SC 13D/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D/A

(Amendment No. 13)

Under the Securities Exchange Act of 1934

Telesystem International Wireless Inc.
(Name of Issuer)

Common stock
(Title of Class of Securities)

879 946 101
(CUSIP Number)

Ginette Depelteau
Caisse de dépôt et placement du Québec
1000 place Jean-Paul Riopelle, Montreal (Quebec), H2Z 2B3
Tel.: (514) 847-5901

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

May 6, 2004

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this Schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended ("Act"), or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

	CUSIP No. 879 946 101
1.	NAME OF REPORTING PERSON IRS IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): Caisse de dépôt et placement du Québec
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) (b)
3.	SEC USE ONLY
4.	SOURCE OF FUNDS: WC
5.	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e): 
6.	CITIZENSHIP OR PLACE OF ORGANIZATION: Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH			7.	SOLE VOTING POWER: 10,875,039 (1)
			8.	SHARED VOTING POWER:
			9.	SOLE DISPOSITIVE POWER: 10,875,039 (1)
			10.	SHARED DISPOSITIVE POWER:
11.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 10,875,039 (1)
12.		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
13.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 7,78% (1)
14.		TYPE OF REPORTING PERSON: CO

(1) Including 159,388 common shares of Telesystem International Wireless Inc, in the event that Capital Communications CDPQ Inc. ("CDPQ"), a wholly-owned subsidiary of Caisse de dépôt et placement du Québec ("Caisse") , were to exercise its conversion right with respect to a debenture issued by Gestion Télésystème Inc., as fully described in Item 5.

Item 1. Security and Issuer

The class of equity security to which this statement relates is the shares of common stock of Telesystem International Wireless Inc. (the "Shares"), a Canadian corporation (the "Issuer").

The principal executive offices of the Issuer are located at 1000 de la Gauchetière Street West, 16^th floor, Montréal, Québec, H3B 4W5.

Item 2. Identity and Background

This statement is filed by Caisse. Caisse is a legal person without share capital and a mandatary of the State of the Province de Québec, created by a special act of the Legislature of the Province de Québec. The principal business of Caisse is to receive on deposit and manage funds deposited by agencies and instrumentalities of the Province de Québec.

The address of Caisse's principal business and principal office is 1000, place Jean-Paul-Riopelle, Montréal, Québec, H2Z 2B3. The names of the directors and executive officers of Caisse, their business addresses, their present principal occupation or employment, and the name, principal business and address of any corporation or other organization in which such employment is conducted other than Caisse are set forth in Exhibit A, attached hereto.

Each of the directors and executive officers named in Exhibit A is a Canadian citizen, except Mr. John T. Wall who is an American citizen.

Neither Caisse nor any of the individuals listed in Exhibit A has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or was or is subject to a judgment, decree or final order, enjoining future violations of, or prohibiting or mandating activities subject to, United States federal or state securities laws or finding any violation with respect to such laws as a result of a civil proceeding of a judicial or administrative body of competent jurisdiction.

Item 3. Source and Amount of Funds or Other Consideration

Since the last statement on Schedule 13D/A, Caisse or CDPQ sold 685,556 Shares for CAN. $10,377,845.49.

Item 4. Purpose of Transaction

The Shares reported herein were purchased or sold for purposes of investment. Caisse and CDPQ intend to review their investment in the Issuer periodically, and may, depending on relevant economic and financial market conditions and matters relating to the Issuer, either acquire additional Shares or sell Shares. Any subsequent acquisition of such Shares by Caisse or CDPQ may be made by way of market purchases, private agreements or otherwise.

Caisse or CDPQ have no plan or proposal which relates to or would result in a change in the Issuer business, corporate structure, board of directors, management, capitalization, dividend policy, charter or bylaws or to the registration of the Issuer Shares or their listing on securities exchanges.

Item 5. Interest in Securities of the Issuer

Since the last Amendment on Schedule 13D/A, dated February 26, 2004, Caisse or CDPQ sold 685,556 Shares.

Furthermore, as reported in Caisse's last amendment on schedule 13D/A Caisse held a debenture issued by Telesystem Ltd. (the "Telesystem Debenture") in principal amount of CAN$152,220,000. The Telesystem Debenture was exchangeable for 15,850,000 Shares but that number has been reduced to 10,633,002 Shares as a result of partial repayments made by Telesystem Ltd. on March 25 and April 5, 2004 as follows:

On March 25, 2004, Caisse announced that an amount of CAN$54,827,711.59 representing part of the principal and interest of the Telesystem Debenture had been repaid. This amount was repaid subsequent to a secondary offering qualified by a short form Prospectus and supplemented short form Prospectus of the Issuer, dated March 18, 2004. Therefore, after the repayment, the principal amount of Telesystem Debenture was CAN$108,652,235.05.

On April 5, 2004, an amount of CAN$ 6,535,164.70 representing part of the principal and interest of the Telesystem Debenture had been repaid. This repayment took place following the exercise by the underwriters of their over-allotment option to purchase an additional 3.15 million common shares of the Issuer at a price of US$ 9.50 per share. The over-allotment was granted in the context of the recently completed primary offering of 7 million common shares of the Issuer and secondary offering of 14 million common shares of the Issuer.

Therefore, after the repayment, the principal amount of the Telesystem Debenture was CAN$102,117,070.31 which represented 10,633,002 Shares.

On May 6, 2004, Caisse exercised its right to exchange the Telesystem Debenture in its whole, for 10,633,002 Shares.

In addition, CDPQ still holds a debenture of CAN$43,991,393, issued by Gestion Télésystème Inc. (the "Gestion Télésystème Debenture"), which represents 159,388 Shares and which is exchangeable at any time but CDPQ had agreed not to exchange it before August 1, 2004, provided the Issuer is not in default.

If CDPQ were to exercise its conversion right with respect to the Gestion Télésystème Debenture, the Shares that may be deemed owned by Caisse (directly and indirectly) would represent 7,78% of the Shares outstanding pursuant to the most recently available filing with the Commission.

The beneficial ownership of the Issuer's securities by the individuals named in item 2 is set forth to the best of Caisse's knowledge in Exhibit D attached, when applicable.

Caisse and CDPQ have the power to vote and to dispose of the Shares they own.

c) The dates and amounts of all transactions in the Shares that were effected by the Caisse during the past sixty days are set forth in Exhibit C attached hereto.

d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares of the Issuer listed in response to this item.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

On March 4, 2004, Caisse and CDPQ have entered into an agreement with the Issuer and some of its shareholders pursuant to which they agreed to become, on or prior to the exchange of the debentures, a party to the Investor rights agreement and the Registration rights agreement.

Item 7. Material to be Filed as Exhibits.

Exhibit A: List of Executive Officers and Directors of Caisse de Depot et placement du Québec
Exhibit B: List of Executive Officers and Directors of Capital Communications CDPQ Inc.
Exhibit C: Table of Dates, Number of Shares Sold and Price per Share of Sales

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Signature

Date: May 17, 2004

s/ Ginette Depelteau
- -----------------------------------------------------------------------
Signature

Ginette Depelteau, Vice-President and Corporate Secretary
Name / Title

EX-99

EXHIBIT A

LIST OF EXECUTIVE OFFICERS AND DIRECTORS
OF Caisse de dépôt et placement du Québec

DIRECTORS	BUSINESS ADDRESS	PRINCIPAL OCCUPATION
Henri-Paul Rousseau	Caisse de dépôt et placement du Québec 1000, place Jean-Paul-Riopelle Montréal (Québec) H2Z 2B3	Chairman and Chief Executive Officer
Guy Morneau	Régie des rentes du Québec 2600, boul. Laurier, bureau 546 Québec (Québec) G1V 4T3	Chairman of the Board and President
Jean-Claude Bachand	Fraser Milner Casgrain 1, Place Ville-Marie Bureau 3900 Montréal (Québec) H3B 4M7	Lawyer
Bernard Bonin	745, Hot Springs Way Ottawa (Ontario) K1V 1W8
Claudette Carbonneau	Confédération des syndicats nationaux 1601, Delorimier Montréal (Québec) H2K 4M5	President
Steven Cummings	Placements Maxwell Cummings & Fils Ltée 4115, Sherbrooke West, Suite 600 Westmount (Québec) H3Z 1B1	President
Alban D'Amours	Mouvement des caisses Desjardins 100, avenue des Commandeurs Lévis (Québec) G6V 7N5	President
Sylvie Dillard	Fonds québécois de la recherche sur la nature et les technologies 140, Grande-Allée Est, Bureau 450 Québec (Québec) G1R 5M8	Member and President of the board and Chief Executive Officer
Yves Filion	Hydro-Québec Distribution 75, boul. René-Lévesque Ouest Montréal (Québec) H2Z 1A4	President
Gilles Godbout	Ministère des Finances 12, rue St-Louis Québec (Québec) G1R 5L3	Deputy Minister, Finance, Economy and Research
Henri Massé	Fédération des travailleurs et travailleuses du Québec 545, boul. Crémazie Est Montréal, (Québec) H2M 2V1	President
Nicole Trudeau	Commission municipale du Québec 500, René-Lévesque Blvd. West Suite 24.200 Montréal (Québec) H2Z 1W7	Vice-President
Duc Vu	Commission administrative des régimes de retraite et d'assurances 475, St-Amable Québec (Québec) G1R 5X3	President
John T. Wall	6601, Radnor Road Bethesda, Maryland 20817 USA

OFFICERS	BUSINESS ADDRESS	PRINCIPAL OCCUPATION
Henri-Paul Rousseau	Caisse de dépôt et placement du Québec 1000, place Jean-Paul-Riopelle Montréal (Québec) H2Z 2B3	Chairman and Chief Executive Officer
François Grenier	Same	Executive Vice-President, Equity Markets
Denis Senécal	Same	Executive Vice-President, Fixed Income
Christian Pestre	Same	Executive Vice-President, Absolute Return
Normand Provost	Same	Executive Vice-President, Private Equity and President, Capital d'Amérique CDPQ inc.
Fernand Perreault	Same	President, CDP Capital - Real Estate Group and Executive Vice-President, CDP Capital
Richard Guay	Same	Executive Vice-President, Risk Management and Depositors' Accounts Management, CDP Capital
Ghislain Parent	Same	Executive Vice-President, Finance, Treasury and Strategic Initiatives
Robert Desnoyers	Same	Executive Vice-President, Human Resources and Organisational Development
VP Pham	Same	Executive Vice-President, Information Technology and Investments Administration
Suzanne Masson	Same	Executive Vice-President, Institutional Affairs
Ginette Depelteau	Same	Vice-President and Corporate Secretary

EX-99

EXHIBIT B

LIST OF EXECUTIVE OFFICERS AND DIRECTORS
OF Capital Communications CDPQ Inc.

DIRECTORS	BUSINESS ADDRESS	PRINCIPAL OCCUPATION
Normand Provost	Capital d'Amérique CDPQ inc. 1000, place Jean-Paul Riopelle Montréal (Quebec) H2Z 2B3	President
François Laurin	Capital Communications CDPQ inc. 1000, place Jean-Paul Riopelle Montréal (Québec) H2Z 2B3	Vice-President

OFFICERS	BUSINESS ADDRESS	PRINCIPAL OCCUPATION
Normand Provost	Capital Communications CDPQ inc. 1000, place Jean-Paul Riopelle Montréal (Québec) H2Z 2B3	President
François Laurin	Capital Communications CDPQ inc. 1000, place Jean-Paul Riopelle Montréal (Québec) H2Z 2B3	Vice-President
Ginette Depelteau	Same	Secretary

EX-99

EXHIBIT C

TABLE OF SALES
OF TELESYSTEM INTERNATIONAL WIRELESS INC.

SALES

DATE	NUMBER OF SHARES	PRICE PER SHARE IN CANADIAN DOLLARS
March 30 31 April 01 06 26 28	100,000 272,300 66,051 100,000 20,000 127,205	14.97 14.94 14.96 16.54 15.50 14.63

Sales effected in Canada