8-K

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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): June 26, 2002



                         WEATHERFORD INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)


                                                       
           Delaware                      1-13086                 04-2515019
(State or other jurisdiction of        (Commission             (IRS Employer
        incorporation)                 File Number)          Identification No.)

         515 Post Oak Boulevard, Suite 600
                  Houston, Texas                       77027-3415
      (Address of principal executive offices)         (Zip Code)



       Registrant's telephone number, including area code: (713) 693-4000

                                       N/A
          (Former name or former address, if changes since last report)


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ITEM 5.   OTHER EVENTS AND REGULATION FD DISCLOSURE.

          On June 26, 2002, Weatherford International, Inc. (the "Company")
          completed a corporate reorganization of the Company resulting in its
          change in domicile from Delaware to Bermuda under the name Weatherford
          International Ltd. In conjunction therewith, the Company is issuing
          the press release attached hereto as Exhibit 99.1. The press release
          is incorporated in this report by reference.

          Pursuant to Rule 12g-3(a) promulgated under the Securities Exchange
          Act of 1934, as amended (the "Exchange Act"), Weatherford
          International Ltd.'s common shares, par value $1.00 per share, are
          deemed registered under Section 12(b) of the Exchange Act.

ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS.

          (c)   Exhibits

                Exhibit No.             Description
                -----------             -----------

                   99.1                 Press Release dated June 26, 2002







                                   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, INC.



                                         By:    /s/ Burt M. Martin
                                                --------------------------------
                                         Name:  Burt M. Martin
                                         Title: Senior Vice President,
                                                General Counsel and Secretary

Date:  June 26, 2002





                                  EXHIBIT INDEX


Exhibit No.             Description
- -----------             -----------

   99.1                 Press release dated June 26, 2002

EX-99.1

                                                                    EXHIBIT 99.1


[WEATHERFORD LOGO]                                                [NEWS RELEASE]



         WEATHERFORD COMPLETES RESTRUCTURING AFTER SHAREHOLDER APPROVAL

HOUSTON, June 26, 2002 -- Weatherford International, Inc. (NYSE: WFT) announced
today that at a Special Shareholders' Meeting a proposal to change the Company's
place of incorporation from Delaware to Bermuda was overwhelmingly approved.
91,133,457 shares, or 93 percent of the total number of shares voted were cast
in favor of the proposal. In all, 97,879,628 shares were voted, representing 82
percent of the 119,311,167 total shares outstanding and entitled to vote.

         The Company completed the restructuring transaction effective as of the
close of business today. As a result, Weatherford International, Inc. has become
a wholly owned, indirect subsidiary of Weatherford International Ltd.

         As of the close of business today, each share of Weatherford
International, Inc. was automatically converted into the right to receive a
share of Weatherford International Ltd. and all stockholders of Weatherford
International, Inc. have become shareholders of Weatherford International Ltd.
Weatherford shares will continue to be listed and traded on the New York Stock
Exchange under the ticker symbol "WFT".

         Weatherford's transfer agent will mail stockholders a letter of
transmittal and instructions for the exchange of their current stock
certificates into shares of the Bermuda company.

         Weatherford is one of the largest global providers of innovative
mechanical solutions, technology and services for the drilling and production
sectors of the oil and gas industry. Weatherford operates in over 100 countries
and employs approximately 15,000 people worldwide.

                                      # # #

Contact:
Don Galletly    (713) 693-4148
Lisa Rodriguez  (713) 693-4746


This press release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 concerning, among other things,
Weatherford's prospects for its operations and the successful completion of the
plan of restructuring, all of which are subject to certain risks, uncertainties
and assumptions. These risks and uncertainties, which are more fully described
in Weatherford International, Inc.'s reports and registration statements filed
with the SEC, include the impact of oil and natural gas prices and worldwide
economic conditions on drilling activity, the demand for and pricing of
Weatherford's products and services, domestic and international economic and
regulatory conditions and changes in tax and other laws affecting the proposed
restructuring and our business. Should one or more of these risks or
uncertainties materialize, or should the assumptions prove incorrect, actual
results may vary in material aspects from those currently anticipated.