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)

                           JULY 28, 1994

                        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. 73-0271280

                         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

                         Page 1 of 8 pages
                The Exhibit Index appears on Page 4

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 July 28, 1994, the registrant issued a press release entitled
Halliburton Company Reports Second Quarter Results pertaining, among
other things, to an announcement that the registrant had a net loss of
$19.2 million, or $.17 per share, for the 1994 second quarter.

     The foregoing summary is subject to the full text of the press
release with respect thereto, a copy of which is attached hereto as Exhibit
20, which exhibit is incorporated herein by reference.

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 July 28, 1994.

                     Page 2 of 8 pages
             The Exhibit Index appears on Page 4


     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:     July 29, 1994            By:(Robert M. Kennedy)
                                       Robert M. Kennedy
                                   Vice President - Legal

                      Page 3 of 8 pages
             The Exhibit Index appears on Page 4

                        EXHIBIT INDEX

Exhibit                                 Sequentially
Number              Description         Numbered Page

 20                 Press Release of
                    July 28, 1994            5 of 8
                    Incorporated by Reference

FOR IMMEDIATE RELEASE              Contact -  Guy T. Marcus
July 28, 1994                                 V.P.-Inv. Rel.
                                              (214) 978-2691


     DALLAS, Texas -- Halliburton Company today reported a net
loss of $19.2 million, or $.17 per share, for the 1994 second
quarter.  The loss includes $38.1 million, or $.33 per share, of
after tax non-recurring costs relating to personnel reductions
and two significant engineering and construction job losses.

     The Halliburton Energy Services business segment had
revenues of $605.6 million during the 1994 second quarter.  The
1994 quarterly revenues were unchanged compared to the 1993
second quarter, after excluding revenues from the company's
geophysical business that was sold at the beginning of 1994.

     Halliburton Energy Services experienced an operating loss of
$19.8 million during the 1994 second quarter.  Results were
negatively impacted by personnel reduction expenses totalling
$42.6 million which were charged as 1994 second quarter operating
costs.  Such costs were recognized in order to facilitate
reduction of the segment's employment by about 2,000 persons to
better match staffing to market demand.  Also, the segment's
operating income was reduced by $8.2 million compared to the 1993
second quarter because of substantial deferrals of spending by
customers in the CIS, Yemen and Nigeria resulting from economic

and political turmoil in these areas.  However, Halliburton's
operating costs continued in the face of the slowdown in order to
maintain market position in these promising areas.

     The engineering and construction business segment's revenues
were $764.1 million in the 1994 second quarter, a decline of nine
percent compared to the year earlier period.  However, the
segment's backlog of firm orders increased by 13 percent to $3.7
billion during the 1994 second quarter.

     Operating income of the engineering and construction
business was $11.4 million for the 1994 second quarter compared
to $29.3 million a year earlier.  The 1994 second quarter
operating income includes combined loss provisions of $16.0
million for a North Sea project and a U.S. power utility project.
The 1993 second quarter results reflected a $9.6 million benefit
for a foreign subsidiary's improved collection of receivables
relating to a project in Libya.

     The insurance business segment's 1994 second quarter
operating loss of $100,000 includes the impact of strengthening
United Kingdom claim loss reserves by $12.6 million, which was
partially offset by an $8.4 million benefit related to a refund
from a workers' compensation assigned risk pool.

     Thomas H. Cruikshank, chairman of the board and chief
executive officer, said, "I am optimistic that during the second
half of 1994 Halliburton will be able to  recapture the second
quarter costs relating to personnel reductions.  Such cost
savings, combined with anticipated improvement of demand for the

company's products and services during the second half should be
reflected by a substantial improvement of financial results."

     "I am confident that during the second half of 1994 we will
begin to see earnings strengthen because of the significant
restructuring and realignment of our business units which has
been accomplished.  We are implementing plans and programs to
improve operating efficiencies, lower costs by outsourcing
certain functions, sell non-core business assets, redeploy
underutilized assets and reduce working capital requirements.  I
am pleased with the improvements we see developing, and as we go
forward our management team will be able to focus more of its
energies on improving Halliburton's market position and less on
internal changes."

     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, and property and
casualty insurance services.
                             # # #

                              HALLIBURTON COMPANY

                                 Quarter Ended          Six Months Ended
                                    June 30,                June 30,
                              ---------- ---------   ---------- ----------
                                 1994       1993        1994       1993
                              ---------- ---------   ---------- ----------
                               Millions of dollars except per share data
  Energy services             $   605.6  $  698.4    $ 1,204.6  $1,388.2
  Engineering and
    construction services         764.1     839.4      1,480.3   1,638.0
  Insurance services               55.7      58.8        116.8     129.9
                              ---------- ---------   ---------- ----------
   Total revenues             $ 1,425.4  $1,596.6    $ 2,801.7  $ 3,156.1
                              ========== =========    =========  =========
========== ==========
Operating income (loss)
  Energy services             $   (19.8) $   34.5    $    13.7  $    73.3
  Engineering and
    construction services          11.4      29.3         25.9       42.0
  Insurance services               (0.1)     (0.7)        (2.2)      (3.2)
  General corporate expenses       (6.4)     (5.6)       (12.1)     (11.8)
                              ---------- ---------   ---------- ----------
   Total operating income (loss)  (14.9)     57.5         25.3      100.3

Interest expense                  (11.0)    (12.6)       (21.0)     (22.2)
Interest income                     3.0       2.9          5.8        6.6
Foreign currency losses            (9.9)     (6.0)       (13.2)     (10.3)
Other nonoperating, net             0.7       0.2          1.2        0.2
                              ---------- ---------   ---------- ----------
Income (loss) before income
  taxes and minority interest     (32.1)     42.0         (1.9)      74.6

Benefit (provision) for
  income taxes                     12.9     (19.6)         0.8      (33.6)
Minority interest                     -       0.5         (0.3)       0.7
                              ---------- ---------   ---------- ----------
Net income (loss)             $   (19.2) $   22.9    $    (1.4) $    41.7
                              ========== =========
========== ==========

Income (loss) per share *     $   (0.17) $   0.20    $   (0.01) $     0.38

Average common and common
  share equivalents outstanding   114.2     114.1        114.2      110.8

*  Per share amounts are based upon average number of common and
   share equivalents outstanding.