CARNIVAL CORP — Director's Dealing 2011

Feb 28, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CARNIVAL CORP (CCL)
CIK: 0000815097
Period of Report: 2011-02-25

Reporting Person: FRANK HOWARD S (Director, Vice Chairman & COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-25	Common Stock	M	20000	$27.875	Acquired	413859.4776	Direct
2011-02-25	Common Stock	M	40000	$34.45	Acquired	453859.4776	Direct
2011-02-25	Common Stock	S	180000	$42.6039	Disposed	273859.4776	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-25	Stock Option (Right to Buy)	$27.875	M	20000	Disposed	2012-12-02	Common Stock (20000)	Direct
2011-02-25	Stock Option (Right to Buy)	$34.45	M	40000	Disposed	2013-10-13	Common Stock (40000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	907	Indirect
Common Stock	8592	Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $42.50 to $42.73. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F2: Represents stock options granted under the Carnival Corporation 2002 Stock Plan.

F3: The options vest ratably over five years beginning on the first anniversary of the grant date.