0001169232-08-000308 Sample Contracts

CARNIVAL CORPORATION EXECUTIVE RESTRICTED STOCK AGREEMENT
Executive Restricted Stock Agreement • January 29th, 2008 • Carnival Corp • Water transportation • Florida

THIS AGREEMENT (the “Agreement”), is made effective as of ______, ____, (hereinafter the “Grant Date”) between Carnival Corporation, a corporation organized under the laws of the Republic of Panama (the “Company”), and ________________ (the “Executive”), pursuant to the amended and restated Carnival Corporation 2002 Stock Plan (the “Plan”) and that certain Executive Long-Term Compensation Agreement effective as of January 15, 2008 between the Company and Executive (the “LTCA”).

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CARNIVAL CORPORATION RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • January 29th, 2008 • Carnival Corp • Water transportation • Florida

Carnival Corporation (the “Company”), having heretofore adopted the Carnival Corporation 2002 Stock Plan (as amended through the date hereof) (the “Plan”), hereby irrevocably grants to ______________ (the “Executive”), effective ________________ (the “Grant Date”), a Restricted Stock Unit Award (the “RSU Award”), consisting of _______________ restricted stock units (“RSUs”), which is in the form of a conditional allocation of shares in the Company, on terms and conditions set forth herein. Each capitalized term used in this Agreement and not otherwise defined herein shall have the meaning assigned to it in the Plan.

CARNIVAL CORPORATION AMENDED AND RESTATED RESTRICTED STOCK UNIT AWARD AGREEMENT
Director Stock Plan • January 29th, 2008 • Carnival Corp • Water transportation • Florida

THIS AGREEMENT (the “Agreement”) made between Carnival Corporation, a corporation organized under the laws of the Republic of Panama (the “Company”) and _________ (the “Director”). The Company hereby grants to the Director, on ____________ (the “Grant Date”), the Restricted Stock Unit Award (the “RSU Award”), consisting of ___________ restricted stock units (“RSUs”), on the following terms and conditions, and subject to the Director’s execution of this Agreement and the terms and conditions of the Carnival Corporation Amended and Restated 2001 Outside Director Stock Plan (the “Plan”):

AMENDED AND RESTATED CARNIVAL CORPORATION RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock • January 29th, 2008 • Carnival Corp • Water transportation • Florida

THIS AGREEMENT (the “Agreement”) made between Carnival Corporation, a corporation organized under the laws of the Republic of Panama (the “Company”) and _____ (the “Director”). The Company hereby grants to Director, on ____________ (the “Grant Date”), a Restricted Stock Award consisting of __________ Shares (hereinafter called the “Restricted Shares”), on the following terms and conditions and subject to the Director’s execution of this Agreement and the terms and conditions of the Carnival Corporation Amended and Restated 2001 Outside Director Stock Plan (the “Plan”):

CARNIVAL CORPORATION EXECUTIVE RESTRICTED STOCK AGREEMENT
Executive Restricted Stock Agreement • January 29th, 2008 • Carnival Corp • Water transportation • Florida

THIS AGREEMENT (the “Agreement”) is made effective as of ______, ____, (hereinafter the “Grant Date”) between Carnival Corporation, a corporation organized under the laws of the Republic of Panama (the “Company”), and _________________ (the “Executive”), pursuant to the amended and restated Carnival Corporation 2002 Stock Plan (the “Plan”).

RETIREMENT AGREEMENT
Retirement Agreement • January 29th, 2008 • Carnival Corp • Water transportation • Florida

THIS RETIREMENT AGREEMENT (“Agreement”) entered into as of this 18th day of September 2007, by and between CARNIVAL CORPORATION, a corporation organized under the laws of the Republic of Panama (the “Corporation”), and ROBERT H. DICKINSON, residing in the County of Miami-Dade, State of Florida (the “Employee”).

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