SecProbe.io

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May 19, 2006

Securities and Exchange Commission
Division of Corporate Finance
100 F.  Street, N.E.
Washington, D.C. 20549-0305
Attention:  Mr. David Humphrey

RE: Carnival Corporation & plc (the "Company")
    Form 10-K for the Year Ended November 30, 2005
    File 001-09610

Dear Mr. Humphrey:

      The staff of the Securities and Exchange Commission reviewed the Company's
response letter, dated March 31, 2006, to the staff's initial comment letter
issued upon the staffs' review of the Company's Form 10-K for the year ended
November 30, 2005. The staff transmitted their comments to us in your letter
dated April 20, 2006 (the "Comment Letter"), as well as in subsequent telephone
conversations. In connection therewith, we are providing our responses to the
staff's additional comments on behalf of the Company as follows. For ease of
reference, we have copied each of your inquiries and followed each inquiry with
the Company's response.

Form 10-K For the Fiscal Year Ended November 30, 2005
Item 8-Financial Statements and Supplementary Data
Note 2-Summary of Significant Accounting Policies

Property and Equipment, page F-6

1.    We note your response to our prior comment #1. In this regard, we believe
      you should rigorously re-review capitalized dry-docking and wet-dock costs
      to determine whether they significantly improve or extend the life of the
      vessels. Your accounting policy states that you expense repair and
      maintenance costs as incurred and that only ship improvement costs that
      add value to ships are capitalized to the ships. If costs do not
      significantly improve or extend the life of the vessel, we believe that
      they should not be capitalized. For example, if you perform any repairs
      and maintenance during the repositioning voyages to and from the dry-dock
      facility or during dry-docking, those costs should be expensed in
      accordance with your accounting policy (including parts and materials used
      during these repairs.) In addition, we believe that incidental costs, such
      as the cost of the fuel during the repositioning voyages to and from the
      dry-dock facility, should be expensed as incurred as they do not provide
      any future economic benefit and, therefore, do not meet the definition of
      an asset under CON 6. Please revise your accounting policy and description
      of capitalized dry-docking and wet-dock costs accordingly.

RESPONSE: Although we have accounted for dry-dock costs, which are planned major
maintenance activities ("PMMA"), under the deferral method since 1987, we
understand that the SEC Division of Corporate Finance's staff believe that the
direct expense method is the preferable method of accounting for PMMA costs.
Accordingly, after reviewing the alternative PMMA accounting methods and their
impact on our results of operations and administrative requirements of the
different accounting methods, we have decided to

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change our method of accounting for dry-dock costs from the deferral method to
the direct expense method commencing with our 2006 second quarter Form 10-Q. We
have been advised by our independent registered certified public accounting firm
that they will provide us with a preferability letter as to this change in
accounting, which we will file in our 2006 second quarter Form 10-Q. In
connection with this change in accounting, we have also elected to early adopt
Statement of Financial Accounting Standards No. 154 "Accounting Changes and
Error Corrections" and, accordingly, we will be retrospectively applying this
change to the direct expense method to all prior periods presented in future
filings.

Revenue and Expense Recognition, page F-8

2.    Please review future filings to include disclosure of your accounting
      policy with respect to revenues derived from providing air transportation
      and shore excursions for your passengers. Your disclosures should also
      include a discussion of whether you account for these revenues on a gross
      or net basis in accordance with EITF 99-19.

RESPONSE: We will include disclosures in our future filings, as appropriate, as
to our accounting policy with respect to revenues derived from providing air
transportation and shore excursions, including whether they are presented on a
gross or net basis in accordance with EITF 99-19.

                 ***********************************************

      As requested in the Comment Letter, we hereby acknowledge that the Company
is responsible for the adequacy and accuracy of the disclosure in the filing;
staff comments or changes to disclosure in response to staff comments do not
foreclose the Commission from taking any action with respect to the filing; and
the Company may not assert staff comments as a defense in any proceeding
initiated by the Commission or any person under the federal securities laws of
the United States.

If you have any questions regarding the Company's responses, please contact
either me at (305) 406-4808 or Larry Freedman, Vice President Finance and
Controller at (305) 406-5755.

Respectfully submitted,

/s/ Gerald R. Cahill
--------------------
Gerald R. Cahill
Executive Vice President and Chief Financial and Accounting Officer

cc:  Micky Arison

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