MCDONALDS CORP — Director's Dealing 2008

Oct 7, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCDONALDS CORP (MCD)
CIK: 0000063908
Period of Report: 2008-10-04

Reporting Person: Dillon Mary (Corp Exec VP, Chf Mktg Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-10-04	Common Stock	M	14000	—	Acquired	14000	Direct
2008-10-04	Common Stock	F	4338	$60.23	Disposed	9662	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-10-04	Restricted Stock Units	$	M	14000	Disposed		Common Stock (14000)	Direct

Footnotes

F1: Each restricted stock unit represents the right to acquire one share of McDonald's Corporation common stock.

F2: The restricted stock units vest in 20% increments on the first, second, third, fourth and fifth anniversary dates of the grant.