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 (earliest event reported): December 1, 2006

                           ORIENT-EXPRESS HOTELS LTD.
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             (Exact name of registrant as specified in its charter)

               001-16017                              98-0223493
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       (Commission file number)                    (I.R.S. Employer
                                                  Identification No.

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

                                  441-295-2244
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              (Registrant's telephone number, including area code)

                                 Not Applicable
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          (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.):

[ ]  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 5.02 Departure of Directors or Principal  Officers;  Election of Directors;
     Appointment of Principal Officers.

     On December 1, 2006, for personal  reasons,  James B. Sherwood retired from
his  executive  duties as the Company's  Chairman of the Board of Directors.  He
will  remain  non-executive  Chairman of the Board of  Directors  until the next
annual meeting of shareholders in June 2007, when he will resign as Chairman and
continue solely as a non-executive director.

     The Company's  December 1, 2006 press release  announcing  James Sherwood's
retirement  from his  executive  duties  is being  filed as an  exhibit,  and is
incorporated by reference, in this report.

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ITEM 9.01 Financial Statements and Exhibits

          (c)  Exhibits
               --------

               99.1 Press release of  Orient-Express  Hotels Ltd. dated December
                    1, 2006 announcing retirement of Mr. James B. Sherwood.





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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.

                                            ORIENT-EXPRESS HOTELS LTD.


                                            By: /s/ Paul M. White
                                                -----------------
                                                    Paul M. White
                                                    Vice President - Finance and
                                                    Chief Financial Officer
Date:  December 6, 2006








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