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): August 1, 2005

 

HERBALIFE LTD.

(Exact name of registrant as specified in its charter)

 

Cayman Islands		1-32381		98-0377871
(State or other jurisdiction of incorporation)		(Commission file number)		(I.R.S. Employer Identification Number)

 

PO Box 309 GT, Ugland House
South Church Street, Grand Cayman
Cayman Islands

(Address of principal executive offices)

 

Registrant’s telephone number, including area code:    c/o (310) 410-9600

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 2.02 Results of Operations and Financial Condition

 

The following information is furnished pursuant to Item 2.02, Results of Operations and Financial Condition.

 

On August 1, 2005, Herbalife Ltd. issued a press release announcing its financial results for its fiscal second quarter ended June 30, 2005.  A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

 

The information contained in this Item 2.02 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01.  Financial Statements and Exhibits.

 

(c)                                  Exhibits

 

Exhibit		Description
99.1		Press release issued by Herbalife Ltd. on August 1, 2005

 

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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 hereunto duly authorized.

 

Dated:  August 1, 2005

 

	HERBALIFE LTD.
	By:	/s/ BRETT R. CHAPMAN
		Brett R. Chapman
		General Counsel

 

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