Royal Caribbean Cruises Ltd.: Response to Carnival's Proposal to Make a Revised Pre-Conditional Offer

MIAMI, Jan. 18, 2002 -- Royal Caribbean (NYSE: RCL) today issues its comments on Carnival Corporation's ("Carnival") (NYSE: CCL) proposal to make a revised pre-conditional offer to P&O Princess Cruises plc ("P&O Princess").

On 19 December, the Board of P&O Princess volunteered an extended timetable under which Carnival had until 18 January to put forward their best offer. Royal Caribbean agreed to a delay of P&O Princess' EGM until 14 February in order to facilitate a full and considered review of the agreed DLC transaction and any alternatives. Against this background, it is surprising that Carnival has chosen not to address the key concerns that had been raised about the earlier pre-conditional proposal. The P&O Princess Board previously concluded that Carnival's proposal was less valuable and less deliverable for its shareholders than the agreed DLC transaction. Carnival's revised proposal represents only a marginal increase in value and has greater uncertainty in relation to conditionality than its previous proposal.

Commenting on Carnival's revised proposal, Richard Fain, Chairman and Chief Executive Officer of Royal Caribbean said: "Despite improving market conditions, we continue to be committed to the DLC combination with P&O Princess on the terms and timetable agreed in November. Carnival again appears to be trying to distract attention from and delay the DLC transaction. The continuation of these distractions is likely to be damaging for the operations of both our businesses. We look forward to this process reaching a conclusion on 14 February. We have seen Carnival's actions and practices in the past. Their actions over the last few weeks certainly appear to follow a pattern we've seen before."

/NOTE TO EDITORS: Goldman Sachs International and Cazenove & Co. Ltd, which are regulated in the United Kingdom by the Financial Services Authority Limited, are acting for Royal Caribbean in connection with the agreed combination and no-one else and will not be responsible to anyone other than Royal Caribbean for providing the protections afforded to customers of Goldman Sachs International and Cazenove & Co. Ltd nor for providing advice in relation to the agreed combination./