SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 10-Q
                                    ---------


                     QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarter ended:                                 Commission file No.:
June 30, 2000                                                1-4601
- -------------                                             -------------



                                 SCHLUMBERGER N.V.
                              (SCHLUMBERGER LIMITED)
             (Exact name of registrant as specified in its charter)



    NETHERLANDS ANTILLES                        52-0684746
    --------------------                        ----------
(State or other jurisdiction of                (I.R.S. Employer
incorporation or organization)                Identification No.)


  277 PARK AVENUE
  NEW YORK, NEW YORK, U.S.A.                       10172

  42 RUE SAINT-DOMINIQUE
  PARIS, FRANCE                                    75007

  PARKSTRAAT 83
  THE HAGUE,
  THE NETHERLANDS                                 2514 JG
  ---------------                                 -------
(Addresses of principal executive                (Zip Codes)
    offices)



Registrant's telephone number: (212) 350-9400



Indicate by check mark whether  Registrant (1) has filed all reports required to
be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during
the preceding 12 months and (2) has been subject to such filing requirements for
the past 90 days.

           YES     X                           NO
                   -                              -



Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

                 Class                     Outstanding at July 31, 2000
                 -----                     ---------------------------

COMMON STOCK, $0.01 PAR VALUE                       570,017,871


                         PART I. FINANCIAL INFORMATION
                         -----------------------------

Item 1 :Financial Statements
- ----------------------------

                              SCHLUMBERGER LIMITED
                              --------------------
         (Schlumberger N.V., Incorporated in the Netherlands Antilles)
                            and Subsidiary Companies

                        CONSOLIDATED STATEMENT OF INCOME
                        --------------------------------
                                  (Unaudited)
              (Stated in thousands except per share amounts)

Period Ended June 30, --------------------------------------------------------------------------------------------- Second Quarter Six Months -------------------------------------------- ----------------------------------------------- 2000 1999 (1) 2000 1999 (1) ------------------- ----------------------- ---------------------- ---------------------- REVENUE: Operating $ 2,338,266 $ 2,011,831 $ 4,475,708 $ 4,129,135 Interest & other income 83,541 53,753 159,651 217,864 ------------------- ----------------------- ---------------------- ---------------------- 2,421,807 2,065,584 4,635,359 4,346,999 ------------------- ----------------------- ---------------------- ---------------------- EXPENSES: Cost of goods sold & services 1,794,136 1,582,856 3,427,759 3,358,433 Research & engineering 130,740 126,354 261,782 258,197 Marketing 110,988 106,881 213,997 210,164 General 113,455 94,904 217,689 194,094 Interest 65,341 42,874 128,437 87,828 ------------------- ----------------------- ---------------------- ---------------------- 2,214,660 1,953,869 4,249,664 4,108,716 ------------------- ----------------------- ---------------------- ---------------------- Income from continuing operations before taxes 207,147 111,715 385,695 238,283 Taxes on income 51,224 20,574 93,614 78,099 ------------------- ----------------------- ---------------------- ---------------------- Income from continuing operations (2) 155,923 91,141 292,081 160,184 Income from discontinued operations, net of tax (3) - 36,146 - 56,270 ------------------- ----------------------- ---------------------- ---------------------- Net Income $ 155,923 $ 127,287 $ 292,081 $ 216,454 =================== ======================= ====================== ====================== Basic Earnings Per Share Continuing Operations $ 0.27 $ 0.16 $ 0.51 $ 0.28 Discontinued Operations - 0.07 - 0.11 ------------------- ----------------------- ---------------------- ---------------------- Net Income $ 0.27 $ 0.23 $ 0.51 $ 0.39 =================== ======================= ====================== ====================== Diluted Earnings Per Share Continuing Operations (2) $ 0.27 $ 0.16 $ 0.51 $ 0.28 Discontinued Operations (3) - 0.06 - 0.10 ------------------- ----------------------- ---------------------- ---------------------- Net Income $ 0.27 $ 0.22 $ 0.51 $ 0.38 =================== ======================= ====================== ====================== Average shares outstanding 569,293 547,112 568,090 546,744 =================== ======================= ====================== ====================== Average shares outstanding assuming dilution 579,707 563,529 578,124 561,722 =================== ======================= ====================== ====================== Depreciation and amortization included in expenses (4) $ 311,550 $ 276,353 $ 623,893 $ 552,570 =================== ======================= ====================== ====================== Dividends declared per share $ 0.1875 $ 0.1875 $ 0.3750 $ 0.3750 =================== ======================= ====================== ======================
-2- 1) Restated for comparative purposes. 2) The six months 1999 results from Continuing Operations include a pretax charge of $147 million partially offset by a pretax gain of $103 million (net - $58 million after tax, $0.10 per share - diluted), consisting of the following: . A charge of $118 million ($118 million after tax) related to the downsizing of its global Oilfield Services activities, including $108 million of severance cost and $10 million for asset impairments. . A charge of $29 million ($20 million after tax) related to RMS and Test & Transactions, consisting principally of $16 million of severance cost at several RMS facilities resulting from a downturn in business and $5 million of asset write-downs. . A credit of $103 million ($80 million after tax) from the gain on the sale of financial instruments received in connection with the 1998 sale of RPS. The pretax gain on the sale of financial instruments is included in Interest & other income. The pretax charge of $147 million is classified in Cost of goods sold and services. 3) Discontinued Operations in 1999 include the operating results of the spun- off Sedco Forex business. The six months 1999 results include an after-tax charge of $33 million ($0.06 per share - diluted) for severance costs ($13 million) and legal claims. 4) Including multiclient seismic data costs. See Notes to Consolidated Financial Statements -3- SCHLUMBERGER LIMITED -------------------- (Schlumberger N.V., Incorporated in the Netherlands Antilles) and Subsidiary Companies CONSOLIDATED BALANCE SHEET -------------------------- (Unaudited) (Dollars in thousands) Jun. 30, Dec. 31, ASSETS 2000 1999 (1) - ------ -------------- ------------- CURRENT ASSETS: Cash and short-term investments $3,695,676 $4,389,837 Receivables less allowance for doubtful accounts (2000 - $79,018; 1999 - $89,030) 2,616,429 2,429,842 Inventories 1,018,757 956,980 Deferred taxes on income 257,642 226,238 Other current assets 273,079 258,532 -------------- ------------- 7,861,583 8,261,429 -------------- ------------- LONG-TERM INVESTMENTS, HELD TO MATURITY 1,307,461 726,496 INVESTMENTS IN AFFILIATED COMPANIES 612,440 535,434 FIXED ASSETS: Property, plant and equipment 10,051,836 9,639,274 Less accumulated depreciation (6,298,394) (6,078,534) -------------- ------------- 3,753,442 3,560,740 -------------- ------------- MULTICLIENT SEISMIC DATA 319,234 311,520 EXCESS OF INVESTMENT OVER NET ASSETS OF COMPANIES PURCHASED less amortization 1,358,813 1,333,681 DEFERRED TAXES ON INCOME 272,373 242,616 OTHER ASSETS 137,468 109,276 -------------- ------------- $15,622,814 $15,081,192 ============== ============= LIABILITIES & STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable and accrued liabilities $2,418,102 $2,282,884 Estimated liability for taxes on income 420,334 383,159 Bank loans 468,415 444,221 Dividend payable 107,453 106,653 Long-term debt due within one year 26,344 257,571 -------------- ------------- 3,440,648 3,474,488 LONG-TERM DEBT 3,573,545 3,183,174 POSTRETIREMENT BENEFITS 464,905 451,466 OTHER LIABILITIES 243,758 251,036 -------------- ------------- 7,722,856 7,360,164 -------------- ------------- STOCKHOLDERS' EQUITY: Common stock 1,859,961 1,820,186 Income retained for use in the business 7,995,648 7,916,612 Treasury stock at cost (1,808,694) (1,878,612) Translation adjustment (146,957) (137,158) -------------- ------------- 7,899,958 7,721,028 -------------- ------------- $15,622,814 $15,081,192 ============== ============= (1) Restated for comparative purposes. See Notes to Consolidated Financial Statements -4- SCHLUMBERGER LIMITED -------------------- (Schlumberger N.V., Incorporated in the Netherlands Antilles) and Subsidiary Companies CONSOLIDATED STATEMENT OF CASH FLOWS ------------------------------------ (Unaudited)
(Dollars in thousands) Six Months Ended June 30, Cash flows from operating activities: 2000 1999 (1) ------------ ------------ Net income from continuing operations $ 292,081 $ 160,184 Adjustments to reconcile net income to cash provided by operating activities: Depreciation and amortization (2) 623,893 552,570 Earnings of companies carried at equity, less dividends received (Dividends: 2000 - $0; 1999 - $616) (13,583) (4,332) Provision for losses on accounts receivable 15,316 18,928 Change in operating assets and liabilities: (Increase) decrease in receivables (222,935) 126,936 (Increase) decrease in inventories (57,158) 42,791 (Increase) decrease in deferred taxes on income (23,669) 463 Increase (decrease) in accounts payable and accrued liabilities 56,683 (208,995) Increase (decrease) in estimated liability for taxes on income 39,303 (59,227) Charge - 57,568 Other - net (105,934) (13,486) ------------ ------------ Net cash provided by operating activities 603,997 673,400 ------------ ------------ Cash flows from investing activities: Purchase of fixed assets (528,960) (399,596) Multiclient seismic data capitalized (119,940) (111,049) Sales/retirements of fixed assets 54,060 (14,538) Decrease in investments 136,309 184,853 Sale of financial instruments - 203,572 Businesses acquired (261,446) (54,581) (Increase) decrease in other assets (41,047) 5,871 Discontinued operations - (147,654) ------------ ------------ Net cash used in investing activities (761,024) (333,122) ------------ ------------ Cash flows from financing activities: Dividends paid (212,368) (204,839) Proceeds from employee stock purchase plan 61,560 52,250 Proceeds from exercise of stock options 109,693 38,943 Proceeds from issuance of long-term debt 530,939 620,000 Payments of principal on long-term debt (333,943) (600,000) Net increase (decrease) in short-term debt 26,937 (194,607) ------------ ------------ Net cash provided by (used in) financing activities 182,818 (288,253) ------------ ------------ Net increase in cash 25,791 52,025 Cash, beginning of period 132,589 105,321 ------------ ------------ Cash, end of period $ 158,380 $ 157,346 ============ ============
(1) Restated for comparative purposes. (2) Including multiclient seismic data costs. See Notes to Consolidated Financial Statements -5- SCHLUMBERGER LIMITED -------------------- (Schlumberger N.V., Incorporated in the Netherlands Antilles) and Subsidiary Companies STOCKHOLDERS' EQUITY -------------------- (Unaudited)
(Dollars in thousands) Common Stock Retained Translation Comprehensive -------------------------------------- Issued In Treasury Income Adjustment Income -------------- --------------------- ----------------- ------------------ -------------------- Balance, January 1, 2000 $1,820,186 $(1,878,612) $7,916,612 $(137,158) $ - Net Income 292,081 292,081 Translation adjustment (9,799) (9,799) Dividends declared (213,045) Shares sold to optionees 39,775 69,918 -------------- --------------------- ----------------- ------------------ -------------------- Balance, June 30, 2000 $1,859,961 $(1,808,694) $7,995,648 $(146,957) $ 282,282 ============== ===================== ================= ================== ====================
See Notes to Consolidated Financial Statements -6- SCHLUMBERGER LIMITED -------------------- (Schlumberger N.V., Incorporated in the Netherlands Antilles) and Subsidiary Companies NOTES TO CONSOLIDATED FINANCIAL STATEMENTS ------------------------------------------ (Unaudited) In the opinion of management, all adjustments necessary to present fairly the financial position and the results of operations have been made in the accompanying interim financial statements. The Company's significant accounting policies are summarized in its 1999 Annual Report. These policies have been consistently applied during the interim period presented in this report. The results of operations for the six month period ended June 30, 2000 are not necessarily indicative of the results of operations that may be expected for the entire year. EARNINGS PER SHARE - ------------------ The following is a reconciliation from basic earnings per share to diluted earnings per share for the second quarter and the first six months of 2000:
(Stated in thousands except per share amounts) Average Net Shares Earnings Second Quarter Income Outstanding per Share - -------------- -------------------- -------------------- ----------------- Basic $ 155,923 569,293 $0.27 Effect of dilution: Options 10,414 - -------------------- -------------------- ----------------- $ 155,923 579,707 $0.27 ==================== ==================== ================= Six Months Average Net Shares Earnings Income Outstanding per Share -------------------- -------------------- ----------------- Basic $ 292,081 568,090 $0.51 Effect of dilution: Options 10,034 - -------------------- -------------------- ----------------- $ 292,081 578,124 $0.51 ==================== ==================== =================
1999 FOURTH QUARTER CHARGE - -------------------------- In December 1999, Schlumberger recorded a pretax charge of $77 million related to the asset impairments ($56 million) and severance costs ($13 million - 300 people) for reductions in the marine seismic fleet and restructuring of its land drilling activity. At June 30, 2000, substantially all costs have been paid. -7- DISCONTINUED OPERATIONS - ----------------------- Discontinued operations, in 1999, reflect the net operating results after taxes of Schlumberger's offshore contract drilling business, Sedco Forex, which was spun-off in December 1999. Summarized financial information for the discontinued operations for the six months ended June 30, 1999 is as follows: Operating revenue $ 352 million Income before taxes $ 57 million Income after taxes $ 56 million CONTINGENCIES - ------------- The Consolidated Balance Sheet includes accruals for the estimated future costs associated with certain environmental remediation activities related to the past use or disposal of hazardous materials. Substantially all such costs relate to divested operations and to facilities or locations that are no longer in operation. Due to a number of uncertainties, including uncertainty of timing, the scope of remediation, future technology, regulatory changes and other factors, it is possible that the ultimate remediation costs may exceed the amounts estimated. However, in the opinion of management, such additional costs are not expected to be material relative to consolidated liquidity, financial position or future results of operations. In addition, Schlumberger and its subsidiaries are party to various other legal proceedings. Although the ultimate disposition of these proceedings is not presently determinable, in the opinion of Schlumberger, any liability that might ensue would not be material in relation to the consolidated liquidity, financial position or future results of operations. INVESTMENTS IN AFFILIATED COMPANIES - ----------------------------------- Investments in affiliated companies include Schlumberger's 40% investment of $426 million in the MI Drilling Fluids joint venture. -8- SEGMENT INFORMATION - -------------------
(Stated in millions) ---------------------------------------------------------------------------------------------------------- North Latin Europe/ Other Elims/ Total Elims/ Six Months 2000 America America CIS/W. Afr. Eastern Other OFS RMS T&T Other Consolidated - --------------- ---------------------------------------------------------------------------------------------------------- Revenue $1,066 $511 $723 $805 $109 $3,214 $645 $657 $(40) $4,476 ========================================================================================================== Segment Income $81 $13 $41 $132 $1 $268 $11 $15 $(17) $277 Income Tax Expense 48 10 24 21 20 123 5 (5) (31) 92 ---------------------------------------------------------------------------------------------------------- Pretax Segment Income $129 $23 $65 $153 $21 $391 $16 $10 $(48) $369 ---------------------------------------------------------------------------------------- Interest Income 144 Interest Expense $(1) (127) ------------ Pretax Income $386 ----------------------------------------------------------------------------------------------============
---------------------------------------------------------------------------------------------------------- North Latin Europe/ Other Elims/ Total Elims/ Six Months 1999 America America CIS/W. Afr. Eastern Other OFS RMS T&T Other Consolidated - --------------- ---------------------------------------------------------------------------------------------------------- Revenue $742 $452 $813 $815 $90 $2,912 $687 $526 $4 $4,129 ========================================================================================================== Segment Income $20 $7 $43 $125 $(1) $194 $(6) $9 $(4) $193 Income Tax Expense (1) 10 8 24 32 5 79 4 1 (20) 64 ---------------------------------------------------------------------------------------------------------- Pretax Segment Income $30 $15 $67 $157 $4 $273 $(2) $10 $(24) $257 --------------------------------------------------------------------------------------- Interest Income 108 Interest Expense $(4) $ (1) (83) Sale of Financial Inst. 103 Charge & Other (147) ------------ Pretax Income $238 ----------------------------------------------------------------------------------------------============
(1) Income tax expense excludes a net charge of $14 million related to the charge. Nonoperating expenses, such as certain intersegment charges and interest expense (except as shown above), are not included in segment operating income. -9- BUSINESS REVIEW - ---------------
(Stated in millions) Resource Oilfield Management Test & Services Services Transactions (2) --------------------------- ---------------------------- ----------------------------- Second Quarter 2000 1999 % chg 2000 1999 % chg 2000 1999 % chg - -------------- ---- ---- ----- ---- ---- ----- ---- ---- ----- Operating Revenue $ 1,685 $ 1,409 20% $ 321 $ 342 (6)% $ 350 $ 256 37% Pretax Operating Income (1) $ 219 $ 118 86% $ 5 $ (7) - $ 10 $ 2 390% Resource Oilfield Management Test & Services Services Transactions (2) --------------------------- ---------------------------- ----------------------------- Six Months 2000 1999 % chg 2000 1999 % chg 2000 1999 % chg - ---------- ---- ---- ----- ---- ---- ----- ---- ---- ----- Operating Revenue $ 3,214 $ 2,912 10% $ 645 $ 687 (6)% $ 657 $ 526 25% Pretax Operating Income (1) $ 391 $ 273 43% $ 16 $ (2) - $ 10 $ 10 -
(1) Pretax operating income represents income before taxes, excluding interest expense, interest income and the first quarter 1999 net charge. (2) Test & Transactions results include Schlumberger Omnes, formerly a joint venture, which was 100% acquired during the third quarter 1999. Item 2: Management's Discussion and Analysis of Financial Condition and Results - ------------------------------------------------------------------------------- of Operations. - -------------- Second Quarter 2000 -------------------- The second quarter operating revenue of $2.34 billion was 16% higher than the same period last year. Income from continuing operations increased 71% to $156 million compared with $91 million last year. Per share net income from continuing operations increased to $0.27 (diluted) versus $0.16 (diluted). Oilfield Services operating revenue increased 10% versus the prior quarter while the worldwide M-I rig count decreased by 1%. Compared with the same period last year, revenue increased 20% as the worldwide M-I rig count grew 40%. Resource Management Services (RMS) operating revenue was 6% lower than in the second quarter of 1999. Excluding the adverse effects of currency exchange rates, revenue increased 1%. Test & Transactions operating revenue, including Omnes, increased 37% compared with the same quarter last year. OILFIELD SERVICES Oilfield Services operating revenue in the second quarter increased 10% sequentially with improvements in all geographic Areas. Led by activity in North America, revenue increased 20% versus the same period last year. Compared with the prior quarter and the same period last year, revenue increased in all four geographic Areas as the worldwide M-I rig count decreased 1% sequentially and increased 40% year-over-year. Pretax operating income in the second quarter increased 27% sequentially and 86% versus the same period last year. -10- The quarter was characterized by increasing oil and gas demand, firmer oil and gas prices and the relatively low level of excess production capacity, which led to increased demand for oilfield services as oil companies began increasing their exploration and production spending. During the quarter Schlumberger undertook a number of strategic positioning steps: . On May 31, Schlumberger and Baker Hughes signed a memorandum of understanding under which the Schlumberger surface seismic business, Geco-Prakla, would join with the Western Geophysical seismic unit of Baker Hughes to form a new venture to be called Western GECO. As part of the formation of the venture, Baker Hughes would receive $500 million in cash from Schlumberger. The new venture would be owned 70% by Schlumberger and 30% by Baker Hughes. The creation of Western GECO is subject to the completion of a definitive agreement, and to regulatory and board approvals. . To enhance its Oilfield Services product offering for reservoir optimization, Schlumberger acquired Operational Services, Inc. (OSI) on April 28. OSI provides clients with a systematic approach to production management through efficient systems and processes, including contract operations management of oil and gas production, gas processing, co-generation facilities, contract maintenance services for large rotating equipment, and stand-alone operational engineering consulting services. The acquisition price was $13 million. . In anticipation of growth in subsea completions and deepwater field developments, Schlumberger purchased, for $11 million, a 40% share of Framo Engineering AS, a leader in subsea hydrocarbon processing. Based in Bergen, Norway, Framo has developed a range of products and services that substantially increase hydrocarbon production. The combination of Framo Engineering subsea products and services with Schlumberger downhole equipment and reservoir knowledge offers a single source for selecting, integrating and operating advanced technical solutions to optimize recovery in subsea developments. North America - ------------- In North America, second quarter revenue of $555 million increased 9% sequentially and 57% compared with the second quarter of 1999 as the M-I rig count decreased 7% sequentially and increased 76% year-over-year. Pretax operating income of $67 million increased 9% sequentially and 419% versus the same period last year. Sequentially, revenue increased in all regions, except Canada, which was down due to the normal seasonal reduction in drilling activity. All Product Groups posted significant year-over-year revenue gains, with drilling bits, seismic and pressure pumping services showing the largest year-over-year increases. Latin America - ------------- In Latin America, second quarter revenue of $262 million increased 5% sequentially and 10% year-over-year as the M-I rig count increased 5% sequentially and 19% versus the same period last year. Pretax operating income of $15 million showed a strong 87% improvement, both -11- sequentially and year-over-year. Revenue increased in all GeoMarket regions, both sequentially and year-over-year, with southern Latin America posting the largest percentage increase, offset partly by lower marine seismic revenue during the quarter due to the movement of seismic vessels to other markets. Europe/CIS/West Africa - ---------------------- Second quarter revenue of $385 million in the Europe/CIS/West Africa Area increased 14% sequentially and was up 1% compared with the same quarter last year. The M-I rig count, excluding the CIS, was up 7% versus the first quarter of 2000, and up 2% over the same period last year. Pretax operating income of $41 million increased 73% sequentially and 59% year-over-year. Second quarter revenue this year excludes drilling fluids revenue as a result of the M-I drilling fluids joint venture. CIS and West Africa showed the largest revenue gains, both sequentially and compared with last year. In the Area, sequential revenue growth was led by pressure pumping, wireline and seismic services. Schlumberger completed an installation of its intelligent completion system in a North Sea field for Norsk Hydro. The system was installed ahead of schedule, leading to the highest producing well in the field, and was used to eliminate gas breakthrough while optimizing oil production levels. Other Eastern Hemisphere - ------------------------ Second quarter revenue of $424 million in the Other Eastern Hemisphere Area increased 12% sequentially and 10% year-over-year, while the M-I rig count increased 4% sequentially and 7% year-over-year. Pretax operating income of $89 million increased 38% sequentially and 28% year-over-year. Geographically, the Gulf region in the Middle East and Indonesia posted the largest year-over-year revenue gains. Product Group revenue increased sequentially and year-over-year, led by Reservoir Development. RESOURCE MANAGEMENT SERVICES Resource Management Services second quarter revenue decreased 6% versus the same period in 1999. In national currencies, revenue rose 1% versus the same period last year. Orders increased 1% (up 8% in national currencies) versus the same period last year. Excluding the impact of CellNet and the special provisions last year, second quarter pretax operating income improved compared with the same period a year ago. In North America, second quarter revenue rose 12% versus the same period last year, while orders increased by 53%. The large increase in orders was led by higher demand for the CENTRON* static electricity meter and by new CellNet business. In May, RMS North America acquired the assets of CellNet Data Systems, the leading provider of telemetry technology for the development and deployment of large-scale automatic meter reading (AMR) systems. Revenue was realized from reading fees from already-deployed CellNet networks, primarily at AmerenUE, Northern States Power and Puget Sound Energy. In addition revenue during the quarter included a contribution from sales of the Metricom UtiliNet radios. -12- In Europe, second quarter revenue and orders both declined 17% (down 7% in national currencies) versus the same period last year. Gas revenue in the UK increased significantly due to strong residential meter demand including an agreement for the sale of over 650,000 U6 gas meters in 2000. Revenue in South America benefited from economic recovery in Chile and in Brazil. Both countries reported increased orders over 1999 with electricity particularly strong in Brazil. For South America overall, however, revenue was flat in the second quarter versus the prior year while orders decreased 5%. In Asia, second quarter revenue climbed 8% versus the same period in 1999. The increase in revenue resulted, in part, from sales in India and increased exports from Asia to other markets. TEST & TRANSACTIONS Test & Transactions second quarter revenue and orders, including Omnes, increased 37% and 33%, respectively, compared with the same quarter last year. Second quarter revenue for Cards increased 28% over the same period last year, and orders rose 29%. The revenue results reflect continued strength in shipments for GSM (Global Systems for Mobile Communications) SIM (Subscriber Identity Module) cards. Orders were strong in Asia, particularly in China where the first order for high-end Simera* (Java***-programmable) SIM cards was received. Orders during the quarter were driven by mobile communications markets in Asia and included the first order for new 3G (third-generation) mobile standard SIM cards in Japan as well as orders from the launch of the Simera GAIT* TDMA card in April and the Simera Airflex* CDMA card in June. Including Omnes, which is not included in the 1999 second quarter revenue, Network Solutions second quarter revenue increased 149% versus the same period last year and orders increased 47%. Revenue during the quarter included a contribution from the delivery of mobile communications applications to customers in China, Australia and France. These applications permit cell phone customers to access Internet-based services via their cell phones and pave the way for secure mobile-commerce and mobile-banking growth. Orders also included a contract for the design and systems integration of a data center for a telecommunications client in the Caribbean as well as the first integrated mobile communications solution covering cards, readers and service administration platforms. The Xpert Connect* web-based automated help desk for high-volume user access was introduced during the quarter. E-Transactions Solutions second quarter revenue declined 17% from the same period last year, which included exceptional revenue for the RATP (the Paris Regional Transportation Administration). Orders increased by 33% year-over-year. The order improvement spanned all activities and geographic markets. Two integrated railway ticketing solutions tenders were won in France during the quarter. New introductions in the MagIC* e-payment and Flexio* off-street parking product lines also contributed to the order growth. -13- Semiconductor Solutions second quarter revenue increased 36% over last year, and orders increased 39%. However, in the memory chip market, manufacturers are delaying their buildup of RDRAM** production, affecting orders for the RDX2400* test system. Strong demand in both the Asian and European markets for SOC (System On a Chip) semiconductor test equipment, combined with continued demand for Probe and Verification Systems, led the growth in revenue and orders, assisted by the introduction of the EXA3000* SOC tester due to its early acceptance in the critical Asian marketplace. The growth of the SABER* semiconductor consulting and solutions integration business and customer service business reflects the continued expansion of solutions activities within Test & Transactions. INCOME STATEMENT Interest and other income includes Interest income of $74 million and Equity in Net Earnings of Affiliated Companies of $10 million, of which $8 million is related to the drilling fluids joint venture with Smith International. Compared to last year, Interest income increased by $20 million mainly due to the higher average returns on investments, from 4.7% to 6.1%, while Equity in Net Earnings of Affiliated Companies increased by $10 million due primarily to the drilling fluids joint venture income. Gross margin was 23% compared to 21% for the same period last year. Research and engineering and marketing expenses increased by 3% and 4%, respectively. General expense as a percentage of operating revenue increased from 4.7% to 4.9%. Interest expenses increased by $22 million as average borrowing rates increased from 5.4% to 6.7% and average debt balances increased slightly. The effective tax rate increased by 6 percentage points to 25% reflecting higher pretax income in the United States. First Six Months 2000 --------------------- First half operating revenue of $4.48 billion was 8% higher than the same period last year. Excluding the first quarter 1999 charge, income from continuing operations of $292 million and diluted earnings per share from continuing operations of $0.51 were both 34% above the same period last year. OILFIELD SERVICES Operating revenue increased by 10% with North and South America accounting for most of this. Pretax operating income increased by 43%. The M-I rig count increased by 30% over last year. North America - ------------- Revenue of $1.07 billion increased 44% compared with the first 6 months of 1999, pretax operating income increased by 339%. The M-I rig count increased by 63%. Revenue increased across all oilfield services. The increasing oilfield services demand led to improvement in pricing levels, particularly for wireline, pressure pumping, and logging-while-drilling (LWD) services. Latin America - ------------- Latin America revenue increased by $59 million, a 13% increase. The pretax operating income increased by 61%, and the M-I rig count by 11%. -14- Revenue increased in all regions although some marine vessels were moved to other markets. Europe/CIS/West Africa - ---------------------- Revenue of $723 million decreased by 11% compared to prior year. Pretax operating income fell by 3% and the M-I rig count increased by 3%. CIS was the only region to show an increase in revenue. Other Eastern Hemisphere - ------------------------ Revenue decreased 1% to $804 million. Compared to the same period last year pretax operating income was down 3% and the M-I rig count decreased 2%. Middle East revenue increased by 1% while Asia decreased by 5%. RESOURCE MANAGEMENT SERVICES Resources Management Services revenue was down 6%. Excluding the special provision last year, pretax operating income increased by $3 million. This was due mainly to the significant increases in UK & Southern Africa and South American regions, partially offset by the loss at CellNet. Revenue in North America was up 8% including CellNet; excluding CellNet revenue grew by 5%. Orders grew by 32%, this large increase was led by higher demand for CENTRON* static electricity meters and by new CellNet business. In Europe revenue and orders were down by 16% and 20%, respectively. The continued pressure on prices affected electricity revenue, while gas revenue has increased significantly in the UK. In South America revenue grew by 7% and orders grew by 11%. Brazil showed improvement over last year mainly in electricity. In Asia revenue and orders grew by 17% and 5%, respectively. TEST & TRANSACTIONS Revenue including Omnes was 25% higher than last year and pretax operating income remained flat. Orders grew by 42% compared to last year. Cards continue to grow with an increase in revenue of 25% and orders of 34%. This is reflecting a strong Asian market for the product. Semiconductor revenue and orders grew by 8% and 33%, respectively, over last year. The revenue for e- Transactions fell by 17% while orders grew by 20%. The largest increase in revenue was in Network Solutions, including Omnes which grew by 137% and orders grew by 128%. INCOME STATEMENT Interest and other income includes Interest income of $146 million and Equity in Net Earnings of Affiliated Companies of $14 million. Compared to last year, Interest income increased by $33 million mainly due to the higher average returns on investments, from 4.8% to 6.0%, while Equity in Net Earnings of Affiliated Companies was $12 million higher reflecting the drilling fluids joint venture income. The 1999 Interest and other income included a $103 million gain on the sale of financial instruments relating to the sale of Retail Petroleum Systems. Gross margin increased from 19% to 23% as 1999 included $147 million of charges. Excluding these charges gross margin in 1999 was 22%. Research and engineering and marketing expenses increased by 1% and 2%, respectively. -15- General expenses as a percentage of operating revenue increased from 4.7% to 4.9%. Interest expense increased $41 million as average borrowing rates increased from 5.4% to 6.6%. The effective tax rate, excluding the 1999 charges is 24% versus 23% for the same period last year due to higher pretax income in the United States which was nearly offset by a favorable country profitability mix in Other Eastern, RMS and Test & Transactions. ACQUISITIONS - ------------ In the second quarter 2000, Schlumberger acquired Operational Services, Inc. for $13 million. OSI provides a systematic approach to production management through efficient systems and processes. The acquisition was accounted for using the purchase method of accounting, and cost in excess of net assets acquired is being amortized on a straight-line basis over 15 years. In the second quarter of 2000, Schlumberger completed the acquisition of substantially all of the assets of CellNet Data Systems, Inc. at a cost of $209 million. CellNet is a provider of telemetry services for the development and deployment of large-scale automatic meter reading systems. The acquisition was handled through Chapter 11 procedure and was approved by the bankruptcy court. NEW ACCOUNTING STANDARDS - ------------------------ In June 1998, the Financial Accounting Standards Board (FASB) issued SFAS 133, "Accounting for Derivative Instruments and Hedging Activities," which requires that Schlumberger recognize all derivative instruments as either assets or liabilities in the statement of financial position and measure those instruments at fair value. The standard is effective in the year 2001 for Schlumberger. Schlumberger uses derivative instruments such as interest rate swaps, currency swaps, forward currency contracts and foreign currency options. Forward currency contracts provide a hedge against currency fluctuations on assets/liabilities denominated in other than a functional currency. Options are usually entered into to hedge against currency variations on firm commitments generally involving the construction of long-lived assets. Schlumberger does not anticipate that the implementation of the new standard in 2001 will have a material effect on the consolidated financial position and results of operations. In December 1999, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 101, "Revenue Recognition in Financial Statements," which provides guidance and interpretations of the application of generally accepted accounting principles to revenue recognition. Adoption of this bulletin is not expected to have a material effect on the Company's consolidated financial position or results of operations. FORWARD-LOOKING STATEMENTS - -------------------------- Schlumberger cautions that, except for historical information, statements in this Form 10-Q report and elsewhere may constitute forward-looking statements. These include statements as to expectation, beliefs and future financial performance, such as statements regarding growth opportunities for Schlumberger in those industries. These statements involve a number of risks, uncertainties, assumptions and other factors that could cause actual results to differ materially from those in the forward-looking statements. Such factors include, continuing customer commitment to certain key oilfield projects; changes in E&P spending by major oil companies; the extent and timing of utilities' investment in integrated solutions to utility management; growth in demand for smart cards in e-commerce and Internet-enabled solutions and completion of the Western GECO transactions as currently contemplated by the parties. -16- Item 3: Quantitative and Qualitative Disclosure about Market Risk. - ------------------------------------------------------------------ Schlumberger does not believe it has a material exposure to financial market risk. Schlumberger manages the exposure to interest rate changes by using a mix of debt maturities and variable- and fixed-rate debt together with interest rate swaps, where appropriate, to fix or lower borrowing costs. With regard to foreign currency fluctuations, Schlumberger enters into various contracts, which change in value as foreign exchange rates change, to protect the value of external and intercompany transactions in foreign currencies. Schlumberger does not enter into foreign currency or interest rate transactions for speculative purposes. * Mark of Schlumberger ** Rambus and RDRAM are registered trademarks of Rambus, Inc. *** JAVA is a registered trademark of Sun Microsystems, Inc. PART II. OTHER INFORMATION -------- ----------------- Item 6: Exhibits and Reports on Form 8-K - ----------------------------------------- (a) Exhibits: None (b) Reports on Form 8-K: Report on Form 8-K filed with the Commission on May 31, 2000 to report the signing of a memorandum of understanding with Baker Hughes Inc. under which the Schlumberger surface seismic business, Geco Prakla, would join with the Baker Hughes surface seismic business, Western Geophysical, to form a new venture to be called Western GECO. -17- SIGNATURE --------- 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 thereunto duly authorized and in his capacity as principal financial officer. Schlumberger Limited (Registrant) Date: August 8, 2000 /s/Jack Liu -------------- -------------- Jack Liu Executive Vice President, Chief Financial Officer and Chief Accounting Officer -18-
 


5 This schedule contains summary financial information extracted from Form 10-Q and is qualified in its entirety by reference to such financial statements. 1,000 6-MOS DEC-31-2000 JAN-01-2000 JUN-30-2000 3,695,676 0 2,394,539 (79,018) 1,018,757 7,861,583 10,051,836 (6,298,394) 15,622,814 3,440,648 0 0 0 1,859,961 6,039,997 15,622,814 2,025,840 4,475,708 1,249,450 3,427,759 821,905 15,316 128,437 385,695 93,614 292,081 0 0 0 292,081 0.51 0.51