MIAMI, May 27, 2002 -- Carnival Corporation (NYSE: CCL)
today issued the following statement in response to unsubstantiated media
reports speculating on a possible divestiture of Cunard Line in order to
receive regulatory clearance in Europe for its proposed bid to acquire P&O
Princess.

Statement

Carnival's Cunard Line is a unique, global, internationally recognized
premium and luxury cruise operator that provides a sophisticated, upscale
cruise experience aboard its vessels, the Caronia and the world famous Queen
Elizabeth 2 (QE2). Cunard currently has under construction two new vessels;
the 150,000 gross-registered-ton Queen Mary 2 (QM2), which will be the world's
largest passenger ship and the first transatlantic liner constructed in more
than three decades, scheduled to enter service in January 2004, and an
as-yet-unnamed 85,000-ton ship scheduled for delivery in January 2005. These
two vessels represent a $1.2 billion investment in the future of Cunard Line
and demonstrate Carnival's full commitment to growing this world recognized
brand. Should Carnival be required to divest assets in Europe as a condition
of regulatory clearance for its proposed bid to acquire P&O Princess, Carnival
would not consider disposing of Cunard Line.

Carnival remains fully dedicated to obtaining regulatory clearance for the
offer for P&O Princess and continues to believe that the proposed transaction
raises no substantive antitrust issues. However, should it ultimately prove
necessary, Carnival would, in certain circumstances, be prepared to consider
disposing of P & O Cruises-UK, although Carnival does not consider this a "non
material disposal". P&O Cruises-UK, a cruise company owned by P&O Princess,
operates a fleet of four ships in the contemporary segment of the UK cruise
market and competes vigorously with numerous other contemporary cruise brands
operating in the UK market, including Royal Caribbean, Carnival Cruise Lines,
Costa and Norwegian Cruise Line.

Carnival is comprised of Carnival Cruise Lines, the world's largest cruise
line based on passengers carried, Holland America Line, Costa Cruises, Cunard
Line, Seabourn Cruise Line and Windstar Cruises. Carnival's various brands
operate 43 ships in the Caribbean, Alaska, Europe, Mexican Riviera, South
America and other worldwide destinations.

Terms used in this announcement have the same meaning as in the announcement
dated 7 February 2002.

Merrill Lynch International and UBS Warburg Ltd., a subsidiary of UBS AG,
are acting as joint financial advisors and joint corporate brokers exclusively
to Carnival and no-one else in connection with the Increased Offer and will
not be responsible to anyone other than Carnival for providing the protections
afforded to clients respectively of Merrill Lynch International and UBS
Warburg Ltd. as the case may be or for providing advice in relation to the
Increased Offer.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain statements in this announcement constitute "forward-looking
statements" within the meaning of the US Private Securities Litigation Reform
Act of 1995. Carnival has tried, wherever possible, to identify such
statements by using words such as "anticipate," "assume," "believe," "expect,"
"intend," "plan" and words and terms of similar substance in connection with
any discussion of future operating or financial performance. These
forward-looking statements, including those which may impact the forecasting
of Carnival's annual cost savings that underlie estimates of synergies and one
time costs to implement synergies, net revenue yields, booking levels, price,
occupancy or business prospects, involve known and unknown risks,
uncertainties and other factors, which may cause Carnival's actual results,
performances or achievements to be materially different from any future
results, performances or achievements expressed or implied by such
forward-looking statements. Such factors include, among others, the
following: general economic and business conditions which may impact levels
of disposable income of consumers and the net revenue yields for Carnival's
cruise products; consumer demand for cruises and other vacation options; other
vacation industry competition; effects on consumer demand of armed conflicts,
political instability, terrorism, the availability of air service and adverse
media publicity; increases in cruise industry and vacation industry capacity;
continued availability of attractive port destinations; changes in tax laws
and regulations; Carnival's ability to implement its brand strategy,
Carnival's ability to implement its shipbuilding program and to continue to
expand its business outside the North American market; Carnival's ability to
attract and retain shipboard crew; changes in foreign currency rates, security
expenses, food, fuel, insurance and commodity prices and interest rates;
delivery of new ships on schedule and at the contracted prices; weather
patterns; unscheduled ship repairs and dry-docking; incidents involving cruise
ships; impact of pending or threatened litigation; and changes in laws and
regulations applicable to Carnival.

Carnival cautions the reader that these risks may not be exhaustive.
Carnival operates in a continually changing business environment, and new
risks emerge from time to time. Carnival cannot predict such risks nor can it
assess the impact, if any, of such risks on its business or the extent to
which any risk, or combination of risks may cause actual results to differ
from those projected in any forward-looking statements. Accordingly,
forward-looking statements should not be relied upon as a prediction of actual
results. Carnival undertakes no obligation publicly to update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise.

CARNIVAL PLANS TO FILE A REGISTRATION STATEMENT ON FORM S-4 AND A STATEMENT
ON SCHEDULE TO WITH THE US SECURITIES AND EXCHANGE COMMISSION IN CONNECTION
WITH COMMENCEMENT OF THE INCREASED OFFER. THE FORM S-4 WILL CONTAIN A
PROSPECTUS AND OTHER DOCUMENTS RELATING TO THE INCREASED OFFER. CARNIVAL
PLANS TO MAIL THE PROSPECTUS CONTAINED IN THE FORM S-4 TO SHAREHOLDERS OF P&O
PRINCESS WHEN THE FORM S-4 IS FILED WITH THE SEC. THE FORM S-4, THE
PROSPECTUS AND THE SCHEDULE TO WILL CONTAIN IMPORTANT INFORMATION ABOUT
CARNIVAL, P&O PRINCESS, THE INCREASED OFFER AND RELATED MATTERS. INVESTORS
AND STOCKHOLDERS SHOULD READ THE FORM S-4, THE PROSPECTUS, THE SCHEDULE TO AND
THE OTHER DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE INCREASED OFFER
CAREFULLY BEFORE THEY MAKE ANY DECISION WITH RESPECT TO THE INCREASED OFFER.
THE FORM S-4, THE PROSPECTUS, THE SCHEDULE TO AND ALL OTHER DOCUMENTS FILED
WITH THE SEC IN CONNECTION WITH THE INCREASED OFFER WILL BE AVAILABLE WHEN
FILED FREE OF CHARGE AT THE SEC'S WEB SITE, AT HTTP://WWW.SEC.GOV. IN
ADDITION, THE PROSPECTUS AND ALL OTHER DOCUMENTS FILED WITH THE SEC IN
CONNECTION WITH THE INCREASED OFFER WILL BE MADE AVAILABLE TO INVESTORS FREE
OF CHARGE BY WRITING TO TIM GALLAGHER AT CARNIVAL CORPORATION, CARNIVAL PLACE,
3655 N.W. 87 AVENUE, MIAMI, FLORIDA, 33178-2428, US.

IN ADDITION TO THE FORM S-4, PROSPECTUS, THE SCHEDULE TO AND THE OTHER
DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE INCREASED OFFER, CARNIVAL
IS OBLIGATED TO FILE ANNUAL, QUARTERLY AND CURRENT REPORTS, PROXY STATEMENTS
AND OTHER INFORMATION WITH THE SEC. PERSONS MAY READ AND COPY ANY REPORTS,
STATEMENTS AND OTHER INFORMATION FILED WITH THE SEC AT THE SEC'S PUBLIC
REFERENCE ROOM AT 450 FIFTH STREET, N.W., WASHINGTON, D.C. 20549. PLEASE CALL
THE SEC AT 1-800-SEC-0330 FOR FURTHER INFORMATION ON THE PUBLIC REFERENCE
ROOM. FILINGS WITH THE SEC ALSO ARE AVAILABLE TO THE PUBLIC FROM COMMERCIAL
DOCUMENT-RETRIEVAL SERVICES AND AT THE WEB SITE MAINTAINED BY THE SEC AT
HTTP://WWW.SEC.GOV.

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