The outlook change on the outstanding debt issued for the Shedd Aquarium Society, Ill., is due to the absence of additional debt plans and to the fact that the aquarium is nearing the completion of its extensive phase-one capital-expansion plan. Rating factors include: The large size of the John G. Shedd Aquarium, measured by attendance, collection, and reputation; Annual operating support and periodic capital support from the Chicago Park District; The near completion of the $92 million, multi-year phase-one capital plan; A lack of dependence on endowment income for operations; Good liquidity, with cash and investments of 390% of expenditures and 145% of outstanding debt; and No additional debt plans. Offsetting factors include: The discretionary nature of the Shedd's business;