EXHIBIT 24.1
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                                POWER OF ATTORNEY

         Know all by these presents, that each of the undersigned parties
hereby constitutes and appoints each of James M. Dubin, Eric Goodison and John
J. O'Neil, signing singly, such party's true and lawful attorney-in-fact to:

         (1)      execute for and on behalf of such party, all documents
         relating to the reporting of beneficial ownership of securities
         required to be filed with the United States Securities and Exchange
         Commission (the "SEC") pursuant to Section 13(d) or Section 16(a) of
         the Securities Exchange Act of 1934 and the rules thereunder (the
         "Exchange Act"), including, without limitation, Schedule 13D and Form
         3, Form 4 and Form 5 and successive forms thereto;

         (2)      do and perform any and all acts for and on behalf of such
         party that may be necessary or desirable to complete and execute any
         such documents, complete and execute any amendment or amendments
         thereto, and timely file such documents with the SEC and any stock
         exchange, automated quotation system or similar authority; and

         (3)      take any other action of any type whatsoever in furtherance of
         the foregoing which, in the opinion of such attorney-in-fact, may be of
         benefit to, in the best interest of, or legally required by, such
         party, it being understood that the documents executed by such
         attorney-in-fact on behalf of such party pursuant to this Power of
         Attorney shall be in such form and shall contain such terms and
         conditions as such attorney-in-fact may approve in such
         attorney-in-fact's discretion.

Such party hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as such party might or could do if
personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of such party, are not assuming, nor is
Carnival Corporation or Carnival plc assuming, any of the undersigned's
responsibilities to comply with the Exchange Act.

This Power of Attorney shall remain in full force and effect until such party is
no longer required to file such documents with respect to such party's holdings
of and transactions in securities issued by the Carnival Corporation or Carnival
plc, unless earlier revoked by such party in a signed writing delivered to the
foregoing attorneys-in-fact.





         IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 31st day of January, 2005.



ARTSFARE 1992 IRREVOCABLE TRUST

               By: SUNTRUST DELAWARE TRUST COMPANY,
               as Trustee


               By: /s/ Claudia Amlie
                   ------------------------------
                   Claudia Amlie
                   Vice President



SUNTRUST DELAWARE TRUST COMPANY


By: /s/ Claudia Amlie
    ---------------------------
    Claudia Amlie
    Vice President