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MCDONALDS CORP Director's Dealing 2009

Dec 16, 2009

29783_dirs_2009-12-16_a70bc4aa-2827-4d2b-bc2b-d9519118589c.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCDONALDS CORP (MCD)
CIK: 0000063908
Period of Report: 2009-12-14

Reporting Person: Alvarez Ralph (President and COO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2009-12-14 Common Stock M 42500 $28.75 Acquired 42500 Direct
2009-12-14 Common Stock S 42500 $62.0016 Disposed 0 Direct
2009-12-14 Common Stock S 8656 $62.181 Disposed 9707 Indirect
2009-12-14 Common Stock S 12510 $62.14 Disposed 0 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2009-12-14 Options (Right to Buy) $28.75 M 42500 Disposed 2012-03-20 Common Stock (42500) Direct
2009-12-14 Phantom Stock $ I 31871 Disposed Common Stock (31871) Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $62.00 to $62.025 per share. The price reported represents the weighted average sales price of these trades. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the shares sold at each separate price.

F2: This transaction was executed in multiple trades at prices ranging from $62.1802 to $62.1818 per share. The price reported represents the weighted average sales price of these trades. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the shares sold at each separate price.

F3: These shares are held in a trust for the benefit of the reporting person's wife, who is the grantor and trustee of the trust.

F4: Options became exercisable in 25% increments on the first, second, third and fourth anniversary dates of the grant.

F5: Each share of phantom stock represents the right to receive the cash value of one share of McDonald's Corporation common stock.

F6: Shares of phantom stock are payable in cash following the reporting person's separation from service with McDonald's.