SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* BERKSHIRE HATHAWAY INC (Last) (First) (Middle) 1440 KIEWIT PLAZA (Street) OMAHA NE 68131 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol BURLINGTON NORTHERN SANTA FE CORP [ BNI ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 10/03/2007
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock (acquisition from call options exercised)(1)	10/03/2007		X		7,847,818(2)	A	$40	60,828,818(2)(3)	I	See footnotes 2 and 3

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Call option (right to buy)	$40	10/03/2007		X			7,847,818	10/03/2007	10/03/2007	Common Stock	7,847,818	$39.1	0	I(4)	See footnote 4

1. Name and Address of Reporting Person* BERKSHIRE HATHAWAY INC (Last) (First) (Middle) 1440 KIEWIT PLAZA (Street) OMAHA NE 68131 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* BUFFETT WARREN E (Last) (First) (Middle) 1440 KIEWIT PLAZA (Street) OMAHA NE 68131 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* OBH INC (Last) (First) (Middle) 1440 KIEWIT PLAZA (Street) OMAHA NE 68131 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* NATIONAL INDEMNITY CO (Last) (First) (Middle) 3024 HARNEY STREET (Street) OMAHA NE 68131 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The transaction reported on this Form 4 is solely the exercise of certain call options previously reported as acquired by the Reporting Persons.

2. These shares are owned by National Indemnity Company ("NICO"), a subsidiary of OBH, Inc. ("OBH"). OBH is a subsidiary of Berkshire Hathaway Inc. ("Berkshire"). Shares of Burlington Northern common stock previously held by two other subsidiaries of Berkshire, National Fire & Marine Insurance Company and Columbia Insurance Company, were transferred to NICO.

3. As OBH and Berkshire are each in the chain of ownership of NICO, each of Berkshire and OBH may be deemed presently to both beneficially own and have a pecuniary interest in all shares of Burlington Northern common stock presently owned by NICO. Warren E. Buffett, as the controlling stockholder of Berkshire, may be deemed presently to beneficially own, but only to the extent he has a pecuniary interest in, the shares of Burlington Northern common stock presently owned by NICO. Mr. Buffett disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

4. The call options were owned by NICO.

Remarks:

	Berkshire Hathaway Inc., by Marc D. Hamburg	10/05/2007
	/s/ Warren E. Buffett	10/05/2007
	OBH, Inc., by Marc D. Hamburg	10/05/2007
	/s/ National Indemnity Company, by Marc D. Hamburg	10/05/2007
	** Signature of Reporting Person	Date
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