Tender Offer

     
BW20030612002039  20030612T123015Z UTC


( BW)(SCHLUMBERGER-LD.)(SCL) Tender Offer

    Business Editors
    UK REGULATORY NEWS

    PARIS & LONDON--(BUSINESS WIRE)--June 12, 2003--

                  Schlumberger Subsidiaries Announce
                    Tender Offers For Their Bonds

Schlumberger S.A. (formerly Schlumberger Industries S.A.) ("SSA") is
offering to purchase for cash any and all of its outstanding EUR
850,000,000 5.25% Guaranteed Bonds due 2008 (the "SSA Series A Bonds")
and up to EUR 200 million in Total Consideration of its outstanding
EUR 500,000,000 5.875% Guaranteed Bonds due 2011 (the "SSA Series B
Bonds").

Schlumberger PLC ("SPLC") is offering to purchase for cash up to GBP
100 million in Total Consideration of its outstanding GBP 250,000,000
6.25% Guaranteed Bonds due 2008 (the "SPLC Series A Bonds") (and
together with the SSA Series A Bonds and the SSA Series B Bonds, the
"Bonds"). Each offer (an "Offer" and together, the "Offers") is made
upon the terms and subject to the conditions contained in the Tender
Offer Document.

Pricing

The price payable for each series (the "Purchase Price") will be based
upon a fixed spread over the yield to maturity of the reference
government bond as described in the table below, based on the average
of the bid and the offer price for such reference government bond as
reported by Bloomberg (pages PXGB and PXUK, as applicable) at 2:00 PM
CET on the date which is two business days prior to the applicable
expiration date of the Offer for that series using standard market
practice.

Holders of SSA Series B Bonds and SPLC Series A Bonds who validly
tender (and do not withdraw) their respective Bonds prior to 5:00 PM
CET on 27 June 2003 will receive an additional EUR 15.00 per EUR 1,000
of SSA Series B Bonds accepted and GBP 7.50 per GBP 1,000 of SPLC
Series A Bonds accepted (each an "Early Tender Premium") in addition
to the Purchase Price and accrued interest under the relevant Bonds.
There is no Early Tender Premium in respect of the SSA Series A Bonds.

                                                    Early Tender
Security                                             Premium (per
 Description/                                        EUR1,000/GBP1,000
 Common        Amount Subject Reference   Fixed      in principal
 Code/ISIN      to Offer       Bond(s)    Spread(s)  amount)
-------------- -------------- ----------- --------- ------------------
EUR850,000,000
5.25%
 Guaranteed                    4.125%
 Bonds due                     German
 2008                          Government
013665605                      Bund due 4
XS0136656054   Any and all     July 2008      0.15%    None
-------------- -------------- ----------- --------- ------------------
EUR500,000,000
5.875%
 Guaranteed                    5.0 %
 Bonds due     Up to EUR200    German
 2011           million in     Government
013665699       Total          Bund due 4
XS0136656997    Consideration  July 2011      0.35%    EUR15.00
-------------- -------------- ----------- --------- ------------------

GBP250,000,000
6.25%
 Guaranteed
 Bonds due     Up to GBP100    5.0% U.K.
 2008           million in     Treasury
013665788       Total          Gilt due 7
XS0136657888    Consideration  March 2008     0.50%    GBP7.50
-------------- -------------- ----------- --------- ------------------

Key Terms of the Offers

SSA and SPLC are seeking to retire Bonds for an aggregate Total
Consideration not to exceed U.S.$1.4 billion (based on exchange rates
on the relevant price determination date).

The Offer by SSA for the SSA Series A Bonds expires at 5:00 PM CET on
27 June 2003 unless extended or terminated by SSA. The Offer by SSA
for the Series B Bonds and the Offer by SLPC for the SPLC Series A
Bonds each expire at 5:00 PM CET on 15 July 2003 unless extended or
terminated by SSA or SPLC, respectively.

Each of the Offers may be amended, terminated or cancelled by SSA or
SPLC, as applicable, in its sole discretion. Payment of the Purchase
Price, accrued interest and Early Tender Premium, if applicable, will
only become payable upon acceptance of the relevant Bonds tendered in
the Offer. The settlement date for each Offer will be four business
days after the relevant expiration date for an Offer.

Under no circumstances shall the Offers constitute, or be construed,
as a public offer of securities. In particular, the Offers are not
being made to the public in the Republic of France. The Tender Offer
Document is not meant to be transmitted into the Republic of France to
any person who is not a qualified investor (as defined in article
L.411-2 of the French Code monetaire et financier and Decree No.
98-888 dated 1 October 1998). The Offers shall not be made nor tenders
of Bonds accepted in circumstances, which are unlawful.

Bondholders who wish to accept the Offers should refer to the Tender
Offer Document for the procedures, which must be followed to accept.

Pro Ration

The Total Consideration shall be the maximum amount payable by each of
SSA and/or SPLC, as applicable, with respect to each series of Bonds
to be accepted for payment, and shall include the Purchase Price for
such series, accrued interest and Early Tender Premium, if applicable.

Acceptance of the SSA Series B Bonds or SPLC Series A Bonds may be
subject to proration if the amount tendered is greater than the amount
SSA or SPLC, respectively, has offered to purchase.

Further Information

The Tender Offers are described in the Tender Offer Document dated 12
June 2003, which is available for collection from the Tender Agent to
current bondholders. BNP Paribas, Citigroup Global Markets Limited and
Goldman Sachs International are Dealer Managers for the Tender Offers.

Requests for the Tender Offer Document or related documents and other
relevant information in relation to the tenders should be directed to:

The Tender Agents

Citibank, N.A.                      Dexia Banque Internationale a
                                     Luxembourg, societe anonyme
P.O. Box 180555                     69, route d'Esch
5 Carmelite Street                  L-2953 Luxembourg
London                              Luxembourg
EC4Y 0PA
United Kingdom

Attn: Exchange Team                 Attn: Fiscal and Listing Agencies,
Tel: [phone]            ref: Tender Offer/Schlumberger
Fax: [phone]           Tel: [phone]
Email: [e-mail]  Fax: [phone]

Requests for all other information in relation to the Tender Offers
should be directed to:

The Dealer Managers

BNP Paribas                         Citigroup Global Markets Limited
10 Harewood Avenue                  Citigroup Centre
London NW1 6AA                      33 Canada Square
United Kingdom                      Canary Wharf
                                    London E14 5LB
                                    United Kingdom

Attn: Fixed Income Syndicate        Attn: The Liability Management
Tel: [phone]            Group
Fax: [phone]           Tel: [phone]
Email: [e-mail]  Fax: [phone]
                                    Email: [e-mail]


Goldman Sachs International
Peterborough Court
133 Fleet Street
London EC4A 2BB
United Kingdom

Attn: Ronan McCullough
Tel: [phone]
Fax: [phone]
Email: [e-mail]

   Short Name: Schlumberger Ld.
   Category Code: TEN
   Sequence Number: 00005754
   Time of Receipt (offset from UTC): 20030612T105333+0100

    --30--MC/na* KO/uk

    CONTACT: Schlumberger Ld.

    KEYWORD: UNITED KINGDOM INTERNATIONAL EUROPE
    INDUSTRY KEYWORD: ENERGY OIL/GAS
    SOURCE: Schlumberger Ld.

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