Throughout the applicable period, Carnival was the world's largest multiple-night cruise company based on the number of passengers carried, revenues generated, and available capacity. Carnival operated approximately 43 ships under five cruise brands, including 14 ships of the "Carnival Cruise Line." On July 28, 1998, the start of the class period, Carnival issued a press release announcing, among other things, that the company expected to meet Wall Street earnings estimates for the year. On December 16, 1998, Carnival issued a press release announcing that it had been added to Standard & Poor's 500 Composite Stock Price Index, and that there was increased demand for Carnival shares. Carnival also announced its intention to sell up to 17 million shares of its common stock, for approximately $725 million, for its business expansions and shipbuilding program. On December 22, 1998, the company announced the completion of the equity offering of shares, priced at $42.9375 per share.

On February 15, 2000, Carnival revealed that one of its cruise ships, carrying over 4,000 passengers, was adrift after technical problems crippled its engines and the forced cancellation of its stops and return to port would require passenger refunds and charges to earnings. On February 28, 2000, the last day of the class period, Carnival filed its fiscal 1999 Form 10-K with the SEC. The fiscal 1999 Form 10-K disclosed that Carnival had recognized substantial amounts of "other income" upon its acquisition of vessels.

The action alleges, among other things, that Carnival issued materially false and misleading press releases and other statements regarding its operations during the class period as part of a scheme to artificially inflate the value of Carnival's securities. A principal part of the company’s alleged scheme included the failure to report operational and safety failures and the overstatement of income during the class period. It was alleged that accurately reporting such information would have, among other things, harmed Carnival's ability to meet securities analysts' consensus revenue and earnings expectations, Carnival's ability to successfully complete the $725 million offering of Carnival stock, Carnival's common stock price (including the price received on stock sales by certain individual defendants), and Carnival's continuing use of that inflated common stock as consideration in its acquisitions of other companies.

The action further alleges that stockholders purchased the common stock of Carnival during the class period at artificially inflated prices as a result of the the company’s dissemination of materially false and misleading statements regarding its operations.

There were approximately 284 million shares of Carnival common stock traded during the applicable period, all of which may have been damaged as a result of alleged wrongdoing. The average recovery per damaged share of Carnival common stock under the Settlement is estimated to be 1.2˘ per damaged share before deduction of court-awarded attorneys' fees and expenses. Depending on the number of claims submitted, when during the period a stockholder purchased his or her shares of Carnival common stock, and whether those shares were held at the end of the period or sold during the period, and if sold, when they were sold, an individual stockholder may receive more or less than this average amount.

Under the relevant securities laws, a claimant's recoverable damages are limited to the losses attributable to the alleged securities law violations. Losses which resulted from factors other than an alleged securities law violation are not recoverable from the settlement fund.

Claim forms may be downloaded from the claim administrator’s settlement website, or may be requested by calling (800) 654-5763. Completed claim forms should be mailed to the administrator at:

In re Carnival Corporation Securities Litigation
Gilardi & Co., LLC
P.O. Box 990
Corte Madera, CA 94976-0990

The settlement will not be effective until the court grants it final approval. The court has scheduled a hearing on the matter for January 13, 2004.