This text examines the history of one of America's most famous railroads, the Erie, and its successor after 1960, the Erie Lackawanna. It covers the period between the Erie's fourth bankruptcy in the late 1930s, and its final liquidation in 1976. The story of this innovative transport company mirrors much of what was happening in American railroading during that time: technological change, governmental over-regulation, model competition, corporate mergers, union 'featherbedding', and uneven executive leadership. The challenges faced by the Erie became increasingly complex and ultimately led to financial collapse. Deciding not to reorganise for the fifth time, the Erie Lackawanna turned over most of its rail operations in 1976 to the Consolidated Rail Corporation (Conrail). Those assets not transferred to Conrail became part of the 'Estate'. This entity sold the remains of the railroad, producing one of the most successful business liquidations in American history.