UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) : January 1327, 2005

Union Pacific Railroad Company

(Exact Name of Registrant as Specified in its Charter)

Delaware

1-6146

94-6001323

(State or Other

Jurisdiction of

Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

1400 Douglas Street, Omaha, Nebraska				68179
(Address of Principal ExecutiveOffices)				(Zip Code)
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s telephone number, including area code: (402) 544-5000

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy ~~the~~ ~~filing obligation of~~ the ~~registrant under any of the following provisions (see General Instruction A.2. below):~~

¨filing ~~Written~~obligation ~~communications~~of ~~pursuant~~the toregistrant ~~Rule~~under ~~425~~any ~~under~~of the ~~Securities~~following ~~Act~~provisions (17see ~~CFR~~General ~~230.425)~~Instruction

~~¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240~~A.~~14a-12~~2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

¨Item ~~Pre-commencement~~5.02 ~~communications~~Departure ~~pursuant~~of toDirectors ~~Rule~~or ~~13e-4(c)~~Principal ~~under~~Officers; ~~the~~Election ~~Exchange~~of ~~Act~~Directors; ~~(17~~Appointment ~~CFR 240.13e-4(c))~~

~~Item~~of ~~7.01~~Principal ~~Regulation~~Officers ~~FD Disclosure.~~

(b) On January 1327, 2005, ~~Union~~Ivor ~~Pacific~~J. ~~Corporation, the corporate parent of Union Pacific Railroad Company~~ (~~the “Company”~~Ike) Evans, ~~issued~~vice ~~a press~~chairman ~~release regarding the impact of recent weather conditions in California~~ and ~~Nevada~~director ~~on the operations~~ of ~~the Company. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated~~Union ~~herein by reference.~~

~~Item~~Pacific ~~9.01~~Corporation ~~Financial~~(the ~~Statements~~Company) and ~~Exhibits.~~ Union Pacific Railroad Company, the principal operating

~~(c)~~subsidiary ~~Exhibits~~of the Company, informed the Board of Directors of the Company that he intends to

~~Exhibit~~retire ~~99.1~~effective ~~Press~~February ~~Release of Union Pacific Corporation dated January 13~~28, 2005.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly ~~caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.~~

~~Dated:~~caused ~~January~~this ~~14,~~Report ~~2005~~to be signed on its behalf by the undersigned hereunto duly authorized.

~~UNION PACIFIC RAILROAD COMPANY By~~Dated: January ~~/s/ Robert M. Knight~~28, ~~Jr.~~2005 ~~Robert M. Knight, Jr. Executive Vice President – Finance and Chief Financial Officer~~

~~EXHIBIT~~UNION ~~INDEX~~PACIFIC RAILROAD COMPANY By: /s/ J. Michael Hemmer J. Michael Hemmer Senior Vice President – Law and General Counsel

Exhibit Description

99.1 Press Release of Union Pacific Corporation dated January 13, 2005.

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