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) : April 21, 2005

Union Pacific Railroad Company

(Exact Name of Registrant as Specified in its Charter)

1400 Douglas Street, Omaha, Nebraska

68179

(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):


¨		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 2.02 Results of Operations and Financial Condition

On April 21, 2005, Union Pacific Corporation (the Company), the corporate parent of

Union Pacific Railroad Company, issued a press release announcing the Company’s financial

results for the first quarter of 2005. A copy of the press release is furnished herewith as Exhibit

99.1 to this Current Report.

Item 9.01 Financial Statements and Exhibits

(c)

Exhibits


Exhibit 99.1		Press Release, dated April 21, 2005, announcing Union Pacific Corporation’s financial results for the first quarter of 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: April 21, 2005


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

UNION PACIFIC RAILROAD CO/DE 8-K