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Halliburton Announces Second Quarter Results

$0.09 Per Diluted Share Income From Continuing Operations, Including $0.24 Charge on Barracuda-Caratinga Project and $0.03 Gain on Sale Of Halliburton Measurement Systems

HOUSTON, July 31 /PRNewswire-FirstCall/ -- Halliburton (NYSE: HAL) announced today that second quarter 2003 income from continuing operations was $42 million or $0.09 per diluted share. Two items impacting continuing operations for the quarter on an after-tax basis were: a previously announced $104 million charge, or $0.24 per diluted share, on the Barracuda-Caratinga project and a $14 million gain, or $0.03 per diluted share, on the sale of Halliburton Measurement Systems ("HMS").

Net income for the second quarter 2003 was $26 million or $0.06 per diluted share, which includes a net loss from discontinued operations of $0.03 per diluted share.

Revenues were $3.6 billion in the second quarter 2003, up 11 percent from the second quarter 2002. This increase is largely attributable to increased activity in certain Engineering and Construction Group ("ECG") projects, including government services work in the Middle East.

Operating income was $71 million, including the $24 million pretax gain on the sale of HMS and the $173 million pretax loss on the Barracuda-Caratinga project, compared to a $405 million loss in the second quarter of 2002. The second quarter of 2002 included a $330 million asbestos charge, a $119 million loss on the Barracuda-Caratinga project, a $61 million charge related to the sale of Bredero-Shaw, a $56 million restructuring charge and a loss of $32 million on integrated solutions projects.

Results for the second quarter 2003 included a foreign exchange gain of $19 million ($11 million after-tax or $0.3 per diluted share) due to a significant strengthening of the British pound to the US dollar during the period.

"I am pleased the Energy Services Group's 2003 second quarter revenue and operating income compared favorably to the prior year quarter as well as this year's first quarter. However, company performance was adversely impacted by the charge on the Barracuda-Caratinga project," said David Lesar, chairman, president and chief executive officer of Halliburton. "Looking ahead, I expect improved activity levels to provide revenue and earnings growth for the balance of the year in all segments. Accordingly, we expect earnings per share from continuing operations for the third quarter to be at least $0.32 per share, excluding any impact of the proposed asbestos settlement."

Halliburton's objective is to provide transparency in its financial disclosures and therefore Halliburton is expanding its financial information into five segments and expanding geographic market disclosures. The tables at the end of this press release include:

    -- Quarterly and year to date revenues and operating income by operating
       segment for 2001, 2002 and 2003;
    -- Quarterly and year to date revenues and operating income by Energy
       Services Group ("ESG") geographic regions (North America, Latin
       America, Europe/Africa and Middle East/Asia) for 2001, 2002 and 2003;
    -- Quarterly and year to date list of significant transactions by
       operating segment included in operating income for 2001, 2002 and 2003;
       and
    -- Quarterly and year to date list of significant transactions by ESG
       geographic regions included in operating income for 2001, 2002 and
       2003.

In addition, for the first time, condensed consolidated balance sheets as of June 30, 2003 and December 31, 2002 are included in the press release.

2003 Second Quarter Segment Results

Energy Services Group

During the second quarter 2003, Halliburton changed the way the ESG is managed by establishing four operating segments as follows:

    -- Drilling and Formation Evaluation -- consisting of drilling services
       (includes directional drilling and MWD/LWD), logging services and drill
       bits;

    -- Fluids -- consisting of cementing, drilling fluids and solid expandable
       tubulars;

    -- Production Optimization -- consisting of production enhancement
       services (includes fracturing, acidizing, coiled tubing, hydraulic
       workover, sand control, and pipeline and process services), completion
       products and services (includes well completion equipment, slickline
       and safety systems), tools and testing services (includes underbalanced
       applications, tubular conveyed perforating and testing services), and
       Subsea 7; and

    -- Landmark and Other ESG -- consisting of software and consulting
       services, integrated solutions projects, real-time operations, smart
       wells and non-core businesses (includes subsea operations not
       contributed to Subsea 7).

The following provides an analysis of material changes in revenues and operating income of the four ESG operating segments, ECG and Corporate for the second quarter 2003 compared to the second quarter 2002.

Combined ESG posted second quarter revenues of $1.8 billion, a $24 million increase, and operating income of $235 million, up $165 million.

Drilling and Formation Evaluation revenues were flat due to increased directional drilling services and drill bit sales being offset by the impact of the sale of Mono Pumps and lower Gulf of Mexico and Canadian drilling activity. Operating income, led by logging services, increased $7 million due to higher activity and margins internationally in Mexico, Venezuela, Nigeria and Indonesia.

Fluids revenue increased 15 percent due to increases in both cementing and drilling fluids reflecting higher land rig counts in the United States and improved results internationally. Operating income was up 39 percent and reflects increases in cementing primarily in Norway and Mexico, and drilling fluids primarily in Mexico, Algeria and Angola.

Production Optimization posted a $59 million increase in revenue with approximately two-thirds of the increase in production enhancement, where United States revenue was up as a result of higher land rig counts. Subsea 7, primarily in the North Sea, contributed most of the remaining increase. Operating income was up seven percent due to the $24 million gain on the sale of HMS. This gain was partially offset by pricing pressure in North America coupled with inventory adjustments and higher mobilization costs.

Landmark and Other ESG revenues decreased $104 million due to the contribution of subsea assets to Subsea 7 in May 2002. Operating income was up from a $127 million loss, reflecting last year's impairment of Bredero- Shaw, losses on integrated solutions projects and restructuring charges. Landmark revenues and operating income remained flat.

Engineering and Construction Group

ECG's second quarter revenues increased 23 percent. Government services more than doubled, and onshore operations increased 21 percent, partially offset by decreases in both operations and maintenance of 12 percent and offshore operations of 22 percent. The increase in government services revenues was mainly attributable to activity in Iraq. Onshore revenues were up due to increased activity on several large projects, including the In Amenas and In Salah projects in Algeria and LNG projects in Nigeria and Egypt. The decrease in offshore operations was related to lower activity due to the decision to no longer pursue fixed price offshore EPIC contracts.

The operating loss for ECG was $148 million, as compared to a $450 million loss in the second quarter of 2002. The change was attributable to the $330 million asbestos charge in the prior year as well as improved results in government services due primarily to activity in Iraq during the current quarter. This was partially offset by higher losses on the Barracuda-Caratinga project. The Barracuda-Caratinga project charge was due to higher cost estimates, schedule extensions, increased project contingencies and other factors identified during the quarterly project review.

General corporate costs decreased $9 million due to a restructuring charge in the second quarter of 2002.

Backlog

ECG backlog as of June 30, 2003 was $9.9 billion, up $400 million from March 31, 2003. The increase was primarily due to new work in government services. Approximately 37 percent of the backlog is for fixed fee contracts, compared to 41 percent at March 31, 2003. Of the fixed fee contract backlog, 38 percent of the total relates to onshore contracts, 25 percent relates to government services and 24 percent relates to offshore.

Firm orders were $8.2 billion at the end of the quarter. The remainder of the backlog primarily relates to government awards not yet funded, with the Balkans support contract representing the majority of the balance.

Discontinued Operations

The second quarter net loss from discontinued operations was $16 million after tax, or $0.03 per diluted share. This loss reflects a $30 million charge for debtor-in-possession financing to Harbison-Walker in connection with their Chapter 11 bankruptcy proceeding that is expected to be forgiven by the Company as part of the asbestos settlement process and resolution of the Harbison-Walker bankruptcy. In addition, discontinued operations included professional fees associated with due diligence and other aspects of the proposed settlement for asbestos liabilities offset by a release of environmental and legal accruals related to indemnities associated with our 2001 disposition of Dresser Equipment Group which are no longer required. In the second quarter of 2002, the net loss from discontinued operations was $140 million after tax, which reflects asbestos-related expenses of previously disposed businesses.

Liquidity and Capital Resources

Halliburton ended the second quarter with cash and equivalents of $1.9 billion, an increase from $1.1 billion at the end of 2002. The cash increase is due to $1.2 billion in proceeds from convertible senior notes that were issued during the quarter. The notes bear interest at 3.125 percent and are due July 15, 2023. A significant use of cash was the scheduled repayment of $139 million in senior notes. Although the Company had large increases in revenue during the first half of the year related to activity in Iraq, a significant portion of that revenue is currently invested in working capital, mainly accounts receivable and unbilled work. During the first six months of 2003, Halliburton's capital expenditures were $229 million, primarily in ESG.

Technology and Significant Achievements

Halliburton had a number of advances in technology and new contract awards including:

    -- The KBR and Mowlem PLC joint venture, Aspire Defense, has been named by
       the UK Ministry of Defense as the preferred bidder for the $6.7 billion
       PFI contract to upgrade and provide a range of services to the British
       Army's garrisons around Salisbury Plain and at Aldershot.  The contract
       includes a $1.7 billion construction program which will improve
       soldiers' single living accommodation, leisure and recreational
       facilities, technical and administrative accommodation, in addition to
       servicing and maintaining the facilities for a 30-year period.

    -- Halliburton provided the technology for the first known monobore
       completion in the Gulf of Mexico when several Halliburton product
       service lines were integrated to develop a well system that minimizes
       the client's initial capital investment and allows stacked pay zones to
       be accessed without the use of a rig;

    -- Halliburton and Statoil completed a successful test of a new game-
       changing formation evaluation technology.  An LWD formation tester, the
       GeoTap(TM) sensor, was used to quantify formation pressure during
       drilling operations.  The GeoTap(TM) tool, part of Sperry-Sun's
       Stellar(TM) MWD/LWD suite, was run in combination with a complete
       logging-while-drilling sensor package and the Geo-Pilot rotary
       steerable drilling system.  This is the first time that this type of
       technology has been successfully applied in the Norwegian shelf;

    -- Halliburton deployed the largest-ever coiled tubing intervention system
       for deepwater Gulf of Mexico operations.  The system, which includes
       the largest, most powerful, and strongest components ever deployed,
       consists of Halliburton's V135HP coiled tubing injector, a reel capable
       of handling 36,000 feet of 2-3/8-inch coiled tubing, and a 750-ton
       capacity tension lift frame;

    -- Halliburton expanded its relationship with Shell Exploration &
       Production Company for deepwater operations in the Gulf of Mexico.
       Halliburton was awarded a contract for the construction and
       implementation of a real-time operations center to help manage and
       optimize all Shell's well construction activities in the Gulf of
       Mexico; and

    -- Landmark released the Drill-to-the-Earth Model(TM) system.  The system
       combines a broad range of applications to enable asset team members to
       rapidly design wells and visualize real-time earth models and wellbore
       updates from drilling operations in a 3-D environment.

Halliburton, founded in 1919, is one of the world's largest providers of products and services to the petroleum and energy industries. The Company serves its customers with a broad range of products and services through its Energy Services Group and Engineering and Construction Group. The Company's World Wide Web site can be accessed at www.halliburton.com .

NOTE: The statements in this press release that are not historical statements, including statements regarding future financial performance, are forward-looking statements within the meaning of the federal securities laws. These statements are subject to numerous risks and uncertainties, many of which are beyond the Company's control, which could cause actual results of operations to differ materially from the results expressed or implied by the statements. These risks and uncertainties include, but are not limited to: legal risks, including the risks of judgments against the Company's subsidiaries and predecessors in asbestos litigation pending and currently on appeal, the inability of insurers for asbestos exposures to pay claims; future asbestos claims, defense and settlement costs, other litigation and proceedings, including shareholder lawsuits, securities laws inquiries, contract disputes, patent infringements and environmental matters, changes in government regulations and adverse reaction to scrutiny involving the Company; political risks, including the risks of unsettled political conditions, ongoing conflicts in the Middle East and the effects of terrorism, foreign operations and foreign exchange rates and controls; liquidity risks, including the risks of potential reductions in debt ratings, access to credit, availability and costs of financing and ability to raise capital; weather- related risks; customer risks, including the risks of changes in capital spending and claims negotiations; industry risks, including the risks of changes that affect the demand for or price of oil and/or gas, structural changes in the industries in which the Company operates, risks of fixed-fee projects and risks of complex business arrangements; systems risks, including the risks of successful development and installation of financial systems; and personnel and merger/reorganization/disposition risks, including the risks of increased competition for employees, successful integration of acquired businesses, effective restructuring efforts and successful completion of planned dispositions. Please see Halliburton's Form 10-K for the year ended December 31, 2002.

                             HALLIBURTON COMPANY
                    Consolidated Statements of Operations
            (Millions of dollars and shares except per share data)
                                 (Unaudited)

                                              Three Months        Three Months
                                                  Ended               Ended
                                                 June 30             March 31
                                           2003           2002          2003
    Revenues
    Energy Services Group               $ 1,780        $ 1,756       $ 1,611
    Engineering and Construction Group    1,819          1,479         1,449
        Total revenues                  $ 3,599        $ 3,235       $ 3,060
    Operating income (loss)
    Energy Services Group               $   235        $    70       $   180
    Engineering and Construction Group     (148)          (450)          (19)
    General corporate                       (16)           (25)          (19)
        Total operating income (loss)        71           (405)          142
    Interest expense                        (25)           (30)          (27)
    Interest income                           7             12             8
    Foreign currency, net                    19             (5)           (6)
    Other nonoperating, net                   2             (2)          ---
    Income (loss) from continuing
     operations before income taxes,
     minority interest, and change in
     accounting principle                    74           (430)          117
    Benefit (provision) for income
     taxes                                  (29)            77           (50)
    Minority interest in net income
     of subsidiaries                         (3)            (5)           (8)
    Income (loss) from continuing
     operations before change in
     accounting principle                    42           (358)           59
    Loss from discontinued
     operations, net                        (16)          (140)           (8)
    Cumulative effect of change in
     accounting principle, net              ---            ---            (8)
    Net income (loss)                   $    26        $  (498)      $    43
    Basic income (loss) per share:
    Continuing operations before
     change in accounting principle     $  0.09        $ (0.83)      $  0.14
    Loss from discontinued operations     (0.03)         (0.32)        (0.02)
                                           0.06          (1.15)         0.12
    Change in accounting principle          ---            ---         (0.02)

    Net income (loss)                   $  0.06        $ (1.15)      $  0.10
    Diluted income (loss) per share:
    Continuing operations before
     change in accounting principle     $  0.09        $ (0.83)      $  0.14
    Loss from discontinued operations     (0.03)         (0.32)        (0.02)
                                           0.06          (1.15)         0.12
    Change in accounting principle          ---            ---         (0.02)

    Net income (loss)                   $  0.06        $ (1.15)      $  0.10
    Basic weighted average common
     shares outstanding                     434            432           434
    Diluted weighted average common
     shares outstanding                     436            432           436

    See Footnote Table 1 for a list of significant items included in operating
    income.


                             HALLIBURTON COMPANY
                    Consolidated Statements of Operations
            (Millions of dollars and shares except per share data)
                                 (Unaudited)

                                                       Six Months Ended
                                                            June 30
                                                    2003                2002
    Revenues
    Energy Services Group                        $ 3,391             $ 3,445
    Engineering and Construction Group             3,268               2,797
        Total revenues                           $ 6,659             $ 6,242
    Operating income (loss)
    Energy Services Group                        $   415             $   239
    Engineering and Construction Group              (167)               (508)
    General corporate                                (35)                (13)
        Total operating income (loss)            $   213             $  (282)
    Interest expense                                 (52)                (62)
    Interest income                                   15                  16
    Foreign currency, net                             13                 (13)
    Other nonoperating, net                            2                   2
    Income (loss) from continuing
     operations before income taxes,
     minority interest, and change in
     accounting principle                            191                (339)
    Benefit (provision) for income taxes             (79)                 41
    Minority interest in net income of
     subsidiaries                                    (11)                (10)
    Income (loss) from continuing
     operations before change in accounting
     principle                                       101                (308)
    Loss from discontinued operations, net           (24)               (168)
    Cumulative effect of change in
     accounting principle, net                        (8)                ---
    Net income (loss)                            $    69             $  (476)
    Basic income (loss) per share:
    Continuing operations before change
     in accounting principle                     $  0.23             $ (0.71)
    Loss from discontinued operations              (0.05)              (0.39)
                                                    0.18               (1.10)
    Change in accounting principle                 (0.02)                ---
    Net income (loss)                            $  0.16             $ (1.10)
    Diluted income (loss) per share:
    Continuing operations before change in
     accounting principle                        $  0.23             $ (0.71)
    Loss from discontinued operations              (0.05)              (0.39)
                                                    0.18               (1.10)
    Change in accounting principle                 (0.02)                ---
    Net income (loss)                            $  0.16             $ (1.10)
    Basic weighted average common shares
     outstanding                                     434                 432
    Diluted weighted average common shares
     outstanding                                     436                 432

    See Footnote Table 1 for a list of significant items included in operating
    income.


                             HALLIBURTON COMPANY
                    Condensed Consolidated Balance Sheets
                            (Millions of dollars)
                                 (Unaudited)

                                                     June 30       December 31
                                                       2003            2002
                     Assets

    Current assets:
    Cash and equivalents                             $ 1,859         $ 1,107
    Total receivables, net                             3,666           3,257
    Inventories                                          747             734
    Other current assets                                 503             462
    Total current assets                               6,775           5,560

    Property, plant and equipment, net                 2,498           2,629
    Insurance for asbestos and silica related
     liabilities                                       2,059           2,059
    Other assets                                       2,690           2,596
    Total assets                                     $14,022         $12,844

        Liabilities and Shareholders' Equity

    Current liabilities:
    Short-term notes payable                         $    16         $    49
    Current maturities of long-term debt                 166             295
    Accounts payable                                   1,056           1,077
    Other current liabilities                          2,079           1,851
    Total current liabilities                          3,317           3,272

    Long-term debt                                     2,374           1,181
    Asbestos and silica related liabilities            3,396           3,425
    Other liabilities                                  1,293           1,337
    Minority interest in consolidated
     subsidiaries                                         83              71
    Total liabilities                                 10,463           9,286
    Total shareholders' equity                         3,559           3,558
    Total liabilities and shareholders' equity       $14,022         $12,844


                                   TABLE 1

                             HALLIBURTON COMPANY
        Revenue and Operating Income Comparison By Operating Segments
                            (Millions of dollars)
                                 (Unaudited)

                                                                    Six Months
                                              Quarter Ended            Ended
                 2003                     March 31      June 30       June 30
    Revenues
    Drilling and Formation Evaluation    $   379       $   414       $   793
    Fluids                                   480           518           998
    Production Optimization                  629           693         1,322
    Landmark and Other ESG                   123           155           278
        Total Energy Services Group        1,611         1,780         3,391
    Engineering and Construction Group     1,449         1,819         3,268
            Total revenues               $ 3,060       $ 3,599       $ 6,659

    Operating Income
    Drilling and Formation
     Evaluation                          $    66       $    49       $   115
    Fluids                                    55            68           123
    Production Optimization                   70           113           183
    Landmark and Other ESG                   (11)            5            (6)
        Total Energy Services Group          180           235           415
    Engineering and Construction
     Group                                   (19)         (148)         (167)
    General Corporate                        (19)          (16)          (35)
            Total operating income       $   142       $    71       $   213


                                                                      Twelve
                                                                      Months
                                         Quarter Ended                 Ended
              2002          March 31   June 30    Sept. 30  Dec. 31   Dec. 31
    Revenues
    Drilling and Formation
     Evaluation            $   399    $   413    $   408   $   413   $ 1,633
    Fluids                     453        450        449       463     1,815
    Production Optimization    612        634        655       653     2,554
    Landmark and Other ESG     225        259        165       185       834
        Total Energy
         Services Group      1,689      1,756      1,677     1,714     6,836
    Engineering and
     Construction Group      1,318      1,479      1,305     1,634     5,736
        Total revenues     $ 3,007    $ 3,235    $ 2,982   $ 3,348   $12,572

    Operating Income
    Drilling and Formation
     Evaluation            $    38    $    42    $    35   $    45   $   160
    Fluids                      51         49         54        48       202
    Production Optimization     83        106        103        92       384
    Landmark and Other ESG      (3)      (127)         8        14      (108)
        Total Energy
         Services Group        169         70        200       199       638
    Engineering and
     Construction Group        (58)      (450)        12      (189)     (685)
    General Corporate           12        (25)       (21)      (31)      (65)
        Total operating
         income (loss)     $   123    $  (405)   $   191   $   (21)  $  (112)

     See Footnote Table 1 for a list of significant items included in
     operating income.

                                   TABLE 1

                             HALLIBURTON COMPANY
        Revenue and Operating Income Comparison By Operating Segments
                            (Millions of dollars)
                                 (Unaudited)
                                 (continued)

                                                                       Twelve
                                                                       Months
                                          Quarter Ended                 Ended
              2001           March 31  June 30   Sept. 30   Dec. 31    Dec. 31
    Revenues
    Drilling and Formation
     Evaluation              $   383  $   425    $   425   $   410    $ 1,643
    Fluids                       487      520        556       502      2,065
    Production Optimization      634      741        759       669      2,803
    Landmark and Other ESG       288      322        358       332      1,300
        Total Energy
         Services Group        1,792    2,008      2,098     1,913      7,811
    Engineering and
     Construction Group        1,352    1,331      1,293     1,259      5,235
        Total revenues       $ 3,144  $ 3,339    $ 3,391   $ 3,172    $13,046

    Operating Income
    Drilling and Formation
     Evaluation              $    25  $    42    $    48   $    56    $   171
    Fluids                        63       74         94        77        308
    Production Optimization       97      153        161       117        528
    Landmark and Other ESG         4       (1)        18         8         29
        Total Energy
         Services Group          189      268        321       258      1,036
    Engineering and
     Construction Group           27       21         36        27        111
    General Corporate            (18)     (17)       (15)      (13)       (63)
        Total operating
         income              $   198  $   272    $   342   $   272    $ 1,084

    See Footnote Table 1 for a list of significant items included in operating
    income.


                                   TABLE 2

                             HALLIBURTON COMPANY
                   Revenue and Operating Income Comparison

By Geographic Region - - Energy Services Group

                            (Millions of dollars)
                                 (Unaudited)

                                                                    Six Months
                                         Quarter Ended                 Ended
               2003                  March 31       June 30           June 30
    Revenues
    North America                   $   745        $   762           $ 1,507
    Latin America                       182            226               408
    Europe / Africa                     342            394               736
    Middle East / Asia                  342            398               740
        Total revenues              $ 1,611        $ 1,780           $ 3,391

    Operating Income
    North America                   $    84        $    91           $   175
    Latin America                        23             43                66
    Europe / Africa                      32             51                83
    Middle East / Asia                   41             50                91
        Total operating income      $   180        $   235           $   415


                                                                       Twelve
                                                                       Months
                                        Quarter Ended                  Ended
            2002          March 31     June 30  Sept. 30   Dec. 31    Dec. 31
    Revenues
    North America        $   764     $   764   $   771    $   732    $ 3,031
    Latin America            197         222       209        218        846
    Europe / Africa          424         423       350        381      1,578
    Middle East / Asia       304         347       347        383      1,381
        Total revenues   $ 1,689     $ 1,756   $ 1,677    $ 1,714    $ 6,836

    Operating Income
    North America        $   (18)    $     9   $   133    $    75    $   199
    Latin America             18          38        28         24        108
    Europe / Africa          133          (3)        9         39        178
    Middle East / Asia        36          26        30         61        153
        Total operating
         income          $   169     $    70   $   200    $   199    $   638


                                                                     Twelve
                                                                     Months
                                        Quarter Ended                Ended
             2001         March 31    June 30  Sept. 30    Dec. 31   Dec. 31
    Revenues
    North America        $   953     $ 1,063   $ 1,085    $   891   $ 3,992
    Latin America            204         221       248        245       918
    Europe / Africa          374         421       457        466     1,718
    Middle East / Asia       261         303       308        311     1,183
        Total revenues   $ 1,792     $ 2,008   $ 2,098    $ 1,913   $ 7,811

    Operating Income
    North America        $   168     $   213   $   239    $   170   $   790
    Latin America             33          38        42         40       153
    Europe / Africa          (22)          1        (5)         7       (19)
    Middle East / Asia        10          16        45         41       112
        Total operating
         income          $   189     $   268   $   321    $   258   $ 1,036

    See Footnote Table 2 for a list of significant items included in operating
    income.


                               Footnote Table 1
                Items Included in Operating Income by Segment
                            (Millions of dollars)
                                 (Unaudited)

                                                                      Twelve
                                                                      Months
                                           Quarter Ended               Ended
                                March 31  June 30  Sept. 30  Dec. 31  Dec. 31
                  2003
    Drilling Formation
     and Evaluation:
       Mono Pumps gain on sale    $ 36     $ ---    $ ---     $ ---   $  36
    Production Optimization:
       HMS gain on sale            ---        24      ---       ---      24
    Landmark and Other ESG:
       Wellstream loss on sale     (15)      ---      ---       ---     (15)
    Engineering & Construction:
       Asbestos and silica
        liability                   (2)      ---      ---       ---      (2)
       Barracuda-Caratinga
        project loss               (55)     (173)     ---       ---    (228)
            Total                 $(36)    $(149)   $ ---     $ ---   $(185)

                  2002
    Production Optimization:
       Patent infringement
        lawsuit accrual           $(98)    $ ---    $ ---     $ ---   $ (98)
    Landmark and Other ESG:
        EMC gain on sale           108       ---      ---       ---     108
        Restructuring charge        (5)      (37)      (5)      (17)    (64)
        Bredero impairment         ---       (61)     ---       ---     (61)
        Bredero loss on sale       ---       ---      (18)      ---     (18)
    Engineering & Construction:
        Highlands receivable
         write-off                 (80)      ---      ---       ---     (80)
        Restructuring charge        (4)      (10)      (2)       (2)    (18)
        Barracuda-Caratinga
         project loss              ---      (119)     ---         2    (117)
        Asbestos and silica
         liability                 ---      (330)     ---      (234)   (564)
    Corporate:
        Insurance company
         demutualization            28       ---      ---         1      29
        Restructuring charge        (2)       (9)      (4)      (10)    (25)
            Total                 $(53)    $(566)    $(29)    $(260)  $(908)

                  2001
    Engineering & Construction:
        Asbestos and silica
         liability                $ (5)   $ ---     $ (3)    $  (3)  $ (11)
            Total                 $ (5)   $ ---     $ (3)    $  (3)  $ (11)


                               Footnote Table 2

Items Included in Operating Income by Geographic Region - - ESG Only

                            (Millions of dollars)
                                 (Unaudited)

                                                                      Twelve
                                                                      Months
                                            Quarter Ended             Ended
                                March 31  June 30  Sept. 30  Dec. 31  Dec. 31
                  2003
    North America:
        Mono Pumps gain on sale  $  24     $ ---    $ ---     $ ---    $  24
        Wellstream loss on sale    (11)      ---      ---       ---      (11)
        HMS gain on sale           ---        24      ---       ---       24
    Europe / Africa:
        Mono Pumps gain on sale     12       ---      ---       ---       12
        Wellstream loss on sale     (4)      ---      ---       ---       (4)
            Total                $  21     $  24    $ ---     $ ---    $  45

                  2002
    North America:
        Patent infringement
         lawsuit accrual         $ (98)    $ ---    $ ---     $ ---    $ (98)
        Restructuring charge        (5)      (29)      (4)      (13)     (51)
        Bredero-Shaw impairment    ---       (61)     ---       ---      (61)
        Bredero-Shaw loss on sale  ---       ---      (18)      ---      (18)
    Latin America:
        Restructuring charge       ---        (3)     ---       ---       (3)
    Europe / Africa:
        EMC gain on sale           108       ---      ---       ---      108
        Restructuring charge       ---        (2)      (1)       (4)      (7)
    Middle East / Asia:
        Restructuring charge       ---        (3)     ---       ---       (3)
            Total                $   5     $ (98)   $ (23)    $ (17)   $(133)

SOURCE Halliburton