CN Files US $1B Shelf Prospectus

On October 29, 2003, Canadian National Railway Company (CN) filed a short-form debt shelf prospectus, with respect to the sale in Canada and in the US of secured or unsecured debt securities in one or more series in an aggregate principal amount not to exceed US$1 billion or the equivalent, based on the applicable exchange rate at the time of offering, in Canadian currency, US currency or such other currencies or units based on or relating to such other currencies, as shall be designated by CN at the time of offering.

CN was represented in-house by Sean Finn, senior vice-president, public affairs, CLO and corporate secretary; and by in-house counsel Antoine Stebenne and Cristina Circelli; and assisted in Canada by Jean Marc Huot, Benoît Dubord and Nicolas Vanasse of Stikeman Elliott LLP; and in the US by Conrad Winthrop, Jr. and Christopher Miner of Davis Polk & Wardwell in New York.