Filed pursuant to Rule 424(b)(3)
                                          File Number 333-57180 and 333-57180-01

PROSPECTUS SUPPLEMENT NO. 10

                                $3,035,000,000

                         TYCO INTERNATIONAL GROUP S.A.

                  ZERO COUPON CONVERTIBLE DEBENTURES DUE 2021

                    FULLY AND UNCONDITIONALLY GUARANTEED BY
                     AND CONVERTIBLE INTO COMMON SHARES OF

                            TYCO INTERNATIONAL LTD.

   This prospectus supplement supplements the prospectus dated April 2, 2001 of
Tyco International Group S.A. and Tyco International Ltd., as supplemented
April 13, 2001, April 27, 2001, May 14, 2001, May 21, 2001, June 5, 2001, June
19, 2001, July 5, 2001, July 26, 2001 and August 16, 2001 relating to the sale
by certain of our securityholders (including their pledgees, donees, assignees,
transferees, successors and others who later hold any of our securityholders'
interests) of up to $3,035,000,000 aggregate principal amount at maturity of
the debentures and the common shares issuable upon conversion, and/or purchase
by us, of the debentures. You should read this prospectus supplement in
conjunction with the prospectus, and this prospectus supplement is qualified by
reference to the prospectus, except to the extent that the information in this
prospectus supplement supersedes the information contained in the prospectus.
Capitalized terms used in this prospectus supplement and not otherwise defined
herein have the meanings specified in the prospectus.

   The table in the "Selling Securityholders" section on page 36 of the
prospectus is hereby further supplemented by the addition of the following
information regarding selling securityholders, which information includes
amounts that are in addition to, and that, in some cases, may be in
substitution for, amounts listed for the same or other selling securityholders
in the prospectus and in prior supplements:

   The following represents updated information regarding the selling
securityholders listed in the Selling Securityholder table in the prospectus:



                        Aggregate
                     Principal Amount               Number of Tyco Percentage of
                      at Maturity of  Percentage of     Common      Tyco Common
                     Debentures That   Debentures    Shares That       Shares
Name                   May be Sold     Outstanding  May be Sold(1) Outstanding(2)
----                 ---------------- ------------- -------------- --------------
                                                       
UBS AG London Branch   $132,000,000        4.3%       1,147,291          *

--------
*  Less than one percent (1%).
(1)Assumes conversion of all of the holder's debentures at a conversion rate of
   8.6916 Tyco common shares per $1,000 principal amount at maturity of the
   debentures. This conversion rate is subject to adjustment, however, as
   described under ''Description of the Debentures--Conversion
   Rights--Conversion Rate and Delivery of Tyco Common Shares." As a result,
   the number of Tyco common shares issuable upon conversion of the debentures
   may increase or decrease in the future. Does not include Tyco common shares
   that may be issued by us upon purchase of debentures by us at the option of
   the holder.
(2)Calculated based on Rule 13d-3(d)(i) of the Exchange Act, using
   1,935,521,933 Tyco common shares outstanding as of July 5, 2001. In
   calculating this amount for each holder, we treated as outstanding the
   number of Tyco common shares issuable upon conversion of all of that
   holder's debentures, but we did not assume conversion of any other holder's
   debentures. Does not include Tyco common shares that may be issued by us
   upon purchase of debentures by us at the option of the holder.

    INVESTING IN THE DEBENTURES INVOLVES RISKS THAT ARE DESCRIBED IN THE "RISK
FACTORS RELATING TO THE DEBENTURES" SECTION BEGINNING ON PAGE 10 OF THE
PROSPECTUS.

   Neither the Securities and Exchange Commission, any state securities
commission nor any other regulatory body has approved or disapproved of these
securities or determined if this prospectus is truthful or complete. Any
representation to the contrary is a criminal offense.

          The date of this prospectus supplement is October 9, 2001.