BNSF and CN Underscore Combination's Benefits to Shippers -- Reject Competitors' Claims.

Business Editors

FORT WORTH, TEXAS--(BUSINESS WIRE)--Jan. 10, 2000

(TSE:CNR.) (NYSE:CNI) BNSF(NYSE:BNI) Burlington Northern Santa Fe Corp. ("BNSF") and Canadian National Railway Co. ("CN") said Monday that the concerns four major railroads voiced in an open letter to shippers about the proposed BNSF-CN combination are self-serving and not in the best interests of shippers.

"Our move to combine both companies is in the best interests of shippers, employees and shareholders," said Robert Krebs, chairman and chief executive officer of BNSF and Paul Tellier, president and chief executive officer of CN. "We are joining two financially strong, efficient, service-oriented railroads."

"Shippers in North America demand and deserve excellent, dependable service at reasonable prices," said Tellier. "BNSF and CN are the two railroads providing the highest levels of on-time service to customers on a consistent basis, today. Our initiative is timely because it will deliver more benefits to customers. It creates an extensive, highly efficient single-line network that will deliver faster transit times, more reliable service, and better information to customers."

"Our combination is both different from other recent railroad consolidations and is low-risk. It is essentially a no-overlap, end-to-end joining of two companies that share a common technology platform. In the future, BNSF and CN will be separate operating companies fully committed to meeting customer needs, over a common network," said Krebs. "This is not a situation where a parallel competitor is eliminated, an existing railroad is divided, or key personnel are eliminated. There is no reason to delay our customers' receipt of the benefits of our transaction."

CN and BNSF were responding to a newspaper advertisement signed by the chief executive officers of Union Pacific Corp. (UP), Norfolk Southern Corp. (NS), CSX Corp. and Canadian Pacific Railway Co. (CPR) telling shippers to protest the combination to the U.S. Surface Transportation Board.

Union Pacific, Norfolk Southern and CSX all have struggled to implement their recent consolidations and have damaged the confidence of shippers in all railroads. BNSF and CN shouldn't be penalized because they are now the competitive leaders.

BNSF and CN will present to the STB, as it is beginning to do with shippers, all the necessary evidence to support the shipper, shareholder, employee and public benefits of the BNSF-CN combination. The STB is the proper forum for consideration of these issues.

"BNSF and CN look forward to presenting our case before the STB. The Board's mandate is to protect the interests of shippers not competitors and we are confident it will follow that mandate," said Tellier and Krebs. "We urge shippers and everyone else with an interest to wait and see the facts before taking a position."

CN and BNSF announced Dec. 20, 1999 that their boards of directors had approved a combination of their businesses. The transaction is subject to regulatory and shareholder approval.

Through its subsidiary, The Burlington Northern and Santa Fe Railway Co., BNSF, with headquarters in Fort Worth, operates one of the largest rail networks in North America, with 34,000 route miles of track covering 28 states and two Canadian provinces.

Canadian National Railway Company spans Canada and mid-America, from the Atlantic and Pacific oceans to the Gulf of Mexico, serving the ports of Vancouver, Montreal, Halifax, New Orleans, and Mobile, Ala., and the key cities of Toronto, Buffalo, Chicago, Detroit, Memphis, St. Louis, and Jackson, Miss., with connections to all points in North America.