Exhibit 99.1

                  FOR IMMEDIATE RELEASE
                   (Wednesday, February 7, 2001)

                   
            CONTACTS:
            Investor Relations    Public Relations
            Jack Blackstock       Judith Czelusniak
            Senior Vice President Senior Vice President
            (212) 424-1344        (561) 988-7424

            

                  TYCO TO RAISE APPROXIMATELY $2.25 BILLION IN
                           CONVERTIBLE DEBT OFFERING

      PEMBROKE, Bermuda, February 7, 2001 -- Tyco International Ltd. (NYSE:
TYC; LSE: TYI; BSX: TYC) today announced that it has agreed to sell
$3,035,000,000 principal amount at maturity of zero-coupon convertible senior
debentures due 2021, to be issued by Tyco International Group S.A. ("Tyco
S.A.") and guaranteed by Tyco. The debentures are being offered only to
qualified institutional buyers at an initial offering price of $741.65 per
$1,000 principal amount at maturity, with gross proceeds of approximately
$2,250,907,750. The initial purchaser will also have a 30 day option to
purchase up to an additional $455,250,000 principal amount at maturity of
debentures to cover over-allotments which would give Tyco S.A. an additional
$337,636,162 in gross proceeds. Each $1,000 principal amount at maturity
debenture will be convertible into 8.6916 Tyco common shares if the closing
price of Tyco's common shares on the New York Stock Exchange exceeds specified
levels or in the event Tyco takes certain corporate actions, such as
declaration of an extraordinary dividend. The debentures will not be redeemable
by Tyco S.A. prior to February 12, 2009 but Tyco S.A. may be required to
repurchase debentures at the accreted value thereof, at the option of the
holders, on February 12, 2003, 2005, 2007, 2009, or 2016. Tyco S.A. may choose
to pay the purchase price for the February 12, 2003 repurchase in cash, Tyco
common shares or a combination of cash and Tyco common shares. All other
repurchases must be paid in cash. Tyco S.A. will use the proceeds of the
offering to refinance commercial paper. The offering is scheduled to close on
February 12, 2001.

      This notice does not constitute an offer to sell or the solicitation of
an offer to buy securities. The offering is being made only to qualified
institutional buyers. The debentures and the common shares issuable upon
conversion have not been registered under U.S. or state securities laws and may
not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements.

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