Canadian Pacific Comments on Pershing Square Letter to Shareholders

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

CALGARY, April 23, 2012 /CNW/ - 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. 

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