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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): OCTOBER 7, 2003
WEATHERFORD INTERNATIONAL LTD.
(Exact name of registrant as specified in charter)
BERMUDA 1-31339 98-0371344
(State of Incorporation) (Commission File No.) (I.R.S. Employer
Identification No.)
515 POST OAK BLVD., SUITE 600, HOUSTON, TEXAS 77027-3415
(Address of Principal Executive Offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 693-4000
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ITEM 5. OTHER EVENTS
On October 7, 2003, we closed our previously announced offering of
$250,000,000 of 4.95% Senior Notes due 2013. A copy of the underwriting
agreement relating to the offering is filed as Exhibit 1.1 to this Current
Report. The form of the global note representing the issuance is filed as
Exhibit 4.1 to this Current Report. A copy of the Officers' Certificate pursuant
to the indenture is filed as Exhibit 4.2 to this Current Report. Copies of
opinions of counsel relating to the notes are filed as Exhibits 5.1 and 5.2 to
this Current Report. Copies of consent letters from counsel are filed as
Exhibits 23.1 and 23.2 to this Current Report.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of business acquired.
Not applicable.
(b) Pro forma financial information
Not applicable.
(c) Exhibits
1.1 Underwriting Agreement, dated October 2, 2003, among
Weatherford International Ltd., Weatherford
International, Inc., and Merrill Lynch & Co., Merrill
Lynch, Pierce, Fenner & Smith Incorporated and each of
the other Underwriters named therein.
4.1 Form of global note for 4.95% Senior Notes due 2013.
4.2 Officers' Certificate dated as of October 7, 2003.
5.1 Opinion of Andrews Kurth LLP regarding the senior notes.
5.2 Opinion of Conyers Dill & Pearman regarding the senior
notes.
23.1 Consent Letter of Andrews Kurth LLP (included in Exhibit
5.1).
23.2 Consent Letter of Conyers Dill & Pearman (included in
Exhibit 5.2).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
WEATHERFORD INTERNATIONAL LTD.
Dated: October 7, 2003 /s/ BURT M. MARTIN
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Burt M. Martin
Senior Vice President,
General Counsel and Secretary
Index to Exhibits
Exhibit
No. Description
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1.1 Underwriting Agreement, dated October 2, 2003, among
Weatherford International Ltd., Weatherford International,
Inc., and Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner
& Smith Incorporated and each of the other Underwriters
named therein.
4.1 Form of global note for 4.95% Senior Notes due 2013.
4.2 Officers' Certificate dated as of October 7, 2003.
5.1 Opinion of Andrews Kurth LLP regarding the senior notes.
5.2 Opinion of Conyers Dill & Pearman regarding the senior
notes.
23.1 Consent Letter of Andrews Kurth LLP (included in Exhibit
5.1).
23.2 Consent Letter of Conyers Dill & Pearman (included in
Exhibit 5.2).