CSX CORP — Director's Dealing 2004

Feb 13, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CSX CORP (CSX)
CIK: 0000277948
Period of Report: 2004-02-03

Reporting Person: GIFTOS P MICHAEL (Executive VP of Subsidiary)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-02-03	Phantom Stock Units	$31.45	M	933.06	Disposed		Common Stock (933.06)	Direct

Footnotes

F1: Phantom stock units acquired under CSX 2002 Deferred Compensation Plan to be settled solely in cash with distribution to commence at termination of employment or the attainment of a designated age based on an election made by the participant at least 1 year prior to distribution.