The History of the Chicago and North Western Railway

The Chicago and North Western Railway was in many ways the quintessential midwestern railroad. Operating thousands of miles of trackage primarily serving agricultural customers, the company was also known for its high speed intercity passenger services. At its peak, the railroad was ranked as one of the largest owners of total track mileage in the country, with almost 12,000 miles of rail operated across seven states.

Early Years and Acquisitions

Like many railroads, the early years of the CNW were marked by acquisitions, primarily of railroads struggling in the face of significant competition.

The CNW itself emerged from the ashes of another failed railroad: the Chicago, St. Paul, and Fond du Lac, which was established in 1855. The CNW was chartered on June 7th, 1859, having purchased the assets of the failed railroad just five days earlier.

The CNW’s first major merger was with the Galena and Chicago Union Railroad in February 1865. The G&CU was a much older operation – predating the Chicago, St. Paul and Fond du Lac by almost 20 years. Chartered in 1836, the company was the first railroad to have a presence in Chicago, where it commenced service in 1848. By the time the CNW showed interest, the railroad had failed to actually make it to its namesake of Galena, but was nonetheless operating regular services between Chicago and Freeport, Illinois. Due to its predating of the Chicago, St. Paul and Fond du Lac, the Galena and Chicago Union is often considered the true predecessor of the CNW.

As the 19th century progressed, the CNW would continue its expansion through further acquisitions, buying:


The CNW also acquired a majority stockholding in the Chicago, St. Paul, Minneapolis, and Omaha Railway in 1882, but didn’t officially merge with the company, instead allowing it to remain a subsidiary for almost the entire lifespan of the CNW.

Throughout these years, the CNW maintained both passenger and freight services. However, it was reliant primarily on the latter for delivering profitability. Potatoes from the west were the railroad’s most lucrative commodity, with the shipment of corn, sugar beets and wheat also playing a major role in the railroad’s early success.

Trials in the 20th Century

In the first decades of the 20th century, the CNW entered into an agreement with the Union Pacific to jointly operate two transcontinental passenger services; the Pacific Limited, and the City of Los Angeles. Under the agreement, the trains would be branded as Union Pacific services, but would utilize CNW trackage across the heartland and into Chicago.

The Great Depression hit the CNW hard, with the carrier experiencing a sharp decrease in both freight and passenger revenue. This resulted in the railroad declaring bankruptcy in 1935 – a financial crisis which it wouldn’t emerge from until after the Second World War. Despite the financial strain, the railroad rebranded its Twin Cities to Chicago passenger service as the 400 in 1935 (so named for the 400 miles between the destinations, which could be traveled by rail in about 400 minutes) and introduced newly rebuilt streamlined steam locomotives, decked out in a striking new yellow and green paint scheme. In 1939 the railroad additionally invested in a new fleet of modern EMD E3 diesel locomotives and a roster of lightweight passenger coaches.  

Roger Puta Photo (right)

While the upturn in traffic caused by the Second World War helped the railroad to emerge from bankruptcy, the success was short lived. By the early 1950s, the CNW was experiencing the same issues plaguing most other railroads; increasing competition from road and air travel. Despite this, the railroad continued to modernize, expanding their high speed 400 Series brand across other city to city routes, while continuing to host the Union Pacific’s high priority cross country trains at their Chicago terminal.  

Despite these improvements, the railroad was on a gradual downward spiral. While changing trends were indeed affecting the railroad, it was also becoming a victim of its own success, having expanded to a point where it was becoming increasingly difficult to maintain the system in a profitable manner. Deferred maintenance became commonplace on secondary lines, and in 1955, the Union Pacific pulled out of their terminal usage agreement, transferring their Chicago operations to the Milwaukee Road, citing increasingly deplorable track conditions.  

Turnaround and Later Years

Roger Puta Photos

A change in management during the second half of the 1950s allowed the CNW to make some improvements. The final steam locomotives were replaced with diesel power in 1956, and better business decisions in the ensuing years allowed for several more acquisitions, giving the railroad a direct link to St. Louis, Des Moines, and Peoria, fortifying the more lucrative freight business. In 1958, the railroad introduced revolutionary new bi-level passenger cars on the 400 Series services, boosting their image (and popularity to a degree).   

Throughout the 1960s, the railroad engaged in negotiations with the Milwaukee Road to merge the two companies, however this would ultimately end without an agreement in 1970. During this time, the CNWs management had begun diversifying outside of railroad operations, and citing the volatile nature of freight railroading, compounded by the breakdown in talks with the Milwaukee Road, decided that they would end their relationship with the rail industry entirely. 

Roger Puta Photo 

In 1972, the rail operations of the business were officially transferred to the employees of the railroad under the new title of the Chicago and North Western Transportation Company with “employee owned” added to the railroad’s iconic logo. One of the first orders of business was to rationalize the system, abandoning the lowest performing secondary lines, and ultimately closing or selling thousands of miles of maintenance-deferred trackage. 

This drastic move was a major financial boost for the railroad, and in 1980, another landmark was achieved with the purchase of a crucial former Rock Island mainline between the Twin Cities and Kansas City, MO. These successes allowed the employees to sell the railroad back into corporate ownership in 1985 with the newly formed CNW Corporation.

In April 1995, the now thriving CNW was wholly purchased by the Union Pacific and merged into their system.  

The Legacy of the Chicago and North Western 

Today the majority of CNW trackage continues to be operated by Union Pacific, and although the railroad was dissolved upon acquisition, many locomotives remained in the CNW’s distinctive yellow and green scheme well into the first and second decades of the 21st century. In Chicagoland, the METRA Commuter Rail system continues to operate over former CNW passenger routes, still utilizing similarly styled bi-level passenger cars to those used on the iconic 400 Series. 

In 2006, the Union Pacific unveiled a CNW inspired heritage unit which continues to carry the adapted legacy scheme to this day, and in 2020, the METRA Commuter Rail system unveiled their own CNW heritage unit, in a scheme more closely resembling that worn by the sleek E3s in the glory days of the CNW.  

Add a Piece of the CNW to Your Collection

Here at Modeltrainstuff, we have an excellent selection of CNW items available in HO and N Scale! From the streamlined 400 Series passenger consists, to the modern GE diesels operated in the final years of service, we have all that you need to build your own CNW legacy in miniature!

Shop CNW Products Here