Exhibit 10.1

                           CARNIVAL CORPORATION & plc
                         NON-EXECUTIVE BOARD OF DIRECTOR
                              CRUISE BENEFIT POLICY
                              As of March 14, 2005

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                                                       Issue Date: July 17, 2005
                    Carnival Corporation & plc
                 Non-Executive Board of Director   Approved by BOD July 17, 2005
                       Cruise Benefit Policy
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1.0   PURPOSE

      1.1.  The  purpose  of  this   policy  is  to  provide   guidance  to  the
            Non-executive  Board of Directors  ("NED")  concerning  their Cruise
            Benefits  from Carnival  Corporation  & plc  Operating  Companies as
            approved by the Boards of Directors.

2.0   SCOPE

      2.1.  This policy applies to all active and/or retired NED(s).

3.0   GENERAL POLICY STATEMENTS

      3.1.  This policy allows each NED up to two confirmed cruises per calendar
            year for a combined  total of 14-days (or less) in the best  outside
            cabin  available for a fare of $35 per day. The cruise is determined
            based on space available and certain blackout dates apply.

      3.2   Guests  traveling  with the NED in the same  stateroom  will each be
            charged a fare of $35 per day.

      3.3   Other family members traveling with the NED can book confirmed space
            at the special rate of 15% off lowest available rate.

      3.4   All other charges  associated with the cruise are the responsibility
            of the NED (e.g., air, government fees & taxes,  gratuities,  ground
            transfers, tours, etc.).

      3.5   A "Cruise  Experience  Report"  is  required  for each NED who takes
            advantage of the cruise  benefit (see point 4.4 below for details on
            the requirements of the "Cruise Experience Report").

4.0   ADMINISTRATIVE REQUIREMENTS

      4.1.  Cruise  Travel  Request  Forms
            The NED should contact the Carnival  Corporate  Legal  Department to
            obtain and complete the "Cruise Travel Request Form" specific to the



            brand the NED is  requesting to sail.  Any  questions  regarding the
            travel  form  should be directed  to the  Carnival  Corporate  Legal
            Department.

      4.2.  Review & Approval

            The  Corporate  Legal  Department  will  process  the Cruise  Travel
            Request Form and advise the NED regarding cabin availability for the
            dates requested.

      4.3.  Cruise Documentation Requirements

            The NED and their guest will be required to adhere to each operating
            company's cruise documentation requirements.  Failure to comply with
            the operating company's documentation  requirements at check-in time
            could prevent the NED and/or their guest from sailing.

      4.4.  "Cruise Experience Report"

            Prior to the  departure  of a cruise,  the NED is required to obtain
            from the Carnival  Corporate Legal Department the "Cruise Experience
            Report" requirements (e.g.,  objectives/scope of report) specific to
            the brand on which the cruise  will be taken.  The report  should be
            completed  and  submitted  to Carnival  Corporate  Legal  department
            within 45 days after the cruise.