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) June 20, 2007 (June 19, 2007)

Travelport Limited

(Exact name of Registrant as specified in its charter)

Bermuda	333-141714	98-0505100
(State or other jurisdiction	(Commission File No.)	(I.R.S. Employer
of incorporation)		Identification Number)

400 Interpace Parkway

Building A

Parsippany, NJ 07054

(Address of principal executive office)

Registrant’s telephone number, including area code  (973) 939-1000

N/A

(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.

On June 19, 2007, we announced that we recently closed an exchange offer to all holders of our Senior Dollar Floating Rate Notes due 2014, Senior Euro Floating Rate Notes due 2014, 9 7/8% Senior Fixed Rate Notes due 2014, 11 7/8% Senior Dollar Subordinated Notes due 2016 and 10 7/8% Senior Euro Subordinated Notes due 2016 (collectively, the “Notes”) to exchange privately held Notes for new notes pursuant to our Registration Statement on Form S-4 that was declared effective on May 10, 2007 by the U.S. Securities and Exchange Commission.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01           Financial Statements and Exhibits.

(d)  Exhibits.

The following exhibits are filed as part of this report:

Exhibit No.	Description
99.1	Press Release dated June 19, 2007.

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	TRAVELPORT LIMITED
By:	/s/ Eric J. Bock
	Eric J. Bock
	Executive Vice President, General Counsel and
	Corporate Secretary

Date: June 20, 2007

TRAVELPORT LIMITED

CURRENT REPORT ON FORM 8-K

Report Dated June 20, 2007 (June 19, 2007)

EXHIBIT INDEX

99.1 Press Release dated June 19, 2007.

EX-99.1

Exhibit 99.1

Travelport Announces Closing of Exchange Offer

NEW YORK, NY— 06-19-2007 — Travelport Limited, the parent company of the Travelport group of companies, announced that it has recently closed an exchange offer to all holders of its Senior Dollar Floating Rate Notes due 2014, Senior Euro Floating Rate Notes due 2014, 9 7/8% Senior Fixed Rate Notes due 2014, 11 7/8% Senior Dollar Subordinated Notes due 2016 and 10 7/8% Senior Euro Subordinated Notes due 2016 (collectively, the “Notes”) to exchange privately held Notes for new notes (the “Exchange Notes”) pursuant to a Registration Statement on Form S-4 that was declared effective on May 10, 2007 by the U.S. Securities and Exchange Commission.  The Exchange Notes are identical in all material respects to the outstanding Notes, except that the Exchange Notes do not contain terms restricting transfer or any terms related to registration rights.

Approximately 99.3% of the Senior Dollar Floating Rate Notes due 2014, 92.2% of the Senior Euro Floating Rate Notes due 2014, 95.6% of the 9 7/8% Senior Fixed Rate Notes due 2014, 99.9% of the 11 7/8% Senior Dollar Subordinated Notes due 2016 and 89.7% of the 10 7/8% Senior Euro Subordinated Notes due 2016 were tendered pursuant to the exchange offer.

This notice shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.

About Travelport
Travelport is one of the world’s largest travel conglomerates. It operates 20 leading brands including Galileo, a global distribution system (GDS); Orbitz Worldwide, an on-line travel agency; and Gullivers Travel Associates, a wholesaler of travel content. With 2006 revenues of $2.6 billion, the Company has 8,000 employees and operates in 130 countries. Travelport is a private company owned by The Blackstone Group of New York, Technology Crossover Ventures of Palo Alto, California and One Equity Partners of New York.

Media Contact:
Elliot Bloom
Travelport
212-915-9110 (office)
917-783-2262 (mobile)

Investor Contact:
Raffaele Sadun
Travelport
973-939-1220
raffaele.sadun@travelport.com