Canadian Pacific (TSX:CP)(NYSE:CP) today announced it has received 72-hour strike notice from the Teamsters Canada Rail Conference (TCRC), which represents 4,800 engineers, conductors and rail traffic controllers in Canada. 

While the parties continue to meet with the assistance of the Federal mediator and conciliator service, the 72-hour notice issued by the union means a work stoppage can occur as early as 0001 on May 23, 2012.

In the event there is a work stoppage, CP will proceed with a safe and structured shut down of its train operations in Canada.

“CP believes the offer it has presented the union is fair and reasonable.  We are willing to enter into binding arbitration or negotiation period extensions should an agreement not be reached at this stage,” said Executive Vice President and Chief Operations Officer Mike Franczak. “This would ensure the continued operations of freight and commuter trains on CP’s Canadian Network for the benefit of our customers, communities we serve and the economy at large. Any extension to the bargaining process requires consent of the union or action of the federal government.”

CP, which contributed approximately $1.9 billion of solvency deficit contributions to its pension plan over the past three years, requires changes to legacy pension and post-retirement benefits to make them industry-comparable. Among the range of proposed amendments, some of the options provide guaranteed pension payment that is a multiple of average Canadian industrial pension payment and exceeds what this union has already agreed to for the majority of its members at another major Canadian railway.

“The offer on pension aligns with the industry and allows the railway to remain competitive as we invest in strategic infrastructure upgrades along our network,” said Franczak.

Note on forward-looking information

This news release contains certain forward-looking statements relating but not limited to our operations, proposed investments, anticipated financial performance and business prospects. Undue reliance should not be placed on forward-looking information as actual results may differ materially.

By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties. Forward-looking statements are not guarantees of future performance. Factors that could affect forward-looking information include, but are not limited to: changes in business strategies; general North American and global economic, credit and business conditions; inflation; currency and interest rate fluctuations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; actions by regulators; potential increases in maintenance and operating costs; uncertainties of litigation; risks and liabilities arising from derailments; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; technological changes; and various events that could disrupt operations, including severe weather conditions, flooding, earthquakes, labour disputes, risks and liabilities arising from derailments as well as security threats and governmental response to them. Other risks are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States. Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F for a summary of major risks.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

For further information:

Contacts:
Media
Ed Greenberg
Tel:612-849-4717
24/7 Media Pager: 855-242-3674
Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel: 403-319-3591
investor@cpr.ca

Canadian Pacific Railway (TSX: CP) (NYSE: CP) announced results from its 2012 annual meeting of shareholders. Shareholders voted in favour of all items of business. The Company announced its 16 directors, who will serve until the next annual meeting of shareholders, listed as follows:

William Ackman
Gary Colter
Richard George
Paul Haggis
Paul Hilal
Krystyna Hoeg
Tony Ingram
Richard Kelly
The Hon. John Manley, P.C. , O.C.
Rebecca MacDonald
Anthony Melman
Linda Morgan
David Raisbeck
Hartley Richardson, C.M., O.M.
Madeleine Paquin
Stephen Tobias

Following the Annual General Meeting, the Board selected Madeleine Paquin to serve as acting Chair of the Company and issued the following statement:  

“The Board of Directors of Canadian Pacific is united in its commitment to serving the best interests of this great Company. We are confident in the depth and breadth of this Board and its ability to work with the management and all CP employees to serve our customers and communities. We are looking forward to working together to build value for our shareholders.”

The Board appointed a search committee to identify a permanent CEO.

The Board also appointed newly-elected Director, Stephen Tobias, as interim CEO. Mr Tobias is a 40-year veteran of the railroad industry and former Vice Chair and Chief Operations Officer of Norfolk Southern Corporation. In 2008, Tobias was awarded Railway Age’s “Railroader of the Year” award, the industry’s highest honour.

Note on forward-looking information

This news release contains certain forward-looking statements relating but not limited to our operations, proposed investments, anticipated financial performance and business prospects.  Undue reliance should not be placed on forward-looking information as actual results may differ materially.

By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties.  Forward-looking statements are not guarantees of future performance.  Factors that could affect forward-looking information include, but are not limited to: changes in business strategies; general North American and global economic, credit and business conditions; inflation; currency and interest rate fluctuations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; actions by regulators; potential increases in maintenance and operating costs; uncertainties of litigation; risks and liabilities arising from derailments; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; technological changes; and various events that could disrupt operations, including severe weather conditions, flooding, earthquakes, labour disputes, risks and liabilities arising from derailments as well as security threats and governmental response to them.  Other risks are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F for a summary of major risks.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Fred Green, President and Chief Executive Officer, departing after 34 years of service

Six directors declare intention not to stand for re-election

Canadian Pacific Railway (TSX: CP) (NYSE: CP) announced today the departure of Fred Green as President and Chief Executive Officer effective immediately. Mr. Green leaves the Company following 34 years of dedicated service.  In addition, Mr. Green has resigned as a director and will not stand for re-election at the Company’s shareholder meeting later this morning.

“The Board wishes to thank Fred for his dedicated years of service,” said John Cleghorn, Chairman of the Board.

The Company also announced that John Cleghorn, Tim Faithfull, Edmond Harris, Michael Phelps and Roger Phillips have advised the Company that they do not intend to stand for re-election. This decision was made after taking into account the views expressed by shareholders about the desire for Board change.

Once Pershing Square nominates all seven of its director nominees, there will be only sixteen candidates for the sixteen available positions on the Board.  Accordingly, it is expected that the Board will be comprised of the following individuals immediately following the annual meeting: William Ackman, Gary Colter, Richard George, Paul Haggis, Paul Hilal, Krystyna Hoeg, Tony Ingram, Richard Kelly, Rebecca MacDonald, The Hon. John Manley, Anthony Melman, Linda Morgan, Madeleine Paquin, David Raisbeck, Hartley Richardson and Stephen Tobias.

The new Board will meet shortly following the annual meeting.

Note on forward-looking information

This news release contains certain forward-looking statements relating but not limited to our operations, proposed investments, anticipated financial performance and business prospects.  Undue reliance should not be placed on forward-looking information as actual results may differ materially.

By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties.  Forward-looking statements are not guarantees of future performance.  Factors that could affect forward-looking information include, but are not limited to: changes in business strategies; general North American and global economic, credit and business conditions; inflation; currency and interest rate fluctuations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; actions by regulators; potential increases in maintenance and operating costs; uncertainties of litigation; risks and liabilities arising from derailments; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; technological changes; and various events that could disrupt operations, including severe weather conditions, flooding, earthquakes, labour disputes, risks and liabilities arising from derailments as well as security threats and governmental response to them.  Other risks are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F for a summary of major risks.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Recommends Shareholders Not Forfeit Their Right to Choose the Best 16 Director Nominees

Voting for All Seven Pershing Square Nominees Means Voting for Risk and Disruption

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today reminded its shareholders to use their WHITE universal proxy to exercise their right to specifically choose each one of the 16 best directors to comprise the CP Board.

As CP’s May 17, 2012 annual meeting of shareholders is fast approaching, it is extremely important that shareholders vote as soon as possible no matter how many or how few shares they own.  CP urges shareholders not to return any proxy card sent to them by Pershing Square.  Even if shareholders have already voted using Pershing Square’s blue proxy, they have the right to change their vote simply by executing and submitting the WHITE universal proxy card, as only the last-dated proxy card will count. 

CP recommends that shareholders use the WHITE universal proxy to cast their votes in favour of the best 16 directors — including any of the Pershing Square nominees who have the skills and experience to serve shareholders’ best interests.  Shareholders are urged not to give Pershing Square seven seats on the Board - a vote for seven Pershing Square nominees is a vote for risk and disruption.

CP is generating substantial and sustained value for shareholders by successfully executing its Multi-Year Plan, under the oversight of a qualified and engaged Board.

Significant change is underway at CP and leading into the fourth consecutive quarter, CP is continuing to deliver sustained operational improvements and record performance.  In April 2012, when compared to the prior year period, CP continued to drive operational improvements and reported all-time records in car miles per car day and terminal dwell. 

The improvement in CP’s operating metrics is resulting in strong financial results and shareholder value creation.

As previously announced, CP’s annual meeting of shareholder will be held at the Sheraton Suites Eau Claire, 255 Barclay Parade S.W., Calgary, Alberta on Thursday, May 17, 2012, at 8:00 a.m. local time. Details on how to register for the meeting’s audio webcast will be available early next week.

CP recommends that shareholders vote FOR the CP nominees by Internet or by signing, dating and returning the WHITE universal proxy. 

Shareholders are encouraged to visit www.CPonTrack.com to access the Company's Management Proxy Circular and for more information about CP, the CP management team and its value-generating Multi-Year Plan.

Shareholders with any questions about the information contained in this document or require assistance in completing the WHITE universal proxy, please contact CP’s proxy solicitation agents:

Georgeson	Mackenzie Partners, Inc.
TOLL FREE - 1-866-374-9187 or International Toll Free Number (outside Canada and U.S.):  1-866-682-6148	TOLL FREE 1-800-322-2885 or (212) 929-5500 (Call Collect)
email: askus@georgeson.com	email: proxy@mackenziepartners.com

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com for a copy of CP’s Management Proxy Circular and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355

Electing All Seven Pershing Square Nominees Represents Risk and Disruption to Company’s Success

Recommends Shareholders Vote for the Best 16 Directors on the White Universal Proxy Today

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today reported further improvements to the Company’s operating metrics during the month of April, 2012, which were driven by the continued successful and aggressive execution of CP’s Multi-Year Plan.  This Plan, unanimously endorsed by the Board, has been specifically designed to generate the best possible operational and financial results from CP's unique franchise.

CP Continues to Successfully Execute on its Value-Generating Multi-Year Plan; Pershing Square, in Contrast, has No Plan

Leading into the fourth consecutive quarter, CP is continuing to deliver sustained operational improvements and record performance.  In April 2012, when compared to the prior year period, CP continued to drive operational improvements and reported the following operating metrics:

• A 45 per cent improvement in car miles per car day to an all-time record;
• A 23 per cent improvement in terminal dwell to an all-time record;
• A 27 per cent improvement in active cars online; and
• A 25 per cent improvement in train speed.

As evidenced by these strong operating metrics and all-time records, it is clear that CP has the right plan, the right management team and the right Board that is generating  substantial and sustained value for shareholders.  Significant change is underway at CP and the Company has a clear line of sight to further improvement.  The CP Board unanimously believes Pershing Square’s demand that the Company replace Fred Green with Hunter Harrison would delay and damage CP’s value-generating plan, and put the progress and momentum the Company has built at significant risk. 

Pershing Square has admitted that its plan amounts to nothing more than replacing one CEO with another.  Furthermore, Pershing Square’s nominees have failed to provide any strategic or operational plan that would lead to an improved operating ratio (“OR”), much less achieve the unprecedented and unrealistic rate of OR reduction that Pershing Square has promised to shareholders. 

CP Urges Shareholders Not to Forfeit Their Right to Choose The Best Possible Board - Voting for All Seven Pershing Square Nominees Means Voting for Risk and Disruption

Every vote is extremely important.  CP recommends that shareholders use the WHITE universal proxy to cast their votes in favour of the best 16 directors - including any of the Pershing Square nominees who have the skills and experience to serve shareholders’ best interests – and not to give Pershing Square seven seats on the Board.  Voting for any fewer than 16 nominees means that other shareholders, including Pershing Square, will select the remaining directors. 

CP recommends that shareholders vote FOR the CP nominees by Internet or by signing, dating and returning the WHITE universal proxy. 

Shareholders are encouraged to visit www.CPonTrack.com to access the Company's Management Proxy Circular and for more information about CP, the CP management team and its value-generating Multi-Year Plan.

Shareholders with any questions about the information contained in this document or require assistance in completing the WHITE universal proxy, please contact CP’s proxy solicitation agents:

Georgeson	Mackenzie Partners, Inc.
TOLL FREE - 1-866-374-9187 or International Toll Free Number (outside Canada and U.S.):  1-866-682-6148	TOLL FREE 1-800-322-2885 or (212) 929-5500 (Call Collect)
eail: askus@georgeson.com	eail: proxy@mackenziepartners.com

 

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com for a copy of CP’s Management Proxy Circular and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel: 212-355-4449

Recommends Shareholders Vote for the Best 16 Directors on the WHITE Universal Proxy Today

Shareholders Can Use WHITE Universal Proxy to Select Any Pershing Square Directors with Right Skills and Experience

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today responded to recommendations issued by Glass Lewis & Co. (“Glass Lewis”) and Egan-Jones Proxy Services (“Egan-Jones”) regarding the Company’s annual meeting of shareholders to be held on May 17, 2012.

CP noted:

“While we are pleased that Glass Lewis recognizes the Board’s significant breadth and depth of expertise and experience and recommends shareholders vote FOR seven of the Company’s highly qualified directors: Richard George, Krystyna Hoeg, Richard Kelly, John Manley, Linda Morgan, David Raisbeck and Hartley Richardson, CP strongly believes that Glass Lewis and Egan-Jones reached the wrong conclusion in recommending that shareholders vote in favour of all seven of the Pershing Square nominees. 

“We recommend that shareholders use the WHITE universal proxy to cast their votes in favour of the best 16 directors — including any of the Pershing Square nominees who have the skills and experience to serve shareholders’ best interests.  Importantly, shareholders are urged not to give Pershing Square seven seats on the Board - a vote for seven Pershing Square nominees is a vote for risk and disruption.

“CP continues to aggressively and successfully execute on the Multi-Year Plan, delivering continued record operating performance in April, which marks the start of the fourth consecutive quarter of record operating performance.  The CP Board of Directors is confident that CP has the right plan and the right team to successfully execute the Multi-Year Plan and generate substantial value for shareholders.  We urge shareholders to protect their investment in CP and not risk the Company’s future by exposing CP to the disruption that electing Pershing Square’s other nominees would bring.  Shareholders should vote FOR CP’s highly-qualified director nominees on the WHITE universal proxy today.”

CP recommends that shareholders use the WHITE universal proxy to select the 16 best directors to comprise the new Board.  The 16 individuals with the most votes, out of the total of 22 individuals put forward by CP and Pershing Square, will comprise the Board elected at the annual meeting.  Shareholders who wish to vote for some, but not all seven, of the Pershing Square nominees are encouraged to use the WHITE universal proxy. 

Every vote is extremely important.  CP recommends that shareholders vote FOR the CP nominees by Internet or by signing, dating and returning the WHITE universal proxy. 

Shareholders are encouraged to visit www.CPonTrack.com to access the Company's Management Proxy Circular and for more information about CP, the CP management team and its value-generating Multi-Year Plan.

Shareholders with any questions about the information contained in this document or require assistance in completing the WHITE universal proxy, please contact the proxy solicitation agents:

 

Georgeson	Mackenzie Partners, Inc.
TOLL FREE - 1-866-374-9187 or International Toll Free Number (outside Canada and U.S.):  1-866-682-6148	TOLL FREE 1-800-322-2885 or (212) 929-5500 (Call Collect)
email: askus@georgeson.com	email: proxy@mackenziepartners.com

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com for a copy of CP’s Management Proxy Circular and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Believes ISS Report Contains a Number of Statements and Comparisons that are Inaccurate or Misleading

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) posted a response to Institutional Shareholder Services’ (“ISS”) recent M&A Edge report related to the CP proxy contest on its web site. Highlights from the response include:

• ISS operates from a false premise and maintains a double standard with respect to CP's Multi-Year Plan and Pershing Square's failure to provide any strategic or operational plan,
• ISS fails to take into account the development and aggressive and successful execution of the Company’s Multi-Year Plan,
• ISS has failed to recognize the risk to shareholder value and the delay to the continued execution of the Multi-Year Plan related to Pershing Square’s proposal to replace CP’s current CEO, Fred Green, with Hunter Harrison,
• ISS attacks the Board’s decision to commission the Oliver Wyman report in response to Pershing Square’s CEO ultimatum and unrealistic OR target of 65 by 2015, while overlooking the flaws in Pershing Square’s thesis,
• ISS’s flawed justifications for recommending the Pershing Square nominees are based on incorrect and incomplete information and reflect a lack of objectivity,
• The ISS report contains a number of errors,
• Having failed to present to CP shareholders a balanced analysis of the opportunities and risks before the Company, ISS puts forward spurious reasons to vote against CP’s directors, and
• The dissemination of the ISS report to the media prior to receipt by the company and certain ISS subscribers reflects poorly on ISS's professionalism and, by extension, on the recommendation put forward by ISS.

The full text of the Company’s response is below:

Response to Recent ISS Report on Canadian Pacific

Canadian Pacific believes that the ISS report on the CP proxy contest contains a number of statements and comparisons that are inaccurate or misleading. The rationale put forward by ISS to justify its support for all seven Pershing Square nominees does not take into account the progress CP has made in its successful execution of the Company’s Multi-Year Plan. Additionally, CP is concerned that ISS’s recommendation does not recognize the inherent risk to shareholder value related to Pershing Square’s proposal to replace CP’s current CEO, Fred Green, with Hunter Harrison. Mr. Harrison, as the 67 year old former CEO of Canadian National Railway Company (“CN”), is well known to the CP Board and the Board has serious questions about his track record in customer and regulatory relations while at CN. This response highlights some of the flaws that CP sees in the ISS report.

CP notes that this is not the first time that ISS has been the subject of criticism for its lack of thorough analysis and objectivity. CP also notes that, in previous years, ISS has consistently recommended in favour of all CP directors, including those that it recommends against in its latest report. As such, all CP shareholders that subscribe to ISS should do their own due diligence regarding Pershing Square’s claims and the facts before deciding how to cast their votes.

1. ISS operates from a false premise and maintains a double standard with respect to CP’s Multi-Year Plan and Pershing Square’s failure to provide any strategic or operational plan.

In its M&A Edge report, ISS states, “This proxy contest is ultimately less about running a railroad than it is about credibility and expectations.” Even to the most casual observer, it must be objectively clear that this proxy contest is very much about running a railroad. As such, it is of serious concern to the Company that ISS openly accepts the fact that Pershing Square’s nominees have failed to provide any strategic or operational plan that would lead to an improved operating ratio (“OR”), stating “ISS does not require a plan of action, nor that the dissidents prove their plan is preferable to the incumbent plan.” ISS does, however, devote considerable time to criticizing CP’s plan, for example the essential replacement of locomotives by CP, despite the fact that ISS has no railroad expertise or evidence with which to support this criticism.

Putting to one side that ISS is not qualified to make judgments on running a railroad, it is clear that ISS is maintaining a double standard in its discussion of credibility and expectations. In addition to giving Pershing Square a free pass on having no plan, ISS overlooks the fact that Pershing Square has backed-off its unsupported projections of a mid-sixties OR by 2015 that served as a basis for its demand that CP replace its CEO. In fact, ISS tests neither Pershing Square’s credibility in making this claim nor what expectations CP shareholders should have of the Pershing Square projections materializing should ISS’s recommendation in favour of all seven Pershing Square nominees be followed.

2. ISS fails to take into account the development and aggressive and successful execution of the Company’s Multi-Year Plan.

The CP Board has overseen the development of the Multi-Year Plan, which is specifically designed to drive maximum shareholder value from CP’s unique franchise. The CP management team is aggressively and successfully executing on this plan, which has enabled CP to narrow the Company’s target OR range from the low 70’s to 70 - 72 per cent for 2014. Recently, further success and a clear line of sight to new growth opportunities allowed CP to extend the Multi-Year Plan out by two additional years with a target OR range of 68.5 - 70.5 per cent for 2016.

CP posted strong financial results for the first quarter of 2012, providing evidence that the operational successes and record operating metrics resulting from the execution of the plan are beginning to translate into financial results and creating significant shareholder value. Notably, versus the first quarter of 2011, in the first quarter of 2012: total revenues were $1.4 billion, an increase of $213 million; operating income was $274 million, an increase of $165 million; operating ratio was 80.1 per cent, an improvement of 1,050 basis points; net income was $142 million, an increase of $108 million; and diluted earnings per share were $0.82 per share, an increase of $0.62 per share.

CP believes that the ISS report fails to recognize the improved results driven by the successful execution of the Multi-Year Plan.

Key operating metrics such as train speed, terminal dwell, car velocity and active cars online began to show significant improvement back in the second quarter of 2011, and CP has now delivered four consecutive quarters of sustained operational improvement and achieved records in a number of operating metrics in the fourth quarter of 2011 and the first quarter of 2012.

Clearly, CP’s record operating metrics are evidence that the Multi-Year Plan is working and is beginning to deliver improved financial results.

The continued successful execution of the Multi-Year Plan by the CP management team will drive further financial improvement, further OR improvement and further shareholder value creation. ISS has failed to take into full account these improvements and the shareholder value inherent in the continued execution of the Multi-Year Plan by the Company’s management team, led by CEO Mr. Green.

3. ISS fails to recognize the risk to shareholder value and the delay to the continued execution of the Multi-Year Plan related to Pershing Square’s proposal to replace CP’s current CEO, Fred Green, with Hunter Harrison.

Pershing Square’s campaign to replace CP CEO, Mr. Green, with Mr. Harrison has been based on Pershing Square and Mr. Harrison’s unsupported assertions that Mr. Harrison can improve CP’s OR to 65 per cent by 2015. Despite Pershing Square’s OR projections, which represent a rate of OR improvement that has never been accomplished by any railroad management team, neither Pershing Square nor Mr. Harrison has presented a credible, detailed plan to achieve the targets they have set forth.

Given the results driven by the successful execution of CP’s Multi Year Plan, the CP Board unanimously believes that ISS has ignored the reality that Pershing Square’s demand that CP replace the Company’s CEO with Mr. Harrison would delay and damage CP’s value-generating plan, and put the progress and momentum the Company has built at significant risk. By his own admission, Mr. Harrison has noted that if he were installed as CEO, it would take him some 18 months to get his team in place, develop a plan and begin to “move the needle.” Regardless of whether the four-year timeframe for OR improvement cited by Mr. Ackman begins at the beginning, sometime in the middle, or after that 18 month period has elapsed, the fact is that CP’s management team’s successful execution of the Multi-Year Plan is already “moving the needle,” and any disruption of that execution caused by the installation of Mr. Harrison as CEO would be detrimental to the enhanced creation of shareholder value.

Additionally, Pershing Square’s statements that the bulk of its OR improvement projections are based on cost-cutting display a fundamental misunderstanding of CP’s business and of the fact that CP has maintained operating expense unit costs comparable to CN since 2006, excluding legacy pension expense. This misunderstanding is not taken into consideration by ISS, and represents additional risk to all CP shareholders. The bottom line is that CP cannot cut its way to growth. It must invest to grow, which ISS and Pershing Square have utterly failed to grasp. This is why a vote for Pershing Square and Mr. Harrison is a vote for risk and disruption.

ISS has ignored Pershing Square’s lack of a concrete plan to drive enhanced shareholder value, and its recommendation fails to take into account the significant risk involved with Pershing Square’s proposal to replace Mr. Green with Mr. Harrison.

4. ISS attacks the Board’s decision to commission the Oliver Wyman report in response to Pershing Square’s CEO ultimatum and unrealistic OR target of 65 by 2015, while overlooking the flaws in Pershing Square’s thesis.

Pershing Square has admitted that its plan amounts to nothing more than replacing one CEO with another. Without the benefit of any other details, Pershing Square promised CP shareholders a doubling of CP’s share price in three years. The explicit assumption underpinning this promise is an OR of 65 by 2015 - a level of performance achieved by only one Class I railroad despite the concerted efforts of the many talented management teams who have managed Class I railroads. Clearly then, there is something unique about CN’s franchise, as the only Class I railroad where an OR of 65 has been achieved, that warrants examination. The ISS report fails to consider this issue, despite its obvious relevance. In fact, ISS attacks the CP Board’s efforts to understand whether the thesis behind Pershing Square’s CEO ultimatum had a basis in reality.

The facts about the Board’s commissioning of the Oliver Wyman report are as follows: In order to provide shareholders with an independent assessment of the differences between rail franchises, CP's Board of Directors engaged the services of Oliver Wyman, a highly qualified Industry consultant, and shared its findings at its March Investor Day. This work, coupled with the extensive details of CP’s Multi-Year Plan, provided shareholders with the data needed to make a proper and informed decision about the two distinctly different views of CP's near term potential.

Consistent with its superficial analysis, ISS casually dismisses both the Multi-Year Plan and the conclusions of a highly respected, independent consultant as evidence of the "CP team reaching detente with its Operating Ratio," despite CP’s publicly stated targets and clear evidence of progress towards those targets.

5. ISS’s flawed justifications for recommending the Pershing Square nominees are based on incorrect and incomplete information and reflect a lack of objectivity.

ISS represents itself as a provider of objective research and analysis. However, CP believes that, in recommending that shareholders support all seven of Pershing Square’s nominees, ISS overlooks important facts and fails to consider the lack of experience of several of the Pershing Square nominees. In one case, ISS contradicts statements made in its own report in order to justify its conclusions. CP highlights the following examples:

ISS recommends shareholders vote for Pershing Square nominees Rebecca MacDonald and Paul Haggis to “restore board leadership and imbue a sense of accountability to shareholders.”

CP notes that, by her own admission, Rebecca MacDonald has no relevant industry experience. At Pershing Square’s “town hall” meeting on February 6, 2012, Ms. MacDonald admitted “…I have to be honest with you. I know nothing about railroad business.”

ISS notes that Mr. Haggis, as CEO of OMERS, “drove a re-evaluation of its real estate, infrastructure and private equity assets, resulting in a $600 million write down.” As reported in an April 3, 2008 article in The Globe and Mail titled “Who considered the public interest on a $4-million payout?”, “Sid Ryan, president of the Ontario division of the Canadian Union of Public Employees (whose members represent 45 per cent of the plan's 380,000 members), said ‘in essence, he was fired by the board.’” Shareholders should consider whether a CEO who was reportedly fired by his Board of Directors after just 3 ½ years is the right choice to “restore board leadership and imbue a sense of accountability to shareholders.”

ISS recommends shareholders vote for Pershing Square nominees Gary Colter and Dr. Anthony Melman for “their strategic experience, particularly as it applies to corporate turnarounds.”

Neither Mr. Colter nor Mr. Melman has the deep operational expertise possessed by many of the CP directors. To reference only those directors specifically recommended against by ISS, John Cleghorn ran the Royal Bank of Canada, Tim Faithfull ran Shell Canada Limited, Fred Green is running CP, Ed Harris was COO of both CP and CN, Roger Phillips ran IPSCO Inc. and Michael Phelps ran Westcoast Energy Inc.

ISS recommends shareholders vote for Pershing Square nominee Stephen Tobias for his “railway operating experience.”

There is no shortage of railway operating experience on CP’s Board. Three of CP’s director nominees – Fred Green, Tony Ingram and Ed Harris – possess decades of railroad operating experience, including at CN. In addition to serving as CEO, Mr. Green has filled a number of executive roles at CP, including that of COO. Messrs. Ingram and Harris, who were added to CP’s Board in December 2011, have senior operating experience at four of the seven Class I railroads in North America. Given the clear evidence that CP’s Board already possesses an enviable level of railroad operating experience, the addition of Mr. Tobias to the Board is simply unnecessary.

ISS recommends shareholders vote for Pershing Square nominee Paul Hilal for his “knowledge of the industry and its opportunities.”

Shareholders should note that in its report, ISS itself concedes that Mr. Hilal has “no railroad experience.” Though Mr. Hilal’s own biographical information in Pershing Squares proxy circular claims that he “has extensive railroad expertise”, the only evidence the biography contains to support this is a reference to his brief stint accompanying Mr. Harrison to shareholder meetings.

CP believes that ISS’s justifications for recommending that shareholders elect the Pershing Square nominees are flawed, and do not fully reflect the facts.

Importantly, given the nature of ISS’s own justifications, it seems clear that the CP director nominees are superior to those of Pershing Square.

6. Having failed to present to CP shareholders a balanced analysis of the opportunities and risks before the Company, ISS puts forward spurious reasons to vote against CP’s directors.

As noted earlier in this response, ISS’s recommendations are - in the end - rationalized by the most stunning of statements. Confronted with a large number of "inconvenient truths" such as Pershing Square’s unsupported promise to shareholders without a plan, a large amount of information on the public record disproving Pershing Square’s criticisms of CP’s management and nullifying the critical elements of its own "investment thesis," and the clear evidence of the success of the Multi-Year Plan, under the close monitoring of highly knowledgeable incumbent Board members, ISS claims "this proxy contest is ultimately less about running a railroad than it is about credibility and expectations." On the basis of this statement, ISS would have you believe the interests of shareholders are best served by voting against directors with deep, relevant Company and Industry knowledge and for others who have - on the public record - admitted they know nothing of this business, its challenges or its opportunities. Consider the following:

ISS Claim: Shareholders should not vote for Fred Green, John Cleghorn and Tim Faithfull due to their alleged failure ‘to provide effective leadership and accountability to shareholders in their respective roles…’

Fact: ISS ignores that, under Mr. Green’s leadership, CP has expanded its presence in emerging markets, such as energy, and now reliably moves large volumes of crude by rail into the Gulf, the Midwest, the US Northeast, eastern Canada and the west coast. CP’s market development in energy will provide up to $400 million in new annual revenues over the next three to four years. Under Mr. Green’s leadership, CP’s management team has developed long-standing relationships with customers, government and regulatory officials, and members of the communities in which the Company operates, which are of great value to CP and its shareholders.

Importantly, Mr. Green is leading the aggressive and successful execution of the Multi-Year Plan. Mr. Green is the architect of the Plan, which has been specifically designed to generate the best possible operational and financial results from Canadian Pacific’s unique assets and circumstances. The Plan has been driving sustained and record operating results over the past several quarters, and, as noted above, the first quarter of 2012 indicates that those operational successes are translating into improved financial results – financial results that the Company expects will be sustained and will drive shareholder value going forward.

ISS also fails to consider that the CP Board has overseen the development and implementation of CP’s Multi-Year Plan. The entire CP Board of Directors is diligently monitoring the execution of the Plan, and is holding the management team accountable for the results. ISS targets certain individual directors, but the entire Board takes responsibility for CP’s Multi-Year Plan development and oversight of its successful implementation including through difficult times such as the recession of 2008/2009, the winter of 2010 and the spring of 2011.

ISS unfairly calls for shareholders to withhold their votes from Messrs. Faithfull and Harris because, in ISS’s view, these directors failed to exercise oversight and accountability on operating performance of management. This is completely unfounded as the individual responsibility of Messrs. Faithfull and Harris for oversight of operations, distinct from the rest of the CP Board, only began in December 2011, when operations oversight was given by the Board to the newly constituted Safety, Operations and Environment Committee (“SOE”). Prior to that time, the entire Board was responsible for operations oversight. This was made clear to ISS during the Company’s presentation to ISS and is readily available public information. Since December 2011, operating metrics have been excellent, in some cases at record levels and superior to CN.

ISS Claim: Shareholders should not vote for Mr. Harris, allegedly “for the strange and ultimately unnecessary governance issue raised by taking a Board seat to ‘oversee’ the performance of the CEO he had just recently reported to.”

Fact: ISS overlooks the value that Mr. Harris, as a seasoned railroad executive, brings to the CP Board. Mr. Harris has over 44 years of railroad experience, and has led operations at both CP and CN. Given his experience at each of these railroads, he is an important member of the CP Board and the SOE Committee, and has been a valuable asset in providing insight to the rest of the Board and the CP management team regarding the railroad industry as well as helping oversee the successful execution of the Multi-Year Plan.

Furthermore, in a letter from Pershing Square to CP dated January 3, 2012, Pershing Square said that it agreed “wholeheartedly” with CP’s decision to add Mr. Ingram and Mr. Harris to the Board, stating that “they both bring valuable railroad industry expertise.”

ISS Claim: Shareholders should not vote for Roger Phillips for reaching the Board’s mandatory retirement age, ISS recommends, and shareholders should not vote for Michael Phelps, ISS alleges, ‘whose long tenure has not helped shareholders avoid the long decline relative to peers and the company’s potential.’

Fact: ISS’s recommendation that shareholders withhold their vote from Messrs. Phillips and Phelps on the basis of long board tenure does not withstand close scrutiny. Each of these directors, as former public company CEOs of, respectively, IPSCO, a major North American steel manufacturing company, and Westcoast Energy, at the time of Mr. Phelps’s tenure one of the largest natural gas infrastructure companies in Canada, have substantial relevant experience. Each has contributed significant leadership to the Board. Mr. Phelps, as Chairman of the Board’s Management Resources and Compensation Committee, has publicly expressed the Board’s resolve to hold CP’s management team accountable for the continued success of the Multi-Year Plan, saying at CP’s 2012 Investor Day, “The expectation is of a significant, measurable, evident, continuous improvement, or else... We understand the expectations from the marketplace and we expect to see improvement.”

7. The ISS report contains a number of errors.

The ISS report contains numerous inaccuracies throughout. Among others, ISS misrepresents CP’s management recommendations for director nominees, creates a peer group for CP that is not comprised of CP’s listed Class I peers and gets the location of the Company’s annual meeting of shareholders wrong. To set the record straight, the Company does NOT recommend CP shareholders vote for Pershing Square nominee Gary Colter, and does recommend that shareholders vote FOR all 16 director nominees nominated by the CP Board. CP also calls into question why ISS would classify Bombardier, Canadian Tire Corporation or Methanex as peers to CP. Lastly, CP clarifies that its annual meeting of shareholders will be held at the Sheraton Suites Eau Claire, 255 Barclay Parade S.W., Calgary, Alberta, and not at the Fairmont Palliser Hotel, as suggested by ISS in their report.

8. The dissemination of the ISS report to the media prior to receipt by the Company and certain ISS subscribers reflects poorly on ISS’s professionalism and, by extension, on the recommendation put forward by ISS.

On May 3, 2012, The Globe and Mail posted an article publishing ISS’s conclusions and recommendations before the report was released to all ISS subscribers. CP became aware of ISS’s analysis through this media outlet, which is clearly inappropriate for a leading proxy advisory firm. The Company believes this reflects poorly on ISS and that CP shareholders should take this into account when considering whether to rely on the ISS recommendation.

CP recommends that shareholders use the WHITE universal proxy to select the 16 best directors to comprise the new Board. The 16 individuals with the most votes, out of the total of 22 individuals put forward by CP and Pershing Square, will comprise the Board elected at the annual meeting. Shareholders who wish to vote for some, but not all seven, of the Pershing Square nominees are encouraged to use the WHITE universal proxy.

Shareholders are encouraged to visit www.CPonTrack.com to access the Company's Management Proxy Circular and for more information about CP, the CP management team and its value-generating Multi-Year Plan.

If you have any questions about the information contained in this document or require assistance in completing your WHITE universal proxy, please contact our proxy solicitation agents:

Georgeson	Mackenzie Partners, Inc.
TOLL FREE - 1-866-374-9187 or International Toll Free Number (outside Canada and U.S.):  1-866-682-6148	TOLL FREE 1-800-322-2885 or (212) 929-5500 (Call Collect)
Email: askus@georgeson.com	Email: proxy@mackenziepartners.com

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies. This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance. Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information. Forward-looking information is not a guarantee of future performance. By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes. The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States. Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F. Readers are cautioned not to place undue reliance on forward-looking information. Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP. Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com for a copy of CP’s Management Proxy Circular and to see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.: 612-849-4717
24/7 Media Pager: 855-242-3674
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Recommends Shareholders Vote FOR CP Director Nominees on the WHITE Universal Proxy

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today responded to a recommendation issued by Institutional Shareholder Services (“ISS”) regarding the Company’s annual meeting of shareholders to be held on May 17, 2012.

CP commented:

“We strongly believe that ISS reached the wrong conclusion in failing to recommend that shareholders vote in favour of all of CP’s highly-qualified and experienced directors.  The perfunctory analysis presented by ISS to justify its flawed recommendation to vote for all seven Pershing Square nominees is directly contradicted by the analysis of CP’s efficiency presented by Oliver Wyman, highly qualified, independent railroad industry experts retained by CP's Board of Directors.  We strongly recommend that shareholders vote FOR CP’s director nominees by voting the WHITE universal proxy today.

The CP Board has significant breadth and depth of expertise and experience in both the railroad industry and other complementary fields and is the right Board to drive shareholder value by guiding the Company through the successful execution of the Multi-Year Plan.  The entire Board of CP is holding Fred Green and the CP management team fully accountable for the success of this Plan.

CP’s Board is unanimous in its belief that Pershing Square’s demand that it replace the Company’s CEO with Hunter Harrison would delay and damage CP’s value-generating plan, and represents unwarranted risk to shareholder value at a critical time.

Pershing Square’s nominees have failed to provide any strategic or operational plan that would lead to an improved operating ratio (“OR”), much less achieve the unprecedented and unrealistic rate of OR reduction Pershing Square has promised to shareholders. 

CP is at a critical juncture.  We urge shareholders to protect their investment and not risk CP’s future by exposing CP to the disruption that electing all seven of Pershing Square’s nominees would bring.  Shareholders should vote FOR CP’s highly-qualified director nominees on the WHITE universal proxy today.”

CP recommends that shareholders use the WHITE universal proxy to select the 16 best directors to comprise the new Board.  The 16 individuals with the most votes, out of the total of 22 individuals put forward by CP and Pershing Square, will comprise the Board elected at the annual meeting.  Shareholders who wish to vote for some, but not all seven, of the Pershing Square nominees are encouraged to use the WHITE universal proxy. 

Shareholders are encouraged to visit www.CPonTrack.com to access the Company's Management Proxy Circular and for more information about CP, the CP management team and its value-generating Multi-Year Plan.

If shareholders have any questions about the information contained in this document or require assistance in completing the WHITE universal proxy, please contact the proxy solicitation agents:

Georgeson	Mackenzie Partners, Inc.
TOLL FREE - 1-866-374-9187 or International Toll Free Number (outside Canada and U.S.):  1-866-682-6148	TOLL FREE 1-800-322-2885 or (212) 929-5500 (Call Collect)
Email: askus@georgeson.com	Email: proxy@mackenziepartners.com

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com for a copy of CP’s Management Proxy Circular and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today urged shareholders to use the WHITE universal proxy to exercise their right to specifically choose each one of the 16 best directors to comprise the CP Board.

The 16 individuals with the most votes, out of the total of 22 individuals put forward by CP and Pershing Square, will comprise the Board elected at the annual meeting.

Every Vote Counts - Do Not Effectively Throw Your Vote Away by Voting Pershing Square’s Blue Proxy

CP recommends that shareholders use the WHITE universal proxy to select the 16 best directors to comprise the new Board.  Voting for any less than 16 nominees means that other shareholders, including Pershing Square, will select the remaining directors.

CP believes that voting for the election of directors is a fundamental right of share ownership and that shareholders should therefore have as much flexibility and choice as possible when exercising their right to elect directors.  To that end, CP is using a WHITE universal proxy, which contains all of the CP nominees as well as the other nominees proposed by Pershing Square.

Every vote is extremely important.  CP urges shareholders to vote FOR continued shareholder value creation and FOR the nominees proposed by the Board by voting on the WHITE universal proxy today.

The CP Board Continues to Recommend CP Shareholders vote FOR the Continued, Successful Execution of the Multi-Year Plan

CP has the right team in place to enhance shareholder value — CP’s experienced management team is successfully executing on the Multi-Year Plan, which is delivering record operating metrics and improved financial performance, as evidenced by the Company’s strong first quarter earnings. 

The CP Board unanimously recommends that shareholders vote FOR the election of the director nominees proposed by CP on the WHITE universal proxy, which includes all of the CP and Pershing Square nominees.  The CP Board has significant breadth and depth of expertise and experience in both the railroad industry and other complementary fields. 

The CP Board is the right Board to drive shareholder value by guiding the Company through the successful execution of the Multi-Year Plan. 

Every vote is extremely important.  CP recommends that shareholders vote FOR the CP nominees by Internet or by signing, dating and returning the WHITE universal proxy. 

Shareholders are encouraged to visit www.CPonTrack.com to access the Company's Management Proxy Circular and for more information about CP, the CP management team and its value-generating Multi-Year Plan.

Shareholders with any questions about the information contained in this press release, or requiring assistance in completing the WHITE universal proxy, should contact CP’s proxy solicitation agents:

Georgeson	Mackenzie Partners, Inc.
TOLL FREE - 1-866-374-9187 or International Toll Free Number (outside Canada and U.S.):  1-866-682-6148	TOLL FREE 1-800-322-2885 or (212) 929-5500 (Call Collect)
Email: askus@georgeson.com	Email: proxy@mackenziepartners.com

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.comfor a copy of CP’s Management Proxy Circular and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Board Believes a Vote for Pershing Square and Hunter Harrison is a Vote for Risk and Disruption

Sends Letter to Shareholders

Canadian Pacific (TSX: CP) (NYSE: CP) today sent the following letter to shareholders:

May 02, 2012

Dear Fellow Shareholder:

CP needs to grow to achieve its potential.  Railroads prosper through traffic density and our Multi-Year Plan is specifically designed to grow CP’s volumes and significantly enhance shareholder value.

Between now and CP’s annual meeting on May 17, 2012, CP recommends that you vote FOR continued growth, success and momentum on the WHITE universal proxy.

CP has the right team in place to enhance shareholder value — our experienced management team is successfully executing on the Multi-Year Plan, which is delivering record operating metrics and improved financial performance, as evidenced by our strong first quarter earnings. 

CP’s Board unanimously believes that Pershing Square’s demand that CP replace the Company’s CEO with Mr. Harrison would delay and damage CP’s value-generating plan, and put our progress and momentum at significant risk.  While Pershing Square appears to agree with CP’s Plan in principle, its stated approach is diametrically opposed to the Plan’s successful implementation.  Pershing Square has stated that the bulk of its projections are based on cost-cutting when in fact CP has maintained operating expense unit costs comparable to Canadian National Railway (“CN”) since 2006, excluding legacy pension expense.  We believe Pershing Square’s approach does not make sense for your Company and represents a real risk to your investment in CP.

Shareholders should ask themselves how deep Pershing Square and Mr. Harrison would cut in order to achieve their unprecedented Operating Ratio (“OR”) targets.  Public statements by Pershing Square and Mr. Harrison imply that they plan to cut expenses by nearly $700 million by 2015, an amount equivalent to the cost of 45 per cent of CP’s work force or more than the expense associated with the leases, depreciation and maintenance for the company’s entire locomotive and rail car fleet.  In short, Pershing Square is proposing to make drastic and unrealistic cuts to one of the smallest of the Class I railroads to achieve OR targets at a rate that no management team has ever delivered.

CP’S MULTI-YEAR PLAN HAS SIGNIFICANT MOMENTUM AND IS DELIVERING RECORD OPERATING METRICS AND IMPROVED FINANCIAL PERFORMANCE

Every successful turnaround of a railroad has been based on a clearly articulated plan which balances revenue growth and efficiency.  Some of the key programs in CP’s Multi-Year Plan, which is designed to get the most out of CP’s unique assets include:
 
• Operating longer, heavier trains.  By leveraging advances in train marshaling and train control technology and establishing a network of long sidings so that trains can meet and pass efficiently, CP can move more volume with fewer new train starts.  This strategy, developed under Fred Green’s leadership, has been built with productivity in mind.  

•  Improving our yard processing capabilities.  Yard processing can have a major impact on the fluidity of a railroad, and enhancing this key aspect of our network will facilitate a lower cost operation, improve customer service and enable growth – all without the capital-intensive process of adding significant yard infrastructure.  The results of this program are evident in our reported results.
• Extending CP’s market reach and length-of-haul.  CP is successfully expanding our revenue base and profitably growing the business by leveraging the market reach and length-of-haul provided by the DM&E.  The addition of the DM&E extended CP’s reach deep enough into the U.S. to give the Company direct access to Kansas City, the second largest rail terminal in the U.S.  The DM&E also allowed CP to expand the reach of our successful agri-business, creating one of North America's best grain origination franchises, and gave the Company destination optionality for Bakken crude – a fast-growing energy market with huge potential. 

The management team’s successful execution of the Multi-Year Plan - as evidenced by the record operating metrics CP has consistently delivered over the past several quarters - has enabled CP to narrow the target OR range for the plan from the low 70’s to 70 - 72 per cent for 2014.  Recently, further success and a clear line of sight to new growth opportunities allowed CP to extend the Multi-Year Plan out by two additional years with a target OR range of 68.5 - 70.5 per cent for 2016. 

Importantly, these initiatives are fundamental components of our strategy to drive volume growth over the horizon of the Multi-Year Plan. 

VOLUME GROWTH AND STRATEGIC INVESTMENT ARE CRITICAL TO CP’S FUTURE SUCCESS

Volume growth represents 900 basis points of CP’s targeted OR improvement over the next five years.  CP’s continued service improvements and $1 billion new business opportunity pipeline are key elements in driving profitable growth over the Multi-Year Plan horizon.

CP operates in a highly competitive landscape – more than 80 per cent of CP’s franchise has direct rail competition compared to a much lower portion of CN’s franchise - and therefore customer relationships are critical.  Customers choose CP because they WANT to do business with us – not because they must.  Our customers’ confidence in CP is directly responsible for CP’s success in securing contracts with favourable pricing, margins and market share commitments.  In turn, the company’s major contract wins, including favourable long-term agreements such as those with Canpotex and Teck, have provided the stability to confidently make value-generating investments. 

Since 2005, CP has strategically invested over $350 million to enhance capacity to enable low-cost growth.  During the recession in 2009, we prudently reduced the amount of capital that would normally be available for investment.  As a result of management’s aggressive actions during the recessionary period, CP was able to resume its capital investments in locomotives, longer sidings and track upgrades.  When paired with the key programs underlying our Multi-Year Plan, our improved infrastructure makes for a fundamentally enhanced railroad and has been a major factor in enabling record-breaking operating performance.

THE PERSHING SQUARE AND HARRISON PROPOSAL TO CUT THEIR WAY TO SHARE PRICE GROWTH IS FLAWED

Pershing Square says it can achieve its OR goal of 65 per cent by 2015 predominantly through cost cutting.  In an interview on CNBC on April 30, 2012, William Ackman, CEO of Pershing Square, stated, “This is a cost story more than it’s a revenue story.”  In the same interview, Mr. Harrison revealed that his plan included only 2.5 per cent annual revenue growth, noting “ours is on the cost side, theirs is on the revenue side.” 

However, CP’s cost per revenue ton mile – the key operating expense unit cost most frequently used in the railroad industry – has been comparable to CN’s since 2006, excluding legacy pension cost.  As the programs underpinning our plan take hold, we expect to drive further improvements.

CP cannot cut its way to growth.  It must invest to grow.  This is what the proxy contest is really about.  This is why a vote for Pershing Square and Hunter Harrison is a vote for risk and disruption.

PERSHING SQUARE’S DEMANDS RISK DISRUPTING CP’S SIGNIFICANT MOMENTUM

The Board of CP believes that a Plan that appropriately balances revenue growth, capital investment for future profitability, and cost control is necessary to get the most out of CP’s unique assets.  CP’s Multi-Year Plan does exactly that.  The entire Board of CP, including our Safety, Operations and Environment Committee, will continue to closely oversee management’s execution of the Multi-Year Plan and the significant shareholder value we believe it will yield.  Make no mistake; the Board is holding Fred Green and the CP management team fully accountable for the success of this Plan.  As Michael Phelps, Chairman of the Board’s Management Resources and Compensation Committee, said at CP’s 2012 Investor Day on March 27th, 2012, “The expectation is of a significant, measurable, evident, continuous improvement, or else... We understand the expectations from the marketplace and we expect to see improvement.”

The CP Board believes that Pershing Square’s demand that CP replace the Company’s CEO with Mr. Harrison would result in major disruption to the momentum CP has built.  Furthermore, the Board believes that management change at this time represents unwarranted risk to the successful execution of the Multi-Year Plan and to creating value for shareholders. 

Shareholders should ask themselves: why change a team with a winning plan? Why agree to a plan and then make it impossible to implement?

You may vote for CP’s director nominees using the instructions provided on the WHITE universal proxy on the Internet, or by signing, dating, and returning the WHITE universal proxy in the postage−paid envelope provided.  Only your last−dated proxy will count.  Any proxy may be revoked at any time prior to its exercise at the annual meeting as described in the Management Proxy Circular. 

CP would like to thank all CP shareholders who have voted for CP’s director nominees, including those who have privately expressed their intent to vote for the CP Board at the upcoming annual meeting.

You can visit www.CPonTrack.com for a copy of CP’s Management Proxy Circular and for more information about CP, our team and our value-generating Multi-Year Plan.

On behalf of CP’s Board of Directors, thank you for your continued support and interest in CP. 

Sincerely,

Note on Forward-Looking Information

Contacts:

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-444

CP Continuing to Drive Improved Financial and Operational Results Through Successful Execution of Multi-Year Plan

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today announced that it has posted a new investor presentation to the “Shareholder Communication” section of www.CPonTrack.com.

As noted in the presentation:

• Experienced management team is successfully executing on the Multi-Year Plan, which is delivering record operating metrics and improved financial performance;
• Accelerated capital plan is underway and showing results;
• Multi-Year Plan is on track to deliver a 70 to 72 per cent operating ratio (OR) for 2014 and a 68.5 to 70.5 per cent OR for 2016;
• CP has maintained operating expense unit cost comparable to CN since 2006 — OR difference not due to operating efficiency;
• Board of Directors made up of experienced, highly-qualified individuals who provide oversight of execution of the Multi-Year Plan and hold management accountable; and
• Pershing Square continues to make inaccurate statements and has no plan.

Canadian Pacific intends to use the presentation in its upcoming meetings with analysts and investors. CP recommends that shareholders vote FOR the Company’s continued forward momentum that is being carried out by the right management team under the supervision of the right Board. To do so, vote FOR the election of the director nominees proposed by CP on the WHITE universal proxy. In addition, shareholders are encouraged to visit www.CPonTrack.com to access the Company’s Management Proxy Circular and for more information about CP, the CP management team and its valuegenerating Multi-Year Plan.

If you have any questions about the information contained in this document or require assistance in completing your WHITE universal proxy, please contact our proxy solicitation agents:

Georgeson	Mackenzie Partners, Inc.
TOLL FREE - 1-866-374-9187 or International Toll Free Number (outside Canada and U.S.):  1-866-682-6148	TOLL FREE 1-800-322-2885 or (212) 929-5500 (Call Collect)
Email: askus@georgeson.com	Email: proxy@mackenziepartners.com

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE: CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com  for a copy of CP’s Management Proxy Circular and to see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

During Rail Safety Week in Canada – April 30 to May 6 – the Canadian Pacific Police Service (CPPS) will be reminding the public about the importance of rail safety by taking their message to the streets in the communities where we operate.

CPPS officers across the country will be conducting more than 100 education and enforcement activities. In conjunction with Operation Lifesaver, a partnership program with Transport Canada and the Railway Association of Canada, this year’s Rail Safety Week focus is to educate people on situation awareness and distractions, and the seriousness of trespassing on railway property.

“Canadian Pacific has an industry-leading safety record, and the safety of CP employees and the communities where the company operates are our top priorities,” said Canadian Pacific Police Chief Ivan McClelland.  “Stay Alert, Stay Alive is the message our officers will be taking to the public in light of the number of unfortunate trespasser fatalities on railway properties  in the early stages of 2012. We want people to understand  the devastating impact this has on the families, railway employees, and their communities.” 

In 2011, the Transportation Safety Board of Canada (TSB) recorded 169 crossing accidents, resulting in 25 fatalities and 21 serious injuries. Crossing fatalities increased one per cent across Canada last year. The TSB also recorded 67 trespasser incidents, resulting in 45 fatalities and 21 serious injuries. Trespasser fatalities increased 82 per cent since 2010.  These numbers do not include the many near collisions that take place every year.

Train tracks and railway property are not for public use. People trespassing on railway property or failing to yield the right-of-way to an approaching train at a crossing risk death or serious injury. Both actions are criminal offences under the federal Rail Safety Act or applicable provincial legislation. Offences occurring at crossings and on railway property can be reported to the CPPS at 1-800-716-9132 or to local police.

About Canadian Pacific Police Service:

The Canadian Pacific Police Service is a police agency created by Federal Statute with full federal and provincial powers. CPPS officers are peace officers as defined by the Criminal Code. The CPPS plays an important role in public safety and enforcement in the communities where Canadian Pacific operates. CPPS officers typically promote public safety through trespasser abatement patrols, enforcement of traffic legislation at railway crossings and participation in education activities to raise awareness of community safety issues. The CPPS also help to protect the critical infrastructure of Canada and the US by ensuring supply chain security and ensuring the operational efficiency of the transportation network. 

About Canadian Pacific

Canadian Pacific (CP:TSX)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media       
Kevin Hrysak
Canadian Pacific
tel (403)836-3874
Kevin_Hrysak@cpr.ca
1-855-242-367424/7 media pager

Backgrounder:  Safety Tips near the tracks

When it comes to train tracks – STAY ALERT, STAY ALIVE

• ALWAYS use designated level crossings to cross train tracks
• ALWAYS obey the signs and signals near railway crossings – flashing lights and bells mean the train is coming so be safe and stay away
• ALWAYS stop, look and listen before you cross just to make sure it is safe
• ALWAYS stay away from the edge of the platform while waiting for the train at the station. Stay behind the platform safety line
• ALWAYS stay away from trains and tracks and off railway property
• ALWAYS say "NO" to trespassing on tracks or railway property
• NEVER take shortcuts on or around train tracks – it is dangerous
• NEVER throw things at trains – you could hurt someone
• NEVER put objects on train tracks – they can fly off and hurt someone – maybe you
• NEVER walk in front of or behind a stopped train – it could move suddenly
• NEVER walk or climb between parked railway cars – they can move at any time and you can get hurt
• NEVER enter open boxcars – the doors can shut suddenly and trap you there
• NEVER use railway tunnels and bridges as shortcuts – a train can come at any time
• Source:  Operation Lifesaver Canada

On Saturday April 28, at 11 a.m. local time, Canadian Pacific (TSX:CP)(NYSE:CP) employees will pause for a moment of silence to commemorate men and woman who have been injured or have lost their lives in the workplace.

“The safety and security of our employees and the communities where we operate has always been CP’s number one priority,” said Mike Franczak, Canadian Pacific’s Chief Operations Officer and EVP Operations.

Across a North American rail network that spans about 15,000-miles, 6 provinces and 13 states, all CP workers, mechanical and operations employees in CP yards and train crews will pause to observe a moment of silence, followed by one loud, united honorary whistle salute from CP trains that have been brought to a safe stop.

“This day allows employees to reflect upon the importance of safety in the workplace and the pivotal role they play in creating a safe work environment,” added Franczak. “Canadian Pacific’s on-the-job safety record is a testament to the dedicated joint union-management Occupational Health and Safety teams across our rail network.”

CP has been recognized the safest class 1 railway in North America for the past six consecutive years and 12 out of the past 14 years.

The Canadian Pacific Police Service (CPPS) will also be taking their safety message to the streets across the CP network during Rail Safety Week in Canada, which runs from April 30 to May 6.  The CPPS will conduct more than 100 enforcement and education activities highlighting the importance of public safety around railway property.

About Canadian Pacific

Canadian Pacific (CP:TSX)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

Contact:

Media        
Kevin Hrysak       
Tel:403.836.3874      
24/7 Media Pager:  855.242.3674                 
Kevin_Hrysak@cpr.ca

Negotiations intended to address legacy pension issues

Canadian Pacific (TSX:CP)(NYSE:CP) today commented on the Teamsters Canada Rail Conference (TCRC) April 26, 2012 announcement that the union sought a strike mandate from their members. The Company noted that discussions with the TCRC regarding changes to CP's legacy pension plan will continue under the supervision of the conciliator appointed by the Federal Minister of Labour. No work stoppage can occur until the expiration of a cooling-off period on May 23, 2012.
"CP has a long history of constructive relations with its unions and we are confident that we can reach a settlement with the TCRC," said Canadian Pacific President & CEO Fred Green. "It is vital to the future of the railroad that legacy pension issues are resolved.  Legacy pension costs significantly impact CP's operating ratio and our ability to further fund investments that will support growth opportunities for the benefit of all CP stakeholders."

CP is seeking to achieve changes to legacy pension and post-retirement benefits to make them industry-comparable.  CP has contributed $1.9 billion of solvency deficit contributions to its pension plan over the past three years.

CP has proposed a number of options for pension plan modifications for future pension recipients, none of which impacts current pensioners.  Among the range of proposed amendments, some of the options provide guaranteed pension payment that is a multiple of average Canadian industrial pension payment and is comparable to what this union has already agreed to for the majority of its members at another major Canadian railway.

The company noted that its existing contract with the union, which represents 4,800 engineers, conductors and rail traffic controllers, expired on December 31, 2011. CP has been in negotiations since early October 2011 with the union on a number of topics ranging from wages to work rule changes and pensions, all intended to further drive service, productivity, and efficiency.

Note on forward-looking information

This news release contains certain forward-looking statements relating but not limited to our operations, proposed investments, anticipated financial performance and business prospects.  Undue reliance should not be placed on forward-looking information as actual results may differ materially.

By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties.  Forward-looking statements are not guarantees of future performance.  Factors that could affect forward-looking information include, but are not limited to: changes in business strategies; general North American and global economic, credit and business conditions; ; inflation; currency and interest rate fluctuations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; actions by regulators; potential increases in maintenance and operating costs; uncertainties of litigation; risks and liabilities arising from derailments; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; technological changes; and various events that could disrupt operations, including severe weather conditions, flooding, earthquakes, labour disputes, risks and liabilities arising from derailments as well as security threats and governmental response to them.  Other risks are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F for a summary of major risks.
Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

For further information:

Contacts:
Media             
Ed Greenberg
Tel:612-849-4717
24/7 Media Pager:  855-242-3674
Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel: 403-319-3591
investor@cpr.ca

Sends Letter To William Ackman

Canadian Pacific (TSX: CP) (NYSE: CP) Chairman of the Board of Directors, John Cleghorn, today sent a letter to William Ackman. 

The full text of the letter is below:

27 April 2012

Dear Mr. Ackman:   

Canadian Pacific's Board of Directors has publicly expressed its disappointment with the false accusations you made during interviews with the Business News Network and CBC News on Monday, April 23, 2012, that CP had intentionally manipulated its first quarter earnings by improperly not accruing for bonuses. 

Specifically, you said: "So effectively, by not accruing for bonuses, they made the operating ratio look about 100 basis points better" and, in your answer to yourself as to why, "The answer is, to make the quarter look better, in my opinion."  By making these statements, you called into question the integrity of CP, our Board of Directors, the Audit Committee of the Board of Directors, and the staff of CP who work on financial disclosure. 

We believe that this is totally unacceptable behavior for a prospective member of our Board of Directors.

You have already had more than enough time to retract your false accusations.  Our CFO, Kathryn McQuade,  made herself available, and spoke, to your representatives so there could be no uncertainty as to the inaccuracy of your statements.  Accruals for bonuses were properly made and recorded in full accordance with US GAAP and were appropriately disclosed in (1) CP's first quarter earnings release, (2) in the conference call comments by our CFO, and (3) in the MD&A in CP's quarterly report. This is consistent with CP's practice of transparent and proper communications with our shareholders and the public markets.

I could not put it better than Dick Kelly, Chairman, Canadian Pacific Board of Directors Audit Committee, who said in CP's public response to your false accusations: "It is outrageous for Mr. Ackman to make the accusations he did today on the Business News Network.  To put the Company's performance in a negative light, Mr. Ackman suggested that management deliberately distorted CP's financial results.  He attacks the competence of our Audit Committee, which approved our first quarter results."

We demand that you publicly retract your untrue accusations and offer your apology to the Company, our shareholders, our Board of Directors, our Audit Committee, and the dedicated employees whose integrity you called into question.

 
Yours truly,

 
John E. Cleghorn
Chairman of the Board

CP recommends that shareholders vote FOR the continued forward momentum being carried about by the right management team under the supervision of the right Board.  To do so, vote FOR the election of the director nominees proposed by CP on the WHITE universal proxy.  In addition, shareholders are encouraged to visit www.CPonTrack.com to access the Company’s Management Proxy Circular and for more information about CP, the CP management team and its value-generating Multi-Year Plan.

If you have any questions about the information contained in this document or require assistance in completing your WHITE universal proxy, please contact our proxy solicitation agents:

Georgeson	Mackenzie Partners, Inc.
TOLL FREE - 1-866-374-9187 or International Toll Free Number (outside Canada and U.S.):  1-866-682-6148	TOLL FREE 1-800-322-2885 or (212) 929-5500 (Call Collect)
Email: askus@georgeson.com	Email: proxy@mackenziepartners.com

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Seriously Flawed Survey with Potentially Skewed Results Does Not Reflect CP’s Strong First Quarter Earnings

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today issued the following statement in response to an incomplete and misleading shareholder survey published by Brendan Wood:

“CP questions the validity of the findings of the incomplete shareholder survey released today by Brendan Wood.  

We believe that this survey, and its potentially skewed results, does not portray a fair representation of the views of CP’s shareholder base.  

Importantly, by Brendan Wood’s own admission, ‘These data do not yet include the response to your 1st Quarter earnings announcement.’¹  

For the first quarter of 2012, CP delivered earnings per share of $0.82, an increase of $0.62, or 310%, from the same period in 2011.  In spite of seasonality which makes Q1 the most difficult operating quarter, the Company broke records, saw an increase in revenues of $213 million, and improved operating ratio by 1,050 bps during the quarter.

CP notes that the only vote that counts is at the May 17, 2012 annual meeting of shareholders.”

CP also noted that the Company’s strong earnings, which were disclosed after the completion of the Brendan Wood shareholder survey, were well-received by financial analysts²:

• "As the company has highlighted previously, the Q1 operating metrics showed impressive improvements over both last year and over the more normalized 2010. Indeed, car miles per day and terminal dwell were both Q1 records." (Cameron Doerksen of National Bank, April 20, 2012)
• "By almost all measures, CP reported an impressive quarter as network, business development, and cost management efforts produced strong top and bottom line results.” (Peter Nesvold of Jefferies, April 23, 2012)
• "We believe CP will produce materially improved results in 2012 and beyond, assuming success of the company’s OR improvement efforts and normal operating conditions. We believe the potential for material upside surprises is large through the operating improvement period.  Accordingly, we recommend BUYing CP for very strong EPS growth in the next 3-5 years and the potential for upside surprises along the way." (David Tyerman of Canaccord Genuity, April 23, 2012)
• "Our analysis of CP Rail’s operating metrics shows a degree of improvement that cannot be explained by a mild winter alone. Fluidity has been fully restored and to the extent that execution remains on track, ongoing investments in network infrastructure should enable growth at low incremental costs in coming quarters." (Fadi Chamoun of BMO Capital Markets, April 23, 2012)

¹ Email from Brendan Wood to Canadian Pacific, dated April 20, 2012. 

² Permission to use quotes neither sought nor obtained.  [The views expressed and numbers cited by independent financial analysts are their own and are not necessarily endorsed by CP. The inclusion of such information in this release should not be viewed as indicating that CP has agreed with the contents and conclusions of any such analysts.]

CP recommends that shareholders vote FOR the Company’s continued forward momentum that is being carried out by the right management team under the supervision of the right Board.  To do so, vote FOR the election of the director nominees proposed by CP on the WHITE universal proxy.  In addition, shareholders are encouraged to visit www.CPonTrack.com to access the Company’s Management Proxy Circular and for more information about CP, the CP management team and its value-generating Multi-Year Plan.

If you have any questions about the information contained in this document or require assistance in completing your WHITE universal proxy, please contact our proxy solicitation agents:

Pershing Square Continues to Ignore CP’s Clear Progress

CP Sends Letter to Shareholders

Urges Shareholders to Vote the White Universal Proxy Today

Canadian Pacific (TSX: CP) (NYSE: CP) today sent the following letter to shareholders:

April 26, 2012

Dear Fellow Shareholder: 

You face a critical decision about the future of your company at Canadian Pacific’s annual meeting of shareholders on May 17, 2012:

• You can vote for the continued success of CP’s value-enhancing Multi-Year Plan, approved by the Board and being executed by a CEO and management team held accountable by the CP director nominees or;
• Delay and disrupt the CP Plan by diluting the Board with the dissident Pershing Square nominees who have offered no credible alternative.

We strongly recommend you vote FOR the CP director nominees – highly qualified business leaders who are serving the best interests of ALL CP shareholders and Pershing Square CEO, William Ackman.

PERSHING SQUARE’S AGENDA ENTAILS RISK AND DISRUPTION

Pershing Square has put forward its own slate of nominees to advance its agenda of replacing CP’s Chief Executive Officer, despite the risk and disruption this entails.  In addition, Pershing Square has ignored or misrepresented the operational and financial success already being achieved by the CP management team through the aggressive and successful execution of CP’s Multi-Year Plan.

PERSHING SQUARE PROPOSED UNPRECEDENTED OPERATING RATIO PROJECTIONS – DESPITE HAVING NO PLAN

To justify its high-risk agenda, Pershing Square’s original claim was that it could reduce CP’s operating ratio (“OR”) to 65 by 2015, a reduction rate never achieved by any management team at any Class I railroad.  Subsequently, in an interview on BNN on April 23, 2012, Mr. Ackman changed the timeframe to “in four years” rather than “by 2015.”  During Pershing Square’s “townhall” meeting for CP shareholders on February 6, 2012, Hunter Harrison, Pershing Square’s CEO candidate, appeared to back away from reducing CP’s OR to 65 by 2015, instead promising “significant improvement.” 

Regardless of the actual OR targets and timeframe that Pershing Square and Mr. Harrison have in mind – to date, no plan has been presented and it appears that Pershing Square has no plan.

PERSHING SQUARE’S AGENDA: DISRUPTIVE CEO CHANGE AND THREATENED “NUCLEAR WINTER”

Despite the absence of a plan, Pershing Square continues to push for a change in management that risks disrupting the Company’s success and the shareholder value being created by the current CP management team under CP CEO, Fred Green.

In fact, rather than work with the Board, Pershing Square demanded that CP install Mr. Harrison as CEO and threatened “Nuclear Winter” if CP did not acquiesce.  Mr. Harrison, as the 67 year old former CEO of Canadian National Railway Company (“CN”), is well known to the CP Board and the Board has serious questions about his track record in customer and regulatory relations while at CN.

IN LIGHT OF CP’S SIGNIFICANT OPERATING AND FINANCIAL MOMENTUM, PERSHING SQUARE HAS EFFECTIVELY ENDORSED CP’S MULTI-YEAR PLAN

In response to requests from the CP Board for details on how Pershing Square’s unprecedented projections could be met, Pershing Square stated that only after being installed as CEO would Mr. Harrison develop a plan.  By his own admission, Mr. Harrison has noted that if he were installed as CEO, it would take him some 18 months to get his team in place, develop a plan and begin to “move the needle.”  It remains unclear whether the four-year timeframe for OR improvement cited by Mr. Ackman begins at the beginning, sometime in the middle, or after that 18 month period has elapsed.

There is still no evidence that Mr. Harrison has any real knowledge of CP’s Canadian assets and every reason to believe that entrusting the Company and shareholders’ investment to him while he familiarizes himself constitutes unacceptable risk of disruption to CP’s value-generating Multi-Year Plan.

As Ed Harris, who has served as Executive VP of Operations for both CP and CN, has told the Board, “It is a mistake to underestimate the differences between the infrastructure of CP and CN.  On the one hand, in CN you have a railroad that was built by Canadian taxpayers with twice the proportion of sidings and double track and that therefore benefits from significantly enhanced operating flexibility. On the other hand, CP has to contend with greater geographic challenges.”

Fred Green and his management team are executing on CP’s Multi-Year Plan, which was designed to generate the best possible value from CP’s unique assets.  CP’s strong first quarter 2012 results are evidence that operational successes are translating into financial results and creating significant shareholder value.  Our Multi-Year Plan is working.  In the first quarter, when compared to the first quarter averages from the prior three years, train speed improved 13 per cent, active cars online improved 25 per cent, terminal dwell improved 27 per cent and car miles per car day has improved 43 per cent, to 208 miles per day.

It is, therefore, not surprising that Pershing Square has begun to back away from its previous statements about Mr. Harrison’s supposed strategy.  During the April 23, 2012, interview on BNN, Mr. Ackman stated that any new plan developed by Mr. Harrison would not be “materially different” than CP’s current plan and that he believes CP’s current plan is “reasonable.”

Pershing Square and Mr. Harrison now seem to accept that CP’s Multi-Year Plan is the right plan. 

Shareholders should ask themselves: why change a winning team?

CP DOES NOT NEED A TEMPORARY CEO

As Mr. Harrison stated during the April 25, 2012, question and answer session hosted by the Bank of Montreal, “And I think Bill described it very well, that I would love to be in a position that the Board, if they were, [pause] would choose me then to mentor a successor and to put a team together that develops some sustainability, and then I'm ready to, [pause] I'm ready to go back to the pasture.”

Mr. Ackman provided a clue to what Pershing Square has in mind during his April 23, 2012, interview with BNN.  Mr. Ackman was directly asked if he had spoken with Keith Creel, Chief Operating Officer and Executive Vice President of CN.  As CP disclosed in its Management Proxy Circular over a month ago, Mr. Ackman suggested that, since Mr. Harrison was still subject to a non-solicitation covenant in favour of CN, CP should hire a CN executive prior to hiring Mr. Harrison.  Under sustained questioning on television by BNN presenter Howard Green, Mr. Ackman came up with a different version of the truth:

Howard Green: Did you speak with Keith Creel of CN?

William Ackman: No.

Howard Green: Did Hunter speak with him.

William Ackman: No.  I mean I don't speak for Hunter.

Howard Green: Did you recommend to CP that they hire Keith Creel before Hunter Harrison?

William Ackman: We've heard wonderful things about Keith Creel.

Howard Green: But did you recommend that to CP?

William Ackman: We understand he’s an excellent operating executive.  We said to them, look, one of the things you could do is you could recruit Keith Creel or another potential candidate.

Howard Green: Prior to hiring Hunter Harrison so he would not be in breach of his non-solicit.

William Ackman: That’s correct.

It is worth noting that CN has already filed a lawsuit against Mr. Harrison for breach of his contractual undertakings to CN.

VOTE FOR CP’S DIRECTOR NOMINEES ON THE WHITE UNIVERSAL PROXY TODAY

CP’s Board of Directors is confident that CP has the right plan and the right team to successfully execute the Multi-Year Plan and generate substantial value for shareholders.  CP’s Board is unanimous in its belief that Pershing Square’s demand that it replace the Company’s CEO with Mr. Harrison would delay and damage CP’s value-generating plan, and represents unwarranted risk to shareholder value at a critical time.

You may vote for CP’s director nominees in accordance with the instructions provided on the WHITE universal proxy on the Internet, or by signing, dating, and returning the WHITE universal proxy in the postage−paid envelope provided.  Only your last−dated proxy will count.  Any proxy may be revoked at any time prior to its exercise at the annual meeting as described in the Management Proxy Circular.

You can visit www.CPonTrack.com for a copy of CP’s Management Proxy Circular and for more information about CP, our team and our value-generating Multi-Year Plan.

On behalf of CP’s Board of Directors, thank you for your continued support and interest in CP. 

Sincerely,

/s/

John E. Cleghorn
Chairman of the Board of Directors

If you have any questions about the information contained in this document or require assistance in completing your WHITE universal proxy, please contact our proxy solicitation agents:

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Roger Phillips, Chair of the Governance Committee of Canadian Pacific's Board of Directors, expressed surprise that Mr. Ackman made poorly informed comments about the compensation of CP directors during his recent appearance on Business News Network (BNN), "Mr. Ackman seems to have this completely backward."

During the interview Mr. Ackman said:

"The only stock they [CP Board members] own in the company is stock they were granted for serving on the board of directors.  They didn't reach into their pockets and buy stock on speculation they'll be successful.  These directors get paid for acting in our best interest."

Mr. Ackman asserted that CP's directors had little of their own money at risk and the deferred stock units they held were "given to them."

"To the contrary," Phillips said, "rather than receive 100 per cent of their fees in cash for their service as directors, it is obligatory that a substantial portion of the competitively-established director compensation be received in the form of deferred share units (DSU), which have the same value as shares and cannot be converted to cash until a director retires from the board.  In this way, director compensation is aligned with the interests of CP shareholders as the director experiences the same gains or suffers the same losses that shareholders do, but without the freedom of selling stock when she or he wishes."

Phillips added that on a voluntary basis, directors may also choose to receive up to 100 per cent of their cash compensation in the form of DSUs.  In 2011, more than 92 per cent of directors' compensation was paid in DSUs.  Collectively, the 14 non-management directors were paid only $202,080 in cash.  The balance of directors' fees of $2,507,200 was paid in deferred share units.  Eleven of the 14 directors received their compensation entirely in the form of DSUs. Earned over the last 10 years, the non-management directors now hold approximately $25M in shares and DSUs.

"This is not only testimony to the directors' faith in the long-term prospects for the company, but demonstrates how well their compensation aligns with long-term share value," said Phillips.   "As a Board, we are always open to improving our compensation plan.  Industry-leading compensation consultants currently rate our program very highly."

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as "anticipate", "believe", "expect", "plan" or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE: CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

For further information:

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Continued Execution of Multi-Year Plan is Delivering Record Operating Metrics, Improved Financial Results and Enhanced Customer Service

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today announced that, as the Company continues to aggressively and successfully execute on the Multi-Year Plan, additional customers have shared their support for CP and the Company's management team. CP's Multi-Year Plan is producing results and providing enhanced service levels for all CP customers.

CP's unparalleled service offering and strong, established customer relationships are the backbone of the Company's growth targets over the Multi-Year Plan period, and will allow the Company to achieve its operating ratio targets of 70 to 72 per cent for 2014, and 68.5 to 70.5 per cent for 2016.  CP's dedication to service and stronger, more resilient rail network has not gone unnoticed by its customers, who continue to voice support for the CP management team:

Doug Munro, President, Maritime-Ontario Freight Lines Limited:
"Maritime-Ontario Freight Lines has been successful in providing value-added services to meet the sophisticated needs of our customers. CP's long-term partnership with us provides focused and efficient supply chain services allowing MO to provide exemplary service to our customers. CP has been instrumental in helping us achieve our aggressive growth plans. We would not have achieved this progress without such a committed team at CP understanding our complex needs and business processes."

Peter H. Masterman, Vice President, Global Purchasing & Logistics, NOVA Chemicals:
"NOVA Chemicals is committed to Responsible Care® and the safe and secure transport of our products. CP's train safety performance is well recognized in the industry. We are pleased to work collaboratively with CP as a rail transportation provider. Their willingness to develop a thorough understanding of our business and transportation needs helps us meet our commitments to our customers."

Lorne Friberg, President and Chief Executive Officer, Sultran, Ltd.:
"Sultran has been working very closely with CP over the last six months to advance the efficient and timely delivery of Sultran's products using CP's services.  We are very impressed by the attention and diligence shown by CP management in dealing with our customers' product, which is vital to the economy of Alberta and British Columbia.  CP has demonstrated that it does not take Sultran's business for granted.  We appreciate our relationship with CP and believe that its current business plan to improve service will bring benefits to our customers.  We look forward to our continued partnership with CP."

Myron Jepson, General Manager, James Valley Grain LLC:
"James Valley Grain is a major shipper of whole grains within the Midwest of the United States to both domestic and global markets.  Rail transportation is a key component in our supply chain to our customers and we are fortunate to have real choices in the rail service provider that we use.  Canadian Pacific has a long history as our rail service provider since the inception of this company.  Without hesitation I would say the level of service and condition of the cars in the current crop year is the best we have ever experienced from CP or any other railway for the matter.  We choose CP as a key partner for our business and have committed ourselves to using CP for the vast majority of our grain movements for the next year."

CP recommends that shareholders vote FOR the Company's continued forward momentum that is being carried out by the right management team under the supervision of the right Board.  To do so, vote FOR the election of the director nominees proposed by CP on the WHITE universal proxy.  In addition, shareholders are encouraged to visit www.CPonTrack.com to access the Company's Management Proxy Circular and for more information about CP, the CP management team and its value-generating Multi-Year Plan.

If you have any questions about the information contained in this document or require assistance in completing your WHITE universal proxy, please contact our proxy solicitation agents:

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as "anticipate", "believe", "expect", "plan" or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value. 

For further information:

Contacts:
Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today issued the following statement:

Pershing Square continues to make misleading statements that are not based on the facts. 

It is untrue and irresponsible for Pershing Square to accuse CP of manipulating its first quarter earnings. 

In particular, Pershing Square is wrong in its comments about incentive compensation accruals.  Accruals increased by $7 million, due in part to a higher share price.  Incentive compensation accruals were higher by $4 million when compared to first quarter 2011.  All accruals have been properly made and recorded in full compliance with US GAAP and have been disclosed in CP’s first quarter earnings release and conference call and in the MD&A in CP’s quarterly report.  This is consistent with CP’s practice of transparent communications with its shareholders. 

In addition, on its earnings call on April 20, 2012, CP disclosed land sales in line with historical annual divestitures.  This year CP recovered a $12 million insurance claim related to the significant mainline outage we experienced in 2010 due to flooding. 

Pershing Square is wrong in its analysis and criticism of the DM&E transaction.  The accretive acquisition of the DM&E has resulted in the addition of a great strategic asset enabling CP to expand its reach in North America.  The DM&E transaction occurred when the DM&E put itself up for sale, not at a time of CP’s choosing. 

Dick Kelly, Chairman, Canadian Pacific Board of Directors Audit Committee, said:
“It is outrageous for Mr. Ackman to make the accusations he did today on the Business News Network.  To put the Company’s performance in a negative light, Mr. Ackman suggested that management deliberately distorted CP’s financial results.  He attacks the competence of our audit committee, which approved our first quarter results.”

Shareholders are encouraged to visit www.CPonTrack.com to access the Company's Management Proxy Circular and for more information about CP, the CP management team and its value-generating Multi-Year Plan.

If you have any questions about the information contained in this document or require assistance in completing your WHITE universal proxy, please contact our proxy solicitation agents:

Georgeson		MacKenzie Partners, Inc.
TOLL FREE - 1-866-374-9187 or International Toll Free Number (outside Canada and U.S.):  1-866-682-6148		TOLL FREE 1-800-322-2885 or (212) 929-5500 (Call Collect)
email: askus@georgeson.com		email: proxy@mackenziepartners.com

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

The Board of Directors of Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today declared an increase in CP’s next quarterly dividend to thirty-five cents ($0.35) Canadian per share on the outstanding Common Shares, from thirty cents ($0.30) per share.  The increased dividend is payable on July 30, 2012 to holders of record at the close of business on June 22, 2012, and is an eligible dividend pursuant to subsection 89(14) of the Income Tax Act.

“Canadian Pacific is committed to enhancing value for shareholders through profitable growth, execution of our operating plan, balanced investment and dividend growth ” said Kathryn McQuade, Executive Vice-President and Chief Financial Officer. ”Our Multi-Year Plan is clearly delivering record operating and service metrics with financial results and operating cash flow to fund our capital investments and increase our dividends 17 per cent.”

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Multi-Year Plan is Delivering Record Operating Metrics and Improved Financial Results

Pershing Square Demands Would Delay and Damage CP's Successful Momentum

Vote For the CP Director Nominees on the White Universal Proxy Today

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today issued the following statement in response to Pershing Square's letter to shareholders:

"When faced with incontrovertible proof of CP's strong operating and financial performance, Pershing Square continues to distort the record to distract shareholders from the fact that it has no plan and no ideas.  CP is building on its significant momentum and continuing to achieve record operating metrics, which are resulting in improved financial results and creating enhanced shareholder value.  CP is confident that the continued successful execution of the Multi-Year Plan by the CP management team will help drive further financial improvement, further operating ratio improvement and further shareholder value creation.

CP's Board is unanimous in its belief that Pershing Square's demand that it replace the Company's CEO with Hunter Harrison would delay and damage CP's value-generating plan, and represents unwarranted risk to shareholder value at a critical time.  Mr. Ackman and Mr. Harrison have publicly conceded that neither Pershing Square nor Mr. Harrison have any plan for reducing CP's operating ratio. Mr. Harrison has admitted if he were installed as President and CEO that it would take him some 18 months to get his team in place, develop a plan and begin to 'move the needle.'  Despite much rhetoric, Pershing Square still has no plan.

The CP Board unanimously recommends that shareholders vote FOR the election of the director nominees proposed by CP on the WHITE universal proxy today."

Shareholders are encouraged to visit www.CPonTrack.com to access the Company's Management Proxy Circular and for more information about CP, the CP management team and its value-generating Multi-Year Plan.

If you have any questions about the information contained in this document or require assistance in completing your WHITE universal proxy, please contact our proxy solicitation agents:

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as "anticipate", "believe", "expect", "plan" or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE: CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value. 

For further information:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Continued Successful Execution of Multi-Year Plan Drives Enhanced Financial Results

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) announced its first-quarter 2012 results today with reported net income of $142 million, an increase of $108 million, or 318%, from the same period in 2011, and diluted earnings per share of $0.82, an increase of $0.62, or 310%, from the same period in 2011.

Fred Green, President & Chief Executive Officer, said, “Our record operating metrics are driving enhanced financial results, as evidenced by a strong first quarter performance. By aggressively executing on the Multi-Year Plan, CP delivered an increase in revenues of $213 million and an improvement in operating ratio of 1,050 bps during the quarter.”

“We have improved operating momentum, we are delivering excellent service and we have a stronger, more resilient rail network.  This quarter, we generated an 18% year-over-year increase in freight revenues.  Looking ahead, we are confident we can continue to deliver improvements in our operating metrics and financial performance and further growth in shareholder value.” 

• Q1 2012 Earnings Release and Financial Reports

FIRST-QUARTER 2012 RESULTS COMPARED WITH FIRST-QUARTER 2011

• Total revenues were $1.4 billion, an increase of $213 million
• Operating expenses were $1.1 billion, an increase of $48 million
• Average fuel price increased 12% to $3.50 U.S. dollars per U.S. gallon
• Operating income was $274 million, an increase of $165 million
• Operating ratio was 80.1%, an improvement of 1,050 basis points 
• Net income was $142 million, an increase of $108 million
• Diluted earnings per share were $0.82 per share, an increase of $0.62 per share

OPERATING PERFORMANCE

MULTI-YEAR PLAN

“CP’s Multi-Year Plan is specifically designed to unlock the potential of this franchise and enable profitable growth and efficiency.  During the first-quarter, CP continued to successfully execute on all three pillars of the Multi-Year Plan, driving volume growth, expanding network capacity to safely and efficiently support higher volumes and controlling costs. The CP Board and management team is confident in the Company’s Plan and its goal of delivering a 70% to 72% operating ratio for 2014, and an operating ratio of between 68.5% to 70.5% for 2016,” said Fred Green.

CONFERENCE CALL INFORMATION

CP will discuss its results with analysts in a conference call beginning at 11:00 a.m. Eastern time (9:00 a.m. Mountain time) on April 20, 2012.

Toronto/International participants dial in number: (647) 427-7450
Operator assisted toll free dial in number: 1-888-231-8191
Callers should dial in 10 minutes prior to the call.

WEBCAST

For those with Internet access we encourage you to listen via CP’s website at www.cpr.ca. To access the webcast and the presentation material, click on “Invest In CP” tab.

A replay of the conference call will be available by phone through May 18, 2012 at (416) 849-0833 or toll free 1-855-859-2056, passcode 63620027. A webcast of the presentation and an audio file will be available at www.cpr.ca under “Invest In CP” tab.

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE: CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Consolidated Fastfrate (CFF), one of the largest privately owned transportation and logistics services in Canada, today announced a proposed 10,000 sq. ft. cross dock facility, co-located with Canadian Pacific’s intermodal rail yard, as the first phase of a multi-phased project that would start construction at the Global Transportation Hub (GTH) in the spring of 2012.

CFF Executive Chairman Ron Tepper, CFF West Region Vice President Kevin Hankinson and Saskatchewan Minister Responsible and Chair of the GTH, the Hon. Bill Boyd, today announced the 10-acre development, which is scheduled to be operational on or before fall of 2013.  CFF has an option for further expansion.

“The relocation of Canadian Pacific (CP) and its intermodal facility to the GTH is significant to CFF,” Tepper said.  “The relationship with CP started in 1966 and through this partnership over the following 20 years, Fastfrate became the largest boxcar shipper of LTL freight in Canada.”

“In 1998, a co-location program was then created to move Fastfrate from boxcar to intermodal, this required Fastfrate to invest into new facilities across the country and did so with CP intermodal,” added Tepper. “The result today is that Fastfrate has the newest and largest LTL infrastructure, and this has allowed the company to grow to the largest privately owned LTL shipper in the country handling in excess of 2 billion pounds of freight and over 600,000 shipments annually by rail.”

“In many ways CFF and CP pioneered the intermodal co-location strategy which facilitates streamlined transload processes between trucks and trains,” said CP President and CEO Fred Green. “For a number of customers, including CFF, co-location dramatically reduces costs, lowers transit times, and allows for new market growth,” he said.

Minister Boyd said the addition of Consolidated Fastfrate to the GTH will continue to strengthen its reputation as a dynamic new and generational development. 

“The GTH is helping manufacturers, suppliers and distributors move their products throughout Canada and around the world creating hundreds of new jobs and professional career opportunities in global logistics, supply chain management and quality assurance for Saskatchewan people,” Boyd said.

“Throughout the discussions of the relocation of CP’s intermodal yard to west Regina and the creation of the Global Transportation Hub, the co-location of related businesses has always been pivotal to the success of the GTH,” said Regina Mayor Pat Fiacco. “Today’s announcement affirms the vision for the GTH and the synergies that are created for the movement of goods.”

“As a long time financing partner to CFF, Roynat is pleased to support their development of another successful co-located transload facility with Canadian Pacific,” said Rania Llewellyn, President and CEO of Roynat Capital.  “Over the past 19 years, Roynat has been a strong supporter of CFF’s growth, including providing creative financing solutions for 10 cross dock terminals across Canada.

About Consolidated Fastfrate:

For over 45 years Consolidated Fastfrate has provided market leading transportation services in western Canada that connects with Ontario, Quebec and Atlantic Canada.  The company employs more than 1,600 people and transports more than two billion pounds of freight annually.

About Canadian Pacific:

Canadian Pacific (TSX:CP)(NYSE: CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

About Roynat Inc.

For more than 50 years, Roynat Inc. has been delivering creative capital solutions to businesses across North America. With 19 offices nationwide, Roynat offers financing alternatives by drawing on a broad range of financial solutions including term loans, leasing, subordinated debt and equity. Roynat Inc. is a wholly owned subsidiary of Scotiabank, one of North America's premier financial institutions and Canada's most international bank. For more information, visit www.roynat.com.

For Further information contact:

Global Transportation Hub
Paul Staats
306-798-4405    
Paul.staats@thegth.com

Consolidated FastFrate
Danila DePiero
905-856-4507 
depierod@fastfrate.com

Canadian Pacific
Ed Greenberg
612-849-4717
ed_greenberg@cpr.ca

Believes Pershing Square Ignores the Company's Clear Progress

CP's Board Has More Relevant and More Extensive Experience than the Pershing Square Nominees

Vote the White Universal Proxy Today

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today issued the following statement in response to Pershing Square's letter to shareholders:

"As evidenced by the Company's last three consecutive quarters of sustained improvement in operating metrics, the CP team continues to successfully drive improvements. Furthermore, CP will confirm expectation-beating financial performance and provide full details for the first quarter on its earnings call on Friday, April 20, 2012.

CP is open to listening to ideas from all shareholders and continues to stand by its offer to William Ackman to join the Board.  As such, the Company recommends shareholders vote the White universal proxy, which contains all of the Company's nominees, including Mr. Ackman.

Unlike the Other Pershing Square Nominees, CP's directors have extensive and relevant experience in railroads, energy, natural resources, food and agriculture, law, government, banking and finance.  CP has the right plan, the right management team and the right Board to generate substantial value for shareholders.

As the Company's May 17 annual meeting approaches, CP shareholders will have the opportunity to make an informed decision on which candidates have the most relevant experience and are best positioned to oversee the successful execution of the Multi-Year Plan. The Multi-Year Plan is producing record operating metrics and the Board believes that Pershing Square's proposal to replace CP's CEO, Fred Green, with Hunter Harrison would delay and damage CP's value-generating plan, and represents unwarranted risk to shareholder value at a critical time.  CP recommends that shareholders vote the White universal proxy today."

Shareholders are encouraged to visit www.CPonTrack.com to access the Company's Management Proxy Circular and for more information about CP, the CP management team and its value-generating Multi-Year Plan.

If you have any questions about the information contained in this document or require assistance in completing your WHITE universal proxy, please contact our proxy solicitation agents:

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as "anticipate", "believe", "expect", "plan" or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE: CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

For further information:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Updates Universal Proxy to Include Additional Nominee Recently Proposed by Pershing Square

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) (the "Company") today announced that it has filed a supplement to the Company's management proxy circular, together with an updated form of proxy, with the Canadian securities regulatory authorities on SEDAR in connection with the Company's annual meeting of shareholders to be held on May 17, 2012.  The updated universal proxy includes all identified nominees for election to the Board of Directors at the Company's annual meeting, including the additional nominee recently proposed by Pershing Square. Shareholders will be receiving the supplement and an updated WHITE universal proxy in the mail, and the online voting websites have been updated.

Additional information regarding the Company's annual meeting of shareholders, including information concerning voting, is set out in the Company's management proxy circular.  The Company's management proxy circular, the supplement to the management proxy circular and updated form of proxy will be available on the SEDAR website at www.sedar.com, the EDGAR website at www.sec.gov and at www.CPonTrack.com.

For questions regarding voting with the WHITE universal proxy or otherwise, please contact CP's proxy solicitation agents:

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value. 

For further information:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Multi-Year Plan is driving strong financial results

Company to announce first-quarter earnings on Friday, April 20th

Canadian Pacific Railway Limited (TSX:CP) (NYSE:CP) today announced that the Company expects to report first-quarter 2012 diluted earnings per share (EPS) in the range of 80 to 83 cents.  This exceeds our 2011 diluted EPS by approximately 300 per cent.

CP delivered record operating performance metrics, with improvements over the prior year period and the average of the previous three years’ first quarters, and the Company continues its strong operating performance into April 2012.

Fred Green, President & Chief Executive Officer, said, “The CP team is delivering both revenue growth and operational performance.  The record operating metrics are now driving improved financial results.  This is evidence that our Multi-Year Plan is the right strategy to produce value for our shareholders.”

CP has year-over-year growth in grain, coal and industrial and consumer products, particularly in energy.  Automotive and intermodal continue to show strength as CP builds on its customer relationships and delivers strong operating service metrics.

CP will release its first-quarter financial and operating results at 7:30 a.m. Eastern time (5:30 a.m. Mountain time) on April 20, 2012.  CP will discuss its results with analysts in a conference call beginning at 11:00 a.m. Eastern time (9:00 a.m. Mountain time) on April 20, 2012.

Conference Call Access

Toronto participants dial in number: (647) 427-7450  
Operator assisted toll free dial in number: 1-888-231-8191  
Callers should dial in 10 minutes prior to the call.  

Webcast

For those with Internet access we encourage you to listen via CP’s website at www.cpr.ca. To access the webcast and the presentation material, click on “Invest In CP” tab.   

A replay of the conference call will be available by phone through May 18, 2012 at 416-849-0833 or toll free 1-855-859-2056, password 63620027. A webcast of the presentation and an audio file will be available at www.cpr.ca under “Invest In CP” tab.

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPR.ca and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Urges Shareholders to Vote the White Universal Proxy FOR CP’s Director Nominees

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today set the record straight on a number of misleading and inaccurate statements made by Pershing Square, including claims in its proxy circular filed on April 5, 2012 in connection with CP’s annual meeting of shareholders to take place on May 17, 2012. 

CP’s management team is aggressively and successfully executing on the Company’s Multi-Year Plan to deliver a 70 to 72 operating ratio for 2014, and is targeting an operating ratio of 68.5 to 70.5 for 2016.  The Multi-Year Plan is already yielding record operating metrics that are expected to translate into improved financial results beginning in the first quarter 2012.  Conversely, even after more than five months, Pershing Square is unable to articulate any plan or concrete suggestions to deliver results comparable to CP's Multi-Year Plan, let alone achieve its previously stated target of a 65 per cent operating ratio by 2015.  The Board believes that Pershing Square’s proposal to replace CP’s CEO, Fred Green, with Hunter Harrison would delay and damage CP’s value-generating plan, and represents unwarranted risk to shareholder value at a critical time.

In support of its proposal, Pershing Square has made a number of misleading and inaccurate statements about the quality of CP operations, including:

Claim:  Pershing Square claims CP’s growth in Freight Revenue per Revenue Ton-Mile lagged CN’s in the 2006-2011 period.

Fact:  CP’s Freight Revenue per Revenue Ton-Mile grew at a faster rate than CN’s during that period.  In making its claim, Pershing Square intentionally obfuscated the facts by including non-rail related revenues such as revenues derived from the operation of vessels, docks and warehousing.  The fact that CP outperformed CN during this period is evidence of CP’s superior service offerings and strong customer relationships.

Claim:  Pershing Square claims that CP’s mobile assets (rail cars and locomotives) were poorly utilized and has cited this as a “big deficiency” on the basis of comparative operating metrics from 2010.

Fact:  Pershing Square ignored the significant improvements CP made coming out of 2011 and into 2012.  In fact, CP’s 2012 rail car utilization is ahead of CN’s for the fourth quarter of 2011.  In addition, CP’s locomotive utilization during the fourth quarter of 2011 equaled CN’s when adjusted for CP’s grades and curves as determined by Oliver Wyman, highly qualified, independent railroad industry experts retained by the Board.

Claim:  Pershing Square claims that poor operating margins and pension mismanagement by CP have led to negative cash flow over the past six years.

Fact:  CP has generated sufficient cash flow to fully fund its capital investments and distributions to shareholders and has continued to increase dividends.  Residual cash from operations and proceeds from CP’s ongoing initiative to monetize non-core assets have been used to partially fund the acquisition of the DM&E, which is opening up new opportunities to grow volumes and expand CP’s North American reach. The cash and proceeds have also contributed to CP’s successful mitigation of pension contribution volatility through voluntary prefunding of its defined benefit pension plan obligations.

Claim:  Pershing Square claims that CP’s “biggest issue” is CP’s unit cost disadvantage relative to CN.

Fact:  Once again, Pershing Square’s analysis of the publicly available information is incomplete and its conclusions are flawed.  CP’s operating expense per Revenue Ton-Mile (excluding pension benefit expenses) is comparable to CN’s, and in fact, in the fourth quarter of 2011 these metrics were identical for CP and CN.

Claim:  Pershing Square claims that CP has lost market share to CN over the past six years, including 7.4 percentage points of intermodal market share, although CP completed a substantial acquisition during that same period.

Fact:  Under Fred Green’s leadership, CP has leveraged its core capabilities to expand its presence in emerging markets, such as energy.  CP now reliably moves large volumes of crude by rail into the Gulf, the Midwest, the US Northeast, eastern Canada and the west coast of Canada.  CP’s market development in energy is expected provide up to $400 million in new annual revenues over the next three to four years.  In addition, CP has maintained its traditional Intermodal share in the markets it serves, and regained 100 per cent of its Intermodal shipping lines following the 2011 weather-related service disruption.  CP has also regained its full Canadian grain market share, and for the 2011/2012 crop year to date, it has exceeded the five-year average volume by 16 per cent. 

Claim:  Pershing Square claims CP has mishandled capital investment on excessive locomotive and car stock.

Fact:  CP has purchased 91 new fuel efficient locomotives in late 2011 and the first quarter of 2012.  These locomotives displaced 135 older, high maintenance, less reliable locomotives and improves fleet productivity. These purchases are part of a standard renewal and replacement program.  Given that CP has an active road fleet of approximately 1000 units, each with a useful life of approximately 30 years, it is necessary to replace approximately 30 units annually.  It is important to note that to conserve capital during the recessionary period of 2009 and 2010, CP did not purchase any new locomotives. 

Claim:  Pershing Square claims that CP's operating ratio can be reduced to 65 by 2015.

Fact:  Oliver Wyman, highly qualified, independent railroad industry experts retained by the Board, has independently confirmed that an operating ratio for CP of 65 for 2015 is unrealistic and unachievable.  No independent industry expert has publicly endorsed Pershing Square’s targets. 

CP’s Multi-Year Plan has three key elements – driving volume growth, expanding network capacity to safely and efficiently support higher volumes and controlling costs.  CP is committed to executing on the Company’s Multi-Year Plan to deliver a 70 to 72 operating ratio for 2014, and is targeting an operating ratio of 68.5 to 70.5 for 2016.

The CP Board has attempted to foster a constructive dialogue with Pershing Square, and has an open offer to William Ackman, Chief Executive Officer of Pershing Square, to join the CP Board.  CP has included Mr. Ackman as a CP Nominee on the Company’s WHITE universal proxy and recommends that shareholders vote for Mr. Ackman to join the CP Board.  The CP Board is confident that once Mr. Ackman understands the facts and how the CP management team is executing on the Multi-Year Plan, he will endorse the Plan.

The Board unanimously recommends that shareholders vote FOR the election of the director nominees proposed by CP on the WHITE universal proxy, which will include all of the CP and Pershing Square nominees.  The CP Board has significant breadth and depth of expertise and experience in both the railroad industry and other complementary fields.  The CP Board is the right Board to drive shareholder value by guiding the Company through the successful execution of the Multi-Year Plan. 

Every vote is extremely important.  Please take a moment to vote FOR the CP nominees by Internet or by signing, dating and returning the WHITE universal proxy. 

Shareholders are encouraged to visit www.CPonTrack.com to access the Company’s Management Proxy Circular and for more information about CP, the CP management team and its value-generating Multi-Year Plan.

For assistance in completing the WHITE universal proxy, please contact CP’s proxy solicitation agents:

Georgeson
TOLL FREE - 1-866-374-9187 or
International Toll Free Number (outside Canada and U.S.):  1-866-682-6148
email: askus@georgeson.com  

Mackenzie Partners Inc.
TOLL FREE 1-800-322-2885 or
(212) 929-5500 (Call Collect)
email: proxy@mackenziepartners.com

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today issued the following statement in response to Pershing Square’s proxy circular. John E. Cleghorn, Chairman of the Board, said:  

“Pershing Square continues its pattern of making misleading and inaccurate statements about CP and fails to present any plan or even concrete suggestions to achieve its previously stated target of a 65 per cent operating ratio by 2015.  Even after over five months, Pershing Square is still unable to articulate any plan that would deliver results comparable to CP’s Multi-Year Plan.”

“The Board believes that Pershing Square’s repeated proposal to replace CP’s CEO, Fred Green, with Hunter Harrison would delay and damage CP’s value-generating plan and would undermine CP’s ongoing initiatives to increase volume and improve operations and profitability.  A number of CP customers have expressed concerns about the risk and disruption that would occur should Hunter Harrison be installed as CEO of CP.  We have received strong customer support for our progress, and we expect further growth as we continue to deliver strong service execution.”
 
“The CP Board has extensive experience in railroading and other relevant fields to oversee the implementation of the Multi-Year Plan and is holding management accountable for the results.  The Board has reviewed and verified the Company’s Multi-Year Plan, which is producing record operating metrics – a leading indicator of financial results.  CP’s Board and management team are focused on maximizing shareholder value by driving volume growth, expanding network capacity to safely and efficiently support higher volumes and controlling costs.”

CP notes the following comments about CP made by the same independent financial analysts quoted by Pershing Square in its proxy circular¹:

• "CP has a well developed plan for OR improvement based on detailed productivity drivers, growth with their key customers, and solid pricing gains.” (Thomas Wadewitz of J.P. Morgan, February 21, 2012)
• "Recent operating performance has been very strong (carloads are up 7.8% QTD, leading growth amongst the Class I rails, and velocity is up 27%), which is likely to drive solid financial performance in the near-term." (Christian Wetherbee of Citi, March 23, 2012)
• "First quarter 2012 is posting significant gains above [BAML] targets, as volumes are up 7.5% quarter-to-date, 280 bps above [BAML’s] target, and velocity has averaged 25 mph quarter-to-date, up 27% year-over-year." (Ken Hoexter of Bank of America Merrill Lynch, March 22, 2012)

Use only CP’s WHITE universal proxy, which offers shareholders a clear and fair means of choosing the best board to serve CP shareholders – do NOT use Pershing Square’s blue proxy.  The CP Board recommends that shareholders vote for the CP nominees, including William Ackman of Pershing Square.

Shareholders with questions about how to use the WHITE universal proxy should contact MacKenzie Partners, Inc. at 1-800-322-2885 or Georgeson at 1-866-374-9187.

1. Permission to use quotes neither sought nor obtained.  The views expressed and numbers cited by independent financial analysts are their own and are not necessarily endorsed by CP. 

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today issued the following statement in response to media reports that CP customers have requested additions to contracts of change-in-management provisions to protect customers against what customers believe will be the disruption to their businesses if Hunter Harrison becomes Chief Executive Officer of CP: 

“A number of CP customers have expressed concerns about the risk and disruption that would occur should Hunter Harrison be installed as CEO of CP, as proposed by Pershing Square.  While the Company does not comment on the details of individual customer contracts, CP confirms that it is not including change-in-management clauses in customer contracts. 

The CP management team is dedicated to offering excellent customer service and is successfully executing on the Company’s Multi-Year Plan, which is producing record operating metrics.”

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies.  This forward-looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance.  Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information.  Forward-looking information is not a guarantee of future performance.  By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.  Readers are cautioned not to place undue reliance on forward-looking information.  Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP.  Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific
Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Canadian Pacific's public presentation to investors and analysts takes place today (March 27, 2012), detailing the railway's progress against key operational metrics and outlining its plan for continuing improvement to the Company's operating ratio ("OR").

To watch the live webcast, go to: www.CPonTrack.com and follow the link

Presenters include: Fred Green, President and Chief Executive Officer, and members of the senior executive team who will update investors on progress against key operating metrics and advancing the Multi-Year Plan; members of CP's Board of Directors; and representatives of Oliver Wyman (part of Marsh & McLennan Companies), highly qualified, independent railroad industry experts retained by CP's Board of Directors, which will present elements of its independent assessment of CP's Multi-Year Plan and its analysis of the feasibility of Pershing Square's publicly stated projections and timeframe for CP's OR improvement.

Editor's Note:

To assist newsrooms, the following will be provided:

1. Live audio/video webcast of meeting
2. High-resolution still images of meeting
3. Broadcast-quality b-roll
4. Broadcast-quality cover shots of meeting
5. Broadcast-quality clips

*High-resolution photos of the company and day-of images can be downloaded from the CNW link: http://cnw.pathfireondemand.com/viewpackage.action?packageid=530

**Stock company b-roll and footage from the event will be available via satellite feed between 1 p.m. - 1:30 p.m. Eastern Coordinates are as follows:

ANIK F2C
Transponder 3B
111.1 degrees west
Downlink Freq: 3820.0000 V
Audio subcarriers: 6.8 and 6.2

***The same footage will then be posted to the CNW Video on Demand page at 3pm ET: http://cnw.pathfireondemand.com/viewpackage.action?packageid=530

Forward Looking Statements

This news release contains certain forward-looking statements relating but not limited to our operations, anticipated financial performance and business prospects. Undue reliance should not be placed on forward-looking information as actual results may differ materially. Forward-looking statements are not guarantees of future performance. By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes. These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States. Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

For further information:

Contacts:

Media Relations
Ed Greenberg
Tel: 612-849-4717
24/7 Media Pager: 855-242-3674
Ed_greenberg@cpr.ca

Investor Relations
Janet Weiss
Tel: 403-319-3591
investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel: 212-355-4449

Canadian Pacific welcomes the joint announcement by Prime Minister Stephen Harper and Japanese Prime Minister Yoshihiko Noda, that Canada and Japan will launch negotiations for a free trade agreement between the two countries.

Jane O’Hagan, CP’s Executive Vice-President and Chief Marketing Officer made the following comment on the negotiations.

“Canadian Pacific is focused on driving volume growth, expanding network reach and revenue-generating capacity, and controlling costs. CP welcomes Prime Minister Harper’s promotion of free trade in Asia. Free Trade enables long term growth, promotes investment and creates greater supply chain certainty – all of which supports our growth in the Asia-Pacific Gateway.”

Japan is the world’s third-largest national economy and was Canada’s largest source of job-creating investment from Asia. It is also Canada’s fourth-largest merchandise export market, with exports totaling $10.7 billion in 2011 – an increase of 16.1 percent over 2010. Total merchandise trade in 2011 was valued at $23.7 billion. CP and its supply chain partners enable these trade flows.

About Canadian Pacific

Canadian Pacific (CP:TSX)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

Contact:

Ed Greenberg
Canadian Pacific
612 849-4717 (cell)
ed_greenberg@cpr.ca

Executing a Successful, Value-Enhancing Plan

Board Has Experience to Oversee Execution of Multi-Year Plan and Holds Management Accountable for its Success

Initiates Use of Universal Proxy and Includes Pershing Square’s William Ackman as a Recommended CP Director Nominee

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today filed the Company’s management proxy circular with the Canadian securities regulatory authorities on SEDAR.  The management proxy circular includes a letter from John E. Cleghorn, Chairman of the Board, inviting shareholders to attend the Company’s annual meeting, which will be held on May 17, 2012. The management proxy circular will be available on the SEDAR website at www.sedar.com, the EDGAR website at www.sec.gov and at www.CPonTrack.com.

The full text of the letter is below:

March 22, 2012

Dear Fellow Shareholder,

I am pleased to invite you to attend the annual meeting of shareholders of Canadian Pacific Railway Limited to be held at the Sheraton Suites Eau Claire, 255 Barclay Parade S.W., Calgary, Alberta on Thursday, May 17, 2012, at 8:00 a.m. local time. 

The upcoming annual meeting is one of the most important in Canadian Pacific’s history.  You will be asked to make a very important decision that will have a significant impact on the future of our company.  You will be asked to choose between the continued careful and focused execution of our value-generating Multi-Year Plan unanimously endorsed by your Board, or the risk and uncertainty of the proposal put forth by Pershing Square. 

Canadian Pacific is delivering value to our shareholders by aggressively and successfully executing our Multi-Year Plan.  Canadian Pacific’s Multi-Year Plan includes an ambitious but achievable operating ratio target of between 70 and 72 for 2014 that will drive substantial shareholder value.  We believe that the continued successful execution of Canadian Pacific’s Multi-Year Plan will deliver further improvements to our operating ratio, with a target of between 68.5 and 70.5 for 2016.  The Multi-Year Plan is already yielding results in the form of record operating metrics for the fourth quarter of 2011 and in 2012 to date.  We expect these improved metrics to translate into improved financial results beginning in the first quarter of 2012.

The Board and Canadian Pacific have sought meaningful engagement with Pershing Square and have attempted to foster a constructive dialogue.  Members of the Board and management team of Canadian Pacific met with Pershing Square within days of Pershing Square's first disclosure of its holding in Canadian Pacific and a number of meetings and conversations took place over the following weeks.  As a result of these meetings, an invitation was extended to Mr. William A. Ackman, Chief Executive Officer of Pershing Square, to join the Board so that a constructive Board-level dialogue based on all the relevant facts and information could take place.  The invitation to Mr. Ackman remains open and, in that regard, Canadian Pacific has included him as one of the nominee directors that we recommend to Canadian Pacific shareholders.

The Board of Directors unanimously supports Fred Green, our President and CEO, and the Canadian Pacific management team, and endorses management’s Multi-Year Plan.  We urge you to vote FOR continued shareholder value creation and FOR the nominees proposed by the Board by voting on the enclosed WHITE proxy today.  As outlined in detail in the Management Proxy Circular:

• Canadian Pacific is Aggressively Executing a Successful, Value-Enhancing Plan
• Canadian Pacific’s Multi-Year Plan includes an ambitious but achievable operating ratio target of between 70 and 72 for 2014 that will drive substantial shareholder value and Canadian Pacific believes that the continued successful execution of the Multi-Year Plan will deliver further improvements to its operating ratio with a target of between 68.5 and 70.5 for 2016.
• The successful execution of the Multi-Year Plan is already yielding record operating results and has significant momentum.
• The Multi-Year Plan is being executed by a strong management team under the oversight of the Board.
• The Multi-Year Plan has been reviewed and assessed by Oliver Wyman (part of Marsh & McLennan Companies), highly qualified, independent railroad industry experts retained by the Board, which has concluded that, based upon the assumptions set out in the Management Proxy Circular and the continued successful execution of the Multi-Year Plan by management, an operating ratio of between 70 and 72 for 2014 is within a reasonable range of achievement.
• Canadian Pacific’s Board Has the Required Expertise and Experience to Oversee Execution of the Multi-Year Plan and Hold Management Accountable for its Success
• The Board has significant breadth and depth of expertise, including in the railroad and complementary industries, with a recognized commitment to the highest standards of corporate governance.
• Pershing Square’s nominees who accompany Mr. Ackman have no evident railroad industry experience and add no other complementary industry experience.
• The Board has engaged with Mr. Ackman and maintains an open invitation for him to join the Board, an invitation which Mr. Ackman has so far declined. Instead, Pershing Square has launched an unnecessary and costly proxy contest.

The Board strongly disagrees with Pershing Square’s demand that Canadian Pacific replace its CEO with Hunter Harrison.  The Board believes that Mr. Harrison is not the right leader for Canadian Pacific.  Furthermore, Pershing Square has presented no credible, detailed plan to support its assertions about reducing Canadian Pacific’s operating ratio.  The approach advocated by Pershing Square and its nominees, none of whom has any operational or related experience with Class I railroads, risks moving Canadian Pacific in the wrong direction by seriously delaying and disrupting our progress in executing the Multi-Year Plan, thereby negatively impacting shareholder value.  In the Management Proxy Circular, the Board provides detailed reasons for its opposition to Pershing Square’s proposal, specifically: 

• Pershing Square’s Proposal is Ill-Conceived and Introduces Unwarranted Risk to Shareholder Value
• Pershing Square has demonstrated a lack of understanding of Canadian Pacific’s business.
• Pershing Square has disclosed no specific plan to achieve its stated operating ratio targets.
• Pershing Square’s operating ratio targets for Canadian Pacific are unrealistic and lack credibility.
• The only stated goal of Pershing Square is to install Mr. Harrison as President and CEO, who the Board believes is not the right leader for Canadian Pacific.
• Installing Mr. Harrison as President and CEO would, by his own admission, seriously delay and disrupt Canadian Pacific’s progress in executing the Multi-Year Plan.

We look forward to seeing you at the meeting and to having the opportunity to answer your questions, but if you cannot attend, it is important that your shares be represented.  Whether or not you plan to attend the annual meeting, we urge you to read the Management Proxy Circular carefully and to VOTE FOR the Canadian Pacific nominees by using the enclosed WHITE proxy and NOT to vote for Pershing Square’s other director nominees or return any proxy card sent to you by Pershing Square.  As Canadian Pacific is using a “universal” proxy containing all of the Canadian Pacific nominees as well as the other nominees proposed by Pershing Square, there is no need to use any other proxy regardless of how you propose to vote.

You may vote for Canadian Pacific’s nominees in accordance with the instructions provided on the WHITE proxy, by telephone or internet, or by signing, dating, and returning the enclosed WHITE proxy in the postage−paid envelope provided.  Only your last−dated proxy will count—any proxy may be revoked at any time prior to its exercise at the annual meeting as described in the Management Proxy Circular.

For those shareholders not able to attend in person, you can log onto our website at www.cpr.ca before the meeting to listen to a live audio webcast of the proceedings.  If you have any questions, please contact MacKenzie Partners, Inc. or Georgeson, which are assisting us in connection with this year's annual meeting, at 1-800-322-2885 or at 1-866-374-9187, respectively. You can also visit www.CPonTrack.com for more information about CP, our team and our value-generating Multi-Year Plan.

On behalf of the Board and management, we would like to thank you for your continued support of Canadian Pacific.

Yours truly,

/s/

John E. Cleghorn

Chairman of the Board

Note on Forward-Looking Information

This news release contains certain forward-looking information within the meaning of applicable securities laws relating, but not limited, to our operations, priorities and plans, anticipated financial performance, business prospects, planned capital expenditures, programs and strategies. This forward looking information also includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions information and statements about possible future events, conditions, and results of operations or performance. Forward-looking information may contain statements with words such as “anticipate”, “believe”, “expect”, “plan” or similar words suggesting future outcomes.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from the forward-looking information. Forward-looking information is not a guarantee of future performance. By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking information, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes. The foregoing list of factors is not exhaustive.

These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States. Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F. Readers are cautioned not to place undue reliance on forward-looking information. Forward-looking information is based on current expectations, estimates and projections and it is possible that predictions, forecasts, projections, and other forms of forward-looking information will not be achieved by CP. Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674
email: ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher       
Joele Frank / Tim Lynch / Jed Repko
Tel.: 212-355-4449

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) will make a public presentation to investors and analysts detailing its progress against key operational metrics and outlining its plan for continuing improvement to the Company’s operating ratio (“OR”).  CP’s Investor Day will be held in Toronto, Ontario on Tuesday, March 27, 2012 from 9:00 am – 12:00 noon Eastern Time (7:00 am – 10:00 am Mountain Time).  Those wishing to attend the event in person will need to pre-register at www.CPonTrack.com.  A live webcast of the event and the presentation materials will also be available on the website.

“This will be a valuable opportunity to update shareholders on the demonstrable progress we are making at CP as we execute against our detailed plan to achieve our targeted operating ratio goal of 70 to 72 per cent for 2014,” said Fred Green, President and CEO of CP.  “Canadian Pacific entered 2012 with record operating metrics and we expect these metrics to translate into improved financial results beginning in the first quarter of 2012.  The CP management team is focused on continuing to deliver on our Multi-Year Plan to create long-term value for shareholders.”

CP ended 2011 with record operating metrics including car miles per car day and terminal dwell, which both improved 20 per cent during the fourth quarter compared to the fourth quarter of 2010.  CP also made further improvements in 2012.  Year-to-date February, CP saw significant improvements compared to the 3 year average for the same period in terminal dwell (29 per cent), active cars online (26 per cent), AAR train speed (15 per cent) and car miles per car day (45 per cent), which set a new performance record of 208 miles per day.

Presenters will include: Fred Green, President and Chief Executive Officer, and members of the senior executive team who will update investors on progress against key operating metrics and advancing the Multi-Year Plan; members of CP’s Board of Directors; and representatives of Oliver Wyman (part of Marsh & McLennan Companies), highly qualified, independent railroad industry experts retained by CP’s Board of Directors, which will present elements of its independent assessment of CP’s Multi-Year Plan and its analysis of the feasibility of Pershing Square’s publicly stated projections and timeframe for CP’s OR improvement.

Forward Looking Statements

This news release contains certain forward-looking statements relating but not limited to our operations, anticipated financial performance and business prospects. Undue reliance should not be placed on forward-looking information as actual results may differ materially. Forward-looking statements are not guarantees of future performance. By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes. These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States. Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.CPonTrack.com and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media Relations                                 
Ed Greenberg                                             
Tel: 612-849-4717                                     
24/7 Media Pager: 855-242-3674              
Ed_greenberg@cpr.ca    

Investor Relations
Janet Weiss
Tel: 403-319-3591
investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher       
Joele Frank / Tim Lynch / Jed Repko
Tel: 212-355-4449

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today announced a multi-year agreement with Unimin Corporation of New Canaan, Connecticut, for the movement of frac sand from Unimin's facility in Wisconsin.

Unimin Corporation is North America's leading producer of industrial minerals.  The facility, the Company's newest and most productive, will open in 2013 in Tunnel City, Wisconsin and will produce two million tons of frac sand annually for energy markets in North Dakota, Texas, Colorado and elsewhere.

Under the agreement CP will become the exclusive rail service provider at this facility for the movement of frac sand to Unimin Corporation's destination markets.

"We have a long relationship with CP at many of our plants in North America and we are delighted to expand this longstanding partnership," said Kevin F. Crawford, President and Chief Executive Officer at Unimin. “Rail is an effective way to move our products and CP is a reliable partner that will enable us to continue to deliver products to critical energy markets.”

"Canadian Pacific has been serving Unimin, one of our largest Industrial Products customers, for more than three decades and we are pleased to continue to grow this partnership through service at its new facility,” said Jane O'Hagan, Canadian Pacific’s Chief Marketing Officer and EVP Marketing & Sales. “Canadian Pacific’s scheduled railway will ensure we efficiently manage their increasing volumes with reliable service.”

“This agreement showcases the strength of CP’s network through Wisconsin with service to key energy regions throughout North America. CP has proven performance in our ability to move energy-related products and materials, such as frac sand, to important oil and gas producing formations,” said O’Hagan. “Canadian Pacific has extended our energy franchise with ongoing capital investments on our U.S. Midwest network and is moving forward with our 2012 accelerated capital plan which includes investments that support our energy growth strategy. We are pleased to be in a position to provide the capacity to our customers to respond to the strong growth in the energy-related markets.”

Canadian Pacific is the only North American railroad to serve the Bakken Formation, the Alberta Industrial Heartland, and the Marcellus Shale.  In addition, CP is the only Class I railway to connect the energy hubs of the U.S. Midwest, Alberta and Saskatchewan to the Northeast U.S.  Through its network to the Northeast U.S. and through the Kansas City gateway to the U.S. Gulf Coast, CP is able to partner with the energy industry to facilitate growth in moving oil and energy-related materials.  Each year, CP moves hundreds of thousands of carloads of energy-related products, including crude oil, sulphur, fuels, diluents and materials key to the energy industry, such as pipe and frac sand.

Note on Forward-Looking Information

This news release contains certain forward-looking statements relating but not limited to our operations, anticipated financial performance and business prospects. Undue reliance should not be placed on forward-looking information as actual results may differ materially. Forward-looking statements are not guarantees of future performance. By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes. These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States. Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (CP: TSX)(NYSE: CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

Contacts:

CP Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674            
email: Ed_greenberg@cpr.ca

CP Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Unimin Media
Craig Johnson
Tel.: 203-966-8880
email: Cjohnson@Unimin.com

Canadian Pacific (TSX:CP)(NYSE:CP) announced today that it has completed the filing of its Form 40-F with the Securities Exchange Commission (SEC).  A copy of the Form 40-F is available on CP’s website at www.cpr.ca.

Shareholders may request a printed copy of the complete audited financial statements, free of charge, by email to shareholder@cpr.ca or by regular mail to Shareholder Services, Canadian Pacific, Suite 920, Gulf Canada Square, 401 – 9th Avenue S.W., Calgary, AB T2P 4Z4.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

Contacts:

Media                                                   Investor Relations
Ed Greenberg                                        Janet Weiss
Tel:  612-849-4717                             Tel:  403 319-3591
24/7 Media Pager:  855-242-3674            
ed_greenberg@cpr.ca                             investor@cpr.ca

State Multi-Year Plan is Well Underway and Yielding Record-Breaking Results

Reiterate Board’s Unanimous Support for Fred Green and CP Management Team

Tony L. Ingram and Edmond L. Harris, Directors of Canadian Pacific and members of the Company’s Safety, Operations and Environment Committee, participated in a conference call hosted by BMO Capital Markets on March 13, 2012.  Among other topics discussed on the call, Messer’s Ingram and Harris discussed CP’s unique assets, its Multi-Year Plan, and management’s progress in executing against the Plan.

Mr. Harris noted, “Fred Green and his management team are successfully and aggressively executing against CP’s Multi-Year Plan, which the Board has reviewed and fully endorses.  The Multi-Year Plan has been specifically designed to generate the best possible operational and financial results from CP’s unique assets and circumstances.  To date, the disciplined implementation of the Multi-Year Plan has resulted in record-breaking improvements in key operating metrics over the company’s 3-year averages, including terminal dwell, car miles per car day, train speed and active cars online.  These meaningful achievements, which are a leading indicator of both customer satisfaction and financial results, will translate into enhanced value for shareholders.”

Mr. Ingram noted, “CP’s Board of Directors unanimously supports Fred Green and his strong, experienced management team.  As best practices are established throughout the organization, we’re seeing the transformation of the railroad reflected in the improvement to CP’s operating metrics year to date.  Ed and I have had first-hand experience of implementing operational turnarounds several times in our careers, and we agree that what we’re seeing at CP bears the hallmarks of a railroad beginning to fire on all cylinders.  As members of the Safety, Operations and Environment Committee, we will continue to closely monitor the Plan’s successful execution and hold management fully accountable for reaching an Operating Ratio of 70 to 72 per cent for 2014 and delivering further improvements thereafter.”

A full replay of the call is available on CP’s website at www.cpr.ca. To access the replay, click on the ‘Invest In CP’ tab and go to ‘Executive & Board Updates’.

Forward Looking Statements

This news release contains certain forward-looking statements relating but not limited to our operations, anticipated financial performance and business prospects. Undue reliance should not be placed on forward-looking information as actual results may differ materially. Forward-looking statements are not guarantees of future performance. By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes. These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States. Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit www.cpontrack.com and see how Canadian Pacific is further driving shareholder value.

Contacts:

Media Relations
Ed Greenberg                                       
Tel: 612-849-4717                                
24/7 Media Pager: 855-242-3674
Ed_greenberg@cpr.ca        

Investor Relations
Janet Weiss
Tel: 403-319-3591
investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel: 212-355-4449

Customers Voice Support for CP and Management Team

Dear Fellow Shareholder:

CP's management team is aggressively and successfully executing on the Company's Multi-Year Plan and has the full support of the Board of Directors.  Your Board and management team firmly believe that CP's strong, established relationships with customers will continue to create significant value for shareholders.  Strong and profitable customer relationships are essential to maintaining and expanding the volume growth that underpins CP's Multi-Year Plan to increase earnings per share, drive down the railroad's operating ratio and deliver greater shareholder value.  The Board believes that Pershing Square's demand that the Company replace its CEO, Fred Green, with Hunter Harrison would put at severe risk the significant forward momentum the Company is making on the Multi-Year Plan.

During 2011 and early in 2012, CP has signed a number of commercial agreements with customers, terminal operators and ports that will drive improvements in supply chain performance and enable growth.  We announced a new five-year agreement with Canadian Tire and a ten-year agreement with Canpotex.  In addition, CP has worked with our customers, leveraging technology to enhance car request management and implementing new productivity tools.  These relationships, and the volume growth that follows, are forecast to deliver an improvement of approximately 600 basis points to CP's OR between 2011 and 2014.  Our scheduled grain program has been successfully implemented in Canada; and the U.S. program is expected to be implemented by August 2012.  In addition, CP has, for many years, had a comprehensive program focused on enhancing the customer experience.  This includes customer satisfaction surveys, the launch of a Customer Advisory Council, introduction of a new Customer Relationship Management System and enhanced electronic self-serve capabilities.

CP'S STRONG, ESTABLISHED CUSTOMER RELATIONSHIPS SUPPORT GROWTH, PROFITABILITY AND CONTINUED SUCCESS OF MULTI-YEAR PLAN

CP's emphasis on strong customer relationships is paying off, positioning the Company to achieve robust volume growth.  Longer-term contracts, such as those under which CP transports millions of tons of coal and potash, have price escalation and full fuel recovery built in, and planned capital investment to improve productivity is expected to further improve profitability over the term of these contracts.  As part of our Multi-Year Plan, CP is focused on expanding network capacity to safely and efficiently support higher volumes while controlling costs so that the best possible operational and financial results can be achieved.

CP is taking advantage of our network reach by using our Kansas City gateway and its Northeast U.S. destination points to extend our length of haul and increase revenue and profitability.  In working with new customers, CP has created new opportunities such as long-haul full train loads of ethanol and oil.  It is also noteworthy that CP now handles approximately 1.5 billion gallons of ethanol annually, including 1.1 billion gallons from the former DM&E territory, compared to the approximately 390 million gallons originated by the DM&E prior to its  acquisition by CP.

CP's successful market development activities have enabled us to successfully take advantage of our access to the Bakken oil formation, the Marcellus gas formation and the Alberta oil sands area.  As a result, CP is attracting new customers to invest and ship by rail energy related products, including crude oil, sulphur, fuels, diluents and materials key to the energy industry, such as pipe and frac sand.  Through our network to the Northeast U.S., and through the Kansas City gateway to the U.S. Gulf Coast, CP is able to partner with the energy industry to facilitate growth in moving oil and energy-related materials.

In short, we believe that by developing new opportunities to drive volume enabled by delivering dependable service to our customer base, we can get the most out of CP's unique assets to maximize shareholder value.

INVESTING TO CAPITALIZE ON MARKET OPPORTUNITIES

The DM&E transaction, and other investments made under the Company's Multi-Year Plan, have positioned CP to be able to exploit new market opportunities.  CP is making strategic investments across our network that are aligned with our growth opportunities.  These investments include:

• Siding and track expansions;
• Enhanced infrastructure in the Western corridor to support productivity and growth and increased train sizes in coal, potash, and intermodal;
• Investments in the North Mainline between Portage La Prairie, MB and Edmonton, AB designed to meet increased potash volumes, reduce route miles and increase efficiency with longer trains; and
• A $100 million capital investment in our U.S. network, including investments in the U.S. Midwest corridor, allowing increased North-South volumes in order to meet increased traffic demands and enabling us to capitalize on the Bakken's strong growth potential.

CP's capital investments to enhance our network give our customers added confidence in CP's ability to efficiently move not only current volume but volume growth such as that planned by Teck, CP's largest customer.  Teck is investing over $1 billion to expand its coal production to more than 30 million metric tons, a 30 per cent increase from 2010 production.  CP's plans include handling two-thirds of CP's growth with Teck using existing trains by extending sidings and enabling longer trains.  We expect both Canadian and U.S. coal volumes to strengthen in 2012.

In total, CP intends to invest between $1.1 and $1.2 billion each year through 2014 in order to be able to deliver quality service and provide the network capacity to fully capitalize on market opportunities and volume growth, as well as enhance productivity and reduce costs.

SHAREHOLDERS WIN WHEN CUSTOMERS WIN

During the fourth quarter of 2011, CP achieved record operating performance including in car miles per car day and terminal dwell, which both improved 20 per cent from a year earlier. Customers are seeing this improvement and commenting positively on the performance.  CP also made further improvements in 2012.  Through February, CP saw significant improvements over our February 3-year averages in terminal dwell (23 per cent), active cars online (21 per cent), AAR train speed (13 per cent) and car miles per car day (26 per cent), which set a new performance record of 208 miles per day.

The ongoing improvement in CP's operating performance metrics indicates that CP is delivering increasingly reliable and efficient service to our customers, setting the Company firmly on track to deliver on our goal of bringing CP's OR down to 70 to 72 per cent for 2014.  As CP's Multi-Year Plan continues to produce results, customers will increasingly rely on us as a trusted partner in the development of their supply chains.  These relationships, and the volume growth that follows, are forecast to deliver an improvement of approximately 600 basis points to CP's OR between 2011 and 2014.

CUSTOMERS HAVE SPOKEN OUT IN SUPPORT OF THE CP MANAGEMENT TEAM FOR OUR RECORD OF CUSTOMER SERVICE

Strong expressions of support have been received from many customers for CP's management team, our record of reliability and the initiatives we have undertaken to further enhance safety, service and efficiency:

Don Lindsay, President and Chief Executive Officer, Teck:

"As CP's largest customer, we've been pleased with their dedication to ensuring that we get the rail service we need and their deep understanding of our current and long-term needs.  That is why we recently increased the volume of business we allocate to CP and, today, both companies are seeing growing economic returns.  Fred Green understands that to grow the economy, especially in Western Canada, we need to work together to get the most out of the rail network.  We are pleased with his leadership and support of the team in making our joint growth targets achievable."

Jim Prokopanko, President and Chief Executive Officer, The Mosaic Company:

"Mosaic and CP have a long and fruitful history together.  CP, under the leadership of Fred Green and his team, has proven to be a key business partner by helping us strengthen our distribution network and our competitive position in conjunction with our multi-billion dollar potash expansion projects.  As Mosaic continues to build its operational capacity, we have taken our commercial relationship to the next level and are leveraging CP's considerable expertise to augment our future success."

Pat Sinnott, Executive Vice-President, Supply Chain and Technology, Canadian Tire Corporation:

"We're delighted to renew our longstanding partnership with CP.  We rely on rail extensively to get our goods to market.  Rail is the most efficient and sustainable way to move our products and CP is a trusted partner that will enable us to continue to deliver products reliably to over 1,700 Canadian Tire, Mark's and FGL Sports retail locations across the country."  CP press release, January 19, 2012: Canadian Pacific Announces New Five Year Contract with Canadian Tire.

Andrew B. Paterson, President and Chief Executive Officer, Paterson Global Foods:

"As a customer of Canadian Pacific for over 104 years, we at Paterson's rely on our carriers to communicate and develop solutions for issues that arise in a complex supply chain.  Canadian Pacific under Fred's leadership is customer focused and bottom line oriented.  Fred knows the Canadian Pacific Railway system inside and out, and without his strong leadership we would not have invested over $70 million on CP's network over the past year.  Fred is an exceptional asset to CP now and in the future."

Ronald Tepper, Executive Chairman, Consolidated Fastfrate Inc:

"CFF and CP have been partners for a long time.  We have grown to be the largest privately owned LTL rail carrier in the country largely on the strength of that relationship and their extraordinary service.  Fred and his team have always been there for us and we will continue to support his leadership for our mutual benefit."

Russel Marcoux, Chief Executive Officer, Yanke Group of Companies:

"As stated in our Mission Statement, Yanke is committed to delivering unequalled transportation solutions to our customers.  Our ability to deliver on this goal has been a cornerstone of the much valued, and envied, partnership between Yanke and CP.  This relationship is significantly influenced by Fred and is core to the strength of the partnership we have with CP.  CP's strong commitment to customer service, and the integrity of their leadership team, has been an integral part of Yanke being able to deliver on our Mission Statement.  Through our partnership, we have captured new markets, created mutual benefits for both our organizations, and improved supply chain performance.  It is an integral partnership that cannot be overemphasized in its value."

Doug Tozer, Chairman and Chief Executive Officer, Wheels Group:

"CP continuously demonstrates unwavering commitment to service, communication, and innovation.  Fred and his team are trusted partners of ours.  With their deep understanding of our needs, we work jointly to realize our common growth objectives.  We have many options for our transportation needs; we continue to support Fred's team through our long-term relationship with CP."

YOUR BOARD BELIEVES THAT MAINTAINING CP'S CUSTOMER RELATIONSHIPS IS CRUCIAL TO FURTHER SHAREHOLDER VALUE CREATION

Your Board believes that CP's customer relationships are a critical driver to further shareholder value creation.  Given the clear progress being made by CP's management team implementing the Multi-Year Plan, the Board of CP believes that Pershing Square's demand that CP replace the Company's CEO with Mr. Harrison would be detrimental to the Company.  Such a step would undermine and delay CP's ongoing initiatives to increase volume, improve operations and profitability, and create greater shareholder value.  Given that Pershing Square has presented no credible, detailed plan, the approach advocated by Pershing Square and its nominees, none of whom has any operational experience with Class I railroads, risks moving CP in the opposite direction.  It is exactly the wrong thing to do at exactly the wrong time.

Due to our strong and profitable customer relationships, capital investments and enhanced network reach, the prospects for expanded volume growth that is essential to your Company's success are bright under Fred Green and his management team.  On behalf of your Board, I want to thank you for your continued support of CP.

Sincerely,

/s/

John E. Cleghorn

Chairman of the Board

Morgan Stanley & Co. LLC and RBC Capital Markets are serving as CP's financial advisors and Paul, Weiss, Rifkind, Wharton & Garrison LLP and Fasken Martineau DuMoulin LLP are serving as CP's legal advisors.

Note on Forward-Looking Information

This news release contains certain forward-looking statements relating but not limited to our operations, anticipated financial performance and business prospects. Undue reliance should not be placed on forward-looking information as actual results may differ materially. Forward-looking statements are not guarantees of future performance. By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes. These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States. Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (CP: TSX)(NYSE: CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

For further information:

Media
Ed Greenberg
Tel.:  612-849-4717
24/7 Media Pager: 855-242-3674
email: Ed_greenberg@cpr.ca

Investment Community
Janet Weiss
Tel.: 403-319-3591
email: investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel: 212-355-4449

Canadian Pacific (TSX: CP) (NYSE: CP) today announced that it will be moving additional Bakken crude oil by unit train rail from a planned industry logistics hub served by its North Dakota network. 

The Van Hook, North Dakota, facility, to be developed by U.S. Development Group (USD), will handle crude oil and related products from the Bakken formation and will have initial capacity to handle up to 35,000 barrels per day at eight automated truck-unloading positions. Located on CP's Bakken North Dakota network, the hub will efficiently facilitate the loading of product via onsite tankage from truck or pipeline to rail car for movement to markets across North America. This high-capacity facility will become part of the largest crude-by-rail network in the U.S. and will initially allow for the assembly of 15 to 17 crude unit trains per month, numbering up to 104 rail cars, for haulage on CP’s extensive network and to all parts of North America.  Capacity will expand to accommodate up to 30 unit trains per month once the terminal is fully developed.

“CP’s commitment to joint market development, service and infrastructure enhancements in the Bakken region make them an important partner as USD continues to grow our network of crude origins and destinations,” said Dan Borgen, USD President and CEO. “We have a strong market opportunity in front of us -- by working in close collaboration with CP, our customers and the community, we can safely and rapidly maximize rail shipments of Bakken crude.”

"This partnership with USD strengthens our network and advances our strategy to drive volume growth, expand network capacity and achieve targeted improvements in our operating efficiency,” said Jane O’Hagan, CP Executive Vice President and Chief Marketing Officer. “This agreement reinforces our railway’s established reputation for safely moving energy products and delivering these products to market. We remain committed to continuing to provide the capacity our customers need to grow and to continue growing alongside them.”

“We have extended our energy franchise with ongoing capital investments on our U.S. Midwest network and are moving forward with our 2012 accelerated capital plan which includes investments that support our energy growth strategy,” O’Hagan said.  “These investments expand network capacity and enhance our proven oil-by-rail service model in order to meet increased traffic demands from the Bakken play and the input growth it will drive for inbound materials such as frac sand and pipe.  By taking advantage of our network to the Northeast U.S. and through our Kansas City gateway to the U.S. Gulf Coast, Canadian Pacific is able to partner with the energy industry to facilitate further growth in moving oil and energy-related materials.”

The new Bakken crude origination terminal will join USD’s St. James Rail Terminal (Louisiana), Eagle Ford Crude Terminal (Texas), Niobrara Crude Terminal (Colorado) and Houston Rail Terminal as part of a nationwide network of crude oil and related products terminals. USD, which pioneered the hub concept, is actively developing additional terminal locations for safe and efficient rail movements of oil, condensate, and related products from major production areas to refining and distribution centres across North America.

Canadian Pacific is the only North American railroad to serve the Bakken Formation, the Alberta Industrial Heartland, and the Marcellus Shale.  In addition, CP is the only Class I railway to connect the energy hubs of the U.S. Midwest, Alberta and Saskatchewan to the Northeast U.S.  Through its network to the Northeast U.S., and through the Kansas City gateway to the U.S. Gulf Coast, CP is able to partner with the energy industry to facilitate growth in moving oil and energy-related materials.  Each year, CP moves hundreds of thousands of carloads of energy-related products, including crude oil, sulphur, fuels, diluents and materials key to the energy industry, such as pipe and frac sand.   

Note on forward-looking information - Canadian Pacific

This news release contains certain forward-looking statements relating but not limited to our operations, proposed investments, anticipated financial performance and business prospects.  Undue reliance should not be placed on forward-looking information as actual results may differ materially.

By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties.  Forward-looking statements are not guarantees of future performance.  Factors that could affect forward-looking information include, but are not limited to: changes in business strategies; general North American and global economic, credit and business conditions; inflation; currency and interest rate fluctuations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; actions by regulators; potential increases in maintenance and operating costs; uncertainties of litigation; risks and liabilities arising from derailments; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; technological changes; and various events that could disrupt operations, including severe weather conditions, flooding, earthquakes, labour disputes, risks and liabilities arising from derailments as well as security threats and governmental response to them.  Other risks are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F for a summary of major risks.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

For further information:

Contacts:             

Media                                                             Investment Community
Canadian Pacific                                                               Canadian Pacific
Ed Greenberg                                                                   Janet Weiss
Tel: 612-849-4717                                                         Tel: 403-319-3591
24/7 Media Pager:  855-242-3674                                  investor@cpr.ca                          
ed_greenberg@cpr.ca                                                        

U.S. Development Group
Meg Martin
Gooden Group Public Relations
Tel: 405-397-6156
mmartin@goodengroup.com

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

Contacts:

Media                                                   Investor Relations
Ed Greenberg                                        Janet Weiss
Tel:  612-849-4717                             Tel:  403-319-3591
24/7 Media Pager:  855-242-3674              
ed_greenberg@cpr.ca                             investor@cpr.ca

The Honourable Peter Kent, Canada’s Environment Minister and Minister responsible for Parks Canada, along with Mr. Fred Green, Canadian Pacific (CP) President and Chief Executive Officer (CEO), today announced that successful teams were awarded research grants to further mitigate rail-related grizzly bear mortality in Banff and Yoho national parks. Projects will be supported by robust monitoring to determine effectiveness and begin in spring 2012 pending approval of animal care protocols.

“Grizzly bears have long served as a Canadian icon, both within our boundaries and around the world,” said Minister Kent. “The University of Alberta and the Western Transportation Institute are proven experienced academic powerhouses respected for their research. We believe their teams will help us continue to protect and better understand this sensitive species.”

Project teams are from the University of Alberta and the Western Transportation Institute at Montana State University, led by Dr. Colleen Cassady St. Clair, in collaboration with Dr. Scott Nielsen and Dr. Tony Clevenger. Over the next four years, research initiatives championed by these teams, and supported by experts from Parks Canada and Canadian Pacific, will test the effectiveness of grain aversion, determine potential off-site habitat improvement and better identify the root-causes of grizzly bear mortality along the rail corridor.

“Reaching this stage of the initiative is a major milestone,” said Fred Green. “These innovative projects will incorporate the best science available to address railway-related bear mortality through shared responsibility. Together, we aim to make a difference.”

Parks Canada’s short-term actions benefiting from research grants under the Joint Action Plan include a bear GPS collaring and monitoring program, as well as sight-line and sound-line improvements through vegetation management. In addition, the initiative will establish an off-site test area to evaluate fence and closure alternatives to assess what infrastructure is needed to stop bears from accessing the railway corridor.

All of these initiatives are part of the five-year Joint Action Plan announced by Parks Canada and Canadian Pacific in October 2010.

Canadian Pacific (TSX: CP) (NYSE: CP) operates a North American transcontinental railroad providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

A world leader in managing protected areas, Parks Canada is committed to ensuring the protection and presentation of Canada’s historic and natural heritage. Through a network of 42 national parks, 167 national historic sites, and four national marine conservation areas, Parks Canada sets the stage and invites Canadians and people from around the world to engage in personal moments of inspiring discovery of our treasured natural and historic places.

For additional information, please read this backgrounder.

Legacy Pension issues must be addressed in new contract

Citing business imperatives as the reason to address the railway’s legacy pension, Canadian Pacific (TSX:CP)(NYSE:CP) today requested the Federal Minister of Labour appoint a conciliator to assist in progressing discussions on a new labour agreement with the union which represents the company’s Canadian train crew employees and rail traffic controllers.

“The legacy pension costs significantly impact CP’s operating ratio and our ability to further fund investments that will support growth opportunities for our customers,” said Canadian Pacific President & CEO Fred Green. “We’ve made changes to the management pension plan. The time to address this within our collective agreements is now.”

“These are difficult and complex issues for both parties. CP believes that expert, third-party support, with a focused time table, will offer the best opportunity to achieve a settlement.”

CP is seeking to achieve changes to legacy pension and post-retirement benefits to make them industry-comparable. CP has contributed $1.9 billion of solvency deficit contributions to its pension plan over the past three years.

“We have a number of proposed options for pension plan modifications, some of which align with the industry, all of which are fair to employees, and none of which have any impact on existing pensioners,” added Green.

Among the range of proposed amendments, some of the options provide guaranteed pension payment that is a multiple of average Canadian industrial pension payment and is comparable to what this union has already agreed to for the majority of its members at another major Canadian railway.

The company noted that its existing contract with the union, which represents 4,800 engineers, conductors and rail traffic controllers, expired on December 31, 2011. CP has been in negotiations since early October 2011 with the union on a number of topics ranging from wages to work rule changes and pensions, all intended to further drive service, productivity, and efficiency. No unions, including this one, are in a legal strike position.

The average conciliation process can last between 80 and 90 days.

Note on forward-looking information

This news release contains certain forward-looking statements relating but not limited to our operations, proposed investments, anticipated financial performance and business prospects. Undue reliance should not be placed on forward-looking information as actual results may differ materially.

By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties. Forward-looking statements are not guarantees of future performance. Factors that could affect forward-looking information include, but are not limited to: changes in business strategies; general North American and global economic, credit and business conditions; ; inflation; currency and interest rate fluctuations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; actions by regulators; potential increases in maintenance and operating costs; uncertainties of litigation; risks and liabilities arising from derailments; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; technological changes; and various events that could disrupt operations, including severe weather conditions, flooding, earthquakes, labour disputes, risks and liabilities arising from derailments as well as security threats and governmental response to them. Other risks are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States. Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F for a summary of major risks.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

Contacts:

Media Ed Greenberg Tel:612-849-4717 24/7 Media Pager: 855-242-3674 Ed_greenberg@cpr.ca

Investment Community Janet Weiss Tel: 403-319-3591 investor@cpr.ca

Notes that Pershing Square continues to offer no plan or clear timetable

Canadian Pacific (TSX: CP) (NYSE: CP) today issued the following statement in response to Pershing Square Capital Management, L.P.'s town hall meeting for Canadian Pacific shareholders:

"Pershing Square continues to offer no plan or clear timetable to improve CP's operations, or even any concrete suggestions. As part of its evaluation of the demand made by Pershing Square in November 2011 that CP replace its Chief Executive Officer with Hunter Harrison, the Board of Directors took into account the fact that CP's Multi-Year Plan is well underway and producing results, together with Pershing Square's statement that Mr. Harrison has no detailed plan to improve CP's operating performance. Based on the presentation made at today's town hall meeting and the spoken remarks made by Bill Ackman, Chief Executive Officer of Pershing Square, Mr. Harrison and Pershing Square's director nominees, it appears that Pershing Square still has no plan or clear timetable to improve CP's operations.

"In Pershing Square's town hall presentation, Pershing Square made a number of assertions and characterizations supported by hypothetical mathematical examples of the effects of speculated improvements on operating metrics similar to those contained in Pershing Square's November 2, 2011 presentation to the Company. Pershing Square has no plan and has provided no specific actions to support its hypothetical math. Pershing Square continues to plan a proxy contest based on a call to change management which the CP Board believes would cause serious disruption to CP's business and the Multi-Year Plan, which is improving CP's operations.

"CP's Multi-Year Plan has been verified and endorsed by the Board to drive volume growth, increase productivity, expand the network and control costs. CP's Board, which was recently strengthened with further railroad expertise by the appointment of Tony Ingram and Ed Harris, will continue to hold CP's President and Chief Executive Officer, Fred Green, and CP's senior management, fully accountable for delivering on the Multi-Year Plan. CP is confident that by aggressively executing against this plan, the Company can achieve an OR of 70 to 72 per cent for 2014 and CP will not stop there — as the Company achieves its goals, CP will set new targets."

Morgan Stanley & Co. LLC and RBC Capital Markets are serving as CP's financial advisors and Paul, Weiss, Rifkind, Wharton & Garrison LLP and Fasken Martineau DuMoulin LLP are serving as CP's legal advisors.

Note on forward-looking information

This news release contains certain forward-looking statements relating but not limited to our operations, proposed investments, anticipated financial performance and business prospects. Undue reliance should not be placed on forward-looking information as actual results may differ materially.

By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties. Forward-looking statements are not guarantees of future performance. Factors that could affect forward-looking information include, but are not limited to: changes in business strategies; general North American and global economic, credit and business conditions; inflation; currency and interest rate fluctuations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; actions by regulators; potential increases in maintenance and operating costs; uncertainties of litigation; risks and liabilities arising from derailments; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; technological changes; and various events that could disrupt operations, including severe weather conditions, flooding, earthquakes, labour disputes, risks and liabilities arising from derailments as well as security threats and governmental response to them. Other risks are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States. Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F for a summary of major risks.
Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP) (NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

For further information:

Media Relations    
Ed Greenberg
Tel: 612-849-4717
24/7 Media Pager:  855-242-3674               
Ed_greenberg@cpr.ca

Investor Relations
Janet Weiss
Tel: 403-319-3591
investor@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Tim Lynch / Jed Repko
Tel: 212-355-4449

New transload facility to serve NuStar Energy with planned expansion in 2012

Canadian Pacific (TSX: CP) (NYSE: CP) today announced that, by leveraging its North Main Line infrastructure, the company is now shipping crude oil by rail from a new transload facility near Lloydminster, Saskatchewan. This new facility is a key enhancement to CP’s growing energy portfolio. It accommodates the initial transload and transportation needs of NuStar Energy LP (NYSE: NS), with a further planned expansion in 2012.  

“Moving Canadian crude through CP’s North American network is a great complement to our asset base, which includes terminals and a large and expanding fleet of 1,700 coiled and insulated rail cars,” said NuStar President and CEO Curt Anastasio.  ”We believe that moving undiluted heavy Canadian crude by rail to coastal markets is an economically viable solution that brings added value to the end users, as well as the producers in Canada.”

“This new facility and the planned expansion in 2012 represent an exciting growth opportunity for CP’s energy portfolio,” said CP Energy and Merchandise Vice President Tracy Robinson. “CP offers a flexible, reliable and efficient method of transporting crude oil and other energy-related products to emerging markets and we are proud to be partnering with NuStar to meet its growing transportation needs.”

”Lloydminster is highly regarded for innovation in the energy sector and this initiative is one more opportunity to shine positive light on this region. Torq Transloading and Canadian Pacific are two solid organizations with a healthy balanced focus on innovation, efficiency, safety and economic growth joining forces to serve the needs of industry leader NuStar Energy LP.  We are excited to see where this may stimulate more transload facility activities in our City,” commented Mayor Jeff Mulligan.

Canadian Pacific is the only North American railway to serve the Alberta Industrial Heartland, the Bakken Formation and the Marcellus Shale.  In addition, CP is the only Class I railway to connect the energy hubs of Alberta, Saskatchewan and the U.S. Midwest to the Northeast U.S. The Lloydminster facility, operated by Torq Transloading, enables CP to transport oil by rail to NuStar’s terminals in the Northeast U.S. and Gulf Coast.

In addition to the new facility near Lloydminster, CP continues to transport oil from other transload facilities in Saskatchewan and Alberta. The transloading process involves the use of a specialized pump and closed loop hose system, which safely transfers the oil from trucks to purpose-designed rail cars.

Of the 140 million tons of freight shipped annually on CP, hundreds of thousands of carloads are directly related to energy production and distribution. This includes crude oil, sulphur, fuels, diluents and materials key to the energy industry, such as pipe and frac sand.

Note on forward-looking information - Canadian Pacific

This news release contains certain forward-looking statements relating but not limited to our operations, proposed investments, anticipated financial performance and business prospects.  Undue reliance should not be placed on forward-looking information as actual results may differ materially.

By its nature, CP's forward-looking information involves numerous assumptions, inherent risks and uncertainties.  Forward-looking statements are not guarantees of future performance.  Factors that could affect forward-looking information include, but are not limited to: changes in business strategies; general North American and global economic, credit and business conditions; inflation; currency and interest rate fluctuations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; actions by regulators; potential increases in maintenance and operating costs; uncertainties of litigation; risks and liabilities arising from derailments; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; technological changes; and various events that could disrupt operations, including severe weather conditions, flooding, earthquakes, labour disputes, risks and liabilities arising from derailments as well as security threats and governmental response to them.  Other risks are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to "Management's Discussion and Analysis" in CP's annual and interim reports, Annual Information Form and Form 40-F for a summary of major risks.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

About NuStar Energy

NuStar Energy L.P. is a publicly traded, limited partnership based in San Antonio with 8,417 miles of pipeline; 89 terminal and storage facilities that store and distribute crude oil, refined products and specialty liquids; and two asphalt refineries and a fuels refinery with a combined throughput capacity of 118,500 barrels per day. The partnership’s combined system has approximately 98 million barrels of storage capacity. One of the largest asphalt refiners and marketers in the U.S. and the second largest independent liquids terminal operator in the nation, NuStar has operations in the United States, Canada, Mexico, the Netherlands, including St. Eustatius in the Caribbean, the United Kingdom and Turkey. For more information, visit NuStar Energy L.P.'s Web site at http://www.nustarenergy.com.

For further information:

Contacts:               

Media                                                                                                Investment Community
Kevin Hrysak                                                                                      Janet Weiss
Tel: 403-836-3874                                                                           Tel: 403-319-3591
24/7 Media Pager:  855-242-3674                                                    investor@cpr.ca                                 
kevin_hrysak@cpr.ca                                                                      

Says Collaborative Partnerships and Joint Investment can Enhance Canadian Productivity

Fred Green, President and Chief Executive Officer of Canadian Pacific (TSX: CP) (NYSE: CP), today addressed a meeting of the Vancouver Board of Trade to discuss enhancing Canadian productivity and competitiveness.

Addressing findings of various studies, including from the Conference Board of Canada, indicating
Canadian businesses are not as productive as U.S equivalents, Green highlighted current initiatives, such as the Pacific Gateway Strategy, to demonstrate that relationships built on trust, long-term collaboration, and joint investment lead directly to increased Canadian competitiveness in the global marketplace.  

“Canada has the natural resources, the production capacity, and the business bench strength to drive this country’s productivity and improve the nation’s global competiveness.  There is hard work to be done, but through a better understanding of the business, growth and investment objectives of each link in the supply chain, from producer to consumer, we can unlock efficiencies and strengthen Canada’s leading position in the global marketplace,” said Green.

“The rail industry has a role in enabling Canada’s producers to be more competitive globally.  Over the past 20 years, Canadian rail labour productivity growth has outpaced the Canadian economy by a factor of nearly 8 to 1.” 

“CP’s job is to develop mutually beneficial relationships with our customers in industries including coal, potash, energy consumer goods, and grain to ensure we realize common long-term growth objectives.  Our company’s multi-year plan and joint capital investment with our partners, together with our scheduled railway, are ensuring we manage increasing volumes with efficiency and reliable service.”

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

Contacts:

Media                                                                          Investment Community
Ed Greenberg                                                               Janet Weiss
Tel.: 612-849-4717                                                    Tel.: 403-319-3233
24/7 Media Pager:  855-242-3674                              email: investor@cpr.ca
Ed_greenberg@cpr.ca

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) announced its fourth-quarter and full year 2011 results today.  Fourth-quarter CP reported net income of $221 million and diluted earnings per share of $1.30, inclusive of $0.22 per share income tax benefit.  For the full year, the company reported net income of $570 million and diluted earnings per share of $3.34.

“We exited 2011 having made meaningful progress on the three pillars of our Multi-Year Plan: driving growth, expanding network capacity to safely and efficiently support higher volumes and controlling costs.  During the fourth quarter we delivered record asset velocity, a direct link to better service, positioning us for a lower operating ratio,” said Fred Green, President and Chief Executive Officer.  “We begin 2012 with operating momentum, excellent service levels and a stronger, more resilient rail network.  We are aggressively executing on our Multi-Year Plan, which is instrumental in creating long-term value for shareholders.”

RECORD OPERATING PERFORMANCE

• Car miles per car day and terminal dwell both improved 20 per cent during the quarter
• Active cars online improved 14 per cent while handling five per cent more gross ton miles (GTMs) during the quarter
• Fuel efficiency of 1.17 gallons per 1,000 GTMs, matching best ever fourth-quarter performance
• Train weights set new full year record

FOURTH-QUARTER 2011 RESULTS COMPARED WITH FOURTH-QUARTER 2010

• Total revenues were $1.4 billion, an increase of $114 million
• Operating expenses were $1.1 billion, an increase of $109 million
• Average fuel price increased 29 per cent to $3.45 U.S. dollars per U.S. gallon
• Operating income was $303 million, an increase of $5 million
• Net income was $221 million, an increase of $35 million
• Diluted earnings per share were $1.30 per share, an increase of $0.21 per share

FULL YEAR 2011 RESULTS COMPARED WITH FULL YEAR 2010

• Total revenues were $5.2 billion, an increase of $196 million
• Operating expenses were $4.2 billion, an increase of $345 million
• Average fuel price increased 35 per cent to $3.38 U.S. dollars per U.S. gallon
  
• Operating income was $967 million, a decrease of $149 million
• Net income was $570 million, a decrease of $81 million
• Diluted earnings per share were $3.34 per share, a decrease of $0.51 per share
• Made a pension prepayment of $600 million in 2011 and $650 million in 2010
• Increased dividends to shareholders by 11 per cent to $1.17 per share

MULTI-YEAR PLAN

“Our operational metrics are a leading indicator of both customer satisfaction and financial results.  The operational improvements we have already achieved will now begin to drive enhanced financial results in the first quarter of 2012 and, as we continue to execute on our Multi-Year Plan, further operational improvements will deliver financial benefits,” added Fred Green. “Given our recent market successes and operating trends, we can now with confidence, narrow our target operating ratio range to 70 to 72 per cent in three years and we have no intention of stopping there.”

2012 ASSUMPTIONS

Defined benefit pension contributions are currently estimated to be between $100 million and $125 million in each of the next few years, a decrease from previous estimates of $125 million to $150 million. These contribution levels reflect the Company’s intentions with respect to application of voluntary prepayments.  Defined benefit pension expense for 2012 is expected to be $41 million.  For 2013, defined benefit pension expense is expected to be approximately $125 million, assuming normal equity market returns and modest increases in bond yields in 2012.
 
CP plans to spend in the range of $1.1 billion to $1.2 billion on capital programs in 2012, as announced on January 17, 2012. 

CP expects its tax rate to be in the 25 per cent to 27 per cent range in 2012.

CONFERENCE CALL INFORMATION

CP will discuss its results with analysts in a conference call beginning at 11:00 a.m. Eastern time (9:00 a.m. Mountain time) on January 26, 2012.

Toronto/International participants dial in number: (647) 427-7450
Operator assisted toll free dial in number: 1-888-231-8191
Callers should dial in 10 minutes prior to the call.  

WEBCAST

For those with Internet access we encourage you to listen via CP’s website at www.cpr.ca. To access the webcast and the presentation material, click on “Invest In CP” tab.

A replay of the conference call will be available by phone through February 29, 2012 at (416) 849-0833 or toll free 1-855-859-2056, passcode 36730106. A webcast of the presentation and an audio file will be available at www.cpr.ca under “Invest In CP” tab.

NOTE ON FORWARD-LOOKING INFORMATION

This news release contains certain forward-looking statements relating but not limited to our operations, anticipated financial performance and business prospects.  Undue reliance should not be placed on forward-looking information as actual results may differ materially.

By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  Other risks are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

ABOUT CANADIAN PACIFIC

Canadian Pacific (CP:TSX)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

Contacts:

Media                                                                          Investment Community
Ed Greenberg                                                               Janet Weiss
Tel.: 612-849-4717                                                    Tel.: 403-319-3233
24/7 Media Pager:  855-242-3674                              email: investor@cpr.ca
email: Ed_greenberg@cpr.ca

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today noted the press release issued by Pershing Square Capital Management, L.P. announcing that it intends to nominate five individuals to stand for election at the Company’s Annual Meeting of Shareholders on May 17, 2012. 

John E. Cleghorn, Chairman of the Board, said, “CP has an independent Board made up of directors with extensive, relevant experience in railroads and complementary industries including energy, natural resources, food and agriculture, as well as leaders from the fields of law, government, banking and finance.  The Board was further strengthened with the recent addition of two seasoned railroad executives, Tony Ingram and Ed Harris, who together have over 80 years of rail experience.”

The Board has reviewed and verified the Company’s Multi-Year Plan, which is underway and already producing results.  CP’s Board and management team are focused on maximizing shareholder value by driving volume growth, expanding network capacity to safely and efficiently support higher volumes and controlling costs.  The Company believes that through an ongoing commitment to safely delivering excellent customer service and increasing asset velocity, efficiency and productivity, CP will achieve an annual operating ratio in the low 70s in the next three years, with further improvement thereafter.

CP looks forward to updating shareholders on the Company’s progress against its Multi-Year Plan to improve operating performance on CP’s upcoming fourth quarter and full-year 2011 earnings call and in the coming weeks.

Mr. Cleghorn continued, “We continue to stand by our offer to have Mr. Ackman join our Board so that a constructive board-level dialogue based on all the relevant facts and information can commence and so that we can work together for the benefit of all shareholders.” 

The Canadian Pacific Board comprises 15 highly-qualified directors, 13 of whom are independent.

Brief biographies for CP’s Board of Directors are included below.

John E. Cleghorn, O.C., F.C.A.

Mr. Cleghorn is the Chairman of the Board of Directors of the Corporation.  He is the retired Chief Executive Officer of the Royal Bank of Canada.  He held that position from November 1, 1994 until his retirement in July 2001.  He is a director of Molson Coors Brewing Company.  He was Chairman of the Board of SNC-Lavalin Group Inc. from May 2002 until May 2007.  He is Governor Emeritus of McGill University, Chancellor Emeritus of Wilfrid Laurier University and a director of the Atlantic Salmon Federation.  He was appointed an Officer of the Order of Canada in 2001.  He graduated from McGill University in Montreal with a B.Com. and is a chartered accountant.

Tim W. Faithfull

Mr. Faithfull is the Retired President and Chief Executive Officer of Shell Canada Limited, an oil and gas company.  He held that position from April 1999 to July 2003.  He is a director of TransAlta Corporation, AMEC plc, Canadian Natural Resources Limited and Shell Pensions Trust Limited.  From 1996 to 1999 he was Chairman and Chief Executive Officer of Shell Companies in Singapore.  During this period he was also a director of DBS Bank and PSA Corporation (Port of Singapore Authority).  Between 1999 and July 2003 he was a member of the Boards of Calgary Health Trust and The EPCOR Centre for the Performing Arts.  He is also a Trustee of the Starehe Endowment Fund (UK), and a council member of the UK-Canada Colloquia.  He graduated from the University of Oxford (Keble College), with an M.A. (Philosophy, Politics and Economics) and is an alumnus of the London Business School (Senior Executive Program).

Richard L. George

Mr. George is the President and Chief Executive Officer of Suncor Energy, an integrated energy company.  He has held that position since 1991.  From 1990 to 1991, he was President and Chief Operating Officer.  Mr. George is a member of the Executive Committee and Board of Directors of the Canadian Council of Chief Executives.  He was inducted into the Canadian Petroleum Hall of Fame in 2008 and was appointed an Officer of the Order of Canada in 2007.  Mr. George has a B.Sc. in Engineering from Colorado State University, a law degree from the University of Houston Law School and is a graduate of the Harvard Business School Program for Management Development.

Frederic J. Green

Mr. Green is the President and Chief Executive Officer of the Corporation and Canadian Pacific Railway Company, a position that he has held since May 2006.  Since 1996, he has held several senior positions at CP including: President and Chief Operating Officer; Executive Vice-President and Chief Operating Officer; Executive Vice-President, Marketing and Operations, Senior Vice-President, Marketing and Sales, and Vice-President, Marketing.  He is a director and officer of a number of CP companies including Soo Line Railroad Company where he is Chair, President and Chief Executive Officer and the Delaware and Hudson Railway Company, Inc., where he is Chair and Chief Executive Officer.  Mr. Green is a director and Vice-Chair of The Conference Board of Canada, Vice-Chair of the Railway Association of Canada and on the Board of the Nature Conservancy of Canada.  He graduated from Concordia University in Montreal with a B.Com.

Edmond L. Harris

Mr. Harris has extensive railroad operating experience.  He joined Illinois Central Railroad as a Yard Clerk in 1968 and held various positions in operations.  Mr. Harris served in progressively more senior positions with Illinois Central and its purchaser, the Canadian National Railroad, reaching the position of Executive Vice President Operations.  Following his retirement from CN, Mr. Harris served as an independent rail operations consultant.  In this capacity, he provided advice to CSX, CN, CP; Genessee and Wyoming as well as to shippers and Global Infrastructure Partners.  Mr. Harris served as Executive Vice President and Chief Operations Officer for CP from 2010 to 2011 and is currently engaged as a consultant for Global Infrastructure Partners.  Mr. Harris earned his BS in Business Management from the University of Illinois.

Krystyna T. Hoeg, C.A.

Ms. Hoeg is the former President and Chief Executive Officer of Corby Distilleries Limited, a marketer and seller of spirits and wine, a position that she held from October 1996 to February 2007.  She is currently a director of Imperial Oil Limited, Sun Life Financial Inc., Shoppers Drug Mart Corporation, Ganong Bros. Limited and Samuel, Son & Co., Limited.  She is also on the Board of the Toronto East General Hospital.  Ms. Hoeg is a Chartered Accountant (1982) and holds a B.Sc. from McMaster University, and a B.Com. and an M.Sc. from the University of Windsor.

Tony L. Ingram

Mr. Ingram has extensive railroad operating experience.  He joined Southern Railway as a management trainee in 1971 and held various positions in engineering and labor relations before moving to train operations.  Mr. Ingram served in progressively more senior positions with Norfolk Southern Corporation, reaching the position of Senior Vice President Transportation and leading the operations team for the integration of Conrail property to Norfolk Southern. From 2004 to 2009, Mr. Ingram served as Executive Vice President and Chief Operating Officer at CSX Transportation Inc.  Mr. Ingram has a Bachelor’s in Business Administration from Jacksonville State University.

Richard C. Kelly

Mr. Kelly is the Retired Chairman and Chief Executive Officer of Xcel Energy Inc., a utility supplier of electric power and natural gas service in eight Western and Midwestern States.  He held that position from September 2009 until retirement in September 2011.  From December 2005 to September 2009 he was Chairman of the Board, President and Chief Executive Officer; from June to mid-December 2005 he served as President and Chief Executive Officer; and previous to that he served as Chief Financial Officer.  Mr. Kelly is Chairman of the Board of Trustees, Regis University.  Mr. Kelly earned both an M.B.A. and a bachelor’s degree in accounting from Regis University.

The Honourable John P. Manley, P.C., O.C.

Mr. Manley is President and Chief Executive Officer of the Canadian Council of Chief Executives.  He has held that position since January 2010.  From May 2004 to December 2009 he was counsel at the law firm of McCarthy Tétrault LLP.  He is a director of Canadian Imperial Bank of Commerce, CAE Inc. and a director and Board Chair of Optosecurity Inc. (a private company).  In addition, Mr. Manley serves on the Boards of MaRS Discovery District, National Arts Center Foundation, CARE Canada, The Conference Board of Canada and the Institute for Research on Public Policy.  Mr. Manley was previously the Member of Parliament for Ottawa South from November 1988 to June 2004.  As a Member of Parliament, Mr. Manley also held various positions in the Canadian Federal Government, including Deputy Prime Minister of Canada from January 2002 to December 2003, Minister of Finance from June 2002 to December 2003, Minister of Foreign Affairs from October 2000 to January 2002 and Minister of Industry prior thereto.  He graduated from Carleton University with a B.A. and from the University of Ottawa with an LL.B.  He was granted the designation C.Dir (Chartered Director) by McMaster University in 2006 and, holds honorary doctorates from several universities.

Linda J. Morgan

Ms. Morgan is a Partner at Nossaman LLP, a premier transportation infrastructure law firm based in the United States, where she plays a key role in the firm’s transportation and public policy practices.  Prior to joining Nossaman in September of 2011, she was Of Counsel, and before that a Partner, at Covington & Burling LLP, a United States based international law firm, where she chaired its transportation and government affairs practices.  She also serves on the Board of Visitors for the Georgetown University Law Centre and the Business Advisory Committee for Northwestern University’s Transportation Centre.  Ms. Morgan was previously Chairman of the United States Surface Transportation Board, and its predecessor the Interstate Commerce Commission, from March 1995 to December 2002.  Prior to joining the Interstate Commerce Commission, Ms. Morgan served as General Counsel to the Senate Committee on Commerce, Science and Transportation.  Ms. Morgan has been granted the honour of Recognition in Chambers – USA, Best Lawyers in America, and SuperLawyers for outstanding legal counsel in the transportation sector.  She graduated from Vassar College with an A.B. and the Georgetown University Law Centre with a J.D., and is an alumna of the Program for Senior Managers in Government at Harvard University’s John F. Kennedy School of Government.

Madeleine Paquin

Ms. Paquin is the President and Chief Executive Officer and a director of Logistec Corporation, an international cargo-handling company.  She has held that position since January 1996.  She is also a director of the Chamber of Marine Commerce, the Maritime Employers Association and the Board of Trade of Metropolitan Montreal.  She chairs the St. Lawrence Great Lakes Trade Gateway Leadership Council and is co-chair of the Private Sector Advisory Committee for the Ontario Quebec Continental Gateway and Trade Corridor.  She graduated from École des Hautes Études Commerciales, Université de Montréal with a G.D.A.S. and from the Richard Ivey School of Business, University of Western Ontario with an H.B.A.

Michael E.J. Phelps, O.C.

Mr. Phelps is the Chairman of Dornoch Capital Inc., a private investment company.  From January 1988 to March 2002 he served as President and Chief Executive Officer and subsequently Chairman and Chief Executive Officer of Westcoast Energy Inc.  He is a director of Spectra Energy Corporation, Marathon Oil Corporation and Chairman and a director of Prodigy Gold Incorporated.  He served on the Board of the Vancouver Organizing Committee for the 2010 Olympic and Paralympic Games.  Mr. Phelps is also Chairman and a director of the Vancouver General Hospital & University of British Columbia Hospital Foundation.  Mr. Phelps is also a Senior Advisor to Nomura Canada Inc.  In 2003, Mr. Phelps was appointed by the Canadian government as Chairman of the “Wise Persons’ Committee”, a panel developed to review Canada’s system of securities regulation.  He was appointed an Officer of the Order of Canada in 2001.  He graduated from the University of Manitoba with a B.A. and an LL.B. and from the London School of Economics with an LL.M.

Roger Phillips, O.C., S.O.M., F.Inst.P.

Mr. Phillips is the Retired President and Chief Executive Officer of IPSCO Inc., a steel manufacturing company.  He held that position from February 1982 until his retirement in December 2001.  He is currently a director of Cliffs Natural Resources.  Mr. Phillips is a Fellow of the Institute of Physics and a Member of the Canadian Association of Physicists.  He is also President of La Sauciere Investments Inc., a private company.  He was appointed an Officer of the Order of Canada in 1999 and was presented with the Saskatchewan Order of Merit in 2002.  He graduated from McGill University in Montreal with a B.Sc. in Physics and Mathematics.

David W. Raisbeck

Mr. Raisbeck is the Retired Vice-Chairman of Cargill Inc., a position he held from 1999 to 2009.  Mr. Raisbeck joined Cargill in 1971 and held various positions in the Company including President of Cargill’s Trading Sector, 1993 to 1995; Executive Vice-President, 1995 to 1999 and Executive Supervisor of Human Resources, 1996 to 1999.  He retired from Cargill management in 2008 and from Cargill’s board of directors in 2009.  Mr. Raisbeck sits on the board of directors of Cardinal Health, Eastman Chemical, and the Greater Minneapolis YMCA (Honorary).  He is a governor of the Iowa State University Foundation and is a member of the Dean’s Advisory Council for the school of business at Iowa State University.  He received a bachelor’s degree in industrial administration from Iowa State University and completed the executive M.B.A. program at the University of Southern California.

Hartley T. Richardson

Mr. Richardson is President and Chief Executive Officer of James Richardson & Sons, Limited, a privately owned corporation involved in the international grain trade, real estate, oil and gas development, financial services, and private equity investments.  He has held that position since April 1993.  Mr. Richardson is a director of GMP Capital Inc. and Zalicus Inc.  He is Chairman of the Canadian Council of Chief Executives; Past Chairman of the Business Council of Manitoba; Co-Chairman of TransCanada Trail Foundation; and Chairman of the Board of Governors for The Duke of Edinburgh’s Award Charter for Business.  Mr. Richardson’s other affiliations include: The World Economic Forum, Global Leaders of Tomorrow, and the Young President’s Organization.  He is involved in a number of charitable endeavours and community organizations.  He graduated from the University of Manitoba in Winnipeg with a B.Com. (Hons.).  The University of Manitoba conferred upon Mr. Richardson the honorary degree of Doctor of Laws in 2004.  He was appointed to the Order of Canada in 2007 and to the Order of Manitoba in 2008.

The Company noted that Pershing Square has advised CP that it has withdrawn its requisition for a separate special meeting of shareholders of Canadian Pacific.

Morgan Stanley & Co. LLC and RBC Capital Markets are serving as CP’s financial advisors and Paul, Weiss, Rifkind, Wharton & Garrison LLP and Fasken Martineau DuMoulin LLP are serving as CP’s legal advisors.

Note on forward-looking information

This news release contains certain forward-looking statements relating but not limited to our operations, proposed investments, anticipated operating ratios and financial performance and business prospects. Undue reliance should not be placed on forward-looking information as actual results may differ materially.

By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties. Forward-looking statements are not guarantees of future performance. Factors that could affect forward-looking information include, but are not limited to: changes in business strategies; general North American and global economic, credit and business conditions; inflation; currency and interest rate fluctuations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; actions by regulators; potential increases in maintenance and operating costs; uncertainties of litigation; risks and liabilities arising from derailments; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; technological changes; and various events that could disrupt operations, including severe weather conditions, flooding, earthquakes, labour disputes, risks and liabilities arising from derailments as well as security threats and governmental response to them. Other risks are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States. Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F for a summary of major risks.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (CP:TSX)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

Contacts:

Media                                                                          Investment Community
Ed Greenberg                                                               Janet Weiss
Tel.: 612-849-4717                                                    Tel.: 403-319-3233
24/7 Media Pager:  855-242-3674                              email: investor@cpr.ca
email: Ed_greenberg@cpr.ca

Joele Frank, Wilkinson Brimmer Katcher       
Joele Frank / Tim Lynch / Jed Repko
Tel: 212-355-4449

Canadian Pacific (TSX: CP) (NYSE: CP) today announced that it received a letter from Pershing Square including a requisition for a meeting of shareholders for the purpose of electing five Pershing Square nominees to the CP Board.  These nominees are William A. Ackman, Gary F. Colter, Paul C. Hilal, Rebecca MacDonald and Dr. Anthony R. Melman.

The Company announced that it will hold its annual meeting of shareholders (the “annual meeting”) on Thursday, May 17, 2012 in Calgary, Alberta, consistent with the Company’s normal practice.

Further details regarding the annual meeting will be included in the Company’s proxy circular, which CP will mail to shareholders of record in advance of the annual meeting.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

Contacts:             

Media                                                         Investor Relations
Canadian Pacific                                          Canadian Pacific
Ed Greenberg                                              Janet Weiss
Tel:  612-904-6180                                   Tel:  403 319-3591
24/7 Media Pager:  855-242-3674             investor@cpr.ca
ed_greenberg@cpr.ca

Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) announced today a 10-year agreement with Canpotex Limited.  Under the agreement, CP will be Canpotex’s principal Canadian railway, transporting a large majority of potash shipments to Canpotex’s main terminal in Vancouver, British Columbia.  In addition, in conjunction with Union Pacific, CP will transport all Canpotex potash shipments to Portland, Oregon.

To move Canpotex’s potash more efficiently and reliably, CP has enhanced the infrastructure of its north main line and western corridor, which handle potash service originating from 10 Saskatchewan mines.   Improvements made under CP’s Multi-Year Plan are reducing average route miles and improving the capacity and responsiveness of the CP network.  CP’s infrastructure enhancements are part of its four-year capital investment program, approved by the Board of Directors in the fall of 2010.

“Selection of CP to move the majority of our product to port is a reflection of the strength of our partnership and CP’s ongoing commitment to efficiency in the supply chain and in helping to realize our growth objectives,” said Steve Dechka, Canpotex’s President and CEO.

“By upgrading our network, and through the ongoing implementation of our long train strategy, CP is continuing to strengthen our world class potash supply chain,” said CP’s President and CEO Fred Green. “We are now running potash trains up to 170 railcars in length, further improving service, capacity and efficiency.”

“CP is pleased to provide the resource and infrastructure commitments necessary to support Canpotex’s continued growth,” added Mr. Green. “To better serve key customers like Canpotex, CP recently announced a $1.1 billion to $1.2 billion capital program for 2012 that includes the second phase of our $250 million north main line project.  These value-enhancing investments position Canadian Pacific for long-term growth with strategic customers.”

The 10-year agreement between CP and Canpotex commences July 1, 2012.  Terms and conditions of the agreement are confidential. The agreement improves unit revenues for CP, including a fully responsive fuel mechanism, to support investments for continued excellence in service execution and capacity for further growth. The agreement also reflects increased efficiencies and cycle time benefits realized from the fewer miles to port and a new “hook and haul” arrangement. 

Note on forward-looking information

This news release contains certain forward-looking statements relating but not limited to our operations, anticipated financial performance and business prospects.  Undue reliance should not be placed on forward-looking information as actual results may differ materially.

By its nature, CP’s forward-looking information involves numerous assumptions, inherent risks and uncertainties, including but not limited to the following factors: changes in business strategies; general North American and global economic, credit and business conditions; risks in agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures; industry capacity; shifts in market demand; inflation; changes in laws and regulations, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; uncertainties of investigations, proceedings or other types of claims and litigation; labour disputes; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; currency and interest rate fluctuations; effects of changes in market conditions and discount rates on the financial position of pension plans and investments, including long-term floating rate notes; and various events that could disrupt operations, including severe weather, droughts, floods, avalanches and earthquakes as well as security threats and governmental response to them, and technological changes.  Other risks are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States.  Reference should be made to “Management’s Discussion and Analysis” in CP’s annual and interim reports, Annual Information Form and Form 40-F.

Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) operates a North American transcontinental railway providing freight transportation services, logistics solutions and supply chain expertise. Incorporating best-in-class technology and environmental practices, CP is re-defining itself as a modern 21st century transportation company built on safety, service reliability and operational efficiency. Visit cpr.ca and see how Canadian Pacific is Driving the Digital Railway.

Contacts:             

Media                                                         Investor Relations
Canadian Pacific                                          Canadian Pacific
Ed Greenberg                                              Janet Weiss
Tel:  612-904-6180                                   Tel:  403 319-3591
24/7 Media Pager:  855 242-3674              investor@cpr.ca
ed_greenberg@cpr.ca