UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 11-K

FOR ANNUAL REPORTS OF EMPLOYEE STOCK
PURCHASE, SAVINGS AND SIMILAR PLANS
PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

þ		ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

o		TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN

 

 

 

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN
INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE

		Page
Report of Independent Registered Public Accounting Firm			3
Financial Statements:
Statements of Net Assets Available for Benefits as of December 31, 2010 and 2009			4
Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2010			5
Notes to Financial Statements			6
Supplemental Schedules:
Schedule H, Line 4(a),Schedule of Delinquent Participant Contributions			14
Schedule H, Line 4(i),Schedule of Assets (Held at End of Year)			15
EX-23.1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Administrative Committee of the
Weatherford International, Inc. 401(k) Savings Plan:

     We have audited the accompanying statements of net assets available for benefits of the Weatherford International, Inc. 401(k) Savings Plan as of December 31, 2010 and 2009, and the related statement of changes in net assets available for benefits for the year ended December 31, 2010. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

     We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

     In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 2010 and 2009, and the changes in its net assets available for benefits for the year ended December 31, 2010, in conformity with US generally accepted accounting principles.

     Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedules of assets (held at end of year) as of December 31, 2010, and delinquent participant contributions for the year then ended are presented for purposes of additional analysis and are not a required part of the financial statements but are supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Plan’s management. The supplemental schedules have been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, are fairly stated in all material respects in relation to the financial statements taken as a whole.

/s/ Ernst & Young LLP

Houston, Texas
June 23, 2011

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

		December 31,
		2010				2009
ASSETS:
Investments, at fair value		$	554,525,923			$	452,701,615
Receivables:
Notes receivable from participants			19,330,668				18,160,556
Company contributions			1,613,684				1,316,038
Participants’ contributions			1,760,510				1,483,649
Accrued income			119,826				119,447
Loan repayments			360,412				340,950
Pending settlement			253,928				357,511
Total Receivables			23,439,028				21,778,151
NET ASSETS REFLECTING INVESTMENTS AT FAIR VALUE		$	577,964,951			$	474,479,766
Adjustment from fair value to contract value for fully benefit-responsive investment contracts			—				6,158,677
NET ASSETS AVAILABLE FOR BENEFITS		$	577,964,951			$	480,638,443

The accompanying notes are an integral part of these financial statements.

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2010

ADDITIONS:
Interest income on investments		$	16,881
Interest income on notes receivable from participants			991,471
Dividend income			8,802,109
Net appreciation in fair value of collective trusts			5,042,730
Net appreciation in fair value of common stocks			28,007,920
Net appreciation in fair value of mutual funds			30,531,646
			73,392,757
Contributions:
Participants			44,724,674
Company			22,673,615
Rollovers			2,620,218
			70,018,507
Transfer from other plan			2,811,539
Other income			108,096
Total Additions			146,330,899
DEDUCTIONS:
Benefits paid to participants and beneficiaries		$	48,874,940
Administrative fees			129,451
Total Deductions			49,004,391
NET INCREASE			97,326,508
NET ASSETS AVAILABLE FOR BENEFITS, beginning of year			480,638,443
NET ASSETS AVAILABLE FOR BENEFITS, end of year		$	577,964,951

The accompanying notes are an integral part of these financial statements.

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS

1. DESCRIPTION OF THE PLAN:

     The following description of the Weatherford International, Inc. 401(k) Savings Plan (“the Plan”) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.

General

     The Plan is a defined contribution plan established by the board of directors (“the Board of Directors”) of Weatherford International, Inc.

     Weatherford International, Inc. is an indirect, wholly-owned subsidiary of Weatherford International Ltd., a Swiss joint-stock corporation (“the Company”).

     The Board of Directors appointed a committee (“the Administrative Committee”) to administer the Plan. Bank of America, N.A. serves as asset custodian and trustee of the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”).

Eligibility

     All employees, other than employees who are subject to collective bargaining agreements and have not bargained to participate, employees who are nonresident aliens and receive no U.S.-source income from the Company and employees who are members of other retirement plans sponsored by the Company or one of its subsidiaries outside the United States or employed by an affiliate company that has not adopted the Plan, are eligible to participate in the Plan on their dates of hire but are not eligible to participate for purposes of the Company’s matching or discretionary contributions until the employee has completed one year of continuous service.

Contributions

     An eligible employee may elect to contribute by payroll deductions to the Plan on a pre-tax basis subject to certain limitations, up to 50 percent of his or her considered compensation, as defined by the Plan and on an after tax basis, up to 16 percent of his or her considered compensation, as defined by the Plan. The combination of employee contributions cannot exceed 50 percent of considered compensation. In addition, participants may contribute amounts representing rollovers from other qualified plans.

     Effective May 1, 2010, the Plan was amended to add a Roth 401(k) feature which allows employees to contribute funds on a post-tax elective deferral basis, in addition to, or instead of, pre-tax elective deferrals. The Roth 401(k) feature also allows for tax free growth and distribution provided the post-tax contributions have been invested for at least 5 years and the employee has reached age 59 and a half.

     Employees who are eligible to make elective deferrals under the Plan and who have attained the age of 50 before the close of the Plan year are permitted to make catch-up contributions subject to certain limitations.

     The Company automatically deducts and contributes to the Plan 2% of the considered compensation for each newly eligible employee who has not voluntarily elected salary deferral. No automatic deduction is taken for those employees who have elected to defer a different percentage of covered compensation or for those who have elected not to participate in the salary deferral.

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS — (continued)

     The Company shall make matching contributions equal to 100 percent of the participant’s pre-tax and/or Roth 401(k) contributions up to 4 percent of considered compensation, as defined by the Plan. Considered compensation used to calculate the Company match includes overtime, bonuses and commissions but does not include relocation, severance pay, or any amounts paid after an employee’s severance from employment. The Company, solely at the discretion of the Board of Directors, may make additional discretionary contributions. There were no discretionary contributions made for the year ended December 31, 2010.

Participant Accounts

     Each participant’s account is credited with the participant’s contributions, the Company’s matching contributions, an allocation of the Company’s discretionary contribution, if any, and Plan earnings or losses thereon. Earnings or losses are allocated by investment based on the ratio of the participant’s account invested in a particular investment to all participants’ accounts in that investment.

Investment Options

     Participants may invest in any of fifteen mutual funds, three common/collective trusts and Weatherford International Ltd. registered shares (“Registered Shares”). Each participant who has invested in Registered Shares has the right to vote the shares in his or her account with respect to any matter that comes before the shareholders for a vote. Shares of National Oilwell Varco, Inc. (formerly Grant Prideco, Inc.) common stock received as a result of a prior transaction may be sold and reinvested in other investment options, but no additional shares may be purchased.

Vesting

     Participants are immediately vested in their elective deferral account, rollovers from other qualified plans, the participant’s Company match and discretionary contribution accounts.

Participant Loans

     Participants may borrow from their vested account balances a minimum of $1,000 up to a maximum equal to the lesser of $50,000 reduced by the highest outstanding loan balance in the preceding one year period or one half of the fair market value of the participant’s vested account balance. Loan maturity dates range from one year to five years except when the loan is used to purchase a participant’s principal residence. In the case of home loans, all such loans are required to be repaid within ten years. The loans are fully secured by a pledge of the participant’s vested account balance and bear interest at the prime rate as reported in The Wall Street Journal or at a rate determined by the Administrative Committee.

Withdrawals and Terminations

     A participant may withdraw the value of his or her after-tax contributions or rollover contributions from the Plan at any time and for any reason during the year, with a minimum withdrawal of $500. The participant’s pre-tax contributions, Roth 401(k) contributions and Company contributions will be available to a participant who has attained age 59-1/2 or in the event of severe and immediate financial hardship. Withdrawals based on financial hardship result in a suspension of employee contributions for 6 months.

     In the event of normal retirement, total and permanent disability or death while actively employed, the full value of the participant’s account balance will be made available to the participant or his or her beneficiary as a lump sum. Upon termination of employment, the participant’s entire account balance will be available for withdrawal. If a participant has not elected otherwise, all mandatory distributions in excess of $1,000, but not greater than $5000, are automatically rolled-over into individual retirement accounts selected by the Administrative Committee. Certain benefits related to other forms of payment are protected by the Plan.

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS — (continued)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

Basis of Accounting

     The accompanying financial statements are prepared and presented in accordance with the accrual method of accounting.

Use of Estimates

     The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes and schedules. Actual results could differ from those estimates.

Valuation of Investments

     The Plan’s investments are stated at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). See Note 4 for further discussion of fair value measurements.

Investment contracts held by a defined contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. Until October 2010, the Retirement Preservation Trust (“the RPT”), a common/collective trust, invested in fully benefit-responsive investment contracts. The Statements of Net Assets Available for Benefits present the fair value of the investment contracts as well as the adjustment of the fully benefit-responsive investment contracts from fair value to contract value. The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value basis. During October 2010, the RPT investments were converted into cash and cash equivalents in preparation for its liquidation which occurred subsequent to yearend.

     The RPT is a common/collective trust which, until October 2010, primarily invested in synthetic guaranteed investment contracts (“SICs”), which are a combination of a portfolio of securities plus wrapper contracts issued by financially responsible third-parties (typically a financial institution). As the SICs are fully benefit-responsive investment contracts, the RPT valued its investments at contract value. Contract value represents principal plus accrued interest. The fair value of SIC contracts include the value of the underlying securities and the value of the wrapper contract. SIC wrapper contracts are valued by determining the difference between the present value of the replacement cost of the wrapper contract and the present value of the contractually obligated payments in the original wrapper contract. Securities underlying the SICs primarily include debt securities which are traded in over-the-counter markets and valued at the last available bid price or on the basis of values obtained by a pricing service.

Notes Receivable from Participants

     Notes receivable from participants represent participant loans that are recorded at their unpaid principal balance plus any accrued but unpaid interest. Interest income on notes receivable from participants is recorded when it is earned. Related fees are recorded as administrative expenses and are expensed when they are incurred. No allowance for credit losses has been recorded as of December 31, 2010 or 2009. If a participant ceases to make loan repayments and the plan administrator deems the participant loan to be a distribution, the participant loan balance is reduced and a benefit payment is recorded.

Income Recognition

     Interest and dividend income is recorded when earned. Purchases and sales of securities are recorded on a trade-date basis. Realized gains (losses) on the sale of investments and unrealized appreciation (depreciation) in the fair value of investments are shown as net appreciation (depreciation) in

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS — (continued)

fair value of collective trust, common stocks and mutual funds on the Statement of Changes in Net Assets Available for Benefits. No dividends were paid on the Company’s Registered Shares during 2010.

Payment of Benefits

     Benefits are recorded when paid.

Expenses of the Plan

     Administrative fees incurred by the Plan are paid by the Company, except for participant loan fees, which are paid from the account of the participant requesting the loan.

New Accounting Pronouncement

     In January 2010, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2010-06, Improving Disclosures about Fair Value Measurements, (“ASU 2010-06”). ASU 2010-06 clarified that disclosures should be presented separately for each “class” of assets and liabilities measured at fair value and provided guidance on how to determine the appropriate classes of assets and liabilities to be presented. ASU 2010-06 also clarified the requirement for entities to disclose information about both the valuation techniques and inputs used in estimating Level 2 and Level 3 fair value measurements. In addition, ASU 2010-06 introduced new requirements to disclose the amounts (on a gross basis) and reasons for any significant transfers between levels of the fair value hierarchy and present information regarding the purchases, sales, issuances and settlements of Level 3 assets and liabilities on a gross basis. With the exception of the requirement to present changes in Level 3 measurements on a gross basis, which is delayed until 2011, the guidance in ASU 2010-06 is effective for reporting periods beginning after December 15, 2009. Since ASU 2010-06 only affects fair value measurement disclosures, adoption of ASU 2010-06 did not affect the Plan’s net assets available for benefits or its changes in net assets available for benefits.

     In September 2010, the FASB issued ASU 2010-25, Reporting Loans to Participants by Defined Contribution Pension Plans, (“ASU 2010-25”). ASU 2010-25 requires participant loans to be measured at their unpaid principal balance plus any accrued but unpaid interest and classified as notes receivable from participants. Previously loans were measured at fair value and classified as investments. ASU 2010-25 is effective for fiscal years ending after December 15, 2010 and is required to be applied retrospectively. Adoption of ASU 2010-25 did not change the value of participant loans from the amount previously reported as of December 31, 2009, however, for presentation purposes, the loans have been reclassified to notes receivable from participants.

     In May 2011, the FASB issued ASU 2011-04, Amendments to Achieve Common Fair Value Measurements and Disclosure Requirements in U.S. GAAP and IFRSs, (“ASU 2011-04”). ASU 2011-04 amended Accounting Standards Codification (“ASC”) 820 Fair Value Measurements and Disclosures (“ASC 820”) to converge the fair value measurement guidance in US generally accepted accounting principles and International Financial Reporting Standards. Some of the amendments clarify the application of existing fair value measurement requirements, while other amendments change a particular principle in ASC 820. In addition, ASU 2011-04 requires additional fair value disclosures. The amendments are to be applied prospectively and are effective for annual periods beginning after December 15, 2011. Plan management is currently evaluating the effect that the provisions of ASU 2011-04 will have on the Plan’s financial statements.

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS — (continued)

3. INVESTMENTS:

     Individual investments that represent 5 percent or more of the Plan’s net assets available for benefits at December 31, 2010 or 2009 are as follows:

		December 31,
		2010				2009
Retirement Preservation Trust (stated at contract value)		$	103,685,548			$	91,104,694
Registered Shares of Weatherford International Ltd.			117,712,608				92,559,608
PIMCO Total Return Fund			49,446,321				47,200,417
Davis New York Venture Fund			39,267,701				35,366,218
Equity Index Trust			38,648,421				29,638,328
Van Kampen Investment			27,466,688				25,380,146

     Due to the liquidation of the Retirement Preservation Trust, the fair value and the contract value are equivalent at December 31, 2010. The fair value of the Retirement Preservation Trust totaled $84,946,017 at December 31, 2009.

4. FAIR VALUE MEASUREMENTS:

     ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy that distinguishes between market participant assumptions developed based on market data obtained from independent sources (observable inputs) and an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC 820 are described below:

     Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

     Level 2 — Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

     Level 3 — Inputs that are both significant to the fair value measurement and unobservable.

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS — (continued)

     In accordance with ASC 820, the following table presents the Company’s assets that are measured and recognized at fair value on a recurring basis classified under the appropriate level of the fair value hierarchy as of December 31, 2010 and 2009:

		Assets at Fair Value as of December 31, 2010
		Level 1				Level 2				Total
Money market fund		$	632,815			$	—			$	632,815
Mutual funds:
Domestic small/mid cap growth			17,595,314				—				17,595,314
Domestic small/mid cap value			47,865,136				—				47,865,136
Domestic small/mid cap blend			17,438,081				—				17,438,081
Domestic large cap growth			12,497,645				—				12,497,645
Domestic large cap blend			39,267,701				—				39,267,701
Foreign small/mid growth			28,208,755				—				28,208,755
Foreign large blend			22,651,358				—				22,651,358
Domestic/foreign allocation			47,895,775				—				47,895,775
Fixed income			54,903,815				—				54,903,815
Other			1,789,389				—				1,789,389
Common stocks(a)			120,185,383				—				120,185,383
Common/collective trusts:
Short-term bond fund(b)			—				103,685,548				103,685,548
Large cap blend(c)			—				38,648,421				38,648,421
Large cap value			—				1,260,787				1,260,787
Total assets at fair value		$	410,931,167			$	143,594,756			$	554,525,923

		Assets at Fair Value as of December 31, 2009
		Level 1				Level 2				Total
Money market fund		$	500,402			$	—			$	500,402
Mutual funds:
Domestic small/mid cap growth			28,133,834				—				28,133,834
Domestic small/mid cap value			34,617,004				—				34,617,004
Domestic large cap growth			10,710,474				—				10,710,474
Domestic large cap blend			35,366,218				—				35,366,218
Foreign small/mid growth			19,087,024				—				19,087,024
Foreign large blend			21,257,243				—				21,257,243
Domestic/foreign allocation			43,472,989				—				43,472,989
Fixed income			50,111,879				—				50,111,879
Common stocks(a)			94,468,564				—				94,468,564
Common/collective trusts:
Stable value(b)			—				84,946,017				84,946,017
Large cap blend(c)			—				29,638,328				29,638,328
Large cap value			—				391,639				391,639
Total assets at fair value		$	337,725,631			$	114,975,984			$	452,701,615

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS — (continued)

     Common stocks are valued at the closing price reported on the active market on which the individual securities are traded. Mutual funds are valued at the net asset value (“NAV”) of shares held by the plan at year end. Common/collective trusts are valued at NAV of shares determined by the issuer and the RPT is valued as described in Note 2.

     The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. There have been no changes in the methodologies used at December 31, 2010 and 2009.

5. RISKS AND UNCERTAINTIES:

     The Plan provides for various investments in common/collective trusts, mutual funds and common stocks. Investment securities, in general, are exposed to various risks, such as interest rate, credit and overall market volatility risks. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the statements of net assets available for benefits and participant account balances.

6. RELATED PARTY TRANSACTIONS:

     Certain investments of the Plan are maintained by Bank of America, N.A. Bank of America, N.A. is the trustee of the Plan and, therefore, these transactions qualify as party-in-interest transactions. Additionally, a portion of the Plan’s assets are invested in the Company’s Registered Shares. Because the Company is the Plan Sponsor, transactions involving the Company’s Registered Shares qualify as party-in-interest transactions. All of these transactions are exempt from the prohibited transactions rules.

7. PLAN TERMINATION:

     Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue contributions at any time and to terminate the Plan subject to the provisions of ERISA.

8. TAX STATUS:

     The Plan received a determination letter from the Internal Revenue Service dated June 9, 2003, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the “Code”) and, therefore, the related trust is exempt from taxation. Subsequent to this determination by the Internal Revenue Service, the Plan was amended and restated. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The plan administrator has indicated that it will take the necessary steps, if any, to bring the Plan’s operations into compliance with the Code.

     Accounting principles generally accepted in the United States require plan management to evaluate uncertain tax positions taken by the Plan. The financial statement effects of a tax position are recognized when the position is more likely than not, based on the technical merits, to be sustained upon examination by the IRS. The plan administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2010, there are no uncertain positions taken or expected to be taken. The Plan has recognized no interest or penalties related to uncertain tax positions. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The plan administrator believes it is no longer subject to income tax examinations for years prior to 2007.

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS — (continued)

9. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500:

     The following is a reconciliation of net assets available for benefits per the financial statements at December 31, 2010 and 2009, to the Form 5500:

		December 31,
		2010				2009
Net assets available for benefits per the financial statements		$	577,964,951			$	480,638,443
Amounts allocated to withdrawing participants			(632,022	)			(451,490	)
Adjustment from fair value to contract value for fully benefit- responsive investment contracts			—				(6,158,677	)
Net assets available for benefits per the Form 5500		$	577,332,929			$	474,028,276

     The following is a reconciliation of the net increase in net assets available for benefits per the financial statements for the year ended December 31, 2010, to the Form 5500:

Net increase in net assets available for benefits per the financial statements		$	97,326,508
Less: Amounts allocated to withdrawing participants at December 31, 2010			(632,022	)
Add: Amounts allocated to withdrawing participants at December 31, 2009			451,490
Add: Adjustment from fair value to contract value for fully benefit-responsive investment contracts at December 31, 2009			6,158,677
Net increase in net assets available for benefits per Form 5500		$	103,304,653

     Amounts allocated to withdrawing participants are recorded on the Form 5500 for benefit claims that have been processed and approved for payment prior to December 31, 2010 and 2009, but not yet paid as of that date.

     The accompanying financial statements present fully benefit-responsive contracts at contract value. The Form 5500 requires fully benefit-responsive contracts to be reported at fair value.

10. DELINQUENT PARTICIPANT CONTRIBUTIONS:

     During 2009, the Company was untimely in remitting certain participant contributions and loan repayments in the amount of $11,246. Late remittances of participant contributions constitute a prohibited transaction under ERISA section 406, regardless of materiality. The Company remitted the delinquent participant contributions and lost earnings to the Plan in May 2010. Related excise taxes were also paid by the Company in July 2010.

11. SUBSEQUENT EVENT:

     Effective January 21, 2011, the Plan liquidated all of its assets held in the Retirement Preservation Trust and replaced that investment option with the Invesco Stable Value Retirement Fund (“IRF”). The IRF has an investment strategy that is similar to the previous RPT strategy which involves focusing on the preservation of principal while providing interest income and maintaining liquidity. The IRF portfolio consists primarily of guaranteed investment contracts and cash investments.

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN
SCHEDULE H, LINE 4(a), SCHEDULE OF DELINQUENT PARTICIPANT CONTRIBUTIONS
EIN: 04-2515019 PN: 002
DECEMBER 31, 2010

				Total that Constitute
Participant Contributions				Nonexempt Prohibited
Transferred Late to Plan				Transactions
$	11,246	*		$	11,246	*

WEATHERFORD INTERNATIONAL, INC. 401(k) SAVINGS PLAN
SCHEDULE H, LINE 4(i), SCHEDULE OF ASSETS (HELD AT END OF YEAR)
EIN: 04-2515019 PN: 002
DECEMBER 31, 2010

				Principal Number
Identity of Issue		Description of Investment		of Units/ Shares				Current Value
COLLECTIVE TRUSTS:
*Bank of America, N.A.		Equity Index Trust			3,420,214			$	38,648,421
*Bank of America, N.A.		Retirement Preservation Trust			103,685,548				103,685,548
*Bank of America, N.A.		BlackRock Large Cap Value			155,653				1,260,787
		Total collective trusts							143,594,756
MUTUAL FUNDS:
American Beacon Funds		American Beacon Small Cap Value Fund			1,043,813				20,260,404
American Funds		American Funds Growth Fund of America			411,242				12,497,645
Baron Growth Fund		Baron Growth Fund CL N			65,756				3,368,666
BlackRock, Inc.		BlackRock Global Allocation Fund			1,047,645				20,429,087
Davis Venture Group		Davis New York Venture Fund			1,131,960				39,267,701
Ell Global Property		Ell Global Property			121,397				1,789,389
Fidelity Investments		Fidelity Advisors Small Cap Growth Fund			691,723				17,438,081
Goldman Sachs		Goldman Sachs Growth Opportunities Fund			584,257				14,226,648
Goldman Sachs		Goldman Sachs High Yield Instl			285,680				2,085,467
Goldman Sachs		Goldman Sachs Mid Cap Value Fund			763,616				27,604,732
MFS Investment Management		MFS International New Discovery Fund			1,288,071				28,208,755
PIMCO Mutual Funds		Pimco Total Return Fund			4,557,265				49,446,321
Thornburg		Thornburg International			811,295				22,651,358
Vanguard		Vanguard Inflation			132,029				3,372,027
Van Kampen Investments		Van Kampen Equity & Income Fund			3,197,519				27,466,688
		Total mutual funds							290,112,969
COMMON STOCKS:
*Weatherford International Ltd.		Registered Shares of Weatherford International Ltd.			5,162,834				117,712,608
National Oilwell Varco, Inc.		Common stock of National Oilwell Varco, Inc.			36,770				2,472,775
		Total common stocks							120,185,383
OTHER:
*Bank of America, N.A.		Cash, interest-bearing							632,815
*Participant loans		Interest rates ranging from 4.25% to 10.5% with varying maturity dates							19,330,668
		Total assets						$	573,856,591

SIGNATURES

     THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934, the Administrative Committee, which administers the Plan, has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

INDEX TO EXHIBITS

Exhibit
Number		Description
23.1		Consent of Independent Registered Public Accounting Firm