UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) November 7, 2006
Carnival Corporation Carnival plc
(Exact name of registrant (Exact name of registrant
as specified in its charter) as specified in its charter)
Republic of Panama England and Wales
(State or other jurisdiction (State or other jurisdiction
of incorporation) of incorporation)
1-9610 1-15136
(Commission File Number) (Commission File Number)
59-1562976 98-0357772
(IRS Employer (IRS Employer
Identification No.) Identification No.)
3655 N.W. 87th Avenue Carnival House, 5 Gainsford Street,
Miami, Florida 33178-2428 London SE1 2NE, United Kingdom
(Address of principal (Address of principal
executive offices) executive offices)
(Zip Code) (Zip Code)
(305) 599-2600 011 44 20 7940 5381
(Registrant's telephone number, (Registrant's telephone number,
including area code) including area code)
None None
(Former name or former address, (Former name or former address,
if changed since last report.) if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrants under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Section 2 - Financial Information
Item 8.01 Other Events.
Set forth in Exhibit 99.1 and incorporated herein by reference are the
Carnival Corporation & plc consolidated financial statements as of November 30,
2005 and 2004 and for each of the three years in the period ended November 30,
2005, which have been adjusted to reflect a change in Carnival Corporation &
plc's dry-dock accounting policy and certain 2005 and 2004 reclassifications as
described in Note 2 to these consolidated financial statements. These
consolidated financial statements are being filed in order to meet certain
technical requirements in connection with a planned Carnival plc Eurobond
offering guaranteed by Carnival Corporation. The offering is expected to be
launched in the near future, subject to market conditions. The securities
offered in the offering will not be registered under the U.S. Securities Act of
1933 ("Securities Act"). The securities may not be offered or sold in the U.S.
or to U.S. persons (other than distributors) unless the securities are
registered under the Securities Act or an exemption from the registration
requirements of the Securities Act is available.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit 23 Consent of Independent Registered Public Accounting
Firm.
Exhibit 99.1 The Carnival Corporation & plc consolidated financial
statements as of November 30, 2005 and 2004 and for
each of the three years in the period ended November
30, 2005.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each
of the registrants has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CARNIVAL CORPORATION CARNIVAL PLC
By: /s/Gerald R. Cahill By: /s/Gerald R. Cahill
------------------- -------------------
Name: Gerald R. Cahill Name: Gerald R. Cahill
Title: Executive Vice President Title: Executive Vice President
and Chief Financial and and Chief Financial and
Accounting Officer Accounting Officer
Date: November 7, 2006 Date: November 7, 2006