Dear Customers: As I shared, Union Pacific (UP) and Norfolk Southern (NS) filed their merger application with the Surface Transportation Board (STB) on Friday, Dec. 19, 2025, as we headed into the holiday. We have now reviewed the details, and what we found confirms that this merger poses serious risks to competition, service and your supply chain.
Here are some key takeaways:
- Unrealistic Growth Promises: The combined volumes of UP and NS have declined by 13% over the past decade. Yet UP now promises 12% volume growth in just three years, almost entirely from converting truck shippers to rail shippers. STB statistics show that UP already gets more of its revenue from high rates than any other Class I railroad. When this truck conversion growth doesn’t materialize, you will pay their merger premiums with higher rates.
- Gateway Commitments That Don’t Deliver: UP’s proposed protections are a Trojan Horse designed to get their application approved. BNSF’s customers have learned firsthand that CPKC gateway conditions are not effective. And the Committed Gateway Pricing concept proposed by the UP excludes almost all shippers—only 0.4% of all rail freight would be eligible. Plus, it expires within a few short years, leaving you vulnerable to monopoly pricing.
- Integration Risks: Every major rail merger has caused service disruptions. UP and NS’s “trust us” approach offers no fundamental safeguards against severe supply chain disruptions on a much larger scale. The last time UP led a merger integration in 2008, the STB had to extend its oversight period twice due to the congestion issues it caused in Chicago.
The UP-NS merger application cites over 2,000 letters of support, including about 500 from shippers—but those shippers represent less than 6% of all rail traffic on the U.S. rail network. By contrast, the Rail Customer Coalition—representing shippers responsible for more than half of all rail volume—has stated that the merger would create near-monopoly power, raising costs for manufacturers, farmers, energy producers, and ultimately consumers. Similarly, the Teamsters Rail Conference and the Brotherhood of Railway Signalmen, which collectively represent over half of rail workers, warn that the merger would reduce competitiveness and increase safety risks.
These numbers matter. The voices opposing the merger represent the vast majority of rail customers and workers who interact with UP and NS on a daily basis. As more stakeholders review the application, opposition is growing. The UP-NS application is so light on substance that several key stakeholders have already asked the STB to reject it as incomplete. Whenever the STB ultimately accepts the application as complete, it will release a timeline that includes a short comment period. This will be your chance to speak up and protect your interests.
Thank you for your continued collaboration as we work to preserve a competitive rail network. For further information and analysis on the UP-NS merger application, visit here, and we will continue to share key information as it becomes available.
Sincerely,
Tom G. Williams
Executive Vice President & Chief Marketing Officer, BNSF
This commentary first appeared on the BNSF Customer Notification webpage.
Editor’s Note: In response to BNSF’s letter to customers, Union Pacific Executive Vice President Marketing and Sales Kenny Rocker issued a customer letter “Addressing UP-NS Merger Misinformation”:
”To Our Customers,
‘Since the announcement of the Union Pacific-Norfolk Southern merger in July — and again this week — our competitors have circulated messaging that’s purposely misleading. We expected it. They realize the only way they can compete with our seamless, single-line service and streamlined customer experience is to improve their service, lower their prices or both. Accuracy matters, misinformation like this damages rail’s credibility, shakes confidence in the marketplace and pulls focus from what matters most: more competition and a better customer experience.
“We filed our application with the Surface Transportation Board (STB) on December 19, 2025, and we support a rigorous, fact-based review process. Our priority is to ensure all stakeholders have accurate, complete information about what’s proposed, the commitments we’ve made and how we can help the U.S. supply chain capture the benefits.
“We are proud of the relationships we’ve built with each of you and we’ll continue engaging directly as the merger process moves forward. In every conversation, we’re prepared to discuss what the merger could mean for your business. If you have immediate questions or want to talk through the details, please contact your Union Pacific representative. You can also find information and updates at AmericasGreatConnection.com.
“Thank you for trusting Union Pacific with your transportation needs. Whether you are supportive of the merger or simply want to better understand the details — you will get straight answers from us — every time.”
The UP-NS merger, among other key industry topics, will be discussed in detail at Railway Age’s Next-Gen Freight Rail Conference, to be held March 10, 2026, at the Union League Club of Chicago. Tom G. Williams (BNSF), Jim Vena (UP), Mark George (NS), Tracy Robinson (CN), Maryclare Kenney (CSX), and Patrick Fuchs and Michelle Schultz (STB) are among the featured speakers.
Further Reading:
- UP+NS Merger Application ‘Complete’?
- BNSF, CN, CPKC, CSX, NGFA: UP+NS Merger Application ‘Incomplete’
- BNSF to STB: First Cure UP’s ‘Old Harms’
- BNSF vs. UP, Take Three
- BNSF: UP+NS ‘Costly, Unnecessary, Anti-Competitive, Bad for the U.S. Economy’
