<DOCUMENT>
<TYPE>10-K/A
<SEQUENCE>1
<FILENAME>d0770672_10-k.txt
<DESCRIPTION>AMENDMENT TO ANNUAL REPORT
<TEXT>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the fiscal year ended November 30, 2006 or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ______________ to ________________
Commission file number: 1-9610 Commission file number: 1-15136
Carnival Corporation Carnival plc
---------------------------- ----------------------------
(Exact name of registrant as (Exact name of registrant as
specified in its charter) specified in its charter)
Republic of Panama England and Wales
------------------------------ -------------------------------
(State or other jurisdiction of (State or other jurisdiction of
incorporation or organization) incorporation or organization)
59-1562976 98-0357772
----------------- ------------------
(I.R.S. Employer (I.R.S. Employer
Identification No.) Identification No.)
3655 N.W. 87th Avenue Carnival House, 5 Gainsford Street,
Miami, Florida 33178-2428 London SE1 2NE, United Kingdom
------------------------- ------------------------------
(Address of principal (Address of principal
executive offices) executive offices)
(Zip code) (Zip code)
(305) 599-2600 011 44 20 7940 5381
------------------------------ -------------------------------
(Registrant's telephone number, (Registrant's telephone number,
including area code) including area code)
Securities registered pursuant Securities registered pursuant
to Section 12(b) of the Act: to Section 12(b) of the Act:
Title of each class Title of each class
------------------- -------------------
Common Stock Ordinary Shares each represented
($.01 par value) by American Depositary Shares
($1.66 par value), Special
Voting Share, GBP 1.00 par value
and Trust Shares of beneficial interest
in the P&O Princess Special Voting Trust
Name of each exchange on which Name of each exchange on which
registered registered
------------------------------ ------------------------------
New York Stock Exchange, Inc. New York Stock Exchange, Inc.
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrants are well-known seasoned issuers,
as defined in Rule 405 of the Securities Act. Yes [x] No [ ]
Indicate by check mark if the registrants are not required to file reports
pursuant to Section 13 or Section 15(d) of the Act. Yes [ ] No [x]
Indicate by check mark whether the registrants (1) have filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrants were required to file such reports), and (2) have been subject to
such filing requirements for the past 90 days. Yes [x] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrants' knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [x]
Indicate by check mark whether the registrants are large accelerated
filers, accelerated filers, or non-accelerated filers. See definition of
"accelerated filer and large accelerated filer" in Rule 12b-2 of the Act). Large
Accelerated Filers [x] Accelerated Filers [ ] Non-Accelerated Filers [ ]
Indicate by check mark whether the registrants are shell companies (as
defined in Rule 12b-2 of the Act). Yes [ ] No [x]
The aggregate market value of the The aggregate market value of the
voting and non-voting common equity voting and non-voting common equity
held by non-affiliates computed by held by non-affiliates computed by
reference to the price at which the reference to the price at which the
common equity was last sold was $15.98 common equity was last sold was $6.94
billion as of the last business day of billion as of the last business day of
the registrant's most recently the registrant's most recently
completed second fiscal quarter. completed second fiscal quarter.
At February 5, 2007, Carnival At February 5, 2007, Carnival plc had
Corporation had outstanding 623,106,732 outstanding 213,115,941 Ordinary
shares of its Common Stock, $.01 par Shares $1.66 par value, one Special
value. Voting Share, GBP 1.00 par value and
623,106,732 Trust Shares of beneficial
interest in the P&O Princess Special
Voting Trust.
<PAGE>
Item 15. Exhibits, Financial Statement Schedules.
(a) (1) Financial Statements
Carnival Corporation & plc is filing this amendment to its 2006 joint
Annual Report on Form 10-K to amend Exhibit 13, which is incorporated herein by
reference.
Explanatory Note
This amendment is necessary to correct a typographical error for one word
in the second to the last sentence in the third paragraph under "Management's
Discussion and Analysis of Financial Condition and Results of Operations -
Outlook For Fiscal 2007 ("2007")" from "not" to "now," so that this sentence
reads "Our earnings per share for the first quarter of 2007 is now expected to
come in at the high end of the range of our December guidance of $0.33 to $0.35
per share because of lower fuel costs."
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, each of the registrants has duly caused
this report to be signed on its behalf by the undersigned thereunto duly
authorized.
CARNIVAL CORPORATION CARNIVAL PLC
/s/ Micky Arison /s/ Micky Arison
---------------- ----------------
Micky Arison Micky Arison
Chairman of the Board of Chairman of the Board of
Directors and Chief Executive Officer Directors and Chief Executive Officer
February 12, 2007 February 12, 2007
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of
each of the registrants and in the capacities and on the dates indicated.
CARNIVAL CORPORATION CARNIVAL PLC
/s/ Micky Arison /s/ Micky Arison
---------------- ----------------
Micky Arison Micky Arison
Chairman of the Board of Chairman of the Board of
Directors and Chief Executive Officer Directors and Chief Executive Officer
February 12, 2007 February 12, 2007
/s/ Howard S. Frank /s/ Howard S. Frank
------------------- -------------------
Howard S. Frank Howard S. Frank
Vice Chairman of the Board of Vice Chairman of the Board of
Directors and Chief Operating Officer Directors and Chief Operating Officer
February 12, 2007 February 12, 2007
/s/ Gerald R. Cahill /s/ Gerald R. Cahill
-------------------- --------------------
Gerald R. Cahill Gerald R. Cahill
Executive Vice President Executive Vice President
and Chief Financial and and Chief Financial and
Accounting Officer Accounting Officer
February 12, 2007 February 12, 2007
/s/ *Richard G. Capen, Jr. /s/ *Richard G. Capen, Jr.
-------------------------- --------------------------
Richard G. Capen, Jr. Richard G. Capen, Jr.
Director Director
February 12, 2007 February 12, 2007
/s/ *Robert H. Dickinson /s/ *Robert H. Dickinson
------------------------ ------------------------
Robert H. Dickinson Robert H. Dickinson
Director Director
February 12, 2007 February 12, 2007
/s/ *Arnold W. Donald /s/ *Arnold W. Donald
--------------------- ---------------------
Arnold W. Donald Arnold W. Donald
Director Director
February 12, 2007 February 12, 2007
/s/ *Pier Luigi Foschi /s/ *Pier Luigi Foschi
---------------------- ----------------------
Pier Luigi Foschi Pier Luigi Foschi
Director Director
February 12, 2007 February 12, 2007
/s/ *Richard J. Glasier /s/ *Richard J. Glasier
----------------------- -----------------------
Richard J. Glasier Richard J. Glasier
Director Director
February 12, 2007 February 12, 2007
<PAGE>
/s/ *Baroness Sarah Hogg /s/ *Baroness Sarah Hogg
------------------------ ------------------------
Baroness Hogg Baroness Hogg
Director Director
February 12, 2007 February 12, 2007
/s/ *A. Kirk Lanterman /s/ *A. Kirk Lanterman
---------------------- ----------------------
A. Kirk Lanterman A. Kirk Lanterman
Director Director
February 12, 2007 February 12, 2007
/s/ *Modesto A. Maidique /s/ *Modesto A. Maidique
------------------------ ------------------------
Modesto A. Maidique Modesto A. Maidique
Director Director
February 12, 2007 February 12, 2007
/s/ *Sir John Parker /s/ *Sir John Parker
-------------------- --------------------
Sir John Parker Sir John Parker
Director Director
February 12, 2007 February 12, 2007
/s/ *Peter G. Ratcliffe /s/ *Peter G. Ratcliffe
----------------------- -----------------------
Peter G. Ratcliffe Peter G. Ratcliffe
Director Director
February 12, 2007 February 12, 2007
/s/ *Stuart Subotnick /s/ *Stuart Subotnick
--------------------- ---------------------
Stuart Subotnick Stuart Subotnick
Director Director
February 12, 2007 February 12, 2007
/s/ *Laura Weil /s/ *Laura Weil
--------------- ---------------
Laura Weil Laura Weil
Director Director
February 12, 2007 February 12, 2007
/s/ *Uzi Zucker /s/ *Uzi Zucker
--------------- ---------------
Uzi Zucker Uzi Zucker
Director Director
February 12, 2007 February 12, 2007
*By: /s/ Arnaldo Perez *By: /s/ Arnaldo Perez
---------------------- ----------------------
(Arnaldo Perez (Arnaldo Perez
Attorney-in-fact) Attorney-in-fact)
February 12, 2007 February 12, 2007
</TEXT>
</DOCUMENT>