Form 8K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
________________________

FORM 8-K

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 

Date of report (Date of earliest event reported): April 26, 2006
________________________

McDONALD'S CORPORATION
(Exact Name of Registrant as Specified in Its Charter)

Delaware
1-5231
36-2361282
(State or Other Jurisdiction
(Commission
(IRS Employer
of Incorporation)
File Number)
Identification No.)

____________________________

One McDonald's Plaza
Oak Brook, Illinois
(Address of Principal Executive Offices)

60523
(Zip Code)
_______________________________

(630) 623-3000
(Registrant's Telephone Number, Including Area Code)

_______________________________

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[X] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 8.01. Other Events.

On April 26, 2006, McDonald’s Corporation (the “Company”) issued an investor release announcing the Company’s plans to reduce its ownership of Chipotle Mexican Grill, Inc. in the near term through a tax-free exchange and complete the separation of its interest by year-end. The investor release is furnished as Exhibit 99 and is incorporated herein by reference.
 
Item 9.01. Financial Statements and Exhibits.
 
  (d)
Exhibits. 
 
  
  99 
Investor Release of McDonald's Corporation issued April 26, 2006:
McDonald's Announces Plan to Reduce Its Ownership of Chipotle Mexican Grill 
 
 
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SIGNATURES
 
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 

   
McDONALD'S CORPORATION
                  (Registrant)
     
       
Date:
April 27, 2006
By:
 /s/ Gloria Santona        
     
Gloria Santona
     
Corporate Executive Vice President,
General Counsel and Secretary


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Exhibit Index
 
 
Exhibit No. 99  Investor Release of McDonald's Corporation issued April 26, 2006: 
  McDonald's Announces Plan to Reduce Its Ownership of Chipotle Mexican Grill 

 
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