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<SEC-DOCUMENT>0000000000-05-027752.txt : 20060309
<SEC-HEADER>0000000000-05-027752.hdr.sgml : 20060309
<ACCEPTANCE-DATETIME>20050605141242
<PRIVATE-TO-PUBLIC>
ACCESSION NUMBER:		0000000000-05-027752
CONFORMED SUBMISSION TYPE:	UPLOAD
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20050605

FILED FOR:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			SCHLUMBERGER LTD /NV/
		CENTRAL INDEX KEY:			0000087347
		STANDARD INDUSTRIAL CLASSIFICATION:	OIL, GAS FIELD SERVICES, NBC [1389]
		IRS NUMBER:				520684746
		STATE OF INCORPORATION:			P8
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		UPLOAD

	BUSINESS ADDRESS:	
		STREET 1:		42 RUE ST DOMINIQUE
		CITY:			PARIS FRANCE 75007
		STATE:			I0
		ZIP:			75007
		BUSINESS PHONE:		2123509400

	MAIL ADDRESS:	
		STREET 1:		153 EAST 53 STREET 57TH FLOOR
		STREET 2:		153 EAST 53 STREET 57TH FLOOR
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10022-4624

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	SCHLUMBERGER NV
		DATE OF NAME CHANGE:	19920804

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	SCHLUMBERGER LTD
		DATE OF NAME CHANGE:	19880812
</SEC-HEADER>
<DOCUMENT>
<TYPE>LETTER
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>

									March 9, 2005


Via facsimile and U.S. Mail

Mr. Andrew Gould
Chairman and Chief Executive Officer
Schlumberger Limited
153 East 53rd Street, 57th Floor
New York, New York  10022

	Re:	Schlumberger Limited
		Preliminary Proxy Materials on Schedule 14A filed
February
8, 2005			File No. 1-04601

Dear Mr. Gould :

	We have reviewed your preliminary proxy materials and have
the
following comments.    Where indicated, we think you should revise
your document in response to these comments.  If you disagree, we
will consider your explanation as to why our comment is
inapplicable
or a revision is unnecessary.  Please be as detailed as necessary
in
your explanation.  In some of our comments, we may ask you to
provide
us with supplemental information so we may better understand your
disclosure.  After reviewing this information, we may or may not
raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comment or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Schedule 14C

Cover Page

1. It appears that the third proposal relating to amendments of
your
Articles of Incorporation presents separate matters requiring
separate consideration and votes by the shareholders of
Schlumberger.
Please unbundle these proposals or tell us why unbundling will not
be
appropriate.  See Rule 14a-4(a)(3) under the Proxy Rules and the
September 2004 Interim Supplement to the Manual of Publicly
Available
Telephone Interpretations available on the SEC website.  We may
have
further comment upon reviewing your response.

2. For each voluntary amendment to your Articles of Incorporation,
discuss the purpose and effect of the proposed amendment.  We may
have further comment.
Closing Comments

      	File revised proxy materials and respond to these
comments
within 10 business days or tell us when you will provide us with a
response.  You may wish to provide us with marked copies of the
amendment to expedite our review.  Please furnish a cover letter
with
your amendment that keys your responses to our comments and
provides
any requested supplemental information.  Detailed cover letters
greatly facilitate our review.  Please understand that we may have
additional comments after reviewing your amendment and responses
to
our comments.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:
* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.


Please contact Melinda Kramer at (202) 942-1938 or, in her
absence,
Tangela Richter, Branch Chief, at (202) 942-1837, with any other
questions.  Address all correspondence to mail-stop 04-05.

								Sincerely,



								H. Roger Schwall
								Assistant Director

CC:	Melinda Kramer

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Schlumberger Limited
March 9, 2005
Page 1



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0405

         DIVISION OF
CORPORATION FINANCE



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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