Q2 2019 Earnings Call

July 24, 2019

Operator: Greetings and welcome to the Norfolk Southern Corporation Q2 2019 Earnings Conference Call. At this time, all participants are in listen-only mode. Any brief question and answer session will follow the formal presentation. If anyone should require operator assistance during the conference, please press star zero from your telephone keypad. As a reminder, this conference is being recorded. It is now my pleasure to introduce Pete Sharbel, Director of Investor Relations. Thank you, Mr. Sharbel. You may now begin.

James Squires: Thank you, Robin. Good morning. Before we begin, please note that during today's call we may make certain forward-looking statements which are subject to risks and uncertainties and may differ materially from actual results. Please refer to our annual and quarterly reports filed with the SEC for a full discussion of those risks and uncertainties we view as most important. The slides of the presenters are available on our website at norfolksouthern.com in the investor section along with our non-GAAP reconciliation. Additionally, a transcript and downloads will be posted after the call. Now it is my pleasure to introduce Norfolk Southern's Chairman, President, and CEO, James Squires. Good morning, everyone, and welcome to Norfolk Southern's Q2 2019 earnings call. Joining me today are Alan Shaw, Chief Marketing Officer, Mike Wheeler, Chief Operating Officer, and Cindy Earhart, Chief Financial Officer.

Pete Sharbel: Thank you, Robin. Good morning. Before we begin, please note that during today's call we may make certain forward-looking statements which are subject to risks and uncertainties and may differ materially from actual results. Please refer to our annual and quarterly reports filed with the SEC for a full discussion of those risks and uncertainties we view as most important. The slides of the presenters are available on our website at norfolksouthern.com in the investor section along with our non-GAAP reconciliation. Additionally, a transcript and downloads will be posted after the call. Now it is my pleasure to introduce Norfolk Southern's Chairman, President, and CEO, James Squires.

James Squires: Good morning, everyone, and welcome to Norfolk Southern's Q2 2019 earnings call. Joining me today are Alan Shaw, Chief Marketing Officer, Mike Wheeler, Chief Operating Officer, and Cindy Earhart, Chief Financial Officer. With the results in Q2 and first half of 2019, we are on track to meet the commitments we made to shareholders in February, namely an operating ratio this year at least 100 basis points below 2018, and a 60 OR by 2021. Our railroad is performing very well.

James Squires: With the results in Q2 and first half of 2019, we are on track to meet the commitments we made to shareholders in February, namely an operating ratio this year at least 100 basis points below 2018, and a 60 OR by 2021. Our railroad is performing very well. The transition to our new PSR-based operating plan, Top 21, went flawlessly, and we are already seeing the financial benefits with more to come. Top 21 and Clean Sheeting exposed numerous opportunities for cost savings in the second half of this year and beyond, which we are now aggressively pursuing. These savings, coupled with the modest top-line growth we expect in the back half, give us confidence we will achieve our stated goals even amidst economic uncertainty. Turning to the financial results for Q2, income from operations was $1.1 billion, an increase of 4%.

The transition to our new PSR-based operating plan, Top 21, went flawlessly, and we are already seeing the financial benefits with more to come. Top 21 and Clean Sheeting exposed numerous opportunities for cost savings in the second half of this year and beyond, which we are now aggressively pursuing. These savings, coupled with the modest top-line growth we expect in the back half, give us confidence we will achieve our stated goals even amidst economic uncertainty. Turning to the financial results for Q2, income from operations was $1.1 billion, an increase of 4%.

James Squires: Net income was $722 million, up 2% over the prior year, and EPS was $2.70, an 8% increase. The operating ratio improved by 100 basis points versus last year to 63.6%. First-half net income and EPS experienced double-digit percentage growth, while we reduced our operating ratio by 210 basis points to 64.8%. Looking ahead, we expect continued year-over-year improvement in the operating ratio in the second half, leading to an OR for the full year at least 100 basis points lower than 2018. Before turning it over to Alan, Mike, and Cindy, let me say a few more words about Top 21 and our outlook. As you know, the first phase of the new operating plan, which we fully implemented on 1 July, focused on our merchandise network.

Net income was $722 million, up 2% over the prior year, and EPS was $2.70, an 8% increase. The operating ratio improved by 100 basis points versus last year to 63.6%. First-half net income and EPS experienced double-digit percentage growth, while we reduced our operating ratio by 210 basis points to 64.8%. Looking ahead, we expect continued year-over-year improvement in the operating ratio in the second half, leading to an OR for the full year at least 100 basis points lower than 2018. Before turning it over to Alan, Mike, and Cindy, let me say a few more words about Top 21 and our outlook. As you know, the first phase of the new operating plan, which we fully implemented on 1 July, focused on our merchandise network.

James Squires: As Mike will highlight, Top 21 reduced planned circuity for merchandise and auto traffic by 20%, and that's in addition to circuity reductions accomplished earlier in the year through increased fluidity. 87% of the cars in the merchandise network are now operating with new trip plans. Despite these sweeping changes, crucial network performance metrics, train speeds, terminal dwell, and cars online, and corresponding customer service metrics have held steady near record-best levels. As we implemented Top 21, it's also important to highlight that we successfully addressed adverse weather conditions, including floodwater from the Missouri River, which severed our line to Kansas City for more than a month. As I highlighted during our investor day, we are transforming our culture to ensure that every employee is focused on achieving our goals and is aligned with how Norfolk Southern will pursue them. Our engineering department is a perfect example of this winning culture.

As Mike will highlight, Top 21 reduced planned circuity for merchandise and auto traffic by 20%, and that's in addition to circuity reductions accomplished earlier in the year through increased fluidity. 87% of the cars in the merchandise network are now operating with new trip plans. Despite these sweeping changes, crucial network performance metrics, train speeds, terminal dwell, and cars online, and corresponding customer service metrics have held steady near record-best levels.

As we implemented Top 21, it's also important to highlight that we successfully addressed adverse weather conditions, including floodwater from the Missouri River, which severed our line to Kansas City for more than a month. As I highlighted during our investor day, we are transforming our culture to ensure that every employee is focused on achieving our goals and is aligned with how Norfolk Southern will pursue them. Our engineering department is a perfect example of this winning culture.

James Squires: Despite the challenges presented from the flooding conditions I highlighted, they didn't miss a beat. They worked together to execute our plan, quickly restore our track, and get us moving again. This is just one example of why this team is the best in the business. Since launching Top 21, we have seen no adverse effects on network performance or quality of our customer service. The benefits of Top 21, reduced circuity and improved velocity, are already apparent, as we can now serve the majority of our customers with more predictable transit times and fewer assets to move their freight. As I noted, we are already seeing a favorable financial impact from Top 21 as well. In conjunction with velocity improvements from clean sheeting and pre-implementation work earlier this year, Top 21 has enabled us to reduce employment levels well ahead of plan, which Cindy will discuss later.

Despite the challenges presented from the flooding conditions I highlighted, they didn't miss a beat. They worked together to execute our plan, quickly restore our track, and get us moving again. This is just one example of why this team is the best in the business. Since launching Top 21, we have seen no adverse effects on network performance or quality of our customer service.

The benefits of Top 21, reduced circuity and improved velocity, are already apparent, as we can now serve the majority of our customers with more predictable transit times and fewer assets to move their freight. As I noted, we are already seeing a favorable financial impact from Top 21 as well. In conjunction with velocity improvements from clean sheeting and pre-implementation work earlier this year, Top 21 has enabled us to reduce employment levels well ahead of plan, which Cindy will discuss later.

James Squires: We saw this in the second quarter with decreases in headcount-related expense, materials expense, and equipment rents. We're confident that as the new plan takes hold in the second half, favorable year-over-year comparisons in Top 21-related expense categories will accelerate, and we've already started work on phase two of the plan. Turning to our outlook for the balance of 2019, we expect modest volume and revenue growth. As Alan will explain, the growth is expected to come from select merchandise lines of business and from a resumption of intermodal growth, consistent with commentary by our channel partners. Even as we pursue growth, we are determined to exploit every efficiency we uncover from the new operating plan. As a result of Top 21, we see opportunities for additional cost savings in serving yards, local operations, and locomotive maintenance, among other areas.

We saw this in the second quarter with decreases in headcount-related expense, materials expense, and equipment rents. We're confident that as the new plan takes hold in the second half, favorable year-over-year comparisons in Top 21-related expense categories will accelerate, and we've already started work on phase two of the plan. Turning to our outlook for the balance of 2019, we expect modest volume and revenue growth.

As Alan will explain, the growth is expected to come from select merchandise lines of business and from a resumption of intermodal growth, consistent with commentary by our channel partners. Even as we pursue growth, we are determined to exploit every efficiency we uncover from the new operating plan. As a result of Top 21, we see opportunities for additional cost savings in serving yards, local operations, and locomotive maintenance, among other areas.

James Squires: At investor day, I described our belief that to keep up in a rapidly changing world, a company must constantly reexamine its culture. Openness to new people and new ideas is critical, so is having the right leaders in the right jobs, doing the right things, committed to shareholder value. That remains our mantra, as new leaders across a broad spectrum of functions dig deep into established ways of doing business. All of us are working together and seeking ways to improve service for our customers, manage our assets, control our costs, operate safely, and develop our people. We continue to transform Norfolk Southern, and are excited about the progress we are making. With that, I'll now turn the call over to Alan.

At investor day, I described our belief that to keep up in a rapidly changing world, a company must constantly reexamine its culture. Openness to new people and new ideas is critical, so is having the right leaders in the right jobs, doing the right things, committed to shareholder value. That remains our mantra, as new leaders across a broad spectrum of functions dig deep into established ways of doing business. All of us are working together and seeking ways to improve service for our customers, manage our assets, control our costs, operate safely, and develop our people. We continue to transform Norfolk Southern, and are excited about the progress we are making. With that, I'll now turn the call over to Alan.

Alan Shaw: Thank you, Jim, and good morning, everyone. In Q2, we continued to execute our strategic plan of leveraging our improving service product to yield up and drive greater margins. The outcome of these efforts allowed NS to grow revenue and income in a challenging freight environment. We partner with our customers daily on these initiatives through constant communication and collaboration. This has proven an effective approach, clearly demonstrated as we successfully completed the implementation of the Top 21 operating plan on 1 July. Throughout Q2, we worked in concert with our customers on the impending improvements through numerous face-to-face meetings. This collaboration, coupled with the flawless execution by our operating team, resulted in a seamless implementation. As shown on slide 6, we delivered a Q2 revenue gain of 1% despite a 4% volume decline.

Alan Shaw: This marks Norfolk Southern's 10th consecutive quarter of revenue growth, building on last year's second quarter revenue increase of 10%. Slower economic growth drove volume declines in intermodal, export coal, and steel. Volume decreases were offset by the continued implementation of our strategy to price to the value of our improving service product, generating a 5% increase in revenue per unit. Merchandise delivered a record for quarterly revenue with a 2% revenue gain despite a 3% volume decline. Revenue growth was driven by improved pricing and volume gains in our aggregates and agriculture franchises from increased network velocity. Midwest flooding adversely impacted merchandise volumes, primarily in our automotive segment. Steel volumes were down 8% due to tariff impacts and lower steel prices. Pipeline activity continues to decrease in GL volumes. Increased truck capacity, higher inventories, and Midwest flooding negatively impacted intermodal revenue, which declined 2% year-over-year.

This marks Norfolk Southern's 10th consecutive quarter of revenue growth, building on last year's second quarter revenue increase of 10%. Slower economic growth drove volume declines in intermodal, export coal, and steel. Volume decreases were offset by the continued implementation of our strategy to price to the value of our improving service product, generating a 5% increase in revenue per unit. Merchandise delivered a record for quarterly revenue with a 2% revenue gain despite a 3% volume decline.

Revenue growth was driven by improved pricing and volume gains in our aggregates and agriculture franchises from increased network velocity. Midwest flooding adversely impacted merchandise volumes, primarily in our automotive segment. Steel volumes were down 8% due to tariff impacts and lower steel prices. Pipeline activity continues to decrease in GL volumes. Increased truck capacity, higher inventories, and Midwest flooding negatively impacted intermodal revenue, which declined 2% year-over-year.

Alan Shaw: Intermodal volume declined 4% due to reduced domestic volume that was partially offset by 7% growth in our international franchise. Revenue per unit increased 2% year-over-year with solid pricing, reflecting the value of our service product offset by the negative mix associated with increased international volume. Coal revenue was flat year-over-year as strong pricing was offset by a 6% volume decline, primarily in our export market. The pricing helped increase revenue per unit by 7%. RPU was also enhanced by the positive mix associated with increased volume in our utility coal market. Production challenges at several mines and low seaborne coal prices resulted in lower export volume against difficult comps. Utility volumes improved year-over-year due to weather-delayed tons from Q1, service improvements, and stockpile replenishment.

Intermodal volume declined 4% due to reduced domestic volume that was partially offset by 7% growth in our international franchise. Revenue per unit increased 2% year-over-year with solid pricing, reflecting the value of our service product offset by the negative mix associated with increased international volume. Coal revenue was flat year-over-year as strong pricing was offset by a 6% volume decline, primarily in our export market.

The pricing helped increase revenue per unit by 7%. RPU was also enhanced by the positive mix associated with increased volume in our utility coal market. Production challenges at several mines and low seaborne coal prices resulted in lower export volume against difficult comps. Utility volumes improved year-over-year due to weather-delayed tons from Q1, service improvements, and stockpile replenishment.

Alan Shaw: Pricing to the value of our service product continues to produce positive results, with RPU growth in all three business units and a 5% RPU improvement overall. This gain highlights the successful execution of our plan and contributes to the foundation of our long-term success. Moving to Slide 7, consumer confidence remains high, unemployment is near a 50-year low, and consumer activity is still strong. The ISM Manufacturers Index is dropping, although still in expansion range. Tariff uncertainty remains a headwind, primarily in the manufacturing sector. Taken together, we remain confident in continued growth in the economy, although at a lower rate than what we experienced in 2018. Based on this economic backdrop, we expect modest year-over-year improvement in revenue, volume, and RPU in the second half of the year, with the bulk of that growth in the fourth quarter.

Pricing to the value of our service product continues to produce positive results, with RPU growth in all three business units and a 5% RPU improvement overall. This gain highlights the successful execution of our plan and contributes to the foundation of our long-term success. Moving to Slide 7, consumer confidence remains high, unemployment is near a 50-year low, and consumer activity is still strong.

The ISM Manufacturers Index is dropping, although still in expansion range. Tariff uncertainty remains a headwind, primarily in the manufacturing sector. Taken together, we remain confident in continued growth in the economy, although at a lower rate than what we experienced in 2018. Based on this economic backdrop, we expect modest year-over-year improvement in revenue, volume, and RPU in the second half of the year, with the bulk of that growth in the fourth quarter.

Alan Shaw: This growth is a result of our strategy, the success of our Top 21 operating plan, and our continued focus on customer alignment. Increased pricing is the largest driver of growth projections, with RPU in the second half expected to increase despite lower diesel rates and difficult comparisons to the second half of last year, as well as the impact of lower seaborne pricing in the export market. I will now highlight some of the primary drivers of our expectations in each of the business units. Within merchandise, we expect oil price differentials will support demand for crude oil shipments to the East Coast. Based on a forecasted 3% increase in US light vehicle production, automotive volume is projected to increase in the second half. Aggregates and sand volumes are anticipated to benefit from improved service levels and a normalized spend throughout the year.

This growth is a result of our strategy, the success of our Top 21 operating plan, and our continued focus on customer alignment. Increased pricing is the largest driver of growth projections, with RPU in the second half expected to increase despite lower diesel rates and difficult comparisons to the second half of last year, as well as the impact of lower seaborne pricing in the export market. I will now highlight some of the primary drivers of our expectations in each of the business units.

Within merchandise, we expect oil price differentials will support demand for crude oil shipments to the East Coast. Based on a forecasted 3% increase in US light vehicle production, automotive volume is projected to increase in the second half. Aggregates and sand volumes are anticipated to benefit from improved service levels and a normalized spend throughout the year.

Alan Shaw: Pipeline activity is expected to continue to negatively impact shipments of natural gas liquids, while steel markets will be disadvantaged by weak demand, tariff impacts, and low commodity prices. Our continued focus on pricing to the value of our service product is expected to increase revenue on flat annual volumes. Intermodal volume is projected to finish 2019 slightly above 2018 levels, as expected growth in the second half will offset first-half declines. We project second-half growth in both the international and domestic markets, resulting from sustained year-over-year growth forecasts for consumer spending, although domestic growth will be tempered by increased capacity in the truck market. Our coal markets will likely continue to decline in comparison to 2018. API2 prices are forecasted to remain at low levels in the second half, while seaborne coking coal prices are projected to decline, impacting both volume and RPU.

Pipeline activity is expected to continue to negatively impact shipments of natural gas liquids, while steel markets will be disadvantaged by weak demand, tariff impacts, and low commodity prices. Our continued focus on pricing to the value of our service product is expected to increase revenue on flat annual volumes. Intermodal volume is projected to finish 2019 slightly above 2018 levels, as expected growth in the second half will offset first-half declines.

We project second-half growth in both the international and domestic markets, resulting from sustained year-over-year growth forecasts for consumer spending, although domestic growth will be tempered by increased capacity in the truck market. Our coal markets will likely continue to decline in comparison to 2018. API2 prices are forecasted to remain at low levels in the second half, while seaborne coking coal prices are projected to decline, impacting both volume and RPU.

Alan Shaw: Utility volumes will be impacted by natural gas prices and weather. In summary, we expect total coal volume to finish below 2018 levels, while RPU is also pressured. We continue to leverage the value of our service product and secure opportunities that set the stage for long-term success. We remain focused on margin improvement and growth initiatives, supported by a consistent and efficient service product that the market values. I will now turn it over to Mike for an update on operations.

Utility volumes will be impacted by natural gas prices and weather. In summary, we expect total coal volume to finish below 2018 levels, while RPU is also pressured. We continue to leverage the value of our service product and secure opportunities that set the stage for long-term success. We remain focused on margin improvement and growth initiatives, supported by a consistent and efficient service product that the market values. I will now turn it over to Mike for an update on operations.

Mike Wheeler: Thank you, Alan. Today, I will update you on the state of the railroad and the successful implementation of our Top 21 operating plan. In Q2, we continued to drive service improvements for our customers, finalized our new Top 21 operating plan, and achieved record Operating Ratios for a Q2 and the first six months of the year. We continue to build on our strong momentum and are confident in our ability to deliver strong value for shareholders and support for our customers. Moving to slide nine, our continued focus on execution of our plan and the principles of Precision Scheduled Railroading is evidenced in our performance metrics. Specifically, our train performance, terminal dwell, shipment consistency, and car-level velocity for Q2 were the best on record for any quarter.

Mike Wheeler: These achievements are due to the relentless execution by our operations team, and laid a firm foundation for our new Top 21 operating plan. We want to thank our field employees for their unwavering and relentless focus on safety, service, and efficiency. Turning to our service and productivity metrics on slide 10. These metrics are aligned with our strategic plan, which is built upon providing a service product that will allow our customers to grow with us. As before, the blue bars represent our respective goals for 2019. Starting with the Service Delivery Index, which is the on-time delivery performance of our scheduled shipments indexed to 2018. This is a customer-facing metric that combines shipments consistency, which measures trip plan adherence for general merchandise as well as automotive traffic, and intermodal availability.

These achievements are due to the relentless execution by our operations team, and laid a firm foundation for our new Top 21 operating plan. We want to thank our field employees for their unwavering and relentless focus on safety, service, and efficiency. Turning to our service and productivity metrics on slide 10. These metrics are aligned with our strategic plan, which is built upon providing a service product that will allow our customers to grow with us. As before, the blue bars represent our respective goals for 2019. Starting with the Service Delivery Index, which is the on-time delivery performance of our scheduled shipments indexed to 2018. This is a customer-facing metric that combines shipments consistency, which measures trip plan adherence for general merchandise as well as automotive traffic, and intermodal availability.

Mike Wheeler: I am pleased to report that we are on track to exceed our goal for 2019 due to our first-half service performance and flawless implementation of the Top 21 plan. As noted on the previous slide, we are delivering a record number of shipments to our customers on time. We are trending ahead to where we thought we would be with the T&E productivity goal for this year. We anticipate this trend will continue for the rest of the year as we fully implement our Top 21 plan. As mentioned during the last call, our train weight goal is back in loaded, and we will be monitoring and working on this goal for this year as our new Top 21 operating plan is implemented. We are already seeing improvements in our general merchandise train weights, which are offset by headwinds associated with intermodal and coal volumes.

I am pleased to report that we are on track to exceed our goal for 2019 due to our first-half service performance and flawless implementation of the Top 21 plan. As noted on the previous slide, we are delivering a record number of shipments to our customers on time. We are trending ahead to where we thought we would be with the T&E productivity goal for this year. We anticipate this trend will continue for the rest of the year as we fully implement our Top 21 plan.

As mentioned during the last call, our train weight goal is back in loaded, and we will be monitoring and working on this goal for this year as our new Top 21 operating plan is implemented. We are already seeing improvements in our general merchandise train weights, which are offset by headwinds associated with intermodal and coal volumes.

Mike Wheeler: Locomotive productivity continues to be another strong metric for NS, and we are tracking to meet or exceed our goal for this year. Locomotive, as well as T&E productivity, are being negatively impacted by the decline in gross ton miles. We are actively adjusting resources to ensure we remain on track to meet our goals. Our team is flexible, dynamic, and will adjust to ensure we hit our targets as business levels change. The cars online is trending very positively thanks to our fast and consistent service product. It should also be noted that this number includes cars in storage of approximately 15,000, up 5,000 from the prior quarter. This is the capacity dividend we have referred to previously, which we created in part by the timely adjustment of our equipment distribution to match market conditions.

Locomotive productivity continues to be another strong metric for NS, and we are tracking to meet or exceed our goal for this year. Locomotive, as well as T&E productivity, are being negatively impacted by the decline in gross ton miles. We are actively adjusting resources to ensure we remain on track to meet our goals.

Our team is flexible, dynamic, and will adjust to ensure we hit our targets as business levels change. The cars online is trending very positively thanks to our fast and consistent service product. It should also be noted that this number includes cars in storage of approximately 15,000, up 5,000 from the prior quarter. This is the capacity dividend we have referred to previously, which we created in part by the timely adjustment of our equipment distribution to match market conditions.

Mike Wheeler: I would also like to update you on the progress of our new Top 21 operating plan on slide 11. As you may recall from our investor day, our new operating plan has four major objectives: operate as one network, a balanced train plan between terminals, serve our customers frequently, and reduce dependence on major terminals. This iteration of Top 21 primarily focused on our general merchandise, bulk, and automotive business. As Jim noted, we are already working on the next iteration of our operating plan while we continue to harvest the opportunities from the newly implemented operating plan. We implemented some of our operating plan changes throughout the second quarter. These targeted implementations were concentrated primarily around the edges of our network.

I would also like to update you on the progress of our new Top 21 operating plan on slide 11. As you may recall from our investor day, our new operating plan has four major objectives: operate as one network, a balanced train plan between terminals, serve our customers frequently, and reduce dependence on major terminals. This iteration of Top 21 primarily focused on our general merchandise, bulk, and automotive business. As Jim noted, we are already working on the next iteration of our operating plan while we continue to harvest the opportunities from the newly implemented operating plan. We implemented some of our operating plan changes throughout the second quarter. These targeted implementations were concentrated primarily around the edges of our network.

Mike Wheeler: The successful implementation of the full plan on 1 July, which involved over 180 iterations before implementation, was a partnership between network planning and optimization, who modeled the plan, marketing, who was involved in both developing and communicating the plan, and transportation, who executed the plan. As promised, we have been and will continue to work closely with our customers to collaborate on the new operating plan. Prior to Top 21 implementation, we held 19 joint customer-employee town halls across the network and met one-on-one with all large customers. This provided our customers the opportunity to better understand Top 21 and the benefits of the plan. Turning to slide 12, I would like to give you a comparison of the final Top 21 plan that was implemented on 1 July versus the baseline plan.

The successful implementation of the full plan on 1 July, which involved over 180 iterations before implementation, was a partnership between network planning and optimization, who modeled the plan, marketing, who was involved in both developing and communicating the plan, and transportation, who executed the plan. As promised, we have been and will continue to work closely with our customers to collaborate on the new operating plan. Prior to Top 21 implementation, we held 19 joint customer-employee town halls across the network and met one-on-one with all large customers. This provided our customers the opportunity to better understand Top 21 and the benefits of the plan. Turning to slide 12, I would like to give you a comparison of the final Top 21 plan that was implemented on 1 July versus the baseline plan.

Mike Wheeler: A key pillar of the new operating plan is expanding the use of distributed power for our merchandise and automotive trains. Top 21 will also drive at least a 20% reduction in circuitous miles by utilizing capacity at regional yards, focusing less on creating density at hump yards. There will also be a 15% reduction in train miles for manifest, automotive, and locals, as well as at least a 10% reduction in train starts. This was a significant undertaking with just under 90% of merchandise and automotive traffic receiving a new trip plan. This will result in a more efficient network with fewer trains, as shown on the graph on the right. We are confident that execution of our new operating plan will drive further improvement in the near and long term. I will now turn it over to Cindy, who will cover the financials.

A key pillar of the new operating plan is expanding the use of distributed power for our merchandise and automotive trains. Top 21 will also drive at least a 20% reduction in circuitous miles by utilizing capacity at regional yards, focusing less on creating density at hump yards. There will also be a 15% reduction in train miles for manifest, automotive, and locals, as well as at least a 10% reduction in train starts.

This was a significant undertaking with just under 90% of merchandise and automotive traffic receiving a new trip plan. This will result in a more efficient network with fewer trains, as shown on the graph on the right. We are confident that execution of our new operating plan will drive further improvement in the near and long term. I will now turn it over to Cindy, who will cover the financials.

Cindy Earhart: Thank you, Mike, and good morning. I'll begin with our operating results on slide 14. Income from roadway operations was $1.1 billion, a 4% improvement over the prior year and a second-quarter record, driven by a 1% increase in revenues and a 1% decrease in operating expense. Our operating ratio was 63.6%, also a second-quarter record, and a 100 basis point improvement on last year's results. We continue to make significant progress on the financial goals of our strategic plan and expect that our full-year operating ratio will improve at least 100 basis points over the prior year. Slide 15 illustrates the changes to operating expenses. In total, operating expenses were $12 million lower than last year's expenses, as we recognize the benefits associated with our improved network velocity ahead of the full Top 21 implementation in early July.

Cindy Earhart: In looking at each of the income statement line items, lower fuel price during the quarter drove the decline in fuel expense. Purchased services and rents were down due to a decline in equipment rents, a function of improved network fluidity and lower volumes. These decreases were partially offset by planned increases in technology spending. Materials and other were slightly higher than prior year. Our operational initiatives drove a reduction in the number of locomotives in service and freight cars online, resulting in $10 million of savings associated with materials. These expense reductions were offset by higher claim costs of $12 million, driven by increased environmental and loss and damage expenses. While compensation and benefits expense was up slightly, we continued to see a decline in headcount. Average headcount for the second quarter was down over 1,200 sequentially compared to the first quarter.

In looking at each of the income statement line items, lower fuel price during the quarter drove the decline in fuel expense. Purchased services and rents were down due to a decline in equipment rents, a function of improved network fluidity and lower volumes. These decreases were partially offset by planned increases in technology spending. Materials and other were slightly higher than prior year. Our operational initiatives drove a reduction in the number of locomotives in service and freight cars online, resulting in $10 million of savings associated with materials.

These expense reductions were offset by higher claim costs of $12 million, driven by increased environmental and loss and damage expenses. While compensation and benefits expense was up slightly, we continued to see a decline in headcount. Average headcount for the second quarter was down over 1,200 sequentially compared to the first quarter.

Cindy Earhart: The operational improvements from Clean Sheeting and running a consistent plan every day have resulted in the pull forward of benefits from reduced headcount. We expect headcount for the remainder of the year will continue to decline as we reduce resources as a result of our Top 21 implementation. During Q2, we had savings of $24 million due to lower employment levels, overtimes, and recruit. In addition, we also had lower incentive compensation. However, these savings were offset largely due to the absence of last year's employment tax refunds as well as higher wage rates. You will recall that Q2 2018 benefited from a $31 million refund for employment taxes on stock-based compensation. Finally, depreciation was up, reflecting our increased capital base. Let's move to our summarized financial results on slide 16.

The operational improvements from Clean Sheeting and running a consistent plan every day have resulted in the pull forward of benefits from reduced headcount. We expect headcount for the remainder of the year will continue to decline as we reduce resources as a result of our Top 21 implementation. During Q2, we had savings of $24 million due to lower employment levels, overtimes, and recruit. In addition, we also had lower incentive compensation. However, these savings were offset largely due to the absence of last year's employment tax refunds as well as higher wage rates. You will recall that Q2 2018 benefited from a $31 million refund for employment taxes on stock-based compensation. Finally, depreciation was up, reflecting our increased capital base. Let's move to our summarized financial results on slide 16.

Cindy Earhart: During second quarter, we recognized a $28 million impairment loss related to certain natural resource assets that we seek to monetize. We continue to execute on our strategic initiatives, and that includes evaluating all non-core assets to ensure we are driving the greatest return for investors. This loss, including another income, was offset in part by gains from non-operating property sales and higher investment returns on our corporate-owned life insurance. Interest expense on debt was up $22 million due to higher overall debt balance compared to June of last year. Wrapping up our bottom-line results, net income was $722 million, up 2%, and diluted earnings per share was $2.70, an 8% improvement. Both of these measures are second-quarter records. Slide 17 depicts our cash flow for the first half of the year. Cash from operations totaled almost $2 billion, generating nearly $1 billion in free cash flow.

During second quarter, we recognized a $28 million impairment loss related to certain natural resource assets that we seek to monetize. We continue to execute on our strategic initiatives, and that includes evaluating all non-core assets to ensure we are driving the greatest return for investors. This loss, including another income, was offset in part by gains from non-operating property sales and higher investment returns on our corporate-owned life insurance. Interest expense on debt was up $22 million due to higher overall debt balance compared to June of last year.

Wrapping up our bottom-line results, net income was $722 million, up 2%, and diluted earnings per share was $2.70, an 8% improvement. Both of these measures are second-quarter records. Slide 17 depicts our cash flow for the first half of the year. Cash from operations totaled almost $2 billion, generating nearly $1 billion in free cash flow.

Cindy Earhart: We are committed to returning capital to shareholders, as evidenced by the $1.5 billion of capital returned in the form of dividends and share repurchases, a 36% increase over last year. We are executing on our strategic plan and are confident we will continue to produce improved financial performance that drives shareholder value. Thanks for your attention. I'll turn the call back to Jim.

We are committed to returning capital to shareholders, as evidenced by the $1.5 billion of capital returned in the form of dividends and share repurchases, a 36% increase over last year. We are executing on our strategic plan and are confident we will continue to produce improved financial performance that drives shareholder value. Thanks for your attention. I'll turn the call back to Jim.

James Squires: Thank you, Cindy. As the first half of the year demonstrates, we are laser-focused on executing today while planning for tomorrow. And as we have done before, we won't rest when we reach our goals. Each and every member of the NS team is working in unison to achieve our efficiency and growth objectives. Thank you for your attention, and we'll now open the line for Q&A. Operator?

Operator: Thank you. We'll now be conducting a question-and-answer session. If you'd like to ask a question, please press star 1 on your telephone keypad, and a confirmation tone will indicate your line's in the question queue. You may press star 2 if you would like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. Due to the number of analysts joining us on the call today, we'll be limiting everyone to one primary question and one follow-up question to accommodate as many participants as possible. Thank you. Our first question is from the line of Allison Landry with Credit Suisse.

[Analyst] (Credit Suisse): Good morning. Thanks. Just given the current week volume backdrop and the negative freight indicators and economic indicators, do you have less confidence in the long-term revenue CAGR targets that you set out at the analyst day? And maybe if you could also speak to whether you've seen any change in the pricing environment sequentially.

Allison Landry: Good morning. Thanks. Just given the current week volume backdrop and the negative freight indicators and economic indicators, do you have less confidence in the long-term revenue CAGR targets that you set out at the analyst day? And maybe if you could also speak to whether you've seen any change in the pricing environment sequentially.

James Squires: Good morning, Allison. Let me begin by saying that we are focused on the things that we can control, and those things are delivery of revenue growth. Alan described our modest growth objective in the second half through pricing to the value of our service, and volume growth in select merchandise verticals, which I'll turn it over to him in a minute to describe further. At the same time, we are very focused on the productivity and efficiency opportunities that we have uncovered through Clean Sheeting and through Top 21 implementation. So we're focused on the things that we can control, and we are very confident that we will hit our goals this year, at least 100 basis points improvement in the operating ratio over last year, and 60 by 2021. Now, Alan, why don't you dig into the outlook a little bit further?

At the same time, we are very focused on the productivity and efficiency opportunities that we have uncovered through Clean Sheeting and through Top 21 implementation. So we're focused on the things that we can control, and we are very confident that we will hit our goals this year, at least 100 basis points improvement in the operating ratio over last year, and 60 by 2021. Now, Alan, why don't you dig into the outlook a little bit further?

Alan Shaw: Sure. Allison, we remain fully committed and confident in the execution of our strategy. As you know, it's a balanced strategy, and it's delivering service growth and productivity. We've got the most powerful intermodal franchise in the East, which is married to the consumption part of the US economy, and the economy continues to move in the direction of the consumer. The consumer-related economic indicators are still relatively strong. We've got a diverse merchandise franchise, which offers many opportunities for growth. In the second half of the year, we're looking for growth in automotive, consistent with projections for improved US light vehicle production. We're looking for growth in the crude oil markets. We're looking for growth in sand and aggregates as well due to improved service and more normalized shipping patterns.

Alan Shaw: Our read of the tape is that this is going to offset some headwinds that we're seeing in other markets, such as NGLs and the steel market. Our intermodal franchise outlook is very consistent with what we're hearing from our channel partners. With respect to pricing, we continue to see strength in pricing. This past quarter was the second-best quarter in year-over-year improvement in pricing in the last seven years, and we've had seven consecutive quarters of sequential year-over-year gains in pricing in our merchandise franchise. So we've got a rapidly improving service product. We're building credibility with our customers, and we're pricing to the value of that product.

Our read of the tape is that this is going to offset some headwinds that we're seeing in other markets, such as NGLs and the steel market. Our intermodal franchise outlook is very consistent with what we're hearing from our channel partners. With respect to pricing, we continue to see strength in pricing. This past quarter was the second-best quarter in year-over-year improvement in pricing in the last seven years, and we've had seven consecutive quarters of sequential year-over-year gains in pricing in our merchandise franchise. So we've got a rapidly improving service product. We're building credibility with our customers, and we're pricing to the value of that product.

Cindy Earhart: So, Allison, to sum up, we are determined to realize revenue growth opportunities wherever we can in the second half and for the duration of the plan. And I'd like to turn it over to Mike, if I may, just to talk a little bit more about the productivity and efficiency opportunities, which we are also aggressively pursuing right now.

Alan Shaw: Yeah, sure. So the first thing we're doing is working on harvesting the opportunities out of the new operating plan. As the new operating plan was put in place, it's uncovered even more opportunities for us to become efficient and take costs out. And that includes an additional tranche of DP trains that will help us as well. The other thing we're looking at is making sure we're really synced up well with the local operating plan with the implementation of the new train plan. And that will also give us opportunity to create some efficiencies while still ensuring that we give a good service product to the customers. The other thing we continue to look at is the locomotive fleet. We see some opportunities there in the locomotive fleet, as well as how we maintain the locomotive fleet. What are the opportunities going forward there?

Alan Shaw: The other thing we continue to look at is the locomotive fleet. We see some opportunities there in the locomotive fleet, as well as how we maintain the locomotive fleet. What are the opportunities going forward there? And then last but not least, we are already starting to model the next phase of the operating plan, which encompasses all our traffic on the network, which we'll plan on rolling out early next year. So a lot going on to continue to work on productivity and efficiency.

Alan Shaw: And then last but not least, we are already starting to model the next phase of the operating plan, which encompasses all our traffic on the network, which we'll plan on rolling out early next year. So a lot going on to continue to work on productivity and efficiency.

James Squires: So to sum it all up, ours is a balanced plan that positions us for enhanced shareholder value in any environment.

[Analyst] (Credit Suisse): That's all really helpful and definitely encouraging to hear the pricing comments. If I could just ask one more question on the comp and benefits per employee? Cindy, it was really helpful when you outlined some of the year-over-year factors there. But in terms of sort of thinking about this on a dollar basis or per employee basis, is this kind of the right range to model this going forward?

Allison Landry: That's all really helpful and definitely encouraging to hear the pricing comments. If I could just ask one more question on the comp and benefits per employee? Cindy, it was really helpful when you outlined some of the year-over-year factors there. But in terms of sort of thinking about this on a dollar basis or per employee basis, is this kind of the right range to model this going forward?

Cindy Earhart: Well, Allison, yeah, thanks for the question. As you've noted, we've had really good head start on reducing our headcount. Year-over-year, we're down about 1,500, and, as I said, sequentially about 1,200. When you look at the reductions that we've made so far in that 1,200, 1,500, about half of the ones we've made were conductor trainees. So obviously, they're at a much lower pay rate than you would say our average employee. So you're seeing a little bit of that impact. In other words, the takeout is not quite as high as you would normally think for an average employee. But going forward, we are going to continue to work on headcount. You saw what Mike presented in terms of Top 21, the number of train start reductions that we're looking at.

In other words, the takeout is not quite as high as you would normally think for an average employee. But going forward, we are going to continue to work on headcount. You saw what Mike presented in terms of Top 21, the number of train start reductions that we're looking at. So we're going to continue to push to reduce headcount, not only in T&E but in all areas of the company where we're looking for additional productivity.

Cindy Earhart: So we're going to continue to push to reduce headcount, not only in T&E but in all areas of the company where we're looking for additional productivity.

[Analyst] (Credit Suisse): Great. Thank you, guys.

Allison Landry: Great. Thank you, guys.

Operator: The next question comes in the line of Jordan Alliger with Goldman Sachs. Please proceed with your question.

[Analyst] (Goldman Sachs): Yeah, hi. Good morning. So the service metrics, many of them are looking good, like Dwell and Velocity, pointing in the right direction, which suggests that the PSR is kicking in. I'm just sort of wondering, I know you sort of reaffirmed the 100 basis points improvement, but how do you think about how that starts to really dig in and move that operating ratio lower as we move through the second half of the year and into 2020 and beyond? From a timing standpoint, I guess, more than anything.

Jordan Alliger [VP, Equity Research Analyst: Yeah, hi. Good morning. So the service metrics, many of them are looking good, like Dwell and Velocity, pointing in the right direction, which suggests that the PSR is kicking in. I'm just sort of wondering, I know you sort of reaffirmed the 100 basis points improvement, but how do you think about how that starts to really dig in and move that operating ratio lower as we move through the second half of the year and into 2020 and beyond? From a timing standpoint, I guess, more than anything.

James Squires: No, thank you, Jordan. The service metrics and the network velocity metrics are trending very favorably, and that's something we're extremely proud of, as I guess is obvious, having just cut over to a new operating plan with far-reaching effects on our traffic. So we've seen that in all of the metrics that you mentioned and in the metrics that Mike went through as well. That service platform and the Service Delivery Index goal we've set for ourselves, which we're trending well toward, are the basis of everything we're trying to do in terms of the revenue and on the expense and productivity side as well. So yes, we do expect to see, we already are seeing, significant opportunities for savings as a result of Top 21 implementation and the clean sheeting that preceded it.

[Analyst] (Goldman Sachs): Great. So I mean, yeah, I mean, basically, I'm just trying to get a sense that obviously, you're literally early days in terms of flipping the switch 1 July, but presumably, as the metrics improve, Operating Ratio improves. I mean, that's how it translates from here, whether it be headcount or the rents, etc.

Jordan Alliger [VP, Equity Research Analyst: Great. So I mean, yeah, I mean, basically, I'm just trying to get a sense that obviously, you're literally early days in terms of flipping the switch 1 July, but presumably, as the metrics improve, Operating Ratio improves. I mean, that's how it translates from here, whether it be headcount or the rents, etc.

James Squires: Yes, of course. And so we are still expecting to produce an operating ratio at least 100 basis points better than last year for the full year, 2019, and are confident we're going to get there. Now, remember, though, we did have a significant property sale in the Q4 of last year, and that resulted in gain. And we're comparing to that fully loaded 2018 result.

[Analyst] (Goldman Sachs): Just one more quick question. The phase 2, I assume, of Top 21 will include the intermodal network sometime early next year. While you're doing that network change, do you expect to continue to be able to push for volumes on the intermodal network as you're undergoing that portion of Top 21?

Jordan Alliger [VP, Equity Research Analyst: Just one more quick question. The phase 2, I assume, of Top 21 will include the intermodal network sometime early next year. While you're doing that network change, do you expect to continue to be able to push for volumes on the intermodal network as you're undergoing that portion of Top 21?

James Squires: We do. We do. Intermodal has been our volume growth engine, and it has been a significant contributor and growing contributor to revenue and bottom line as well. So yes, we continue to expect to grow in that network even as we begin considering how and how much of it to fold into the Top 21 operating plan.

[Analyst] (Goldman Sachs): Thank you.

Jordan Alliger [VP, Equity Research Analyst: Thank you.

Operator: Our next question is from the line of Brian Ossenbeck with J.P. Morgan. Please proceed with your question.

[Analyst] (J.P. Morgan): Hey, good morning. Thanks for taking my question. I just wanted to ask Mike, when you look at the operating metrics, fuel efficiency got a little bit worse when you look at GTMs for this quarter. Was that something that you expected coming out of the cutover from the operating plan, or was that something else that was going on from a mixed perspective? If you look at the other results of some of the class ones this quarter, they started to see some pretty good increases in efficiency. So it's not one of the metrics you've talked about too much in the past, so just wanted to get your thoughts on how that trends for the back half and into next year.

Brian Ossenbeck [Managing Director: Hey, good morning. Thanks for taking my question. I just wanted to ask Mike, when you look at the operating metrics, fuel efficiency got a little bit worse when you look at GTMs for this quarter. Was that something that you expected coming out of the cutover from the operating plan, or was that something else that was going on from a mixed perspective? If you look at the other results of some of the class ones this quarter, they started to see some pretty good increases in efficiency. So it's not one of the metrics you've talked about too much in the past, so just wanted to get your thoughts on how that trends for the back half and into next year.

Alan Shaw: Yeah, the fuel efficiency was really not impacted by the Top 21 plan. It was really driven by the drop-off in gross ton miles. So we've got a lot of initiatives to help drive that, and the coal volumes down hurt that a little bit too. But yeah, we're keeping an eye on that, a lot of initiatives to work on that as well, and that's in our plan.

James Squires: Brian, we recognize that we have some ground to make up when it comes to fuel efficiency. Running bigger, heavier trains as a result of Top 21 implementation very late in Q2, early in Q3, should help with our overall fuel efficiency. In addition, as Mike mentioned, we have numerous initiatives in the energy management area that we believe will result in an improvement in fuel efficiency going forward.

[Analyst] (J.P. Morgan): With the conversion of the locomotive fleet to DC, would that be a step change in that function as well?

Brian Ossenbeck [Managing Director: With the conversion of the locomotive fleet to DC, would that be a step change in that function as well?

Alan Shaw: That will help. Yeah, I don't know if necessarily it's a step change because this is something that we're going to do over the next several years, but it does help because you're able to handle more tonnage with fewer locomotives.

[Analyst] (J.P. Morgan): Okay, thanks. And then just a quick follow-up for Cindy. Can you give us an update on headcount guidance for the year? I think last time we heard, it was down at least to 500 for the year. Seems like it's moving along pretty well, but the mix may be a little bit different with the trainees coming out first. And then considering we're looking at a fully loaded comp with land sale gains and to get it lost this quarter, what's the outlook for land sales kind of all in when you look at the back half of the year? Thank you.

Brian Ossenbeck [Managing Director: Okay, thanks. And then just a quick follow-up for Cindy. Can you give us an update on headcount guidance for the year? I think last time we heard, it was down at least to 500 for the year. Seems like it's moving along pretty well, but the mix may be a little bit different with the trainees coming out first. And then considering we're looking at a fully loaded comp with land sale gains and to get it lost this quarter, what's the outlook for land sales kind of all in when you look at the back half of the year? Thank you.

Cindy Earhart: Well, in terms of headcount, you're exactly right. I mean, we got it to at least 500 down by the end of the year compared to the end of the year in 2018. And as I said, we're already down 1,200 sequentially from the first quarter. We aren't guiding to a specific headcount number, but as I mentioned previously, we do expect that headcount is going to continue to come down as we've reduced work associated with Top 21. We're going to be looking at all areas of the company, including mechanical, G&A, all those areas where we continue to push on the productivity. In terms of land sales in operating property, I think we had guided to between $80 million and $100 million worth of gains for a year.

Cindy Earhart: And I think that's still a, I'm sorry, $30 to 40 million. Hold on one second, $50 million for the year. I'm sorry. And that's still a good guidance for the year.

James Squires: Now, Brian, the item you mentioned was in other income was actually a non-operating item. And there, we did incur a loss.

Cindy Earhart: We did.

James Squires: As a result of marking down certain assets. Cindy, why don't you explain what was going on with that?

Cindy Earhart: Yes, we did call out the $28 million loss that was related to some of our natural resource assets. That really relates to one of our wholly owned subsidiaries, Pocahontas Land Corporation, which has been part of our company since the early 1900s. As part of just continuing to look at our assets, we determined that that's really not a core asset to our business. As we've looked at land and other assets that we've had over the years, we just felt like this was an asset that we didn't need to continue to have. It wasn't strategic. We decided that we would hold that subsidiary for sale, and we wrote it down to fair market value. That's what the $28 million is.

[Analyst] (J.P. Morgan): Okay. All right. Thanks for the clarity there. Appreciate it.

Brian Ossenbeck [Managing Director: Okay. All right. Thanks for the clarity there. Appreciate it.

Our next question is from the line of Scott Group with Wolfe Research. Please proceed with your question.

Operator: Our next question is from the line of Scott Group with Wolfe Research. Please proceed with your questions.

Hey, Thanks, Good morning, So we're not when I look at the the the only I'm going to stick on labor. So went head count down 5% sequentially labor costs, only down 2% sequentially and I get the issue of this trainees Im wondering if theres any severance as well in the quarter, if you could say.

[Analyst] (Wolfe Research): Hey, thanks. Good morning. So when I look at the, I'm going to stick on labor. So headcount down 5% sequentially, labor costs only down 2% sequentially, and I get the issue of this trainees. I'm wondering, A, if there's any severance as well in the quarter, if you could say. Now, going forward, should we think about the headcount and the labor costs moving more in line with each other? Are the additional headcount reductions more on trainees or more regular employees? And then, Cindy, I know you're not giving us specific guidance on headcount, but now that we're through sort of Top 21 and that volumes are weak, do you think we could see a similar reduction in headcount in the second half as what we saw in the first half sequentially? So a bunch there, but.

Scott Group: Hey, thanks. Good morning. So when I look at the, I'm going to stick on labor. So headcount down 5% sequentially, labor costs only down 2% sequentially, and I get the issue of this trainees. I'm wondering, A, if there's any severance as well in the quarter, if you could say. Now, going forward, should we think about the headcount and the labor costs moving more in line with each other? Are the additional headcount reductions more on trainees or more regular employees? And then, Cindy, I know you're not giving us specific guidance on headcount, but now that we're through sort of Top 21 and that volumes are weak, do you think we could see a similar reduction in headcount in the second half as what we saw in the first half sequentially? So a bunch there, but.

Going forward.

Should we think about the the head count in the labor cost moving more in line with each other or are the additional head count reductions more on trainees are more regular employees and then sitting I know you're not giving a specific guidance on head count, but now that we're through sort of top 21 and that volumes are weak do you think we could see a similar reduction in head count in the second half is what we saw in the first half sequentially.

A bunch there.

Cindy Yes, Scott in terms of.

James Squires: Cindy?

Cindy Earhart: Yeah, Scott, in terms of your first question, which was in terms of severance, and there really hasn't been any severance related to the reductions of that headcount. Going forward, in terms of the mix of employees that will be coming out, yes, it's more of what you could consider sort of average compensation that you've seen. We've got the conductor trainees we got out early. So you'll see more of a normalized comp coming out associated with the headcount that comes out going forward.

First question in terms of.

Severance and there really hasn't been any.

Any severance related to the reduction.

Headcount.

Going forward in terms of the mix for employees that will be coming out it's yes, it's more of the.

What you consider sort of average compensation that you've seen we've got the conductor trainees, we got out early.

So you'll see more of a normalized comps coming out associated with head count that comes out going forward.

[Analyst] (J.P. Morgan): And a little bit of that other came out near the end of the quarter too.

Brian Ossenbeck [Managing Director: And a little bit of that other came out near the end of the quarter too.

And little bit of that other came out near the end of the quarter, Yeah, exactly I said about half of it was really related to.

Cindy Earhart: Yes, exactly. I said about half of it was really related to trainees. Your last question, Scott, was?

To trainees.

Your last question Scott was.

Just given now that we're through top 21, and given the sort of the weak volume trends can we see similar sequential reductions in headcount in the second half.

[Analyst] (Wolfe Research): Just given now that we're through Top 21 and given the sort of the weak volume trends, can we see similar sequential reductions in headcount in the second half to what we saw in the first half? Similar.

Scott Group: Just given now that we're through Top 21 and given the sort of the weak volume trends, can we see similar sequential reductions in headcount in the second half to what we saw in the first half? Similar.

To what we saw in the first half similar.

Cindy Earhart: I would say that we, as I said before, we're going to continue to bring the headcount down in the T&E side around the work that's gone away, reducing the train starts. I mean, there will be headcount associated with that as well as in other areas, but I'm not giving specific guidance on headcount numbers. And we're going to push as hard as we can on that.

I would say that we as I said before we're going to continue to bring the head count down.

And the TV side around.

All the work that's gone away or reducing the train starts and there will be head count associated with that as well as in other areas, but not given.

Specific guidance on head count numbers, and we're going to we're going to push as hard as a hand on that Scott, whether it's whether it's additional head count reductions whether it's to the other things that I mentioned in my opening statement cost savings in serving yards local operations locomotive maintenance, we will push as hard as we possibly can on the efficiency and productivity.

James Squires: Scott, whether it's additional headcount reductions, whether it's the other things that I mentioned in my opening statement, cost savings in serving yards, local operations, locomotive maintenance, we will push as hard as we possibly can on the efficiency and productivity in the second half. And we have a lot of opportunities that we're working on, as Mike went through earlier as well.

In the second half and we have lots of opportunities that we're working on us as Mike went through earlier as well.

Okay.

[Analyst] (Wolfe Research): Okay. Hey, Jim, last quarter, you said, "Let's get through Top 21, and then we could talk about yard rationalizations." Can you give us an update on what you're planning to do there? And then just as I think about the model, sometimes Q3 margin's better than Q2, sometimes not. Do you think we can get sequential margin improvement in Q3 versus Q2?

Scott Group: Okay. Hey, Jim, last quarter, you said, "Let's get through Top 21, and then we could talk about yard rationalizations." Can you give us an update on what you're planning to do there? And then just as I think about the model, sometimes Q3 margin's better than Q2, sometimes not. Do you think we can get sequential margin improvement in Q3 versus Q2?

Jim last quarter, you said, let's get through top 21, and then we can talk about yard rationalizations.

Can you give us an update on what you're planning to do there.

And then just as I think about the model like sometimes third quarter margins better than second sometimes not in do you think we can get sequential margin improvement in threeq versus twoq.

James Squires: Well, let's start with the yard network. We've already converted two hump yards to flat switch operations coming out of Top 21. And we'll continue to look things over. It really depends on the level of volume under the new plan that's moving through a given yard. Once that volume drops below a certain level, it makes sense to convert to a flat switch operation as long as you're going to keep it open. But we'll continue to work on that. There may be other opportunities around the network. In addition, we're looking over our entire portfolio of local serving yards to see what fits well with Top 21 and what doesn't. In terms of the trend in the operating ratio, again, at least 100 basis points improvement for the full year versus 2018 fully loaded. That's our goal. And we're confident we can meet it.

Well, let's let's start with the with the yard network.

We have already converted to hump yards to flat switch operations coming out of top 21.

And we will continue to look things over it really depends on the level of volume under the new plan Thats moving through a given yard once that volume drops below a certain level. It makes sense to convert to a flat switch operation.

As long as you're going to keep it open.

But we'll continue to work on that there may be opportunities other opportunities around the network. In addition, we're looking over our entire portfolio of local serving yards to see what fits well with top 21 and what doesn't.

There may be other opportunities around the network. In addition, we're looking over our entire portfolio of local serving yards to see what fits well with Top 21 and what doesn't. In terms of the trend in the operating ratio, again, at least 100 basis points improvement for the full year versus 2018 fully loaded. That's our goal. And we're confident we can meet it.

In terms of the trend in the operating ratio again at least 100 basis points improvement for the full year versus 2018th fully loaded that's our goal and we are confident we can meet it.

Okay and again, just like you one last one real quick you talked about coal RPU being pressured was that a comment that you think full year ARPU is lower was that second half lower year over year or is that just sequentially am I want to put some context around what you said it's got pick.

[Analyst] (Wolfe Research): Okay. Alex, can I just ask you one last one real quick? You talked about coal RPU being pressured. Was that a comment that you think full-year RPU is lower? Was that second half lower year-over-year, or is that just sequential? I want to put some context around what you said.

Scott Group: Okay. Alex, can I just ask you one last one real quick? You talked about coal RPU being pressured. Was that a comment that you think full-year RPU is lower? Was that second half lower year-over-year, or is that just sequential? I want to put some context around what you said.

Alan Shaw: Yeah, Scott, look at the second half of the year. Last year, as commodity prices ran up, we were able to increase our pricing on our metallurgical export market. Now, commodity prices are declining. I think the latest I saw was about $178 a metric ton, where we were over 200 this time last year. And that's going to put pressure on the pricing in the metallurgical export market. And then overall, Scott, as you know, the API2 remains really weak. It's difficult for US suppliers to participate in that market unless they're hedged. And so I think that's going to have a negative impact on thermal volumes in the second half of the year.

Look at the second half of the year last year, we as commodity prices ran up we were able to to increase our pricing and our metallurgical export market now commodity prices are declining I think last I saw was about $178 a metric ton, where we were over 200.

This time last year, and that's going to put pressure on the pricing and the metallurgical export market and then overall Scott as you know the Apiay two remains really weak difficult for us suppliers to participate in that market unless they're hedged and so I think thats going to have a negative impact on thermal volumes in the second half of the year.

All right. Thanks for the time guys.

[Analyst] (Wolfe Research): All right. Thanks for the time, guys.

Scott Group: All right. Thanks for the time, guys.

Next question is from the line of Tom one of it to you via please proceed with your question.

Operator: Our next question is from the line of Thomas Wadewitz of UBS. Please proceed with your question.

Yes, good morning.

[Analyst] (UBS): Yeah, good morning. Wanted to maybe a quick follow-on on the questions on export coal, and then a bit on Top 21. I apologize if I missed this. There were some overlapping calls. But what do you think on full-year tons for export coal? Did you give a comment on where you expect that to be?

Thomas Wadewitz: Yeah, good morning. Wanted to maybe a quick follow-on on the questions on export coal, and then a bit on Top 21. I apologize if I missed this. There were some overlapping calls. But what do you think on full-year tons for export coal? Did you give a comment on where you expect that to be?

Wanted to.

Maybe a quick follow on on the questions on export coal than out bid on top 21.

I apologize if I mixed myth that there were some overlapping calls but.

What do you think on full year tons for export coal did you give any comment on where you expect that to be.

Alan Shaw: No, Tom, I did not give guidance on that. I'm calling for export coal volumes to decline year-over-year in the second half of the year, pressured in the thermal markets. And then you just heard the commentary on pricing as well.

No Tom I did not give guidance on that I'm, calling for export coal volumes to decline year over year in the second half of the year pressured in the thermal markets.

And then you hurt you just heard the commentary on pricing as well.

Sure what was the full year mix of thermal and met in your export in 2018, and what did that look like in second quarter.

[Analyst] (UBS): Sure. What was the full-year mix of thermal and met in your export in 2018, and what did that look like in Q2?

Thomas Wadewitz: Sure. What was the full-year mix of thermal and met in your export in 2018, and what did that look like in Q2?

Alan Shaw: Yeah, generally, it runs about 55% to 65% is met. We were in that ballpark in Q2, similar to where we were last year. The met steam mix was pretty consistent. We had a little bit more mix towards Baltimore in Q2 of this year.

Generally runs about 55% to 65% is Matt.

And we were we were in that ballpark in the second quarter.

Similar to where we were last year.

It was okay, but Matt the Mets steam mix was was pretty consistent we had a little bit more mix towards.

Towards Baltimore and the second quarter of this year.

I mean, given yes, given the comment though on it seems like there you would expect more pressure on thermo.

[Analyst] (UBS): So, I mean, yeah, given the comment though, on it seems like you would expect more pressure on thermal export than on met export. Is that the right way to think about it, and does that show up in worse kind of, or maybe a different mix and sequential decline in second half? Or how do you—I guess I'm trying to resolve the comment on weakness in thermal, but the mix not changing.

Thomas Wadewitz: So, I mean, yeah, given the comment though, on it seems like you would expect more pressure on thermal export than on met export. Is that the right way to think about it, and does that show up in worse kind of, or maybe a different mix and sequential decline in second half? Or how do you—I guess I'm trying to resolve the comment on weakness in thermal, but the mix not changing.

Export than on met export.

Is that the right way to think about it into that show up in worse kind of or maybe a different mix than sequential decline in second half or how do you.

I'm trying to resolve the comment on weakness in thermal but the the mix not changing.

Overall, I think you're right in terms of pressure on thermal volumes.

Alan Shaw: Overall, I think you're right in terms of pressure on thermal volumes and then pressure on metallurgical pricing. And the mix is going to shift, the mix is going to shift, in that band that I just gave you.

And then pressure on metallurgical.

Metallurgical pricing.

And then it's going to shift the mix is going to shift in that band that I just gave you.

Right.

[Analyst] (UBS): Right. Okay. And then a question on Top 21. The framework that you've talked about, I think, Jim, has been along the lines of, "We want to execute on the plan, make sure it works before we take resources out." And I just wanted to get your sense of, is that still the right way to think about it, that you've got some amount of resource in the system that you'll give a bit more time before you take it out, or you've seen enough that it's running well, and you can pretty quickly start taking out the resource, whether that's headcount, more locomotives, whatever it would be?

Thomas Wadewitz: Right. Okay. And then a question on Top 21. The framework that you've talked about, I think, Jim, has been along the lines of, "We want to execute on the plan, make sure it works before we take resources out." And I just wanted to get your sense of, is that still the right way to think about it, that you've got some amount of resource in the system that you'll give a bit more time before you take it out, or you've seen enough that it's running well, and you can pretty quickly start taking out the resource, whether that's headcount, more locomotives, whatever it would be?

Okay, and then a question on top 21.

Yeah. The the framework that you've talked about I think Jim it's been a long line to if we want to.

Execute on the plan make sure it works before you take resources out.

And I just wanted to get your sense of is that still the right way to think about it that you've got some.

Some amount of resource in the system that you'll give a bit more time.

Before you take it out or or you've you've seen enough that you.

It's running well.

And you can pretty quickly start taking out the resource whether that head count more locomotives whatever whatever would be.

Well look let me start by saying, we made great progress on resources in the in the second quarter, even before we flip the switch on top 21. So we got a running start on this but to answer your question, yes, absolutely we see further opportunities to reduce resources and all of the ways in which we've already discussed this morning.

James Squires: Well, let me start by saying we made great progress on resources in the second quarter, even before we flipped the switch on Top 21. So we got a running start on this. But to answer your question, yes, absolutely. We see further opportunities to reduce resources in all of the ways in which we've already discussed this morning. And now that Top 21 has been implemented and the network is running well in its aftermath, we're going to go after the resources.

And now the top 21 has been implemented in the network is running well and its aftermath, we're going to go after the resources.

Okay. So you don't need further time to assess success you say, okay. It's working and we can go after right now.

[Analyst] (UBS): Okay. So you don't need further time to assess success. You say, "Okay, it's working, and we can go after it right now.

Thomas Wadewitz: Okay. So you don't need further time to assess success. You say, "Okay, it's working, and we can go after it right now.

James Squires: That's right. Yeah, once the work is gone, we'll take the resources out.

That's really what's the work is once the work is gone we would take the resources out.

Right Okay.

[Analyst] (UBS): Right. Okay. Good. Well, congratulations on the launch on Top 21, and thanks for the time. Yep.

Thomas Wadewitz: Right. Okay. Good. Well, congratulations on the launch on Top 21, and thanks for the time. Yep.

Good well congratulations on the launch on top 21.

And thanks for the time.

The next question from the line of Justin long, let's see that's interesting with your questions.

Operator: Our next question is from the line of Justin Long with Stephens. Please proceed with your questions.

Thanks, and good morning.

[Analyst] (UBS): Thanks, and good morning. So I wanted to start with Top 21 and wanted to get some help understanding the different iterations of the plan. So phase one is underway. It sounds like phase two starts at the beginning of next year. But when will the implementation process be complete across the entire network? And in terms of how this plan impacts the OR, should we be expecting more of an OR benefit in the early stages of Top 21 or the later stages of Top 21?

Justin Long: Thanks, and good morning. So I wanted to start with Top 21 and wanted to get some help understanding the different iterations of the plan. So phase one is underway. It sounds like phase two starts at the beginning of next year. But when will the implementation process be complete across the entire network? And in terms of how this plan impacts the OR, should we be expecting more of an OR benefit in the early stages of Top 21 or the later stages of Top 21?

So I wanted to start with top 21, and and wanted to get some help understanding that different interpretations of the plan. So phase one is underway it sounds like phase two starts at the beginning of next year.

But but when will be implementation process be complete across the entire network and in terms of how this plan impacts the O.R. should we be expecting more of an O.R. benefit in the early stages of top 21 or the later stages of the top 21.

Well good morning, Justin as we.

James Squires: Well, good morning, Justin. As we laid out at Investor Day, we will follow the initial implementation of Top 21 with further refinements. Now, the first target of opportunity will be additional benefits, operational benefits within the remaining merchandise, bulk commodities that can be further consolidated into the Top 21 version one operating plan. So Mike, why don't you elaborate on that?

Laid out as Investor day.

We will follow the initial implementation of top 21 further refinements now.

First target of opportunity will be additional benefits operational benefits.

Within the within the remaining merchandise or commodities that can be further consolidated into the top 21.

Version, one operating plants I'm like why don't you elaborate on that yeah. So she almost want to call. It a 2.0 with what we what we implemented it's gone gone very well. So we're taking a look at what are the next opportunities we talked about how we made we made a big effort to add more distributed power trains we did that but we also knew there was more opportunity behind that.

Chad Doerge: Yeah. So you almost want to call it the 2.0 of what we implemented. It's gone very well, so we're taking a look at what are the next opportunities. We talked about how we made a big effort to add more Distributed Power trains. We did that. But we also knew there was more opportunity behind that. And that's what we're looking at now. So there'll be some minor iterations of this current plan that we'll model and put in place, add more Distributed Power. That'll give us more benefits as well. So we're kind of taking the opportunity to harvest everything we can find as we get better and better with this plan and concurrently start working on the next plan.

Mike Wheeler: Yeah. So you almost want to call it the 2.0 of what we implemented. It's gone very well, so we're taking a look at what are the next opportunities. We talked about how we made a big effort to add more Distributed Power trains. We did that. But we also knew there was more opportunity behind that. And that's what we're looking at now. So there'll be some minor iterations of this current plan that we'll model and put in place, add more Distributed Power. That'll give us more benefits as well. So we're kind of taking the opportunity to harvest everything we can find as we get better and better with this plan and concurrently start working on the next plan.

And that's what we're looking at now so there'll be some some minor reiterations or this current plan that will the will model and put in place add more distributed power that'll give us.

Give us more benefits as well. So you know we're we're <unk>, we're kind of taking the opportunity to harvest everything we can find as we get better and better with this with this plan.

And concurrently start working on the next plan.

And in terms of the the pace of the R. improvement as we have said 2019 at least 100 basis points over 2018 and 60 by 2021.

James Squires: In terms of the pace of OR improvement, as we have said, in 2019, at least 100 basis points over 2018 and 60 by 2021.

Okay and secondly, maybe this is one for Mike I I heard you get some numbers on the number of rail cars that have been put into storage but.

[Analyst] (UBS): Okay. And secondly, maybe this is one for Mike. I heard you give some numbers on the number of rail cars that have been put into storage. But any update in terms of where we are in rationalizing the size of the locomotive fleet? I know you'll always make adjustments based on demand, but based on the current freight market and volume environment that we're seeing, can you talk about where your active locomotive fleet is today versus what you would consider to be an optimal level?

Justin Long: Okay. And secondly, maybe this is one for Mike. I heard you give some numbers on the number of rail cars that have been put into storage. But any update in terms of where we are in rationalizing the size of the locomotive fleet? I know you'll always make adjustments based on demand, but based on the current freight market and volume environment that we're seeing, can you talk about where your active locomotive fleet is today versus what you would consider to be an optimal level?

Any update in terms of where we are in rationalizing the size of the locomotive fleet I know, you'll always make adjustments based on demand, but based on the current frame market in volume environment that we're seeing <unk> can you talk about where you're active locomotive fleet is today versus what you would consider to be an optimal level.

Yeah. Okay. So we've got about 550 locomotives that we have we have stored that are available as needed.

Chad Doerge: Yeah. Okay. So we've got about 550 locomotives that we have stored that are available as needed. And I'll remind you that we also sold about 150 units that we've pulled out over the last year as well. So that's where we're at. So it's a pretty big reduction from the fleet. And as part of what we've talked about, taking a look at how the Top 21 plan is working as well as looking at our yard and local network, there's more to come, and we're working on that right now.

Mike Wheeler: Yeah. Okay. So we've got about 550 locomotives that we have stored that are available as needed. And I'll remind you that we also sold about 150 units that we've pulled out over the last year as well. So that's where we're at. So it's a pretty big reduction from the fleet. And as part of what we've talked about, taking a look at how the Top 21 plan is working as well as looking at our yard and local network, there's more to come, and we're working on that right now.

And and I'll remind you that that we also sold about 150 units that we've pulled out over the last year as as well. So that's that's where we're where we're at so it's pretty big reduction from the fleet.

And as part of what we've talked about taking a look at how the top 21 plan is working as well as looking at or yard and local network, there's more to come and we're working on that right now.

Okay I'll leave it at that thanks for the time.

[Analyst] (UBS): Okay. I'll leave it at that. Thanks for the time.

Justin Long: Okay. I'll leave it at that. Thanks for the time.

Next question is from Illinois.

Operator: Our next question is from the line of Amit Mehrotra. What's our job? Please proceed with your question.

What type of thing.

Thanks, I just wanted to come back to the yield up discussion if I if I could you know Jim when you and the management team and build it back in February you know, you and and other executives called it an aggressive but achievable plan and that was when you know mid single digit volume declines were not really kind of in the in the her on the horizon. So to speak. So I was just wondering if you could talk about you know how that's impacting if at all you know the pace and magnitude of the of the up strategy I guess over the last few months have also had a little bit more S.T.B. rumblings with respect to some of the ancillary revenue changes that are trying aim to you know changed behavior with respect to P.S.R.

[Analyst] (Deutsche Bank): Thanks. I just wanted to come back to the yield-up discussion if I could. Jim, when you and the management team unveiled it back in February, you and the other executives called it an aggressive but achievable plan. That was when mid-single-digit volume declines were not really kind of on the horizon, so to speak. I was just wondering if you could talk about how that's impacting, if at all, the pace and magnitude of the yield-up strategy. I guess over the last few months, we've also had a little bit more STB rumblings with respect to some of the ancillary revenue changes that are trying to aim to change its behavior with respect to PSR.

Amit Mehrotra: Thanks. I just wanted to come back to the yield-up discussion if I could. Jim, when you and the management team unveiled it back in February, you and the other executives called it an aggressive but achievable plan. That was when mid-single-digit volume declines were not really kind of on the horizon, so to speak. I was just wondering if you could talk about how that's impacting, if at all, the pace and magnitude of the yield-up strategy. I guess over the last few months, we've also had a little bit more STB rumblings with respect to some of the ancillary revenue changes that are trying to aim to change its behavior with respect to PSR.

Oh, well Alan way in here, but let me say that the price increases we have taken and expect to take in the future.

Chad Doerge: I'll let Alan weigh in here, but let me say that the price increases we have taken and expect to take in the future are based on the value of the service we are providing our customers, service with which they, in turn, can create value in their businesses. That's the basis of the price increases. The service is at a very high level, and that has enabled us to take the pricing up. Alan, your thoughts?

Cindy Earhart: I'll let Alan weigh in here, but let me say that the price increases we have taken and expect to take in the future are based on the value of the service we are providing our customers, service with which they, in turn, can create value in their businesses. That's the basis of the price increases. The service is at a very high level, and that has enabled us to take the pricing up. Alan, your thoughts?

Our based on the value of the service, we are providing our customers service.

With which they in turn can create value in their businesses. So that's the basis of the price increases and the service is at a very high level and that has enabled us to take the <unk>.

Oh and your thoughts.

It's it's foundational to what we're doing our approach is balanced strategy of converting a great service product into both.

Alan Shaw: It's foundational to what we're doing. Our approach is balanced strategy of converting a great service product into both revenue growth and productivity. And you're seeing that in our results. And as I noted, we have just had our second-best quarter of year-over-year pricing increases in the last seven years. And within our merchandise network, we've had seven consecutive quarters of improving year-over-year pricing increases. Customers see the improvement in our service product. They know that we're collaborating with them on our changes to our operating plan. They're part of the discussion, and they're part of the process. And they also know that we're providing them with a platform for growth. And so they want a sustainable supply chain partner that's going to give them the opportunity to grow in the future. That's what we're delivering.

Revenue growth and productivity and you're saying that in our results and as I noted that we had just had our second best quarter of your over your price increases in the last seven years.

And within our merchandise network, we've had seven consecutive quarters of improving your over a year price increases customer see the improvement in our service product. They know that were collaborating with them on our changes to our operating plan their part of the discussion in their part of the process and they also know that we're providing then with a platform from gross and so they want us sustainable.

Supply chain partner, that's going to give them the opportunity to grow in the future.

Right.

Yep.

Yep, no that makes total sense and if I could just just follow up on that precise point you know there's there's from the pricing perspective, there's only one rail that we can naturally truly kind of calculate what's being rely solely on price record price.

[Analyst] (Deutsche Bank): Yep. Yep. No, that makes total sense. And if I could just follow up on that precise point, from the pricing perspective, there's only one rail that we can actually, truly kind of calculate what's being realized solely on price or core price. One of the proxy metrics we use, at least, and this could be wrong or not, is revenue per revenue ton mile, which I think we look at as a proxy for price. So if I look at it on that metric, the growth in revenue per revenue ton mile for the company was up about 5% in Q2. It actually decelerated from 6% in Q1. So first, is that the right way we should be measuring your progress with respect to the yield-up plan?

Amit Mehrotra: Yep. Yep. No, that makes total sense. And if I could just follow up on that precise point, from the pricing perspective, there's only one rail that we can actually, truly kind of calculate what's being realized solely on price or core price. One of the proxy metrics we use, at least, and this could be wrong or not, is revenue per revenue ton mile, which I think we look at as a proxy for price. So if I look at it on that metric, the growth in revenue per revenue ton mile for the company was up about 5% in Q2. It actually decelerated from 6% in Q1. So first, is that the right way we should be measuring your progress with respect to the yield-up plan?

One of the proxy metrics, we use at least in in this could be wrong or not is revenue per revenue to mile which I think.

We look at as a proxy for price. So if I look at it on that metric the the growth in revenue per revenue 10 mile for the company was up you know.

About 5% in the second quarter, it actually decelerated from 6% in the first quarter. So first is that the right way, we should be made measuring your progress with respect to the yield up plan and then you know if so can we expect maybe greater gains in that metric is you know you guys get further along the process.

[Analyst] (Deutsche Bank): And then if so, can we expect maybe greater gains in that metric as you guys get further along the process?

And then if so, can we expect maybe greater gains in that metric as you guys get further along the process?

Made that that's a proxy for it and also as you know the denominator is influenced by Sir acuity.

Alan Shaw: I mean, that's a proxy for it. Also, as you know, the denominator is influenced by circuity. With the Top 21 plan, we're going to benefit from that.

And with the top 21 plan, we're we're going to benefit from that.

Okay, Alright, thanks, guys for taking my questions.

[Analyst] (Deutsche Bank): Okay. All right. Thanks, guys, for taking my questions.

Amit Mehrotra: Okay. All right. Thanks, guys, for taking my questions.

The next question is from the line of course, whether it be with city.

Operator: The next question is from the line of Chris Wetherbee with Citigroup. Please proceed with your questions.

<unk>.

Hey, Thanks morning, one to kind of come back to some of the commentary around you know second quarter operating performance relative to maybe what we can expect post about 21 roll out and maybe as we move forward through the P.S.R. plan for the 2021 targets.

[Analyst] (Citigroup): Hey. Thanks. Good morning. Wanted to kind of come back to some of the commentary around Q2 operating performance relative to maybe what we can expect post the Top 21 rollout and maybe as we move forward through the PSR plan towards the 2021 targets. Conceptually, as you think about the second half of the year, should we assume that there's maybe incremental operating leverage that you can capture relative to the first half of the year as you've made the big strides on the headcount reductions, but your outlook for sort of volume maybe is a little bit better in Q3 and Q4, and clearly, the yield side still remains reasonably strong? Just wanted to get a rough sense that.

Chris Wetherbee: Hey. Thanks. Good morning. Wanted to kind of come back to some of the commentary around Q2 operating performance relative to maybe what we can expect post the Top 21 rollout and maybe as we move forward through the PSR plan towards the 2021 targets. Conceptually, as you think about the second half of the year, should we assume that there's maybe incremental operating leverage that you can capture relative to the first half of the year as you've made the big strides on the headcount reductions, but your outlook for sort of volume maybe is a little bit better in Q3 and Q4, and clearly, the yield side still remains reasonably strong? Just wanted to get a rough sense that.

You know conceptually if you think about the second half of the year or should we assume that there's maybe incremental operating leverage that you can capture relative to the first half of the year as you've made the big strides on the head count reduction, but your outlook from sort of volume, maybe a little bit better in the third quarter and fourth quarter and clearly yield side full remains reasonably strong just wanting to get a rough sense that I I know the hundred basis points as a target for this year, but when you think about sorta first have versus second half.

[Analyst] (Citigroup): I know the 100 basis points is the target for this year, but when you think about sort of first half versus second half, it seems fair to assume that you might be able to pick up a little bit of operating leverage in the back half.

I know the 100 basis points is the target for this year, but when you think about sort of first half versus second half, it seems fair to assume that you might be able to pick up a little bit of operating leverage in the back half.

Fair to assume that you might be able to pick up a little bit operating leverage in the back half.

We did see significant operating leverage in the in the first task and we expect that trend to continue with our emphasis on on pricing to the value of our service.

James Squires: We did see significant operating leverage in the first half. And we expect that trend to continue with our emphasis on pricing to the value of our service with targeted growth opportunities, modest growth opportunities, but some tailwind there as well. So you roll it all up for the full year, and we believe that we can achieve that, at least 100 basis points improvement on the operating ratio versus last year.

Was targeted growth opportunities modest growth opportunities, but but some some tell when there as well.

So you roll it all up for the full year and we believe that we can achieve that at least 100 basis points improvement on the operating ratio versus last year.

Okay.

[Analyst] (Citigroup): Okay. Maybe, Alan, a question on the intermodal side. Just wanted to get a sense. I mean, you've had some positive commentary around intermodal, and obviously, some of that's probably coming from the channel partners. When you think about your book of business, stuff you need to cull off the network, maybe some lane selection that you need to do, how far along are you on that process? Do you see more incrementally, more or less, as you move into the back half of the year? I guess kind of thinking about that in the context of maybe a somewhat better intermodal outlook for the back half of the year or at least maybe consistently strong for the back half of the year.

Chris Wetherbee: Okay. Maybe, Alan, a question on the intermodal side. Just wanted to get a sense. I mean, you've had some positive commentary around intermodal, and obviously, some of that's probably coming from the channel partners. When you think about your book of business, stuff you need to cull off the network, maybe some lane selection that you need to do, how far along are you on that process? Do you see more incrementally, more or less, as you move into the back half of the year? I guess kind of thinking about that in the context of maybe a somewhat better intermodal outlook for the back half of the year or at least maybe consistently strong for the back half of the year.

Maybe Allen a question on the terminal side, just wanted to get a sense I mean, you've got some positive commentary around intermodal and obviously someone that's probably coming from the channel partners. When you think about your book of business.

Stuff you need to call off the network, maybe some lane selection that you need to do how far along are you on that process, you see more incrementally more or less as you move into the back half of the year I guess, what I'm thinking about that in the context of maybe somewhat better intermodal outlook for you know for the back half of your or at least maybe consistently strong for the back off a year.

Alan Shaw: Well, Chris, lane rationalization for Norfolk Southern is an ongoing process. We have done it every year since 2013. Last year, we were able to deliver 18% revenue growth with lane rationalization on top of 11% revenue growth in 2017. We are committed to doing this in collaboration with our channel partners and providing them with sufficient notice so that they can plan accordingly with their customers.

Well, Chris Lane rationalization for Norfolk, Southern is an ongoing process. We have done it every year since 2013 and last year were able to deliver 18% revenue growth.

With mine rationalization on top of 11% revenue growth 2017, we are committed to doing this in collaboration with our channel partners and providing them with sufficient notice so that they can plan accordingly with their customers.

Okay, so, but incrementally first avenue's, you're sort of ongoing process, we shouldn't be thinking about it sort of more or less relative what we've seen so far point 19.

[Analyst] (Citigroup): Okay. But incrementally, first half, it is just sort of an ongoing process. We shouldn't be thinking about it as sort of more or less relative to what we've seen so far in 2019.

Chris Wetherbee: Okay. But incrementally, first half, it is just sort of an ongoing process. We shouldn't be thinking about it as sort of more or less relative to what we've seen so far in 2019.

<unk>.

Alan Shaw: Typically, we operate with these or we execute these changes in advance of bid season at the beginning of the year.

Typically we we.

Operate with these are we execute these changes in advance of bid season at the beginning of the year.

[Analyst] (Citigroup): Okay. Okay. That's helpful. Thanks very much. I appreciate it.

Chris Wetherbee: Okay. Okay. That's helpful. Thanks very much. I appreciate it.

Okay. Okay. That's helpful like for again or should it was again, Chris it's it's to make sure there were collaborating with our customers.

Alan Shaw: Once again, Chris, it's to make sure that we're collaborating with our customers.

Got it thank you very much.

[Analyst] (Citigroup): Got it. Thank you very much.

Chris Wetherbee: Got it. Thank you very much.

Our next question is from the line of neither do I notice and Lance Bernstein.

Operator: Our next question is from the line of David Vernon with AllianceBernstein. Please proceed with your questions.

Okay.

Hey, good morning, I I, just want to follow up on the competence around the the volume girl coming back minimal on the back half of the year.

[Analyst] (AllianceBernstein): Hey. Good morning, guys. Alan, I just wanted to follow up on the confidence around the volume growth coming back in intermodal in the back half of the year. Is that based on sort of your expectation that the truck market starts to firm up, or is there some visibility you have in terms of share shifts within the smaller domestic market that's going to get you back to growth?

David Vernon: Hey. Good morning, guys. Alan, I just wanted to follow up on the confidence around the volume growth coming back in intermodal in the back half of the year. Is that based on sort of your expectation that the truck market starts to firm up, or is there some visibility you have in terms of share shifts within the smaller domestic market that's going to get you back to growth?

Is that based on so your expectation that the truck market starts to firm up or is there. Some some visibility you have in terms of share shifts within the the the smaller domestic market, it's going to get you back to growth.

I, it's based on the overall macro environment. We're not it is based on conversations with channel partners, you're starting to see some improvement and spot rates, maybe we're at an inflection point. So that's all read and once again, it's modest.

Alan Shaw: It's based on the overall macro environment. It's based on conversations with channel partners. You're starting to see some improvement in spot rates. Maybe we're at an inflection point. So that's our read. And once again, it's modest. And however, recognize that our international volumes continue to grow. So when we improve our domestic volumes, then it could easily turn into growth within the overall intermodal franchise. And once again, we've got the best intermodal franchise in the east, and so we're going to be at the forefront of that growth.

And however recognize that our international volumes continue to grow.

So when we improve our domestic volumes then it could easily turn into growth within the overall intermodal franchise. Once again, we we've got the best intermodal franchise in the east and so we're going to be at the forefront of that growth.

And I guess as you think about within the environment right now being a little bit softer on the truck right side I think yeah somebody in a more providers, they're talking about how there's there are there are lanes, where where Chuck is actually probably thunder dornan. We're in a modal is there anything you guys need to do on the pricing side to get that grows back or do you feel like you can kind of yield up into this soccer truck marketing and still get volume grip.

[Analyst] (AllianceBernstein): And I guess as you think about, within the environment right now being a little bit softer on the truck rate side, I think some of the intermodal providers are talking about how there are lanes where truck is actually priced under door-to-door intermodal. Is there anything you guys need to do on the pricing side to get that growth back, or do you feel like you can kind of yield up into this softer truck market and still get volume growth?

David Vernon: And I guess as you think about, within the environment right now being a little bit softer on the truck rate side, I think some of the intermodal providers are talking about how there are lanes where truck is actually priced under door-to-door intermodal. Is there anything you guys need to do on the pricing side to get that growth back, or do you feel like you can kind of yield up into this softer truck market and still get volume growth?

Yeah, we're very pleased with the outcome bid season.

Alan Shaw: Yeah. We're very pleased with the outcome of bid season in terms of the rate increases we were able to achieve. Once again, it reflects the value of our product, and it reflects the strength of our intermodal franchise. We've got a great franchise. It's a point-to-point franchise, which frankly means we don't have to make a lot of adjustments to it. There is some cyclicality in the truck market, and you can find some lanes out there where the spot rate is under intermodal. However, we're not going to chase that. We're going to continue to price long-term to the value of our product. And we've got long-term relationships with our channel partners. They understand that.

In terms of the rate increases we were able to achieve once again it reflects the value of our.

Product and it reflects the strength of our in a muddle franchise you know we've got a great franchises they point to point.

Franchise, which frankly means we don't have to make a lot of adjustments to it.

There is some cyclicality in the truck marketing you can you can find some lines out there where the spot rate is.

Under intermodal however, we're not going to chase that we're going to continue to price longterm to the value of our product and we've got longterm relationships with our channel partners they understand that.

Alright, thank you.

[Analyst] (AllianceBernstein): All right. Thank you.

David Vernon: All right. Thank you.

Next question comes from the line of case inside all accounting company. Please see with your question.

Operator: Next question comes from the line of Jason Seidl with Cowen and Company. Please proceed with your questions.

Thank you <unk>, good morning, gentlemen, I'll stick with it or modal here as well can you talk a little bit about the upcoming peak season, do you expect sort of a normalized peak.

[Analyst] (Cowen and Company): Thank you, Ari. Good morning, gentlemen. I'll stick with intermodal here as well. Can you talk a little bit about the upcoming peak season? Do you expect sort of a normalized peak? And then on the international side, obviously, a lot of growth coming there. How much of that growth do you think is just sort of East Coast share wins versus the West Coast, or maybe that you just won some business versus your competitor in the east?

Jason Seidl: Thank you, Ari. Good morning, gentlemen. I'll stick with intermodal here as well. Can you talk a little bit about the upcoming peak season? Do you expect sort of a normalized peak? And then on the international side, obviously, a lot of growth coming there. How much of that growth do you think is just sort of East Coast share wins versus the West Coast, or maybe that you just won some business versus your competitor in the east?

And then on the international side, obviously, a lot of growth coming there how much of that growth do you think is just sort of east coast share wins.

Versus the West coast or maybe that you just won some business versus your your competitor in the east.

Well I think we're we're looking for a normalized peak our our channel partners are anticipating volumes will start to pick up and in August .

Alan Shaw: Well, I think we're looking for a normalized peak. Our channel partners are anticipating volumes will start to pick up in August. On the international side, we've got great alignment with the steamship lines that are adding capacity to the East Coast, and that's driving a lot of our growth.

On the international side, Yeah, we we've got.

Great alignment with the steam ship lines that are adding capacity to the east coast and that's driving a lot of our gross.

Okay makes sense and I have a a quick question you mentioned flooding.

[Analyst] (Cowen and Company): Okay. Makes sense. I have a quick question. You mentioned flooding in Kansas City. I think you guys said your line was out for more than a month. I don't seem to recall you mentioning any costs associated with that line being out. I was wondering if you can give us a little more meat on the bone there.

Jason Seidl: Okay. Makes sense. I have a quick question. You mentioned flooding in Kansas City. I think you guys said your line was out for more than a month. I don't seem to recall you mentioning any costs associated with that line being out. I was wondering if you can give us a little more meat on the bone there.

In case, you think you sit guys said your line was out for more than a month.

I I don't seem to recall you mentioning any cost associated with that with that line being out I was wondering if you can give us a little more meat on the bone there.

The impact on expenses was immaterial, we did have some additional capital costs associated with the flooding Cindy.

James Squires: The impact on expenses was immaterial. We did have some additional capital costs associated with the flooding. Cindy, order of magnitude?

Yeah.

Cindy Earhart: Yeah. I would just repeat that, that obviously, there were costs associated with it, but it was primarily capital. On the expense side, it was non-material expenses.

Obviously, there were costs associated with it but.

Primarily capital.

Okay.

[Analyst] (Cowen and Company): Okay. Appreciate the color. Thanks for the time as always.

Jason Seidl: Okay. Appreciate the color. Thanks for the time as always.

Appreciate the color thanks for the times always.

[noise] next question comes from the line to fall back on.

Operator: The next question comes from the line of Walter Spracklin with RBC Capital Markets. Please proceed with your question.

The markets.

Seeing your question yeah. Thanks for much good morning, everyone <unk>, So I want to come back to the overall volume inflection positive positive growth in in each the metrics on the top line you were you were mentioning.

[Analyst] (RBC Capital Markets): Yeah. Thanks very much. Good morning, everyone. So I want to come back to the overall volume inflection, positive growth in each of the metrics on the top line you were mentioning. And I'm seeing obviously -4% volume down in Q2. Your carload data to date is, I know, early in the quarter, but -7%. I just got to go back, perhaps, Alan, to the question about what are you hearing? And it seems to be across the board in each of your segments that are trending down here so far in Q3. What are you hearing from your customers to suggest that not only is -7% going to stop dropping, but you're going to see, in fact, enough growth to swing you back into the positive territory for the rest of the year? Is it any one commodity?

Walter Spracklin: Yeah. Thanks very much. Good morning, everyone. So I want to come back to the overall volume inflection, positive growth in each of the metrics on the top line you were mentioning. And I'm seeing obviously -4% volume down in Q2. Your carload data to date is, I know, early in the quarter, but -7%. I just got to go back, perhaps, Alan, to the question about what are you hearing? And it seems to be across the board in each of your segments that are trending down here so far in Q3. What are you hearing from your customers to suggest that not only is -7% going to stop dropping, but you're going to see, in fact, enough growth to swing you back into the positive territory for the rest of the year? Is it any one commodity?

And I I, you know I I'm seeing minus 40, obviously minus 4% volume down in the second quarter. Your Carlo data to date is you know I know early in the quarter, but minus seven I just got to go back perhaps Ellen to to to the question about <unk> you know what are you hearing.

You know and it took it seems to be across the board in each of the each of your segments that are trending down here. So for the third quarter that what are you hearing from your customers to suggest that not only is minus seven going to to slow stop dropping but you're you're going to see in fact enough growth to swing u. back into the positive territory for the for the rest of the year is it did any one commodity is it a big share when that you've gotten is secured and you can see in the in the back half just a little bit of color on that'd be a be great.

[Analyst] (RBC Capital Markets): Is it a big share win that you've gotten? Is it secured? And you can see in the back half, just a little bit of color on that would be great.

Is it a big share win that you've gotten? Is it secured? And you can see in the back half, just a little bit of color on that would be great.

Walter we are targeting gross and the second half of the year. The majority of that growth will occur in the fourth quarter as I noted in my prepared remarks.

Alan Shaw: Well, Walter, we are targeting growth in the second half of the year. The majority of that growth will occur in the fourth quarter, as I noted in my prepared remarks. In the conversations with our customers, I just talked with Jason about what we're hearing from our channel partners within intermodal. And then in the merchandise network, we see the crude price differentials creating the opportunity for growth in the second half of the year. And because of our flawless implementation of Top 21, we've got the capacity dividend to apply to that. We see improved service, which will allow continued growth in aggregates. We're looking for more normalized shipping patterns within our frac sand markets. And US vehicle production is light vehicle production, pardon me, is projected to increase by 3% in the second half of the year.

Conversations with our customers I, just talked with with Jason about what we're hearing from our channel partners within intermodal and then and the merchandise network.

We see the the crude price differentials, creating the opportunity for growth in the second half of the year because of our flawless implementation a top 21, we've got the capacity dividend do apply to that we see improved service, which will allow continued growth in aggregates. We're looking for more normal lie shipping patterns with then.

We see improved service, which will allow continued growth in aggregates. We're looking for more normalized shipping patterns within our frac sand markets. And US vehicle production is light vehicle production, pardon me, is projected to increase by 3% in the second half of the year.

Our our <unk> markets.

And U.S. vehicle production is light vehicle production pardon me is projected to increase by 3%.

And the second half of the year and we serve more U.S. auto <unk> production than any other railroad in North America.

Alan Shaw: And we serve more US automobile production than any other railroad in North America. Our read of the tape is that that's going to offset some declines. We fully expect to see declines in NGLs. We expect to see pressure within our export coal market, as I noted earlier. And the metals market has been weakened by low commodity prices, although we're starting to see price increases for hot-rolled coil, steel take effect and stick.

And we serve more US automobile production than any other railroad in North America. Our read of the tape is that that's going to offset some declines. We fully expect to see declines in NGLs. We expect to see pressure within our export coal market, as I noted earlier. And the metals market has been weakened by low commodity prices, although we're starting to see price increases for hot-rolled coil, steel take effect and stick.

Our read of the tape is that that's going to offset some <unk> fully expect to see declines in <unk>.

We expect to see pressure within our export coal market as I noted earlier and the metals market as has been weakened by low commodity prices, although we're starting to see price increases for hot rolled coils feel take effect and stick.

[Analyst] (RBC Capital Markets): So for all the reasons Alan has mentioned, Walter, we do expect growth, volume and revenue growth, modest volume and revenue growth in the second half. We're all about pursuing the efficiencies that we have uncovered as a result of Clean Sheeting in Top 21 as well. And we'll continue to push on all of those opportunities hard in the second quarter, even as we go after the growth that we can find.

Walter Spracklin: So for all the reasons Alan has mentioned, Walter, we do expect growth, volume and revenue growth, modest volume and revenue growth in the second half. We're all about pursuing the efficiencies that we have uncovered as a result of Clean Sheeting in Top 21 as well. And we'll continue to push on all of those opportunities hard in the second quarter, even as we go after the growth that we can find.

So for all the reasons Helen has mentioned Walter we we do expect gross volume and revenue growth.

Modest volume and revenue growth in the in the second half.

We're all about pursuing the efficiencies that we have uncovered as a result of Queen shooting on top 21 as well, we'll continue to push on all of those opportunities hard in the second quarter, even as we go after the gross that we can find it.

[Analyst] (Cowen and Company): That's great color. I appreciate that, Alan. Jim, thanks for that color. That leads to my second question. When I look at your Top 21 and kind of compare it to past iterations of PSR, when I look at the 100 basis points that you're guiding to for this year, 64, 2021, it's a little different from PSR, right? I mean, PSR is front-end weighted, big reductions in OR, and then those OR reductions taper off as we get through the plan. What yours suggests is that you're looking for 100 basis points this year but then accelerating to, what, 220 per year in the next couple of years. That's where I'm struggling a little bit.

And and that's great color appreciate that <unk>. Thanks for that color and a that leads me to my second question I when I look at your top 21, and kind of compared to past generations of P.S.R.

Jason Seidl: That's great color. I appreciate that, Alan. Jim, thanks for that color. That leads to my second question. When I look at your Top 21 and kind of compare it to past iterations of PSR, when I look at the 100 basis points that you're guiding to for this year, 64, 2021, it's a little different from PSR, right? I mean, PSR is front-end weighted, big reductions in OR, and then those OR reductions taper off as we get through the plan. What yours suggests is that you're looking for 100 basis points this year but then accelerating to, what, 220 per year in the next couple of years. That's where I'm struggling a little bit.

<unk> when I look at 100 basis points that you're guiding to for this year, you know 64 2021 it.

<unk>, it's a little different from P.S.R. right I mean, <unk> is front end weighted big reductions in <unk>, and then those or reductions <unk> taper off as we as we go through the playing what you're suggesting is that you're looking for 100 basis points. This year, but then accelerating to you you know what two 220 per year.

In the next couple of years, and that's where I'm struggling a little bit <unk>. You know if you can tie top 21 in.

[Analyst] (Cowen and Company): If you can tie Top 21 in to show why operating ratio is, in fact, going to double in its pace of improvement in 2020 and 2021 to get to that 60% target, it'd certainly be helpful.

If you can tie Top 21 in to show why operating ratio is, in fact, going to double in its pace of improvement in 2020 and 2021 to get to that 60% target, it'd certainly be helpful.

To show why operating ratio is in fact going to double in its pace of improvement.

In in 2020, and 2021 to get to that to do that 60 per cent target.

Certainly certainly be helpful.

[Analyst] (RBC Capital Markets): Well, there is more to come. As we laid out at Investor Day, this will be an iterative network planning process. There will be additional phases of operating plan change and optimization coming. Those will be the basis for further Operating Ratio improvements as well as the growth that we can manage for the duration of the planned period into 2021.

Walter Spracklin: Well, there is more to come. As we laid out at Investor Day, this will be an iterative network planning process. There will be additional phases of operating plan change and optimization coming. Those will be the basis for further Operating Ratio improvements as well as the growth that we can manage for the duration of the planned period into 2021.

Well there is more to come and as we laid out an investor day. This will be an iterative network planning process and there will be additional phases of operating plan change and optimization calming.

Those will be the basis for further operating ratio improvements as as well as the growth that we can manage for the duration of the plan three.

<unk> into 2021.

We will you be providing guidance again like you did this year for 2020 operating ratio as you get into the 2020 period.

[Analyst] (Cowen and Company): Will you be providing guidance, again, like you did this year, for 2020 operating ratio as you get into the 2020 period?

Jason Seidl: Will you be providing guidance, again, like you did this year, for 2020 operating ratio as you get into the 2020 period?

Well, we'll see I I would certainly expect us to update you on the productivity and S.D. service delivery index goals that we laid out for you will give you new goals, which are in turn linked to the operational and financial improvements we expect to drive.

[Analyst] (RBC Capital Markets): Well, we'll see. I would certainly expect us to update you on the productivity and SDI, service delivery index goals that we laid out for you. We'll give you new goals, which are, in turn, linked to the operational and financial improvements we expect to drive.

Walter Spracklin: Well, we'll see. I would certainly expect us to update you on the productivity and SDI, service delivery index goals that we laid out for you. We'll give you new goals, which are, in turn, linked to the operational and financial improvements we expect to drive.

[Analyst] (Cowen and Company): That's great. Okay. Thank you very much.

Jason Seidl: That's great. Okay. Thank you very much.

Great. Okay. Thank you very much.

The next question.

Operator: The next question comes from the line of Bascom Majors with Susquehanna. Please proceed with your question.

In the line of.

And stuff.

Yeah volume was down you're you're in the corner, but revenue was still up slightly and margins expanded about a point to drive the income up 4%.

[Analyst] (RBC Capital Markets): Yeah. Volume was down year-over-year in the quarter, but revenue was still up slightly. And margins expanded about a point to drive the income up 4%, excuse me, operating income. But if you look beyond the financials, the operating metrics were up a lot more, velocity up 20, dwell down close to 40%. Why aren't we seeing more costs fall out of the system from this more fluid network? I mean, is this temporal challenges like the stock comp benefit you had last year that hurt the year-over-year comparison in labor? Or is it just a situation that investor expectations around how quickly we're going to see stair-step margin improvement in N&S, are those just too high early on here? Thanks.

Bascome Majors: Yeah. Volume was down year-over-year in the quarter, but revenue was still up slightly. And margins expanded about a point to drive the income up 4%, excuse me, operating income. But if you look beyond the financials, the operating metrics were up a lot more, velocity up 20, dwell down close to 40%. Why aren't we seeing more costs fall out of the system from this more fluid network? I mean, is this temporal challenges like the stock comp benefit you had last year that hurt the year-over-year comparison in labor? Or is it just a situation that investor expectations around how quickly we're going to see stair-step margin improvement in N&S, are those just too high early on here? Thanks.

Excuse me operating income.

But yeah.

If you look beyond the financial <unk> metrics for up a lot more philosophy of 20 dwell down close to 40%.

You know why aren't we seeing more costs fall out of the system from this more we would not work.

Is this temporal challenges like the stock <unk> benefit you had last year that that hurt the your your comparison and labor.

<unk> or is it just the situation that investor expectations around how quickly we're gonna see stairstep margin improvement in an <expletive> or are those just too high early on here next.

We did see top 21, driven.

James Squires: We did see Top 21-driven expense improvements in Q2, as Cindy went through, in labor, in materials, in equipment rents. And we would expect those savings to continue and to accelerate in the balance of the year. Now, in Q2, those favorable expense trends were offset in certain cases by the comparison to last year. For example, the employment tax refund we booked in Q2 of last year. And there were some other things as well, for example, in materials and other that masked the improvements in materials expense. Going forward, we do expect to see additional Top 21-driven savings in all of those categories.

Expensive improvements in second quarter as soon as Cindy went through.

In labor in materials and equipment runs and we would expect those savings to continue into accelerating the balance of the year in the second quarter. Those Super Bowl expense friends were offset in certain cases by the comparison to last year.

For example, the employment tax refund, we booked in the second quarter of last year.

And and there were some other things as well for example in materials and other that masks the improvements in materials expense going forward, we do expect to see additional top 21, driven savings and all of those categories.

Okay. Thank you for that Jim and you know last one the.

[Analyst] (Cowen and Company): Okay. Thank you for that, Jim. And last one, I believe it was slide 10 where you lay out your KPIs. This is a reiteration of what you talked about, the Investor Day with 2019 goals and 2021 goals. You gave some directional commentary about where you're tracking mid-2019, but you don't have hard metrics on the slide. Can you give a little more color about the degree of progress we've made towards the bridge from 2018 to 2019 goals here? What looks like a layup, and what's a bit more stretch from where we sit today? Thank you.

Bascome Majors: Okay. Thank you for that, Jim. And last one, I believe it was slide 10 where you lay out your KPIs. This is a reiteration of what you talked about, the Investor Day with 2019 goals and 2021 goals. You gave some directional commentary about where you're tracking mid-2019, but you don't have hard metrics on the slide. Can you give a little more color about the degree of progress we've made towards the bridge from 2018 to 2019 goals here? What looks like a layup, and what's a bit more stretch from where we sit today? Thank you.

I believe it was slide 10, where you lay out your Kprc <unk> of what you talked about being master David 2019 goals in 2021 goals.

Some directional commentary about where you're tracking mid 2019, but you don't have hard metrics on the slide you give a little more color about you know the degree of progress we've made towards the bridge from 18 to 19 goals here you know what looks like a lay up in what's a bitch more should be a bit more stretch from where we sit today. Thank you.

[Analyst] (RBC Capital Markets): Sure. Thank you. Mike, why don't you go through your commentary again on each of those goals?

James Squires: Sure. Thank you. Mike, why don't you go through your commentary again on each of those goals?

Thank you Mike why don't you go through your commentary down on each of those goals. Yeah. So the service delivery index were were as we noted we're trending ahead of that and we are on track to exceed the goal same thing with T.N.N. productivity were training.

Mike Wheeler: Yeah. So the Service Delivery Index, as we noted, we're trending ahead of that, and we're on track to exceed the goal. Same thing with T&E and productivity. We're trending ahead of that as well, and so we feel comfortable about that. Train weight, we talked about it being back-inloaded. And as we implement the new Top 21 plan, we ought to see some improvements there. We're already seeing some in general merchandise. Locomotive productivity, we're on track to meet or exceed. And cars online, we are exceeding and will be exceeding for the year.

Ahead of that as well and so we feel comfortable about that train weight, yeah, we talked about it being back in back end loaded and as as we implement the new top 21 play and we ought to see some improvements there we're already seeing some in general merchandise locomotive productivity. We're on track to meet or exceed in cars online are we are we are exceeding and we'll be exceeding for the year.

Thank you.

[Analyst] (Cowen and Company): Thank you.

Bascome Majors: Thank you.

Next questions from the Atlanta area.

Operator: The next question is from the line of Ari Rosa with Bank of America Merrill Lynch. Please proceed with your questions.

And let them all at least or two anyway.

Taking more than guys. So just quickly on some housekeeping items <unk>. So the tax rate came in a little lower than what we had been looking for this quarter <unk>, maybe you could talk about if there was something unique about this quarter and what the expectation might be for the second half and then also a if he could give the number on real estate gains for the quota.

[Analyst] (RBC Capital Markets): Hey. Good morning, guys. So just quickly on some housekeeping items. So the tax rate came in a little lower than what we've been looking for this quarter. Maybe you could talk about if there was something unique about this quarter and what the expectation might be for the second half. And then also, if you could give the number on real estate gains for the quarter.

Ari Rosa: Hey. Good morning, guys. So just quickly on some housekeeping items. So the tax rate came in a little lower than what we've been looking for this quarter. Maybe you could talk about if there was something unique about this quarter and what the expectation might be for the second half. And then also, if you could give the number on real estate gains for the quarter.

Cindy.

Mike Wheeler: Cindy?

Second tax it was 22.7%.

Cindy Earhart: On the effective tax rate, it was 22.7%, which had some benefits in it, two pieces, really. One being the benefits of stock-based compensations that hit the quarter. Then secondly, the returns on corporate-owned life insurance. For the full year, we're expecting that the effective tax rate will be between 23% and 24%. In terms of real estate sales on operating property, they were not significant. We called out there was non-operating property sales of, I guess, it was around $10 million.

Had some benefits in it.

Really one being the benefit.

Secondly.

For the full year.

23.

And in terms of.

The same sale on operating property.

We already we called out.

Not operating property sale.

Oh.

<unk>. Okay. That's helpful. And then just you know I want to return to this our question and I feel like you know, maybe we've beaten to death, a little bit but.

[Analyst] (RBC Capital Markets): Got it. Okay. That's helpful. And then just, I wanted to return to this OR question. And I feel like maybe we've beat it to death a little bit. But you guys had set out efficiency targets, obviously, at the analyst day. And it feels like volumes have come in a little bit weaker than most people would have expected. Maybe if you could just talk about the extent to which you see your cost structures as moving in tandem with what volumes are because it feels like, certainly on OR and also on headcount, you're trending well ahead of your full-year targets, at least through the first half. Should we expect some moderation in the pace of those gains? Because it feels like it would be the opposite given kind of the implementation of Top 21 now, just starting up in July.

Ari Rosa: Got it. Okay. That's helpful. And then just, I wanted to return to this OR question. And I feel like maybe we've beat it to death a little bit. But you guys had set out efficiency targets, obviously, at the analyst day. And it feels like volumes have come in a little bit weaker than most people would have expected. Maybe if you could just talk about the extent to which you see your cost structures as moving in tandem with what volumes are because it feels like, certainly on OR and also on headcount, you're trending well ahead of your full-year targets, at least through the first half.

You guys had set out efficiency targets, obviously, the analysts day and it's it feels like volumes of comment a little bit weaker than what most most people would have expected maybe you could just talk to talk about the extent to which you see your cost structure as as moving in tandem with with what volumes are cause it feels like certainly on <unk> and also on headcount, you're you're treading well ahead of your full year full your targets at least through the first half should we expect some moderation in in the pace of those those those games because it feels like it would be the opposite given kind of the implementation of of top 21 now are just starting up in July <unk>, maybe you could talk about the extent to which you see that that cost structure is variable with with volumes.

Should we expect some moderation in the pace of those gains? Because it feels like it would be the opposite given kind of the implementation of Top 21 now, just starting up in July. Maybe you could talk about the extent to which you see that cost structure is variable with volumes.

[Analyst] (RBC Capital Markets): Maybe you could talk about the extent to which you see that cost structure is variable with volumes.

We created ratio based K.P.R.'s that Mike has been through.

Mike Wheeler: We created ratio-based KPIs that Mike has been through in order to keep us focused on productivity relative to GTMs on the network. That was the basic rationale for setting forth our KPIs in that way. That's what we remain focused on, and we're making progress. We're winning there because, as Mike went through, we have generated or are close to generating the types of results that will at least meet or exceed the target ratios for 2019. We are adjusting the resources in light of the volume trend, thus the intense focus on productivity and efficiency in all of the different areas we've been through.

In order to keep us focused on productivity relative to G.T.M.'s on the network that was the basic rationale for setting forth or K.P.R.'s in that way.

And that's that's that's what we remain focused on and we're.

We're we're making progress what we're winning there because as Mike went through.

We have generated or or or close to generating the types of results that will at least me or.

Exceed the target ratios for 2019.

So we are adjusting to resources in light of the volume friend Dusty intense focus on productivity and efficiency and all of the different areas we've been through.

Oh, okay. Thanks, Thanks for the time.

[Analyst] (RBC Capital Markets): Okay. Thanks for the time.

Ari Rosa: Okay. Thanks for the time.

I think this is a question and answer session and I went out to end the call back over to Mr. Jim Squires for closing comments.

Operator: Thank you. This concludes our question-and-answer session. I will now turn the call back over to Mr. James Squires for closing comments.

Mike Wheeler: Thank you very much, everyone, for your time and attention this morning. We appreciate your questions, and we look forward to talking with you next quarter. Thank you.

Thank you very much every one for your time and attention. This warning we appreciate your.

Questions and we look forward to talking with you next quarter. Thank you.

Jim Thank you for your participation.

Operator: Thank you, gentlemen. Thank you for your participation. This concludes today's teleconference. You may now disconnect your lines at this time and have a wonderful day.

Includes any teleconference. You mean that disconnect your lines at this time and have a wonderful day.

[noise].

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