August 4, 1998

To All Employees:

Every day each and every one of us is faced with decisions that impact the safety and lives of our fellow employees and of the people that live around us. We face competitive pressures every day for there is no more competitive environment in the country than the one that we live in. To perform well and to grow our business requires that all of us be sensitive to the customers we serve. While all of the above is important, at the end of every day the single most important mission for all of us is that we go home knowing that we have done our jobs safely.

In the past four years Guilford Rail has achieved a goal that many railroads never achieve. We have won two gold and one bronze Harriman Safety awards and we have achieved one of the best safety records in the country. This past June, I had the pleasure of attending the annual Harriman Awards luncheon. It was a proud moment when Guilford Rail System was awarded the gold again and a moment that I would like to share with everyone. Receiving the Harriman certificate memorializes all of the work that each of you has devoted to making this the safest railroad in its class. It also symbolizes our personal goal of making sure each and every one of us returns to our loved ones at the end of the workday safe.

This year I am pleased to send you a small token of your success. A safe railroad is more than enough reward for the efforts all of us make in our daily lives, but I hope the enclosed will help you share in the pleasure of our past success. More importantly, it must remind each of us of our commitment to the future to strive harder to achieve perfection.

Receipt of the Harriman Award is not by any means an end to our safety efforts, it is the signal of a new beginning. We should be proud of our past accomplishments but even more important, we should not rest from achieving a goal of 0 injuries on our railroad.

As we move into the second half of 1998 we will face competitive challenges wherever we look. We must meet those challenges and grow; but, as we do that, we must never overlook our number one charge, to be safe. I congratulate you in our success and remind you that the best reward for all of us is a safe workplace.

Sincerely,

David A. Fink

Chairman & Chief Executive Officer