UNITED STATES
                       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, 1999   Commission file number:  0-25567
                            -----------------                            -------

               CSX Trade Receivables Corporation on behalf of the
                       CSXT Trade Receivables Master Trust
          (Issuer in respect of the CSXT Trade Receivables Master Trust
       6.00% Trade Receivables Participation Certificates, Series 1998-1)
       ------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

              Delaware                                  59-3168541
              --------                                  ----------
   (State or other jurisdiction of                   (I.R.S. Employer
   incorporation or organization)                   Identification No.)

              Route 688
            P. O. Box 87
          Doswell, Virginia                                23047
          -----------------                                -----
(Address of principal executive offices)                 (Zip Code)

       Registrant's telephone number, including area code: (804) 876-3220
                                                           --------------

Securities registered pursuant to Section 12(b) of the Act:  None

Securities registered pursuant to Section 12(g) of the Act:

        CSXT Trade Receivables Master Trust 6.00% Trade Receivables
        Participation Certificates, Series 1998-1

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
requirements for the past 90 days. Yes (X) No ( )

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. (X)

State the aggregate market value of the voting stock held by  non-affiliates  of
the Registrant. Not Applicable.


<PAGE>


                                     PART I
                                     ------

Item 1.   Business.

          Omitted  pursuant to a no-action  letter  dated  February 4, 1994 (the
"No-Action  Letter"),  issued by the Commission staff with respect to certain of
the Registrant's  reporting  requirements pursuant to Section 13 or 15(d) of the
Act.


Item 2.   Properties.

          Pursuant  to the  No-Action  Letter,  reference  is made to the Annual
Certificates of Servicer referred to in Items 8 and 14 hereof.


Item 3.   Legal Proceedings.

               In September  1997, a state court jury in New Orleans,  Louisiana
returned a $2.5 billion punitive damages award against CSX Transportation,  Inc.
("CSXT").  The award was made in a class action lawsuit  against a group of nine
companies  based on personal  injuries  alleged to have arisen from a 1987 fire.
The fire was caused by a leaking  chemical  tank car  parked on CSXT  tracks and
resulted in the 36-hour  evacuation of a New Orleans  neighborhood.  In the same
case,  the  court  awarded  a group of 20  plaintiffs  compensatory  damages  of
approximately  $2 million against the  defendants,  including CSXT, to which the
jury  assigned  15  percent  of the  responsibility  for  the  incident.  CSXT's
liability under that  compensatory  damages award is not material,  and adequate
provision was made for the award in a prior year.

          In October 1997,  the  Louisiana  Supreme Court set aside the punitive
damages  judgment,  ruling the judgment  should not have been entered  until all
liability  issues were resolved.  In February 1999, the Louisiana  Supreme Court
issued a further decision,  authorizing and instructing the trial court to enter
individual  punitive  damages  judgments in favor of the 20  plaintiffs  who had
received awards of compensatory  damages, in amounts representing an appropriate
share of the jury's  awards.  The trial court on April 8, 1999 entered  judgment
awarding approximately $2 million in compensatory damages and approximately $8.5
million in punitive damages to those 20 plaintiffs.  Approximately  $6.2 million
of the punitive  damages  awarded were assessed  against  CSXT.  CSXT then filed
post-trial   motions  for a new  trial  and  for  judgment  notwithstanding  the
verdict as to the April 8 judgment.

          The new trial  motion was denied by the trial court in August of 1999.
On November 5, 1999,  the trial court  issued an opinion  which  granted  CSXT's
motion for  judgment  notwithstanding  the verdict and  effectively  reduced the
amount of the punitive  damages verdict from $2.5 billion to $850 million.  CSXT
believes   that  this  amount  (or  any  amount  of  punitive  damages)
is unwarranted and intends to pursue its full appellate remedies with respect to
the 1997 trial as well as the trial judge's  decision on the motion for judgment
notwithstanding the verdict. The compensatory damages awarded by the jury in the
1997  trial  were also  substantially  reduced  by the trial  judge.  A judgment
reflecting the $850 million  punitive award has been entered  against CSXT. CSXT
has obtained and posted an appeal bond in the amount of $895 million, which will
allow it to appeal the 1997  compensatory and punitive awards, as reduced by the
trial judge.

          A trial for the claims of 20 additional  plaintiffs  for  compensatory
damages  began on May 24, 1999. In early July,  the jury in that trial  rendered
verdicts  totaling  approximately  $330  thousand  in  favor  of 18 of  those 20
plaintiffs.  Two plaintiffs received nothing;  that is, the jury found that they
had not proved any damages.  Management  believes that this result,  while still
excessive,  supports  CSXT's  contention  that the  punitive  damages  award was
unwarranted.

                                     - 2 -
<PAGE>

          CSXT  continues to pursue an  aggressive  legal  strategy.  Management
believes that any adverse outcome will not be material to its overall results of
operations  or financial  position,  although it could be material to results of
operations in a particular quarterly accounting period.

          The  Registrant   knows  of  no  additional   material  pending  legal
proceedings  involving  any of the CSXT  Trade  Receivables  Master  Trust  (the
"Trust"), CSX Trade Receivables Corporation,  CSXT, or The Chase Manhattan Bank,
formerly known as Chemical Bank, as trustee (the  "Trustee") with respect to the
Trust.


Item 4.   Submission of Matters to a Vote of Security Holders.

          None.


                                     - 3 -

<PAGE>


                                     PART II
                                     -------

Item 5.   Market for Registrant's Common Equity and Related Stockholder Matters.

          (a)  To the best knowledge of the Registrant,  there is no established
               public trading market for the CSX Trade Receivables  Master Trust
               6.00% Trade Receivables Participation Certificates, Series 1998-1
               (the "Certificates").

          (b)  The  Certificates are represented by one or more  certificates
               registered in the name of Cede & Co. ("Cede"), the nominee of The
               Depository Trust Company ("DTC").

          (c)  Omitted pursuant to the No-Action Letter.


Item 6.   Selected Financial Data.

          Omitted pursuant to the No-Action Letter.


Item 7.   Management's Discussion and Analysis of Financial Condition and
          Results of Operation.

          Omitted pursuant to the No-Action Letter.


Item 8.   Financial Statements and Supplementary Data.

          CSXT, as servicer (in such capacity, the "Servicer") has delivered the
Annual  Certificate  of  Servicer  to the  Trustee,  a copy of which is attached
hereto as Exhibit 99.1. The certificate was provided pursuant to Section 3.06 of
the Amended and Restated Pooling and Servicing Agreement dated as of October 27,
1993, as such Agreement has been amended and supplemented (the "Agreement").

          Pursuant  to  Section  3.07 of the  Agreement,  Ernst & Young  LLP has
furnished a report on  management's  assertion  regarding the  compliance of the
Servicer  with  certain  terms  and  conditions  in  the  Agreement  and  on the
comparison   of   mathematical   calculations   of  amounts  set  forth  in  the
Certificateholders'  Distribution  Date Statements with the Servicer's  computer
records,  with  respect to the  Certificates.  A copy of the report is  attached
hereto as Exhibits 99.2.


Item 9.   Changes in and Disagreements with Accountants on Accounting and
          Financial Disclosure.

          None.

                                     - 4 -
<PAGE>


                                    PART III
                                    --------

Item 10.  Directors, Executive Officers, Promoters and Control Persons of the
          Registrant.

          Omitted pursuant to the No-Action Letter.


Item 11.  Executive Compensation.

          Omitted pursuant to the No-Action Letter.

Item 12.  Security Ownership of Certain Beneficial Owners and Management.

          (a)  As of December 31, 1999:
<TABLE>
<CAPTION>

                                                                       Amount and
                                                                       Nature of
                                               Name and Address of     Beneficial    Percent
 Note                  Security                  Beneficial Owner      Ownership     of Class
--------  -----------------------------------  ---------------------  -------------  ---------
<S>       <C>                                  <C>                    <C>            <C>
  (1)     6.00% Trade Receivables              Cede & Co.                 100%         100%
          Participation Certificates,          c/o The Depository      Nominee of
          Series 1998-1                            Trust Company          The
                                               55 Water Street         Depository
                                                New York, NY 10041       Trust
                                                                        Company
</TABLE>

(1) The Certificates are represented by one or more  certificates  registered in
    the name of Cede, the nominee of DTC. An investor holding an interest in the
    Trust is not entitled to receive a  certificate  representing  such interest
    except in limited  circumstances.  Accordingly,  Cede is the sole  holder of
    record of Certificates, which it holds on behalf of brokers, dealers, banks,
    and other direct  participants in the DTC system.  Such direct  participants
    may hold  Certificates  for their own  accounts or for the accounts of their
    customers.

          (b)  Omitted pursuant to the No-Action Letter.

          (c)  Omitted pursuant to the No-Action Letter.


Item 13.  Certain Relationships and Related Transactions.

          There  have not  been,  and  there  are not  currently  proposed,  any
transactions or series of transactions, to which either the Registrant, CSXT, as
Servicer,  or the  Trustee,  on  behalf  of  the  Trust,  is a  party  with  any
Certificateholder  who owns of record or beneficially  more than five percent of
the Certificates.  Information regarding servicing compensation received by CSXT
is set forth in the  Certificateholders'  Distribution  Date Statements filed on
Form 8-K, as referenced under Item 14 hereof.


                                     - 5 -
<PAGE>


                                     PART IV
                                     -------

Item 14.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K.

          (a)  Exhibits.

                  24.1    Powers of Attorney of Messrs.  Weber, Boor, Crain,
                          Goolsby, and Grandis as Directors  and/or Officers of
                          CSX Trade Receivables Corporation.

                  99.1    Annual  Certificate  of Servicer  with  respect to the
                          CSXT  Trade  Receivables   Master  Trust  6.00%  Trade
                          Receivables Participation Certificates, Series 1998-1,
                          prepared  by  CSXT  pursuant  to  Section  3.06 of the
                          Agreement.

                  99.2    Report of  independent  auditors  with  respect to the
                          CSXT  Trade  Receivables   Master  Trust  6.00%  Trade
                          Receivables Participation Certificates, Series 1998-1,
                          prepared by Ernst & Young LLP pursuant to Section 3.07
                          of the Agreement.


(b)       Reports on Form 8-K.

               Date of Form 8-K          Description of Form 8-K
               ----------------          -----------------------

               January 25, 1999          Submitted a copy of Certificateholders'
                                         Distribution  Date Statement   dated
                                         January 25, 1999 for the CSXT Trade
                                         Receivables  Master  Trust  6.00% Trade
                                         Receivables Participation Certificates,
                                         Series 1998-1.

               February 25, 1999         Submitted a copy of Certificateholders'
                                         Distribution  Date     Statement  dated
                                         February 25, 1999 for   the CSXT Trade
                                         Receivables Master Trust   6.00% Trade
                                         Receivables Participation Certificates,
                                         Series 1998-1.

               March 25, 1999            Submitted a copy of Certificateholders'
                                         Distribution  Date Statement dated
                                         March 25,  1999 for the CSXT  Trade
                                         Receivables  Master  Trust  6.00% Trade
                                         Receivables Participation Certificates,
                                         Series 1998-1.

               April 26, 1999            Submitted a copy of Certificateholders'
                                         Distribution  Date Statement dated
                                         April 26,  1999 for the CSXT  Trade
                                         Receivables  Master  Trust  6.00% Trade
                                         Receivables Participation Certificates,
                                         Series 1998-1.

               April 26, 1999            Submitted a copy of Certificateholders'
                                         Distribution Date Statement, as
                                         amended,  dated  April  26,  1999 for
                                         the CSXT  Trade  Receivables  Master
                                         Trust  6.00%  Trade  Receivables
                                         Participation  Certificates,  Series
                                         1998-1.

               May 25, 1999              Submitted a copy of Certificateholders'
                                         Distribution  Date Statement  dated May
                                         25, 1999 for the CSXT Trade Receivables
                                         Master Trust 6.00%  Trade Receivables
                                         Participation Certificates, Series
                                         1998-1.

                                     - 6 -
<PAGE>



               June 25, 1999             Submitted a copy of Certificateholders'
                                         Distribution  Date Statement dated June
                                         25, 1999 for the CSXT Trade Receivables
                                         Master Trust 6.00%  Trade Receivables
                                         Participation Certificates, Series
                                         1998-1.

               July 26, 1999             Submitted a copy of Certificateholders'
                                         Distribution  Date Statement dated July
                                         26, 1998 for the CSXT Trade Receivables
                                         Master Trust 6.00% Trade Receivables
                                         Participation Certificates, Series
                                         1998-1.

               August 25, 1999           Submitted a copy of Certificateholders'
                                         Distribution  Date Statement   dated
                                         August 25,  1999 for the CSXT Trade
                                         Receivables  Master  Trust  6.00% Trade
                                         Receivables Participation Certificates,
                                         Series 1998-1.

               September 27, 1999        Submitted a copy of Certificateholders'
                                         Distribution  Date    Statement  dated
                                         September 27, 1999 for   the CSXT Trade
                                         Receivables Master Trust  6.00% Trade
                                         Receivables Participation Certificates,
                                         Series 1998-1.

               October 25, 1999          Submitted a copy of Certificateholders'
                                         Distribution  Date Statement  dated
                                         October 25, 1999 for the CSXT Trade
                                         Receivables  Master  Trust 6.00% Trade
                                         Receivables Participation Certificates,
                                         Series 1998-1.

               November 26, 1999         Submitted a copy of Certificateholders'
                                         Distribution  Date   Statement  dated
                                         November 26, 1999 for   the CSXT Trade
                                         Receivables Master Trust  6.00% Trade
                                         Receivables Participation Certificates,
                                         Series 1998-1.

               December 27, 1999         Submitted a copy of Certificateholders'
                                         Distribution  Date    Statement  dated
                                         December 27, 1999 for   the CSXT Trade
                                         Receivables Master Trust   6.00% Trade
                                         Receivables Participation Certificates,
                                         Series 1998-1.

          (c)  Omitted pursuant to the No-Action Letter.

          (d)  Omitted pursuant to the No-Action Letter.

                                     - 7 -
<PAGE>


                                   SIGNATURES
                                   ----------

          Pursuant to the  requirements 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.

                                          CSXT TRADE RECEIVABLES MASTER TRUST

                                      By: CSX TRADE RECEIVABLES CORPORATION

                                          /s/ ROBERT M. PEEBLES
                                          ---------------------
                                              Robert M. Peebles
                                              Vice President - Accounting
                                              (Principal Accounting Officer)


Date:  March 22, 2000



          Pursuant to the  requirements of the Securities  Exchange Act of 1934,
this  report has been  signed  below by the  following  persons on behalf of the
registrant and in the capacities and on the dates indicated.


          Signatures                          Title
          ----------                          -----

          Gregory R. Weber                    Chairman of the Board, President,
                                              Treasurer, and Director (Principal
                                              Executive Officer) (a)

          Bohn H. Crain                       Vice President, Assistant
                                              Treasurer and Director (Principal
                                              Finance Officer) (a)

          David A. Boor                       Director (a)

          Allen C. Goolsby, III               Director (a)

          Leslie A. Grandis                   Director (a)



(a)       /s/  ELLEN M. FITZSIMMONS
          -------------------------
          Ellen M. Fitzsimmons, Attorney-in-Fact
                                March 21, 2000


                                     - 8 -
<PAGE>


                                  EXHIBIT INDEX
                                  -------------


Exhibit
-------

  24.1    Powers of Attorney of Messrs. Weber, Boor, Crain, Goolsby, and Grandis
          as Directors and/or Officers of CSX Trade Receivables Corporation.

  99.1    Annual  Certificate  of  Servicer  with  respect  to  the  CSXT  Trade
          Receivables   Master  Trust  6.00%  Trade  Receivables   Participation
          Certificates, Series 1998-1, prepared by CSXT pursuant to Section 3.06
          of the Agreement.

  99.2    Report  of  independent  auditors  with  respect  to  the  CSXT  Trade
          Receivables   Master  Trust  6.00%  Trade  Receivables   Participation
          Certificates, Series 1998-1, prepared by Ernst & Young LLP pursuant to
          Section 3.07 of the Agreement.


                                     - 9 -