SECURITIES AND EXCHANGE COMMISSION

                          Washington, D. C. 20549

                                  FORM 10-K

Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934 for the fiscal year ended December 31, 2001   Commission File Number
                                                      1-5447

                     PITTSBURGH & WEST VIRGINIA RAILROAD
           (Exact name of registrant as specified in its charter)

           Pennsylvania                                   25-6002536
      (State of organization)            (I.R.S. Employer Identification No.)

#2 Port Amherst Drive, Charleston, WV               25306-6699
(Address of principal executive offices)            (Zip Code)


         Registrant's telephone number, including area code (304) 926-1124

Securities Registered Pursuant to Section 12(b) of the Act:

                                                   Name of each exchange
   Title of each class                              on which registered
Shares of beneficial interest,                    American Stock Exchange
  without par value

Securities Registered Pursuant to Section 12(g) of the Act:   None


Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirement for the past 90 days:

Yes     X                               No

The aggregate market value of the voting stock held by nonaffiliates of the
registrant as of February 19, 2002 was $12,759,008.

At February 19, 2002, there were 1,510,000 outstanding shares of beneficial
interest.

Notices and communications from the Securities and Exchange Commission for the
registrant may be sent to Robert A. Hamstead, Vice President and
Secretary-Treasurer, #2 Port Amherst Drive, Charleston, WV 25306.


        This amendment is made because the following Financial Statements were
omitted from the original filing.


                                    SIGNATURES

    Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

PITTSBURGH & WEST VIRGINIA RAILROAD


By  /s/ Robert A. Hamstead
    Robert A. Hamstead
    Vice President and Secretary-Treasurer

Date: February 27, 2006






                         Audited Financial Statements

                    PITTSBURGH AND WEST VIRGINIA RAILROAD

                    Years Ended December 31, 2001 and 2000



                               TABLE OF CONTENTS

                                                                     Page

Independent Auditors' Report                                         F-2

Financial Statements:

     Balance Sheet                                                   F-3

     Statement of Operations                                         F-4

     Statement of Changes in
          Shareholders' Equity                                       F-5

     Statement of Cash Flows                                         F-6

     Notes to Financial Statements                                   F-7


     All schedules are omitted for the reason they are not required or are not
applicable.





                                     F-1


                           INDEPENDENT AUDITORS' REPORT



To the Trustees and Shareholders
Pittsburgh & West Virginia Railroad

     We have audited the accompanying balance sheet of Pittsburgh & West
Virginia Railroad as of December 31, 2001 and 2000, and the related statements
of operations, changes in shareholders' equity, and cash flows for each of the
three years in the period ended December 31, 2001.  These financial statements
are the responsibility of the Company's management.  Our responsibility is to
express an opinion on these financial statements based on our audits.

     We conducted our audits in accordance with auditing standards generally
accepted in the United States of America.  Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation.  We believe that our
audits provide a reasonable basis for our opinion.

     In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Pittsburgh & West
Virginia Railroad as of December 31, 2001 and 2000, and the results of its
operations and its cash flows for each of the three years in the period ended
December 31, 2001, in conformity with accounting principles generally accepted
in the United States of America.








/s/ Gibbons & KAwash
January 15, 2002
Charleston, WV

                                     F-2


                        PITTSBURGH & WEST VIRGINIA RAILROAD

                                 BALANCE SHEET

                            December 31, 2001 and 2000



                                                 2001                2000

ASSETS

Rentals receivable under capital lease -
   implicit interest rate of 10%           $  9,150,000        $  9,150,000
Cash                                             49,761              50,548

                                           $  9,199,761        $  9,200,548


LIABILITIES AND SHAREHOLDERS' EQUITY

Liabilities:
   Accounts payable and accrued
      liabilities                          $     22,950        $     23,286

Contingency

Shareholders' equity:
   Shares of beneficial interest,
     without par value.  Authorized
     number of shares - unlimited;
     issued and outstanding -
     1,510,000 shares                         9,145,359           9,145,359
   Income retained in the business               31,452              31,903

                                              9,176,811           9,177,262

                                           $  9,199,761        $  9,200,548








The accompanying notes are an integral part
     of these financial statements.

                                     F-3


                        PITTSBURGH & WEST VIRGINIA RAILROAD

                              STATEMENT OF OPERATIONS

                    Years Ended December 31, 2001, 2000 and 1999



                                              2001        2000        1999

Income available for distribution:
   Cash rental                            $ 915,000   $ 915,000   $  915,000
   Interest on invested funds                   -           301          189
                                            915,000     915,301      915,189

   Less general and administrative
      expenses                               84,951      78,106       82,984

      Net income                          $ 830,049   $ 837,195   $  832,205

Per share:
   Net income                             $     .55   $     .55   $      .55

   Cash dividends paid                    $     .55   $     .55   $      .55




The accompanying notes are an integral part
     of these financial statements.
                                     F-4

                        PITTSBURGH & WEST VIRGINIA RAILROAD

                   STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

                      Years Ended December 2001, 2000 and 1999



                                                                Income
                                         Shares of             retained
                                         beneficial             in the
                                          interest             business

Balance at December 31, 1998          $  9,145,359         $     23,503

     Net income                                -                832,205
     Cash dividends paid                       -               (830,500)

Balance at December 31, 1999             9,145,359               25,208

     Net income                                -                837,195
     Cash dividends paid                       -               (830,500)

Balance at December 31, 2000             9,145,359               31,903

     Net income                                -                830,049
     Cash dividends paid                       -               (830,500)

Balance at December 31, 2001          $  9,145,359         $     31,452






The accompanying notes are an integral part
     of these financial statements.

                                     F-5

                        PITTSBURGH & WEST VIRGINIA RAILROAD

                             STATEMENT OF CASH FLOWS

                   Years Ended December 31, 2001, 2000 and 1999



                                          2001         2000         1999

Cash flows from operating
  activities:
     Net income                       $  830,049   $  837,195   $  832,205
     Adjustments to reconcile
       net income to net cash
       provided by operating
       activities:
         Increase (decrease) in
           accounts payable and
           accrued liabilities              (336)          13          323

              Net cash provided by
                operating activities     829,713      837,208      832,528

Cash flows used in financing
  activities:
     Dividends paid                     (830,500)    (830,500)    (830,500)

        Net (decrease) increase
          in cash                           (787)       6,708        2,028

Cash, beginning of year                   50,548       43,840       41,812

      Cash, end of year               $   49,761   $   50,548   $   43,840







The accompanying notes are an integral part
     of these financial statements.

                                     F-6


                        PITTSBURGH & WEST VIRGINIA RAILROAD

                           NOTES TO FINANCIAL STATEMENTS



1 - Under the terms of a lease which became effective October 16, 1964 (the
    "lease"), Norfolk and Western Railway Company ("Norfolk and Western") -
    (the "lessee") leased all of Pittsburgh & West Virginia Railroad's (the
    "Trust") real properties, including its railroad lines, for a term of 99
    years, renewable by the lessee upon the same terms for additional 99-year
    terms in perpetuity.  The lease provides for a cash rental of $915,000 per
    annum.

    The lease may be terminated by the lessee either by expiration of
    the initial or any renewal term, or by default of Norfolk and Western.  In
    the event of termination, Norfolk and Western is obligated to return to
    the Trust all properties covered by the lease, together with sufficient
    cash and other assets to permit operation of the railroad for a period of
    one year.

    Under the terms of the lease, a noncash settlement account is maintained
    to record amounts due to or due from Norfolk and Western upon termination
    of the lease.  The amount is credited with noncash rent equivalent to:
    (a) the deductions allowable to the Trust, for tax purposes for
    depreciation, amortization or retirements of the leased properties and
    amortization of debt discount and expense; and (b) all other expenses of
    the Trust, except those incurred for the benefit of the shareholders.  The
    settlement account is charged with the cost of capital asset acquisitions
    and expenses of the Trust paid for by Norfolk and Western on behalf of the
    Trust (see Note 2).


2 - Prior to 1983, the lease was accounted for as an operating lease in
    accordance with the Statement of Financial Accounting Standards (SFAS)
    No. 13, "Accounting for Leases", because the railroad assets as accounted
    for under "betterment accounting" were considered similar to land.
    Effective January 1, 1983, the Interstate Commerce Commission (ICC) changed
    the method of accounting for railroad companies from "betterment
    accounting" (which was previously used by the Trust and most railroads) to
    "depreciation  accounting."  The leased assets, under "depreciation
    accounting," are no longer similar to land; and, effective January 1, 1983,
    under the provisions of Statement No. 13, the lease is considered a capital
    lease and the property deemed sold in exchange for rentals receivable under
    the lease.  The preparation of financial statements in conformity with U.S.
    generally accepted accounting principles requires estimates by management.
    Accordingly, as of January 1, 1983, the rentals receivable of $915,000 per
    annum, recognizing renewal options by the lessee to perpetuity, were
    estimated to have a present value of $9,150,000, assuming an implicit
    interest rate of 10%.

    SFAS 107 requires disclosure of the fair value of financial instruments
    for which it is practicable to estimate that value.  Management has
    determined it is not practicable to estimate the fair value of rentals
    receivable under capital lease due to the lack of comparable financial
    instruments.

                                     F-7

    At December 31, 2001 and 2000, the noncash settlement account (see
    Note 1) had a balance of $12,429,042 and $12,067,382, respectively,
    receivable from Norfolk and Western; however, because the account will
    not be settled until the expiration of the lease, no values have been
    reported in the accompanying financial statements for the balance of the
    account or the transactions affecting the balance.


3 - Under the provisions of the lease, the Trust may not issue, without the
    prior written consent of Norfolk and Western, any shares or options to
    purchase shares or declare any dividends on its shares of beneficial
    interest in an amount exceeding the value of the assets not covered by
    the lease plus the annual cash rent of $915,000 to be received under the
    lease, less any expenses incurred for the benefit of shareholders.  At
    December 31, 2001, all net assets are covered by the lease.

    The Trust may not borrow any money or assume any guarantees except with
    the prior written consent of Norfolk and Western.


4 - The Trust was organized in Pennsylvania in 1967 as a business trust and
    has elected to be treated under the Internal Revenue Code as a real
    estate investment trust.  As such, the Trust is exempt from Federal taxes
    on taxable income and capital gains to the extent that they are
    distributed to shareholders.  In order to maintain qualified status, at
    least 95% of ordinary taxable income must be distributed; it is the
    intention of the Trustees to continue to make sufficient distributions of
    ordinary taxable income.



                                     F-8