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 16, 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 5.02  Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

 

On August 16, 2005 Henry Burdick, a Class I member of the Board of Directors of Herbalife Ltd. (the “Company”), communicated to the Company his decision not to stand for re-election when the current term of the class of Directors of which he is a member expires at the Company’s upcoming 2005 Annual General Meeting of Shareholders.

 

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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 16, 2005

 

 

 

 

HERBALIFE LTD.

 

 

 

 

 

By:

/s/ BRETT R. CHAPMAN

 

 

 

Brett R. Chapman

 

 

General Counsel

 

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