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): July 26, 2004

                             NABORS INDUSTRIES LTD.
             (Exact name of registrant as specified in its charter)


          Bermuda                       000-49887                 980363970
(State or Other Jurisdiction           (Commission              (IRS Employer
     of Incorporation)                 File Number)          Identification No.)


2nd Fl. International Trading Centre
Warrens
PO Box 905E
St. Michael, Barbados                                                N/A
(Address of Principal Executive Offices)                          (Zip Code)

Registrant's telephone number, including area code: (246) 421-9471

                                       N/A
          (Former name or former address, if changed since last report)





ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

         (c)  Exhibits

         Exhibit No.             Description
         -----------             -----------

         99.1                    Press Release issued by Nabors Industries Ltd.
                                 on July 26, 2004.

ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

                  On July 26, 2004, the Company issued a press release
         announcing its results of operations for the three and six month
         periods ending June 30, 2004. A copy of that release is furnished
         herewith as Exhibit 99.1 in accordance with General Instruction B.6 to
         Form 8-K.

                  The press release furnished as an exhibit to this report
         includes forward-looking statements within the meaning of the
         Securities Act of 1933 and the Securities Exchange Act of 1934. Such
         forward-looking statements are subject to certain risks and
         uncertainties, as disclosed by the Company from time to time in its
         filings with the Securities and Exchange Commission. As a result of
         these factors, the Company's actual results may differ materially from
         those indicated or implied by such forward-looking statements.

                  The Company also presented in the press release its adjusted
         income (loss) derived from operating activities for all periods
         presented in the release, which is a "non-GAAP" financial measure under
         Regulation G. The components of adjusted (loss) income derived from
         operating activities are computed by using amounts which are determined
         in accordance with accounting principles generally accepted in the
         United States of America (GAAP). Adjusted income (loss) derived from
         operating activities is computed by subtracting direct costs, general
         and administrative expenses, depreciation and amortization, and
         depletion expense from Operating revenues and then adding Earnings from
         unconsolidated affiliates. As part of our press release information we
         have provided a reconciliation of adjusted income (loss) derived from
         operating activities to income before income taxes, which is its
         nearest comparable GAAP financial measure.

                  The Company included its adjusted income (loss) derived from
         operating activities in the release because management evaluates the
         performance of our business units and the consolidated company based on
         several criteria, including adjusted income (loss) derived from
         operating activities, and because it believes this financial measure is
         an accurate reflection of the ongoing profitability of our Company.






         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.


                                    NABORS INDUSTRIES LTD.


Date: July 27, 2004                 By: /s/ Daniel McLachlin
                                       -----------------------------------------
                                       Daniel McLachlin
                                       Vice President-Administration & Secretary






                                  EXHIBIT INDEX


Exhibit No.               Description
-----------               -----------

99.1                      Press Release issued by Nabors Industries Ltd. on
                          July 26, 2004.