NORFOLK SOUTHERN CORP — Director's Dealing 2011

Mar 11, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NORFOLK SOUTHERN CORP (NSC)
CIK: 0000702165
Period of Report: 2011-03-10

Reporting Person: HILLIARD LANDON (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-03-10	Restricted Stock Units	$	A	352.1365	Acquired		Common Stock (352.1365)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	13745	Direct

Footnotes

F1: Reports the number of restricted stock units credited to the reporting person's account in the Norfolk Southern Corporation Long-Term Incentive Plan in the form of dividend equivalent payments on restricted stock units held under the plan, calculated on the basis of the market value of the company's common stock on the dividend payment date. These units ultimately will be satisfied in common stock upon the reporting person's termination of service or death.