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MCDONALDS CORP Director's Dealing 2006

Aug 30, 2006

29783_dirs_2006-08-30_43c669ba-ddb6-4488-9751-2e4c774d8c93.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: MCDONALDS CORP (MCD)
CIK: 0000063908
Period of Report: 2006-08-23

Reporting Person: Thompson Donald (President, McDonald's USA)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 293 Direct
Common Stock 18778 Indirect
Common Stock 14880 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Options (Right to Buy) $23.50 2007-03-18 Common Stock (6750) Direct
Options (Right to Buy) $26.25 2008-03-23 Common Stock (34000) Direct
Options (Right to Buy) $40.4375 2012-05-19 Common Stock (30000) Direct
Options (Right to Buy) $39.50 2013-01-24 Common Stock (500) Direct
Options (Right to Buy) $35.25 2013-03-21 Common Stock (41800) Direct
Options (Right to Buy) $29.43 2011-02-02 Common Stock (110000) Direct
Options (Right to Buy) $28.75 2012-03-20 Common Stock (90000) Direct
Options (Right to Buy) $14.31 2013-03-18 Common Stock (64000) Direct
Options (Right to Buy) $26.63 2014-02-16 Common Stock (30000) Direct
Options (Right to Buy) $25.31 2014-05-20 Common Stock (30000) Direct
Options (Right to Buy) $32.60 2015-02-16 Common Stock (25299) Direct
Options (Right to Buy) $36.37 2016-02-14 Common Stock (20611) Direct
Restricted Stock Units $ 2008-02-16 Common Stock (8436) Direct
Restricted Stock Units $ 2009-02-14 Common Stock (6874) Direct

Footnotes

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

F2: Options become exercisable in 25% increments on the first, second, third and fourth anniversary dates of the grant.

F3: Restricted Stock Units (RSUs) are granted under the Company's Amended and Restated 2001 Omnibus Stock Ownership Plan and are subject to the terms of such Plan. Upon vesting, payout under the RSUs will be in the form of an equal number of shares of McDonald's Corporation common stock, or, at the discretion of the Board's Compensation Committee, the cash value thereof. No dividend, voting or other shareholder rights attach to the RSUs until they vest and only if the payout upon vesting is in shares of common stock.