Canadian Pacific Railway Limited (CP) 10-Q 20 Jul 16 2016 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2016	Jul. 18, 2016
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2016
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q2
Trading Symbol	CP
Entity Registrant Name	CANADIAN PACIFIC RAILWAY LTD/CN
Entity Central Index Key	16,875
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Current Reporting Status	Yes
Entity Common Stock, Shares Outstanding		147,771,618

INTERIM CONSOLIDATED STATEMENTS

INTERIM CONSOLIDATED STATEMENTS OF INCOME (unaudited) - CAD shares in Millions, CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Revenues
Freight	CAD 1,406	CAD 1,610	CAD 2,954	CAD 3,240
Non-freight	44	41	87	76
Total revenues	1,450	1,651	3,041	3,316
Operating expenses
Compensation and benefits	284	308	613	686
Fuel	131	185	256	380
Materials	38	45	94	97
Equipment rents	44	46	89	88
Depreciation and amortization	161	145	323	291
Purchased services and other	241	276	462	516
Total operating expenses	899	1,005	1,837	2,058
Operating income	551	646	1,204	1,258
Less:
Other income and charges	(9)	(5)	(190)	68
Net interest expense	115	84	239	169
Income before income tax expense	445	567	1,155	1,021
Income tax expense	117	177	287	311
Net income	CAD 328	CAD 390	CAD 868	CAD 710
Earnings per share
Basic earnings per share (in CAD per share)	CAD 2.16	CAD 2.38	CAD 5.70	CAD 4.32
Diluted earnings per share (in CAD per share)	CAD 2.15	CAD 2.36	CAD 5.67	CAD 4.28
Weighted-average number of shares (millions)
Basic (shares)	151.7	163.7	152.3	164.3
Diluted (shares)	152.6	165	153.2	165.7
Dividends declared per share (in CAD per share)	CAD 0.5000	CAD 0.3500	CAD 0.8500	CAD 0.7000

INTERIM CONSOLIDATED STATEMENT3

INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (unaudited) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Statement of Comprehensive Income [Abstract]
Net income	CAD 328	CAD 390	CAD 868	CAD 710
Net gain (loss) in foreign currency translation adjustments, net of hedging activities	3	7	40	(30)
Change in derivatives designated as cash flow hedges	(29)	36	(76)	(33)
Change in pension and post-retirement defined benefit plans	43	66	90	138
Other comprehensive income before income taxes	17	109	54	75
Income tax (expense) recovery on above items	(7)	(35)	(48)	11
Other comprehensive (loss) income	10	74	6	86
Comprehensive income	CAD 338	CAD 464	CAD 874	CAD 796

INTERIM CONSOLIDATED BALANCE SH

INTERIM CONSOLIDATED BALANCE SHEETS AS AT (unaudited) - CAD CAD in Millions	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014
Current assets
Cash and cash equivalents	CAD 92	CAD 571	CAD 650	CAD 185	CAD 184	CAD 226
Accounts receivable, net	577		645
Materials and supplies	195		188
Other current assets	59		54
Total current assets	923		1,537
Investments	155		152
Properties	16,160		16,273
Goodwill and intangible assets	195		211
Pension asset	1,565		1,401
Other assets	70		63
Total assets	19,068		19,637
Current liabilities
Accounts payable and accrued liabilities	1,247		1,417
Long-term debt maturing within one year	198		30
Total current liabilities	1,445		1,447
Pension and other benefit liabilities	751		758
Other long-term liabilities	286		318
Long-term debt	8,383		8,927
Deferred income taxes	3,512		3,391
Total liabilities	14,377		14,841
Shareholders’ equity
Share capital	2,000		2,058
Additional paid-in capital	49		43
Accumulated other comprehensive loss	(1,471)		(1,477)
Retained earnings	4,113		4,172
Total Shareholders' equity	4,691		4,796	CAD 5,251		CAD 5,610
Total liabilities and shareholders’ equity	CAD 19,068		CAD 19,637

INTERIM CONSOLIDATED STATEMENT5

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Operating activities
Net income	CAD 328	CAD 390	CAD 868	CAD 710
Reconciliation of net income to cash provided by operating activities:
Depreciation and amortization	161	145	323	291
Deferred income taxes	90	74	183	106
Pension funding in excess of expense	(37)	(20)	(79)	(30)
Foreign exchange (gain) loss on long-term debt	(18)	(10)	(199)	54
Other operating activities, net	(47)	(28)	(113)	(69)
Change in non-cash working capital balances related to operations	35	34	(253)	78
Cash provided by operating activities	512	585	730	1,140
Investing activities
Additions to properties	(330)	(355)	(608)	(618)
Proceeds from sale of properties and other assets	11	8	71	60
Other	(2)	(7)	(2)	13
Cash used in investing activities	(321)	(354)	(539)	(545)
Financing activities
Dividends paid	(53)	(57)	(107)	(115)
Issuance of CP Common Shares	4	11	9	27
Purchase of CP Common Shares	(788)	(543)	(788)	(1,072)
Issuance of long-term debt, excluding commercial paper	0	0	0	810
Repayment of long-term debt, excluding commercial paper	(7)	(9)	(18)	(67)
Net issuance (repayment) of commercial paper (Note 8)	176	369	176	(224)
Other	(1)	0	(3)	0
Cash used in financing activities	(669)	(229)	(731)	(641)
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	(1)	(1)	(18)	5
Cash position
(Decrease) increase in cash and cash equivalents	(479)	1	(558)	(41)
Cash and cash equivalents at beginning of period	571	184	650	226
Cash and cash equivalents at end of period	92	185	92	185
Supplemental disclosures of cash flow information:
Income taxes paid	65	62	257	59
Interest paid	CAD 92	CAD 94	CAD 247	CAD 161

INTERIM CONSOLIDATED STATEMENT6

INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (unaudited) - CAD shares in Millions, CAD in Millions	Total	Common shares/Share capital [Member]	Additional paid-in capital [Member]	Accumulated other comprehensive loss [Member]	Retained earnings [Member]
Beginning balance (shares) at Dec. 31, 2014		166.1
Beginning balance at Dec. 31, 2014	CAD 5,610	CAD 2,185	CAD 36	CAD (2,219)	CAD 5,608
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	710				710
Other comprehensive (loss) income	86			86
Dividends declared	(115)				(115)
Effect of stock-based compensation expense	10		10
CP Common Shares repurchased (shares)		(5.2)
CP Common Shares repurchased	(1,080)	CAD (70)			(1,010)
Shares issued under stock option plan (shares)		0.4
Shares issued under stock option plan	CAD 30	CAD 36	(6)
Ending balance (shares) at Jun. 30, 2015	161.3	161.3
Ending balance at Jun. 30, 2015	CAD 5,251	CAD 2,151	40	(2,133)	5,193
Beginning balance at Mar. 31, 2015				(2,207)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	390
Other comprehensive (loss) income	CAD 74
Ending balance (shares) at Jun. 30, 2015	161.3	161.3
Ending balance at Jun. 30, 2015	CAD 5,251	CAD 2,151	40	(2,133)	5,193
Beginning balance (shares) at Dec. 31, 2015		153
Beginning balance at Dec. 31, 2015	4,796	CAD 2,058	43	(1,477)	4,172
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	868				868
Other comprehensive (loss) income	6			6
Dividends declared	(130)				(130)
Effect of stock-based compensation expense	8		8
CP Common Shares repurchased (shares)		(4.7)
CP Common Shares repurchased	(867)	CAD (70)			(797)
Shares issued under stock option plan (shares)		0.1
Shares issued under stock option plan	CAD 10	CAD 12	(2)
Ending balance (shares) at Jun. 30, 2016	148.4	148.4
Ending balance at Jun. 30, 2016	CAD 4,691	CAD 2,000	49	(1,471)	4,113
Beginning balance at Mar. 31, 2016				(1,481)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	328
Other comprehensive (loss) income	CAD 10
Ending balance (shares) at Jun. 30, 2016	148.4	148.4
Ending balance at Jun. 30, 2016	CAD 4,691	CAD 2,000	CAD 49	CAD (1,471)	CAD 4,113

Basis of Presentation

Basis of Presentation	6 Months Ended
	Jun. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of presentation These unaudited interim consolidated financial statements of Canadian Pacific Railway Limited (“CP”, or “the Company”), expressed in Canadian dollars, reflect management’s estimates and assumptions that are necessary for their fair presentation in conformity with generally accepted accounting principles in the United States of America (“GAAP”). They do not include all disclosures required under GAAP for annual financial statements and should be read in conjunction with the 2015 annual consolidated financial statements and notes included in CP's 2015 Annual Report on Form 10-K. The accounting policies used are consistent with the accounting policies used in preparing the 2015 annual consolidated financial statements, except for the newly adopted accounting policy discussed in Note 2. CP's operations can be affected by seasonal fluctuations such as changes in customer demand and weather-related issues. This seasonality could impact quarter-over-quarter comparisons. In management’s opinion, the unaudited interim consolidated financial statements include all adjustments (consisting of normal and recurring adjustments) necessary to present fairly such information. Interim results are not necessarily indicative of the results expected for the fiscal year.
Basis of Accounting, Policy [Policy Text Block]	These unaudited interim consolidated financial statements of Canadian Pacific Railway Limited (“CP”, or “the Company”), expressed in Canadian dollars, reflect management’s estimates and assumptions that are necessary for their fair presentation in conformity with generally accepted accounting principles in the United States of America (“GAAP”). They do not include all disclosures required under GAAP for annual financial statements and should be read in conjunction with the 2015 annual consolidated financial statements and notes included in CP's 2015 Annual Report on Form 10-K. The accounting policies used are consistent with the accounting policies used in preparing the 2015 annual consolidated financial statements, except for the newly adopted accounting policy discussed in Note 2. CP's operations can be affected by seasonal fluctuations such as changes in customer demand and weather-related issues. This seasonality could impact quarter-over-quarter comparisons. In management’s opinion, the unaudited interim consolidated financial statements include all adjustments (consisting of normal and recurring adjustments) necessary to present fairly such information. Interim results are not necessarily indicative of the results expected for the fiscal year.

Accounting Changes

Accounting Changes	6 Months Ended
	Jun. 30, 2016
Accounting Changes and Error Corrections [Abstract]
Accounting Changes	Accounting changes Implemented in 2016 Amendments to the Consolidation Analysis In February 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (“ASU”) 2015-02, Amendments to the Consolidation Analysis under FASB Accounting Standards Codification ("ASC") Topic 810 Consolidation. The amendments required reporting entities to evaluate whether they should consolidate certain legal entities under the revised consolidation model. Specifically, the amendments modify the evaluation of whether limited partnerships and similar legal entities are variable interest entities (“VIEs”) or voting interest entities, eliminated the presumption that a general partner should consolidate a limited partnership and affected the consolidation analysis of reporting entities involved with VIEs, particularly those that have fee arrangements and related party relationships. This ASU was effective for public entities for fiscal years, and interim periods within those years, beginning on or after December 15, 2015. Entities had the option of using either a full retrospective or a modified retrospective approach to adopt this ASU. The Company evaluated all arrangements that might give rise to a VIE and all existing VIEs; no changes to disclosure or financial statement presentation were required as a result of this evaluation. Future changes Leases In February 2016, the FASB issued ASU 2016-02, Leases. The new FASB ASC Topic 842 Leases supersedes the lease recognition and measurement requirements in Topic 840 Leases. This new standard requires recognition of right-of-use assets and lease liabilities by lessees for those leases classified as finance and operating leases with a maximum term exceeding 12 months. This ASU will be effective for public entities for fiscal years, and interim periods within those years, beginning on or after December 15, 2018. Entities are required to use a modified retrospective approach to adopt this ASU. The Company is currently evaluating the impact adoption of this ASU will have on the consolidated financial statements. Revenue from Contracts with Customers In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers: Principal versus Agent Considerations under FASB ASC Topic 606. The amendments clarify the principal versus agent guidance in determining whether to recognize revenue on a gross or net basis. The amendments are effective for public entities for annual reporting periods beginning on or after December 15, 2017, including interim periods within that reporting period. Entities have the option of using either a full retrospective or a modified retrospective approach to adopt this ASU. The Company is currently evaluating the impact adoption of this ASU will have on the consolidated financial statements. Compensation - Stock Compensation In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation, under ASC Topic 718. The amendments clarify the guidance relating to treatment of excess tax benefits and deficiencies, acceptable forfeiture rate policies, and treatment of cash paid by an employer when directly withholding shares for tax-withholding purposes and the requirement to treat such cash flows as a financing activity. This ASU will be effective for public entities for fiscal years, and interim periods within those years, beginning on or after December 15, 2016. Early adoption is permitted. The Company is currently evaluating the impact adoption of this ASU will have on the consolidated financial statements.

Changes in Accumulated Other Co

Changes in Accumulated Other Comprehensive Loss ("AOCL") by Component	6 Months Ended
	Jun. 30, 2016
Equity [Abstract]
Changes in Accumulated Other Comprehensive Loss (AOCL) by Component	Changes in accumulated other comprehensive loss ("AOCL") by component For the three months ended June 30 (in millions of Canadian dollars, net of tax) Foreign currency Derivatives and other Pension and post-retirement defined benefit plans Total Opening balance, 2016 $ 125 $ (136 ) $ (1,470 ) $ (1,481 ) Other comprehensive income (loss) before reclassifications (1 ) (23 ) (2 ) (26 ) Amounts reclassified from accumulated other comprehensive loss — 2 34 36 Net current-period other comprehensive (loss) income (1 ) (21 ) 32 10 Closing balance, 2016 $ 124 $ (157 ) $ (1,438 ) $ (1,471 ) Opening balance, 2015 $ 125 $ (103 ) $ (2,229 ) $ (2,207 ) Other comprehensive income (loss) before reclassifications — 26 — 26 Amounts reclassified from accumulated other comprehensive loss — — 48 48 Net current-period other comprehensive income — 26 48 74 Closing balance, 2015 $ 125 $ (77 ) $ (2,181 ) $ (2,133 ) For the six months ended June 30 (in millions of Canadian dollars, net of tax) Foreign currency Derivatives and other Pension and post-retirement defined benefit plans Total Opening balance, 2016 $ 129 $ (102 ) $ (1,504 ) $ (1,477 ) Other comprehensive income (loss) before reclassifications (5 ) (59 ) (2 ) (66 ) Amounts reclassified from accumulated other comprehensive loss — 4 68 72 Net current-period other comprehensive (loss) income (5 ) (55 ) 66 6 Closing balance, 2016 $ 124 $ (157 ) $ (1,438 ) $ (1,471 ) Opening balance, 2015 $ 115 $ (52 ) $ (2,282 ) $ (2,219 ) Other comprehensive income (loss) before reclassifications 10 (26 ) 5 (11 ) Amounts reclassified from accumulated other comprehensive loss — 1 96 97 Net current-period other comprehensive income (loss) 10 (25 ) 101 86 Closing balance, 2015 $ 125 $ (77 ) $ (2,181 ) $ (2,133 ) Amounts in Pension and post-retirement defined benefit plans reclassified from AOCL For the three months ended June 30 For the six months ended June 30 (in millions of Canadian dollars) 2016 2015 2016 2015 Amortization of prior service costs (a) $ (1 ) $ (2 ) $ (3 ) $ (3 ) Recognition of net actuarial loss (a) 48 67 97 134 Total before income tax 47 65 94 131 Income tax recovery (13 ) (17 ) (26 ) (35 ) Net of income tax $ 34 $ 48 $ 68 $ 96 (a) Impacts Compensation and benefits on the Interim Consolidated Statements of Income.

Gain on Sale of Properties

Gain on Sale of Properties	6 Months Ended
	Jun. 30, 2016
Discontinued Operations and Disposal Groups [Abstract]
Gain on Sale of Properties	Gain on sale of properties Gain on sale of Arbutus Corridor In March 2016, the Company announced the sale of CP’s Arbutus Corridor (the “Arbutus Corridor”) to the City of Vancouver for gross proceeds of $55 million . The agreement allows the Company to share in future proceeds on the eventual development and/or sale of certain parcels of the Arbutus Corridor. The Company recorded a gain on sale of $50 million before tax ( $43 million after tax) from the transaction during the first quarter of 2016. Gain on settlement of legal proceedings related to the purchase and sale of a building In 2013, CP provided an interest free loan pursuant to a court order to a corporation owned by a court appointed trustee (“the judicial trustee”) to facilitate the acquisition of a building. The building was held in trust during the legal proceedings with regard to CP’s entitlement to an exercised purchase option of the building. As at December 31, 2014, the loan of $20 million and the purchase option with a carrying value of $8 million , were recorded as “Other assets” in the Company’s Consolidated Balance Sheets. In the first quarter of 2015, CP reached a settlement with a third party that, following the sale of the building to an arm’s length third party, resulted in resolution of legal proceedings. CP received $59 million for the sale of the building which included repayment of the aforementioned loan to the judicial trustee and recorded a gain of $31 million ( $27 million after tax).

Other Income and Charges

Other Income and Charges	6 Months Ended
	Jun. 30, 2016
Other Income and Expenses [Abstract]
Other Income and Charges	Other income and charges For the three months ended June 30 For the six months ended June 30 (in millions of Canadian dollars) 2016 2015 2016 2015 Foreign exchange (gain) loss on long-term debt $ (18 ) $ (10 ) $ (199 ) $ 54 Other foreign exchange (gains) losses — — (7 ) 6 Other 9 5 16 8 Total other income and charges $ (9 ) $ (5 ) $ (190 ) $ 68

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2016
Income Tax Disclosure [Abstract]
Income Taxes	Income taxes For the three months ended June 30 For the six months ended June 30 (in millions of Canadian dollars) 2016 2015 2016 2015 Current income tax expense $ 27 $ 103 $ 104 $ 205 Deferred income tax expense 90 74 183 106 Income tax expense $ 117 $ 177 $ 287 $ 311 The estimated 2016 annual effective tax rate for the three and six months ended June 30, 2016 , excluding the discrete item related to the foreign exchange gain on the Company’s U.S. dollar-denominated debt, is 26.93% and 27.25% , respectively, compared to the estimate of 27.50% for the same periods in 2015 . The effective tax rate for the three and six months ended June 30, 2016 , including the discrete item, is 26.40% and 24.86% , respectively, compared to 31.30% and 30.51% , respectively, for the same period in 2015 .

Earnings Per Share

Earnings Per Share	6 Months Ended
	Jun. 30, 2016
Earnings Per Share [Abstract]
Earnings Per Share	Earnings per share At June 30, 2016 , the number of shares outstanding was 148.4 million ( June 30, 2015 - 161.3 million ). Basic earnings per share have been calculated using net income for the period divided by the weighted-average number of shares outstanding during the period. The number of shares used in earnings per share calculations is reconciled as follows: For the three months ended June 30 For the six months ended June 30 (in millions) 2016 2015 2016 2015 Weighted-average basic shares outstanding 151.7 163.7 152.3 164.3 Dilutive effect of stock options 0.9 1.3 0.9 1.4 Weighted-average diluted shares outstanding 152.6 165.0 153.2 165.7 For the three and six months ended June 30, 2016 , there were 440,009 options and 443,000 options, respectively, excluded from the computation of diluted earnings per share because their effects were not dilutive ( three and six months ended June 30, 2015 - 175,068 and 87,976 , respectively).

Debt (Notes)

Debt (Notes)	6 Months Ended
	Jun. 30, 2016
Debt Disclosure [Abstract]
Debt	Debt Revolving credit facility Effective June 28, 2016, the Company extended the maturity date by one year on its existing revolving U.S. $2.0 billion revolving credit facility, which includes a U.S. $1.0 billion five-year portion and U.S. $1.0 billion one-year plus one-year term-out portion. The maturity date on the U.S. $1.0 billion one-year plus one-year term-out portion has been extended to June 28, 2018; the maturity date on the U.S. $1.0 billion five-year portion was extended to June 28, 2021. Commercial paper program The Company has a commercial paper program which enables it to issue commercial paper up to a maximum aggregate principal amount of U.S. $1.0 billion in the form of unsecured promissory notes. The commercial paper is backed by the U.S. $1.0 billion one-year plus one-year term-out portion of the revolving credit facility. As at June 30, 2016, the Company had total commercial paper borrowings of U.S. $135 million ( $174 million ), presented in “Long-term debt maturing within one year” on the Interim Consolidated Balance Sheets (December 31, 2015 - $ nil ). The weighted-average interest rate on these borrowings was 0.67% . The Company presents issuances and repayments of commercial paper in the Interim Consolidated Statements of Cash Flows on a net basis, all of which have a maturity of less than 90 days .

Shareholders' Equity

Shareholders' Equity	6 Months Ended
	Jun. 30, 2016
Equity [Abstract]
Shareholders' Equity	Shareholders' equity On April 20, 2016, the Company announced a new normal course issuer bid ("bid"), commencing May 2, 2016 to May 1, 2017, to purchase up to 6.91 million of its outstanding Common Shares for cancellation. All purchases are made in accordance with the bid at prevalent market prices plus brokerage fees, or such other prices that may be permitted by the Toronto Stock Exchange, with consideration allocated to share capital up to the average carrying amount of the shares, and any excess allocated to retained earnings. The following table provides activities under the share repurchase program: For the three months ended June 30 For the six months ended June 30 2016 2015 2016 2015 Number of Common Shares repurchased (1) 5,127,800 3,058,900 5,127,800 5,233,688 Weighted-average price per share (2) $ 169.13 $ 193.10 $ 169.13 $ 206.40 Amount of repurchase (in millions) (2) $ 867 $ 590 $ 867 $ 1,080 (1) Includes shares repurchased but not yet canceled at quarter end. (2) Includes brokerage fees.

Financial Instruments

Financial Instruments	6 Months Ended
	Jun. 30, 2016
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Financial Instruments	Financial instruments A. Fair values of financial instruments The Company categorizes its financial assets and liabilities measured at fair value in line with the fair value hierarchy established by GAAP that prioritizes, with respect to reliability, the inputs to valuation techniques used to measure fair value. This hierarchy consists of three broad levels. Level 1 inputs consist of quoted prices (unadjusted) in active markets for identical assets and liabilities and give the highest priority to these inputs. Level 2 and 3 inputs are based on significant other observable inputs and significant unobservable inputs, respectively, and give lower priority to these inputs. When possible, the estimated fair value is based on quoted market prices and, if not available, estimates from third party brokers. For non-exchange traded derivatives classified in Level 2, the Company uses standard valuation techniques to calculate fair value. Primary inputs to these techniques include observable market prices (interest, foreign exchange (“FX”) and commodity) and volatility, depending on the type of derivative and nature of the underlying risk. The Company uses inputs and data used by willing market participants when valuing derivatives and considers its own credit default swap spread as well as those of its counterparties in its determination of fair value. The carrying values of financial instruments equal or approximate their fair values with the exception of long-term debt which has a fair value of approximately $10,335 million at June 30, 2016 (December 31, 2015 - $9,750 million ) and a carrying value of $8,581 million at June 30, 2016 (December 31, 2015 - $8,957 million ). The estimated fair value of current and long-term borrowings has been determined based on market information where available, or by discounting future payments of interest and principal at estimated interest rates expected to be available to the Company at period end. All derivatives and long-term debt are classified as Level 2. B. Financial risk management Derivative financial instruments Derivative financial instruments may be used to selectively reduce volatility associated with fluctuations in interest rates, FX rates, the price of fuel and stock-based compensation expense. Where derivatives are designated as hedging instruments, the relationship between the hedging instruments and their associated hedged items is documented, as well as the risk management objective and strategy for the use of the hedging instruments. This documentation includes linking the derivatives that are designated as fair value or cash flow hedges to specific assets or liabilities on the Interim Consolidated Balance Sheets, commitments or forecasted transactions. At the time a derivative contract is entered into, and at least quarterly thereafter, an assessment is made whether the derivative item is effective in offsetting the changes in fair value or cash flows of the hedged items. The derivative qualifies for hedge accounting treatment if it is effective in substantially mitigating the risk it was designed to address. It is not the Company’s intent to use financial derivatives or commodity instruments for trading or speculative purposes. FX management The Company conducts business transactions and owns assets in both Canada and the United States. As a result, the Company is exposed to fluctuations in value of financial commitments, assets, liabilities, income or cash flows due to changes in FX rates. The Company may enter into FX risk management transactions primarily to manage fluctuations in the exchange rate between Canadian and U.S. currencies. FX exposure is primarily mitigated through natural offsets created by revenues, expenditures and balance sheet positions incurred in the same currency. Where appropriate, the Company may negotiate with customers and suppliers to reduce the net exposure. Net investment hedge The FX gains and losses on long-term debt are mainly unrealized and can only be realized when U.S. dollar denominated long-term debt matures or is settled. The Company also has long-term FX exposure on its investment in U.S. affiliates. The majority of the Company’s U.S. dollar denominated long-term debt has been designated as a hedge of the net investment in foreign subsidiaries. This designation has the effect of mitigating volatility on net income by offsetting long-term FX gains and losses on U.S. dollar denominated long-term debt and gains and losses on its net investment. The effective portion recognized in “Other comprehensive income” for the three and six months ended June 30, 2016 was an unrealized FX gain of $24 million and $332 million , respectively ( three and six months ended June 30, 2015 - unrealized FX gain of $58 million and an unrealized FX loss of $298 million , respectively). There was no ineffectiveness during the three and six months ended June 30, 2016 and June 30, 2015 . Interest rate management The Company is exposed to interest rate risk, which is the risk that the fair value or future cash flows of a financial instrument will vary as a result of changes in market interest rates. In order to manage funding needs or capital structure goals, the Company enters into debt or capital lease agreements that are subject to either fixed market interest rates set at the time of issue or floating rates determined by on-going market conditions. Debt subject to variable interest rates exposes the Company to variability in interest expense, while debt subject to fixed interest rates exposes the Company to variability in the fair value of debt. To manage interest rate exposure, the Company accesses diverse sources of financing and manages borrowings in line with a targeted range of capital structure, debt ratings, liquidity needs, maturity schedule, and currency and interest rate profiles. In anticipation of future debt issuances, the Company may enter into forward rate agreements, that are designated as cash flow hedges, to substantially lock in all or a portion of the effective future interest expense. The Company may also enter into swap agreements, designated as fair value hedges, to manage the mix of fixed and floating rate debt. Forward starting swaps As at December 31, 2015, the Company had forward starting floating-to-fixed interest rate swap agreements (“forward starting swaps”) totaling a notional U.S. $700 million to fix the benchmark rate on cash flows associated with highly probable forecasted issuances of long-term notes. The effective portion of changes in fair value on the forward starting swaps is recorded in “Accumulated other comprehensive loss”, net of tax, as cash flow hedges until the highly probable forecasted notes are issued. Subsequent to the notes issuance, amounts in “Accumulated other comprehensive loss” are reclassified to “Net interest expense”. During the second quarter of 2016, the Company rolled the notional U.S. $700 million forward starting swaps. The Company de-designated the hedging relationship for U.S. $700 million of forward starting swaps. The Company did not cash settle these swaps. There was no ineffectiveness to record upon de-designation. Concurrently the Company re-designated the forward starting swaps totaling U.S. $700 million to fix the benchmark rate on cash flows associated with a highly probable forecasted debt issuance of long-term notes. As at June 30, 2016 , the total fair value loss of $144 million ( December 31, 2015 - fair value loss of $60 million ) derived from the forward starting swaps was included in “Accounts payable and accrued liabilities”. Changes in fair value from the forward starting swaps for the three and six months ended June 30, 2016 was a loss of $32 million and $84 million , respectively ( three and six months ended June 30, 2015 - a gain of $34 million and a loss of $39 million , respectively). The effective portion for the three and six months ended June 30, 2016 of a loss of $32 million and $82 million , respectively, ( three and six months ended June 30, 2015 - a fair value gain of $34 million and a fair value loss of $37 million , respectively) is recorded in “Other comprehensive income”. For the three and six months ended June 30, 2016 , the ineffective portion of $ nil and $2 million loss, respectively ( three and six months ended June 30, 2015 - $ nil and $2 million loss, respectively) is recorded to “Net interest expense” on the Interim Consolidated Statements of Income. For the three and six months ended June 30, 2016 , a loss of $3 million and $5 million , respectively, related to previous forward starting swap hedges have been amortized to “Net interest expense” ( three and six months ended June 30, 2015 - a loss of $1 million and $2 million , respectively). The Company expects that during the next 12 months $11 million of losses will be amortized to “Net interest expense”.

Stock-Based Compensation

Stock-Based Compensation	6 Months Ended
	Jun. 30, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-Based Compensation	Stock-based compensation At June 30, 2016 , the Company had several stock-based compensation plans, including stock option plans, various cash settled liability plans and an employee stock savings plan. These plans resulted in an expense for the three and six months ended June 30, 2016 of $1 million and $15 million , respectively ( three and six months ended June 30, 2015 - recovery of $5 million and an expense of $24 million , respectively). Regular options In the six months ended June 30, 2016 , under CP’s stock option plans, the Company issued 402,331 regular options at the weighted average price of $165.55 per share, based on the closing price on the grant date. Pursuant to the employee plan, these regular options may be exercised upon vesting, which is between 12 months and 48 months after the grant date, and will expire after 10 years . Under the fair value method, the fair value of the regular options at the grant date was approximately $16 million . The weighted average fair value assumptions were approximately: For the six months ended June 30, 2016 Grant price $165.55 Expected option life (years) (1) 5.25 Risk-free interest rate (2) 1.21% Expected stock price volatility (3) 26.58% Expected annual dividends per share (4) $1.40 Expected forfeiture rate (5) 2.0% Weighted-average grant date fair value per regular options granted during the period $38.98 (1) Represents the period of time that awards are expected to be outstanding. Historical data on exercise behaviour, or when available, specific expectations regarding future exercise behaviour, were used to estimate the expected life of the option. (2) Based on the implied yield available on zero-coupon government issues with an equivalent remaining term at the time of the grant. (3) Based on the historical stock price volatility of the Company’s stock over a period commensurate with the expected term of the option. (4) Determined by the current annual dividend at the time of grant. The Company does not employ different dividend yields throughout the contractual term of the option. On April 20, 2016, the Company announced an increase in its quarterly dividend to $0.50 per share, representing $2.00 on an annual basis. (5) The Company estimated forfeitures based on past experience. This rate is monitored on a periodic basis. Performance share unit (“PSU”) plan In the six months ended June 30, 2016 , the Company issued 147,157 PSUs with a grant date fair value of approximately $24 million . These units attract dividend equivalents in the form of additional units based on the dividends paid on the Company’s Common Shares. PSUs vest and are settled in cash, or in CP Common Shares, approximately three years after the grant date, contingent upon CP’s performance ("performance factor"). The fair value of PSUs is measured periodically until settlement, using a latticed-based valuation model. The performance period for PSUs issued in the six months ended June 30, 2016 is January 1, 2016 to December 31, 2018. The performance factors for these PSUs are Operating Ratio, Return on Invested Capital, Total Shareholder Return ("TSR") compared to the S&P/TSX 60 Index, and TSR compared to Class I railways. The performance period for the PSUs issued in the fourth quarter of 2012 and in 2013 was January 1, 2013 to December 31, 2015. The performance factors for these PSUs were Operating Ratio, Free cash flow, TSR compared to the S&P/TSX 60 index, TSR compared to Class I railways. All performance factors met the 200% payout thresholds, in effect resulting in a target payout of 200% on 300,095 total outstanding awards as at December 31, 2015. A payout of $79 million on 217,179 outstanding awards occurred on December 31, 2015 and was calculated using the Company's average share price using the last 30 trading days preceding December 31, 2015. In the first quarter of 2016, final payouts occurred on the total outstanding awards, including dividends reinvested, totaling $31 million on 83,563 outstanding awards. Deferred share unit (“DSU”) plan In the six months ended June 30, 2016 , the Company granted 25,050 DSUs with a grant date fair value of approximately $4 million . DSUs vest over various periods of up to 48 months and are only redeemable for a specified period after employment is terminated. An expense to income for DSUs is recognized over the vesting period for both the initial subscription price and the change in value between reporting periods.

Pensions and Other Benefits

Pensions and Other Benefits	6 Months Ended
	Jun. 30, 2016
Compensation and Retirement Disclosure [Abstract]
Pensions and Other Benefits	Pension and other benefits In the three and six months ended June 30, 2016 , the Company made contributions of $14 million and $34 million , respectively( three and six months ended June 30, 2015 - $20 million and $41 million , respectively), to its defined benefit pension plans. The elements of net periodic benefit cost for defined benefit pension plans and other benefits recognized in the three and six months ended June 30, 2016 included the following components: For the three months ended June 30 Pensions Other benefits (in millions of Canadian dollars) 2016 2015 2016 2015 Current service cost (benefits earned by employees in the period) $ 26 $ 32 $ 3 $ 3 Interest cost on benefit obligation 116 116 5 5 Expected return on fund assets (211 ) (212 ) — — Recognized net actuarial loss 47 66 1 1 Amortization of prior service costs (1 ) (2 ) — — Net periodic benefit (recovery) cost $ (23 ) $ — $ 9 $ 9 For the six months ended June 30 Pensions Other benefits (in millions of Canadian dollars) 2016 2015 2016 2015 Current service cost (benefits earned by employees in the period) $ 53 $ 64 $ 6 $ 6 Interest cost on benefit obligation 233 231 10 10 Expected return on fund assets (423 ) (413 ) — — Recognized net actuarial loss 95 132 2 2 Amortization of prior service costs (3 ) (3 ) — — Net periodic benefit (recovery) cost $ (45 ) $ 11 $ 18 $ 18

Contingencies

Contingencies	6 Months Ended
	Jun. 30, 2016
Commitments and Contingencies Disclosure [Abstract]
Contingencies	Contingencies In the normal course of its operations, the Company becomes involved in various legal actions, including claims relating to injuries and damage to property. The Company maintains provisions it considers to be adequate for such actions. While the final outcome with respect to actions outstanding or pending at June 30, 2016 cannot be predicted with certainty, it is the opinion of management that their resolution will not have a material adverse effect on the Company’s financial position or results of operations. Legal proceedings related to Lac-Mégantic rail accident On July 6, 2013, a train carrying crude oil operated by Montreal Maine and Atlantic Railway (“MMA”) and/or its subsidiary, Montreal Maine and Atlantic Canada Co. (“MMAC”, and collectively with MMA, the “MMA Group”) derailed and exploded in Lac-Mégantic, Quebec on a section of railway line owned by the MMA Group. The previous day CP had interchanged the train to the MMA Group, and after that interchange MMA Group exercised exclusive control over the train. Following this incident, the Minister of Sustainable Development, Environment, Wildlife and Parks of Quebec issued an order directing certain named parties to recover the contaminants and to clean up and decontaminate the derailment site. CP was added as a named party on August 14, 2013 (the “Amended Cleanup Order”). CP has sought an administrative appeal of the Amended Cleanup Order to the Administrative Tribunal of Quebec. The proceedings before the Administrative tribunal have been stayed until September 2016. Directly related to this matter, the Province of Quebec filed a lawsuit against CP before the Quebec Superior Court on July 6, 2015 in which it claims $409 million for the damages sustained by the province as a result of the expenses incurred following the derailment, including costs incurred for the work carried out pursuant to the Amended Cleanup Order. The province alleges that CP had custody or control of the contaminants that were discharged in Lac-Mégantic on July 6, 2013, and that CP was otherwise negligent and therefore is solidarily (joint and severally) liable with the other third parties responsible for the accident. The province’s lawsuit has been stayed until September 12, 2016. Also directly related to the this matter, the Quebec Minister of Sustainable Development and Environment has served a Notice of Claim on July 5, 2016 claiming nearly $95 million in compensation from CP for having to carry out the cleanup measures set out in the Amended Cleanup Order, alleging that CP had refused or neglected to carry out same. These proceedings are duplicative, in whole or in part. A class action lawsuit has also been filed in the Superior Court of Quebec on behalf of a class of persons and entities residing in, owning or leasing property in, operating a business in or physically present in Lac-Mégantic (the “Class Action”). The lawsuit seeks damages caused by the derailment including for wrongful deaths, personal injuries, and property damages. CP was added as a defendant on August 16, 2013. On May 8, 2015, the Superior Court of Quebec authorized the institution of the Class Action as against CP and as against the shipper, Western Petroleum, and the shipper’s parent, World Fuel Services (collectively, the “World Fuel Defendants”). The World Fuel Defendants have since settled. No timetable governing the conduct of this lawsuit has been ordered by the Superior Court of Quebec. On July 4, 2016, CP was served with subrogated insurance claims brought by 8 insurers for a claimed amount of approximately $16 million . On July 11, 2016, CP was served with subrogated insurance claims brought by an additional 2 insurers for a claimed amount of approximately $3 million . These insurers have not identified in their respective lawsuit the identity of the parties to whose claims they are subrogated and thus it is difficult to determine the extent to which these claims overlap with other claims and the extent to which their claim would be satisfied after their proof of claim has been reviewed and distribution is received from the Plans of arrangements referred to below. In the wake of the derailment and ensuing litigation, MMAC filed for bankruptcy in Canada (the “Canadian Proceeding”) and MMA filed for bankruptcy in the United States (the “U.S. Proceeding”). Plans of arrangement have been approved both in the Canadian Proceeding and the U.S. Proceeding (the “Plans”). These Plans provide for the distribution of a fund of approximately $440 million amongst those who claimed loss or damage as a result of the derailment and will release those parties which contributed to the fund from any further liability. The Plans also provide for broadly worded third-party releases and injunctions that prevent actions against settling parties. CP has not participated in the settlement and hence will not benefit from any third-party releases or injunctions. In addition, both Plans contain judgment reduction provisions. Pursuant to these provisions, in the event of a judgment against CP in a case arising from the Lac-Mégantic derailment, CP will receive a credit for the greater of (i) the settlement monies received by the plaintiff(s) for the claim, or (ii) the amount which, but for the third-party non-debtor injunctions, CP would have been entitled to obtain from third parties other than MMA and MMAC through contribution or indemnification. CP may also have rights to judgment reduction, as part of the contribution/indemnification credit, for the fault of MMA and/or MMAC. The provisions of the Plans also provide for a potential re-allocation of of the MMA Group’s liability among plaintiffs and CP, the only non-settling party. An Adversary Proceeding filed by the MMA U.S. bankruptcy trustee against CP, Irving Oil and the World Fuel Defendants accuses CP of failing to ensure that World Fuel Defendants or Irving Oil properly classified the oil lading and of not refusing to ship the oil in DOT-111 tank cars. The trustee has since settled with the World Fuel Defendants and Irving Oil and now maintains that CP misfeasance is based upon the railroad’s failure to abide by a Canadian regulation in North Dakota that supposedly would have caused the originating railroad to refuse to carry the crude oil based upon reason to suspect inaccurate classification. In response to CP’s motion to withdraw the Adversary Proceedings from the bankruptcy reference, the trustee maintained that Canadian law rather than U.S. law controlled, and the Article III court found that if the federal regulations governed, the case was not complex enough to warrant withdrawal. In bankruptcy court CP moved to dismiss for want of personal jurisdiction, but that motion, which was heard on August 18, 2015, has been denied. Motions to dismiss on procedural grounds are pending. The trustee recently withdrew objection to the trial of the Adversary Proceedings to a jury before the Article III district court. There are also a class action and a mass action instituted Texas and wrongful death and personal injury actions instituted in Illinois and Maine. All the various lawsuits have been removed to federal court and have since been consolidated in Maine. These actions generally charge CP with negligence in the misclassification and mis-packaging (that is the use of inappropriate DOT-111 tank cars). Motions to dismiss have been filed and heard regarding jurisdiction and venue. Decisions on CP’s motions and other parties’ cross-motions are pending. CP has received two damage to cargo notices of claims from the shipper of the oil on the derailed train, Western Petroleum. Western Petroleum submitted U.S. and Canadian notices of claims for the same damages and, under the Carmack Amendment (49 U.S.C. Section 11706), seeks to recover for all injuries associated with, and indemnification for the derailment. Both jurisdictions permit a shipper to recover the value of damaged lading against any carrier in the delivery chain, subject to limitations in the carrier’s tariffs. CP’s tariffs significantly restrict shipper damage claim rights. Western Petroleum is part of the World Fuel Services group, and those entities settled with the trustee. On April 12, 2016, Trustee (the “WD Trustee”) of a wrongful death trust (the “WD Trust”), as defined and established under the confirmed Plan, filed an action against CP in federal court in North Dakota seeking to establish Carmack Amendment liability under 49 U.S.C. Section 11706. The WD Trustee asserts the WD Trust was assigned Carmack claim rights by the bankruptcy estate representative. The parties that settled Lac Megantic derailment liability in connection with MMA’s confirmed Plan supposedly gave the bankruptcy estate representative the right to assign Carmack claims. The WD Trustee seeks to recover losses associated with the lost lading (approximately $6 million ), as well as settlement amounts the consignor (i.e, the shipper, World Fuel Entities) and the consignee (Irving Oil) paid to the MMA bankruptcy estate to settle all Lac Megantic derailment claims, which are alleged to be $110 million and $60 million respectively. The WD Trustee maintains that Carmack liability extends beyond lading losses to cover all derailment related damages incurred by the World Fuel Services group or Irving Oil. CP disputes this interpretation of damages to lading law and maintains that CP’s tariffs, if applicable, would preclude such a result. At this early stage of the legal proceedings, any potential liability and the quantum of potential loss cannot be determined. Nevertheless, CP denies liability for the MMA derailment and intends to vigorously defend itself in the proceedings described above and in any proceeding that may be commenced in the future. Legal proceedings initiated by Canadian National Railway Company On August 13, 2015, Canadian National Railway Company (“CN”) issued a statement of claim against the Company and an employee. The statement of claim was amended on January 7, 2016 to include an additional employee and an officer of the Company. The principal allegations against the Company are that the Company obtained and benefited from certain confidential CN customer data. CN is seeking damages but has not yet provided evidence to substantiate its damages claim. The Company plans to defend this claim and the amount of loss, if any, to the Company as a result of the claim cannot be reasonably estimated. Environmental liabilities Environmental remediation accruals, recorded on an undiscounted basis unless a reliable, determinable estimate as to an amount and timing of costs can be established, cover site-specific remediation programs. The accruals for environmental remediation represent CP’s best estimate of its probable future obligation and include both asserted and unasserted claims, without reduction for anticipated recoveries from third parties. Although the recorded accruals include CP’s best estimate of all probable costs, CP’s total environmental remediation costs cannot be predicted with certainty. Accruals for environmental remediation may change from time to time as new information about previously untested sites becomes known, and as environmental laws and regulations evolve and advances are made in environmental remediation technology. The accruals may also vary as the courts decide legal proceedings against outside parties responsible for contamination. These potential charges, which cannot be quantified at this time, are not expected to be material to CP’s financial position, but may materially affect income in the particular period in which a charge is recognized. Costs related to existing, but as yet unknown, or future contamination will be accrued in the period in which they become probable and reasonably estimable. The expense included in “Purchased services and other” for the three and six months ended June 30, 2016 was $1 million and $2 million , respectively ( three and six months ended June 30, 2015 - $3 million and $6 million , respectively). Provisions for environmental remediation costs are recorded in “Other long-term liabilities”, except for the current portion which is recorded in “Accounts payable and accrued liabilities”. The total amount provided at June 30, 2016 was $86 million ( December 31, 2015 - $93 million ). Payments are expected to be made over 10 years through 2026.

Condensed Consolidating Financi

Condensed Consolidating Financial Information	6 Months Ended
	Jun. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Condensed Consolidating Financial Information	Canadian Pacific Railway Company, a 100%-owned subsidiary of Canadian Pacific Railway Limited (“CPRL”), is the issuer of certain debt securities, which are fully and unconditionally guaranteed by CPRL. The following tables present condensed consolidating financial information (“CCFI”) in accordance with Rule 3-10(c) of Regulation S-X. Investments in subsidiaries are accounted for under the equity method when presenting the CCFI. The tables include all adjustments necessary to reconcile the CCFI on a consolidated basis to CPRL’s consolidated financial statements for the periods presented. Interim Condensed Consolidating Statements of Income For the three months ended June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 1,007 $ 399 $ — $ 1,406 Non-freight — 33 98 (87 ) 44 Total revenues — 1,040 497 (87 ) 1,450 Operating expenses Compensation and benefits — 181 102 1 284 Fuel — 103 28 — 131 Materials — 27 8 3 38 Equipment rents — 53 (9 ) — 44 Depreciation and amortization — 107 54 — 161 Purchased services and other — 193 139 (91 ) 241 Total operating expenses — 664 322 (87 ) 899 Operating income — 376 175 — 551 Less: Other income and charges (4 ) (12 ) 7 — (9 ) Net interest expense (income) 10 111 (6 ) — 115 (Loss) income before income tax expense and equity in net earnings of subsidiaries (6 ) 277 174 — 445 Less: Income tax (recovery) expense (6 ) 70 53 — 117 Add: Equity in net earnings of subsidiaries 328 121 — (449 ) — Net income $ 328 $ 328 $ 121 $ (449 ) $ 328 Interim Condensed Consolidating Statements of Income For the three months ended June 30, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 1,131 $ 479 $ — $ 1,610 Non-freight — 34 90 (83 ) 41 Total revenues — 1,165 569 (83 ) 1,651 Operating expenses Compensation and benefits — 198 110 — 308 Fuel — 134 51 — 185 Materials — 35 10 — 45 Equipment rents — 52 (6 ) — 46 Depreciation and amortization — 102 43 — 145 Purchased services and other — 192 167 (83 ) 276 Total operating expenses — 713 375 (83 ) 1,005 Operating income — 452 194 — 646 Less: Other income and charges (3 ) (8 ) 6 — (5 ) Net interest expense (income) — 98 (14 ) — 84 Income before income tax expense and equity in net earnings of subsidiaries 3 362 202 — 567 Less: Income tax expense 2 93 82 — 177 Add: Equity in net earnings of subsidiaries 389 120 — (509 ) — Net income $ 390 $ 389 $ 120 $ (509 ) $ 390 Interim Condensed Consolidating Statements of Income For the six months ended June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 2,104 $ 850 $ — $ 2,954 Non-freight — 66 194 (173 ) 87 Total revenues — 2,170 1,044 (173 ) 3,041 Operating expenses Compensation and benefits — 382 228 3 613 Fuel — 206 50 — 256 Materials — 65 18 11 94 Equipment rents — 107 (18 ) — 89 Depreciation and amortization — 214 109 — 323 Purchased services and other — 329 320 (187 ) 462 Total operating expenses — 1,303 707 (173 ) 1,837 Operating income — 867 337 — 1,204 Less: Other income and charges (73 ) (150 ) 33 — (190 ) Net interest expense (income) 9 242 (12 ) — 239 Income before income tax expense and equity in net earnings of subsidiaries 64 775 316 — 1,155 Less: Income tax expense 3 181 103 — 287 Add: Equity in net earnings of subsidiaries 807 213 — (1,020 ) — Net income $ 868 $ 807 $ 213 $ (1,020 ) $ 868 Interim Condensed Consolidating Statements of Income For the six months ended June 30, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 2,250 $ 990 $ — $ 3,240 Non-freight — 63 179 (166 ) 76 Total revenues — 2,313 1,169 (166 ) 3,316 Operating expenses Compensation and benefits — 460 226 — 686 Fuel — 295 85 — 380 Materials — 78 19 — 97 Equipment rents — 88 — — 88 Depreciation and amortization — 204 87 — 291 Purchased services and other — 334 348 (166 ) 516 Total operating expenses — 1,459 765 (166 ) 2,058 Operating income — 854 404 — 1,258 Less: Other income and charges 15 78 (25 ) — 68 Net interest expense (income) — 194 (25 ) — 169 (Loss) income before income tax expense and equity in net earnings of subsidiaries (15 ) 582 454 — 1,021 Less: Income tax (recovery) expense (2 ) 160 153 — 311 Add: Equity in net earnings of subsidiaries 723 301 — (1,024 ) — Net income $ 710 $ 723 $ 301 $ (1,024 ) $ 710 Interim Condensed Consolidating Statements of Comprehensive Income For the three months ended June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 328 $ 328 $ 121 $ (449 ) $ 328 Net gain (loss) in foreign currency translation — 20 (17 ) — 3 Change in derivatives designated as cash flow — (29 ) — — (29 ) Change in pension and post-retirement defined — 41 2 — 43 Other comprehensive income (loss) before — 32 (15 ) — 17 Income tax expense on above items — (5 ) (2 ) — (7 ) Equity accounted investments 10 (17 ) — 7 — Other comprehensive income (loss) 10 10 (17 ) 7 10 Comprehensive income $ 338 $ 338 $ 104 $ (442 ) $ 338 Interim Condensed Consolidating Statements of Comprehensive Income For the three months ended June 30, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 390 $ 389 $ 120 $ (509 ) $ 390 Net gain (loss) in foreign currency translation — 59 (52 ) — 7 Change in derivatives designated as cash flow — 36 — — 36 Change in pension and post-retirement defined benefit plans — 64 2 — 66 Other comprehensive income (loss) before — 159 (50 ) — 109 Income tax (expense) recovery on above items — (55 ) 20 — (35 ) Equity accounted investments 74 (30 ) — (44 ) — Other comprehensive income (loss) 74 74 (30 ) (44 ) 74 Comprehensive income $ 464 $ 463 $ 90 $ (553 ) $ 464 Interim Condensed Consolidating Statements of Comprehensive Income For the six months ended June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 868 $ 807 $ 213 $ (1,020 ) $ 868 Net gain (loss) in foreign currency translation — 330 (290 ) — 40 Change in derivatives designated as cash flow — (76 ) — — (76 ) Change in pension and post-retirement defined — 86 4 — 90 Other comprehensive income (loss) before — 340 (286 ) — 54 Income tax expense on above items — (46 ) (2 ) — (48 ) Equity accounted investments 6 (288 ) — 282 — Other comprehensive income (loss) 6 6 (288 ) 282 6 Comprehensive income (loss) $ 874 $ 813 $ (75 ) $ (738 ) $ 874 Interim Condensed Consolidating Statements of Comprehensive Income For the six months ended June 30, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 710 $ 723 $ 301 $ (1,024 ) $ 710 Net (loss) gain in foreign currency translation — (298 ) 268 — (30 ) Change in derivatives designated as cash flow — (33 ) — — (33 ) Change in pension and post-retirement defined benefit plans — 134 4 — 138 Other comprehensive (loss) income before — (197 ) 272 — 75 Income tax recovery (expense) on above items — 13 (2 ) — 11 Equity accounted investments 86 270 — (356 ) — Other comprehensive income 86 86 270 (356 ) 86 Comprehensive income $ 796 $ 809 $ 571 $ (1,380 ) $ 796 Interim Condensed Consolidating Balance Sheets As at June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Assets Current assets Cash and cash equivalents $ — $ 47 $ 45 $ — $ 92 Accounts receivable, net — 406 171 — 577 Accounts receivable, inter-company 78 80 159 (317 ) — Short-term advances to affiliates — 470 3,758 (4,228 ) — Materials and supplies — 164 31 — 195 Other current assets — 49 10 — 59 78 1,216 4,174 (4,545 ) 923 Long-term advances to affiliates 501 — 88 (589 ) — Investments — 26 129 — 155 Investments in subsidiaries 8,217 9,753 — (17,970 ) — Properties — 8,560 7,600 — 16,160 Goodwill and intangible assets — — 195 — 195 Pension asset — 1,565 — — 1,565 Other assets — 50 20 — 70 Deferred income taxes 14 — — (14 ) — Total assets $ 8,810 $ 21,170 $ 12,206 $ (23,118 ) $ 19,068 Liabilities and shareholders’ equity Current liabilities Accounts payable and accrued liabilities $ 156 $ 804 $ 287 $ — $ 1,247 Accounts payable, inter-company 3 235 79 (317 ) — Short-term advances from affiliates 3,960 247 21 (4,228 ) — Long-term debt maturing within one year — 198 — — 198 4,119 1,484 387 (4,545 ) 1,445 Pension and other benefit liabilities — 675 76 — 751 Long-term advances from affiliates — 589 — (589 ) — Other long-term liabilities — 159 127 — 286 Long-term debt — 8,323 60 — 8,383 Deferred income taxes — 1,723 1,803 (14 ) 3,512 Total liabilities 4,119 12,953 2,453 (5,148 ) 14,377 Shareholders’ equity Share capital 2,000 1,037 5,808 (6,845 ) 2,000 Additional paid-in capital 49 1,630 418 (2,048 ) 49 Accumulated other comprehensive (loss) income (1,471 ) (1,471 ) 548 923 (1,471 ) Retained earnings 4,113 7,021 2,979 (10,000 ) 4,113 4,691 8,217 9,753 (17,970 ) 4,691 Total liabilities and shareholders’ equity $ 8,810 $ 21,170 $ 12,206 $ (23,118 ) $ 19,068 Condensed Consolidating Balance Sheets As at December 31, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Assets Current assets Cash and cash equivalents $ — $ 502 $ 148 $ — $ 650 Accounts receivable, net — 452 193 — 645 Accounts receivable, inter-company 59 105 265 (429 ) — Short-term advances to affiliates — 75 3,483 (3,558 ) — Materials and supplies — 154 34 — 188 Other current assets — 37 17 — 54 59 1,325 4,140 (3,987 ) 1,537 Long-term advances to affiliates 501 207 376 (1,084 ) — Investments — 22 130 — 152 Investments in subsidiaries 7,518 9,832 — (17,350 ) — Properties — 8,481 7,792 — 16,273 Goodwill and intangible assets — 3 208 — 211 Pension asset — 1,401 — — 1,401 Other assets — 55 8 — 63 Deferred income taxes 25 — — (25 ) — Total assets $ 8,103 $ 21,326 $ 12,654 $ (22,446 ) $ 19,637 Liabilities and shareholders’ equity Current liabilities Accounts payable and accrued liabilities $ 54 $ 1,122 $ 241 $ — $ 1,417 Accounts payable, inter-company — 325 104 (429 ) — Short-term advances from affiliates 3,253 230 75 (3,558 ) — Long-term debt maturing within one year — 24 6 — 30 3,307 1,701 426 (3,987 ) 1,447 Pension and other benefit liabilities — 676 82 — 758 Long-term advances from affiliates — 877 207 (1,084 ) — Other long-term liabilities — 186 132 — 318 Long-term debt — 8,863 64 — 8,927 Deferred income taxes — 1,505 1,911 (25 ) 3,391 Total liabilities 3,307 13,808 2,822 (5,096 ) 14,841 Shareholders’ equity Share capital 2,058 1,037 5,465 (6,502 ) 2,058 Additional paid-in capital 43 1,568 613 (2,181 ) 43 Accumulated other comprehensive (loss) income (1,477 ) (1,477 ) 840 637 (1,477 ) Retained earnings 4,172 6,390 2,914 (9,304 ) 4,172 4,796 7,518 9,832 (17,350 ) 4,796 Total liabilities and shareholders’ equity $ 8,103 $ 21,326 $ 12,654 $ (22,446 ) $ 19,637 Interim Condensed Consolidating Statements of Cash Flows For the three months ended June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 75 $ 374 $ 219 $ (156 ) $ 512 Investing activities Additions to properties — (206 ) (124 ) — (330 ) Proceeds from sale of properties and other assets — 11 — — 11 Advances to affiliates — (482 ) (285 ) 767 — Repayment of advances to affiliates — 208 — (208 ) — Capital contributions to affiliates — (348 ) — 348 — Other — — (2 ) — (2 ) Cash used in investing activities — (817 ) (411 ) 907 (321 ) Financing activities Dividends paid (53 ) (53 ) (103 ) 156 (53 ) Issuance of share capital — — 348 (348 ) — Issuance of CP Common Shares 4 — — — 4 Purchase of CP Common Shares (788 ) — — — (788 ) Repayment of long-term debt, excluding commercial paper — (7 ) — — (7 ) Net issuance of commercial paper — 176 — — 176 Advances from affiliates 762 — 5 (767 ) — Repayment of advances from affiliates — — (208 ) 208 — Other financing activities — (1 ) — — (1 ) Cash (used in) provided by financing activities (75 ) 115 42 (751 ) (669 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — (1 ) — — (1 ) Cash position Decrease in cash and cash equivalents — (329 ) (150 ) — (479 ) Cash and cash equivalents at beginning of period — 376 195 — 571 Cash and cash equivalents at end of period $ — $ 47 $ 45 $ — $ 92 Interim Condensed Consolidating Statements of Cash Flows For the three months ended June 30, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 59 $ 525 $ 143 $ (142 ) $ 585 Investing activities Additions to properties — (210 ) (145 ) — (355 ) Proceeds from sale of properties and other assets — 8 — — 8 Advances to affiliates (500 ) (633 ) (500 ) 1,633 — Capital contributions to affiliates — (500 ) — 500 — Other — (6 ) (1 ) — (7 ) Cash used in investing activities (500 ) (1,341 ) (646 ) 2,133 (354 ) Financing activities Dividends paid (57 ) (57 ) (85 ) 142 (57 ) Issuance of share capital — — 500 (500 ) — Issuance of CP Common Shares 11 — — — 11 Purchase of CP Common Shares (543 ) — — — (543 ) Repayment of long-term debt, excluding commercial paper — (9 ) — — (9 ) Net issuance of commercial paper — 369 — — 369 Advances from affiliates 1,030 500 103 (1,633 ) — Cash provided by (used in) financing activities 441 803 518 (1,991 ) (229 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — (1 ) — — (1 ) Cash position (Decrease) increase in cash and cash equivalents — (14 ) 15 — 1 Cash and cash equivalents at beginning of period — 153 31 — 184 Cash and cash equivalents at end of period $ — $ 139 $ 46 $ — $ 185 Interim Condensed Consolidating Statements of Cash Flows For the six months ended June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 98 $ 425 $ 417 $ (210 ) $ 730 Investing activities Additions to properties — (338 ) (270 ) — (608 ) Proceeds from sale of properties and other assets — 68 3 — 71 Advances to affiliates — (517 ) (285 ) 802 — Repayment of advances to affiliates — 208 — (208 ) — Capital contributions to affiliates — (357 ) — 357 — Repurchase of share capital from affiliates — 6 — (6 ) — Other — — (2 ) — (2 ) Cash used in investing activities — (930 ) (554 ) 945 (539 ) Financing activities Dividends paid (107 ) (107 ) (103 ) 210 (107 ) Return of share capital to affiliates — — (6 ) 6 — Issuance of share capital — — 357 (357 ) — Issuance of CP Common Shares 9 — — — 9 Purchase of CP Common Shares (788 ) — — — (788 ) Repayment of long-term debt, excluding commercial paper — (11 ) (7 ) — (18 ) Net issuance of commercial paper — 176 — — 176 Advances from affiliates 788 — 14 (802 ) — Repayment of advances from affiliates — — (208 ) 208 — Other financing activities — (3 ) — — (3 ) Cash (used in) provided by financing activities (98 ) 55 47 (735 ) (731 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — (5 ) (13 ) — (18 ) Cash position Decrease in cash and cash equivalents — (455 ) (103 ) — (558 ) Cash and cash equivalents at beginning of period — 502 148 — 650 Cash and cash equivalents at end of period $ — $ 47 $ 45 $ — $ 92 Interim Condensed Consolidating Statements of Cash Flows For the six months ended June 30, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 115 $ 824 $ 416 $ (215 ) $ 1,140 Investing activities Additions to properties — (303 ) (315 ) — (618 ) Proceeds from sale of properties and other assets — 59 1 — 60 Advances to affiliates (500 ) (936 ) (729 ) 2,165 — Capital contributions to affiliates — (617 ) — 617 — Other — 14 (1 ) — 13 Cash used in investing activities (500 ) (1,783 ) (1,044 ) 2,782 (545 ) Financing activities Dividends paid (115 ) (115 ) (100 ) 215 (115 ) Issuance of share capital — — 617 (617 ) — Issuance of CP Common Shares 27 — — — 27 Purchase of CP Common Shares (1,072 ) — — — (1,072 ) Issuance of long-term debt, excluding commercial paper — 810 — — 810 Repayment of long-term debt, excluding commercial paper — (24 ) (43 ) — (67 ) Net repayment of commercial paper — (224 ) — — (224 ) Advances from affiliates 1,545 500 120 (2,165 ) — Cash provided by (used in) financing activities 385 947 594 (2,567 ) (641 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — (1 ) 6 — 5 Cash position Decrease in cash and cash equivalents — (13 ) (28 ) — (41 ) Cash and cash equivalents at beginning of period — 152 74 — 226 Cash and cash equivalents at end of period $ — $ 139 $ 46 $ — $ 185

Basis of Presentation (Policies

Basis of Presentation (Policies)	6 Months Ended
	Jun. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accounting Changes	Implemented in 2016 Amendments to the Consolidation Analysis In February 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (“ASU”) 2015-02, Amendments to the Consolidation Analysis under FASB Accounting Standards Codification ("ASC") Topic 810 Consolidation. The amendments required reporting entities to evaluate whether they should consolidate certain legal entities under the revised consolidation model. Specifically, the amendments modify the evaluation of whether limited partnerships and similar legal entities are variable interest entities (“VIEs”) or voting interest entities, eliminated the presumption that a general partner should consolidate a limited partnership and affected the consolidation analysis of reporting entities involved with VIEs, particularly those that have fee arrangements and related party relationships. This ASU was effective for public entities for fiscal years, and interim periods within those years, beginning on or after December 15, 2015. Entities had the option of using either a full retrospective or a modified retrospective approach to adopt this ASU. The Company evaluated all arrangements that might give rise to a VIE and all existing VIEs; no changes to disclosure or financial statement presentation were required as a result of this evaluation. Future changes Leases In February 2016, the FASB issued ASU 2016-02, Leases. The new FASB ASC Topic 842 Leases supersedes the lease recognition and measurement requirements in Topic 840 Leases. This new standard requires recognition of right-of-use assets and lease liabilities by lessees for those leases classified as finance and operating leases with a maximum term exceeding 12 months. This ASU will be effective for public entities for fiscal years, and interim periods within those years, beginning on or after December 15, 2018. Entities are required to use a modified retrospective approach to adopt this ASU. The Company is currently evaluating the impact adoption of this ASU will have on the consolidated financial statements. Revenue from Contracts with Customers In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers: Principal versus Agent Considerations under FASB ASC Topic 606. The amendments clarify the principal versus agent guidance in determining whether to recognize revenue on a gross or net basis. The amendments are effective for public entities for annual reporting periods beginning on or after December 15, 2017, including interim periods within that reporting period. Entities have the option of using either a full retrospective or a modified retrospective approach to adopt this ASU. The Company is currently evaluating the impact adoption of this ASU will have on the consolidated financial statements. Compensation - Stock Compensation In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation, under ASC Topic 718. The amendments clarify the guidance relating to treatment of excess tax benefits and deficiencies, acceptable forfeiture rate policies, and treatment of cash paid by an employer when directly withholding shares for tax-withholding purposes and the requirement to treat such cash flows as a financing activity. This ASU will be effective for public entities for fiscal years, and interim periods within those years, beginning on or after December 15, 2016. Early adoption is permitted. The Company is currently evaluating the impact adoption of this ASU will have on the consolidated financial statements.

Changes in Accumulated Other 22

Changes in Accumulated Other Comprehensive Loss ("AOCL") by Component (Tables)	6 Months Ended
	Jun. 30, 2016
Equity [Abstract]
Changes in Accumulated Other Comprehensive Loss (AOCL) by Component	For the three months ended June 30 (in millions of Canadian dollars, net of tax) Foreign currency Derivatives and other Pension and post-retirement defined benefit plans Total Opening balance, 2016 $ 125 $ (136 ) $ (1,470 ) $ (1,481 ) Other comprehensive income (loss) before reclassifications (1 ) (23 ) (2 ) (26 ) Amounts reclassified from accumulated other comprehensive loss — 2 34 36 Net current-period other comprehensive (loss) income (1 ) (21 ) 32 10 Closing balance, 2016 $ 124 $ (157 ) $ (1,438 ) $ (1,471 ) Opening balance, 2015 $ 125 $ (103 ) $ (2,229 ) $ (2,207 ) Other comprehensive income (loss) before reclassifications — 26 — 26 Amounts reclassified from accumulated other comprehensive loss — — 48 48 Net current-period other comprehensive income — 26 48 74 Closing balance, 2015 $ 125 $ (77 ) $ (2,181 ) $ (2,133 ) For the six months ended June 30 (in millions of Canadian dollars, net of tax) Foreign currency Derivatives and other Pension and post-retirement defined benefit plans Total Opening balance, 2016 $ 129 $ (102 ) $ (1,504 ) $ (1,477 ) Other comprehensive income (loss) before reclassifications (5 ) (59 ) (2 ) (66 ) Amounts reclassified from accumulated other comprehensive loss — 4 68 72 Net current-period other comprehensive (loss) income (5 ) (55 ) 66 6 Closing balance, 2016 $ 124 $ (157 ) $ (1,438 ) $ (1,471 ) Opening balance, 2015 $ 115 $ (52 ) $ (2,282 ) $ (2,219 ) Other comprehensive income (loss) before reclassifications 10 (26 ) 5 (11 ) Amounts reclassified from accumulated other comprehensive loss — 1 96 97 Net current-period other comprehensive income (loss) 10 (25 ) 101 86 Closing balance, 2015 $ 125 $ (77 ) $ (2,181 ) $ (2,133 )
Summary of Amounts in Pension and Post-retirement Defined Benefit Plans Reclassified from Accumulated Other Comprehensive Loss	Amounts in Pension and post-retirement defined benefit plans reclassified from AOCL For the three months ended June 30 For the six months ended June 30 (in millions of Canadian dollars) 2016 2015 2016 2015 Amortization of prior service costs (a) $ (1 ) $ (2 ) $ (3 ) $ (3 ) Recognition of net actuarial loss (a) 48 67 97 134 Total before income tax 47 65 94 131 Income tax recovery (13 ) (17 ) (26 ) (35 ) Net of income tax $ 34 $ 48 $ 68 $ 96 (a) Impacts Compensation and benefits on the Interim Consolidated Statements of Income.

Other Income and Charges (Table

Other Income and Charges (Tables)	6 Months Ended
	Jun. 30, 2016
Other Income and Expenses [Abstract]
Other Income and Charges	For the three months ended June 30 For the six months ended June 30 (in millions of Canadian dollars) 2016 2015 2016 2015 Foreign exchange (gain) loss on long-term debt $ (18 ) $ (10 ) $ (199 ) $ 54 Other foreign exchange (gains) losses — — (7 ) 6 Other 9 5 16 8 Total other income and charges $ (9 ) $ (5 ) $ (190 ) $ 68

Income Taxes (Tables)

Income Taxes (Tables)	6 Months Ended
	Jun. 30, 2016
Income Tax Disclosure [Abstract]
Summary of Income Tax Expense	For the three months ended June 30 For the six months ended June 30 (in millions of Canadian dollars) 2016 2015 2016 2015 Current income tax expense $ 27 $ 103 $ 104 $ 205 Deferred income tax expense 90 74 183 106 Income tax expense $ 117 $ 177 $ 287 $ 311

Earnings Per Share (Tables)

Earnings Per Share (Tables)	6 Months Ended
	Jun. 30, 2016
Earnings Per Share [Abstract]
Number of Shares Used In the Earnings Per Share Calculations	The number of shares used in earnings per share calculations is reconciled as follows: For the three months ended June 30 For the six months ended June 30 (in millions) 2016 2015 2016 2015 Weighted-average basic shares outstanding 151.7 163.7 152.3 164.3 Dilutive effect of stock options 0.9 1.3 0.9 1.4 Weighted-average diluted shares outstanding 152.6 165.0 153.2 165.7

Shareholders' Equity (Tables)

Shareholders' Equity (Tables)	6 Months Ended
	Jun. 30, 2016
Equity [Abstract]
Activities Under Shares Repurchase Program	The following table provides activities under the share repurchase program: For the three months ended June 30 For the six months ended June 30 2016 2015 2016 2015 Number of Common Shares repurchased (1) 5,127,800 3,058,900 5,127,800 5,233,688 Weighted-average price per share (2) $ 169.13 $ 193.10 $ 169.13 $ 206.40 Amount of repurchase (in millions) (2) $ 867 $ 590 $ 867 $ 1,080 (1) Includes shares repurchased but not yet canceled at quarter end. (2) Includes brokerage fees.

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Weighted-Average Fair Value Assumptions	The weighted average fair value assumptions were approximately: For the six months ended June 30, 2016 Grant price $165.55 Expected option life (years) (1) 5.25 Risk-free interest rate (2) 1.21% Expected stock price volatility (3) 26.58% Expected annual dividends per share (4) $1.40 Expected forfeiture rate (5) 2.0% Weighted-average grant date fair value per regular options granted during the period $38.98 (1) Represents the period of time that awards are expected to be outstanding. Historical data on exercise behaviour, or when available, specific expectations regarding future exercise behaviour, were used to estimate the expected life of the option. (2) Based on the implied yield available on zero-coupon government issues with an equivalent remaining term at the time of the grant. (3) Based on the historical stock price volatility of the Company’s stock over a period commensurate with the expected term of the option. (4) Determined by the current annual dividend at the time of grant. The Company does not employ different dividend yields throughout the contractual term of the option. On April 20, 2016, the Company announced an increase in its quarterly dividend to $0.50 per share, representing $2.00 on an annual basis. (5) The Company estimated forfeitures based on past experience. This rate is monitored on a periodic basis.

Pensions and Other Benefits (Ta

Pensions and Other Benefits (Tables)	6 Months Ended
	Jun. 30, 2016
Compensation and Retirement Disclosure [Abstract]
Net Periodic Benefit Cost for Defined Benefit Pension Plans and Other Benefits	The elements of net periodic benefit cost for defined benefit pension plans and other benefits recognized in the three and six months ended June 30, 2016 included the following components: For the three months ended June 30 Pensions Other benefits (in millions of Canadian dollars) 2016 2015 2016 2015 Current service cost (benefits earned by employees in the period) $ 26 $ 32 $ 3 $ 3 Interest cost on benefit obligation 116 116 5 5 Expected return on fund assets (211 ) (212 ) — — Recognized net actuarial loss 47 66 1 1 Amortization of prior service costs (1 ) (2 ) — — Net periodic benefit (recovery) cost $ (23 ) $ — $ 9 $ 9 For the six months ended June 30 Pensions Other benefits (in millions of Canadian dollars) 2016 2015 2016 2015 Current service cost (benefits earned by employees in the period) $ 53 $ 64 $ 6 $ 6 Interest cost on benefit obligation 233 231 10 10 Expected return on fund assets (423 ) (413 ) — — Recognized net actuarial loss 95 132 2 2 Amortization of prior service costs (3 ) (3 ) — — Net periodic benefit (recovery) cost $ (45 ) $ 11 $ 18 $ 18

Condensed Consolidating Finan29

Condensed Consolidating Financial Information (Tables)	6 Months Ended
	Jun. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Interim Condensed Consolidating Statements of Income	Interim Condensed Consolidating Statements of Income For the three months ended June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 1,007 $ 399 $ — $ 1,406 Non-freight — 33 98 (87 ) 44 Total revenues — 1,040 497 (87 ) 1,450 Operating expenses Compensation and benefits — 181 102 1 284 Fuel — 103 28 — 131 Materials — 27 8 3 38 Equipment rents — 53 (9 ) — 44 Depreciation and amortization — 107 54 — 161 Purchased services and other — 193 139 (91 ) 241 Total operating expenses — 664 322 (87 ) 899 Operating income — 376 175 — 551 Less: Other income and charges (4 ) (12 ) 7 — (9 ) Net interest expense (income) 10 111 (6 ) — 115 (Loss) income before income tax expense and equity in net earnings of subsidiaries (6 ) 277 174 — 445 Less: Income tax (recovery) expense (6 ) 70 53 — 117 Add: Equity in net earnings of subsidiaries 328 121 — (449 ) — Net income $ 328 $ 328 $ 121 $ (449 ) $ 328 Interim Condensed Consolidating Statements of Income For the three months ended June 30, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 1,131 $ 479 $ — $ 1,610 Non-freight — 34 90 (83 ) 41 Total revenues — 1,165 569 (83 ) 1,651 Operating expenses Compensation and benefits — 198 110 — 308 Fuel — 134 51 — 185 Materials — 35 10 — 45 Equipment rents — 52 (6 ) — 46 Depreciation and amortization — 102 43 — 145 Purchased services and other — 192 167 (83 ) 276 Total operating expenses — 713 375 (83 ) 1,005 Operating income — 452 194 — 646 Less: Other income and charges (3 ) (8 ) 6 — (5 ) Net interest expense (income) — 98 (14 ) — 84 Income before income tax expense and equity in net earnings of subsidiaries 3 362 202 — 567 Less: Income tax expense 2 93 82 — 177 Add: Equity in net earnings of subsidiaries 389 120 — (509 ) — Net income $ 390 $ 389 $ 120 $ (509 ) $ 390 Interim Condensed Consolidating Statements of Income For the six months ended June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 2,104 $ 850 $ — $ 2,954 Non-freight — 66 194 (173 ) 87 Total revenues — 2,170 1,044 (173 ) 3,041 Operating expenses Compensation and benefits — 382 228 3 613 Fuel — 206 50 — 256 Materials — 65 18 11 94 Equipment rents — 107 (18 ) — 89 Depreciation and amortization — 214 109 — 323 Purchased services and other — 329 320 (187 ) 462 Total operating expenses — 1,303 707 (173 ) 1,837 Operating income — 867 337 — 1,204 Less: Other income and charges (73 ) (150 ) 33 — (190 ) Net interest expense (income) 9 242 (12 ) — 239 Income before income tax expense and equity in net earnings of subsidiaries 64 775 316 — 1,155 Less: Income tax expense 3 181 103 — 287 Add: Equity in net earnings of subsidiaries 807 213 — (1,020 ) — Net income $ 868 $ 807 $ 213 $ (1,020 ) $ 868 Interim Condensed Consolidating Statements of Income For the six months ended June 30, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 2,250 $ 990 $ — $ 3,240 Non-freight — 63 179 (166 ) 76 Total revenues — 2,313 1,169 (166 ) 3,316 Operating expenses Compensation and benefits — 460 226 — 686 Fuel — 295 85 — 380 Materials — 78 19 — 97 Equipment rents — 88 — — 88 Depreciation and amortization — 204 87 — 291 Purchased services and other — 334 348 (166 ) 516 Total operating expenses — 1,459 765 (166 ) 2,058 Operating income — 854 404 — 1,258 Less: Other income and charges 15 78 (25 ) — 68 Net interest expense (income) — 194 (25 ) — 169 (Loss) income before income tax expense and equity in net earnings of subsidiaries (15 ) 582 454 — 1,021 Less: Income tax (recovery) expense (2 ) 160 153 — 311 Add: Equity in net earnings of subsidiaries 723 301 — (1,024 ) — Net income $ 710 $ 723 $ 301 $ (1,024 ) $ 710
Interim Condensed Consolidating Statements of Comprehensive Income	Interim Condensed Consolidating Statements of Comprehensive Income For the three months ended June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 328 $ 328 $ 121 $ (449 ) $ 328 Net gain (loss) in foreign currency translation — 20 (17 ) — 3 Change in derivatives designated as cash flow — (29 ) — — (29 ) Change in pension and post-retirement defined — 41 2 — 43 Other comprehensive income (loss) before — 32 (15 ) — 17 Income tax expense on above items — (5 ) (2 ) — (7 ) Equity accounted investments 10 (17 ) — 7 — Other comprehensive income (loss) 10 10 (17 ) 7 10 Comprehensive income $ 338 $ 338 $ 104 $ (442 ) $ 338 Interim Condensed Consolidating Statements of Comprehensive Income For the three months ended June 30, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 390 $ 389 $ 120 $ (509 ) $ 390 Net gain (loss) in foreign currency translation — 59 (52 ) — 7 Change in derivatives designated as cash flow — 36 — — 36 Change in pension and post-retirement defined benefit plans — 64 2 — 66 Other comprehensive income (loss) before — 159 (50 ) — 109 Income tax (expense) recovery on above items — (55 ) 20 — (35 ) Equity accounted investments 74 (30 ) — (44 ) — Other comprehensive income (loss) 74 74 (30 ) (44 ) 74 Comprehensive income $ 464 $ 463 $ 90 $ (553 ) $ 464 Interim Condensed Consolidating Statements of Comprehensive Income For the six months ended June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 868 $ 807 $ 213 $ (1,020 ) $ 868 Net gain (loss) in foreign currency translation — 330 (290 ) — 40 Change in derivatives designated as cash flow — (76 ) — — (76 ) Change in pension and post-retirement defined — 86 4 — 90 Other comprehensive income (loss) before — 340 (286 ) — 54 Income tax expense on above items — (46 ) (2 ) — (48 ) Equity accounted investments 6 (288 ) — 282 — Other comprehensive income (loss) 6 6 (288 ) 282 6 Comprehensive income (loss) $ 874 $ 813 $ (75 ) $ (738 ) $ 874 Interim Condensed Consolidating Statements of Comprehensive Income For the six months ended June 30, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 710 $ 723 $ 301 $ (1,024 ) $ 710 Net (loss) gain in foreign currency translation — (298 ) 268 — (30 ) Change in derivatives designated as cash flow — (33 ) — — (33 ) Change in pension and post-retirement defined benefit plans — 134 4 — 138 Other comprehensive (loss) income before — (197 ) 272 — 75 Income tax recovery (expense) on above items — 13 (2 ) — 11 Equity accounted investments 86 270 — (356 ) — Other comprehensive income 86 86 270 (356 ) 86 Comprehensive income $ 796 $ 809 $ 571 $ (1,380 ) $ 796
Interim Condensed Consolidating Balance Sheets	Interim Condensed Consolidating Balance Sheets As at June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Assets Current assets Cash and cash equivalents $ — $ 47 $ 45 $ — $ 92 Accounts receivable, net — 406 171 — 577 Accounts receivable, inter-company 78 80 159 (317 ) — Short-term advances to affiliates — 470 3,758 (4,228 ) — Materials and supplies — 164 31 — 195 Other current assets — 49 10 — 59 78 1,216 4,174 (4,545 ) 923 Long-term advances to affiliates 501 — 88 (589 ) — Investments — 26 129 — 155 Investments in subsidiaries 8,217 9,753 — (17,970 ) — Properties — 8,560 7,600 — 16,160 Goodwill and intangible assets — — 195 — 195 Pension asset — 1,565 — — 1,565 Other assets — 50 20 — 70 Deferred income taxes 14 — — (14 ) — Total assets $ 8,810 $ 21,170 $ 12,206 $ (23,118 ) $ 19,068 Liabilities and shareholders’ equity Current liabilities Accounts payable and accrued liabilities $ 156 $ 804 $ 287 $ — $ 1,247 Accounts payable, inter-company 3 235 79 (317 ) — Short-term advances from affiliates 3,960 247 21 (4,228 ) — Long-term debt maturing within one year — 198 — — 198 4,119 1,484 387 (4,545 ) 1,445 Pension and other benefit liabilities — 675 76 — 751 Long-term advances from affiliates — 589 — (589 ) — Other long-term liabilities — 159 127 — 286 Long-term debt — 8,323 60 — 8,383 Deferred income taxes — 1,723 1,803 (14 ) 3,512 Total liabilities 4,119 12,953 2,453 (5,148 ) 14,377 Shareholders’ equity Share capital 2,000 1,037 5,808 (6,845 ) 2,000 Additional paid-in capital 49 1,630 418 (2,048 ) 49 Accumulated other comprehensive (loss) income (1,471 ) (1,471 ) 548 923 (1,471 ) Retained earnings 4,113 7,021 2,979 (10,000 ) 4,113 4,691 8,217 9,753 (17,970 ) 4,691 Total liabilities and shareholders’ equity $ 8,810 $ 21,170 $ 12,206 $ (23,118 ) $ 19,068 Condensed Consolidating Balance Sheets As at December 31, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Assets Current assets Cash and cash equivalents $ — $ 502 $ 148 $ — $ 650 Accounts receivable, net — 452 193 — 645 Accounts receivable, inter-company 59 105 265 (429 ) — Short-term advances to affiliates — 75 3,483 (3,558 ) — Materials and supplies — 154 34 — 188 Other current assets — 37 17 — 54 59 1,325 4,140 (3,987 ) 1,537 Long-term advances to affiliates 501 207 376 (1,084 ) — Investments — 22 130 — 152 Investments in subsidiaries 7,518 9,832 — (17,350 ) — Properties — 8,481 7,792 — 16,273 Goodwill and intangible assets — 3 208 — 211 Pension asset — 1,401 — — 1,401 Other assets — 55 8 — 63 Deferred income taxes 25 — — (25 ) — Total assets $ 8,103 $ 21,326 $ 12,654 $ (22,446 ) $ 19,637 Liabilities and shareholders’ equity Current liabilities Accounts payable and accrued liabilities $ 54 $ 1,122 $ 241 $ — $ 1,417 Accounts payable, inter-company — 325 104 (429 ) — Short-term advances from affiliates 3,253 230 75 (3,558 ) — Long-term debt maturing within one year — 24 6 — 30 3,307 1,701 426 (3,987 ) 1,447 Pension and other benefit liabilities — 676 82 — 758 Long-term advances from affiliates — 877 207 (1,084 ) — Other long-term liabilities — 186 132 — 318 Long-term debt — 8,863 64 — 8,927 Deferred income taxes — 1,505 1,911 (25 ) 3,391 Total liabilities 3,307 13,808 2,822 (5,096 ) 14,841 Shareholders’ equity Share capital 2,058 1,037 5,465 (6,502 ) 2,058 Additional paid-in capital 43 1,568 613 (2,181 ) 43 Accumulated other comprehensive (loss) income (1,477 ) (1,477 ) 840 637 (1,477 ) Retained earnings 4,172 6,390 2,914 (9,304 ) 4,172 4,796 7,518 9,832 (17,350 ) 4,796 Total liabilities and shareholders’ equity $ 8,103 $ 21,326 $ 12,654 $ (22,446 ) $ 19,637
Interim Condensed Consolidating Statements of Cash Flows	Interim Condensed Consolidating Statements of Cash Flows For the three months ended June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 75 $ 374 $ 219 $ (156 ) $ 512 Investing activities Additions to properties — (206 ) (124 ) — (330 ) Proceeds from sale of properties and other assets — 11 — — 11 Advances to affiliates — (482 ) (285 ) 767 — Repayment of advances to affiliates — 208 — (208 ) — Capital contributions to affiliates — (348 ) — 348 — Other — — (2 ) — (2 ) Cash used in investing activities — (817 ) (411 ) 907 (321 ) Financing activities Dividends paid (53 ) (53 ) (103 ) 156 (53 ) Issuance of share capital — — 348 (348 ) — Issuance of CP Common Shares 4 — — — 4 Purchase of CP Common Shares (788 ) — — — (788 ) Repayment of long-term debt, excluding commercial paper — (7 ) — — (7 ) Net issuance of commercial paper — 176 — — 176 Advances from affiliates 762 — 5 (767 ) — Repayment of advances from affiliates — — (208 ) 208 — Other financing activities — (1 ) — — (1 ) Cash (used in) provided by financing activities (75 ) 115 42 (751 ) (669 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — (1 ) — — (1 ) Cash position Decrease in cash and cash equivalents — (329 ) (150 ) — (479 ) Cash and cash equivalents at beginning of period — 376 195 — 571 Cash and cash equivalents at end of period $ — $ 47 $ 45 $ — $ 92 Interim Condensed Consolidating Statements of Cash Flows For the three months ended June 30, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 59 $ 525 $ 143 $ (142 ) $ 585 Investing activities Additions to properties — (210 ) (145 ) — (355 ) Proceeds from sale of properties and other assets — 8 — — 8 Advances to affiliates (500 ) (633 ) (500 ) 1,633 — Capital contributions to affiliates — (500 ) — 500 — Other — (6 ) (1 ) — (7 ) Cash used in investing activities (500 ) (1,341 ) (646 ) 2,133 (354 ) Financing activities Dividends paid (57 ) (57 ) (85 ) 142 (57 ) Issuance of share capital — — 500 (500 ) — Issuance of CP Common Shares 11 — — — 11 Purchase of CP Common Shares (543 ) — — — (543 ) Repayment of long-term debt, excluding commercial paper — (9 ) — — (9 ) Net issuance of commercial paper — 369 — — 369 Advances from affiliates 1,030 500 103 (1,633 ) — Cash provided by (used in) financing activities 441 803 518 (1,991 ) (229 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — (1 ) — — (1 ) Cash position (Decrease) increase in cash and cash equivalents — (14 ) 15 — 1 Cash and cash equivalents at beginning of period — 153 31 — 184 Cash and cash equivalents at end of period $ — $ 139 $ 46 $ — $ 185 Interim Condensed Consolidating Statements of Cash Flows For the six months ended June 30, 2016 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 98 $ 425 $ 417 $ (210 ) $ 730 Investing activities Additions to properties — (338 ) (270 ) — (608 ) Proceeds from sale of properties and other assets — 68 3 — 71 Advances to affiliates — (517 ) (285 ) 802 — Repayment of advances to affiliates — 208 — (208 ) — Capital contributions to affiliates — (357 ) — 357 — Repurchase of share capital from affiliates — 6 — (6 ) — Other — — (2 ) — (2 ) Cash used in investing activities — (930 ) (554 ) 945 (539 ) Financing activities Dividends paid (107 ) (107 ) (103 ) 210 (107 ) Return of share capital to affiliates — — (6 ) 6 — Issuance of share capital — — 357 (357 ) — Issuance of CP Common Shares 9 — — — 9 Purchase of CP Common Shares (788 ) — — — (788 ) Repayment of long-term debt, excluding commercial paper — (11 ) (7 ) — (18 ) Net issuance of commercial paper — 176 — — 176 Advances from affiliates 788 — 14 (802 ) — Repayment of advances from affiliates — — (208 ) 208 — Other financing activities — (3 ) — — (3 ) Cash (used in) provided by financing activities (98 ) 55 47 (735 ) (731 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — (5 ) (13 ) — (18 ) Cash position Decrease in cash and cash equivalents — (455 ) (103 ) — (558 ) Cash and cash equivalents at beginning of period — 502 148 — 650 Cash and cash equivalents at end of period $ — $ 47 $ 45 $ — $ 92 Interim Condensed Consolidating Statements of Cash Flows For the six months ended June 30, 2015 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 115 $ 824 $ 416 $ (215 ) $ 1,140 Investing activities Additions to properties — (303 ) (315 ) — (618 ) Proceeds from sale of properties and other assets — 59 1 — 60 Advances to affiliates (500 ) (936 ) (729 ) 2,165 — Capital contributions to affiliates — (617 ) — 617 — Other — 14 (1 ) — 13 Cash used in investing activities (500 ) (1,783 ) (1,044 ) 2,782 (545 ) Financing activities Dividends paid (115 ) (115 ) (100 ) 215 (115 ) Issuance of share capital — — 617 (617 ) — Issuance of CP Common Shares 27 — — — 27 Purchase of CP Common Shares (1,072 ) — — — (1,072 ) Issuance of long-term debt, excluding commercial paper — 810 — — 810 Repayment of long-term debt, excluding commercial paper — (24 ) (43 ) — (67 ) Net repayment of commercial paper — (224 ) — — (224 ) Advances from affiliates 1,545 500 120 (2,165 ) — Cash provided by (used in) financing activities 385 947 594 (2,567 ) (641 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — (1 ) 6 — 5 Cash position Decrease in cash and cash equivalents — (13 ) (28 ) — (41 ) Cash and cash equivalents at beginning of period — 152 74 — 226 Cash and cash equivalents at end of period $ — $ 139 $ 46 $ — $ 185

Changes in Accumulated Other 30

Changes in Accumulated Other Comprehensive Loss ("AOCL") by Component - Changes in AOCL by Component (Details) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Changes in Accumulated Other Comprehensive Loss by Component [Roll Forward]
Beginning balance			CAD 4,796	CAD 5,610
Ending balance	CAD 4,691	CAD 5,251	4,691	5,251
Total [Member]
Changes in Accumulated Other Comprehensive Loss by Component [Roll Forward]
Beginning balance	(1,481)	(2,207)	(1,477)	(2,219)
Other comprehensive income (loss) before reclassifications	(26)	26	(66)	(11)
Amounts reclassified from accumulated other comprehensive loss	36	48	72	97
Net current-period other comprehensive (loss) income	10	74	6	86
Ending balance	(1,471)	(2,133)	(1,471)	(2,133)
Foreign currency net of hedging activities [Member]
Changes in Accumulated Other Comprehensive Loss by Component [Roll Forward]
Beginning balance	125	125	129	115
Other comprehensive income (loss) before reclassifications	(1)	0	(5)	10
Amounts reclassified from accumulated other comprehensive loss	0	0	0	0
Net current-period other comprehensive (loss) income	(1)	0	(5)	10
Ending balance	124	125	124	125
Derivatives and other [Member]
Changes in Accumulated Other Comprehensive Loss by Component [Roll Forward]
Beginning balance	(136)	(103)	(102)	(52)
Other comprehensive income (loss) before reclassifications	(23)	26	(59)	(26)
Amounts reclassified from accumulated other comprehensive loss	2	0	4	1
Net current-period other comprehensive (loss) income	(21)	26	(55)	(25)
Ending balance	(157)	(77)	(157)	(77)
Pension and post-retirement defined benefit plans [Member]
Changes in Accumulated Other Comprehensive Loss by Component [Roll Forward]
Beginning balance	(1,470)	(2,229)	(1,504)	(2,282)
Other comprehensive income (loss) before reclassifications	(2)	0	(2)	5
Amounts reclassified from accumulated other comprehensive loss	34	48	68	96
Net current-period other comprehensive (loss) income	32	48	66	101
Ending balance	CAD (1,438)	CAD (2,181)	CAD (1,438)	CAD (2,181)

Changes in Accumulated Other 31

Changes in Accumulated Other Comprehensive Loss ("AOCL") by Component - Amounts in Pension and Post-Retirement Defined Benefit Plans Reclassified from AOCL (Details) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Total before tax [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Reclassification from AOCL	CAD 47	CAD 65	CAD 94	CAD 131
Income tax recovery	(13)	(17)	(26)	(35)
Net of income tax	34	48	68	96
Amortization of prior service costs [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Reclassification from AOCL	(1)	(2)	(3)	(3)
Recognition of net actuarial loss [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Reclassification from AOCL	CAD 48	CAD 67	CAD 97	CAD 134

Gain on Sale of Properties - Ga

Gain on Sale of Properties - Gain on Sale of Arbutus Corridor (Details) - Arbutus Corridor [Member] - CAD CAD in Millions	1 Months Ended	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2016
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale	CAD 55
Gain on sale before tax		CAD 50
Gain on sale after tax		CAD 43

Gain on Sale of Properties - 33

Gain on Sale of Properties - Gain on Settlement of Legal Proceedings Related to the Purchase and Sale of a Building (Details) - CAD CAD in Millions	3 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Discontinued Operations and Disposal Groups [Abstract]
Amount of interest free loan		CAD 20
Carrying value of purchase option		CAD 8
Proceeds from sale of building	CAD 59
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax	31
Gain on sale of building, after tax	CAD 27

Other Income and Charges (Detai

Other Income and Charges (Details) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Other Income and Expenses [Abstract]
Foreign exchange loss on long-term debt	CAD (18)	CAD (10)	CAD (199)	CAD 54
Other foreign exchange (gains) losses	0	0	(7)	6
Other	9	5	16	8
Total other income and charges	CAD (9)	CAD (5)	CAD (190)	CAD 68

Income Taxes - Summary of Incom

Income Taxes - Summary of Income Tax Expense (Details) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Income Tax Disclosure [Abstract]
Current income tax expense	CAD 27	CAD 103	CAD 104	CAD 205
Deferred income tax expense	90	74	183	106
Income tax expense	CAD 117	CAD 177	CAD 287	CAD 311

Income Taxes - Narrative (Detai

Income Taxes - Narrative (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Income Tax Disclosure [Abstract]
Estimated annual effective tax rate	26.93%	27.50%	27.25%	27.50%
Effective tax rate	26.40%	31.30%	24.86%	30.51%

Earnings Per Share - Narrative

Earnings Per Share - Narrative (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Earnings Per Share [Line Items]
Number of shares outstanding (shares)	148,400,000	161,300,000	148,400,000	161,300,000
Stock Options [Member]
Earnings Per Share [Line Items]
Number of options excluded from the computation of diluted earnings per share (shares)	440,009	175,068	443,000	87,976

Earnings Per Share - Number of

Earnings Per Share - Number of Shares Used in Earnings Per Share Calculations (Details) - shares shares in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Earnings Per Share [Abstract]
Weighted average basic shares outstanding (shares)	151.7	163.7	152.3	164.3
Dilutive effect of weighted average number of stock options (shares)	0.9	1.3	0.9	1.4
Weighted average diluted shares outstanding (shares)	152.6	165	153.2	165.7

Debt - Revolving Credit Facilit

Debt - Revolving Credit Facility (Details) $ in Billions	Jun. 28, 2016USD ($)
Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Current Borrowing Capacity	$ 2
Five Year Portion [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Current Borrowing Capacity	1
One Year Plus One Year Term Out Portion [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Current Borrowing Capacity	$ 1

Debt - Commercial Paper Program

Debt - Commercial Paper Program (Details) $ in Millions	3 Months Ended
	Jun. 30, 2016CAD	Jun. 30, 2016USD ($)	Jun. 28, 2016USD ($)	Dec. 31, 2015CAD
Cash and Cash Equivalents [Line Items]
Short-term Debt, Weighted Average Interest Rate	0.67%	0.67%
Commercial Paper [Member]
Cash and Cash Equivalents [Line Items]
Line of Credit Facility, Borrowing Capacity, Description	1
Long-term Debt, Current Maturities	CAD 174,000,000	$ 135		CAD 0
Debt instrument maturity	less than 90 days
One Year Plus One Year Term Out Portion [Member]
Cash and Cash Equivalents [Line Items]
Line of Credit Facility, Current Borrowing Capacity			$ 1,000

Shareholders Equity - Narrative

Shareholders Equity - Narrative (Details) shares in Thousands	Apr. 20, 2016shares
Normal Course Issuer Bid (NCIB) [Member]
Repurchase, for cancellation, outstanding Common Shares (shares)	6,910

Shareholders' Equity - Activiti

Shareholders' Equity - Activities Under Shares Repurchase Program (Detail) - CAD CAD / shares in Units, CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Statement of Stockholders' Equity [Abstract]
Stock Repurchased and Retired During Period, Shares	5,127,800	3,058,900	5,127,800	5,233,688
Weighted-average price per share (in dollars per share)	CAD 169.13	CAD 193.10	CAD 169.13	CAD 206.40
Payments for Repurchase of Common Stock	CAD 867	CAD 590	CAD 867	CAD 1,080

Financial Instruments (Details)

Financial Instruments (Details) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016CAD	Jun. 30, 2015CAD	Jun. 30, 2016CAD	Jun. 30, 2015CAD	Dec. 31, 2015CAD	Dec. 31, 2014USD ($)
Schedule of Investments [Line Items]
Fair value	CAD 10,335,000,000		CAD 10,335,000,000		CAD 9,750,000,000
Gain (loss) on effective portion of derivative instrument designated as hedge		CAD 34,000,000	82,000,000	CAD 37,000,000
Derivative Instruments, Gain Recognized in Other Comprehensive Income (Loss), Effective Portion	32,000,000		84,000,000	39,000,000
Derivative losses amortized to net interest expense			(11,000,000)
Accounts Payable and Accrued Liabilities [Member]
Schedule of Investments [Line Items]
Derivative, Net Liability Position, Aggregate Fair Value	144,000,000		144,000,000		60,000,000
Net Interest Expense [Member]
Schedule of Investments [Line Items]
Derivative Instruments, Loss Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing	0	0	2,000,000	2,000,000
Amortized Net Interest Expensed [Member]
Schedule of Investments [Line Items]
Derivative Instruments, Gain Recognized in Other Comprehensive Income (Loss), Effective Portion	3,000,000	1,000,000	5,000,000	2,000,000
Forward Starting Interest Rate Swaps [Member]
Schedule of Investments [Line Items]
Floating-to-fixed interest rate swap agreements | $						$ 700
Net Investment Hedging [Member]
Schedule of Investments [Line Items]
Gain (loss) on effective portion of derivative instrument designated as hedge	24,000,000	CAD (58,000,000)	332,000,000	CAD (298,000,000)
Ineffectiveness			0
Reported Value Measurement [Member]
Schedule of Investments [Line Items]
Carrying value	CAD 8,581,000,000		CAD 8,581,000,000		CAD 8,957,000,000

Stock-Based Compensation - Narr

Stock-Based Compensation - Narrative (Details) - CAD CAD / shares in Units, CAD in Millions	Apr. 20, 2016	Jun. 30, 2016	Mar. 31, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2016	Dec. 31, 2015
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Stock-based compensation expense		CAD 1		CAD 5	CAD 15	CAD 24
Number of options issued (shares)					402,331
Weighted average of options issued (in CAD per share)					CAD 38.98
Expected quarterly dividends per share (in CAD per share)	CAD 0.50				1.40
Stock Options [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Weighted average of options issued (in CAD per share)					CAD 165.55
Expiration period					10 years
Grant price					CAD 16
Stock Options [Member] | Minimum [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting period					12 months
Stock Options [Member] | Maximum [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting period					48 months
Performance Share Units [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Units issued (shares)					147,157
Grant date fair value					CAD 24
PSU payout threshold								200.00%
PSU meeting threshold requirements (shares)								300,095
PSU payout			CAD 31					CAD 79
Number of PSUs exercised (shares)			83,563					217,179
Number of trading days								30 days
Deferred Share Units [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting period					48 months
Company granted DSUs (shares)					25,050
Grant date fair value					CAD 4
Annual [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Expected quarterly dividends per share (in CAD per share)							CAD 2

Stock-Based Compensation - Weig

Stock-Based Compensation - Weighted-Average Fair Value Assumptions (Details) - CAD / shares	Apr. 20, 2016	Jun. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value of options granted during the year (in CAD per share)		CAD 38.98
Expected option life (years)		5 years 3 months
Risk-free interest rate		1.21%
Expected stock price volatility		26.58%
Expected annual dividends per share (in CAD per share)	CAD 0.50	CAD 1.40
Estimated forfeiture rate		2.00%
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value of options granted during the year (in CAD per share)		CAD 165.55

Pensions and Other Benefits - N

Pensions and Other Benefits - Narrative (Details) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Pension Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Contributions made by the company	CAD 14	CAD 20	CAD 34	CAD 41

Pensions and Other Benefits -47

Pensions and Other Benefits - Net Periodic Benefit Cost for DB Pension Plans and Other Benefits (Details) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Pensions [Member]
Defined Benefit Plan Disclosure [Line Items]
Current service cost (benefits earned by employees in the period)	CAD 26	CAD 32	CAD 53	CAD 64
Interest cost on benefit obligation	116	116	233	231
Expected return on fund assets	(211)	(212)	(423)	(413)
Recognized net actuarial loss	47	66	95	132
Amortization of prior service costs	(1)	(2)	(3)	(3)
Net periodic benefit (recovery) cost	(23)	0	(45)	11
Other benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Current service cost (benefits earned by employees in the period)	3	3	6	6
Interest cost on benefit obligation	5	5	10	10
Expected return on fund assets	0	0	0	0
Recognized net actuarial loss	1	1	2	2
Amortization of prior service costs	0	0	0	0
Net periodic benefit (recovery) cost	CAD 9	CAD 9	CAD 18	CAD 18

Contingencies - Legal Proceedin

Contingencies - Legal Proceedings (Details) CAD in Millions	Jul. 11, 2016CADclaim	Jul. 05, 2016CAD	Jul. 04, 2016CADclaim	Apr. 12, 2016CAD	Jul. 06, 2015CAD	Jun. 30, 2016CADclaim
Claimed loss or damages as a result of derailment [Member]
Commitments and Contingencies Disclosure [Line Items]
Settlement amounts						CAD 440
Number of notices for claims of damage to cargo | claim						2
Province of Quebec [Member] | Lac-Megantic Rail Accident [Member]
Commitments and Contingencies Disclosure [Line Items]
Value of damages sought					CAD 409
The “WD Trustee” [Member] | Lac-Megantic Rail Accident [Member] | Lost Lading Loss Recovery [Member]
Commitments and Contingencies Disclosure [Line Items]
Value of damages sought				CAD 6
Subsequent Event [Member] | Quebec Minister of Sustainable Development and Environment [Member] | Lac-Megantic Rail Accident [Member]
Commitments and Contingencies Disclosure [Line Items]
Value of damages sought		CAD 95
Subsequent Event [Member] | Initial 8 Insurers [Member] | Lac-Megantic Rail Accident [Member] | Subrogated Insurance Claim [Member]
Commitments and Contingencies Disclosure [Line Items]
Value of damages sought			CAD 16
Number of notices for claims of damage to cargo | claim			8
Subsequent Event [Member] | Additional 2 Insurers [Member] | Lac-Megantic Rail Accident [Member] | Subrogated Insurance Claim [Member]
Commitments and Contingencies Disclosure [Line Items]
Value of damages sought	CAD 3
Number of notices for claims of damage to cargo | claim	2
World Fuel Entities [Member] | Lac-Megantic Rail Accident [Member]
Commitments and Contingencies Disclosure [Line Items]
Settlement amounts				110
Irving Oil [Member] | MMA Bankruptcy Estate [Member] | Lac-Megantic Rail Accident [Member]
Commitments and Contingencies Disclosure [Line Items]
Settlement amounts				CAD 60

Contingencies - Environmental L

Contingencies - Environmental Liabilities (Details) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Site Contingency [Line Items]
Total amount provided for provisions for environmental remediation costs	CAD 86		CAD 86		CAD 93
Term for expected payments to be made			10 years
Purchased Services and Other [Member]
Site Contingency [Line Items]
Environmental remediation expense	CAD 1	CAD 3	CAD 2	CAD 6

Condensed Consolidating Finan50

Condensed Consolidating Financial Information - Interim Condensed Consolidating Statements of Income (Details) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Revenues
Freight	CAD 1,406	CAD 1,610	CAD 2,954	CAD 3,240
Non-freight	44	41	87	76
Total revenues	1,450	1,651	3,041	3,316
Operating expenses
Compensation and benefits	284	308	613	686
Fuel	131	185	256	380
Materials	38	45	94	97
Equipment rents	44	46	89	88
Depreciation and amortization	161	145	323	291
Purchased services and other	241	276	462	516
Total operating expenses	899	1,005	1,837	2,058
Operating income	551	646	1,204	1,258
Less:
Other income and charges	(9)	(5)	(190)	68
Net interest (income) expense	115	84	239	169
Income before income tax expense	445	567	1,155	1,021
Less: Income tax (recovery) expense	117	177	287	311
Add: Equity in net earnings of subsidiaries	0	0	0	0
Net income	328	390	868	710
Consolidating Adjustments and Eliminations [Member]
Revenues
Freight	0	0	0	0
Non-freight	(87)	(83)	(173)	(166)
Total revenues	(87)	(83)	(173)	(166)
Operating expenses
Compensation and benefits	1	0	3	0
Fuel	0	0	0	0
Materials	3	0	11	0
Equipment rents	0	0	0	0
Depreciation and amortization	0	0	0	0
Purchased services and other	(91)	(83)	(187)	(166)
Total operating expenses	(87)	(83)	(173)	(166)
Operating income	0	0	0	0
Less:
Other income and charges	0	0	0	0
Net interest (income) expense	0	0	0	0
Income before income tax expense	0	0	0	0
Less: Income tax (recovery) expense	0	0	0	0
Add: Equity in net earnings of subsidiaries	(449)	(509)	(1,020)	(1,024)
Net income	(449)	(509)	(1,020)	(1,024)
CPRL (Parent Guarantor) [Member]
Revenues
Freight	0	0	0	0
Non-freight	0	0	0	0
Total revenues	0	0	0	0
Operating expenses
Compensation and benefits	0	0	0	0
Fuel	0	0	0	0
Materials	0	0	0	0
Equipment rents	0	0	0	0
Depreciation and amortization	0	0	0	0
Purchased services and other	0	0	0	0
Total operating expenses	0	0	0	0
Operating income	0	0	0	0
Less:
Other income and charges	(4)	(3)	(73)	15
Net interest (income) expense	10	0	9	0
Income before income tax expense	(6)	3	64	(15)
Less: Income tax (recovery) expense	(6)	2	3	(2)
Add: Equity in net earnings of subsidiaries	328	389	807	723
Net income	328	390	868	710
CPRC (Subsidiary Issuer) [Member]
Revenues
Freight	1,007	1,131	2,104	2,250
Non-freight	33	34	66	63
Total revenues	1,040	1,165	2,170	2,313
Operating expenses
Compensation and benefits	181	198	382	460
Fuel	103	134	206	295
Materials	27	35	65	78
Equipment rents	53	52	107	88
Depreciation and amortization	107	102	214	204
Purchased services and other	193	192	329	334
Total operating expenses	664	713	1,303	1,459
Operating income	376	452	867	854
Less:
Other income and charges	(12)	(8)	(150)	78
Net interest (income) expense	111	98	242	194
Income before income tax expense	277	362	775	582
Less: Income tax (recovery) expense	70	93	181	160
Add: Equity in net earnings of subsidiaries	121	120	213	301
Net income	328	389	807	723
Non-Guarantor Subsidiaries [Member]
Revenues
Freight	399	479	850	990
Non-freight	98	90	194	179
Total revenues	497	569	1,044	1,169
Operating expenses
Compensation and benefits	102	110	228	226
Fuel	28	51	50	85
Materials	8	10	18	19
Equipment rents	(9)	(6)	(18)	0
Depreciation and amortization	54	43	109	87
Purchased services and other	139	167	320	348
Total operating expenses	322	375	707	765
Operating income	175	194	337	404
Less:
Other income and charges	7	6	33	(25)
Net interest (income) expense	(6)	(14)	(12)	(25)
Income before income tax expense	174	202	316	454
Less: Income tax (recovery) expense	53	82	103	153
Add: Equity in net earnings of subsidiaries	0	0	0	0
Net income	CAD 121	CAD 120	CAD 213	CAD 301

Condensed Consolidating Finan51

Condensed Consolidating Financial Information - Interim Condensed Consolidating Statements of Comprehensive Income (Details) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Condensed Financial Statements, Captions [Line Items]
Nonoperating Income (Expense)	CAD 9	CAD 5	CAD 190	CAD (68)
Net income	328	390	868	710
Net gain (loss) in foreign currency translation adjustments, net of hedging activities	3	7	40	(30)
Change in derivatives designated as cash flow hedges	(29)	36	(76)	(33)
Change in pension and post-retirement defined benefit plans	43	66	90	138
Other comprehensive income before income taxes	17	109	54	75
Income tax expense on above items	(7)	(35)	(48)	11
Equity accounted investments	0	0	0	0
Other comprehensive (loss) income	10	74	6	86
Comprehensive income	338	464	874	796
Consolidating Adjustments and Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Nonoperating Income (Expense)	0	0	0	0
Net income	(449)	(509)	(1,020)	(1,024)
Net gain (loss) in foreign currency translation adjustments, net of hedging activities	0	0	0	0
Change in derivatives designated as cash flow hedges	0	0	0	0
Change in pension and post-retirement defined benefit plans	0	0	0	0
Other comprehensive income before income taxes	0	0	0	0
Income tax expense on above items	0	0	0	0
Equity accounted investments	7	(44)	282	(356)
Other comprehensive (loss) income	7	(44)	282	(356)
Comprehensive income	(442)	(553)	(738)	(1,380)
CPRL (Parent Guarantor) [Member]
Condensed Financial Statements, Captions [Line Items]
Nonoperating Income (Expense)	4	3	73	(15)
Net income	328	390	868	710
Net gain (loss) in foreign currency translation adjustments, net of hedging activities	0	0	0	0
Change in derivatives designated as cash flow hedges	0	0	0	0
Change in pension and post-retirement defined benefit plans	0	0	0	0
Other comprehensive income before income taxes	0	0	0	0
Income tax expense on above items	0	0	0	0
Equity accounted investments	10	74	6	86
Other comprehensive (loss) income	10	74	6	86
Comprehensive income	338	464	874	796
CPRC (Subsidiary Issuer) [Member]
Condensed Financial Statements, Captions [Line Items]
Nonoperating Income (Expense)	12	8	150	(78)
Net income	328	389	807	723
Net gain (loss) in foreign currency translation adjustments, net of hedging activities	20	59	330	(298)
Change in derivatives designated as cash flow hedges	(29)	36	(76)	(33)
Change in pension and post-retirement defined benefit plans	41	64	86	134
Other comprehensive income before income taxes	32	159	340	(197)
Income tax expense on above items	(5)	(55)	(46)	13
Equity accounted investments	(17)	(30)	(288)	270
Other comprehensive (loss) income	10	74	6	86
Comprehensive income	338	463	813	809
Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Nonoperating Income (Expense)	(7)	(6)	(33)	25
Net income	121	120	213	301
Net gain (loss) in foreign currency translation adjustments, net of hedging activities	(17)	(52)	(290)	268
Change in derivatives designated as cash flow hedges	0	0	0	0
Change in pension and post-retirement defined benefit plans	2	2	4	4
Other comprehensive income before income taxes	(15)	(50)	(286)	272
Income tax expense on above items	(2)	20	(2)	(2)
Equity accounted investments	0	0	0	0
Other comprehensive (loss) income	(17)	(30)	(288)	270
Comprehensive income	CAD 104	CAD 90	CAD (75)	CAD 571

Condensed Consolidating Finan52

Condensed Consolidating Financial Information - Interim Condensed Consolidating Balance Sheets (Details) - CAD CAD in Millions	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014
Current assets
Cash and cash equivalents	CAD 92	CAD 571	CAD 650	CAD 185	CAD 184	CAD 226
Accounts receivable, net	577		645
Accounts receivable, inter-company	0		0
Short-term advances to affiliates	0		0
Materials and supplies	195		188
Other current assets	59		54
Total current assets	923		1,537
Long-term advances to affiliates	0		0
Investments	155		152
Investments in subsidiaries	0		0
Properties	16,160		16,273
Goodwill and intangible assets	195		211
Pension asset	1,565		1,401
Other assets	70		63
Deferred income taxes	0		0
Total assets	19,068		19,637
Current liabilities
Accounts payable and accrued liabilities	1,247		1,417
Accounts payable, inter-company	0		0
Short-term advances from affiliates	0		0
Long-term debt maturing within one year	198		30
Total current liabilities	1,445		1,447
Pension and other benefit liabilities	751		758
Long-term advances from affiliates	0		0
Other long-term liabilities	286		318
Long-term debt	8,383		8,927
Deferred income taxes	3,512		3,391
Total liabilities	14,377		14,841
Shareholders’ equity
Share capital	2,000		2,058
Additional paid-in capital	49		43
Accumulated other comprehensive (loss) income	(1,471)		(1,477)
Retained earnings	4,113		4,172
Total Shareholders' equity	4,691		4,796	5,251		5,610
Total liabilities and shareholders’ equity	19,068		19,637
Consolidating Adjustments and Eliminations [Member]
Current assets
Cash and cash equivalents	0	0	0	0	0	0
Accounts receivable, net	0		0
Accounts receivable, inter-company	(317)		(429)
Short-term advances to affiliates	(4,228)		(3,558)
Materials and supplies	0		0
Other current assets	0		0
Total current assets	(4,545)		(3,987)
Long-term advances to affiliates	(589)		(1,084)
Investments	0		0
Investments in subsidiaries	(17,970)		(17,350)
Properties	0		0
Goodwill and intangible assets	0		0
Pension asset	0		0
Other assets	0		0
Deferred income taxes	(14)		(25)
Total assets	(23,118)		(22,446)
Current liabilities
Accounts payable and accrued liabilities	0		0
Accounts payable, inter-company	(317)		(429)
Short-term advances from affiliates	(4,228)		(3,558)
Long-term debt maturing within one year	0		0
Total current liabilities	(4,545)		(3,987)
Pension and other benefit liabilities	0		0
Long-term advances from affiliates	(589)		(1,084)
Other long-term liabilities	0		0
Long-term debt	0		0
Deferred income taxes	(14)		(25)
Total liabilities	(5,148)		(5,096)
Shareholders’ equity
Share capital	(6,845)		(6,502)
Additional paid-in capital	(2,048)		(2,181)
Accumulated other comprehensive (loss) income	923		637
Retained earnings	(10,000)		(9,304)
Total Shareholders' equity	(17,970)		(17,350)
Total liabilities and shareholders’ equity	(23,118)		(22,446)
CPRL (Parent Guarantor) [Member]
Current assets
Cash and cash equivalents	0	0	0	0	0	0
Accounts receivable, net	0		0
Accounts receivable, inter-company	78		59
Short-term advances to affiliates	0		0
Materials and supplies	0		0
Other current assets	0		0
Total current assets	78		59
Long-term advances to affiliates	501		501
Investments	0		0
Investments in subsidiaries	8,217		7,518
Properties	0		0
Goodwill and intangible assets	0		0
Pension asset	0		0
Other assets	0		0
Deferred income taxes	14		25
Total assets	8,810		8,103
Current liabilities
Accounts payable and accrued liabilities	156		54
Accounts payable, inter-company	3		0
Short-term advances from affiliates	3,960		3,253
Long-term debt maturing within one year	0		0
Total current liabilities	4,119		3,307
Pension and other benefit liabilities	0		0
Long-term advances from affiliates	0		0
Other long-term liabilities	0		0
Long-term debt	0		0
Deferred income taxes	0		0
Total liabilities	4,119		3,307
Shareholders’ equity
Share capital	2,000		2,058
Additional paid-in capital	49		43
Accumulated other comprehensive (loss) income	(1,471)		(1,477)
Retained earnings	4,113		4,172
Total Shareholders' equity	4,691		4,796
Total liabilities and shareholders’ equity	8,810		8,103
CPRC (Subsidiary Issuer) [Member]
Current assets
Cash and cash equivalents	47	376	502	139	153	152
Accounts receivable, net	406		452
Accounts receivable, inter-company	80		105
Short-term advances to affiliates	470		75
Materials and supplies	164		154
Other current assets	49		37
Total current assets	1,216		1,325
Long-term advances to affiliates	0		207
Investments	26		22
Investments in subsidiaries	9,753		9,832
Properties	8,560		8,481
Goodwill and intangible assets	0		3
Pension asset	1,565		1,401
Other assets	50		55
Deferred income taxes	0		0
Total assets	21,170		21,326
Current liabilities
Accounts payable and accrued liabilities	804		1,122
Accounts payable, inter-company	235		325
Short-term advances from affiliates	247		230
Long-term debt maturing within one year	198		24
Total current liabilities	1,484		1,701
Pension and other benefit liabilities	675		676
Long-term advances from affiliates	589		877
Other long-term liabilities	159		186
Long-term debt	8,323		8,863
Deferred income taxes	1,723		1,505
Total liabilities	12,953		13,808
Shareholders’ equity
Share capital	1,037		1,037
Additional paid-in capital	1,630		1,568
Accumulated other comprehensive (loss) income	(1,471)		(1,477)
Retained earnings	7,021		6,390
Total Shareholders' equity	8,217		7,518
Total liabilities and shareholders’ equity	21,170		21,326
Non-Guarantor Subsidiaries [Member]
Current assets
Cash and cash equivalents	45	CAD 195	148	CAD 46	CAD 31	CAD 74
Accounts receivable, net	171		193
Accounts receivable, inter-company	159		265
Short-term advances to affiliates	3,758		3,483
Materials and supplies	31		34
Other current assets	10		17
Total current assets	4,174		4,140
Long-term advances to affiliates	88		376
Investments	129		130
Investments in subsidiaries	0		0
Properties	7,600		7,792
Goodwill and intangible assets	195		208
Pension asset	0		0
Other assets	20		8
Deferred income taxes	0		0
Total assets	12,206		12,654
Current liabilities
Accounts payable and accrued liabilities	287		241
Accounts payable, inter-company	79		104
Short-term advances from affiliates	21		75
Long-term debt maturing within one year	0		6
Total current liabilities	387		426
Pension and other benefit liabilities	76		82
Long-term advances from affiliates	0		207
Other long-term liabilities	127		132
Long-term debt	60		64
Deferred income taxes	1,803		1,911
Total liabilities	2,453		2,822
Shareholders’ equity
Share capital	5,808		5,465
Additional paid-in capital	418		613
Accumulated other comprehensive (loss) income	548		840
Retained earnings	2,979		2,914
Total Shareholders' equity	9,753		9,832
Total liabilities and shareholders’ equity	CAD 12,206		CAD 12,654

Condensed Consolidating Finan53

Condensed Consolidating Financial Information - Interim Condensed Consolidating Statements of Cash Flows (Details) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	CAD 512	CAD 585	CAD 730	CAD 1,140
Investing activities
Additions to properties	(330)	(355)	(608)	(618)
Proceeds from sale of properties and other assets	11	8	71	60
Advances to affiliates	0	0	0	0
Proceeds from Collection of Advance to Affiliate	0		0
Capital contributions to affiliates	0	0	0	0
Proceeds from (Repurchase of) Equity			0
Other	(2)	(7)	(2)	13
Cash used in investing activities	(321)	(354)	(539)	(545)
Financing activities
Dividends paid	(53)	(57)	(107)	(115)
Proceeds from Equity Method Investment, Dividends or Distributions, Return of Capital			0
Issuance of share capital	0	0	0	0
Purchase of CP Common Shares	(788)	(543)	(788)	(1,072)
Proceeds from Issuance of Long-term Debt				810
Issuance of long-term debt, excluding commercial paper	0	0	0	810
Repayment of long-term debt, excluding commercial paper	(7)	(9)	(18)	(67)
Proceeds from Contributions from (Payments of Distributions to) Affiliates	0	0	0	0
Repayment Of Advances From Affiliates	0		0
Other	(1)	0	(3)	0
Net repayment of commercial paper	176	369	176	(224)
Cash used in financing activities	(669)	(229)	(731)	(641)
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	(1)	(1)	(18)	5
Cash position
Increase (decrease) in cash and cash equivalents	(479)	1	(558)	(41)
Cash and cash equivalents at beginning of period	571	184	650	226
Cash and cash equivalents at end of period	92	185	92	185
Issuance of CP Common Shares	4	11	9	27
Consolidating Adjustments and Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	(156)	(142)	(210)	(215)
Investing activities
Additions to properties	0	0	0	0
Proceeds from sale of properties and other assets	0	0	0	0
Advances to affiliates	767	1,633	802	2,165
Proceeds from Collection of Advance to Affiliate	(208)		(208)
Capital contributions to affiliates	348	500	357	617
Proceeds from (Repurchase of) Equity			(6)
Other	0	0	0	0
Cash used in investing activities	907	2,133	945	2,782
Financing activities
Dividends paid	156	142	210	215
Proceeds from Equity Method Investment, Dividends or Distributions, Return of Capital			6
Issuance of share capital	(348)	(500)	(357)	(617)
Purchase of CP Common Shares	0	0	0	0
Proceeds from Issuance of Long-term Debt				0
Repayment of long-term debt, excluding commercial paper	0	0	0	0
Proceeds from Contributions from (Payments of Distributions to) Affiliates	(767)	(1,633)	(802)	(2,165)
Repayment Of Advances From Affiliates	208		208
Other	0		0
Net repayment of commercial paper	0	0	0	0
Cash used in financing activities	(751)	(1,991)	(735)	(2,567)
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	0	0	0	0
Cash position
Increase (decrease) in cash and cash equivalents	0	0	0	0
Cash and cash equivalents at beginning of period	0	0	0	0
Cash and cash equivalents at end of period	0	0	0	0
Issuance of CP Common Shares	0	0	0	0
CPRL (Parent Guarantor) [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	75	59	98	115
Investing activities
Additions to properties	0	0	0	0
Proceeds from sale of properties and other assets	0	0	0	0
Advances to affiliates	0	(500)	0	(500)
Proceeds from Collection of Advance to Affiliate	0		0
Capital contributions to affiliates	0	0	0	0
Proceeds from (Repurchase of) Equity			0
Other	0	0	0	0
Cash used in investing activities	0	(500)	0	(500)
Financing activities
Dividends paid	(53)	(57)	(107)	(115)
Proceeds from Equity Method Investment, Dividends or Distributions, Return of Capital			0
Issuance of share capital	0	0	0	0
Purchase of CP Common Shares	(788)	(543)	(788)	(1,072)
Proceeds from Issuance of Long-term Debt				0
Repayment of long-term debt, excluding commercial paper	0	0	0	0
Proceeds from Contributions from (Payments of Distributions to) Affiliates	762	1,030	788	1,545
Repayment Of Advances From Affiliates	0		0
Other	0		0
Net repayment of commercial paper	0	0	0	0
Cash used in financing activities	(75)	441	(98)	385
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	0	0	0	0
Cash position
Increase (decrease) in cash and cash equivalents	0	0	0	0
Cash and cash equivalents at beginning of period	0	0	0	0
Cash and cash equivalents at end of period	0	0	0	0
Issuance of CP Common Shares	4	11	9	27
CPRC (Subsidiary Issuer) [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	374	525	425	824
Investing activities
Additions to properties	(206)	(210)	(338)	(303)
Proceeds from sale of properties and other assets	11	8	68	59
Advances to affiliates	(482)	(633)	(517)	(936)
Proceeds from Collection of Advance to Affiliate	208		208
Capital contributions to affiliates	(348)	(500)	(357)	(617)
Proceeds from (Repurchase of) Equity			6
Other	0	(6)	0	14
Cash used in investing activities	(817)	(1,341)	(930)	(1,783)
Financing activities
Dividends paid	(53)	(57)	(107)	(115)
Proceeds from Equity Method Investment, Dividends or Distributions, Return of Capital			0
Issuance of share capital	0	0	0	0
Purchase of CP Common Shares	0	0	0	0
Proceeds from Issuance of Long-term Debt				810
Repayment of long-term debt, excluding commercial paper	(7)	(9)	(11)	(24)
Proceeds from Contributions from (Payments of Distributions to) Affiliates	0	500	0	500
Repayment Of Advances From Affiliates	0		0
Other	(1)		(3)
Net repayment of commercial paper	176	369	176	(224)
Cash used in financing activities	115	803	55	947
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	(1)	(1)	(5)	(1)
Cash position
Increase (decrease) in cash and cash equivalents	(329)	(14)	(455)	(13)
Cash and cash equivalents at beginning of period	376	153	502	152
Cash and cash equivalents at end of period	47	139	47	139
Issuance of CP Common Shares	0	0	0	0
Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	219	143	417	416
Investing activities
Additions to properties	(124)	(145)	(270)	(315)
Proceeds from sale of properties and other assets	0	0	3	1
Advances to affiliates	(285)	(500)	(285)	(729)
Proceeds from Collection of Advance to Affiliate	0		0
Capital contributions to affiliates	0	0	0	0
Proceeds from (Repurchase of) Equity			0
Other	(2)	(1)	(2)	(1)
Cash used in investing activities	(411)	(646)	(554)	(1,044)
Financing activities
Dividends paid	(103)	(85)	(103)	(100)
Proceeds from Equity Method Investment, Dividends or Distributions, Return of Capital			(6)
Issuance of share capital	348	500	357	617
Purchase of CP Common Shares	0	0	0	0
Proceeds from Issuance of Long-term Debt				0
Repayment of long-term debt, excluding commercial paper	0	0	(7)	(43)
Proceeds from Contributions from (Payments of Distributions to) Affiliates	5	103	14	120
Repayment Of Advances From Affiliates	(208)		(208)
Other	0		0
Net repayment of commercial paper	0	0	0	0
Cash used in financing activities	42	518	47	594
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	0	0	(13)	6
Cash position
Increase (decrease) in cash and cash equivalents	(150)	15	(103)	(28)
Cash and cash equivalents at beginning of period	195	31	148	74
Cash and cash equivalents at end of period	45	46	45	46
Issuance of CP Common Shares	CAD 0	CAD 0	CAD 0	CAD 0