Summary of BURLINGTON NORTHERN SANTA FE CORP

Item 1.01 Entry into a Material Definitive Agreement.

Burlington Northern Santa Fe Corporation ("BNSF") entered into an underwriting agreement (the "Underwriting Agreement") dated as of September 21, 2009, with Barclays Capital Inc., Goldman, Sachs & Co. and Wells Fargo Securities, LLC, as representatives of the several underwriters listed therein (collectively, the "Underwriters"), pursuant to which BNSF agreed to sell and the Underwriters agreed to purchase, subject to and upon terms and conditions set forth therein, $750 million in aggregate principal amount of 4.700% Notes due October 1, 2019, as described in the prospectus supplement dated September 21, 2009 filed pursuant to BNSF's shelf registration statement on Form S-3, Registration No. 333-155301.

The notes were issued under the Indenture dated as of December 1, 1995, as supplemented by the Fourth Supplemental Indenture dated as of September 24, 2009, between BNSF and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.), as successor in interest to The First National Bank of Chicago, as trustee, and an officers' certificate providing for the issuance of the notes. The Underwriters delivered the notes against payment on September 24, 2009.

A copy of the Underwriting Agreement, Fourth Supplemental Indenture and certain other documents relating to this transaction are attached as exhibits to this Current Report on Form 8-K and are incorporated herein by reference.