MCDONALDS CORP — Director's Dealing 2011

Mar 16, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCDONALDS CORP (MCD)
CIK: 0000063908
Period of Report: 2011-03-14

Reporting Person: NEWELL KEVIN L (Corp Exec VP, Brand Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-14	Common Stock	S	733	$75.7742	Disposed	68	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	411.90	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$		Common Stock (1085.24)	1085.24	Indirect

Footnotes

F1: Each share of phantom stock represents a right to receive the cash value of one share of McDonald's Corporation common stock.

F2: Shares of phantom stock are payable in cash following the reporting person's separation from service with McDonald's.