UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 11-K

x	ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934	

For the fiscal year ended December 31, 2004

Or

o	TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934	
 	 	
For the transition period from _ to____

Commission File No. 1-985

A.	Full title of the plan and address of the plan, if different from that of the issuer named below:	

INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN
(Full title of the plan)

B.	Name of the issuer of the securities held pursuant to the plan and the address of its principal executive office:	

INGERSOLL-RAND COMPANY LIMITED
Clarendon House
2 Church Street
Hamilton HM 11, Bermuda

INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN
 	 	
Table of Contents	 	
 	 	
 	Page(s)	
 	 	
Report of Independent Registered Public Accounting Firm	3	
 	 	
Financial Statements	 	
 	 	
Statements of Net Assets Available for Benefits December 31, 2004 and 2003	4	
	 	
Statements of Changes in Net Assets Available for Benefits Years ended December 31, 2004 and 2003	5	
	 	
Notes to Financial Statements	6 - 13	
 	 	
Supplementary Information	 	
 	 	
Form 5500, Schedule H, Part IV, Line 4i - Schedule of Assets (Held at End of Year) December 31, 2004	14	
 	 	
Schedules required by Section 2520.103-10 of the DOL's Rules and Regulations for Reporting and Disclosure under Employee Retirement Income Security Act have been omitted because they are not applicable.	 	

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Report of Independent Registered Public Accounting Firm

To   the Participants and Administrator of
Ingersoll-Rand Company Employee Savings Plan
 
In our opinion, the accompanying statements of net assets available for benefits and the related statements of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of Ingersoll-Rand Company Employee Savings Plan (the “Plan”) at   December 31, 2004   and 2003, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of Assets (Held At End of Year) - December 31, 2004 is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

PricewaterhouseCoopers LLP
New York, New York
June 27, 2005

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INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

December 31, 2004 and 2003
 
 	 	2004	 	2003	 	
 	 	 	 	 	 	
Assets	 	 	 	 	 	
Plan's interest in Savings Plan Master Trust (Note 3)	 	$	1,125,520,003	 	$	1,052,321,824	 	
Assets of merged plans, at fair value (Note 4)	 	 	--	 	 	6,691,031	 	
Participant loans	 	 	15,392,096	 	 	15,676,274	 	
Total investments	 	$	1,140,912,099	 	$	1,074,689,129	 	
 	 	 	 	 	 	 	 	
Contributions receivable	 	 	 	 	 	 	 	
Participants	 	 	--	 	 	170,948	 	
Employer	 	 	1,016,242	 	 	108,219	 	
 	 	 	 	 	 	 	 	
 	 	 	1,016,242	 	 	279,167	 	
Net assets available for benefits	 	$	1,141,928,341	 	$	1,074,968,296	 	

The accompanying notes are an integral part of these financial statements.

 

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INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

For Years Ended December 31, 2004 and 2003
 
 	 	2004	 	2003	 	
Contributions	 	 	 	 	 	
Participants	 	$	61,100,162	 	$	54,782,659	 	
Employer	 	 	42,219,272	 	 	38,569,196	 	
 	 	 	103,319,434	 	 	93,351,855	 	
 	 	 	 	 	 	 	 	
Plan's interest in investment income of the	 	 	 	 	 	 	 	
    Savings Plan Master Trust (Note 3)	 	 	103,786,681	 	 	176,402,913	 	
 	 	 	 	 	 	 	 	
Total additions	 	 	207,106,115	 	 	269,754,768	 	
 	 	 	 	 	 	 	 	
Participant withdrawals and distributions	 	 	140,007,098	 	 	86,056,800	 	
 	 	 	 	 	 	 	 	
Administrative expenses	 	 	138,972	 	 	97,966	 	
 	 	 	 	 	 	 	 	
Total subtractions	 	 	140,146,070	 	 	86,154,766	 	
 	 	 	 	 	 	 	 	
Net increase prior to transfers	 	 	66,960,045	 	 	183,600,002	 	
 	 	 	 	 	 	 	 	
Transfers from other plans (Note 7)	 	 	--	 	 	891,368,294	 	
 	 	 	 	 	 	 	 	
Net increase	 	 	66,960,045	 	 	1,074,968,296	 	
 	 	 	 	 	 	 	 	
Net assets available for benefits	 	 	 	 	 	 	 	
Beginning of year	 	 	1,074,968,296	 	 	--	 	
End of year	 	$	1,141,928,341	 	$	1,074,968,296	 	

The accompanying notes are an integral part of these financial statements.

-5-

INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
 	 	
December 31, 2004 and 2003	

1.	PLAN DESCRIPTION	

 	 	The following brief description of the Ingersoll-Rand Company Employee Savings Plan (the “Plan”) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.	

 	 	History - Ingersoll-Rand Company (the “Company”) established the Ingersoll-Rand Company Employee Savings Plan (the “Plan”) effective January 1, 2003 as part of the implementation of the Retirement Income Program approved by the Board of Directors of the Company. The Plan was established in order to facilitate systematic savings by eligible employees and to provide those employees with an opportunity to fund their retirement and other specified needs.	

 	 	The Plan was adopted effective January 1, 2003, reflecting a spin-off of certain account balances and the merger of all or a portion of the account balances of the following plans into the Plan:	

 	 	-	Ingersoll-Rand Company Savings and Stock Investment Plan, except with respect to the account balances of employees whose employment with the Company terminated as a result of the sale of The Torrington Company, a subsidiary of the Company, to The Timken Company.	

 	-	Ingersoll-Rand/Thermo King Savings and Stock Investment Plan, except with respect to the account balances of employees whose eligibility to participate is subject to collective bargaining.	

	-	Kryptonite Corporation Profit Sharing Plan.	

 	 	-	Blaw Knox Construction Equipment Corporation Retirement Plan for Salaried Employees.	

-  	National Refrigeration Services, Inc. 401(k) Retirement Savings Plan.	

-  	Hussmann International, Inc. Retirement Savings Plan for Hourly Employees, except with respect to the account balances of employees whose eligibility to participate is subject to collective bargaining.	

  -   Hussmann International, Inc. Retirement Savings Plan for Salaried Employees.

  -   Taylor Industries, Inc. 401(k) Profit Sharing Plan.

  -   Perimeter Bobcat P.S. 401(k) Plan.

  -   WHS Refrigeration Systems, Inc. 401(k) Savings Plan.

 	 	Effective December 31, 2003, the account balances of participants in the Ingersoll-Rand Company Savings and Stock Investment Plan (the “SSIP”), the Electronic Technology Corporation 401(k) Plan (the “ETC Plan”) and the Integrated Access Systems, Inc. Employee Salary Reduction Plan (the “Integrated Access Plan”) were merged into the Plan. The custody of the assets of the ETC Plan and the Integrated Access Plan were transferred to the Trustee of the Plan in February 2004.	

-6-

INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
 	 	
December 31, 2004 and 2003	

1.	PLAN DESCRIPTION (Continued)	

 	 	General - For those employees who are eligible to participate in the Plan, there is automatic enrollment whereby a new employee is automatically enrolled in the Plan upon date of hire with a 2% pre-tax contribution that is invested in the Money Market Portfolio. The employee then has a period of approximately 30 days to elect to not contribute to the Plan or to change his or her contribution percentage and investment options within the Plan. Payroll deductions, consequently, do not begin until such period has expired.	

 	 	Fidelity Investments (“Fidelity”) is the trustee and recordkeeper of the Plan and the Plan’s assets are part of the Ingersoll-Rand Company Savings Plan Master Trust (“Savings Plan Master Trust”) maintained by Fidelity.	

 	 	The Ingersoll-Rand Company Limited Board of Directors has delegated the authority to the Chief Executive Officer to appoint the benefits administration committee (the “Committee”), which administers the Plan. The Finance Committee of the Ingersoll-Rand Company Limited Board of Directors approves the Plan’s investment options. Participants direct investments among the primary investment options.	

 	 	Assets of Merged Plans - At December 31, 2003, certain Plan investments were assets received as a result of the mergers of the ETC Plan and the Integrated Access Plan into the Plan effective December 31, 2003. These assets were owned by the Plan but were not part of the Savings Plan Master Trust as of December 31, 2003. In February of 2004, these assets were transferred to the Savings Plan Master Trust and invested among its investment options.	

 	 	Contributions - Participants may contribute as basic contributions up to 6% (in whole percentages) of their compensation, as defined in the Plan. Participants may also contribute amounts representing distributions from other eligible retirement plans, as defined in the Plan. Participants contributing 6% of compensation may contribute up to an additional 44% of compensation as supplemental contributions, as defined in the Plan. Participants may use before or after-tax dollars for part or all of their contributions. Contributions are subject to varying limitations to ensure compliance with Internal Revenue Code (“IRC”) requirements. Participants may change their contribution amounts in accordance with the administrative procedures established by the Committee.	

 	 	Participants direct the investment of their contributions into various investment options offered by the Plan. The Plan’s assets are held in the Savings Plan Master Trust, together with assets from other participating plans. Within the trust, the Plan currently offers a money market portfolio, self-directed brokerage accounts, various mutual funds, and an Ingersoll-Rand Company Limited Stock Fund.	

 	 	The Company contributes to the Plan via a matching contribution. The Plan requires Company matching contributions of 100% of participants’ basic contributions. The Company matching contribution is contributed ½ in cash, which is immediately invested in the same manner as the participant contributions and ½ in Ingersoll-Rand Company Limited Class A common shares which is immediately eligible to be invested in any investment option under the Plan. The Plan also has a profit sharing contribution available for certain participants working for an affiliate of the Company. This profit sharing contribution, if any, is determined annually by the sector leadership of the affiliate. At December 31, 2004 and 2003, employer contribution receivable included $539,821 and $0, respectively, related to this profit sharing contribution.	

 

-7-

INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
 	 	
December 31, 2004 and 2003	

1.	PLAN DESCRIPTION (Continued)	

 	 	Participant Accounts - Each participant’s account is credited with the participant’s contribution and allocations of (a) the Company’s contribution and (b) Plan earnings, and charged with an allocation of administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.	

 	 	Vesting - Participants are vested immediately in their contributions plus actual earnings thereon. Vesting in the Company’s matching and profit sharing contribution portion of participants’ accounts is also immediately vested.	

 	 	Participant Loans - Participants may borrow from their accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their account balance. The loans are secured by the balance in the participant’s account and bear a fixed interest rate of 5%, which is commensurate with local prevailing rates as determined by the Plan administrator. Principal and interest is paid ratably through monthly payroll deductions.	

 	 	Payment of Benefits - Plan distributions may be in the form of a lump sum or in such other manner that the Plan may permit. In addition, Plan participants who terminate employment may elect distributions of at least $500 on a daily basis up to the balance in the account.	

 	 	Forfeitures - Forfeitures apply only to the accounts of participants who participated in the SSIP and who terminated prior to January 1, 2003. Forfeitures of $26,416 and $15,914 at December 31, 2004 and 2003, respectively, were available to reduce future Company contributions. For 2004 and 2003, forfeitures of $102,349 and $225,924 were applied against Company contributions.	

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	

  Basis of Presentation - The Plan follows the accrual method of accounting.

 	 	Use of Estimates - The preparation of financial statements in conformity with generally accepted accounting principles requires the Committee to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities at the dates of the financial statements. Actual results could differ from those estimates.	

 	 	Risks and Uncertainties - Investments are subject to risk conditions of the individual investment’s objectives, stock market performance, interest rates, economic conditions and world affairs. Due to the level of risk associated with the Plan’s investments, it is reasonably possible that changes in the values of the Plan’s investments will occur in the near term and that such changes could materially affect participant account balances and the amounts reported in the statements of net assets available for benefits.	

-8-

INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
 	 	
December 31, 2004 and 2003	

2.  	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)	

Valuation of Investments - With the exception of assets of merged plans described earlier, Plan assets are part of the Savings Plan Master Trust, which provides unified investment management. Fidelity invests Plan assets in various trust investment options at the direction of Plan participants and as required by the Plan.

 	 	Separate participant accounts are maintained by investment option. These accounts record contributions, withdrawals, transfers, earnings and changes in market value.	

 	 	The Savings Plan Master Trust reports investments in the Mutual Funds, the Ingersoll-Rand Company Limited Stock Fund, and the investments comprising the assets of merged plans category at current value based on published market quotations. Fidelity’s Institutional Money Market Portfolio is valued at current value based on published market quotations of those Fidelity funds in which it participates. Investments in the Self-Directed Brokerage Accounts are at current value based on published market quotations of the individual investments comprising the brokerage accounts.	

 	 	The Participant Loan Fund represents the net outstanding receivable balance due to the Plan from those participants with outstanding loan balances.	

 	 	Security Transactions and Investment Income - Realized gains or losses on security transactions are recorded on the trade date. Realized gains or losses are the difference between the proceeds received and the security’s unit cost. Dividend income is recorded on the ex-dividend date and interest income is recorded when earned.	

 	 	The statements of changes in net assets include unrealized appreciation or depreciation in accordance with the policy of stating investments at current value. Appreciation or depreciation of investments reflects both realized gains and losses and the change in unrealized appreciation and depreciation of investments.	

 	 	Accounting Policies on Transfers - Assets acquired through plan merger are recorded at the fair market value on the effective date.	

 	 	Contributions - Participant and Company matching contributions are contributed to the Plan on a weekly or monthly basis, as outlined in the Plan document. Profit sharing contributions are contributed to the Plan annually. Participant contributions for each investment option or portfolio are based on the participants’ elections.	

 	 	Expenses of the Plan - Certain expenses associated with the administration of the Plan and the Savings Plan Master Trust are paid for by the Company. Expenses of the funds related to the investment and reinvestment of assets are included in the cost of the related investments. Other expenses such as loan fees, withdrawal fees and fees related to investments in the brokerage accounts are paid for by the participant.	

 	 	Benefit Obligations - Distributions to terminated employees are recorded in the Plan’s financial statements when paid. There were no approved and unpaid amounts at December 31, 2004 and 2003.	

-9-

INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
 	 	
December 31, 2004 and 2003	

3.  	INVESTMENT IN THE SAVINGS PLAN MASTER TRUST	

The Plan’s investments are in the Savings Plan Master Trust which was established for the investment of assets of the Plan and several other Ingersoll-Rand Company sponsored retirement plans. The assets of the Savings Plan Master Trust are held by Fidelity Management Trust Company (Trustee). Each participating retirement plan has an undivided interest in the Savings Plan Master Trust. The Trustee maintains separate accounting of all contributions, benefit payments and expenses and allocates income received by the Savings Plan Master Trust on the basis of the adjusted value of each plan at year end. At December 31, 2004 and 2003, the Plan had an 81.7% and 80.5%, respectively, participation in the Savings Plan Master Trust.

The following investments in the Statements of Net Assets Available for Benefits and the net appreciation in fair value of investments, interest, and dividend income and other receipts in the Statements of Changes in Net Assets Available for Benefits are certified by the Trustee to be complete and accurate. The Trustee has also certified the Plan’s proportionate share of such items to be complete and accurate. The Savings Plan Master Trust financial statements are prepared on the modified cash basis of accounting while the Plan’s financial statements are prepared on the accrual basis of accounting.

 	 	2004	 	2003	 	
Investments, at fair value	 	 	 	 	 	
Money market portfolio	 	$	318,046,370	 	$	351,468,186	 	
Mutual funds	 	 	692,155,005	 	 	598,359,465	 	
Self-directed brokerage accounts	 	 	4,027,514	 	 	1,915,459	 	
Ingersoll-Rand Company limited stock fund	 	 	364,011,198	 	 	342,636,237	 	
Participant loans receivable	 	 	17,742,365	 	 	17,753,026	 	
Assets of merged plans	 	 	--	 	 	14,337,651	 	
Net assets available for benefits	 	$	1,395,982,452	 	$	1,326,470,024	 	
 	 	 	 	 	 	 	 	
Net realized and unrealized appreciation of investments and interest and dividend income for the Savings Plan Master Trust for the years ended December 31, are as follows:
 
 	 	2004	 	2003	 	
 	 	 	 	 	 	
Investment income:	 	 	 	 	 	
Net appreciation in fair value of investments	 	 	 	 	 	 	 	
Mutual funds	 	$	52,045,009	 	$	111,873,628	 	
Money market portfolio	 	 	4,121,725	 	 	3,927,623	 	
Ingersoll-Rand Company Limited stock fund	 	 	57,480,347	 	 	141,209,242	 	
 	 	 	113,647,081	 	 	257,010,493	 	
Interest and dividend income	 	 	17,984,301	 	 	12,351,560	 	
Total investment income	 	$	131,631,382	 	$	269,362,053	 	

-10-

INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
 	 	
December 31, 2004 and 2003	

4.  	ASSETS OF MERGED PLANS	

 	 	Investments in the assets of merged plans category are comprised of the investments of the ETC Plan and the Integrated Access Plan which were merged into the Plan effective December 31, 2003. The investments comprising these merged plans at December 31, 2003 are as follows:	
 
ETC Plan:	 	 	 	
Prinicpal Guaranteed Interest Account	 	$	123,989	 	
Prinicpal Money Market Separate Account	 	 	181,816	 	
Principal Governments Securities Separate Account	 	 	372,435	 	
Principal Large Cap Stock Index Separate Account	 	 	384,961	 	
Prinicpal Large Company Value Separate Account	 	 	70,021	 	
Principal Stock Emphasis Balanced Separate Account	 	 	83,993	 	
Principal Large Company Growth Separate Account	 	 	165,389	 	
Principal Medium Company Blend Separate Account	 	 	301,277	 	
Principal Small Company Blend Separate Account	 	 	333,044	 	
Principal International Stock Separate Account	 	 	274,887	 	
Principal Financial Group Inc. Stock Separate Account	 	 	76,050	 	
Vanguard Growth & Income Fund	 	 	175,927	 	
Vanguard Windsor II fund	 	 	173,906	 	
*Fidelity Advisor Equity Growth Institutional	 	 	190,014	 	
T. Rowe Price Science & Technology Fund	 	 	283,863	 	
Participant Loans	 	 	53,919	 	
Total ETC Plan Investments	 	$	3,245,491	 	

-11-

INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
 	 	
December 31, 2004 and 2003	

4.	ASSETS OF MERGED PLANS (continued)	

Integrated Access Plan:	 	 	 	
AIM High Yield Investor Fund	 	$	55,185	 	
ING Classic Money Market Fund	 	 	494,068	 	
ING Mid Cap Opportunities A Fund	 	 	314,735	 	
Oppenheimer Main Street Income Growth Fund	 	 	450,849	 	
MFS Capital Opportunities Fund	 	 	275,783	 	
Janus Equity Income Fund	 	 	200,171	 	
ING Technology A Fund	 	 	370,876	 	
Oppenheimer Capital Appreciation Fund	 	 	221,047	 	
Franklin Small-Mid Cap Growth A Fund	 	 	424,913	 	
Janus Twenty Fund	 	 	331,436	 	
Janus Adviser Worldwide Growth Fund	 	 	306,477	 	
Total Integrated Access Plan investments	 	$	3,445,540	 	
Total assets of merged plans	 	$	6,691,031	 	

*Permitted party-in-interest (See footnote 6)	 	 	 	 	

5.	TAX STATUS	

 	 	The Internal Revenue Service has determined and informed the Company by letter dated April 29, 2004 that the Plan and related trust are designed in accordance with applicable sections of the IRC to be exempt from U.S. Federal income tax. The Company believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC and therefore no provision for U.S. Federal income tax is required. Although the Plan has been amended since receiving the determination letter, the Plan administrator and the Plan’s tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC.	

6.	PARTY-IN-INTEREST	

 	 	Certain Plan investments are shares or units of money market portfolio, commingled pool and mutual funds managed by Fidelity Investments, the Plan’s trustee and recordkeeper. These transactions qualify as permitted party-in-interest transactions.	

Certain Savings Plan Master Trust investments are units of the Ingersoll-Rand Company Limited Stock Fund. These transactions qualify as permitted party-in-interest transactions.

-12-

INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
 	 	
December 31, 2004 and 2003	

7.	TRANSFERS FROM OTHER PLANS	

 	 	During 2003, as described in footnote 1, several plans transferred assets or were merged into the Plan as follows:	
 	 	Value of	 	
Plan Name	 	Transfer	 	

Ingersoll-Rand Company Savings and Stock Investment Plan	 	$	703,514,577	 	
Ingersoll-Rand/Thermo King Savings and Stock Investment Plan	 	 	59,492,494	 	
Kryptonite Corporation Profit Sharing Plan	 	 	1,001,058	 	
Blaw Knox Construction Equipment Corporation Retirement Plan for Salaried Employees	 	 	1,256,342	 	
National Refrigeration Services, Inc. 401(k) Retirement Savings Plan	 	 	6,326,637	 	
Hussman International Inc. Retirement Savings Plan	 	 	105,050,402	 	
Taylor Industries, Inc. 401(k) Profit Sharing Plan	 	 	5,223,445	 	
Perimeter Bobcat P.S. 401(k) Plan	 	 	746,883	 	
WHS Refrigeration Systems, Inc. 401(k) Savings Plan	 	 	2,065,425	 	
ETC 401(k) Plan	 	 	3,245,491	 	
Integrated Access Systems, Inc., Employee Salary Reduction Plan	 	 	3,445,540	 	
Total transfers from other plans	 	$	891,368,294	 	

8.	PLAN TERMINATION	

 	 	Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, all effected participants would become 100% vested in their employer contributions.	

-13-

INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN

FORM 5500, SCHEDULE H, PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
 	 	
December 31, 2004	

 	Description	 	Shares, Units,	 	Current	 	
Identity of Issue	of Investment	 	Principal Amount	 	Value	 	
 	 	 	 	 	 	 	
* Plan's interest in Savings Plan	 	 	 	 	 	 	 	 	 	
Master Trust	 	Master Trust	 	 	81.7% participation	 	$	1,125,520,003	 	
Participant Loans Receivable	 	Due 01/01/05 - 05/08/26;
5% - 10.5%	 	 	 	 	 	15,392,096	 	
TOTAL INVESTMENTS HELD BY THE PLAN	 	 	 	 	 	 	$	1,140,912,099	 	

-14-

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

INGERSOLL-RAND COMPANY EMPLOYEE SAVINGS PLAN
Dated: June 27, 2005          
By :   /s/ Kathleen Cirillo

Name:  Kathleen Cirillo
Title:    Benefits Administration Committee

EXHIBIT INDEX
 
Exhibit No.	 	Description	
23	 	Consent of PricewaterhouseCoopers LLP	

-15-

 
EXHIBIT 23
 
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-42133 and Post-Effective Amendment No. 1 to Registration No. 333-42133) of Ingersoll-Rand Company Limited of our report dated June 27, 2005 relating to the financial statements of Ingersoll-Rand Employee Savings Plan, which appears in this Form 11-K.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP
New York, New York
June 27, 2005