<PAGE>

   As Filed with the Securities and Exchange Commission on February 13, 2001
                                                     Registration No. 333-
--------------------------------------------------------------------------------

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                               ________________

                                   FORM S-8
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933
                               ________________

                             GLOBAL CROSSING LTD.
            (Exact name of Registrant as specified in its charter)

             Bermuda                                           98-0189783
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                            Identification Number)


                                 Wessex House
                                45 Reid Street
                            Hamilton HM12, Bermuda
                                (441) 296-8600
   (Address, including zip code, of Registrant's principal executive office)

           The Global Crossing Supplemental Retirement Savings Plan
                           (Full title of the Plan)

                                CT Corporation
                           1633 Broadway, 23rd Floor
                           New York, New York 10019
                                (212) 479-8200
(Name, address, including zip code and telephone number, including area code,
                             of agent for service)


                                  Copies to:


     D. Rhett Brandon, Esq.                          James C. Gorton, Esq.
   Simpson Thacher & Bartlett                         Global Crossing Ltd.
      425 Lexington Avenue                          360 North Crescent Drive
 New York, New York 10017-3954                  Beverly Hills, California 90210
         (212) 455-2000                                    (310) 385-5200

                               ________________
<TABLE>
<CAPTION>
                        CALCULATION OF REGISTRATION FEE
====================================================================================
   Title of                           Proposed       Proposed Maximum
Securities                             Maximum          Aggregate        Amount of
    to be             Amount to be   Offering Price     Offering       Registration
Registered (b)         Registered      Per Unit         Price (a)          Fee
------------------------------------------------------------------------------------
<S>                   <C>            <C>             <C>               <C>
Deferred Compensation
 Obligations            $20,000,000      100%         $20,000,000          $5,000
====================================================================================
</TABLE>

(a)  Estimated solely for purposes of determining the registration fee.

(b)  The Deferred Compensation Obligations are unsecured general obligations of
     Global Crossing Ltd. to pay deferred compensation in the future in
     accordance with the terms of The Global Crossing Supplemental Retirement
     Savings Plan.
<PAGE>

                                    PART I

             INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS


Item 1.   Plan Information*

Item 2.   Registrant Information and Employee Plan Annual Information*

*    Information required by Part I to be contained in the Section 10(a)
     prospectus is omitted from the Registration Statement in accordance with
     Rule 428 under the Securities Act of 1933, as amended, and Note to Part I
     of Form S-8.


                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference

     The following documents filed by Global Crossing Ltd. (the "Registrant")
with the Securities and Exchange Commission (the "Commission") are incorporated
in this Registration Statement by reference:

     (a)  The Registrant's Annual Report on Form 10-K filed on March 17, 2000,
as amended by Form 10-K/A filed on September 21, 2000.

     (b)  The Registrant's Quarterly Reports on Form 10-Q filed on May 15, 2000,
as amended by Form 10-Q/A filed on September 21, 2000; August 14, 2000; and
November 14, 2000.

     (c)  The Registrant's Current Reports on Form 8-K filed on February 11,
2000, as amended by Form 8-K/A filed on February 19, 2000; February 18, 2000;
March 2, 2000; March 3, 2000; May 10, 2000; June 16, 2000; July 19, 2000;
October 12, 2000; October 17, 2000; and January 25, 2001.

All documents filed by the Registrant with the Commission pursuant to Sections
13(a), 13(c), 14 or 15(d) of the 1934 Act, prior to the filing of a post-
effective amendment which indicates that all securities offered have been sold
or which deregisters all securities then remaining unsold, shall be deemed to be
incorporated by reference in this Registration Statement and to be a part hereof
from their respective dates of filing.

Item 4.   Description of Securities

     Under The Global Crossing Supplemental Retirement Savings Plan (the
"Plan"), the Registrant will allow certain individuals who are among a select
group of management and certain highly compensated employees (each, a
"Participant" and, collectively, the "Participants") to voluntarily defer their
receipt of specified amounts of contributions that otherwise would have been
permitted to be deferred into The Global Crossing Employees' Retirement Savings
Plan but for certain contribution or compensation limits imposed by the Internal
Revenue Code.

     A Participant may defer compensation under the Plan by making a written
election before the beginning of the calendar year for which the deferrals will
be effective. The written election must include the amount to be deferred, the
time as of which the deferral is to commence and the form that benefit payments
from the Plan will take. The election is irrevocable except that the form of
benefit payments may be changed under the terms of the Plan.
<PAGE>

     The Company may appoint a trustee and direct such trustee to establish
individual investment accounts for each Participant. The trustee shall be
empowered to invest such accounts and any earnings thereon in such investments
as may be designated by a committee (the "Committee") appointed by the Board of
Directors of the Registrant. If a trustee is not appointed, the Committee shall
establish bookkeeping accounts and credit earnings to such accounts in
accordance with investment benchmarks as may be established from time to time.
The Committee in its sole discretion may direct the transfer of amounts deferred
by a Participant under another unfunded deferred compensation plan to the
Participant's account under this Plan.

     The Committee shall establish and maintain individual accounts for each
Participant, which shall record all activities with respect to the accounts,
including contributions, adjustments for earnings (and losses) and withdrawals.
The amounts accumulated in a Participant's account shall be paid in full or
payment shall commence within 30 days of termination of employment. Account
balances may be made in cash or in property in either a lump sum or in monthly
installment payments of substantially equal amounts for a specified number of
years not in excess of 20. The form of payment shall have been specified in the
Participant's initial written election to participate in the Plan. The form of
payment may be changed by the Participant's written election to the Committee at
any time up to 24 months prior to termination of employment. The trustee shall
pay benefits in accordance with the Committee's directions. If the Trustee holds
insufficient funds to pay the deferred amounts, adjusted for earnings (and
losses), the Company and any participating affiliate of the Company shall have
the obligation to pay such amounts to its employees who are Participants.

     In the event of a Participant's death, his or her account balance shall be
payable to a beneficiary who has been designated in writing on a form acceptable
to the Committee.  The Participant may specify the form of payment to be made to
the designated beneficiary.  If no election is made, the payment shall be made
in a lump sum amount.  If a beneficiary has not been validly designated, any
amount payable pursuant to the Plan shall be paid to the spouse, children or
estate of the Participant, as applicable.

     Benefits under the Plan may be paid earlier in the case of an unforeseeable
emergency.  An unforeseeable emergency is defined as an unanticipated financial
emergency that is caused by an event beyond the control of the Participant and
that would result in severe financial hardship to the Participant if early
withdrawal were not permitted.  The amount that may be paid is limited to the
amount necessary to meet the financial emergency.

     Distributions under the Plan are payable only out of the general assets of
the Registrant, and the Registrant will not segregate any assets whatsoever in
order to fund its obligations under the Plan; provided that the Registrant may
                                              --------
form a grantor trust or trusts to assist it in meeting its obligations under the
Plans.  Whether or not such a grantor trust is established, Participants have no
greater rights to receive distributions under the Plan than those of general
unsecured creditors of the Registrant.  As such, the Participants' rights to
receive distributions are subordinated to all indebtedness of the Registrant
other than the Registrant's other general unsecured obligations.  The documents
incorporated by reference into this Registration Statement pursuant to Item 3
above include a description of the amount and terms of the Registrant's
consolidated indebtedness.


Item 5.   Interests of Named Experts and Counsel

     None.


Item 6.   Indemnification of Directors and Officers

     The Bye-laws of the Registrant provide for indemnification of the
Registrant's officers and directors against all liabilities, loss, damage or
expense incurred or suffered by such party as an officer or director of the
Registrant; provided that such indemnification shall not extend to any matter
which would render it void pursuant to the Companies Act of 1981 as in effect
from time to time in Bermuda.

     The Companies Act provides that a Bermuda company may indemnify its
directors in respect of any loss arising or liability attaching to them as a
result of any negligence, default, breach of duty or breach of trust of which
they may be guilty.
<PAGE>

However, the Companies Act also provides that any provision, whether contained
in the Registrant's bye-laws or in a contract or arrangement between the
Registrant and the director, indemnifying a director against any liability which
would attach to him in respect of his fraud or dishonesty will be void.

     The directors and officers of the Registrant are covered by directors' and
officers' insurance policies maintained by the Registrant.

Item 7.   Exemption from Registration Claimed

     Not applicable.

Item 8.   Exhibits

     The following exhibits are filed as part of this Registration Statement:


Exhibit Number      Exhibit
--------------      -------

4.1                 The Global Crossing Supplemental Retirement Savings Plan

5.1                 Opinion of Simpson Thacher & Bartlett

23.1                Consent of Arthur Andersen

23.2                Consent of Simpson Thacher & Bartlett (included in Exhibit
                    5.1)

24.1                Power of Attorney (included on the signature page of this
                    Registration Statement)

Item 9.   Undertakings

          (a)    The Registrant hereby undertakes:

     (1)  To file, during any period in which offers or sales are being made, a
post-effective amendment to this registration statement:

          (i)    To include any prospectus required by Section 10(a)(3) of the
Securities Act of 1933 (the "1933 Act");

          (ii)   To reflect in the prospectus any facts or events arising after
the effective date of the registration statement (or the most recent post-
effective amendment thereof) which, individually or in the aggregate, represent
a fundamental change in the information set forth in the registration statement;
and

          (iii)  To include any material information with respect to the plan of
distribution not previously disclosed in the registration statement or any
material change to such information in the registration statement; provided,
however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed with or furnished to the
Commission by the Registrant pursuant to Section 13 or Section 15(d) of the 1934
Act that are incorporated by reference in the registration statement; and

     (2)  That, for the purpose of determining any liability under the 1933 Act,
each such post-effective amendment shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.
<PAGE>

     (b)  The Registrant hereby undertakes that, for purposes of determining any
liability under the 1933 Act, each filing of the Registrant's annual report
pursuant to Section 13(a) or Section 15(d) of the 1934 Act (and, where
applicable, each filing of an employee benefit plan's annual report pursuant to
Section 15(d) of the 1934 Act) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

     (c)  Insofar as indemnification for liabilities arising under the 1933 Act
may be permitted to directors, officers and controlling persons of the
Registrant pursuant to the foregoing provisions, or otherwise, the Registrant
has been advised that in the opinion of the Commission such indemnification is
against public policy as expressed in the 1933 Act and is, therefore,
unenforceable.  In the event that a claim for indemnification against such
liabilities (other than the payment by the Registrant of expenses incurred or
paid by a director, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the 1933 Act and will be governed by the final
adjudication of such issue.
<PAGE>

                                  SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Los Angeles, State of California, on this 13th day of
February, 2001.


                                 Global Crossing Ltd.
                                      (Registrant)


                                 By./s/ Dan J. Cohrs
                                    ----------------------------
                                 Name:  Dan J. Cohrs
                                 Title: Chief Financial Officer

                               POWER OF ATTORNEY

     Each person whose signature appears below appoints each of Thomas J. Casey
and Dan J. Cohrs, severally, as his true and lawful attorney-in-fact and agent,
with full power of substitution and resubstitution, for him and in his name,
place and stead, in any and all capacities, to sign any and all amendments
(including post-effective amendments) to this Registration Statement, and to
file the same, with all exhibits thereto and all other documents in connection
therewith, with the Securities and Exchange Commission, granting unto said
attorney-in-fact and agent full power and authority to do and perform each and
every act and anything appropriate or necessary to be done, as fully and for all
intents and purposes as he might or could do in person, hereby ratifying and
confirming all that said attorney-in-fact and agent or his substitute or
substitutes may lawfully do or cause to be done by virtue thereof.

     Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.

<TABLE>
<CAPTION>
               Signature                        Title                            Date
               ---------                        -----                            ----
<S>                                <C>                                      <C>
/s/ Gary Winnnick                  Chairman of the Board and Director       February 12, 2001
-----------------
    Gary Winnick

/s/ Lordwrick M. Cook              Co-Chairman of the Board and             February 12, 2001
---------------------
    Lodwrick M. Cook               Director


/s/ Thomas J. Casey                Chief Executive Officer and Director     February 12, 2001
-------------------
    Thomas J. Casey

/s/ Jack M. Scanlon                Director                                 February 12, 2001
-------------------
    Jack M. Scanlon
</TABLE>
<PAGE>

<TABLE>
<S>                                <C>                                      <C>

/s/ Dan J. Cohrs                   Chief Financial Officer (principal       February 12, 2001
----------------
    Dan J. Cohrs                   financial officer and principal
                                   accounting officer)

/s/ Norman Brownstein              Director                                 February 12, 2001
---------------------
    Norman Brownstein

/s/ Joseph P. Clayton              Director                                 February 12, 2001
---------------------
    Joseph P. Clayton

/s/ William E. Conway              Director                                 February 12, 2001
---------------------
    William E. Conway

/s/ Eric Hippeau                   Director                                 February 12, 2001
----------------
    Eric Hippeau

                                   Director
----------------------
    Geoffrey J.W. Kent

/s/ David L. Lee                   Director                                 February 12, 2001
----------------
    David L. Lee

/s/ Douglas H. McCorkindale        Director                                 February 12, 2001
---------------------------
    Douglas H. McCorkindale

/s/ Michael R. Steed               Director                                 February 12, 2001
--------------------
    Michael R. Steed
</TABLE>
<PAGE>

                               INDEX TO EXHIBITS



Exhibit Number      Exhibit
--------------      -------

4.1                 The Global Crossing Supplemental Retirement Savings Plan

5.1                 Opinion of Simpson Thacher & Bartlett

23.1                Consent of Arthur Andersen

23.2                Consent of Simpson Thacher & Bartlett (included in Exhibit
                    5.1)

24.1                Power of Attorney (included on the signature page of this
                    Registration Statement)
[{"type": "S-8", "sequence": "1", "filename": "0001.txt", "description": "FORM S-8", "secsgml_size_bytes": 19972}]
{"company-data": {"conformed-name": "GLOBAL CROSSING LTD", "cik": "0001061322", "assigned-sic": "4813", "irs-number": "980189783", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-55452", "film-number": "1535301"}, "business-address": {"street1": "WESSEX HOUSE 45 REID ST", "street2": "HAMILTON HM12", "city": "BERMUDA", "state": "D0", "zip": "HM12", "phone": "4412968600"}, "mail-address": {"street1": "WESSEX HOUSE 45 REID STREET", "street2": "HAMILTON HM12", "city": "BERMUDA"}}
As Filed with the Securities and Exchange Commission on February 13, 2001
                                                     Registration No. 333-
--------------------------------------------------------------------------------

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                               ________________

                                   FORM S-8
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933
                               ________________

                             GLOBAL CROSSING LTD.
            (Exact name of Registrant as specified in its charter)

             Bermuda                                           98-0189783
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                            Identification Number)

                                 Wessex House
                                45 Reid Street
                            Hamilton HM12, Bermuda
                                (441) 296-8600
   (Address, including zip code, of Registrant's principal executive office)

           The Global Crossing Supplemental Retirement Savings Plan
                           (Full title of the Plan)

                                CT Corporation
                           1633 Broadway, 23rd Floor
                           New York, New York 10019
                                (212) 479-8200
(Name, address, including zip code and telephone number, including area code,
                             of agent for service)

                                  Copies to:

     D. Rhett Brandon, Esq.                          James C. Gorton, Esq.
   Simpson Thacher & Bartlett                         Global Crossing Ltd.
      425 Lexington Avenue                          360 North Crescent Drive
 New York, New York 10017-3954                  Beverly Hills, California 90210
         (212) 455-2000                                    (310) 385-5200

                               ________________
CALCULATION OF REGISTRATION FEE
====================================================================================
   Title of                           Proposed       Proposed Maximum
Securities                             Maximum          Aggregate        Amount of
    to be             Amount to be   Offering Price     Offering       Registration
Registered (b)         Registered      Per Unit         Price (a)          Fee
------------------------------------------------------------------------------------
Deferred Compensation
 Obligations            $20,000,000      100%         $20,000,000          $5,000
====================================================================================
(a)  Estimated solely for purposes of determining the registration fee.

(b)  The Deferred Compensation Obligations are unsecured general obligations of
     Global Crossing Ltd. to pay deferred compensation in the future in
     accordance with the terms of The Global Crossing Supplemental Retirement
     Savings Plan.
PART I

             INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1.   Plan Information*

Item 2.   Registrant Information and Employee Plan Annual Information*

*    Information required by Part I to be contained in the Section 10(a)
     prospectus is omitted from the Registration Statement in accordance with
     Rule 428 under the Securities Act of 1933, as amended, and Note to Part I
     of Form S-8.

                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference

     The following documents filed by Global Crossing Ltd. (the "Registrant")
with the Securities and Exchange Commission (the "Commission") are incorporated
in this Registration Statement by reference:

     (a)  The Registrant's Annual Report on Form 10-K filed on March 17, 2000,
as amended by Form 10-K/A filed on September 21, 2000.

     (b)  The Registrant's Quarterly Reports on Form 10-Q filed on May 15, 2000,
as amended by Form 10-Q/A filed on September 21, 2000; August 14, 2000; and
November 14, 2000.

     (c)  The Registrant's Current Reports on Form 8-K filed on February 11,
2000, as amended by Form 8-K/A filed on February 19, 2000; February 18, 2000;
March 2, 2000; March 3, 2000; May 10, 2000; June 16, 2000; July 19, 2000;
October 12, 2000; October 17, 2000; and January 25, 2001.

All documents filed by the Registrant with the Commission pursuant to Sections
13(a), 13(c), 14 or 15(d) of the 1934 Act, prior to the filing of a post-
effective amendment which indicates that all securities offered have been sold
or which deregisters all securities then remaining unsold, shall be deemed to be
incorporated by reference in this Registration Statement and to be a part hereof
from their respective dates of filing.

Item 4.   Description of Securities

     Under The Global Crossing Supplemental Retirement Savings Plan (the
"Plan"), the Registrant will allow certain individuals who are among a select
group of management and certain highly compensated employees (each, a
"Participant" and, collectively, the "Participants") to voluntarily defer their
receipt of specified amounts of contributions that otherwise would have been
permitted to be deferred into The Global Crossing Employees' Retirement Savings
Plan but for certain contribution or compensation limits imposed by the Internal
Revenue Code.

     A Participant may defer compensation under the Plan by making a written
election before the beginning of the calendar year for which the deferrals will
be effective. The written election must include the amount to be deferred, the
time as of which the deferral is to commence and the form that benefit payments
from the Plan will take. The election is irrevocable except that the form of
benefit payments may be changed under the terms of the Plan.
The Company may appoint a trustee and direct such trustee to establish
individual investment accounts for each Participant. The trustee shall be
empowered to invest such accounts and any earnings thereon in such investments
as may be designated by a committee (the "Committee") appointed by the Board of
Directors of the Registrant. If a trustee is not appointed, the Committee shall
establish bookkeeping accounts and credit earnings to such accounts in
accordance with investment benchmarks as may be established from time to time.
The Committee in its sole discretion may direct the transfer of amounts deferred
by a Participant under another unfunded deferred compensation plan to the
Participant's account under this Plan.

     The Committee shall establish and maintain individual accounts for each
Participant, which shall record all activities with respect to the accounts,
including contributions, adjustments for earnings (and losses) and withdrawals.
The amounts accumulated in a Participant's account shall be paid in full or
payment shall commence within 30 days of termination of employment. Account
balances may be made in cash or in property in either a lump sum or in monthly
installment payments of substantially equal amounts for a specified number of
years not in excess of 20. The form of payment shall have been specified in the
Participant's initial written election to participate in the Plan. The form of
payment may be changed by the Participant's written election to the Committee at
any time up to 24 months prior to termination of employment. The trustee shall
pay benefits in accordance with the Committee's directions. If the Trustee holds
insufficient funds to pay the deferred amounts, adjusted for earnings (and
losses), the Company and any participating affiliate of the Company shall have
the obligation to pay such amounts to its employees who are Participants.

     In the event of a Participant's death, his or her account balance shall be
payable to a beneficiary who has been designated in writing on a form acceptable
to the Committee.  The Participant may specify the form of payment to be made to
the designated beneficiary.  If no election is made, the payment shall be made
in a lump sum amount.  If a beneficiary has not been validly designated, any
amount payable pursuant to the Plan shall be paid to the spouse, children or
estate of the Participant, as applicable.

     Benefits under the Plan may be paid earlier in the case of an unforeseeable
emergency.  An unforeseeable emergency is defined as an unanticipated financial
emergency that is caused by an event beyond the control of the Participant and
that would result in severe financial hardship to the Participant if early
withdrawal were not permitted.  The amount that may be paid is limited to the
amount necessary to meet the financial emergency.

     Distributions under the Plan are payable only out of the general assets of
the Registrant, and the Registrant will not segregate any assets whatsoever in
order to fund its obligations under the Plan; provided that the Registrant may
                                              --------
form a grantor trust or trusts to assist it in meeting its obligations under the
Plans.  Whether or not such a grantor trust is established, Participants have no
greater rights to receive distributions under the Plan than those of general
unsecured creditors of the Registrant.  As such, the Participants' rights to
receive distributions are subordinated to all indebtedness of the Registrant
other than the Registrant's other general unsecured obligations.  The documents
incorporated by reference into this Registration Statement pursuant to Item 3
above include a description of the amount and terms of the Registrant's
consolidated indebtedness.

Item 5.   Interests of Named Experts and Counsel

     None.

Item 6.   Indemnification of Directors and Officers

     The Bye-laws of the Registrant provide for indemnification of the
Registrant's officers and directors against all liabilities, loss, damage or
expense incurred or suffered by such party as an officer or director of the
Registrant; provided that such indemnification shall not extend to any matter
which would render it void pursuant to the Companies Act of 1981 as in effect
from time to time in Bermuda.

     The Companies Act provides that a Bermuda company may indemnify its
directors in respect of any loss arising or liability attaching to them as a
result of any negligence, default, breach of duty or breach of trust of which
they may be guilty.
However, the Companies Act also provides that any provision, whether contained
in the Registrant's bye-laws or in a contract or arrangement between the
Registrant and the director, indemnifying a director against any liability which
would attach to him in respect of his fraud or dishonesty will be void.

     The directors and officers of the Registrant are covered by directors' and
officers' insurance policies maintained by the Registrant.

Item 7.   Exemption from Registration Claimed

     Not applicable.

Item 8.   Exhibits

     The following exhibits are filed as part of this Registration Statement:

Exhibit Number      Exhibit
--------------      -------

4.1                 The Global Crossing Supplemental Retirement Savings Plan

5.1                 Opinion of Simpson Thacher & Bartlett

23.1                Consent of Arthur Andersen

23.2                Consent of Simpson Thacher & Bartlett (included in Exhibit
                    5.1)

24.1                Power of Attorney (included on the signature page of this
                    Registration Statement)

Item 9.   Undertakings

          (a)    The Registrant hereby undertakes:

     (1)  To file, during any period in which offers or sales are being made, a
post-effective amendment to this registration statement:

          (i)    To include any prospectus required by Section 10(a)(3) of the
Securities Act of 1933 (the "1933 Act");

          (ii)   To reflect in the prospectus any facts or events arising after
the effective date of the registration statement (or the most recent post-
effective amendment thereof) which, individually or in the aggregate, represent
a fundamental change in the information set forth in the registration statement;
and

          (iii)  To include any material information with respect to the plan of
distribution not previously disclosed in the registration statement or any
material change to such information in the registration statement; provided,
however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed with or furnished to the
Commission by the Registrant pursuant to Section 13 or Section 15(d) of the 1934
Act that are incorporated by reference in the registration statement; and

     (2)  That, for the purpose of determining any liability under the 1933 Act,
each such post-effective amendment shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.
(b)  The Registrant hereby undertakes that, for purposes of determining any
liability under the 1933 Act, each filing of the Registrant's annual report
pursuant to Section 13(a) or Section 15(d) of the 1934 Act (and, where
applicable, each filing of an employee benefit plan's annual report pursuant to
Section 15(d) of the 1934 Act) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

     (c)  Insofar as indemnification for liabilities arising under the 1933 Act
may be permitted to directors, officers and controlling persons of the
Registrant pursuant to the foregoing provisions, or otherwise, the Registrant
has been advised that in the opinion of the Commission such indemnification is
against public policy as expressed in the 1933 Act and is, therefore,
unenforceable.  In the event that a claim for indemnification against such
liabilities (other than the payment by the Registrant of expenses incurred or
paid by a director, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the 1933 Act and will be governed by the final
adjudication of such issue.
SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Los Angeles, State of California, on this 13th day of
February, 2001.

                                 Global Crossing Ltd.
                                      (Registrant)

                                 By./s/ Dan J. Cohrs
                                    ----------------------------
                                 Name:  Dan J. Cohrs
                                 Title: Chief Financial Officer

                               POWER OF ATTORNEY

     Each person whose signature appears below appoints each of Thomas J. Casey
and Dan J. Cohrs, severally, as his true and lawful attorney-in-fact and agent,
with full power of substitution and resubstitution, for him and in his name,
place and stead, in any and all capacities, to sign any and all amendments
(including post-effective amendments) to this Registration Statement, and to
file the same, with all exhibits thereto and all other documents in connection
therewith, with the Securities and Exchange Commission, granting unto said
attorney-in-fact and agent full power and authority to do and perform each and
every act and anything appropriate or necessary to be done, as fully and for all
intents and purposes as he might or could do in person, hereby ratifying and
confirming all that said attorney-in-fact and agent or his substitute or
substitutes may lawfully do or cause to be done by virtue thereof.

     Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
Signature                        Title                            Date
               ---------                        -----                            ----
/s/ Gary Winnnick                  Chairman of the Board and Director       February 12, 2001
-----------------
    Gary Winnick

/s/ Lordwrick M. Cook              Co-Chairman of the Board and             February 12, 2001
---------------------
    Lodwrick M. Cook               Director

/s/ Thomas J. Casey                Chief Executive Officer and Director     February 12, 2001
-------------------
    Thomas J. Casey

/s/ Jack M. Scanlon                Director                                 February 12, 2001
-------------------
    Jack M. Scanlon
/s/ Dan J. Cohrs                   Chief Financial Officer (principal       February 12, 2001
----------------
    Dan J. Cohrs                   financial officer and principal
                                   accounting officer)

/s/ Norman Brownstein              Director                                 February 12, 2001
---------------------
    Norman Brownstein

/s/ Joseph P. Clayton              Director                                 February 12, 2001
---------------------
    Joseph P. Clayton

/s/ William E. Conway              Director                                 February 12, 2001
---------------------
    William E. Conway

/s/ Eric Hippeau                   Director                                 February 12, 2001
----------------
    Eric Hippeau

                                   Director
----------------------
    Geoffrey J.W. Kent

/s/ David L. Lee                   Director                                 February 12, 2001
----------------
    David L. Lee

/s/ Douglas H. McCorkindale        Director                                 February 12, 2001
---------------------------
    Douglas H. McCorkindale

/s/ Michael R. Steed               Director                                 February 12, 2001
--------------------
    Michael R. Steed
INDEX TO EXHIBITS

Exhibit Number      Exhibit
--------------      -------

4.1                 The Global Crossing Supplemental Retirement Savings Plan

5.1                 Opinion of Simpson Thacher & Bartlett

23.1                Consent of Arthur Andersen

23.2                Consent of Simpson Thacher & Bartlett (included in Exhibit
                    5.1)

24.1                Power of Attorney (included on the signature page of this
                    Registration Statement)