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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): March 13, 2006
BUNGE LIMITED
(Exact name of Registrant as specified in its charter)
Bermuda 001-16625 98-0231912
(State or other jurisdiction) (Commission file number) (I.R.S. employer
of incorporation) identification no.)
50 Main Street
White Plains, New York 10606
(Address of principal executive offices) (Zip Code)
(914) 684-2800
(Registrant's telephone number, including area code)
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:
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4c))
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Item 1.01 Entry into a Material Definitive Agreement.
As reported on March 1, 2006, the compensation committee of
the Board of Directors of Bunge Limited ("Bunge") met on February 23, 2006 and
certified the achievement of certain pre-established performance measures for
the Performance-Based Restricted Stock Units (the "PBRSUs") granted by Bunge in
2003. Upon settlement of the PBRSUs on March 13, 2006, our Named Executive
Officers received cash, Bunge common shares or a combination thereof, as
follows:
2003 Performance-Based Restricted Stock Units Settlement
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Name Cash Amount Number of Shares
Alberto Weisser $1,453,500 29,852
Archibald Gwathmey $497,250 10,212
William Wells $994,500 462
Joao Fernando Kfouri $153,000 3,142
Flavio Sa Carvalho $321,300 4,449
The number of shares listed above includes the payment of
dividends paid on the common shares through February 28, 2006. The performance
measures that were achieved with respect to the PBRSUs related to Bunge's
cumulative earnings per share for the three-year performance period ended on
December 31, 2005 and were certified at 150% of target.
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 thereunto duly authorized.
Dated: March 16, 2006.
Bunge Limited
(Registrant)
By: /s/ Carla L. Heiss
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Name: Carla L. Heiss
Title: Assistant General Counsel