First Quarter 2015 Financial Results April 20, 2015

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First Quarter 2015 Financial Results April 20, 2015

Forward-Looking Statements The financial results in this presentation were determined on the basis of U.S. GAAP. Please refer to the website www.cn.ca/nongaap for the reconciliation of certain non- GAAP measures to comparable GAAP measures. To the extent that CN has provided non-gaap financial measures in its outlook, the Company may not be able to provide a reconciliation to the GAAP measures, due to unknown variables and uncertainty related to future results. Certain information included in this presentation constitutes forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995 and under Canadian securities laws. CN cautions that, by their nature, these forwardlooking statements involve risks, uncertainties and assumptions. The Company cautions that its assumptions may not materialize and that current economic conditions render such assumptions, although reasonable at the time they were made, subject to greater uncertainty. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors which may cause the actual results or performance of the Company or the rail industry to be materially different from the outlook or any future results or performance implied by such statements. Key assumptions used in determining forward-looking information are set forth below. 2015 key assumptions CN has made a number of economic and market assumptions in preparing its 2015 outlook. The Company is now assuming that North American industrial production for the year will increase by approximately three per cent, compared with its Jan. 27, 2015, assumption of three to four per cent, that U.S. housing starts will be in the range of 1.2 million units, and that U.S. motor vehicles sales will be approximately 16.7 million units. The 2014/2015 Canadian grain crop represented a significant reduction toward the historical trend line while the U.S. grain crop was above trend. CN assumes that the 2015/2016 grain crops in both Canada and the United States will be in line with trend yields. CN also assumes its 2015 customer shipments of energy-related commodities, namely crude oil and frac sand, will grow by approximately 40,000 carloads versus 2014, compared with its previous assumption announced on Jan. 27, 2015, of 75,000-carload growth for the two commodities in 2015 versus 2014. With these assumptions, CN assumes total carload growth for all freight categories in 2015 will be approximately three per cent, compared with its Jan. 27, 2015, forecast of three to four per cent growth, along with continued pricing improvement above inflation. CN also now assumes that in 2015 the value of the Canadian dollar in U.S. currency will be approximately $0.80, compared with the Jan. 27, 2015, assumption of $0.80 to $0.85, and that the average price of crude oil (West Texas Intermediate) will fluctuate around US$50 per barrel. In 2015, CN plans to invest approximately C$2.7 billion in its capital program, of which approximately C$1.4 billion is targeted toward maintaining the safety and integrity of the network, particularly track infrastructure. The 2015 capital program, which CN previously set at C$2.6 billion, with C$1.3 billion earmarked for network safety and integrity, also includes funds for projects supporting growth and productivity. Important risk factors that could affect the forward-looking statements include, but are not limited to, the effects of general economic and business conditions, industry competition, inflation, currency and interest rate fluctuations, changes in fuel prices, legislative and/or regulatory developments, compliance with environmental laws and regulations, actions by regulators, various events which could disrupt operations, including natural events such as severe weather, droughts, floods and earthquakes, labor negotiations and disruptions, environmental claims, uncertainties of investigations, proceedings or other types of claims and litigation, risks and liabilities arising from derailments, and other risks detailed from time to time in reports filed by CN with securities regulators in Canada and the United States. Reference should be made to Management s Discussion and Analysis in CN s annual and interim reports, Annual Information Form and Form 40-F filed with Canadian and U.S. securities regulators, available on CN s website, for a summary of major risk factors. CN assumes no obligation to update or revise forward-looking statements to reflect future events, changes in circumstances, or changes in beliefs, unless required by applicable Canadian securities laws. In the event CN does update any forwardlooking statement, no inference should be made that CN will make additional updates with respect to that statement, related matters, or any other forward-looking statement. 2

Claude Mongeau President & Chief Executive Officer

Q1 Highlights Driving top line growth End-to-end supply chain mindset Disciplined inflation-plus pricing Balancing Operational and Service Excellence Fluid, resilient network Enabling growth at low incremental cost Strong financial results Diluted EPS up 30% on adjusted basis C$521M of free cash flow Solid start to the year 4

Jim Vena Executive VP & Chief Operating Officer

Q1 Operating Highlights Train Productivity (GTMs per train mile) Yard Productivity (Cars per yard switching hour) Terminal Dwell (Entire railroad, hours) 8,355 8,464 44 19.8 16.9 39 1% 13% 15% Q1-14 Q1-15 Q1-14 Q1-15 Q1-14 Q1-15 Locomotive Utilization (Trailing GTMs per total horsepower) Car Velocity (Car miles per day) Train Velocity (mph) 195 207 170 203 24.0 24.9 6% 19% 4% Q1-14 Q1-15 Q1-14 Q1-15 Q1-14 Q1-15 Driving a culture of teamwork and performance 6

Keys to Operational and Service Excellence Keeping safety the top priority Focusing on customer needs Lining up the capacity to grow Pursuing productivity initiatives Supporting profitable, sustainable growth 7

JJ Ruest Executive VP & Chief Marketing Officer

Solid Top Line Performance Revenues +15% RTMs +7% / RTMs +8% Carloads +9% $ / Carload +6% Bulk Grain & Fertilizers Coal Merchandise (20%) Petroleum & Chemicals Forest Products Metals & Minerals Automotive Intermodal Volumes % change favorable (unfavorable) (8%) 10% 14% 2% 6% 9% 10% 14% 14% 6% 8% 14% Carloads RTMs 30% Leveraging a great franchise and a well diversified portfolio 9

Outlook Bulk Canadian grain supply chain fully back in sync -- expect negative comps in Q2 and Q3 Sustained global demand for Canadian potash Expect coal volumes to remain under pressure Merchandise Reducing energy carload growth this year to 40,000 from 75,000 (crude and frac sand) Positive outlook for lumber and panels supported by improved railcar supply and housing starts Positive outlook for automotive and petroleum and chemicals 22% 52% Intermodal Growth in both domestic and international segments Providing competitive service offering that continues to attract customers Longer term visibility port expansions at Prince Rupert and Montreal new terminal in Greater Toronto 22% 2015 Q1 revenue breakdown Other revenues represent the remaining 4% Aiming for carload growth of ~3% and pricing ahead of inflation Please see Forward-Looking Statements at the beginning of the presentation for a summary of key assumptions and important risk factors underlying CN s 2015 financial outlook. 10

Luc Jobin Executive VP and Chief Financial Officer

Q1 Results In millions of Canadian dollars, except EPS data, unless otherwise indicated 2015 2014 Change Favorable (Unfavorable) Revenues $ 3,098 $ 2,693 15% Operating expenses 2,035 1,873 Operating income 1,063 820 30% Interest expense (104) (92) Other income 4 94 Income before income taxes 963 822 Income tax expense (259) (199) Net income $ 704 $ 623 13% Diluted EPS $ 0.86 $ 0.75 15% Adjusted diluted EPS (1) $ 0.86 $ 0.66 30% Weighted-average diluted number of shares (in millions) 814.3 831.3 Operating ratio 65.7% 69.6% 3.9 pts Delivering on our strategic agenda (1) Please see website, www.cn.ca/nongaap, for an explanation of this non-gaap measure. 12

Q1 Operating Expenses In millions of Canadian dollars, unless otherwise indicated 2015 2014 % Change Favorable (Unfavorable) % Change at constant currency (1) Favorable (Unfavorable) Labor and fringe benefits $ 668 $ 587 (14%) (9%) Purchased services and material 457 388 (18%) (12%) Fuel 361 468 23% 31% Depreciation and amortization 296 256 (16%) (11%) Equipment rents 94 77 (22%) (12%) Casualty and other 159 97 (64%) (56%) Total operating expenses $ 2,035 $ 1,873 (9%) (2%) Supporting growth at low incremental cost (1) Please see website, www.cn.ca/nongaap, for an explanation of this non-gaap measure. 13

YTD Free Cash Flow In millions of Canadian dollars, unless otherwise indicated 2015 Net income $ 704 Non-cash adjustments 366 Payments for income taxes (228) Other working capital items 150 Net cash provided by operating activities 992 Capital expenditures (net) (468) Major asset sales - Other investing (13) Net cash used in investing activities (481) Net cash provided before financing activities 511 Change in restricted cash and cash equivalents 10 Free cash flow $ 521 Total net indebtedness at end of period (including restricted cash and cash equivalents) $ 8,752 Adjusted debt-to-total capitalization ratio (1) 42.2% Adjusted debt-to-adjusted EBITDA (1) (2) 1.68x (1) Debt is adjusted to include the present value of operating lease commitments. (2) EBITDA is defined as earnings before interest, income taxes, depreciation and amortization, and is adjusted to exclude Other income and the deemed interest on operating leases. Please see website, www.cn.ca/nongaap, for an explanation of the various non-gaap measures. 14

Affirming 2015 Financial Outlook Double-digit earnings growth over 2014 adjusted diluted EPS of C$3.76 (1) Aiming for carload growth of approximately 3% Pricing above inflation Reinvesting in the business for safety, growth and productivity Increasing our 2015 capital envelope by C$100M to C$2.7B Reflects additional funding for rail safety infrastructure Rewarding shareholders Steady share buyback in place 25% dividend increase and gradually moving towards a 35% payout ratio (1) Please see website, www.cn.ca/nongaap, for an explanation of this non-gaap measure. Please see Forward-Looking Statements at the beginning of the presentation for a summary of key assumptions and important risk factors underlying CN s 2015 financial outlook. 15 15

Claude Mongeau President & Chief Executive Officer

Delivering on Our Strategic Agenda Continued shareholder value creation 17