MCDONALDS CORP — Director's Dealing 2006

Feb 10, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCDONALDS CORP (MCD)
CIK: 0000063908
Period of Report: 2006-02-09

Reporting Person: POJMAN DAVID M (Corp Sr Vice Pres, Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-02-09	Common Stock	M	4000	$23.50	Acquired	6976	Direct
2006-02-09	Common Stock	S	4000	$36.45	Disposed	2976	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-02-09	Options (Right to Buy)	$23.50	M	4000	Disposed	2007-03-18	Common Stock (4000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	14062	Indirect
Common Stock	1295	Indirect

Footnotes

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