SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549



                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                DATE OF REPORT (date of earliest event reported)

                                OCTOBER 22, 1997

                               Halliburton Company
             (Exact name of registrant as specified in its charter)

State or other                      Commission               IRS Employer
jurisdiction                        File Number              Identification
of incorporation                                             Number

Delaware                              1-3492                 No. 75-2677995

                               3600 Lincoln Plaza
                             500 North Akard Street
                            Dallas, Texas 75201-3391
                    (Address of principal executive offices)

                         Registrant's telephone number,
                       including area code - 214/978-2600




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         INFORMATION TO BE INCLUDED IN REPORT

Item 5.  Other Events

         The registrant  may, at its option,  report under this item any events,
with respect to which information is not otherwise called for by this form, that
the registrant deems of importance to security holders.

         On  October  22,  1997  registrant  issued  a  press  release  entitled
Halliburton 1997 Third Quarter Earnings  Increase 60 Percent  pertaining,  among
other things,  to an  announcement  that  registrant  had 1997 third quarter net
income of $121.1 million,  an increase of 60 percent  compared to the 1996 third
quarter  net  income of $75.5  million.  Earnings  per share for the 1997  third
quarter  were $.45  compared  to $.30 in the 1996  third  quarter.  Consolidated
revenues totaled $2,305 million in the 1997 third quarter, a 24 percent increase
over the 1996 quarter.

Item 7.  Financial Statements and Exhibits

         List below the financial  statements,  pro forma financial  information
and exhibits, if any, filed as part of this report.

         (c)      Exhibits.

                  Exhibit 20 - Press release dated October 22, 1997.


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                                   SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                                HALLIBURTON COMPANY




Date:    October 24, 1997                   By:
                                               ------------------------
                                               Susan S. Keith
                                               Vice President and Secretary


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                                  EXHIBIT INDEX

Exhibit                                                       Sequentially
Number                     Description                        Numbered Page

20                         Press Release of                   5 of 8
                           October 22, 1997
                           Incorporated by Reference


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FOR IMMEDIATE RELEASE                       Contact: Guy T. Marcus
October 22, 1997                                     VP-Inv. Rel.
                                                     (214) 978-2691


        HALLIBURTON 1997 THIRD QUARTER EARNINGS INCREASE 60 PERCENT


         DALLAS,  Texas -- Halliburton  Company (NYSE: HAL) announces 1997 third
quarter net income of $121.1 million,  an increase of 60 percent compared to the
1996 third  quarter  net income of $75.5  million.  The 1997 third  quarter  net
income  includes an $8.6 million  after-tax  charge (also,  $8.6 million pretax)
associated with the acquisition costs of NUMAR  Corporation.  Earnings per share
for the 1997 third  quarter  were $ .47  compared  to $ .30 in the year  earlier
quarter. Consolidated revenues totaled $2,305 million in the 1997 third quarter,
a 24 percent increase over the 1996 quarter.
         The Energy Group business  segment's  1997 third quarter  revenues were
$1,502 million,  an increase of 35 percent compared to the year earlier quarter.
Worldwide  revenue growth was experienced  with U.S.  revenues  increasing by 36
percent and international revenues gaining 34 percent,  compared to the year ago
quarter.  The  Energy  Group's  strong  growth  compares  favorably  with the 16
                                     -more-

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Halliburton Company                         2

percent  increase for rotary rigs drilling wells throughout the world during the
same time  period.
         The Energy Group's 1997 third quarter operating income  increased by 72
percent  to  $202.4  million  compared  to the 1996  quarter.  Robust  growth of
operating income was experienced and helped to improve operating margins to 13.5
percent in the 1997 third quarter compared to 10.5 percent a year ago.
         The  Engineering and  Construction  Group business  segment's  revenues
increased by 7.7 percent in the 1997 third quarter compared to the 1996 quarter,
while operating  income increased by 38 percent to $31.3 million during the same
time period. As a result,  operating margins improved to 3.9 percent compared to
3.0 percent a year earlier.  Operating income profitability continues to benefit
from efficiencies  gained from the restructuring of the business segment in late
1996.
         Dick  Cheney,  chairman  of the board and chief  executive  officer  of
Halliburton  Company,  said,  "Halliburton  is benefiting  from a combination of
stronger  market  conditions and the company's  improved  competitive  position.
Worldwide  petroleum demand is growing,  crude oil and natural gas prices remain
strong and our  customers  have been  increasing  spending to expand and enhance
their positions to participate in long term growth opportunities."
         Cheney  continued, "Halliburton's  improved  operating efficiencies and

                                     -more-


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Halliburton Company                         3

its advantageous worldwide  infrastructure is enabling the company to capitalize
on opportunities. Also, new technology based products and services are providing
meaningful   increases  to  revenues  and   strengthening  our  future  outlook.
Halliburton's  technological position was further enhanced by the acquisition of
NUMAR Corporation at the end of September.  NUMAR's patented Magnetic  Resonance
Imaging  Logging  (MRIL(R))  tool  utilizes  technology  widely  used in medical
diagnostic  imaging  devices and  represents  a major  breakthrough  to evaluate
subsurface rock formations in newly-drilled oil and gas wells."
         Halliburton  Company is one of the world's largest  diversified  energy
services, engineering, maintenance, and construction companies. Founded in 1919,
Halliburton  provides a broad range of energy services and products,  industrial
and marine engineering and construction services.

                                      ###

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HALLIBURTON COMPANY CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) Quarter Ended Nine Months September 30 September 30 ---------- ---------- ---------- ---------- 1997 1996 * 1997 1996 * ---------- ---------- ---------- ---------- Millions of dollars except per share data Revenues Energy Group $ 1,501.8 $ 1,114.3 $ 4,078.5 $ 3,010.4 Engineering and Construction Group 802.9 745.6 2,354.8 2,385.0 ---------- ---------- ---------- ---------- Total revenues $ 2,304.7 $ 1,859.9 $ 6,433.3 $ 5,395.4 ========== ========== ========== ========== Operating income Energy Group $ 202.4 $ 117.5 $ 479.7 $ 324.7 Engineering and Construction Group 31.3 22.6 90.7 32.1 Special charges (8.6) (73.6) (8.6) (85.8) General corporate (8.1) (9.2) (24.1) (26.4) ---------- ---------- ---------- ---------- Total operating income 217.0 57.3 537.7 244.6 Interest expense (13.4) (6.9) (29.2) (17.7) Interest income 2.8 4.8 9.3 11.9 Foreign currency gains (losses) (0.3) (0.5) 0.3 (2.7) Other nonoperating, net (0.1) 0.3 0.4 0.4 ---------- ---------- ---------- ---------- Income before income taxes and minority interests 206.0 55.0 518.5 236.5 (Provision) benefit for income taxes (81.2) 20.8 (202.4) (43.5) Minority interest in net (income) loss of subsidiaries (3.7) (0.3) (10.1) (0.2) ---------- ---------- ---------- ---------- Net income $ 121.1 $ 75.5 $ 306.0 $ 192.8 ========== ========== ========== ========== Income per share ** $ 0.47 $ 0.30 $ 1.19 $ 0.77 Average common and common share equivalents outstanding 257.4 252.2 256.4 251.5 * Restated for Landmark Graphics Corporation pooling of interests and business realignment. ** Per share amounts are based upon average number of common and common share equivalents outstanding adjusted for the two-for-one common stock split declared on June 9, 1997, and effected in the form of a stock dividend on July 21, 1997, to shareholders of record at June 26, 1997.
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