CARNIVAL CORP — Director's Dealing 2010

Oct 29, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CARNIVAL CORP (CCL)
CIK: 0000815097
Period of Report: 2010-10-28

Reporting Person: ARISON MICKY MEIR (Director, Chairman & CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-10-28	Common Stock	X	240000	$29.8125	Acquired	433052	Direct
2010-10-28	Common Stock	D	193052	$43.07	Disposed	240000	Direct
2010-10-28	Common Stock	G	240000	—	Disposed	0	Direct
2010-10-28	Common Stock	G	240000	—	Acquired	1831769	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-10-28	Stock Option (Right to Buy)	$29.8125	X	240000	Disposed	2011-01-08	Common Stock (240000)	Direct

Footnotes

F1: The transactions reported in this Form 4 reflect the exercise of options to purchase 240,000 shares of Carnival Corporation common stock by Mr. Arison on October 28, 2010. The options had been granted to Mr. Arison pursuant to the Amended and Restated Carnival Corporation 1992 Stock Option Plan in 2001. The options were due to expire on January 8, 2011. The purchase price of each share of common stock (which includes each paired Trust Share) was $29.8125. In accordance with rule 16b-3(e), Mr. Arison delivered 193,052 shares of Carnival common stock, each paired with one Trust Share, to pay the purchase price and applicable withholding taxes.

F2: Determined in accordance with the terms of the Amended and Restated Carnival Corporation 1992 Stock Option Plan, and represents the closing price of shares of Carnival Corporation common stock on October 28, 2011.

F3: The options vested 20% per year over 5 years beginning on the first anniversary of the grant date.