LONDON, Jan. 17, 2002 -- P&O Princess notes the announcement made
today by Carnival concerning its revised pre-conditional takeover proposal.

The Board of P&O Princess, which is being advised by Schroder Salomon Smith
Barney, will consider this proposal in detail and will make a further
announcement in due course.

Schroder Salomon Smith Barney and Credit Suisse First Boston (Europe)
Limited, which are regulated in the United Kingdom by The Securities and
Futures Authority Limited, are acting for P&O Princess Cruises plc and no one
else in connection with the proposal from Carnival and will not be responsible
to anyone other than P&O Princess Cruises plc for providing the protections
afforded to customers of Schroder Salomon Smith Barney and Credit Suisse First
Boston (Europe) Limited or for providing advice in relation to the approach.

The directors of P&O Princess accept responsibility for the information
contained in this announcement. To the best of the knowledge and belief of
the directors of P&O Princess (who have taken all reasonable care to ensure
that such is the case), the information contained herein for which they accept
responsibility is in accordance with the facts and does not omit anything
likely to affect the import of such information.