CSX CORP — Director's Dealing 2008

Aug 6, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CSX CORP (CSX)
CIK: 0000277948
Period of Report: 2008-08-04

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-08-04	Common Stock	M	80000	$20.48	Acquired	518204	Direct
2008-08-04	Common Stock	S	80000	$64.72	Disposed	438204	Direct
2008-07-31	Common Stock	G	15000	—	Disposed	423204	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-08-04	Common Stock	$20.48	M	80000	Disposed	2009-02-10	Common Stock (80000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	132434	Indirect
Common Stock	125716	Indirect
Common Stock	4164	Indirect

Footnotes

F1: By Trustee, CSX Executives Stock Trust.

F2: By Trustee, CSX Corporation 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.