CO", "date-changed": "19910117"}}
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 24, 1998 (August 22, 1998)
  
  
                      NORFOLK SOUTHERN RAILWAY COMPANY
           (Exact name of Registrant as specified in its charter)
  
  
                             1-743; 1-3744; 
     Virginia                1-4793; 1-546-2             53-6002016    
 (State of Incorporation)   (Commission File No.)      (IRS Employer 
                                                     Identification No.) 
  
  
                           Three Commercial Place
                        Norfolk, Virginia 23510-2191
                  (Address of principal executive offices)
  
  
                               (757) 629-2682
                      (Registrant's telephone number)
  
  
                                 No Change
       (Former name or former address, if changed since last report)

 Item 5.  Other Events. 
  
           On August 22, 1998, the unanimous decision of the Surface
 Transportation Board (STB) announced on July 23, 1998, became effective. 
 Pursuant thereto, registrant's parent, Norfolk Southern Corporation
 ("NSC"), and CSX Corporation are authorized and directed to assume and
 exercise control over Conrail Inc. (Conrail) and its subsidiaries,
 including its rail subsidiary, Consolidated Rail Corporation. 
  
           As more particularly outlined in the press release annexed hereto
 as Exhibit 99, the voting trust which until now held the Conrail stock
 purchased by NSC and CSX Corporation has been terminated; the persons
 serving as directors of Conrail on August 22, 1998, have resigned, and new
 directors have been elected. 
  
           Until the Closing Date -- the date on which the railroads of NSC
 and CSX Corporation actually will begin operating the respective portions
 of the routes and assets of Consolidated Rail Corporation approved by the
 STB -- the operations of Consolidated Rail Corporation are expected to
 remain largely unchanged.  The Closing is contingent upon, among other
 things, negotiation of satisfactory labor implementing agreements and
 integration of information technology systems.  Closing is expected to
 occur late in 1998 or in the first quarter of 1999. 
  
  
 Item 7(c).  Exhibits. 
  
 No. 99      Copy of press release issued by NSC (jointly 
             with CSX Corporation) on Saturday, August 22, 1998. 

                                 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)     
  
                                     
                               By:  /s/ Dezora M. Martin 
                                    _____________________________
                                           (signature) 
                                        Dezora M. Martin 
                               Assistant Corporate Secretary 
  
  
 Date:  August 24, 1998 

  
  
                               EXHIBIT INDEX 
  
  
 Exhibit                                           Page Number in 
 Number                                            SEC Sequential  
 System              Description                      Numbering   
  
   99                Copy of press release issued  
                     by NSC (jointly with CSX  
                     Corporation) on Saturday,  
                     August 22, 1998.