CSX CORP — Director's Dealing 2006

Apr 27, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CSX CORP (CSX)
CIK: 0000277948
Period of Report: 2006-04-25

Reporting Person: WARD MICHAEL J (Director, Chairman, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-04-25	Common Stock	M	133334	$38.14	Acquired	252416	Direct
2006-04-25	Common Stock	S	133334	$67.0664	Disposed	119082	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-04-25	Employee Stock Option	$38.14	M	133334	Acquired	2012-02-13	Common Stock (133334)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	62858	Indirect
Common Stock	2042.717	Indirect
Common Stock	66217	Indirect
Common Stock	1795.245	Indirect

Footnotes

F1: By Trustee, CSX Tax Savings Thrift Plan. Reflects equivalent shares of cash value held in CSX Stock Fund, which amounts will fluctuate dependent upon daily net asset value of the fund.

F2: By Trustee, CSX Executives Stock Trust.

F3: By Trustee, CSX Executive Deferred Compensation Plan.

F4: 200,000 options granted 02/13/2002, one-third vesting on 02/13/2005, one-third vesting on 2/13/2006 and one-third vesting on 02/13/2007.

F5: Cashless exercise of stock option.