Exhibit 4.1

                                 CSX CORPORATION

               Supplemental Action of Authorized Pricing Officers

                                 August 8, 2000


        Reference is made to the Action of Authorized Pricing Officers, dated as
of  September  30,  1998  (the  "September  1998  Action of  Authorized  Pricing
Officers"),  the Action of Authorized Pricing Officers,  dated as of May 7, 1999
(the "May 1999 Action of Authorized  Pricing  Officers"),  and the  Supplemental
Action of Authorized  Pricing Officers,  dated August 10, 1999 (the "August 1999
Supplemental  Action of  Authorized  Pricing  Officers",  and together  with the
September 1998 Action of Authorized  Pricing Officers and the May 1999 Action of
Authorized  Pricing  Officers,  the "Actions of Authorized  Pricing  Officers"),
taken  pursuant to (x) Section 301 of the  Indenture  dated as of August 1, 1990
between CSX  Corporation  (the  "Corporation")  and The Chase Manhattan Bank, as
trustee (the  "Trustee"),  as supplemented by the First  Supplemental  Indenture
dated as of June 15, 1991, the Second Supplemental  Indenture dated as of May 6,
1997 and the  Third  Supplemental  Indenture  dated as of April  22,  1998  (the
indenture,  as so  supplemented,  is herein  called  the  "Indenture"),  and (y)
resolutions  duly  adopted  by the  Board of  Directors  of the  Corporation  at
meetings  duly  called  and  held on  April  28,  1998  and  December  9,  1998,
respectively (the "Resolutions").  The Corporation's Medium-Term Notes, Series C
(the  "Notes")  were  originally  established  by the  September  1998 Action of
Authorized  Pricing  Officers  and, at that time,  were  limited to an aggregate
initial  offering price of up to U.S.  $750,000,000  (including,  in the case of
Foreign  Currency Notes,  the equivalent  thereof at the Market Exchange Rate on
the  applicable  trade  dates,  in one or more  foreign  currencies  or currency
units).  Pursuant to the August 1999 Supplemental  Action of Authorized  Pricing
Officers,  the limit on the aggregate  initial  offering  price of the Notes was
increased to $1,000,000,000  (including,  in the case of Foreign Currency Notes,
the  equivalent  thereof at the Market  Exchange  Rate on the  applicable  trade
dates, in one or more foreign  currencies or currency  units).  The terms of the
Notes as set forth in the Actions of Authorized  Pricing  Officers  provide that
the  foregoing  limit may be  increased by the  Corporation  if in the future it
determines that it may wish to sell additional Notes.

        Pursuant  to the  authority  vested  in  them  by the  Resolutions,  the
undersigned officers hereby increase the limit on the aggregate initial offering
price of Notes that the  Corporation is authorized to issue to a maximum of U.S.
$1,150,000,000 (including, in the case of Foreign Currency Notes, the equivalent
thereof at the Market  Exchange Rate on the  applicable  trade dates,  in one or
more foreign  currencies or currency units). The Notes shall be issued under the
Indenture and shall have the same terms provided or  contemplated by the Actions
of Authorized  Pricing Officers and as set forth in the Prospectus dated January
5, 1999 as  supplemented by the Prospectus  Supplement  dated May 7, 1999 and as
further supplemented by the Supplement to the Prospectus Supplement dated August
8,  2000.  The Notes  shall be offered  and sold  pursuant  to the  Distribution
Agreement,  dated May 7, 1999,  between  the  Corporation  and the Agents  named
therein.



        Terms used  herein and not defined  shall have the  meaning  assigned to
them in the May 1999 Action of Authorized  Pricing  Officers  referred to above.

Dated as of the date first set forth above.


                                By:______________________________________
                                Name: John W. Snow
                                Title: President and Chief Executive Officer


                                By: /s/ Paul R. Goodwin
                                    -------------------
                                Name: Paul R. Goodwin
                                Title: Executive Vice President-Finance and
                                       Chief Financial Officer


                                By: /s/ Gregory R. Weber
                                    --------------------
                                Name: Gregory R. Weber
                                Title: Vice President and Treasurer



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