8-K

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) November 2, 2009

BERKSHIRE HATHAWAY INC.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

DELAWARE	001-14905	47-0813844
(STATE OR OTHER JURISDICTION	(COMMISSION	(I.R.S. EMPLOYER
OF INCORPORATION)	FILE NUMBER)	IDENTIFICATION NO.)

3555 Farnam Street
Omaha, Nebraska	68131
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)	(ZIP CODE)

(402) 346-1400

REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE

x 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 1.01. Entry into a Material Definitive Agreement.

Berkshire Hathaway Inc. (“Berkshire”) and Burlington Northern Santa Fe Corporation (“BNSF”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) on November 2, 2009. The Merger Agreement is filed herewith as Exhibit 10.1 and incorporated herein by reference.

Berkshire and BNSF have issued a joint press release announcing the Merger Agreement, which is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

Item 8.01. Other Events.

On November 2, 2009, Berkshire’s Board of Directors approved a 50-for-1 split of its Class B Common Stock, subject to obtaining the approval of its shareholders. Berkshire has issued a press release announcing the Board approval of the stock split, which is filed herewith as Exhibit 99.2 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.1	Agreement and Plan of Merger, dated as of November 2, 2009, by and among Berkshire, R Acquisition Company, LLC and BNSF (incorporated by reference to Exhibit 2.1 to BNSF’s Current Report on Form 8-K, filed with the Securities and Exchange Commission (“SEC”) on November 3, 2009).
99.1	Joint Press Release issued by Berkshire and BNSF dated November 3, 2009 (incorporated by reference to Exhibit 99.1 to BNSF’s Current Report on Form 8-K, filed with the SEC on November 3, 2009).
99.2	Press Release issued by Berkshire dated November 3, 2009.

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.

November 3, 2009	BERKSHIRE HATHAWAY INC.
	/s/ Marc D. Hamburg
	By:   Marc D. Hamburg          Senior Vice President and Chief Financial Officer

Exhibit Index

10.1	Agreement and Plan of Merger, dated as of November 2, 2009, by and among Berkshire, R Acquisition Company, LLC and BNSF (incorporated by reference to Exhibit 2.1 to BNSF’s Current Report on Form 8-K, filed with the Securities and Exchange Commission (“SEC”) on November 3, 2009).
99.1	Joint Press Release issued by Berkshire and BNSF dated November 3, 2009 (incorporated by reference to Exhibit 99.1 to BNSF’s Current Report on Form 8-K, filed with the SEC on November 3, 2009).
99.2	Press Release issued by Berkshire dated November 3, 2009.

EX-99.2

Exhibit 99.2

BERKSHIRE HATHAWAY INC.

NEWS RELEASE

Berkshire Hathaway Inc. Board of Directors Approves 50-for-1

Split of Its Class B Common Stock

FOR IMMEDIATE RELEASE November 3, 2009

Omaha, NE (BRK.A; BRK.B)—Berkshire Hathaway Inc. today announced that its Board of Directors approved a 50-for-1 split of its Class B Common Stock. The stock split is subject to the approval of Berkshire’s shareholders, who must approve an amendment to Berkshire’s certificate of incorporation to increase Berkshire’s total number of authorized shares of common stock, as well as the total number of authorized shares of Class B Common Stock, in order to permit the consummation of this split. Berkshire’s Class A Common Stock is not being split. Berkshire has not yet set the date for the special meeting of its shareholders to vote on the amendment to its certificate of incorporation, or the record date for the stock split.

The great majority of the stock issued by Berkshire in the BNSF acquisition announced today will be “A” shares. “B” shares, however, will also be needed to accommodate holders of smaller amounts of BNSF shares who opt for a share exchange rather than a cash payment.

By splitting Berkshire “B” shares 50-for-1, we can accommodate even the smallest holdings of BNSF shares that elect a tax-free exchange.

Berkshire Hathaway and its subsidiaries engage in diverse business activities including property and casualty insurance and reinsurance, utilities and energy, finance, manufacturing, retailing and services. Common stock of the company is listed on the New York Stock Exchange, trading symbols BRK.A and BRK.B.

— END —

Contact

Marc D. Hamburg

402-346-1400