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)

                          FEBRUARY 1, 1995

                        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







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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 February 1, 1995, the registrant issued a press
release entitled Halliburton Reports Strong 1994 Fourth Quarter
pertaining, among other things, to an announcement that
registrant reported 1994 fourth quarter net income of $127.5
million ($1.12 per share) and for the 1994 full year net income
of $177.8 million ($1.56 per share).

     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 February 1, 1995
















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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:     February 1, 1995              By: _______________________
                                   Robert M. Kennedy
                                   Vice President -
Legal




























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                        EXHIBIT INDEX



Exhibit                                 Sequentially
Number              Description              Numbered Page

    20                   Press Release of
                    February 1, 1995         5 of 8
                    Incorporated by Reference
































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 5

FOR IMMEDIATE RELEASE      Contact - Guy T. Marcus
February 1, 1995                     Vice President-Inv. Rel.
                                     (214) 978-2691

      HALLIBURTON REPORTS STRONG 1994 FOURTH QUARTER

     DALLAS, Texas -- Halliburton Company reported today 1994
fourth quarter net income of $127.5 million ($1.12 per share),
reflecting a combination of strong performance improvement by its
Energy Services business segment and a gain on the sale of its
natural gas compression business unit.  Excluding the $64.3
million after tax gain on the sale, net income was $63.2 million
($.56 per share).   Halliburton's 1994 fourth quarter earnings
per share, excluding the gain on the sale, is the highest since
the 1985 third quarter.

     In comparison, the 1993 fourth quarter Halliburton results
were a net loss of $42.0 million ($.37 per share).

     For the 1994 full year, Halliburton's net income was $177.8
million ($1.56 per share).  Excluding the fourth quarter gain on
the sale of the natural gas compression business and $38.1
million ($.33 per share) of after tax non-recurring costs in the
second quarter related to personnel reductions and two
significant engineering and construction job losses, 1994
net income was $151.6 million ($1.33 per share).  In 1993
Halliburton had a net loss of $161.0 million ($1.43 per
share).

 6
     The Energy Services business segment's 1994 fourth quarter
revenues were $666.6 million compared to $831.6 million in the
1993 fourth quarter.  The prior year quarter included $120.2
million of revenues associated with the geophysical business
which was sold at the beginning of 1994.

     The Energy Services segment's operating income increased
substantially to $95.4 million for the 1994 fourth quarter, the
highest since 1984, reflecting successful implementation of
strategic action plans that have continued to lower the segment's
cost structure and improve organizational efficiencies.  The 1994
fourth quarter operating profit margin was 14.3 percent, the
highest quarterly margin achieved by the segment over the past
decade.  This compares to the 1993 fourth quarter reported
operating loss of $28.4 million.

     The Engineering and Construction Services business segment's
revenues were $811.1 million in the 1994 fourth quarter, seven
percent higher than the year ago quarter.  The revenues reflect
strong growth by the Brown & Root Energy Services and Brown &
Root Services Corp. business units.  Operating income was $21.0
million in the 1994 fourth quarter compared to $23.2 million in
the prior year's fourth quarter.  Year end 1994 firm order
backlogs increased 14 percent to $3.8 billion, compared to year
end 1993.

 7
     Thomas H. Cruikshank, chairman of the board and chief
executive officer of Halliburton Company, stated, "The
outstanding fourth quarter operating results of the Halliburton
Energy Services segment occurred in a lackluster petroleum
industry marketplace. This performance confirms that the dramatic
improvements we achieved during the 1994 third quarter are
sustainable. It is likely  that the United States energy
services' market in 1995 will decline as a result of lower
natural gas prices.  However, we expect increased demand in
international markets because of higher oil prices.  In addition,
the improvement in earnings in the second half of 1994 caused by
reduced costs, enhanced process efficiencies and renewed customer
focus will carry over and benefit full year 1995 financial
results.  Brown & Root's engineering and construction business
should also experience a better 1995.

     Consequently, we enter 1995 with confidence that we will
achieve year-to-year improvement, even in a worldwide energy
market that will likely be flat to slightly down in activity
levels."

     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.


 8
                               HALLIBURTON COMPANY

                          Quarter Ended       Twelve Months Ended
                           December 31,           December 31,
                     --------- ---------   ---------- ----------
                        1994      1993        1994       1993
                     --------- ---------   ---------- ----------
                     Millions of dollars except per share data
Revenues
  Energy services    $  666.6  $  831.6    $ 2,514.0  $ 2,953.4
  Engineering and
    construction
    services            811.1     756.4      2,996.2    3,140.7
  Insurance services     55.7      65.3        230.3      256.7
                     --------- ---------   ---------- ----------
    Total revenues   $1,533.4  $1,653.3    $ 5,740.5  $ 6,350.8
                     ========= =========   ========== ==========
Operating income (loss)
  Energy services    $   95.4  $  (28.4)   $   191.1  $  (147.7)
  Engineering and
    construction
    services             21.0      23.2         67.2       79.3
  Insurance services        -     (12.4)        (0.4)     (42.2)
  General corporate
  expenses               (5.3)     (4.8)       (22.9)     (22.0)
                     --------- ---------   ---------- ----------
    Total operating
    income (loss)       111.1     (22.4)       235.0     (132.6)

Interest expense        (13.5)    (14.0)       (47.1)     (50.1)
Interest income           7.8       4.1         16.2       13.9
Foreign currency losses  (0.3)     (3.2)       (15.6)     (21.0)
Gain on sale of compression
  business              102.0         -        102.0          -
Other nonoperating, net     -       0.3          0.4        0.7
                      --------- ---------   ---------- ----------
Income (loss) before income taxes and
  minority interest     207.1     (35.2)       290.9     (189.1)

Benefit (provision) for
  income taxes          (79.4)     (7.2)      (112.9)      26.6
Minority interest        (0.2)      0.4         (0.2)       1.5
                      --------- ---------   ---------- ----------
Net income (loss)    $  127.5  $  (42.0)   $   177.8  $  (161.0)
                      ========= =========   ========== ==========
Income (loss) per
share*               $    1.12 $   (0.37)   $    1.56  $   (1.43)

Average common and common
   share equivalents
   outstanding          114.2     114.1        114.2      112.5

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