8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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): March 20, 2006

                               SEA CONTAINERS LTD.
             (Exact name of registrant as specified in its charter)


             Bermuda                      1-7560              98-0038412
          (State or other              (Commission           (IRS Employer
   jurisdiction of incorporation)      File Number)       Identification No.)



                               22 Victoria Street
                             Hamilton HM 12, Bermuda
               (Address of principal executive offices) (Zip Code)

                                  441-295-2244
               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):

[ ]  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))






Item 1.01   Entry into a Material Definitive Agreement

         In connection with the resignation of Mr. James B. Sherwood as chairman
of the Company's board of directors (see Item 5.02 below), the board of
directors approved, and Registrant entered into, a separation agreement with Mr.
Sherwood.

         In recognition of Mr. Sherwood's 41 years of service with the Company
and its subsidiaries, the Company agreed to pay Mr. Sherwood a termination
payment of $200,000 per year for a period of ten years, in equal monthly
installments commencing April 1, 2006. If Mr. Sherwood dies before having
received his annual termination payment for the full ten-year period, the
monthly installments remaining for the balance of the ten-year period will be
paid to his spouse, if she is living, or if she is not, to Mr. Sherwood's
estate.

         In addition to the termination payment described in the preceding
paragraph, the separation agreement confirmed Mr. Sherwood's entitlement to
receive specified accrued retirement benefits payable under the employee benefit
plans of Sea Containers America Inc., a subsidiary of the Company.

         Further information as to the terms of Mr. Sherwood's departure from
the Registrant can be found in the Registrant's press release dated March 21,
2006, being filed as an exhibit to this report. The separation agreement will be
filed as an exhibit to the Registrant's annual report on Form 10-K for the
fiscal year ended December 31, 2005.


Item 5.02   Departure of Directors or Principal Officers; Election of Directors;
            Appointment of Principal Officers

         Mr. James B. Sherwood, the founder of the Registrant and chairman of
its board of directors, resigned from the Company's board and the boards of all
subsidiaries and affiliates of the Company effective March 20, 2006. As
previously reported in the Registrant's Form 8-K Report with a date on its cover
of December 28, 2005, Mr. Sherwood had resigned as President and Chief Executive
Officer of the Company effective January 4, 2006.

         Also, effective March 20, 2006, the Company's board of directors
appointed Robert M. Riggs non-executive chairman of the board. Mr. Riggs has
been a director of the Company since 1976 and is a member of the board's audit
committee, and is currently Senior Counsel to the law firm of Carter Ledyard &
Milburn LLP, New York, New York, which he served for many years as a partner.

         Further information as to Mr. Sherwood's resignation can be found in
the Registrant's press release dated March 21, 2006, being filed as an exhibit
to this report.


Item 9.01. Financial Statements and Exhibits

           (d)     Exhibit

                   99     Press Release dated March 21, 2006.


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                                    SIGNATURE

         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 thereunto duly authorized.

                                            SEA CONTAINERS LTD.


                                            By: /s/Edwin S. Hetherington
                                                ------------------------
                                                Edwin S. Hetherington
                                                Vice President, General Counsel
                                                and Secretary
Date: March 21, 2006




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                                  EXHIBIT INDEX

Exhibit
Number       Description
- -------      -----------------------------------

  99         Press Release dated March 21, 2006.










                                       4

EX-99

                                                                     EXHIBIT 99




JAMES B SHERWOOD STEPS DOWN FROM SEA CONTAINERS.  ROBERT M
RIGGS IS APPOINTED CHAIRMAN.

Hamilton, Bermuda, March 21, 2006.  Sea Containers Ltd. (NYSE: SCRA and SCRB,
www.seacontainers.com) announced today that its founder and Chairman, Mr James B
Sherwood, has retired from the company's board and all subsidiaries and
affiliates of the company with effect from March 20, 2006.

Mr Sherwood, 72, founded Sea Containers in 1965 and served as the company's
President and Chief Executive Officer until October, 2005 when he was
hospitalized. He assumed the chair upon his return to work in December, 2005 and
played an active role in recruiting a new President and Chief Executive Officer,
Mr Robert MacKenzie, who joined at the beginning of January 2006.

During the months of January, February and March, 2006 Mr Sherwood sought to
arrange a smooth transition of duties to Mr MacKenzie, a process which is now
complete.

In announcing his retirement Mr Sherwood said "It is, of course, difficult for
me to sever links with the company I founded and managed for so many years. I
also serve as Chairman in an executive capacity of Orient-Express Hotels Ltd., a
company which formerly was a subsidiary of Sea Containers. In November, 2005 Sea
Containers successfully sold its remaining 25% shareholding in Orient-Express
Hotels which has necessitated a complete separation of the two





companies. The demands on my time from Orient-Express Hotels have been
increasing as that company rapidly expands, and it became clear that I could not
continue to serve both it and Sea Containers effectively, especially in light of
my age and health.

"Sea Containers faces a number of challenges at present and I have found the
demands on the chairmanship to be heavy, reinforcing my decision to step down.
Mr Robert M Riggs, 72, a director of Sea Containers for 30 years, has agreed to
assume the chair in my place. He has served on the board of managers of GE
SeaCo, the company's joint venture with GE Capital, for a number of years. Mr
Riggs has had a long career as partner in the respected Wall Street legal firm
of Carter, Ledyard & Milburn.

Mr Sherwood said that another reason for his decision to step down was that the
new management team was bound to have different views on the conduct of the
company's affairs and he wanted to ensure they had free rein to solve problems
and grow the business.

He thanked all the officers and staff who had shown dedication to him and the
company over so many years.