Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Ofer Eyal
 2. Date of Event Requiring Statement (Month/Day/Year)
02/02/2005		 3. Issuer Name and Ticker or Trading Symbol
ROYAL CARIBBEAN CRUISES LTD [RCL]
(Last)
(First)
(Middle)
CARLYLE M.G. LIMITED, 18 UPPER BROOK STREET		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LONDON, ENGLAND W1K7PU		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 2,056
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Option to Purchase Common Stock   (1) 06/12/2005 Common Stock 15,000 $ 11.1875 D  
Option to Purchase Common Stock   (1) 06/13/2006 Common Stock 10,000 $ 14.375 D  
Option to Purchase Common Stock   (1) 09/24/2008 Common Stock 15,000 $ 26.75 D  
Option to Purchase Common Stock   (2) 03/31/2010 Common Stock 20,000 $ 28.875 D  
Option to Purchase Common Stock   (1) 12/04/2010 Common Stock 10,000 $ 20.3 D  
Option to Purchase Common Stock   (1) 10/16/2011 Common Stock 50,000 $ 9.55 D  
Option to Purchase Common Stock   (3) 09/16/2013 Common Stock 1,931 $ 31.375 D  
Option to Purchase Common Stock   (4) 12/14/2014 Common Stock 1,049 $ 51.23 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ofer Eyal
CARLYLE M.G. LIMITED
18 UPPER BROOK STREET
LONDON, ENGLAND W1K7PU		   X      

Signatures

By: Bradley Stein, Attorney-in-Fact for Eyal Ofer 02/14/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Immediately.
(2) 16,000 shares are immediately exercisable and 4,000 are exercisable on 3/31/2005.
(3) 772 shares are exercisable on 9/16/2005, 386 are exercisable on each of 9/16/2006 and 9/16/2007 and 387 are exercisable on 9/16/2008.
(4) 263 shares are exercisable on 12/14/2005 and 262 are exercisable on each of 12/14/2006, 12/14/2007 and 12/14/2008.

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