CSX CORP — Director's Dealing 2008

Dec 17, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CSX CORP (CSX)
CIK: 0000277948
Period of Report: 2008-12-15

Reporting Person: SHEPARD DONALD J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-12-15	Common stock	A	458	$31.38	Acquired	43191	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4000	Direct

Footnotes

F1: Exempt payment of director's fees and/or annual retainer in the form of CSX Common Stock pursuant to the CSX Corporation Stock Plan for Directors. The units are payable after the reporting person ceases to be a director or otherwise pursuant to the terms of the CSX Corporation Stock Plan for Directors.

F2: By Trustee, CSX Corporation Stock Plan for Directors.