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There are two sides to any sale of business property: a seller, who believes they're not going to make as much money holding onto the property as they will by taking the purchase money and investing it elsewhere, and a buyer, who believes they can make more money with the property, even after paying for it, than they can by investing the purchase money elsewhere. At the strike price, the seller thinks the property is overvalued and the buyer thinks the property is undervalued. In the case of Conrail, the shareholders received a huge premium over the value of their stock. They believed they were never going to make out as well holding onto the stock, so they very happily sold it. CSX and NS, on the other hand, fully understood that the purchase price was at a big premium, but in their eyes they felt that adding 1/2 of Conrail to each of them made their existing properties significantly more valuable than they would be on their own, and they believed that the 1/2 of Conrail they each got also would become more valuable once combined into CSX and NS, respectively. Time will tell who got the better side of the deal -- Conrail's shareholders, or NS's and CSX's shareholders. So to answer your question, "Why is Conrail gone," the answer is "Because people want to be richer today than they were yesterday. That is the only significant reason for its sale to CSX and NS.
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