Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

Foran Mike

2. Date of Event Requiring Statement (MM/DD/YYYY) 2/14/2017

3. Issuer Name and Ticker or Trading Symbol

CANADIAN PACIFIC RAILWAY LTD/CN [CP]

(Last) (First) (Middle)

C/O CANADIAN PACIFIC RAILWAY LIMITED, 7550 OGDEN DALE ROAD S.E.

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director _____ 10% Owner
___ X ___ Officer (give title below) _____ Other (specify below)
VP Network Transportation /

(Street)

CALGARY, A0 T2C 4X9

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1542	I	By ESPP ⁽¹⁾

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Options (Right to Buy)	12/7/2016	12/7/2022	Common Stock	520	$71.17	D
Employee Stock Options (Right to Buy)	⁽²⁾	2/22/2023	Common Stock	412	$86.82	D
Employee Stock Options (Right to Buy)	⁽³⁾	1/31/2024	Common Stock	2060	$122.73	D
Employee Stock Options (Right to Buy)	⁽⁴⁾	1/23/2025	Common Stock	2226	$159.04	D
Employee Stock Options (Right to Buy)	⁽⁵⁾	1/22/2026	Common Stock	2982	$117.13	D
Employee Stock Options (Right to Buy)	⁽⁶⁾	1/20/2024	Common Stock	2065	$151.20	D
Rights (Restricted Share Units)	5/8/2017	6/10/2017	Common Stock	919 ⁽⁷⁾	$0	D

Explanation of Responses:
( 1)	Shares held by individual in the Canadian Pacific Railway Limited Employee Share Purchase Plan.
( 2)	1/4 was vested on February 22, 2014; 1/4 was vested on February 22, 2015; 1/4 was vested on February 22, 2016; 1/4 was vested on February 22, 2017.
( 3)	1/4 was vested on January 31, 2015; 1/4 was vested on January 31, 2016; 1/4 was vested on January 31, 2017; 1/4 will be vested on January 31, 2018.
( 4)	1/4 was vested on January 23, 2016; 1/4 was vested on January 23, 2017; 1/4 will be vested on January 23, 2018; 1/4 will be vested on January 23, 2019.
( 5)	1/4 was vested on January 22, 2017; 1/4 will be vested on January 22, 2018; 1/4 will be vested on January 22, 2019; 1/4 will be vested on January 22, 2020.
( 6)	1/4 will be vested on January 20, 2018; 1/4 will be vested on January 20, 2019; 1/4 will be vested on January 20, 2020; 1/4 will be vested on January 20, 2021.
( 7)	Each Restricted Share Unit (each, a "RSU") is the economic equivalent of one share of common stock of Canadian Pacific Railway Limited.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Foran Mike C/O CANADIAN PACIFIC RAILWAY LIMITED 7550 OGDEN DALE ROAD S.E. CALGARY, A0 T2C 4X9			VP Network Transportation

Signatures
/s/ Mike Foran		2/24/2017
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.