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


SCHEDULE 13G

Under the Securities Exchange Act of 1934


Amendment No.: 2*


Name of Issuer: Celestica Inc.


Title of Class of Securities: Subordinate Voting Shares


CUSIP Number: 15101Q10-8


Date of Event Which Requires Filing of this Statement: 12/31/2002


Check the appropriate box to designate the rule pursuant to which
this Schedule if filed.

[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)

* 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 the disclosures provided
in a prior cover page.

The information required in 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 ("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.: 15101Q10-8

1.  NAME OF REPORTING PERSON
    S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
    Janus Capital Management LLC
    EIN #75-3019302

2.  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    a.   ___
    b.   ___

3.  SEC USE ONLY

4.  CITIZENSHIP OR PLACE OF ORGANIZATION
         Colorado

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

    5.   SOLE VOTING POWER
         1,456,195**

    6.   SHARED VOTING POWER
         -0-

    7.   SOLE DISPOSITIVE POWER
         1,456,195**

    8.   SHARED DISPOSITIVE POWER
         -0-

    9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
         1,456,195**

    10.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
         Not applicable

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
    0.8%**

12. TYPE OF REPORTING PERSON
    IA, HC

**  See Item 4 of this filing


Item 1.

    (a). Name of Issuer: Celestica Inc. ("Celestica")

    (b). Address of Issuer's Principal Executive Offices:

         12 Concorde Place
         Toronto, Ontario, Canada M3C 3R8

Item 2.

    (a).-(c). Name, Principal Business Address, and Citizenship of
Persons
              Filing:

         (1)  Janus Capital Management LLC ("Janus Capital")
              100 Fillmore Street
              Denver, Colorado  80206-4923
              Citizenship:  Colorado

    (d). Title of Class of Securities:  Subordinate Voting Shares

    (e). CUSIP Number:  15101Q10-8

Item 3.

This statement is filed pursuant to Rule 13d-1 (b) or 13d-2(b) and
the person filing, Janus Capital, is an investment adviser in
accordance with Section 240.13d-1(b)(ii)(E) as well as a parent
holding company/control person in accordance with Section 240.13d-
1(b)(ii)(G).  See Item 4 for additional information.

Item 4.  Ownership

The information in items 1 and 5 through 11 on the cover page(s)
on Schedule 13G is hereby incorporated by reference.

Janus Capital has an indirect 100% ownership stake in Bay Isle
Financial LLC ("Bay Isle") and an indirect 50.1% ownership stake
in Enhanced Investment Technologies LLC ("INTECH").  Due to the
above ownership structure, holdings for Janus Capital, Bay Isle
and INTECH are aggregated for purposes of this filing. Janus
Capital, Bay Isle and INTECH are registered investment advisers,
each furnishing investment advice to various investment companies
registered under Section 8 of the Investment Company Act of 1940
and to individual and institutional clients (collectively referred
to herein as "Managed Portfolios").

As a result of its role as investment adviser or sub-adviser to
the Managed Portfolios, Janus Capital may be deemed to be the
beneficial owner of 1,456,195 shares or 0.8% of the shares
outstanding of Celestica Subordinate Voting Shares held by such
Managed Portfolios.  However, Janus Capital does not have the
right to receive any dividends from, or the proceeds from the sale
of, the securities held in the Managed Portfolios and disclaims
any ownership associated with such rights.

Item 5.  Ownership of Five Percent or Less of a Class

The Managed Portfolios, set forth in Item 4 above, have the right
to receive all dividends from, and the proceeds from the sale of,
the securities held in their respective accounts.

This statement is being filed to report the fact that the
reporting persons have ceased to be the beneficial owners of more
than five percent of the class of securities.

These shares were acquired in the ordinary course of business, and
not with the purpose of changing or influencing control of the
Issuer.

Item 6.  Ownership of More than Five Percent on Behalf of Another
Person

Not applicable.

Item 7.  Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company

Not applicable.

Item 8.  Identification and Classification of Members of the Group

Not applicable.

Item 9.  Notice of Dissolution of Group

Not applicable.

Item 10. Certification

By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the
control of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having such
purposes or effect.


SIGNATURES

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.

JANUS CAPITAL MANAGEMENT LLC

By  /s/  Heidi J. Walter                       02/14/2003
  Heidi J. Walter,                               Date
    Vice President and Assistant General Counsel