TYCO INTERNATIONAL LTD /BER/
8-K, 1999-12-10
GENERAL INDUSTRIAL MACHINERY & EQUIPMENT, NEC
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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) December 9, 1999


                                    001-13836
                            (Commission File Number)


                         ------------------------------


                             TYCO INTERNATIONAL LTD.
             (Exact name of registrant as specified in its charter)


         Bermuda                                          Not applicable
    (State of Incorporation)                              (IRS Employer
                                                       Identification Number)


  The Zurich Centre, Second Floor, 90 Pitts Bay Road, Pembroke, HM 08, Bermuda
              (Address of registrant's principal executive office)


                                  441-292-8674*
                         (Registrant's telephone number)


                         ------------------------------

*The executive offices of Registrant's principal United States subsidiary,  Tyco
International  (US) Inc.,  are located at One Tyco Park,  Exeter,  New Hampshire
03833. The telephone number there is (603) 778-9700.


<PAGE>

ITEM 5.  Other Events

         On the  evening of  December  9, 1999,  Tyco  International  Ltd.  (the
"Company"  or "Tyco") read wire reports  that six  purported  damage  actions on
behalf of  putative  classes of persons  who  purchased  Tyco  common  shares at
various times since 1998 had been  commenced in federal  courts in New Hampshire
and Florida,  alleging  violations of federal and state  securities laws and the
common law,  against the Company and certain of its officers and directors.  The
complaints  reportedly allege that these defendants  published  materially false
and  misleading  statements  concerning  Tyco's  financial  condition and future
growth  prospects  and  that  insiders  sold  stock to the  public  prior to the
disclosure of the adverse alleged facts at artificially inflated prices.

         As of this time,  the Company has not received the  complaints  in such
actions nor does it know  whether they were the only such  actions  filed;  this
disclosure is based solely on wire reports.

         The Company and the individual  defendants  intend to vigorously defend
against all such actions.  The Company cannot predict whether  additional  suits
will be filed.

                                      -2-

<PAGE>


                                   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, thereunto duly authorized.

                                           TYCO INTERNATIONAL LTD.


                                           By: /s/ Mark H. Swartz
                                              ---------------------------------
                                                    Mark H. Swartz
                                                    Executive Vice President and
                                                    Chief Financial Officer
                                                    (Principal Accounting and
                                                     Financial Officer)


Date:  December 10, 1999




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