Premier and become Cabinet Ministers.

C.V. (Jim) Woolridge, Clarence Terceira and David Dyer are expected to be offered posts in a pre-Budget Cabinet shuffle.

"I would seriously consider a post,'' said Dr. Terceira, who could be made an offer at a meeting with Premier David Saul next week.

Yesterday, UBP Government sources predicted Mr. Woolridge, Dr. Terceira and Dr. Dyer could take up the portfolios of Transport, Telecommunications and Environment respectively.

Sources also told The Royal Gazette that Health and Social Services Minister Harry Soares and Works Minister Leonard Gibbons were prepared to volunteer to leave the Cabinet.

They said Mr. Soares would be willing to step down because of health and business reasons.

"It is unlikely, however, the Premier would want to lose both Mr. Soares and Mr. Gibbons at one go,'' a top UBP insider said.

Questions marks hang, too, over Minister of Technology and Information John Barritt and Youth & Sport Minister Tim Smith.

Earlier this year, Mr. Barritt offered to sacrifice his portfolio to create a Cabinet opening for the rebels.

And Mr. Smith could be dropped to make way for Environment Minister Pamela Gordon.

Other possible changes include Transport Minister Wayne Furbert returning to Community and Cultural Affairs to make way for Mr. Woolridge.

This would force Community and Cultural Affairs Minister Sen. Yvette Swan from the Cabinet.

Officially, the United Bermuda Party was saying nothing yesterday about a reshuffle which would position the Government for the next election, which must be held by October, 1998.

Deputy Premier Jerome Dill said: "A Cabinet reshuffle is entirely within the discretion of the Premier.

"I wouldn't be so presumptuous as to attempt to second-guess him.'' Party advisor and former executive officer Joe Gibbons said: "It is entirely the Premier's call.

"The choice of Cabinet is a Government matter. He can ask for advice and discuss it with Cabinet colleagues but it is his call.'' Dr. Saul will be returning to the Island tomorrow after his New Year's holiday.

Yesterday Dr. Terceira said Dr. Saul had told a Pembroke West branch meeting in November he would be reshuffling the Cabinet in four or five weeks.

"I've heard nothing since then although I know the Premier wants to see me next week. It could be about a Cabinet reshuffle. I don't know. If offered a post, I would consider it.'' But Dr. Terceira -- part of the so-called "People's Five'' group of UBP rebels, who include Mr. Woolridge, Dr. Dyer, Ann Cartwright DeCouto and Trevor Moniz -- said he would not compromise on certain issues.

"The party should realise that, for example, I wouldn't go back on my stand against Independence or against fast food franchises.

"I will not change my stance in any way, shape or form, although I have heard the two issues are dead anyway.'' Dr. Terceira said telecommunications was an area he was interested in -- should he be offered Mr. Barritt's current post.

He pointed out that in 1987-88 he was chairman of the Telecommunications Commission.

"I suppose time will tell whether I'm offered the post.'' Former Education Minister Dr. Terceira welcomed reports of a possible Cabinet post for Dr. Dyer.

"Dr. Dyer is very capable. It sounds like a good idea. The Premier is really going to have to perform a juggling act.'' Dr. Dyer -- who has never been in Cabinet -- said talks about him moving to Environment were purely speculative.

"The Premier hasn't suggested anything to me about that. All he said at the branch meeting was that he would be talking to his members of Parliament about a possible Cabinet reshuffle on an individual basis.'' Dr. Dyer added: "I would give any offer of a Cabinet position very serious consideration. Environment would be obviously a very interesting Ministry, if it was offered.'' Former Tourism Minister Mr. Woolridge said he had heard nothing about a reshuffle.

"We've all had talks with the Premier, but I haven't offered or agreed to accept any portfolio.

"I would consider an offer, although there are some things in the Government which still need to be straightened out and rectified,'' he said, without elaborating.

Mr. Gibbons brushed aside questions about him stepping down.

"I'm not going to speculate to the Press about what I might or might not do.'' Mr. Barritt also remained tight-lipped: "I've nothing to say.'' Shuffle on the cards Mr. Smith -- another tipped to lose his post -- said: "I haven't heard anything. No meetings with the Premier have been scheduled, nor has the subject been broached.'' One party source said the Premier faced a difficult balancing act.

"He has to be very careful not to appear to reward disloyalty. By bringing in three members of the `People's Five' he could be seen to be doing so.

"He may, therefore, want to reward the loyalty of the likes of current backbenchers John Irving Pearman, Grace Bell and Rick Spurling.

"My guess is two rebels could be brought in, and one loyalist.'' The source pointed out three of the rebels were offered Cabinet posts shortly after Dr. Saul became Premier.

"Mr. Woolridge was offered Labour, Mr. Moniz Youth and Sport and Dr. Dyer Planning.'' Another source said: "I believe the Premier wants to bring in a couple of the Group of Five -- Woolridge, Dyer and, perhaps, Terceira are the people on the list.

"He may or may not want to consider others as well. If I were him I would want to bring the rebels on board now that the franchise issue is behind the party.'' The source added: "If you were going to ask someone to stand down you would look at your younger and least experienced Ministers or those in the safer seats.'' Using that criteria, Mr. Smith could be a candidate for the chop, the source said.

"The Premier really has to look at the seats in Cabinet with a view to not upsetting the balance.

"He wants experience and political acumen and young blood. "I would say there is going to be a shuffle before the Budget in February.''