================================================================================ 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): APRIL 21, 2004 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 BOULEVARD SUITE 600 HOUSTON, TEXAS 77027 (Address of Principal Executive Offices) (Zip Code) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 693-4000 ================================================================================ PAGE 1 EXHIBIT INDEX APPEARS ON PAGE 4 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial statements of business acquired Not applicable. (b) Pro forma financial information Not applicable. (c) Exhibits 99.1 Press release dated April 21, 2004 announcing earnings for the quarter ended March 31, 2004. ITEM 9. REGULATION FD DISCLOSURE On April 21, 2004, we issued a news release announcing first quarter results for the period ended March 31, 2004. A copy of the press release is attached as Exhibit 99.1 and is incorporated by reference in this Item 9. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On April 21, 2004, we issued a news release announcing first quarter results for the period ended March 31, 2004. A copy of the press release is attached as Exhibit 99.1 and is incorporated by reference in this Item 12. The information in this report is being furnished, not filed, pursuant to Item 12 of Form 8-K. Accordingly, the information in Item 12 of this report will not be incorporated by reference into any registration statement filed by us under the Securities Act of 1933, as amended, unless specifically identified as being incorporated therein by reference. On April 21, 2004, following the news release and the filing of this Current Report on Form 8-K, we will hold a conference call at 10:00 a.m. eastern, 9:00 a.m. central, regarding the first quarter results. This scheduled conference call was previously announced on March 23, 2004 and will be available via real-time webcast. To access the call please contact the conference call operator at 800-901-5231, or 617-786-2961 for international calls, approximately 10 minutes prior to the scheduled start time, and ask for the Weatherford Conference Call. The password is "Weatherford." A replay will be available until 5:00 p.m. central, April 28, 2004. The number for the replay is 888-286-8010, or 617-801-6888 for international calls; passcode 17746300. In addition, a replay will be available on our website at www.weatherford.com. To access the replay, click on the Investor Relations Link under "Corporate" and then click on the Enhanced Audio Webcast link. PAGE 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: April 21, 2004 /s/ Lisa W. Rodriguez ---------------------------------------- Lisa W. Rodriguez Senior Vice President and Chief Financial Officer PAGE 3 INDEX TO EXHIBITS Number Exhibit ------ ------- 99.1 Press release dated April 21, 2004 announcing earnings for the quarter ended March 31, 2004. PAGE 4