EXHIBIT 24.1
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                               POWER OF ATTORNEY

        Know all by these present, that the undersigned party hereby constitutes
and appoints John J. O'Neil, 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 attorney-in-fact.


        IN WITNESS  WHEREOF,  the undersigned has caused this Power of Attorney
to be executed as of this 8th day of January, 2007.



/s/ Shari Arison
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Name:  Shari Arison