Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  PANNIER DAVID R
2. Date of Event Requiring Statement (Month/Day/Year)
06/05/2008
3. Issuer Name and Ticker or Trading Symbol
INGERSOLL RAND CO LTD [IR]
(Last)
(First)
(Middle)
C/O INGERSOLL-RAND COMPANY, 155 CHESTNUT RIDGE ROAD
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Senior Vice President
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

MONTVALE, NJ 07645
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Shares 7,384
D
 
Class A Common Shares (TESOP) (1) 2,806.56
I
By Plan Trustee
Class A Common Shares (TSP) (2) 4,417.65
I
By Plan Trustee

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Notional Shares (NQ-TSSP)   (3)   (3) Class A Common Shares 58.47 $ (3) D  
Stock Option (right to buy)   (4) 02/06/2013 Class A Common Shares 57,600 $ 12.13 D  
Stock Option (right to buy)   (4) 02/04/2014 Class A Common Shares 48,960 $ 21.22 D  
Stock Option (right to buy)   (4) 02/02/2015 Class A Common Shares 48,000 $ 27.35 D  
Stock Option (right to buy)   (4) 02/01/2016 Class A Common Shares 48,000 $ 22.57 D  
Stock Option (right to buy)   (4) 02/05/2017 Class A Common Shares 48,000 $ 34.21 D  
Stock Option (right to buy)   (4) 02/07/2012 Class A Common Shares 49,464 $ 10.07 D  
Stock Option (right to buy)   (4) 02/02/2010 Class A Common Shares 11,615 $ 8.62 D  
Stock Option (right to buy)   (4) 03/01/2011 Class A Common Shares 7,813 $ 12.81 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
PANNIER DAVID R
C/O INGERSOLL-RAND COMPANY
155 CHESTNUT RIDGE ROAD
MONTVALE, NJ 07645
      Senior Vice President  

Signatures

By:/s/Barbara A. Santoro - Attorney-in-Fact 06/11/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Shares held in the Trane ("Trane") Employee Stock Ownership Plan ("TESOP").
(2) Shares held in the Trane Savings Plan ("TSP").
(3) These Notional Shares were acquired under the Trane Inc. Supplemental Savings Plan (the "NQ-TSSP") and are to be settled in Ingersoll-Rand shares after termination of employment.
(4) Options were originally granted under the Trane incentive stock plans and were converted into options to purchase Ingersoll-Rand shares effective upon the merger of Trane with Indian Merger Sub, Inc. ("Merger Sub"), a wholly-owned subsidiary of the Company, on June 5, 2008. Pursuant to the terms of the Merger Agreement among the Company, Trane and Merger Sub, all Trane options, whether or not exercisable or vested at the time of the merger, became fully vested and exercisable at the time of the merger.

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