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 17, 2002

                         INGERSOLL-RAND COMPANY LIMITED
             (Exact name of registrant as specified in its charter)

         Bermuda                    1-985                      N/A
(State of incorporation)   (Commission File Number)      (I.R.S. Employer

                                                        Identification No.)

                                Clarendon House
                                2 Church Street
                             Hamilton HM 11, Bermuda
                   (Address of principal executive offices)

        Registrant's telephone number, including area code: (441) 295-2838

                             INGERSOLL-RAND COMPANY LIMITED


Attached hereto as an exhibit which is incorporated herein by
reference is the registrant's press release announcing financial
results for the third quarter and year to date 2002.

This information is not "filed" pursuant to the Securities
Exchange Act of 1934 and is not incorporated by reference into any
registrations under the Securities Act of 1933.  Additionally, the
submission of this Report of Form 8-K is not an admission as to
the materiality of any information in the report that is required
to be disclosed solely by regulation FD.

Exhibit No.         Description

99.1                Press Release of Ingersoll-Rand Company
                    Limited dated October 17, 2002.

                             INGERSOLL-RAND COMPANY LIMITED

Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

                             INGERSOLL-RAND COMPANY LIMITED

Date: October 17, 2002                  /S/ T.R. McLevish
                                        T.R. McLevish, Senior Vice President &
                                        Chief Financial Officer

                                        Principal Financial Officer