--------------------------------------------------------------------------------
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                              --------------------

                                    FORM 11-K



               [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
                SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
                   for the fiscal year ended December 31, 2002

                                       OR

             [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
                SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
                        for the transition period from to

                         COMMISSION FILE NUMBER: 1-16625

     A.   Full title of the plan and the address of the plan, if different from
          that of the issuer named below:

                   BUNGE MANAGEMENT SERVICES INC. SAVINGS PLAN
                       c/o Bunge Management Services Inc.
                                 50 Main Street
                          White Plains, New York 10606

     B.   Name of issuer of the securities held pursuant to the plan and the
          address of its principal executive office:

                                  Bunge Limited
                                 50 Main Street
                             White Plains, NY 10606
--------------------------------------------------------------------------------







                   BUNGE MANAGEMENT SERVICES INC. SAVINGS PLAN


                                TABLE OF CONTENTS

                                                                            Page
                                                                            ----

Financial Statements:

   Statement of Net Assets Available for Benefits at December 31, 2002
   and 2001                                                                    2

   Statement of Changes in Net Assets Available for Benefits for the
      Years Ended December 31, 2002 and 2001                                   3

   Notes to Financial Statements                                               4

Supplemental Schedule (*):

   Schedule of Assets Held for Investment Purposes, December 31, 2002          7

Signature Page                                                                 8

Exhibit Index                                                                  9

-----------------------

(*) All other schedules are omitted due to absence of conditions which require
their inclusion.


                                       1





BUNGE MANAGEMENT SERVICES INC. SAVINGS PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS (UNAUDITED)
DECEMBER 31, 2002 AND 2001
--------------------------------------------------------------------------------




                                                                2002             2001
INVESTMENTS:
                                                                      
  Interest in registered investment company mutual funds    $  1,103,697    $    662,225
  Interest in money market fund                                  138,328          75,676
  Interest in Bunge Limited common shares                         68,736            -
                                                            ------------    ------------

      Total investments                                        1,310,761         737,901
                                                            ------------    ------------

CONTRIBUTIONS RECEIVABLE:
  Participants
  Employer Group                                                 146,509            -
                                                            ------------

      Total contributions receivable                             146,509            -
                                                            ------------     ------------

NET ASSETS AVAILABLE FOR BENEFITS                           $  1,457,270     $    737,901
                                                            ============     ============



See notes to the financial statements.



                                       2




BUNGE MANAGEMENT SERVICES INC. SAVINGS PLAN

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS (UNAUDITED)
YEARS ENDED DECEMBER 31, 2002 AND 2001
--------------------------------------------------------------------------------

                                                         2002            2001

ADDITIONS TO NET ASSETS:
  Investment income--interest and dividends          $    17,532     $     7,925
  Contributions:
     Employer Group                                      326,328          88,913
     Participant                                         605,215         395,100
     Rollovers                                             4,296          12,241
                                                     -----------     -----------

       Total                                             953,371         504,197
                                                     -----------     -----------


DEDUCTIONS FROM NET ASSETS:
  Net deprciation in value of investments                216,351          82,331
  Participants' withdrawals                               17,589           6,845
  Expenses                                                    62             138
                                                     -----------     -----------

       Total                                             234,002          89,314
                                                     -----------     -----------

DECREASE IN NET ASSETS AVAILABLE FOR BENEFITS            719,369         414,865

NET ASSETS AVAILABLE FOR BENEFITS--Beginning of year     737,901         323,036
                                                     -----------     -----------

NET ASSETS AVAILABLE FOR BENEFITS--End of year       $ 1,457,270     $   737,901
                                                     ===========     ===========


See notes to the financial statements.



                                       3





BUNGE MANAGEMENT SERVICES INC. SAVINGS PLAN


NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
YEARS ENDED DECEMBER 31, 2002 AND 2001
--------------------------------------------------------------------------------


1.   BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

     The Bunge Management Services Inc. Savings Plan (the "Plan"), was
     established as of January 1, 1999; the Plan has subsequently been amended.
     Significant accounting policies followed by the Plan are as follows.

     BASIS OF ACCOUNTING--The financial statements of the Plan have been
     prepared in conformity with the accrual basis of accounting.

     INVESTMENTS--Investments in Bunge Limited common shares, registered
     investment company mutual funds and money market funds are stated at fair
     value as reported by the funds. Investment transactions are accounted for
     on the trade date. Investment income includes interest and dividends.
     Interest and dividend income is recorded when earned. Investment income is
     allocated to participants based on account balances.

     USE OF ESTIMATES--The preparation of financial statements in accordance
     with accounting principles generally accepted in the United States of
     America requires management to make estimates and assumptions that affect
     the reported amounts of assets, liabilities, and changes therein, and
     disclosure of contingent assets and liabilities at the date of the
     financial statements and during the reported period. Actual results could
     differ from those estimates.

     The Plan invests in various securities including common stock, mutual funds
     and money market funds. Investment securities, in general, are exposed to
     various risks, such as interest rate, credit, and overall market
     volatility. Due to the level of risk associated with certain investment
     securities, it is reasonably possible that changes in the values of
     investment securities will occur in the near term and that such changes
     could materially affect the amounts reported in the statements of net
     assets available for plan benefits.



2.   PLAN DESCRIPTION

     The Plan is a defined contribution plan and is administered by the Savings
     Plan Committee (the "Committee") appointed by the Board of Directors of
     Bunge Management Services Inc. (the "Company"). Certain employees (the
     "Committee") have been appointed by the Company's Board of Directors to
     serve as trustees of the Plan. The following descriptions of Plan terms
     provide only general information. Participants should refer to the Plan
     agreement for more complete descriptions of the Plan's provisions. All
     regular full-time, salaried employees (except non-clerical and
     non-administrative employees) are immediately eligible to participate in
     the Plan. The Plan is subject to the provisions of the Employee Retirement
     Income Security Act of 1974 ("ERISA").



3.   CONTRIBUTIONS AND WITHDRAWALS

     Effective January 1, 2002, participants may contribute up to 50% of their
     base salary on a pre-tax basis. Participants also have the option to
     contribute on a post-tax basis up to 4% of their base salary. The total
     amount which a participant could elect to contribute to the Plan on a
     pre-tax basis in 2002 could not

                                       4




     exceed $11,000. However, if a participant reached age 50 by December 31,
     2002 they were able to contribute an additional $1,000 "catch up"
     contribution to the Plan on a pre-tax basis.

     From April 1, 2001 to December 31, 2001, participants could contribute an
     amount from 1 to 15% of their base salary on a pre-tax basis. Participants
     also had the option to contribute on a post-tax basis up to 4% of their
     base salary. Prior to April 1, 2001, participants were allowed to
     contribute an amount from 1 to 6% of their base salary on a pre-tax basis.
     The post-tax contribution options have not changed. The contribution
     amounts and allocation between pre-tax and post-tax basis of participants
     are subject to Internal Revenue Service discrimination tests. The
     participants' contributions, plus any earnings thereon, vest immediately.

     Monthly matching contributions are made by the Company and a participating
     employer (the "Employer Group") at the rate of 25% of employee pre-tax
     contributions up to a maximum of six percent of eligible salary. In
     addition, the Employer Group may make an additional annual contribution to
     the Plan, as determined solely by the Board of Directors of the Company
     under the terms of the Plan. The Employer Group is not under any obligation
     to make this additional annual contribution to the Plan.

     Although such matching contributions are credited to individual
     participants' accounts, they will not be fully vested until a participant
     is credited with five or more years of continuous service and will be
     forfeited if participants leave the Employer Group (with less than five
     years of continuous service) for any reason other than normal or deferred
     retirement, permanent disability, or death. Any such forfeited amounts are
     redistributed to continuing participants in the manner specified in the
     Plan.

     Upon entry into the Plan, participants have investment alternatives for
     investing their contributions. Employer Group matching contributions are
     initially allocated to participants based upon the current contribution
     allocation among investment alternatives elected by the participants.
     Thereafter, Employer Group contributions may be allocated by the
     participant among all investment alternatives.

     Participants may withdraw their post-tax contributions plus earnings and
     vested Employer Group contributions plus earnings. Vested Employer Group
     contributions plus earnings may only be withdrawn after all participant
     post-tax contributions plus earnings have been withdrawn.

     Following normal retirement, participants must withdraw their entire
     account balances by lump sum or any other form of payment which is allowed
     by the Plan.

     Effective April 1, 2001, the Plan was amended to allow participants the
     option of making qualified, as defined by the Plan document and the
     Internal Revenue Code ("IRC"), rollover contributions into the Plan.



4.   PLAN TERMINATION

     The Company expects and intends to continue the Plan indefinitely but
     reserves the right to discontinue its contributions at any time and to
     terminate the Plan at any time subject to the provisions of ERISA. Should
     the Plan be terminated, participants will become 100 percent vested in
     their employer contributions.



5.   TAX STATUS

     The Internal Revenue Service has determined and informed the Plan
     administrator by a letter, dated January 6, 2000, that the Plan and
     related trust are designed in accordance with applicable sections of the
     IRC. The Plan has been amended subsequent to the applicable date of that
     letter. The Plan administrator and the Plan's tax counsel believe that the
     Plan is designed and is currently being operated

                                       5




     in compliance with the applicable requirements of the IRC. Accordingly, no
     provision for income taxes has been recorded in the financial statements.



6.   RELATED PARTY TRANSACTIONS

     Personnel and facilities of the Company have been used by the Plan for its
     accounting and other activities at no charge to the Plan. Expenses incurred
     in connection with professional fees and investment transactions are paid
     by the Plan.



7.   INVESTMENTS

     The following investments represent more than five percent of net assets
     available for benefits at December 31, 2002 and 2001:

                                                           2002          2001

        Legg Mason Value Institutional Portfolio Fund  $   138,446   $    74,708
        Vanguard Institutional Index Fund                  396,006       231,350
        Putnam New Opportunities Fund                      288,453       228,649
        PIMCO Total Return Fund                            179,248        62,337
        Putnam Money Market Fund                           138,328        75,676
        Putnam Investors Fund                               94,335        65,181

     The net appreciation (depreciation) in fair value, including realized gains
     and losses, for each class of investments as presented on the statements of
     net assets available for benefits for the years ended December 31, 2002 and
     2001 is as follows:

                                                           2002          2001

        Registered investment company mutual funds    $    210,967   $    82,331

        Bunge Limited common shares (1)                      5,384         -
                                                      ------------   -----------

        Net depreciation in value of investments      $    216,351   $    82,331
                                                      ============   ===========


         (1)  Beginning in January 2002, the Plan allowed for participants to
              invest in Bunge Limited common shares. Bunge Limited is the parent
              company of the sponsoring Employer Group. At December 31, 2002,
              the Plan held 2,857 shares of Bunge Limited. During 2002, the Plan
              recorded dividend income of $487 and net appreciation in fair
              value of $5,384 from Bunge Limited common shares.

8.   DISCRETIONARY CONTRIBUTION

     As discussed in Note 3, the Company has the option to make an additional
     contribution to the Plan. In February 2003, the Company approved an
     additional discretionary contribution of 30% of the contributions of each
     participant up to 6% of their pre-tax salary. This additional contribution
     results in the Company matching 55% of the participant's contributions, up
     to 6% of the participant's pre-tax salary, made in 2002. The discretionary
     contribution of $146,509 has been recorded as an employer group
     contribution receivable by the Plan. A discretionary contribution of
     $55,283 was made for the 2001 plan year.


                                       6



BUNGE MANAGEMENT SERVICES INC. SAVINGS PLAN


SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES (UNAUDITED)
DECEMBER 31, 2002
--------------------------------------------------------------------------------

                                                           NUMBER        MARKET
                                                          OF SHARES      VALUE
DESCRIPTION

EQUITY GROWTH FUND--Interest in registered investment
  company mutual funds:
    Putnam New Opportunities Fund                          10,146    $   288,453
    Putnam Investors Fund                                  10,720         94,335
    Legg Mason Value Fund                                   3,209        138,446
    Oppenheimer Capital Appreciation Fund                     236          7,064
    Wellington Trust Co. CIF US Core Equity                    24            145

S&P 500 EQUITY FUND--Interest in registered investment
  company mutual fund--Vanguard Institutional Index Fund    4,922        396,006

BOND FUND--Interest in registered investment company
  mutual fund--PIMCO Total Return Fund                     16,799        179,248
                                                                     -----------

       Total interest in registered investment company
       mutual funds                                                    1,103,697

MONEY MARKET FUND--Interest in Putnam Money Market Fund   138,328        138,328

*INTEREST IN COMMON SHARES--Bunge Limited                   2,857         68,736
                                                                     -----------

       Total investments                                             $ 1,310,761
                                                                     ===========

* Party-in-interest

                                       7




                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees of the Bunge Management Services Inc. Savings Plan have duly caused
this Annual Report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                     BUNGE MANAGEMENT SERVICES INC. SAVINGS PLAN

Date: June 30, 2003                  By: /s/ T.K. Chopra
                                         ----------------------
                                     Name: T.K. Chopra
                                     Title: Plan Trustee


                                       8




                                  EXHIBIT INDEX

   EXHIBIT
   NUMBER      DESCRIPTION OF DOCUMENT
   -------     -----------------------

    99.1       Certification Pursuant to 18 U.S.C. Section 1350, As Adopted By
               Section 906 of the Sarbanes-Oxley Act of 2002



                                       9