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CN Announces Consent Payment Extension Of Tender Offer And Consent Solicitation For 4.40% Notes Due 2013

MONTREAL, Feb. 26, 2013 /PRNewswire/ - CN (TSX: CNR) (NYSE: CNI) today announced that its wholly-owned subsidiary, CNLX Canada Inc., is extending the period during which holders who tender their notes will receive the consent payment of US$2.50 per US$1,000 principal amount of notes (in addition to principal amount and accrued and unpaid interest) to 11.59 p.m., New York City time, on March 11, 2013. The settlement date remains unchanged on or about March 12, 2013. Under the terms of the tender offer, holders who have tendered their notes to date can no longer validly withdraw such Notes.

As of the original Consent Payment Deadline of 5:00 p.m., New York City time, on Feb. 25, 2013, approximately $324 million aggregate principal amount of the 4.40% Notes due 2013 were tendered, representing approximately 81%.   Consents that have been delivered in conjunction with such tenders are sufficient to effect the proposed amendments to the terms of the notes.

None of the proposed amendments will affect the terms of the Notes held by the non-tendering holders of the Notes. Notes not tendered and purchased pursuant to the tender offer will remain outstanding until paid by CN on the stated maturity date of March 15, 2013.

CNLX Canada Inc. has retained Citigroup Global Markets Inc. to act as Dealer Manager in connection with the tender offer and consent solicitation. Questions about the tender offer and consent solicitation may be directed to Citigroup Global Market Inc. at (800) 558-3745 (toll free) or (212) 723-6106 (collect). Copies of the tender offer documents and other related documents may be obtained from Global Bondholder Services Corporation, the information agent for the tender offer and consent solicitation, at (866) 857-2200 (toll free) or (212) 430-3774 (collect).

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