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Exhibit 10.11
 WEATHERFORD INTERNATIONAL LTD.  NONQUALIFIED EXECUTIVE RETIREMENT PLAN
 Amended and Restated
 Establishment and Purpose of Plan .
 Definition of Terms
 Beneficiary :
 Board :
 Cause :




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CEO
 Change of Control :
    2




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Company :
 Companys Assets :
 Compensation :
 Corporate Transaction
 Disability :
 Early Retirement Date :
 Effective Date :
 Eligible Employee :
 Good Reason :
  3
               Normal Retirement Date :
 Participant :
 Participation Agreement :
 4




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Person :
 Plan :
 Subsidiary :
 Year of Service :
 Participation; Reduction of Salary; Years of Service; Years of Age; Payment
Election.
    5




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Retirement Benefit .
    Disability Benefit .
  6




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Termination Benefit .
    Death Benefit .
 7




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Benefits Payable After Death of Participant .
 Benefit Discount
 Non-Vested Participant .
 Change of Control .
   8




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Tax Gross-up
 Medical Coverage
 Payor of Benefits .
 9




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Benefits Payable Only from General Corporate Assets; Unsecured General Creditor Status
of Participants .
   Full Settlement
 .
  10




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Forfeiture Upon Termination of Employment for Cause
 Beneficiary Designation
 No Trust Created
 No Contract of Employment
 Benefits Not Transferable
 Administration .
   11




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Determination of Benefits
 Claim
 Claim Decision
  Request for Review
  12




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Review of Decision
   Amendment
 13




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Successors
 Not a Security
 Notice
 Enforceability
 Governing Law
  WEATHERFORD INTERNATIONAL LTD.ATTEST:
    
    By:
    
    /s/ Bernard J. Duroc-DannerBernard J. Duroc-Danner
Chairman, President & Chief Executive Officer/s/ Burt M. MartinSecretary
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NONQUALIFIED EXECUTIVE RETIREMENT PLAN
 TO:
    
    Weatherford International Ltd. (Company)
Attention: Vice President  Human ResourcesFROM:
    
    (Eligible Employee)
  1.
    
    this Participation Agreement is irrevocable;2.
    
    the Eligible Employees current annual base salary shall be
reduced by 10%;3.
    
    the annual base salary reduction in paragraph 2 above shall not
be deemed to constitute a breach of any employment agreement between the
Company, or its subsidiaries, and the Eligible Employee;4.
    
    the Company will purchase Company-owned life insurance on the
Eligible Employee and the Eligible Employee agrees to submit to the reasonable
requirements of the insurance company to obtain such insurance. The Eligible
Employee further agrees and acknowledges that (i) such life insurance is
obtained for the benefit of the Company, (ii) the Company will be the
beneficiary of such life insurance and (iii) the Eligible Employee (and his or
her Beneficiaries) shall have no claim or right to such life insurance or the
proceeds thereof; and5.
    
    the other specific terms of the Plan applicable to the Eligible
Employee are as follows:
 a.
    
    Annual Benefit Percentage is 2.75%;b.
    
    the bonus amount under Section 2(h) is the
higher of the target bonus or actual bonus achieved;c.
    
    Maximum Benefit Percentage is 60%; andd.
    
    the number of additional Years of Service and
years of age for purposes of Section 3(c) is three.
  Eligible Employees SignatureDated:




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NONQUALIFIED EXECUTIVE RETIREMENT PLAN
 
 PRIMARY(Print Beneficiarys Name) Last
    
    First
    
    MIPrint Beneficiarys Address
    
    
    
    RelationshipPRIMARY(Print Beneficiarys Name) Last
    
    First
    
    MIPrint Beneficiarys Address
    
    
    
    Relationshipas my beneficiary(ies) under the Plan. In the event of my death prior to the distribution to me of
my benefits in the Plan, such beneficiary(ies) then living are to receive such benefits in equal
shares.If the above-named beneficiary(ies) do not survive me, my benefits shall be distributed in equal
shares to those then living of the following person(s):SECONDARY(Print Beneficiarys Name) Last
    
    First
    
    MIPrint Beneficiarys Address
    
    
    
    RelationshipSECONDARY(Print Beneficiarys Name) Last
    
    First
    
    MIPrint Beneficiarys Address
    
    
    
    Relationship
   (Signature of Participant)Date:




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