MCDONALDS CORP — Director's Dealing 2010

May 19, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCDONALDS CORP (MCD)
CIK: 0000063908
Period of Report: 2010-05-17

Reporting Person: JACKSON JEANNE P (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-05-17	Common Stock	M	3000	$28.50	Acquired	5250	Direct
2010-05-17	Common Stock	S	3000	$70.0573	Disposed	2250	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-05-17	Options (Right to Buy)	$28.50	M	3000	Disposed	2011-05-17	Common Stock (3000)	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $70.0513 to $70.08 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: Options became exercisable in 33% increments on the first, second and third anniversary dates of the grant.