As filed with the Securities and Exchange Commission on July 27, 2009

Registration No. 333-48896

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM S-8

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

CSX CORPORATION

Virginia		62-1051971
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)
500 Water Street, 15th Floor, Jacksonville, Florida		32202
(Address of Principal Executive Offices)		(Zip Code)

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer þ		Accelerated filer o		Non-accelerated filer   o (Do not check if a smaller reporting company)		Smaller reporting company o

 

 

DEREGISTRATION OF SECURITIES

     Pursuant to a Registration Statement on Form S-8 (File No. 333-48896) under the Securities Act of 1933, as amended, CSX Corporation (the “Corporation”) registered for sale to eligible employees pursuant to the CSX 2000 Stock Reacquisition Plan (the “Plan”) shares of the Corporation’s Common Stock. The Plan has terminated. Accordingly, all of the securities registered for sale under the Plan that remain unsold are hereby deregistered pursuant to the Corporation’s undertakings in the Registration Statement identified above.

SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment No. 1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Jacksonville, State of Florida, on July 25, 2009.

     Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 has been signed by the following persons in the capacities indicated on July 24, 2009.

Signature		Title
/s/ Michael J. Ward   Michael J. Ward		Chairman, President, Chief Executive Officer and Director (Principal Executive Officer)
/s/ Oscar Munoz   Oscar Munoz		Executive Vice President and Chief Financial Officer (Principal Financial Officer)
/s/ Carolyn T. Sizemore   Carolyn T. Sizemore		Vice President and Controller (Principal Accounting Officer)
/s/ Alexandre Behring   Alexandre Behring		Director
/s/ John B. Breaux   John B. Breaux		Director
/s/ Steven T. Halverson   Steven T. Halverson		Director
/s/ Edward J. Kelly, III   Edward J. Kelly, III		Director
/s/ Gilbert Lamphere   Gilbert Lamphere		Director

Signature		Title
/s/ John D. McPherson   John D. McPherson		Director
/s/ Timothy O’Toole   Timothy O’Toole		Director
/s/ David M. Ratcliffe   David M. Ratcliffe		Director
/s/ Donald J. Shepard   Donald J. Shepard		Director

INDEX OF EXHIBITS

24.1

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