Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  BUCKELEW ALAN
2. Date of Event Requiring Statement (Month/Day/Year)
06/21/2007
3. Issuer Name and Ticker or Trading Symbol
CARNIVAL CORP [CCL]
(Last)
(First)
(Middle)
C/O CARNIVAL CORPORATION, 3655 NW 87TH AVENUE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Pres. & CEO, Princess Cruises
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

MIAMI, FL 33178
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 26,040 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock Units (2)   (3)   (3) Common Stock 8,165 $ (3) D  
Stock Options (Right to Buy) 02/26/2007 02/26/2014 Common Stock 18,203 $ 44.91 D  
Stock Options (Right to Buy) 01/17/2008 01/17/2013 Common Stock 100,505 $ 57.3 D  
Stock Options (Right to Buy) 02/28/2008 02/28/2015 Common Stock 17,151 $ 54.12 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BUCKELEW ALAN
C/O CARNIVAL CORPORATION
3655 NW 87TH AVENUE
MIAMI, FL 33178
      Pres. & CEO, Princess Cruises  

Signatures

Alan Buckelew 06/28/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes 7,852 restricted stock units which represent a hypothetical interest in Carnival Corporation common stock, which may only be settled in shares.
(2) The phantom stock units were accrued under Carnival plc's deferred compensation plan. 8,165 units were accrued on April 17, 2003 at a price of $26.565 per unit.
(3) The units are to be settled 100% in cash upon the reporting person's retirement or other termination of employment. The reporting person will receive the investment experience relative to the performance of Carnival Corporation's shares on the date of settlement.

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