Document n9G9GE18K22EGrkmqXwvmwpVG

COOPER INDUSTRIES LTD(Form 424B2, Received. 10/25/2002 13 39 31) Page 12 of 68 to $500,000,000 We will offer our debt securities in amounts, at prices and on terms we will determine at the time of our offering based on market conditions We will provide specific terms of these securities m supplements to this prospectus for each senes of debt securities offered You should read this prospectus and any supplement carefully before you invest The debt secunties will be guaranteed by Cooper Industnes, Ltd, the publicly held parent of Cooper Industries, Inc Neither the Secunties and Exchange Commission nor any state secunties commission has approved or disapproved of these secunties or determined if this prospectus is truthful or complete Any representation to the contrary is a cnminal offense The date of this prospectus is September 19, 2002 You should rely only on the information incorporated by reference or contained in this prospectus or any accompanying prospectus supplement We have not authonzed any other person to provide you with different information If anyone provides you with different or inconsistent information, you should not rely on it You should not assume that the information appearing m this prospectus is accurate as of any date after the date on the front cover of this prospectus. Our business, financial condition, results of operations and prospects may have changed since that date TABLE OF CONTENTS Forward-Looking Statements Where You Can Find More Information Incorporation of Certain Documents by Reference .... Enforcement of Judgments and Service of Process .......................... About Cooper Industries, Ltd PAGE 1 Use of Proceeds.. ... 2 Ratio of Earnings to Fixed Charges . Description of the Debt Securities.. 3 Plan of Distribution Legal Matters ... 3 Experts....................... . .................. 4 Index to Consolidated Financial State Unless the context requires otherwise, references to "we," "us" or "our" refer collectively to Cooper Industnes, Ltd (a Bermuda company) and its consolidated subsidianes, including Cooper Industries, Inc , the Ohio corporation that until May 22, 2002 was the parent corporation for all histoncal operations FORWARD-LOOKING STATEMENTS This prospectus and the documents that we incorporate by reference contain certain statements that we believe may be forward-looking statements within the meaning of Section 27A of the Secunties Act of 1933 and Section 2 IE of the Secunties Exchange Act of 1934. We generally indicate these statements TP Tlttn /IwTWTWJ diqrplinlHpr p/vn/pnnnpr/T7rlrrarT^pfoi 1 p-fiv9pAtvrnm fTH--PDIj --1 1 4 1 HOT i /i o nnno