CARNIVAL CORP — Director's Dealing 2012

Apr 13, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CARNIVAL CORP (CCL)
CIK: 0000815097
Period of Report: 2012-04-11

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-04-11	Common Stock	A	9336	—	Acquired	224000.7986	Direct
2012-04-11	Common Stock	F	3403	$31.25	Disposed	220597.7986	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5880	Indirect

Footnotes

F1: On April 11, 2012, the reporting person was granted 23,340 performance-based restricted stock units ("Performance RSUs"). The Reporting Person may earn from 0-200% of his target amount of Performance RSUs depending on the extent of Carnival Corporation & plc's earnings per share growth over the three-year performance period ending with fiscal 2014, subject to his continued employment during the performance period (with earlier partial vesting in certain cases upon eligibility for retirement, or death or disability, prior to the expiration of the performance period). Because, as of the date of the grant, the Reporting Person was eligible for retirement due to his age, 9,336 Performance RSU's vested on April 11, 2012.

F2: Represents a surrender of shares to satisfy the tax obligation on the vesting of the Performance RSUs.

F3: Includes shares acquired pursuant to purchase under, or the dividend reinvestment feature of, the Carnival Corporation Employee Stock Purchase Plan.