News Release

James H. Gallegos Joins BNSF As Vice President and Corporate General Counsel

FORT WORTH, Texas, May 28, 2003:

James H. Gallegos, formerly vice president and senior associate general counsel, Legal Affairs for Qwest Communications International, Inc., has joined BNSF as vice president and Corporate General Counsel. The appointment was announced by BNSF's Jeff Moreland, executive vice president, Law & Government Affairs and Secretary.

In making the announcement, Moreland said: "We are pleased that Jim is joining Team BNSF because he brings a unique combination of legal experience to the railroad. He began his career as a litigator, has tried cases before the State Corporation Commission of New Mexico, the Colorado Public Utilities Commission and to federal grand juries and courts in various jurisdictions for the U. S. Department of Justice. In addition, Jim has worked on complex transactions involving international acquisitions."

Reporting to Gallegos will be Craig Smetko, associate general counsel and assistant Secretary, and his team. Moreland pointed out that Gallegos, along with Paul Hoferer, vice president and General Counsel, and Rick Weicher, vice president and Senior Regulatory Counsel, will manage their respective Law Department functions.

After receiving his bachelor's of science degree in business from the University of Colorado in 1982, Gallegos worked as a marketing analyst for the former Burlington Northern Railroad for three years, and for the Soo Line Railroad for one year. He then earned his juris doctor degree from the Law Center at the University of Minnesota in 1990.

Upon graduation, he went to clerk for U.S. Federal District Court Judge Richard Bilby in Tucson, Ariz., handling a range of litigation cases.

In August 1991, he went to Washington, D.C., to become a trial attorney in the Criminal Section of the Civil Rights Division of the U.S. Department of Justice where he investigated and tried a variety of cases before federal grand juries and federal juries throughout the United States. Early in 1995, Gallegos joined US WEST, Inc., in Denver, as an attorney, Regulatory Section, responsible for regulatory and legislative activities in Colorado and New Mexico.

In 1997, he was promoted to director, Public Policy, becoming the main lobbyist for US WEST in Colorado. Following the company's merger with Qwest in 2000, he became Associate General Counsel concentrating on transactions supporting their Network and Wholesale business sectors. He was promoted to vice president, Legal Affairs for Quest in 2002.

Through its subsidiary, The Burlington Northern and Santa Fe Railway Company, BNSF operates one of the largest railroad networks in North America, with 32,500 route miles covering 28 states and two Canadian provinces. BNSF is an industry leader in Web-enabling a variety of customer transactions at www.bnsf.com. The railway is among the world's top transporters of intermodal traffic, moves more grain than any other American railroad, transports the components of many of the products we depend on daily, and hauls enough coal to generate about 10 percent of the electricity produced in the United States.

BNSF Headquarters
BNSF Railway Company
2650 Lou Menk Dr. 2nd Floor
P.O. Box 961057
Fort Worth, TX 76161-0057
Phone: (817) 352-1000