----------------------------- OMB APPROVAL ----------------------------- OMB Number: 3235-0145 Expires: December 31, 2005 Estimated average burden hours per response.....11 ----------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 TransAlta Corporation ------------------------------------------------------------------------------- (Name of Issuer) Common Shares ------------------------------------------------------------------------------- (Title of Class of Securities) 89346D107 ------------------ (CUSIP Number) October 20, 2003 ------------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |_| Rule 13d-1(b) |X| Rule 13d-1(c) |_| Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). --------------------------------------------- CUSIP No. 89346D107 13G --------------------------------------------- -------------------------------------------------------------------------------- 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Canada Pension Plan Investment Board / Not applicable -------------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) |_| Not applicable (b) |_| -------------------------------------------------------------------------------- 3. SEC USE ONLY -------------------------------------------------------------------------------- 4. CITIZENSHIP OR PLACE OF ORGANIZATION Canada -------------------------------------------------------------------------------- NUMBER OF SHARES 5. SOLE VOTING POWER BENEFICIALLY OWNED BY EACH 12,460,357 REPORTING PERSON WITH -------------------------------------------------------------------------------- 6. SHARED VOTING POWER 0 -------------------------------------------------------------------------------- 7. SOLE DISPOSITIVE POWER 12,460,357 -------------------------------------------------------------------------------- 8. SHARED DISPOSITIVE POWER 0 -------------------------------------------------------------------------------- 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 12,460,357 -------------------------------------------------------------------------------- 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_| (SEE INSTRUCTIONS) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.53% -------------------------------------------------------------------------------- 12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) CO -------------------------------------------------------------------------------- Item 1(a). Name of Issuer The name of the issuer is TransAlta Corporation (the "Company"). Item 1(b). Address of Issuer's Principal Executive Offices The principal executive offices of the Company are located at 110 12th Avenue S.W., Box 1900, Station M, Calgary, Alberta T2P 2M1, Canada. Item 2(a). Name of Person Filing This statement is being filed by Canada Pension Plan Investment Board ("CPP Investment Board"). Item 2(b). Address of Principal Business Office or, if none, Residence The address of the principal business office of the reporting person is One Queen Street East, Suite 2700, Toronto, Ontario M5C 2W5, Canada. Item 2(c). Citizenship Canada. Item 2(d). Title of Class of Securities The securities to which this statement relates are Common Shares (the "Shares") of the Company. Item 2(e). CUSIP Number The CUSIP number of the Shares is 89346D107. Item 3. If this statement is filed pursuant toss.ss.240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: Not applicable. Item 4. Ownership (a) As of March 15, 2004, CPP Investment Board directly owned 12,460,357 Shares. (b) The Shares directly owned by CPP Investment Board represented approximately 6.53% of the issued and outstanding Shares as of March 15, 2004. (c) As of March 15, 2004, CPP Investment Board had the sole power to vote or to direct the voting of the Shares and had the sole power to dispose of or to direct the disposition of the Shares. Item 5. Ownership of Five Percent or Less of a Class Not applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person Not applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company Not applicable. Item 8. Identification and Classification of Members of the Group Not applicable. Item 9. Notice of Dissolution of Group Not applicable. Item 10. Certification By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. As of March 15, 2004 Canada Pension Plan Investment Board By: /s/ J. H. Butler ------------------------------------- Name: J. H. Butler Title: Vice President - General Counsel and Corporate Secretary