MCDONALDS CORP — Director's Dealing 2004

Feb 17, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCDONALDS CORP (MCD)
CIK: 0000063908
Period of Report: 2004-02-16

Reporting Person: ROBERTS MICHAEL JAMES (President, McDonald's USA)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-02-16	Options (Right to Buy)	$26.63	A	62500	Acquired	2014-02-16	Common Stock (62500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2674	Direct
Common Stock	200	Indirect
Common Stock	26266	Indirect
Common Stock	20832	Indirect

Footnotes

F1: Options become exercisable in 25% increments on the first, second, third and fourth anniversary dates of the grant.