Shareholders of Weatherford International Inc. are expected to vote by the end of the month on whether the company is to reincorporate in Bermuda to avoid a take-over and to save money on its taxes.

On Friday the company, which is a supplier of equipment and services used in oil and gas drilling industries, announced that its board of directors had approved a plan to transfer the company's incorporation site from Delaware to Bermuda in a bid to defend itself from a possible take over and to do this through partly saving on its tax bills.

But there has been little reaction from the United States, where Senators are trying to get bills passed in Congress which will make sure that companies wanting to reincorporate in Bermuda from the United States to save on their taxes will not be allowed to do so.

Weatherford appears to have avoided the scrutiny of the law makers because it said its main reason for moving was to avoid a take-over, but added that this would be done by partly achieving an "improvement of our global tax position".

Toolmakers Stanley Works, whose move to Bermuda would save them $30 million in US taxes, has incurred the wrath of Congress by making no bones about the reasons for its move.

Other companies to fuel Congress' wrath by daring to move to Bermuda include Cooper Industries, Ingersoll-Rand, Foster Wheeler and Nabors Industries.

Bernard J. Duroc-Danner, Weatherford's Chairman, Chief Executive Officer and President, said: "The restructuring plan is expected to allow Weatherford to compete more effectively worldwide, maintain our independence and keep our headquarters based in the United States.

"It should result in greater operational flexibility, increased competitiveness regarding domestic and international acquisition opportunities, improvement of our global tax position and cash management and increased cash flow to invest for future earnings growth.

"Further, the plan of restructuring should have no major negative impact on Weatherford's day-to-day operations or our employees, suppliers and customers.

In fact, we anticipate the plan will increase our international competitiveness and we expect to maintain and grow our employee presence in the United States."

Under the Weatherford's plan, Weatherford International Ltd, a newly formed Bermuda company will become the parent holding company of Weatherford International Inc.

According to a spokeswoman for Weatherford, the company has not made any decisions about what size the company will be in Bermuda as no specifics will be discusses until the shareholders vote on the move.

"There will be a notice of a special meeting and a proxy statement," she said. "There there will be a call for a special meeting which is expected to be at the end of the month."

When asked about details of the Bermuda company, she said: "All of that has not been established, and will not be established until after the vote, pending approval from the shareholders."

Weatherford said it was making the move as part of a plan to avoid a takeover after several big deals in the oil field services and drilling industry, including the merger of Global Marine and Santa Fe from GlobalSantaFe Corp, the world's second biggest offshore drilling contractor.

A statement from the company said: "The restructuring plan was approved to allow Weatherford to remain a viable global competitor, maintain its independence and resist the recent trend of acquisitions of United States companies by international competitors."

The Houston-based Weatherford International, has, in addition to its drilling and intervention services, the company provides completion products and artificial lift systems (pumping systems).

Weatherford operates 485 service and sales locations in 100 countries and as part of its strategy to focus on its core products and services, Weatherford has spun off its Grant Prideco unit, maker of drill system and tubular products and has sold its natural gas compression operations.

The company, which has $2.3 billion of sales in 2001 and employs about 15,000 people world-wide, expects the restructuring to be complete by the second quarter of 2002, subject to shareholder approval.

The company has a 52 week high of $60.35 and a low of $22.71 (reached after September 11) and a market capitalisation of $5,463.94. Yesterday afternoon the stock was trading on the New York Stock Exchange at $45.80, up $1.15 from Friday when the announcement was made.

A registration statement on Form S-4 for Weatherford International Ltd., containing the proposed proxy statement/prospectus, has been filed with the Securities and Exchange Commission but is not yet finalised. When it is, these documents will be available at no charge at the SEC's website www.sec.gov/ and at Weatherford International, Inc..'s website, www.weatherford.com/ .