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CUSIP No. 143658-30-0
1
Names of Reporting Persons
I.R.S. Identification No. of above persons (entities only)
Northern Trust Corporation 36-2723087
The Northern Trust Company 36-1561860
Northern Trust Investments, Inc 36-3608252
The Northern Trust Company of Delaware 75-3201788
2
Check the appropriate box if a member of a group
Not Applicable (a) [ ]
(b) [ ]
3
S.E.C. use only
4
Citizenship or place of organization
Northern Trust Corporation--a Delaware corporation with principal offices
In Chicago, Illinois
Number of Shares Beneficially owned by Each Reporting Person with
5
Sole Voting Power
931,017
6
Shared Voting Power
4,697,094
7
Sole Dispositive Power
3,331,498
8
Shared Dispositive Power
30,952,247
9
Aggregate amount beneficially owned by each reporting person
34,497,096
10
Check box if the aggregate amount in Row (9) excludes certain shares.
Not Applicable
11
Percent of class represented by amount in Row 9
5.85
12
Type of reporting person
Northern Trust Corporation HC
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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934
Check the following box if a fee is being paid with statement [ ].
1. (a) Carnival Corporation
(Name of Issuer)
(b) 3655 N.W. 87th Avenue, Miami, FL 33178-2428
(Address of Issuer's Principal Executive Offices)
2. (a) Northern Trust Corporation
(Name of Person Filing)
(b) 50 South LaSalle Street, Chicago, Illinois 60603
(Address of Person Filing)
(c) U.S. (Delaware Corporation)
(Citizenship)
(d) Common Stock, par value $0.01 per Share of Carnival Corporation Trust
Shares (representing beneficial interest in P&O Princess Special Voting Trust)
(Title of Class of Securities)
(e) Common Stock: 143658-30-0
Trust Shares: 143658-30-0
(CUSIP Number)
3. This statement is being filed by Northern Trust Corporation as a
[G] Parent Holding Company in accordance with S240.13d-1(b) (1) (ii) (G).
4. (a) 34,497,096
(Amount Beneficially Owned)
(b) 5.85
(Percent of Class)
(c) Number of shares as to which such person has:
(i) 931,017
(Sole Power to Vote or to Direct the Vote)
(ii) 4,697,094
(Shared Power to Vote or to Direct the Vote)
(iii) 3,331,498
(Sole Power to Dispose or Direct Disposition)
(iv) 30,952,247
(Shared Power to Dispose or Direct Disposition)
5. If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
5 percent of the class of securities, check the following: [ ]
6. Statement regarding ownership of 5 percent or more on behalf of another
person:
28,864,216 of the shares reported on this Schedule 13G are held by The
Northern Trust Company of Delaware as trustee of Eternity Four Trust
7.Parent Holding Company reporting on behalf of the following subsidiaries,
all of which are banks as defined in Section 3(a) (6) of the Act:
The Northern Trust Company
50 South LaSalle Street
Chicago, IL 60603
Northern Trust Investments, Inc.
50 South LaSalle Street
Chicago, IL 60603
The Northern Trust Company of Delaware
1201 North Market Street, Suite 1202
Wilmington, Delaware 19801
8. Identification and Classification of Members of the Group.
Not Applicable.
9. Notice of Dissolution of Group.
Not Applicable.
10. By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary
course of business and were not acquired and are not held for the purpose of
or with the effect of changing or influencing the control of the issuer of
such securities and were not acquired and are not held in connection with or
as a participant in any transaction having that purpose or effect, other than
activities solely in connection with a nomination under S240.14a-11
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
NORTHERN TRUST CORPORATION
________________________________
By: Robert P Browne
As its Executive Vice President
DATED: 02-08-2016
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EXHIBIT TO SCHEDULE 13G AMENDMENT
FILED BY NORTHERN TRUST CORPORATION
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549-1004
Attention: Filing Desk, Stop 1-4
RE: Carnival Corporation
Pursuant to the requirement of 240.13d-1(k) (1) (iii), this exhibit shall
constitute our written agreement that the Schedule 13G Amendment to which this
exhibit is attached is filed on behalf of Northern Trust Corporation and of
its subsidiary(ies), as stated below, regarding our respective beneficial
ownership in the above-captioned equity security.
NORTHERN TRUST CORPORATION
_________________________________
By: Robert P Browne
As its Executive Vice President
DATED: 02-08-2016
THE NORTHERN TRUST COMPANY
NORTHERN TRUST INVESTMENTS, INC
THE NORTHERN TRUST COMPANY OF DELAWARE
________________________________________
By: Robert P Browne
As its Executive Vice President or Authorized Representative
DATED: 02-08-2016
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