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Carnival & Costa Deal Closer!

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Ray Goldenberg

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Mar 20, 1997, 3:00:00 AM3/20/97
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Hi Everyone,

Here is a press release that I thought you might find interesting.

Best regards,
Ray
LIGHTHOUSE TRAVEL
800-719-9917or 805-566-3905

MIAMI (3/17/97) -- Carnival Corporation (NYSE: CCL) and Airtours plc
(LSE:AIR), today announced the signing of definitive agreements with
the controlling shareholders ("the Syndicate") of Costa Crociere
S.p.A. ("Costa"), an Italian cruise company listed on the Milan stock
exchange. Under the agreements, Carnival and Airtours intend to
jointly acquire 100 percent of the issued share capital of Costa
through the purchase of Il Ponte S.p.A. ("Il Ponte"), whose principal
asset is 29.6 million (or 30.7 percent) of the ordinary shares of
Costa, and through a tender offer to acquire all the shares in Costa
not owned by Il Ponte ("the Offer"). Carnival and Airtours have
received irrevocable undertakings from the Syndicate to
accept the Offer in respect of 25.2 million (or 26.2 percent)
ordinary shares in Costa. Through these agreements, Carnival and
Airtours have received commitments in respect of 56.9 percent of the
issued ordinary share capital of Costa.

The agreements provide that the price of the Costa securities will be
3,875 Lire per ordinary share, 2,500 Lire per savings share and 285
Lire per savings share warrant. Assuming full acceptance under the
offer, and completion of the acquisition of Il Ponte, the cost of the
acquisition would be approximately $300 million cash with Carnival
Corporation and Airtours plc each contributing 50 percent of that
amount. Carnival Corporation currently owns a 29.5 percent interest in
Airtours plc, a vertically integrated travel company based in the U.K.

Closing of the transaction is subject to regulatory approvals and the
successful completion of the tender offer. The tender offer for the
ordinary shares is conditioned upon Carnival and Airtours receiving
acceptances from 90 percent of the ordinary shares and 75 percent of
the total fully diluted capital of Costa with these acceptance levels
including the Costa securities held by Il Ponte and the Syndicate. The
tender offers for the savings shares and the savings share warrants
will be conditioned upon minimum acceptances of 80 percent of each and
the successful completion of the tender offer for the ordinary shares.
No assurance can be given that the foregoing conditions will be
satisfied, that the minimum acceptances will be received in respect of
each class of equity securities under the tender offers or, that the
transaction will be finalized.

Micky Arison, Carnival's chairman and CEO, indicated that the
acquisition, which is expected to close late spring 1997, is not
expected to be dilutive to Carnival's earnings per share.

Costa, based in Genoa, Italy, is the largest European-based cruise
company and currently operates eight ships on worldwide itineraries
principally in Europe and North and South America. Costa will continue
to operate under the Costa brand name. Nicola Costa will continue in
his position as chairman of the company.

Carnival Corporation is comprised of Carnival Cruise Lines, the
world's largest cruise line based on passengers carried, Holland
America Line, Windstar Cruises and Seabourn Cruise Line, which
combined operate 25 ships in the Caribbean, Alaska and other worldwide
destinations. Combined, Carnival Cruise Lines and Holland America Line
have seven new ships slated for delivery over the next three years.
The Carnival Triumph is scheduled to enter service in 1999 and
Carnival Victory in 2000. Carnival also has two 70,000-ton
SuperLiners, the MS Elation and MS Paradise, under construction and
expected to debut in February and November 1998, respectively. Holland
America Line also has three new ships on order, including the
62,000-ton Rotterdam VI, and two 65,000-ton cruise ships expected to
debut in 1999. Carnival has formed a joint venture with Hyundai
Merchant Marine to establish an Asian-based cruise line to be named
Carnival Cruises Asia. Carnival Cruises Asia is scheduled to begin
cruise operations in the Far East in the spring of 1998.
Best regards,
Ray
LIGHTHOUSE TRAVEL
800-719-9917 or 805-566-3905

Corey B Litwin

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Mar 20, 1997, 3:00:00 AM3/20/97
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It seems that each day Carnival is gobbling up more and more of
the cruise market.

I really think that there are going to be some major acquisitions
in the cruise industry before the summer is over. Maybe even a buy-out
comparable to Princess buying Sitmar in the 1980's.

- Corey B Litwin
Litwin Travel
http://www.litwintravel.com


Bill Dove

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Mar 22, 1997, 3:00:00 AM3/22/97
to Corey B Litwin
Howdy!

And how about this... The new Pan American Airlines just purchased
Carnival air. Now they have more than 2 airplanes.

Bill Dove
Adorable You Custom Caps

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