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April 5, 2004

Cunard orders new Queen Victoria from Fincantieri

Carnival Corporation & plc is proceeding with a significant restructuring of its capacity in the British market. Cunard Line's Queen Victoria, currently under construction in the Fincantieri Marghera Yard, will be transferred to P&O Cruises and renamed the Arcadia. The new Arcadia is scheduled to enter service in April 2005.

Cunard Line has ordered an enhanced Queen Victoria, also to be built by Fincantieri Cantieri Navali Italiani S.p.A, which is now scheduled to enter service in January 2007

The new Queen Victoria will accommodate some 1,850 passengers and is expected to have an all-in cost of approximately Euro 390 million.

Carnival says the new Queen Victoria "will be more consistent with the grand ocean liner style of the Queen Mary 2 and Queen Elizabeth 2, and will include more luxury suites and mini-suites, and more classic culinary experiences including Queens and Princess Grills, and an upscale Todd English alternative restaurant."

Like the Queen Mary 2 and Queen Elizabeth 2, the new Queen Victoria will be marketed to passengers in both the United States and United Kingdom, as well as to passengers in Australasia and Asia.

P&O Cruises, the leading cruise brand in the United Kingdom, will take delivery of the new 1,968-bed Arcadia in April 2005. At 85,000 tons, with an all-in cost of approximately #225 million she will be the largest cruise ship built exclusively for the British market. The ship, with 677 balcony cabins and alternative dining venues, will raise the quality of the P&O fleet still further.

Arcadia, which was ordered prior to the combination of P&O Princess Cruises plc and Carnival Corporation, was originally designed to provide a premium British cruise experience and is well suited to delivering the P&O Cruises product to its British customers.

To provide an alternative cruise product for the British market and to satisfy the growing consumer demand for a more informal, upscale cruise experience, the Princess Cruises brand will allocate more of its capacity to the U.K .market.

The 77,000-ton, 1,950-lower berth Adonia, currently sailing as part of the four ship P&O Cruises fleet, will be transferred to Princess Cruises in May 2005. This ship will reclaim the name Sea Princess, which it was originally given at the time of its delivery by Fincantieri to Princess Cruises in 1998, prior to its subsequent transfer to P&O Cruises.

As the first Princess Cruises ship with itineraries tailored specifically to meet the preferences of British passengers, Sea Princess will spearhead an increase in Princess Cruises' capacity dedicated to the UK market. It will operate cruises from the U.K. in the summer and 14-day Caribbean cruises in the winter. These itineraries will also be attractive to North American customers.

In May 2005, the Royal Princess, which currently sails for Princess Cruises, will be renamed the Artemis and join the P&O Cruises fleet, which will bring the number of vessels in the P&O Cruises fleet to five. Already a classic medium-sized ship with all outside staterooms, the 45,000-ton, 1,200- bed Artemis will be converted to a British-style vessel prior to entering service for P&O Cruises.

The transfers of Adonia to Princess Cruises and the Royal Princess to P&O Cruises will further increase the capacity growth of the successful Princess brand to approximately 16 percent in 2005. The average age of the Princess fleet will be reduced to approximately four years, the percentage of the fleet's total number of cabins with balconies will increase to 54 percent and the greater consistency of the Princess fleet achieved with these transfers will further improve its ability to provide personal choice cruising and anytime dining.

For P&O Cruises, the net effect of the transfer of ships will result in a 2005 capacity increase of approximately 8 percent and almost 40 percent of the fleet's cabins will then have balconies, a feature which has become so highly desirable by today's cruisers.

"The tremendous success of the Queen Mary 2, and the potential to grow and offer further choice for UK cruise passengers, prompted these changes. We will now have brands and ships that cater to all the differing needs of the growing and diversifying United Kingdom passenger base," said Peter Ratcliffe, chief executive officer of P&O Princess Cruises International and an executive director of Carnival Corporation & plc.

"Cunard Line, P&O Cruises and Princess Cruises will all benefit from these moves and the changes are a further fulfillment of the fleet optimization opportunities offered by the recent combination of P&O Princess Cruises plc and Carnival Corporation."

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