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Regional railroad in the Northeastern United States

The Providence and Worcester Railroad (P&W; ) is a Class II railroad operating 612 mile (985 km) of tracks in Rhode Island, Massachusetts, and Connecticut, as well as New York via trackage rights. The company was founded in 1844 to build a railroad between Providence, Rhode Island, and Worcester, Massachusetts, and ran its first trains in 1847. A successful railroad, the P&W subsequently expanded with a branch to East Providence, Rhode Island, and for a time leased two small Massachusetts railroads. Originally a single track, its busy mainline was double tracked after a fatal 1853 collision in Valley Falls, Rhode Island. The P&W operated independently until 1888, when the New York, Providence and Boston Railroad (NYP&B) leased it; four years later, the New York, New Haven and Hartford Railroad obtained the lease when it purchased the NYP&B. The P&W continued to exist as a company, as special rules protecting minority shareholders made it prohibitively expensive for the New Haven to purchase the company outright. The New Haven continued to lease the Providence and Worcester for 76 years, until the former was merged into Penn Central (PC) at the end of 1968. Penn Central demanded the shareholder rules keeping P&W alive be rewritten, and also threatened to abandon the company's tracks. In response, a group of P&W shareholders launched a fight with PC, asking the Interstate Commerce Commission (ICC) to cancel the lease and let the P&W leave the New Haven's merger and go free. Against expectations, the ICC agreed, and after court battles, P&W prevailed and began operating independently again after 85 years. Upon regaining its independence, the railroad purchased railroad lines from the Boston and Maine Railroad and PC successor Conrail in the 1970s and 1980s. The company turned a profit operating lines bigger companies lost money on, and invested heavily in its infrastructure. P&W also absorbed a number of shortline railroads in Connecticut and Rhode Island. Entering the 1990s, P&W had expanded to several hundred miles of track. After several of the company's largest customers shut down or ended rail service during this decade, the railroad responded by expanding interchange with other railroads. P&W also signed an agreement to run unit trains of crushed stone from Connecticut quarries to Queens, New York, over the Northeast Corridor. In 2016, the Providence and Worcester was purchased by railroad holding company Genesee & Wyoming, without significant changes to operations. P&W is headquartered in Worcester, and maintains significant facilities there, in Valley Falls, in Plainfield, Connecticut, and in New Haven, Connecticut. It operates a variety of GE and EMD diesel locomotives. P&W serves major ports in New Haven, Providence, and Davisville, Rhode Island (the latter via a connection to switching and terminal railroad Seaview Transportation Company). In addition to the lines it directly owns and operates, P&W freight trains share tracks with Amtrak, Metro North Railroad, and MBTA Commuter Rail passenger trains on the Northeast Corridor and two Metro North branches in Connecticut. Key commodities carried by P&W include lumber, paper, chemicals, steel, construction materials and debris, crushed stone, automobiles, and plastics. While the company is primarily a freight railroad, it has since the 1980s occasionally operated passenger excursions, using refurbished passenger cars purchased from Amtrak.

The Providence and Worcester Railroad (P&W) was preceded by the Blackstone Canal, which opened between Providence, Rhode Island, and Worcester, Massachusetts, in 1828. While initially somewhat successful, the canal's business was severely harmed by the completion of the Boston and Worcester Railroad between its namesake cities in 1835, with shippers fleeing the slow and unreliable canal for rail transport. Providence therefore lost much of the business the canal had provided, and residents began to plan a response to the opening of the Boston and Providence. The canal company went bankrupt after its canal was severely damaged by flooding in 1841, and was forced to petition the state of Rhode Island for additional funds. The canal also competed for water with the many mills along the Blackstone Valley, which used water power to operate their machinery. As plans for other railroads across New England began, in January 1844 a group of citizens, primarily from Providence, petitioned the Rhode Island General Assembly for a charter to build a railroad from Providence to the Massachusetts state line. This group also petitioned the Massachusetts General Court for a charter to build in that state from the state line to Worcester. The canal was shut down in 1848, shortly after the railroad was completed.

Many immigrants helped build the Providence and Worcester Railroad, particularly from Ireland. The line opened in two sections: the part south of Millville on September 27, 1847, and the rest on October 20. The line from Providence to Central Falls was shared with the Boston and Providence Railroad, which at the same time built a connection from its old line (which ended at India Point via East Providence) over to the P&W. The companies shared the P&W built Providence Union Station, which opened in 1848; the station was also served by New York, Providence and Boston Railroad (commonly known as the Stonington Line) trains. This station was originally planned to be placed over the Great Salt Cove, a large cove in the city; public opposition led by Zachariah Allen convinced the city to preserve the cove and change the station's location. Construction was more expensive than anticipated, due to difficulties encountered in building earthworks and to the relatively high prices for iron and labor from 1845 to 1847. The company also spent much money on a large depot in Providence. Still, healthy traffic made the company profitable quickly and to the end of its independent operation. The opening of the P&W and other railroads spurred the region's commercial growth; Providence in particular developed textile, jewelry, and metals industries. To better reach the docks in Providence, tracks were constructed south towards the water along city streets between 1852 and 1853, eventually reaching Fox Point where steamships docked. In May 1853, the owners of the Norfolk County Railroad (NCR) attempted a hostile takeover of the Providence and Worcester. They wanted to use the P&W to route more traffic along their NCR, which was bankrupt as a result of insufficient business, and so increase the value of NCR stock. and moved to add ten members to the company's board of directors.

The Providence and Worcester leased two other railroads: the Milford and Woonsocket Railroad in 1868, and the Hopkinton Railroad, a northward extension of the Milford and Woonsocket, in 1872. Neither company directly connected to any P&W line; the leases were motivated by a desire to prevent either company from competing with the P&W for traffic. Both leases expired in 1883, with the two railroads resuming independent operation that year; the Milford and Woonsocket took over the Hopkinton the following year. Following an 1872 agreement with the New Jersey Central Railroad and a coal company to build a coal dock near Providence, the company began construction in 1874 on the 7 mile (11 km) long East Providence Branch between Valley Falls and East Providence. The branch opened the same year, and provided an alternate routing for coal imports that avoided the use of horses through downtown Providence. The East Providence Branch briefly saw passenger service between 1893 and 1896; it was otherwise exclusively used for freight trains. The completion of the branch increased the importance of Valley Falls to the P&W, and in 1878 the company completed a new engine house there. This was followed in the next few years by a variety of repair and maintenance shops, which were all relocated from sites in Providence. An early form of railroad signaling was completed on the joint P&W B&P line through Providence and Pawtucket in 1882, and upon proving successful it was expanded to the entire P&W main line by 1884, making the P&W the very first American railroad to fully signalize its main line with electric signals.

From the 1870s onward, several railroad companies in New England began a wave of consolidation, leasing or merging other lines to form large networks. The P&W ignored this trend, although it had opportunities to combine with several of its connections at Worcester. The first of the larger companies to approach the P&W was the Stonington Line (formally the New York, Providence and Boston Railroad), the Providence and Worcester's southern connection in Providence. In February 1888, the Stonington Line announced plans to lease the Providence and Worcester Railroad, effective May 1, 1888, subject to approval by shareholders of both companies. The Stonington Line agreed to pay $310,000 ($ in 2021) per year, plus up to $50,000 a year in stock related payments, in exchange for the lease. As part of the lease, the Stonington also agreed to maintain all P&W trackage and equipment to high standards. A member of the special committee appointed by the P&W board of directors, at the vote to ratify the lease, noted that "there were 372 women stockholders, representing 8,975 shares, equivalent at par to $897,500a peculiar holding which was not found in any other corporation in the country." That year, the New Haven attempted to get a bill passed in the Rhode Island General Assembly that would allow it to condemn the shares of minority shareholders who owned stock in the companies it leased, as long as the New Haven held a simple majority of all shares. Due to significant opposition, most fiercely by the Providence and Worcester Railroad, this attempt was defeated; the bill was amended to require the owning railroad to hold at least 75 percent of a company's shares before condemnation of minority shareholders' shares was possible. This meant that the New Haven could not purchase the P&W unless it was willing to buy 75 percent of the company's shares, securing the P&W's continued existence as a company. Despite its objections, and threatening to the ICC that it would abandon the Providence and Worcester's tracks if it were forced to include it in the merger, Penn Central was ordered to assume operation of the P&W when the New Haven was finally merged into PC at the end of 1968.

The New Haven had purchased a number of the P&W's shares in the three quarters of a century it had held the lease, holding 28 percent of the company's total shares by the time Penn Central took over. While the New Haven had long tolerated the peculiar rules that kept the P&W alive as a company, the railroad's new lessor was not willing to tolerate them any longer and demanded the voting rules and clauses that heavily restricted its control be rewritten. The same rules that left the New Haven unable to take over the P&W also frustrated the Penn Central, which found itself with only three percent voting power, despite both leasing the company and inheriting the New Haven's portion of the company's shares. As part of its order requiring Penn Central to take over the P&W under the terms of the lease, the ICC also required the P&W to change its voting clauses by June 30, 1969, or else Penn Central would be allowed to take direct control and be able to proceed with abandonment. Eder and the rest of the P&W leadership had considered seeking merger into another railroad, such as the Boston and Maine Railroad (B&M) or the Norfolk and Western Railway (though the latter company did not connect to the Providence and Worcester, at that time it was considering a purchase of the Delaware and Hudson Railway). Now, however, time was short and the previously half hearted idea of returning the P&W to independence was the best path to saving the company. Ignoring Penn Central's objections, in 1969 the P&W incorporated a new version of the company in Delaware and merged the existing company into the new one, while maintaining the voting rules from the company's original 1844 charter; this was done for "the simplification of the corporate structure" of the company. Then, on April 6, 1970, the P&W formally asked the ICC to allow their company to exit the New Haven merger and become independent; the previously commissioned report was updated and found profitable operations feasible. While it did not want the P&W, Penn Central was unwilling to allow this to happen either, as it wanted both to continue serving large customers in East Providence and Worcester and access to the P&W's real estate holdings in Providence, leading to a series of court battles. On February 3, 1973, the Providence and Worcester Railroad became an independent railroad again after 85 years.

The newly independent P&W began with 45 mile (72 km) of track between its two namesake cities in addition to the East Providence Branch and two isolated Penn Central lines (3 mile (5 km) from Slatersville to Woonsocket and a 1 mile (2 km) branch at Valley Falls) which were transferred as well. For motive power, P&W initially operated a small fleet of five ALCO RS 3 locomotives, plus five cabooses, all leased from fellow Northeastern United States railroad Delaware and Hudson Railway. The Providence and Worcester found its first opportunity for expansion in a recently abandoned line cast off by the Boston and Maine Railroad (B&M). In 1974, P&W purchased this 23 mile (37 km) long branch between Worcester and Gardner, Massachusetts, from B&M, connecting it with the latter company's main line. Penn Central had not forgotten how the P&W had escaped from its control, and created delays in car interchange between itself and the P&W, until the latter company once again appealed to the ICC for assistance. The new connection with the B&M in Gardner allowed P&W access to a more friendly interchange partner. Almost immediately, the independent P&W was recognized for providing exemplary service to its customers, in direct contrast with Penn Central; in 1974 the Rhode Island Department of Transportation recommended giving sole responsibility for all freight rail in Providence to P&W. Needing a more permanent solution than its leased ALCOs, P&W first reached out to dominant American locomotive manufacturers GE Transportation and General Motors' Electro Motive Division, but both refused to give the newly independent company quotes for new locomotives. Shunned by American manufacturers, P&W turned to Montreal Locomotive Works (MLW), the Canadian affiliate of ALCO which survived ALCO's dissolution in 1969. MLW saw an opportunity to sell its first locomotives in America, and accepted P&W's order for five new MLW M 420R locomotives, tagging on to an order for 80 M 420s by Canadian National Railway. These new locomotives became the backbone of the Providence and Worcester fleet, and the older RS3s were given back to the Delaware and Hudson. The federal government created the United States Railway Association (USRA) in 1974 to manage the formation of Conrail, which was to take over a number of bankrupt railroads in the Northeast, including Penn Central. Penn Central owned a 71 mile (114 km) line that connected Worcester to Groton, Connecticut, via Plainfield, Connecticut. The USRA decided to include only the portion between Groton and Plainfield in Conrail, with the remaining portion reverting to its original owner: the Norwich and Worcester Railroad (N&W). The N&W had been leased by a variety of railroads since 1869, but was now independent again, and proposed to resume operating its portion of the line. Seeing an opportunity for expansion, the Providence and Worcester made a bid for the line from Plainfield to Worcester as well, winning the support of Connecticut business groups, unions, and Chris Dodd, at the time a U. S. Representative. The latter stated in January 1974 that it was "extremely questionable whether the Norwich and Worcester has demonstrated the ability to provide even minimal service to eastern Connecticut". The USRA found the arguments of the Providence and Worcester and its supporters that it was in a better position to take over the line on account of its years of profitable operations persuasive, and transferred it to the railroad later that year. The remaining 27 mile (43 km) of the N&W went to Conrail, but the Providence and Worcester was not satisfied with its share of the line and sought to acquire the rest of the line from the newly formed railroad. Conrail initially was unprofitable, and in 1976 the Providence and Worcester approached the company with an offer to buy its 27 mile line between Plainfield and Groton. Conrail was unwilling to give up the line, which was one of its most profitable in the state, leading the Connecticut Department of Transportation to request that the federal government order the line transferred that year. The following year, Conrail was forced to sell the line, due to the law that established the company requiring it to sell lines to any private companies offering a fair price. While P&W wanted all 530 mile (853 km) of Conrail's lines in Southern New England, it had to compete with the Boston & Maine, at the time in the sights of newly formed Guilford Transportation Industries, which bought portions of Conrail's network in Connecticut.

The Providence and Worcester further expanded into Connecticut in 1993, when it purchased Conrail's line between Cedar Hill Yard in North Haven and Middletown. Between November 1993 and June 1994, the railroad improved the line in cooperation with the Connecticut Department of Transportation, replacing more than 5,000 ties and 7000 feet (2134 m) of rail in a $650,000 project. After the project was complete, its speed limit increased from 10 to 25 miles per hour. In the mid 1990s, P&W traffic decreased when a number of its major customers closed or moved. In response, the company expanded interchange traffic with other railroads. The company reached an agreement in 1996 for trackage rights over the Northeast Corridor between New Haven and the New York and Atlantic Railway's Fresh Pond Junction yard in Queens, New York. The Providence and Worcester uses the tracks to haul stone between its connection with the Branford Steam Railroad and New York City.

For many years, the Providence and Worcester Railroad held real estate in Rhode Island and Massachusetts. P&W retained ownership of parts of the Northeast Corridor upon gaining independence; following Amtrak's assumption of passenger service on the corridor in 1976, it signed an agreement with P&W in 1978 to take ownership of P&W owned parts of the corridor in exchange for making P&W's freight rights on Amtrak lines permanent. In 1976, the railroad began building the South Quay Marine Terminal in East Providence, next to the terminus of the East Providence Branch. P&W filled in a portion of the Providence River and planned to turn it into a major shipping facility, but failed to find a partner to develop the project. The land went unused for decades, and P&W finally sold it in 2019 to RI Waterfront Enterprises, which in September 2022 began developing the site to support construction of wind turbines. Several P&W built stations are preserved. In addition to the Woonsocket station, which still sees seasonal passenger service from P&W's Polar Express trains, freight or passenger stations also exist in Manville, Rhode Island; Uxbridge, Massachusetts (Uxbridge station); and Whitinsville, Massachusetts.