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CSX CORP Director's Dealing 2011

Jan 26, 2011

29952_dirs_2011-01-26_61fd5035-ca7f-420c-8062-28fe508695d5.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CSX CORP (CSX)
CIK: 0000277948
Period of Report: 2011-01-24

Reporting Person: MUNOZ OSCAR (Executive Vice President & CFO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-01-24 Common Stock A 26506 $67.71 Acquired 200368 Direct
2011-01-24 Common Stock F 8217 $67.71 Disposed 192151 Direct
2011-01-25 Common Stock S 25000 $70.00 Disposed 167151 Direct

Footnotes

F1: Shares awarded pursuant to the CSX 2008 - 2010 Long Term Incentive Plan ("LTIP").

F2: Withholding of stock to satisfy tax withholding obligation.

F3: This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 16, 2010. The plan has been approved pursuant to the terms of the Issuer's policies and is part of the Reporting Person's strategy to diversify assets.