SECTION 16 OF THE
SECURITIES EXCHANGE ACT OF 1934

POWER OF ATTORNEY



KNOW ALL MEN BY THESE PRESENTS THAT I, Archie W. Dunham,
a member of the Board of Directors of Union Pacific
Corporation,a Utah corporation (the "Company"),
do hereby appoint Thomas E. Whitaker, Michael M. Hemenway,
Trevor L. Kingston and Kari A. Peacock, and each of them
acting individually, as my true and lawful attorney-in-fact
and agent, each with power to act without the other, with full
power of substitution, to execute, deliver and file, for and
on my behalf, and in my name and in my capacity as a director
of Union Pacific Corporation, any and all Forms 4 or Forms 5
under Section 16 of the Securities Exchange Act of 1934 and
the rules and interpretations promulgated thereunder,
and any other documents in support thereof or supplemental or
amendatory thereto, with respect to the ownership by
or attributable to me, directly or indirectly, of equity
securities of the Company, or derivative securities
relating thereto, hereby granting to such attorneys and
agents and each of them full power and authority to do and
perform each and every act and thing whatsoever as
such attorney or attorneys and agents may deem necessary or
advisable to carry out fully the intent of the foregoing
as I might or could do personally or in my capacity as a
director, hereby ratifying and confirming all acts and
things which such attorney or attorneys and agents may do
or cause to be done by virtue of this Power of Attorney.

IN WITNESS WHEREOF, I have executed this Power of
Attorney as of February 28, 2007.


/s/ Archie W. Dunham
__________________________________
Archie W. Dunham