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) : ~~July 21~~January 10, ~~2005~~2006

Union Pacific Railroad Company

(Exact Name of Registrant as Specified in its Charter)

Delaware	1-6146	94-6001323
(State or OtherJurisdiction ofIncorporation)	(CommissionFile Number)	(I.R.S. EmployerIdentification No.)
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
1400 Douglas Street, Omaha, Nebraska		68179
(Address of Principal Executive Offices)		(Zip Code)
Registrant’s telephone number, including area code: (402) 544-5000


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 5.02(b) ~~Results~~Departure of ~~Operations~~Directors ~~and~~or ~~Financial~~Principal ~~Condition~~Officers; Election of Directors; Appointment of Principal Officers

On ~~July 21~~January 10, ~~2005~~2006, Union Pacific Corporation (the Company) was informed via a letter dated January 9, ~~the corporate~~2006, ~~parent~~from Dr. Ernesto Zedillo Ponce de Leon, a director of both the Company and Union Pacific Railroad Company, ~~issued~~the aregistrant ~~press~~and ~~release~~principal ~~announcing~~operating ~~the~~subsidiary of the Company’s, ~~financial~~indicating ~~results~~that the demands of his current position as Director of the Yale Center for the ~~quarter~~Study ~~ended~~of ~~June~~Globalization 30have increased and, ~~2005~~therefore, he will not stand for re-election to the Board of Directors of the Company at its Annual Meeting in 2006. AAll ~~copy~~of the Directors of the ~~press~~Company ~~release~~concurrently isserve ~~furnished~~on ~~herewith~~the asBoard ~~Exhibit~~of 99Directors of both the registrant and the Company.1 toFollowing ~~this~~consultations ~~Current~~with ~~Report~~Dr. Zedillo, the Company informed the Board of Directors of his decision on January 11, 2006.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits Exhibit 99.1 Press Release, dated July 21, 2005, announcing Union Pacific Corporation’s financial results for the second 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: ~~July~~ 21January 17, ~~2005~~2006

UNION PACIFIC RAILROAD COMPANY By: /s/ ~~Robert M~~J. ~~Knight,~~Michael ~~Jr.~~Hemmer ~~Robert M~~J. ~~Knight,~~Michael ~~Jr.~~Hemmer ~~Executive~~Senior Vice President – ~~Finance~~Law and ~~Chief~~General ~~Financial Officer~~Counsel

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