MCDONALDS CORP — Director's Dealing 2008

Feb 20, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCDONALDS CORP (MCD)
CIK: 0000063908
Period of Report: 2008-02-16

Reporting Person: SANTONA GLORIA (Corp Exec VP, Gen Coun, Secy)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-02-16	Common Stock	M	7286	—	Acquired	61981	Direct
2008-02-16	Common Stock	F	2146	$55.30	Disposed	59835	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-02-16	Restricted Stock Units	$	M	7286	Disposed	2008-02-16	Common Stock (7286)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	14605	Indirect
Common Stock	3918	Indirect

Footnotes

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

F2: Vesting of these restricted stock units was contingent upon the Company?s achievement of required target performance measures.