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 25, 1998  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
        5.05% Trade Receivables Participation Certificates, Series 1993-1
        and 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 5.05% Trade Receivables
        Participation Certificates, Series 1993-1 and

        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  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%
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 award.  While the trial court has not yet taken action under
this decision,  the amounts of such punitive damages judgments,  if any, are not
expected to be material.  CSXT  believes  that this  February 1999 decision will
expedite the process of full appellate  review of the 1997 trial.  The claims of
20  additional  plaintiffs  for  compensatory  damages are scheduled to be tried
beginning in March 1999.

          CSXT is pursuing an aggressive  legal  strategy.  Management  believes
that any  adverse  outcome  will not be material  to CSXT's  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.

                                       -2-
<PAGE>


                                     PART II
                                     -------

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

          (a)  To the best knowledge of the Registrant, there was no established
               public trading market for the CSX Trade Receivables  Master Trust
               5.05% Trade Receivables Participation Certificates, Series 1993-1
               while  the   certificates   were  outstanding  and  there  is  no
               established  public trading market for the CSX Trade  Receivables
               Master Trust 6.00% Trade Receivables Participation  Certificates,
               Series  1998-1.  Series  1993-1 and Series  1998-1  together  are
               referred to as 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  Certificates  of Servicer to the  Trustee,  copies of which are attached
hereto as Exhibits 99.1 and 99.2. These  certificates  were 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  reports on the  compliance  of the Servicer with 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.  Copies of the reports are attached
hereto as Exhibits 99.3 and 99.4.

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

          None.

                                       -3-
<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.
<TABLE>

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

          (a)  As of December 25, 1998:

<CAPTION>
                                                                      Amount and
                                                                      Nature of
                                              Name and Address of     Beneficial    Percent
 Note                 Security                  Beneficial Owner      Ownership     of Class
-------  -----------------------------------  ---------------------  -------------  ---------
<S>      <C>                                  <C>                    <C>            <C> 

 (1)     5.05% Trade Receivables                      N/A                N/A          N/A
         Participation Certificates,
         Series 1993-1

 (2)     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) Series 1993-1 was redeemed on September 25, 1998.

(2) 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.


                                       -4-
<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,  Owen,  Boor,
                          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  5.05%  Trade
                          Receivables Participation Certificates, Series 1993-1,
                          prepared by CSXT pursuant to Section
                          3.06 of the Agreement.

                  99.2    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.

                  99.3    Report of  independent  auditors  with  respect to the
                          CSXT  Trade  Receivables   Master  Trust  5.05%  Trade
                          Receivables Participation Certificates, Series 1993-1,
                          prepared by Ernst & Young LLP pursuant
                          to Section 3.07 of the Agreement.

                  99.4    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 26, 1998          Submitted a copy of Certificateholders'
                                         Distribution   Date   Statement   dated
                                         January 26,  1998  for  the CSXT  Trade
                                         Receivables    Master    Trust    5.05%
                                         Trade      Receivables    Participation
                                         Certificates,    Series         1993-1.

               February 25, 1998         Submitted a copy of Certificateholders'
                                         Distribution  Date     Statement  dated
                                         February 25, 1998 for    the CSXT Trade
                                         Receivables   Master    Trust     5.05%
                                         Trade    Receivables      Participation
                                         Certificates,    Series         1993-1.

               March 25, 1998            Submitted a copy of Certificateholders'
                                         Distribution    Date   Statement  dated
                                         March  25,  1998 for  the CSXT    Trade
                                         Receivables     Master    Trust   5.05%
                                         Trade      Receivables    Participation
                                         Certificates,    Series         1993-1.

               April 27, 1998            Submitted a copy of Certificateholders'
                                         Distribution    Date   Statement  dated
                                         April  27,  1998 for the CSXT     Trade
                                         Receivables    Master    Trust    5.05%
                                         Trade    Receivables      Participation
                                         Certificates,    Series         1993-1.


                                       -5-
<PAGE>


               May 26, 1998              Submitted a copy of Certificateholders'
                                         Distribution  Date Statement  dated May
                                         26, 1998 for the CSXT Trade Receivables
                                         Master Trust  5.05%  Trade  Receivables
                                         Participation   Certificates,    Series
                                         1993-1.

               June 25, 1998             Submitted a copy of Certificateholders'
                                         Distribution     Date  Statement  dated
                                         June  25,  1998  for the CSXT     Trade
                                         Receivables    Master     Trust   5.05%
                                         Trade       Receivables   Participation
                                         Certificates,    Series         1993-1.

               July 27, 1998             Submitted a copy of Certificateholders'
                                         Distribution     Date  Statement  dated
                                         July  27,  1998  for the CSXT     Trade
                                         Receivables     Master    Trust   5.05%
                                         Trade      Receivables    Participation
                                         Certificates,    Series         1993-1.

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

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

               August 25, 1998           Submitted a copy of Certificateholders'
                                         Distribution    Date   Statement  dated
                                         August 25,  1998 for the CSXT     Trade
                                         Receivables    Master    Trust    5.05%
                                         Trade       Receivables   Participation
                                         Certificates,    Series         1993-1.

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

               September 25, 1998        Submitted a copy of Certificateholders'
                                         Distribution  Date     Statement  dated
                                         September 25, 1998 for   the CSXT Trade
                                         Receivables   Master   Trust      5.05%
                                         Trade        Receivables  Participation
                                         Certificates,     Series        1993-1.

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

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


                                       -6-
<PAGE>


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

               December 28, 1998         Submitted a copy of Certificateholders'
                                         Distribution  Date     Statement  dated
                                         December 28,  1998 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 16, 1999



          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)

          David D. Owen                       Vice     President-Finance     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 16, 1999


                                       -8-
<PAGE>


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


Exhibit
-------

  24.1    Powers of Attorney of Messrs.  Weber, Owen, Boor, 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  5.05%  Trade  Receivables  Participation
          Certificates, Series 1993-1, prepared by CSXT pursuant to Section 3.06
          of the Agreement.

  99.2    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.

  99.3    Report  of  independent  auditors  with  respect  to  the  CSXT  Trade
          Receivables   Master  Trust  5.05%  Trade  Receivables   Participation
          Certificates, Series 1993-1, prepared by Ernst & Young LLP pursuant to
          Section 3.07 of the Agreement.

  99.4    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-
<PAGE>