-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WqZU/25BFXIgJ+M9cYFfo05iIvjyq2V5WQf72DPxz7dCF9FshyWfEJQ1pNSXe3YN zQVeR1zyK8J5BeBijkYMMQ== 0001104659-08-009706.txt : 20080213 0001104659-08-009706.hdr.sgml : 20080213 20080213114010 ACCESSION NUMBER: 0001104659-08-009706 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080208 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080213 DATE AS OF CHANGE: 20080213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SEA CONTAINERS LTD /NY/ CENTRAL INDEX KEY: 0000088095 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 980038412 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07560 FILM NUMBER: 08602138 BUSINESS ADDRESS: STREET 1: 41 CEDAR AVE STREET 2: P O BOX HM 1179 CITY: HAMILTON HM EX BERMU STATE: D0 BUSINESS PHONE: 4412952244 MAIL ADDRESS: STREET 1: 41 CEDAR AVE STREET 2: PO BOX HM 1179 CITY: HAMILTON HM EX BERMU STATE: D0 FORMER COMPANY: FORMER CONFORMED NAME: SEA CONTAINERS ATLANTIC LTD DATE OF NAME CHANGE: 19810817 8-K 1 a07-30546_58k.htm 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 February 8, 2008)

Sea Containers Ltd.

(Exact name of registrant as specified in its charter)

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

22 Victoria Street, Hamilton HM 12, Bermuda

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code 441-295-2244

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240 .14d-2 (b))

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

ITEM 8.01 Other Events.

The Company and its subsidiaries, Sea Containers Services Ltd. and Sea Containers Caribbean Inc., filed with the U.S. Bankruptcy Court on February 8, 2008, the Monthly Operating Report for December 2007, which is attached hereto as Exhibit 99.1.

ITEM 9.01 Financial Statements and Exhibits.

99.1 Monthly Operating Report for December 2007.

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 thereunto duly authorized.


		SEA CONTAINERS LTD.

	By:	/s/ Laura Barlow
		Name:	Laura Barlow
		Title:	Chief Financial Officer
			and Chief Restructuring Officer
Date: February 13, 2008

EXHIBIT INDEX

Exhibit
Number		Description

99.1		Monthly Operating Report for December 2007.

EX-99.1 2 a07-30546_5ex99d1.htm EX-99.1

Exhibit 99.1

UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF DELAWARE

In re: Sea Containers Ltd., et al .	Case No.	06-11156 (KJC)
	Reporting Period:	Dec 1, 2007 - Dec 30, 2007

MONTHLY OPERATING REPORT

File with Court and submit copy to United States Trustee within 20 days after end of month**

Submit copy of report to any official committee appointed in the case.

REQUIRED DOCUMENTS	Form No.	Document Attached	Explanation Attached
Schedule of Cash Receipts and Disbursements	MOR-l	x
Bank Reconciliation (or copies of debtor’s bank reconciliations)	MOR-l (CON’T)
Copies of bank statements
Cash disbursements journals
Statement of Operations	MOR-2	x
Balance Sheet	MOR-3	x
Status of Postpetition Taxes	MOR-4
Copies of IRS Form 6123 or payment receipt
Copies of tax returns filed during reporting period
Summary of Unpaid Postpetition Debts	MOR-4	x
Listing of aged accounts payable
Accounts Receivable Reconciliation and Aging	MOR-5	x
Debtor Questionnaire	MOR-5	x

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.


Signature of Debtor						Date



Signature of Joint Debtor						Date


/s/ Laura Barlow						06 February 2008
Signature of Authorized Individual*						Date
(on behalf of Sea Containers Ltd)


Laura Barlow						Chief Financial Officer
Printed Name of Authorized Individual						Title of Authorized Individual


/s/ Laura Barlow						06 February 2008
Signature of Authorized Individual*						Date
(on behalf of Sea Container Services Limited)


Laura BarIow						Chief Financial Officer
Printed Name of Authorized Individual						Title of Authorized Individual

*Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.

**As agreed with the US Trustee office, MORs will be filed the 30th after each Month

FORM MOR

(9/99)

SEA CONTAINERS LTD., et al.
INDEX TO MONTHLY OPERATING REPORT

Description		Pages


General Notes to Monthly Operating Report		1-2

Schedule of Cash Receipts and Disbursements for Sea Containers Ltd. listing bank account details with month end period balances		3

Schedule of Cash Receipts and Disbursements for Sea Containers Services Ltd. listing bank account details with month end period balances		4

Bank Reconciliation Attestation		5

Balance Sheet and Statement of Operations for Sea Containers Ltd.		6

Balance Sheet and Statement of Operations for Sea Containers Services Ltd		10

Balance Sheet for Sea Containers Caribbean Inc.		17

Schedule of Intercompany Activity for Sea Containers Ltd.		19

Schedule of Intercompany Activity for Sea Containers Services Ltd.		21

Tax Attestation		22

Statement Regarding Insurance Policies		22

Schedule of Accounts Receivable and Aging for Sea Containers Ltd		23

Schedule of Accounts Receivable and Aging for Sea Containers Services Ltd		24

Schedule of Post-Petition Aged Creditors for Sea Containers Ltd		25

Schedule of Post-Petition Aged Creditors for Sea Containers Services Ltd		26

Debtors Questionnaire		27

SEA CONTAINERS LTD., et al

MONTHLY OPERATING REPORT, DECEMBER 2007

NOTES TO MONTHLY OPERATING REPORT

General

For financial reporting purposes, Sea Containers Ltd. prepares consolidated financial statements relating to Sea Containers Ltd. and its affiliates and subsidiaries (the “Sea Containers Group”) that are filed with the Securities and Exchange Commission (the “SEC”). Unlike the consolidated financial statements, the financial statements in this report reflect only the assets and liabilities of each individual Debtor (as defined below).

The information furnished in this report includes primarily normal recurring adjustments and reflects all adjustments which are, in the opinion of management, necessary for a fair presentation of such financial information. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted.

The financial statements in this report represent the company’s internal accounting, on an unaudited and uncertified basis. As of February 8, 2008, Sea Containers Ltd. has not filed its form 10-K report for fiscal year ended December 31, 2005 or later, nor has it filed form 10-Q reports for the quarters ended March 31, 2006, June 30, 2006, September 30, 2006, December 31, 2006, March 31, 2007, June 30, 2007, September 30, 2007, and December 31, 2007. The certification and audit process may result in adjustments to the stated assets and liabilities.

Chapter 11 Reorganization Proceedings

On October 15, 2006 (the “Petition Date”), Sea Containers Ltd. (“SCL”), Sea Containers Services Ltd. (“Services”) and Sea Containers Caribbean Inc. (“SCCI”) (each a “Debtor” and collectively, the “Debtors”) each filed a voluntary petition for relief under chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). The cases were consolidated for the purpose of joint administration. The Debtors are operating their businesses as debtors-in-possession (“DIP”) pursuant to the Bankruptcy Code. An official committee of unsecured creditors has been appointed for SCL (the “SCL Committee”) and an official committee of unsecured creditors has been appointed for Services (the “Services Committee”).

Pursuant to the provisions of the Bankruptcy Code, all actions to collect upon any of the Debtors’ liabilities as of the Petition Date or to enforce pre-petition contractual obligations are automatically stayed. Absent approval from the Bankruptcy Court, the Debtors are prohibited from paying pre-petition obligations. In addition, as a consequence of the chapter 11 filing, pending litigation against the Debtors is generally stayed, and no party may take any action to collect pre-petition claims except pursuant to an order of the Bankruptcy Court. However, the Debtors have requested that the Bankruptcy Court approve certain pre-petition liabilities, such as employee wages and benefits and certain other pre-petition obligations. While the Debtors are

subject to chapter 11, all transactions of the Debtors outside the ordinary course of business will require the prior approval of the Bankruptcy Court.

At the Initial Debtors Interview with the United States Trustee on November 21, 2006, it was agreed that the Debtors’ Monthly Operating Report should consist of the following:

· Consolidating Schedule of Cash Receipts and Disbursements by Debtor.

· List of all bank accounts detailing the bank, account description, account number, and month end book balance. Attestation that all bank reconciliations have been performed.

· Balance Sheets for Each Debtor.

· Schedules of the intercompany activity.

· Income Statements for each Debtor.(1)

· Schedule of Post-Petition fiduciary taxes – Provide Attestation that all taxes are current.

· Schedule of Unpaid Post-Petition Debts.

· Schedule of Accounts Receivable and Aging.

· Debtor Questionnaire.

(1) No income statement has been prepared for Sea Containers Caribbean Inc. since it has not traded in the last 12 months.

In Re: Sea Containers Limited	Cash No: 06-1156 (KJC)
	Reporting Dates: December 1 - December 31, 2007

	Schedule of Cash Receipts and Disbursements

		JP Morgan A/C 704		JP Morgan A/C 702	Commerce Bank A/C 353		JP Morgan A/C 501	Bank of America A/C 015		Bank of America A/C 023		Societe Generale A/C N/A	Societe Generale A/C 032	Commerce Bank A/C 282	Bank of Bermuda A/C 16501	Bank of Bermuda A/C 16001	Barclays Bank A/C INS & TEE		Current Month Total
Cash beginning of month		60,362		10,332	45,627,726		31,543	128,663		195,821		370,889	3,137	28,867	9,905	1,822	510,000		46,979,067

Receipts
Insurance claim																			0
Inter company receivable										266,646									266,646
Chassis Rental																			0
Sale of ships														3,184,175					3,184,175
Foreign Exchange Revaluation		6,475		26			1,140	(18,219	)	510			121				(12,499	)	(22,446	)
Interest Income		630			116,717		61	153				2,121	11						119,693
Sweep from SCS								514,769											514,769
Intra company sweep		(30,082	)	901,082	(4,751,500	)		(241,104	)	(43,396	)	280,000		3,885,000					0
Income received from Ge Seaco														251,544					251,544
Container Rental							27,532												27,532
Total Receipts		(22,977	)	901,108	(4,634,783	)	28,733	255,599		223,760		282,121	132	7,320,719	0	0	(12,499	)	4,341,913

Disbursements
Net Payroll				8,000															8,000
Loan interest				20,833										994,700					1,015,533
Sales Use & Other Taxes																			0
Inventory Purchases																			0
Secured/Rental/Leases																			0
Insurance																			0
S, G & A costs		410		96,055			143	53		419,818				6,307,062					6,823,541
Selling																			0
Other (Attach List)																			0
Contra																			0
Sweep to SCS																			0
Transfers (To DIP Accts)																			0
Intra company sweep																			0
Professional Fees																			0
U.S. Trustee Quarterly Fees																			0
SC Treasury funding				760,000								100,000							860,000
Court Costs																			0
Total Disbursements		410		884,888	0		143	53		419,818		100,000	0	7,301,762	0	0	0		8,707,074

Net Cash Flow (Receipts Less Disbursements)		(23,387	)	16,220	(4,634,783	)	28,590	255,546		(196,058	)	182,121	132	18,957	0	0	(12,499	)	(4,365,161	)

Cash End of Month	+	36,975		26,552	40,992,943		60,133	384,209		(237	)	553,010	3,269	47,824	9,905	1,822	497,501		42,613,906

The Following Section Must Be Completed

Disbursements For Calculating U.S. Trustee Quarterly Fees (From Current Month Actual Column)
Total Disbursements		8,707,074
Less: Transfers to Debtor In Possession Accounts		0
Less: Disbursements made by Sea Containers Ltd on behalf of Sea Containers Services Ltd		0
Total Disbursements For Calculating U.S. Trustee Quarterly Fees		8,707,074

In Re: Sea Containers Services	Cash No:	06-11156 (KJC)
	Reporting Dates:	December 1 to December 31, 2007
	Schedule of Cash Receipts and Disbursements in $USD
	(Conversion rate: £ = $1.99)

	NatWest PLC	Barclays Bank	Bank of America		Bank of Scotland	Commerce Bank		Current Month
	A/C 420	A/C 724	A/C 013		A/C 234	A/C 131		Actual
Cash beginning of month	0	0	(17,364	)	0	33,547		16,183

Receipts
Foreign exchange			643			86		729
Accounts Receivable			1,937,052					1,937,052
Interest receivable								0
Depoit repaid								0
Funding From SCL			(514,769	)				(514,769	)
Inter company receipt								0
Tax refund								0
Total Receipts	0	0	1,422,926		0	86		1,423,012

Disbursements
Net Payroll			759,856					759,856
Payroll Taxes								0
Other taxes								0
Rates								0
Secured/Rental/ Leases								0
Pension								0
Administrative			643,974			(16,368	)	627,606
Selling								0
Rent								0
Lease settlement								0
Owner Draw *								0
Transfers (To DIP Accts)								0
Sweep to SCL								0
Professional Fees								0
U.S. Trustee Quarterly Fees								0
Court Costs								0
Total Disbursements	0	0	1,403,830		0	(16,368	)	1,387,462

Net Cash Flow (Receipts Less Disbursements)	0	0	19,096		0	16,454		35,550

Cash End of Month	0	0	1,733		0	50,000		51,733

The Following Section Must Be Completed

Disbursements For Calculating U.S. Trustee Quarterly Fees (From Current Month Actual Column)
Total Disbursements		1,387,462
Less: Transfers To Debtor In Possession Accounts		0
Add: Disbursements made by Sea Containers Ltd on behalf of Sea Containers Services Ltd		0
Total Disbursements For Calculating U.S. Trustee Quarterly Fees		1,387,462

Reconciliation books to ledger		USD $
Cash in bank at the end of the month		51,733
Petty Cash		2,473
Balance per Sea Containers Services Financials 31 December 2007		54,206

BANK RECONCILIATIONS

The Debtors confirm and attest that all bank reconciliations have been performed for Sea Containers Ltd. and Sea Containers Services Ltd.

Bank reconciliations are not applicable to Sea Containers Caribbean Inc. because it does not have any bank accounts.

SEA CONTAINERS LTD

BALANCE SHEET

		Unaudited		Unaudited
		Dec 31,		Oct 15,
	Note	2006		2006

Assets
Current assets
Cash and cash equivalents		$	42,613,906	$	50,100,986
Trade receivables - less allowances for bad and doubtful accounts of $1.125 million	(8)	366,826		1,955,441
Due from related parties	(4)	678,431		13,481,857
Prepaid expenses and other current assets		1,104,484		1,718,439
Total current assets		44,763,647		67,256,723

Fixed assets, net	(5)	—		—

Long-term equipment sales receivable, net	(5)	—		—
Investment in group companies	(2)	143,546,856		—
Intercompany receivables	(3)	—		—
Investment in equity ownership interests	(6)	219,264,558		197,742,498
Other assets	(7)	3,532,187		3,424,161
Total assets	(1)	$	411,107,248	$	268,423,382

(1) Sea Containers Ltd does not produce Company only accounts. This statement of assets represents Sea Containers Group’s internal accounting, on an unaudited and uncertified basis. As of December 31, 2007, Sea Containers Ltd has not filed its form 10-K report for fiscal year ended December 31, 2005, nor has it filed form 10-Q reports for the quarters ended March 31, 2006, June 30, 2006, September 30, 2006, December 31, 2006, March 31, 2007, June 30, 2007,September 30, 2007 and December 30, 2007. In order to facilitate the preparation of Sea Containers Ltd and Sea Container Services Limited’s October 15, 2006 balance sheet, it was necessary to make certain assumptions and estimates. The certification and audit process for Sea Container Services Limited at December 31, 2005 and December 31, 2006 year ends may result in adjustments to the above stated assets. The foreign exchange rates used to translate December 31, 2007, November 30, 2007 and October 15, 2006 were $1.99, $2.06 and $1.87 respectively.

(2) The parent Company for the Sea Containers Group, Sea Containers Ltd, at November 30, 2007 had an amount of $496,702,599 recorded in its books as an investment in subsidiary companies. Sea Containers Ltd is presently undergoing an exercise to ascertain the value contained within its subsidiaries that will become available to Sea Containers Ltd. Management’s current view is that this investment is significantly impaired; therefore, whilst this exercise is underway, Sea Containers Ltd feels it appropriate to make full provision against the investment in subsidiaries, except as noted below.

On July 24, 2007, Sea Containers Ltd entered into a loan facility to repay existing indebtedness of its subsidiary, Sea Containers SPC Ltd (“SPC”), thereby avoiding a foreclosure by the lenders to SPC and preserving value in its container fleet and control over these assets. This was financed through a capitalisation by Sea Containers Limited in SPC Holdings Ltd and SPC Holdings Ltd in SPC for $143,546,856 in both cases. Therefore an investment to this value is now disclosed on Sea Containers Limited’s balance sheet.

(3) The Sea Containers Group has a highly complex intercompany matrix that involves a large number of amounts receivable and payable. These are held as gross figures within the individual company accounting records but are netted off for the purposes of external presentation. Sea Containers Ltd is in the process of evaluating all intercompany receivables and payables as part of its exercise to ascertain value held in subsidiary companies. Sea Containers Ltd has a net intercompany receivable from its direct and indirect subsidiaries of $400,165,794. This represents a gross intercompany receivable of $1,602,279,104 and a gross intercompany payable of $1,202,113,310. Full provision has been made against this net amount whilst the exercise to ascertain value is underway. It is possible that individual subsidiaries may have a claim against Sea Containers Ltd and the netting off exercise in Sea Containers Ltd’s accounts is not prejudicial to any such claim that a subsidiary may have.

Since January 2007 Sea Containers Ltd has included adjustments to its inter company balances that arose as a result of UK statutory reporting requirements. This resulted in changes to certain inter company balances previously stated on the detailed inter company schedule. These changes did not impact on the Sea Containers Ltd balance sheet, due to the company’s policy to fully provide against its net inter company balances and therefore Sea Containers Ltd has not restated its previously filed monthly operating reports.

(4) As part of the claims process referred to in note (13) of this MOR, GE SeaCo made a claim in respect of trading balances due from Sea Containers Ltd. The claim acknowledged that there were also balances due from GE SeaCo to Sea Containers Ltd. but did not reduce the amount of the claim in respect of these amounts. Sea Containers Ltd. and the other debtor entities, Sea Containers Services Ltd. and Sea Containers Caribbean Inc. together with GE SeaCo have agreed to resolve this claim outside of the Bankruptcy Court process by entering into a global group Settlement of all balances due between the Sea Containers group of companies and the GE SeaCo group of companies. This settlement will take the form of a stipulated net balance between the two groups of companies as at June 30 2007. The stipulated balance as at June 30, 2007 is estimated to be $4,299,882 due from GE SeaCo to the Sea Containers group. The balance is, however, reduced by amounts received from GE SeaCo companies since June 30, 2007 and the net stipulated balance after receipt of cash was $665,851 at June 30, 2007 and is $678,431 at December 31, 2007, which represents the stipulated balance of $665,851 and transactions between SCL and GE SeaCo of $12,580.

It is anticipated within the stipulation that the net balance will be received in due course by Sea Containers Ltd. on behalf of the Sea Containers group. As part of the stipulation process, the other companies within the Sea Containers group including the other debtor entities, will assign any receivable or payable balances that they held with any GE SeaCo company at 30 June 2007 to Sea Containers Ltd. and this will be accounted for through an adjustment to their inter-company balance with Sea Containers Ltd. and this anticipated treatment is reflected within this MOR. The company is in the process of obtaining the necessary consents and approvals to formalise these arrangements between Sea Containers Ltd and its subsidiary companies and GE SeaCo.

All transactions between Sea Containers group companies and GE SeaCo group companies that have occurred subsequent to the stipulation date of June 30, 2007, are reflected within the individual accounts of the group companies and are not subject to a Global Settlement.

(5) Fixed assets and long-term equipment sales receivable relate to containers. On October 3, 2006, SCL transferred the majority of these containers to a Special Purpose Company wholly owned by SCL to enable refinancing of the container fleet. These containers were transferred at Net Book Value. On October 12, 2006, the remaining assets were sold to a third party.

(6) This balance consists of the carrying value of SCL’s investment in GE SeaCo and reflects GE SeaCo’s year end financial statement for the year ended December 31, 2006, reported results for Quarters 1 to 3, 2007 (as to which certain adjustments have been made, as described below) and estimated results for Quarter 4, 2007.

GE SeaCo has asserted claims against Sea Containers SPC Ltd and SCL in the amount of approximately $18m. The asserted claim is in relation to the Equipment Management Agreement (“EMA”) under which GE SeaCo manages certain of the company’s containers, subject to the EMA. The validity and accuracy of the claim has yet to be assessed. GE SeaCo has withheld and has indicated it will continue to withhold monies that would otherwise have been payable to Sea Containers SPC Ltd. under the EMA until it has retained the full amount that is claimed to be due to GE SeaCo. GE SeaCo has also reserved its rights to claim directly against SCL. SCL has not accepted the claim and the matter has gone to arbitration. The Q1 2007 results, as reported by GE SeaCo have, therefore, been adjusted to exclude the financial impact of the claim before inclusion in financial statements. Had the claim been accepted, SCL’s share of the GE SeaCo adjusted revenue would have increased by $6,718,000, and SCL would have reported an increase in its investment in GE SeaCo by the same amount. Additionally, for reasons set out above, Sea Containers Ltd has not recorded a liability to GE SeaCo in respect of this claim.

(7) $2,399,531 of the Other Assets balance represents the unamortized part of capitalised finance costs in relation to certain of Sea Containers Ltd’s senior loan notes that were outstanding at December 31, 2007. The loan notes will be amortised up to maturity (between March 2008 and June 2012) at a monthly rate of some $75,000. If the loan notes, which are disclosed as being due in less than one year, are repaid then the balance of the unamortized capitalised finance costs will be expensed to the Statement of Operations.

Of the remaining Other Assets balance, $1,132,656 represents the unamortized part of the original issue discount and other costs, in relation to the Debtor in Possession (“DIP”) loan facility of $145 million, and which are being amortised over 2 years.

(8) The Company has recently completed a full bad debt review. Prior to this review it was the Company’s policy to fully provide against all trade receivables. The Company now only provides a provision for specific bad and doubtful debts.

		Unaudited			Unaudited
		Dec-31			Oct-15
	Note	2007			2006

Liabilities and shareholders’ equity
Current liabilities
Accounts payable		$	11,248,427		$	3,372,476
Accrued expenses	(14)	66,036,441			22,843,429
Current portion of long-term debt	(12), (14)	173,147,423			25,926,107
Current portion of senior notes	(14)	385,436,121			384,938,936

Total current liabilities		635,868,412			437,080,948

Total shareholders’ equity	(11)	(224,761,164		)	(168,657,566		)
Total liabilities and shareholders’ equity	(9), (10), (13)	$	411,107,248		$	268,423,382

(9) Sea Containers Ltd does not produce Company only accounts. This statement of assets represents Sea Containers Group’s internal accounting, on an unaudited and uncertified basis. As of December 31, 2007, Sea Containers Ltd has not filed its form 10-K report for fiscal year ended December 31, 2005, nor has it filed form 10-Q reports for the quarters ended March 31, 2006, June 30, 2006, September 30, 2006, December 31, 2006, March 31, 2007, June 30, 2007,September 30, 2007 and December 30, 2007. In order to facilitate the preparation of Sea Containers Ltd and Sea Container Services Limited’s October 15, 2006 balance sheet, it was necessary to make certain assumptions and estimates. The certification and audit process for Sea Container Services Limited at December 31, 2005 and December 31, 2006 year ends may result in adjustments to the above stated assets. The foreign exchange rates used to translate December 31, 2007, November 30, 2007 and October 15, 2006 were $1.99, $2.06 and $1.87 respectively.

(10) On July 3, 2007, the Determinations Panel of the United Kingdom government Pensions Regulator (which regulates employment-based pension plans in the UK and aims to protect the benefits of members of UK pension plans) published notices of its decision that a Financial Support Direction (FSD) will be issued against Sea Containers Ltd. under Section 43 of the Pensions Act 2004 in respect of the Sea Containers 1983 Pension Scheme (the “1983 Scheme”) and the Sea Containers 1990 Pension Scheme (the “1990 Scheme”) (together the “Schemes”). The hearing before the Determination Panel took place on 12 and 13 June 2007 to consider the warning notices issued by the Regulator in October 2006 and April 2007 in respect of the two Pension Schemes.

On July 24, 2007, Sea Containers Ltd announced that it had lodged an appeal in respect of the Determination Notices issued by the Determinations Panel of the Pension Regulator on June 15, 2007. The appeal contested the Panel’s decision that FSDs should be issued against Sea Containers Ltd under section 43 of the Pensions Act 2004 in respect of the two Pension Schemes. It has always been Sea Containers Ltd’s expectation that any restructuring plan of reorganization proposed under the Chapter 11 bankruptcy protection process would be subject to the Pensions Regulator’s Clearance procedure.

On February 6, 2008, Sea Containers Ltd announced that it had reached a settlement in principle with the Trustees of the two Pension Schemes to agree the amount of their claims against the Sea Containers estate. Under the agreement, the Trustees would have a claim of approximately $200 million recognized in the Company’s Chapter 11 proceedings. The agreement in principle will also create an additional reserve of $69 million for certain potential pension scheme liabilities in respect of age-related equalization changes.

In connection with this important agreement, Sea Containers Ltd has withdrawn its appeal against the Financial Support Direction (FSD). Sea Containers Ltd considers that the settlement will adequately address any FSD and that the current legal proceedings would be of no further benefit. Sea Containers Ltd, alongside the Trustees, will be seeking approval from the Pensions Regulator for the proposed settlement, which is also subject to Bankruptcy Court approval. The settlement has not been reflected in the accounts of Sea Containers Ltd or Sea Containers Services Ltd as it is still subject to documentation and regulatory approvals.

On July 9, 2007 the Pensions Regulator notified the Company that it was considering commencing further financial support proceedings against Sea Containers Ltd, with regards to other participating employers in the 1983 Scheme and 1990 Scheme. It is the Company’s intention that such proceedings, if they are brought, will be defended.

(11) Shareholders’ Equity is calculated after all adjustments that have been noted in notes (1) to (10) above. In particular, the treatment of investments in group companies and net intercompany receivables as discussed in notes (2), (3) and (4) have a material effect on Shareholders’ Equity. Any adjustment to this policy which may arise on completion of the exercise to ascertain value held in subsidiary companies and the associated evaluation of intercompany receivables and payables may have a material impact on Shareholders’ Equity as stated.

(12) The Current portion of long term debt consists of loans from Trilogy Portfolio LLC, for a ship acquisition and Silverpoint, for a share acquisition.

On July 24, 2007 Sea Containers Ltd closed its Debtor in Possession (“DIP”) loan facility of $145 million, having obtained Court approval on June 26. The Company entered into the facility to repay existing indebtedness of its subsidiary, Sea Containers SPC Ltd (“SPC”), thereby avoiding a foreclosure by the lenders to SPC and preserving value in its container fleet and control over these assets. The DIP facility also provides a $25 million revolving credit facility for working capital purposes, which was undrawn as at December 31, 2007, for the duration of the Chapter 11 case.

(13) As a result of the Claims Bar Date on July 16, 2007, numerous parties including GE and GE SeaCo have filed proofs of claims in the bankruptcy cases. The Debtors currently are in the process of evaluating these proofs of claim and the claims asserted therein, including GE SeaCo’s EMA-related claim discussed above. The MOR does not reflect any analysis of, nor does it incorporate, such proofs of claim or the claims asserted therein.

(14) In accordance with US GAAP, FAS 140, para 16, Sea Containers Ltd has continued to accrue interest on senior notes due. The total accrual included within this MOR for interest on senior notes due is $58,511,696 and the total accrual within this MOR for interest on the current portion on long term debt is $3,811,891. This represents interest accruing post petition and may not reflect the treatment of such interest under the provision of the Bankruptcy Code.

SEA CONTAINERS LTD

STATEMENT OF OPERATIONS

		Unaudited			Unaudited
		One Month Ended			For the period
	Note	Dec 31, 2007			Oct 16, 2006 to Dec 31, 2007

Revenue	(16)	$	(576,334	)	$	32,518,829

Costs and expenses:
Operating income		104,364			5,948,939
Selling, general and administrative expenses	(19)	(2,529,631		)	(50,295,334		)
Professional fees	(18)	(4,188,223		)	(56,293,694		)
Charges against intercompany accounts	(17)	5,504,075			269,793,882
Impairment of investment in subsidiary companies		—			(171,945,580		)
Forgiveness of intercompany debt		—			(16,482,588		)
Depreciation and amortization		—			(58,677		)
Total costs and expenses		(1,109,415		)	(19,333,052		)

Loss on sale of assets		—			(1,911,437		)

Operating profit		(1,685,749		)	11,274,340

Other income (expense)
Investment income		1,714,999			8,354,645
Foreign exchange losses		(32,636		)	(377,996		)
Interest expense, net of capitalized interest		(4,504,861		)	(56,760,761		)
Loss before taxes		(4,508,247		)	(37,509,772		)

Income tax expense	(20)	(519,900		)	(8,383,514		)

Loss after taxes	(13)	$	(5,028,147	)	$	(45,893,286	)

(15) Sea Containers Ltd does not produce Company only accounts. This statement of assets represents Sea Containers Group’s internal accounting, on an unaudited and uncertified basis. As of December 31, 2007, Sea Containers Ltd has not filed its form 10-K report for fiscal year ended December 31, 2005, nor has it filed form 10-Q reports for the quarters ended March 31, 2006, June 30, 2006, September 30, 2006, December 31, 2006, March 31, 2007, June 30, 2007,September 30, 2007 and December 30, 2007. In order to facilitate the preparation of Sea Containers Ltd and Sea Container Services Limited’s October 15, 2006 balance sheet, it was necessary to make certain assumptions and estimates. The certification and audit process for Sea Container Services Limited at December 31, 2005 and December 31, 2006 year ends may result in adjustments to the above stated assets. The foreign exchange rates used to translate December 31, 2007, November 30, 2007 and October 15, 2006 were $1.99, $2.06 and $1.87 respectively.

(16) Revenue, in respect of Sea Containers Ltd’s equity interest in GE SeaCo totals $282,000 for the month which is GE SeaCo’s estimated results for Quarter 4, 2007 less that already booked in October and November 2007. Revenue also includes negative income of $858,000 for the company’s joint venture of the pool fleet with GE SeaCo for the month which is an estimate of the Quarter 4, 2007 results less that booked already in October and November 2007. GE SeaCo is expected to report audited results for the 12 months to 31 December, 2007 in early 2008. Consequently, the estimates of GE SeaCo’s financial performance included in this MOR may need to be adjusted when actual results are known.

(17) Sea Containers Ltd’s policy prior to the bankruptcy filing date was to make provisions for the net receivable due from Sea Containers Ltd Group’s subsidiary companies. The change in the month above, relates to decrease in the net receivable balance due from group companies in the month, which have been written back in accordance with note 3. The main variances are due to foreign exchange movements, the transfer of proceeds on the sale of the Piscara and recharging of Professional fees.

(18) As at December 31, 2007 professional fees totalling $56,293,694 have been expensed. During the month $4,188,223 was expensed.

The allocation of professional fees between Sea Containers Ltd and Sea Containers Services Limited is under review.

In December 2007, a decision reached by an arbitrator regarding litigation between Sea Containers Ltd and General Electric, awarded reimbursement of costs to the benefit of Sea Containers Ltd. Once the costs have been assessed and received they will be credited against professional fees in the Statement of Operations.

(19) Selling, general and administrative expenses, for December 2007, includes a recharge of costs via a management fee from Sea Containers Services Limited of $2,392,000.

(20) The tax charges largely represent SCL’s share of a provision, recorded by GE SeaCo in its June 30, 2007 unaudited accounts, for certain potential tax liabilities for the years 2000-2005. At December 31, 2007 these tax liabilities were under discussion with the relevant fiscal authority and resolution of the matter may result in the actual amount payable being higher than the provision made by GE SeaCo and included in this Statement of Operations.

SEA CONTAINERS SERVICES

BALANCE SHEET

		Unaudited		Unaudited
		December 31,		October 15,
	Note	2007		2006

Assets
Current assets
Cash and cash equivalents		$	54,206	$	274,533
Trade receivables		16,230		419,162
Due from related parties (GE SeaCo)	(3)	670,771		4,805,049
Prepaid expenses and other current assets		2,739,916		14,242,003
Total current assets		3,481,123		19,740,747

Fixed assets, net		27,645		3,410,461

Investments		2,677,370		2,515,920
Intercompany receivables	(2)	53,743,237		29,746,215
Other assets		0		14,975
Total assets	(1)	$	59,929,375	$	55,428,318

(1) This statement of assets reflects Sea Containers Group’s internal accounting, on an unaudited and uncertified basis. As of December 31, 2007, Sea Containers Ltd has not filed its form 10-K report for fiscal year ended December 31, 2005, nor has it filed form 10-Q reports for the quarters ended March 31, 2006, June 30, 2006, September 30, 2006, December 31, 2006, March 31, 2007, June 30, 2007,September 30, 2007 and December 30, 2007. In order to facilitate the preparation of Sea Containers Ltd and Sea Container Services Limited’s October 15, 2006 balance sheet, it was necessary to make certain assumptions and estimates. The certification and audit process for Sea Container Services Limited at December 31, 2005 and December 31, 2006 year ends may result in adjustments to the above stated assets. The foreign exchange rates used to translate December 31, 2007, November 30, 2007 and October 15, 2006 were $1.99, $2.06 and $1.87 respectively.

(2) Sea Containers Services Ltd. has net intercompany receivables of $53,743,237. This represents gross intercompany receivables of $112,707,873 and gross intercompany payables of $58,964,635. The Sea Containers Group has a highly complex intercompany accounting process. The Sea Containers Group is currently in the process of evaluating all intercompany receivables and payables as part of its exercise to ascertain value held in subsidiary companies. Whilst this exercise remains ongoing Sea Containers Services Ltd. regards it as appropriate to reflect the full intercompany receivables and payables within its Balance Sheet on a net basis but it is possible that a full or partial provision against its intercompany balances will be required on completion of the evaluation.

(3) As part of the claims process referred to in note (6) of this MOR, GE SeaCo made a claim in respect of trading balances due from Sea Containers Ltd. The claim acknowledged that there were also balances due from GE SeaCo to Sea Containers Ltd. but did not reduce the amount of the claim in respect of these amounts. Sea Containers Ltd. and the other debtor entities, Sea Containers Services Ltd. and Sea Containers Caribbean Inc. together with GE SeaCo have agreed to resolve this claim outside of the Bankruptcy Court process by entering into a global group Settlement of all balances due between the Sea Containers group of companies and the GE SeaCo group of companies. This settlement will take the form of a stipulated net balance between the two groups of companies as at June 30 2007. The stipulated balance as at June 30, 2007 is estimated to be $4,299,882 due from GE SeaCo to the Sea Containers group. The balance is, however, reduced by amounts received from GE SeaCo companies since June 30, 2007 and the net stipulated balance after receipt was $665,851 at June 30, 2007 and is $678,431 at December 31, 2007, which represents the stipulated balance of $665,851 and transactions between SCL and GE SeaCo of $12,580.

It is anticipated within the stipulation that the net balance will be received in due course by Sea Containers Ltd. on behalf of the Sea Containers group. As part of the stipulation process, the other companies within the Sea Containers group including the other debtor entities, will assign any receivable or payable balances that they held with any GE SeaCo company at 30 June 2007 to Sea Containers Ltd. and this will be accounted for through an adjustment to their inter-company balance with Sea Containers Ltd. and this anticipated treatment is reflected within this MOR. We are in the process of obtaining the necessary consents and approvals to formalise these arrangements between Sea Containers Ltd and its subsidiary companies and GE SeaCo and expect to do so in due course.

The amount reflected in this MOR as due from Related Parties consists of a balance of $670,771 in respect of Q4 S,G&A services provided to GE SeaCo for which payment has not yet been received.

		Unaudited		Unaudited
		December 30,		October 15,
	Note	2007		2006

Liabilities and shareholders’ equity
Current liabilities
Accounts payable		$	1,276,545	$	1,198,421
Accrued expenses		1,065,629		5,736,956
Current portion of long-term debt		1,515,069		1,807,527
Total current liabilities		3,857,243		8,742,904

Total shareholders’ equity		56,072,132		46,685,414
Total liabilities and shareholders’ equity	(4), (5), (6)	$	59,929,375	$	55,428,318

(4) This statement of liabilities reflects Sea Containers Group’s internal accounting, on an unaudited and uncertified basis. As of December 31, 2007, Sea Containers Ltd has not filed its form 10-K report for fiscal year ended December 31, 2005, nor has it filed form 10-Q reports for the quarters ended March 31, 2006, June 30, 2006, September 30, 2006, December 31, 2006, March 31, 2007, June 30, 2007,September 30, 2007 and December 30, 2007. In order to facilitate the preparation of Sea Containers Ltd and Sea Container Services Limited’s October 15, 2006 balance sheet, it was necessary to make certain assumptions and estimates. The certification and audit process for Sea Container Services Limited at December 31, 2005 and December 31, 2006 year ends may result in adjustments to the above stated assets. The foreign exchange rates used to translate December 31, 2007, November 30, 2007 and October 15, 2006 were $1.99, $2.06 and $1.87 respectively.

(5) On July 3, 2007 the Determinations Panel of the United Kingdom government Pensions Regulator (which regulates employment-based pension plans in the UK and aims to protect the benefits of members of UK pension plans) published notices of its decision that a Financial Support Direction (FSD) will be issued against Sea Containers Ltd. under Section 43 of the Pensions Act 2004 in respect of the Sea Containers 1983 Pension Scheme (the “1983 Scheme”) and the Sea Containers 1990 Pension Scheme (the “1990 Scheme”) (together the “Schemes”). The hearing before the Determination Panel took place on 12 and 13 June 2007 to consider the warning notices issued by the Regulator in October 2006 and April 2007 in respect of the two Pension Schemes.

(6) As a result of the Claims Bar Date on July 16, 2007, numerous parties including GE and GE SeaCo have filed proofs of claims in the bankruptcy cases. The Debtors currently are in the process of evaluating these proofs of claim and the claims asserted therein, including GE SeaCo’s EMA-related claim discussed above. The MOR does not reflect any analysis of, nor does it incorporate, such proofs of claim or the claims asserted therein.

SEA CONTAINERS SERVICES

STATEMENT OF OPERATIONS

		Unaudited			Unaudited
		One Month Ended			Period Oct 16, 2006
	Note	Dec 31, 2007			to Dec 31, 2007

Revenue		$	2,394,653		$	43,104,211

Costs and expenses:
Selling, general and administrative expenses		(277,060		)	(32,183,893		)
Professional fees	(8)	(454,102		)	(4,350,960		)
Depreciation & amortization		(1,352,681		)	(3,357,514		)
Total costs and expenses		(2,083,842		)	(39,892,367		)

Gains on sale of assets		(33,311		)	28,517

Operating income		277,500			3,240,361

Other income (expense)
Interest income		70			9,962
Foreign exchange gains or (losses)		1,142			(169,787		)
Interest expense, net of capitalized interest		(51,286		)	(254,681		)

Income before taxes		227,425			2,825,856
Income tax credit	(9)	—			2,514,974
Net income	(7)	$	227,425		$	5,340,830

(7) This statement of operations reflects Sea Containers Group’s internal accounting, on an unaudited and uncertified basis. As of December 31, 2007, Sea Containers Ltd has not filed its form 10-K report for fiscal year ended December 31, 2005, nor has it filed form 10-Q reports for the quarters ended March 31, 2006, June 30, 2006, September 30, 2006, December 31, 2006, March 31, 2007, June 30, 2007, September 30, 2007 and December 30, 2007. In order to facilitate the preparation of Sea Containers Ltd and Sea Container Services Limited’s October 15, 2006 balance sheet, it was necessary to make certain assumptions and estimates. The certification and audit process for Sea Container Services Limited at December 31, 2005 and December 31, 2006 year ends may result in adjustments to the above stated assets. The foreign exchange rates used to translate December 31, 2007, November 30, 2007 and October 15, 2006 were $1.99, $2.06 and $1.87 respectively.

(8) As at December 31, 2007 professional fees totalling $4,350,960 have been expensed. During the month $454,102 was expensed.

The allocation of professional fees between Sea Containers Ltd and Sea Containers Services Limited is under review.

(9) The income tax credit for the period October 16, 2006 to December 31, 2007 consists of current tax of $2,514,974. As part of a review of the allocation of professional fees, the carrying value of the estimated current tax credit in the statement of operations, is under review.

SEA CONTAINERS CARIBBEAN

BALANCE SHEET

		Unaudited		Unaudited
		December 31,		October 15,
	Note	2007		2006

Assets
Current assets
Cash and cash equivalents		$	—	$	—
Deferred tax		—		—
Due from related parties		—		—
Prepaid expenses and other current assets		—		—
Total current assets		—		—

Fixed assets, net		—		—

Investments		—		—
Intercompany receivables		—		—
Other assets		—		—

Total assets	(1)	$	—	$	—

1) This statement of assets represents Sea Containers Group’s internal accounting, on an unaudited and uncertified basis. As of December 31, 2007, Sea Containers Ltd has not filed its form 10-K report for fiscal year ended December 31, 2005, nor has it filed form 10-Q reports for the quarters ended March 31, 2006, June 30, 2006, September 30, 2006 December 31, 2006, March 31, 2007, June 30, 2007, September 30, 2007 and December 31, 2007. The certification and audit process may result in adjustments to the above stated assets. Sea Containers Caribbean Inc. has not traded in the last twelve months.

		Unaudited			Unaudited
		December 31,			October 15,
	Note	2007			2006

Liabilities and shareholders’ equity
Current liabilities
Accounts payable		$	3,530,094		$	3,530,094
Accrued expenses					—
Current portion of long-term debt					—
Total current liabilities		3,530,094			3,530,094

Total shareholders’ equity		(3,530,094		)	(3,530,094		)

Total liabilities and shareholders’ equity	(2)	$	—		$	—

(2) This statement of liabilities represents Sea Containers Group’s internal accounting, on an unaudited and uncertified basis. As of December 31, 2007, Sea Containers Ltd has not filed its form 10-K report for fiscal year ended December 31, 2005, nor has it filed form 10-Q reports for the quarters ended March 31, 2006, June 30, 2006, September 30, 2006 December 31, 2006, March 31, 2007, June 30, 2007, September 30, 2007 and December 31, 2007. The certification and audit process may result in adjustments to the above stated assets. Sea Containers Caribbean Inc. has not traded in the last twelve months.

SCL Intercompany Balance As At

	December 31	November 30
	2007	2007	Movement
	$	$	$
Receivable

SC British Isles	122,601,009	126,895,781	(4,294,772	)
SC Services	54,805,324	59,738,277	(4,932,953	)
SC America Inc	8,443,801	8,441,463	2,338
SPC	100,619,825	100,611,473	8,352
SC Brasilia	10,554,575	10,554,575	0
Mobilbox	182	182	0
Strider 2	4,222,504	4,222,504	0
Vessel Holdings 3	7,644,985	7,644,985	0
Strider 9	1,938,178	1,938,178	0
Strider 10	8,821,179	8,821,179	0
Hyde Park Containers	7,360	7,307	53
Melbourne Park containers	5,534	5,974	(440	)
IRS NZ	4,138	4,138
Cooltainers	25	25	0
Technitank	600,000	600,000	0
Boxer 2	2,731,302	2,731,302	0
Boxer 3	13,419,698	13,419,698	0
Contender 1	36,712,498	36,712,498	0
West Australia Line	1,222,855	1,222,855	0
Seacat Limited	414,366	668,072	(253,706	)
SC Ropax	3,286,128	3,228,859	57,269
Fast Ferries Ltd	6,721,751	6,983,432	(261,681	)
Nagara Tam	854,524	854,524	0
Nagara Ltd	1,052,675	1,052,675	0
Seafast Management Services	63,965	63,965	0
Paulista Containers	25,999,963	25,999,963	0
CMCI	2,611,781	2,611,781	0
Brasiluvas Agricola	3,392,898	3,379,822	13,076
SC Properties	10,217,854	10,217,854	0
Vessel Holdings	2,390,777	2,390,777	0
Ferry & Port Holdings	921,479,113	954,155,776	(32,676,663	)
SeaCat 2	16,829,243	20,013,418	(3,184,175	)
SeaCat 4	16,152,868	16,152,868	0
SC Mauritius	52,102	52,102	0
Freight containers India	18	18	0
Super SeaCat 1	20,337,170	20,337,170	0
Super SeaCat 2	25,555,343	25,555,343	0
Super SeaCat 3	8,261,506	8,261,506	0
Super SeaCat 4	12,637,702	12,637,702	0
SeaCat Ltd	17,212,321	17,212,321	0
SC Finland (Ex Silja Holdings)	75,291,290	75,291,290	0
SeaCat 6	8,569,966	8,569,966	0
SeaCat 7	11,774,337	11,774,337	0
SC Opera	449,502	449,502	0
SC Finnjet	20,428,505	20,428,505	0
SC Treasury	15,874,503	14,892,394	982,109
SC Estonia	11,961	11,961	0
	1,602,279,104	1,646,820,297	(44,541,193	)

SCL Intercompany Balance As At

	December 31		November 30
	2007		2007		Movement
	$		$		$
Payable

Illustrated London News	(19,993,179	)	(20,696,246	)	703,067
Super SeaCat Italia	(130	)	(130	)	0
SC Italia Holdings	(66,621	)	(66,621	)	0
SC Chartering	(58	)	(55	)	(3	)
Yorkshire Marine Containers	(12,413,503	)	(12,896,829	)	483,326
SCL Activities	0		0		0
SC Australia	(2,337	)	0		(2,337	)
SC Iberia	(6,289,135	)	(6,348,204	)	59,069
IRS pte	(9,732	)	(9,085	)	(647	)
SC UK	(1,013,075,003	)	(1,048,711,002	)	35,635,999
Burginhall 818	(39,802	)	(41,202	)	1,400
Contender 2	(5,116,079	)	(5,116,079	)	0
Atlantic Maritime Services	(2,591,280	)	(2,591,280	)	0
SeaCo Parts Inc	(45,451	)	(396,014	)	350,563
SC Asia Pte	(2,142	)	(420,405	)	418,263
Marine Container Insurance	(12,453,610	)	(12,416,293	)	(37,317	)
Societe Bananiere De Motobe	(808,713	)	(1,532,743	)	724,030
SC Holdings	(18,146,954	)	(18,785,293	)	638,339
SC Ports & Ferries	(80,680,292	)	(80,680,292	)	0
Liverpool Dublin	(42	)	(43	)	1
Hoverspeed GB	(3,164,072	)	(3,275,372	)	111,300
SC Finland Services	(21,251,376	)	(21,213,945	)	(37,431	)
SC Finance Ireland	(5,963,799	)	(5,953,295	)	(10,504	)

	(1,202,113,310	)	(1,241,150,428	)	39,037,118

Net	400,165,794		405,669,869		(5,504,075	)

Sea Container Services Limited

Intercompany Balances

	USD 1.99		USD 2.06
	31 Dec		30 Nov				Movement
	2007		2007		Movement		@ USD1.99
	£		£		£		$
Receivable

SC British Isles	23,727,556		23,727,556		—		—
Ferry & Port Holdings (incl ILN)	120,112		93,345		26,767		53,266
GNER	35,665		30,758		4,907		9,765
GNER Holdings	12,262		0		12,262		24,401
ILN + Sketch	25,580,923		25,580,923		—		—
YMCL	5,104,327		5,104,563		(236	)	(470	)
SC Maritime	1,114,664		1,114,664		—		—
PCML	7,672		7,672		—		—
Periandros	476,615		473,278		3,337		6,641
Newhaven Marina	192,714		192,714		—		—
SC House Management	168,483		167,076		1,407		2,800
SC America Inc	29,112		29,112		—		—
SC Railway Services	66,809		66,809		—		—
Insurance Premiums to be recharged	208		846		(638	)	(1,270	)
	56,637,122		56,589,316		47,806		95,134

Payable

SCL	(27,528,459	)	(28,987,168	)	1,458,709		2,902,831
SC Property Services	(1,645,573	)	(1,592,698	)	(52,875	)	(105,221	)
Fairways & Swinford	(112,821	)	(112,821	)	—		—
SC Treasury	(31,264	)	(28,504	)	(2,760	)	(5,492	)
SC Finland	(312,353	)	(312,353	)	—		—

	(29,630,470	)	(31,033,544	)	1,403,074		2,792,117

	27,006,652		25,555,772		1,450,880		2,887,251

	$		$
Receivable	112,707,873		116,573,991

Payable	(58,964,635	)	(63,929,101	)

	53,743,237		52,644,890

TAX PAYMENT ATTESTATION

Taxes

Pursuant to the Exempted Undertakings Tax Protection Act (Bermuda) 1966, Sea Containers Ltd., a company incorporated under the laws of Bermuda, is not subject to any tax on profits or income, or computed on any capital asset, gain or appreciation, or any tax in the nature of estate duty or inheritance.

Sea Containers Services Ltd. has paid post-petition tax payments as due.

Payroll Taxes Withheld and Paid

All payroll taxes of Sea Containers Services Ltd. have been fully paid for the period covered by this report.

STATEMENT REGARDING INSURANCE POLICIES

All insurance policies for the Debtors have been fully paid for the period covered by this report, including workers compensation and disability insurance.

In Re;	Sea Containers Ltd	Case No.

		Reporting Date	December 31, 2007

Accounts Receivable Reconciliation and Ageing
	$

Total accounts receivable at the beginning of the reporting period	1,592,343

Add Amounts billed during the period	108,325

Less Amounts collected during the period	(211,978	)

Other movements (Minor w/offs and F/x differences)	2,746

Total accounts receivable at the end of the reporting period	1,491,436

Accounts Receivable Ageing

0 - 30	days old	10,221

31 - 60	days old	10,885

61 - 90	days old	28,209

91 +	days old	1,442,121

Total accounts receivable		1,491,436

Amounts considered uncollectible (net)		(1,124,610	)

Accounts receivable net		366,826

In Re;	Sea Containers Services Ltd	Case No.

		Reporting Date	December 31, 2007

Accounts Receivable Reconciliation and Ageing
	$

Total accounts receivable at the beginning of the reporting period	4,044

Add Amounts billed during the period	12,324

Less Amounts collected during the period	0

Other movements - Foreign exchange	(148	)

Total accounts receivable at the end of the reporting period	16,230

Accounts Receivable Ageing

0 - 30	days old	0

31 - 60	days old	16,230

61 - 90	days old	0

91 +	days old	0

Total accounts receivable		16,230

Amounts considered uncollectible (net)		0

Accounts receivable net		16,230

Sea Containers Ltd

Post Petition Aged Creditors listing

As at December 31, 2007

	Aged debt
	0 - 30	31 - 60	61 - 90	91 and over	Total
	$	$	$	$	$
Accounts Payable	233,810	0	12,145	199,697	445,652

Professional fees	6,539,242	3,795,683	13,404	414,014	10,762,343

	6,773,052	3,795,683	25,549	613,711	11,207,995

Professional fees are made up as follows:

AP Services	396,001	––	—	—	396,001
Appleby	71,931	36,434	—	—	108,365
Bingham McCutchen	343,660	319,060	—	—	662,720
Carter Ledyard and Milburn	164,048	84,730	—	—	248,778
Conyers Dill and Pearman	15,831	—	—	—	15,831
Houlihan Lokey Howard	991,440	—	—	—	991,440
Kirkland and Ellis	2,424,333	2,342,102	—	—	4,766,435
Kroll	395,266	463,973	—	—	859,239
Morris Nichols	48,875	79,799	—	32,060	160,734
Pepper Hamilton	23,029	9,059	13,404	—	45,492
Pricewaterhouse Coopers	961,658	—	—	—	961,658
Reed Smith Richards Butler	25,336	79,914	—	—	105,250
Sidley Austin	2,206	—	—	381,954	384,160
Warren H Smith and Assoc	93,823	—	—	—	93,823
Willkie Farr & Gallagher	471,217	380,612	—	—	851,829
Young Conaway	110,588	—	—	—	110,588

	6,539,242	3,795,683	13,404	414,014	10,762,343

Sea Containers Services Ltd

Post Petition Aged Creditors listing

As at December 31, 2007

	Aged debt
	0 - 30	31 - 60	61 - 90	91 and over	Total
	$	$	$	$	$

Accounts Payable	527,557	74,539	87,281	58,544	747,922

Professional fees	66,999	—	89,986	11,725	168,710

	594,556	74,539	177,267	70,269	916,632

Professional fees are made up as follows:

Collinson Grant	66,999	—	—	11,725	78,724
Towers Perrin	—	—	89,986	—	89,986

	66,999	-	89,986	11,725	168,710

DEBTORS QUESTIONNAIRE

Must be completed each month	Yes	No
1. Have any assets been sold or transferred outside normal course of business this reporting period? If yes, provide an explanation below.		X
2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below.		X
3. Have all postpetition tax returns been timely filed? If no, provide an explanation below.	X
4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below.	X

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