Report
of Independent Registered Public Accounting Firm
|
1
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Statements
of Net Assets Available for Benefits as of December 31, 2008
and 2007
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2
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Statements
of Changes in Net Assets Available for Benefits for the years ended
December 31, 2008 and 2007
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3
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Notes
to Financial Statements
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4
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Schedule
H, Line 4i – Schedule of Assets (Held at End of Year) – December 31,
2008
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15
|
|
Union
Savings Plan for U.S. Operations:
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2008
|
2007
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|||||
Plan
interest in Canadian National Railway Master Trust,
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||||||
at
fair value (note 7)
|
$149,392,854
|
$201,684,826
|
||||
Participant
loans
|
6,722,256
|
6,213,826
|
||||
Receivables:
|
||||||
Participants'
contributions
|
973,774
|
976,509
|
||||
Employer's
contribution
|
135,271
|
109,237
|
||||
Total
receivables
|
1,109,045
|
1,085,746
|
||||
Net
assets available for benefits before adjustment
|
157,224,155
|
208,984,398
|
||||
Adjustment
from fair value to contract value for interest in
|
||||||
Canadian
National Railway Master Trust relating to
|
||||||
fully
benefit-responsive investment contracts
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618,904
|
105,289
|
||||
Net
assets available for benefits
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$157,843,059
|
$209,089,687
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2008
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2007
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|||||||||
Plan
interest in investment (loss) income of the Canadian
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||||||||||
National
Railway Master Trust (note 7)
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$(52,751,722)
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$13,970,696
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||||||||
Interest
income on participant loans
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492,061
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426,799
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||||||||
Contributions:
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||||||||||
Participants'
|
16,034,746
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15,553,665
|
|
|||||||
Employer's
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1,784,793
|
1,633,684
|
||||||||
Rollover
and other
|
409,515
|
256,074
|
||||||||
Total
contributions
|
18,229,054
|
17,443,423
|
||||||||
Transfer
in of plan assets (note 5)
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1,211,052
|
-
|
||||||||
Deductions
from net assets:
|
||||||||||
Participants’
distributions
|
18,341,040
|
15,295,452
|
||||||||
Transfer
out of plan assets (note 5)
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-
|
270,671
|
||||||||
Administrative
expenses
|
86,033
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74,795
|
||||||||
Total
deductions
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18,427,073
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15,640,918
|
||||||||
Net
(decrease) increase
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(51,246,628)
|
16,200,000
|
||||||||
Net
assets available for benefits, beginning of year
|
209,089,687
|
192,889,687
|
||||||||
Net
assets available for benefits, end of year
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$157,843,059
|
$209,089,687
|
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UNION
SAVINGS PLAN FOR U.S. OPERATIONS
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|
NOTES
TO FINANCIAL STATEMENTS
|
|
DECEMBER
31, 2008 AND 2007
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|
UNION
SAVINGS PLAN FOR U.S. OPERATIONS
|
|
NOTES
TO FINANCIAL STATEMENTS
|
|
DECEMBER
31, 2008 AND 2007
|
|
UNION
SAVINGS PLAN FOR U.S. OPERATIONS
|
|
NOTES
TO FINANCIAL STATEMENTS
|
|
DECEMBER
31, 2008 AND 2007
|
|
UNION
SAVINGS PLAN FOR U.S. OPERATIONS
|
|
NOTES
TO FINANCIAL STATEMENTS
|
|
DECEMBER
31, 2008 AND 2007
|
|
UNION
SAVINGS PLAN FOR U.S. OPERATIONS
|
|
NOTES
TO FINANCIAL STATEMENTS
|
|
DECEMBER
31, 2008 AND 2007
|
|
UNION
SAVINGS PLAN FOR U.S. OPERATIONS
|
|
NOTES
TO FINANCIAL STATEMENTS
|
|
DECEMBER
31, 2008 AND 2007
|
|
UNION
SAVINGS PLAN FOR U.S. OPERATIONS
|
|
NOTES
TO FINANCIAL STATEMENTS
|
|
DECEMBER
31, 2008 AND 2007
|
·
|
Canadian
National Railway Company Union Savings Plan for U.S. Operations (Union
Plan)
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·
|
Canadian
National Railway Company Management Savings Plan for U.S. Operations
(Management Plan)
|
|
UNION
SAVINGS PLAN FOR U.S. OPERATIONS
|
|
NOTES
TO FINANCIAL STATEMENTS
|
|
DECEMBER
31, 2008 AND 2007
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Quoted
Prices in Active Markets for Identical Assets
(Level
1)
|
Significant
Observable Inputs
(Level
2)
|
Significant
Unobservable Inputs
(Level
3)
|
Total
Fair Value
|
||||
Assets:
|
|||||||
Mutual
funds
|
$167,067,944
|
$ -
|
$
-
|
$167,067,944
|
|||
CN
common stock
|
8,970,325
|
-
|
-
|
8,970,325
|
|||
CN
Stock Fund
|
14,352,225
|
-
|
-
|
14,352,225
|
|||
Money
market fund
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17,528,884
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-
|
-
|
17,528,884
|
|||
Common
collective trust fund
|
-
|
38,413,549
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-
|
38,413,549
|
|||
$207,919,378
|
$38,413,549
|
$
-
|
$246,332,927
|
|
UNION
SAVINGS PLAN FOR U.S. OPERATIONS
|
|
NOTES
TO FINANCIAL STATEMENTS
|
|
DECEMBER
31, 2008 AND 2007
|
2008
|
2007
|
|||
Investments
in Master Trust, at fair value:
|
||||
Mutual
funds
|
$167,067,944
|
$259,651,994
|
||
CN
common stock
|
8,970,325
|
11,071,402
|
||
CN
Stock Fund
|
14,352,225
|
15,900,996
|
||
Money
market fund
|
17,528,884
|
13,668,426
|
||
Common
collective trust fund
|
38,413,549
|
36,262,366
|
||
Total
investments in Master Trust
|
$246,332,927
|
$336,555,184
|
||
Union
Plan, interest in Master Trust
|
$149,392,854
|
$201,684,826
|
||
Percentage
interest
|
60.6%
|
59.9%
|
||
Management
Plan, interest in Master Trust
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$96,940,073
|
$134,870,358
|
||
Percentage
interest
|
39.4%
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40.1%
|
2008
|
2007
|
|||
Dividends
and interest
|
$11,952,069
|
$20,002,106
|
||
Net
(depreciation) appreciation of investments:
|
||||
Mutual
funds
|
(93,143,343)
|
1,181,216
|
||
CN
common stock
|
(2,418,705)
|
1,007,349
|
||
CN
Stock Fund
|
(3,290,531)
|
1,330,685
|
||
(98,852,579)
|
3,519,250
|
|||
Net
investment (loss) income
|
$(86,900,510)
|
$23,521,356
|
||
Plan
interest in investment (loss) income of the Master Trust:
|
||||
Union
Plan
|
$(52,751,722)
|
$13,970,696
|
||
Management
Plan
|
$(34,148,788)
|
$9,550,660
|
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UNION
SAVINGS PLAN FOR U.S. OPERATIONS
|
|
NOTES
TO FINANCIAL STATEMENTS
|
|
DECEMBER
31, 2008 AND 2007
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9.
|
RELATED-PARTY
TRANSACTIONS
|
10.
|
DIFFERENCES
BETWEEN FINANCIAL STATEMENTS AND FORM
5500
|
2008
|
2007
|
||||
Net
assets available for benefits per the financial statements
|
$157,843,059
|
$209,089,687
|
|||
Less:
Adjustment from contract value to fair value for
|
|||||
interest
in Master Trust relating to fully
|
|||||
benefit-responsive
investment contracts
|
618,904
|
105,289
|
|||
Net
assets available for benefits per the Form 5500
|
$157,224,155
|
$208,984,398
|
|
UNION
SAVINGS PLAN FOR U.S. OPERATIONS
|
|
NOTES
TO FINANCIAL STATEMENTS
|
|
DECEMBER
31, 2008 AND 2007
|
2008
|
2007
|
||||
Total
investment (loss) income per the financial statements
|
$(52,259,661)
|
$14,397,495
|
|||
Less
(add): Change in fair value to contract value for
|
|||||
interest
in Master Trust relating to fully
|
|||||
benefit-responsive
investment contracts
|
(513,615)
|
53,752
|
|||
Total
investment (loss) income per the Form 5500
|
$(52,773,276)
|
$14,451,247
|
11.
|
SUBSEQUENT
EVENT
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Identity
of issue, borrower,
lessor,
or similar party
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Description
of investment,
including
maturity date,
rate
of interest, collateral,
par,
or maturity value
|
Current
value
|
* Participant
loans
|
4.0%
to 10.5%, maturing
through
September 2018
|
$ 6,722,256
|
$ 6,722,256
|
||
Canadian
National Railway Company
|
|
Union
Savings Plan for U.S. Operations
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Name
of Plan
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|
Date:
6/26/2009
|
/s/
Ardyth Cutler
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Plan
Administrator
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