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): ~~January~~February 297, 2014

Seven Seas Cruises S. DE R.L.

(Exact Name of Registrant as Specified in Its Charter)



Republic of Panama	333-178244	75-3262685
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

8300 NW 33^rd Street, Suite 100

Miami, FL 33122

(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code: (305) 514-2300

Not Applicable

(Former name, former address and former fiscal year, 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~~Section ~~2.02~~1 ~~Results~~– ofBusiness ~~Operations~~ and ~~Financial Condition.~~Operations

OnItem January 29, 2014, Seven Seas Cruises S. DE R.L. (the "Company") issued a press release announcing its intention to hold an investor call on Wednesday, January 29, 2014 to re-price its existing senior secured credit facility. The meeting is preliminary in nature, and at this time the Company has not committed to complete a refinancing, nor can it state the terms on which any such refinancing would be achieved. The Company also released preliminary financial results for the fourth quarter ended December 31, 2013. A copy of this press release is furnished as Exhibit 99.1 ~~to this Current Report on Form 8-K~~.01 ~~This~~Entry information shall not be deemed "filed" for any purpose, including for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section. The information contained in this Current Report on Form 8-K that is furnished under this Item 2.02, including the accompanying Exhibit 99.1, shall not be incorporated by reference into ~~any~~a ~~filing~~Material ofDefinitive ~~the Company, whether made before or after the date of this report, regardless of any general incorporation language in the filing~~Agreement.

The disclosure set forth below under Item 92.0103 (Creation of a Direct Financial ~~Statements~~Obligation ~~and~~or ~~Exhibits~~an Obligation under an Off-Balance Sheet Arrangement of a Registrant) is hereby incorporated by reference into this Item 1.01.

~~(d) Exhibits~~On February 7, 2014, Seven Seas Cruises S. DE R.L. amended its previously existing $340 million credit agreement, consisting of both a $300 million term loan and a $40 million revolving credit facility. In conjunction with this amendment, the outstanding balance on the term loan under the original credit agreement of $296.25 million was repaid in full and as such that commitment was terminated. Concurrent with the repayment of the term loan, the Company entered into a commitment for a new term loan totaling $246 million. The margin on the new term loan is 2.75 percent compared to 3.50 percent on the previously existing term loan. The LIBOR floor changed from 1.25 percent to 1 percent. There was no change to the $40 million revolving credit facility or the maturity dates of the term loans. There was also no impact on covenants, liquidity or debt capacity.

~~99.1 Press~~Section ~~Release,~~2 ~~dated~~– ~~January~~Financial ~~29,~~Information ~~2013 (furnished pursuant to Item 2.02).~~

~~Cautionary~~Item ~~Note~~2.03 ~~Regarding~~Creation ~~Forward~~of a Direct Financial Obligation or an Obligation under an Off-~~Looking~~Balance ~~Statements~~Sheet Arrangement of a Registrant.

All statements (other than statements of historical facts) included in this Current Report regarding the Offering and the proposed use of proceeds from the Offering may constitute forward-looking statements. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot provide any assurance that these expectations will prove to be correct. These forward-looking statements speak only as of the date of this Current Report. We do not intend to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise, unless the securities laws require us to do so.

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 hereunto duly authorized.

Date: ~~January~~February 2910, 2014

SEVEN SEAS CRUISES S. DE R.L. /s/ ~~JASON~~Jason M. ~~MONTAGUE~~Montague Jason M. Montague, Executive Vice President and Chief Financial Officer

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