ROANOKE TIMES 
                      Copyright (c) 1996, Roanoke Times

DATE: Friday, October 25, 1996               TAG: 9610250105
SECTION: BUSINESS                 PAGE: B-6  EDITION: METRO 
SOURCE: GREG EDWARDS


NORFOLK SOUTHERN LAUNCHES CONRAIL BID

Norfolk Southern Corp. said Thursday it has begun the $9.1billion tender offer it announced Wednesday to gain controlling interest of Conrail Inc., the dominant railroad in the Northeast.

NS has offered $100 per share for all Conrail's outstanding common stock and certain preferred stock. Conrail shareholders have until midnight Nov. 21 to accept the offer. After it completes the tender offer, NS said, it plans to merge with Conrail and give all remaining Conrail shareholders the right to receive the same cash price for their stock.

The bid puts Norfolk-based NS into contention with CSX Corp. of Richmond. Both are seeking access to lucrative freight markets along Conrail tracks.

Conrail closed Thursday at $93.62 1/2 a share, down $2 on trading of 2.9 million shares. NS stock closed at $92.50, down $1.62 1/2 on trading of 717,500 shares. Both trade on the New York Stock Exchange.

Conrail said Thursday that the U.S. District Court for the Eastern District of Pennsylvania has scheduled a Nov. 12 hearing on an NS request for a preliminary injunction to block Conrail's merger with CSX.


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