INDEMNIFICATION AGREEMENT

   INDEMNIFICATION AGREEMENT, dated as of the 31st day of January, 1996,
between Carnival Corporation, a Panamanian corporation (the "Company") and
Shari Arison Dorsman, (the "Director").

   The Company, in order to induce the Director to serve on the Company's
board of directors, wishes to indemnify the Director against certain
expenses and liabilities.

   Accordingly, the parties agree as follows:

   In the event that the Director is made a party or is threatened to be
made a party to any threatened, pending or completed action, suit or
proceeding, whether civil, criminal, administrative or investigative, by
reason of the fact that he has agreed to be nominated as a director of the
Company or that he is or was a director of the Company, the Company shall
indemnify the Director against expenses (including attorneys' fees),
judgments, fines and amounts paid in settlement actually and reasonably
incurred by him in connection with such action, suit or proceeding to the
fullest extent and in the manner set forth in and permitted by the General
Corporation Law of the Republic of Panama and any other applicable law, as
from time to time in effect.  Such right of indemnification shall not be
deemed exclusive of any other rights to which such director or officer may
be entitled apart from the foregoing provisions.
   




   IN WITNESS WHEREOF, the parties have executed this Agreement, or caused
this Agreement to be executed by a duly authorized officer, as of the date
first above written.

                       CARNIVAL CORPORATION
                            By: /s/ Howard S. Frank                    
                             Howard S. Frank, Vice Chairman

                            /s/ Shari Arison Dorsman                 
                                Shari Arison Dorsman