CARNIVAL CORP — Director's Dealing 2013

Jul 18, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CARNIVAL CORP (CCL)
CIK: 0000815097
Period of Report: 2013-07-16

Reporting Person: Freedman Larry R. (Chief Accounting Officer, VP & Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-07-16	Common Stock	A	694	—	Acquired	20081	Direct
2013-07-16	Common Stock	F	292	$36.25	Disposed	19789	Direct

Footnotes

F1: On July 16, 2013, the reporting person was granted 1,737 performance-based restricted stock units ("Performance RSUs"). 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), the Reporting Person may earn from 0-150% of his target amount of Performance RSUs to the extent that Carnival Corporation & plc's ("Carnival") annual earnings before interest and taxes ("EBIT"), as adjusted for certain fuel price changes and Emission Control Areas related fuel expenses, for each of the three fiscal years in the 2013-2015 performance cycle exceeds specified performance goals, as modified at the end of the three year performance cycle for Carnival's total shareholder return rank relative to peers. Because, as of the date of the grant, the Reporting Person was eligible for retirement due to his age, 694 Performance RSU's vested on July 16, 2013.

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