Filed Pursuant to Rule 433
                                                    Registration No. 333-142347
                                                                    May 3, 2007


                                FINAL TERM SHEET

                        CANADIAN PACIFIC RAILWAY COMPANY
                              5.950% NOTES DUE 2037

Issuer:                                       Canadian Pacific Railway Company

Trade Date:                                   May 3, 2007

Settlement Date:                              May 8, 2007

Principal Amount:                             $450,000,000

Coupon:                                       5.950%

Maturity Date:                                May 15, 2037

Public Offering Price:                        98.309%

Benchmark:                                    UST 4.500% due February 15, 2036

Benchmark Yield:                              4.873%

Spread:                                       +120 bps

Yield to Maturity:                            6.073%

Optional Redemption:                          Make whole call UST +20 bps

Interest Payment Dates:                       May 15 and November 15, beginning
                                              November 15, 2007

CUSIP:                                        13645R AF1

ISIN:                                         US13645RAF10

Joint Bookrunning Managers:                   Morgan Stanley & Co. Incorporated
                                              RBC Capital Markets Corporation

Co-Managers:                                  BMO Capital Markets Corp.
                                              Scotia Capital (USA) Inc.
                                              ABN AMRO Incorporated
                                              Banc of America Securities LLC
                                              CIBC World Markets Corp.
                                              J.P. Morgan Securities Inc.
                                              NBF Securities (USA) Corp.
                                              TD Securities (USA) LLC
                                              Wachovia Capital Markets, LLC

                            ************************

THE ISSUER HAS FILED A REGISTRATION STATEMENT (INCLUDING A PROSPECTUS) WITH THE
SEC FOR THE OFFERING TO WHICH THIS  COMMUNICATION  RELATES.  BEFORE YOU INVEST,
YOU  SHOULD  READ THE  PROSPECTUS  IN THAT  REGISTRATION  STATEMENT  AND  OTHER
DOCUMENTS THE ISSUER HAS FILED WITH THE SEC FOR MORE COMPLETE INFORMATION ABOUT
THE ISSUER AND THIS OFFERING.  YOU MAY GET THESE DOCUMENTS FOR FREE BY VISITING
EDGAR ON THE SEC WEB SITE AT HTTP://WWW.SEC.GOV. ALTERNATIVELY, THE ISSUER, ANY
UNDERWRITER  OR ANY DEALER  PARTICIPATING  IN THE OFFERING WILL ARRANGE TO SEND
YOU THE PROSPECTUS IF YOU REQUEST IT BY CALLING  TOLL-FREE MORGAN STANLEY & CO.
INCORPORATED  AT   1-866-718-1649   OR  RBC  CAPITAL  MARKETS   CORPORATION  AT
1-866-375-6829.