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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)
DECEMBER 9, 1996
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 December 9, 1996, registrant issued a press release entitled
Halliburton Company Reorganization pertaining, among other things, to an
announcement that prior to 1996 year end registrant intends to complete a
reorganization of its legal structure. The purpose of the reorganization is to
improve internal operating flexibility and reduce certain state taxes. A new
parent holding company will be created and will own the existing publicly held
company. The name of the new parent company will be Halliburton Company and the
former public company will be named Halliburton Energy Services, Inc. Existing
Halliburton Company common stock certificates will remain in force and effect;
no exchange of certificates will take place. The reorganization will be tax free
to registrant's shareholders.
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 December 9, 1996.
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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: December 11, 1996 By: /s/ Robert M. Kennedy
-------------------------
Robert M. Kennedy
Vice President-Legal
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EXHIBIT INDEX
Exhibit Sequentially
Number Description Numbered Page
20 Press Release of
December 9, 1996 5 of 6
Incorporated by Reference
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FOR IMMEDIATE RELEASE Contact: Guy T. Marcus
December 9, 1996 Vice President-Inv. Rel.
(214) 978-2691
HALLIBURTON COMPANY REORGANIZATION
DALLAS, Texas -- Halliburton Company (NYSE-HAL) announced today that, prior
to 1996 year end, it intends to complete a reorganization of its legal structure
under amended Delaware law.
A new parent holding company will be created which will own the existing
publicly held company. The name of the new parent company will be Halliburton
Company. The name of the former public company will be changed to Halliburton
Energy Services, Inc.
The purpose of this reorganization is to improve internal operating
flexibility and reduce the overall impact of certain state taxes. The company's
domestic energy services business units will operate through subsidiary
corporations rather than as divisions of the parent company. Otherwise, the
business operations of the company will not change as a result of implementing
the new legal structure.
The reorganization will be structured in a manner that will not require
action by Halliburton's shareholders, whose rights, privileges and interests
will remain the same with respect to the new parent corporation. Existing
Halliburton Company common stock certificates will remain in force and effect;
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no exchange of certificates will take place. Halliburton Company has received an
opinion of counsel that the reorganization will be tax free to its shareholders.
The company's name, charter, by-laws and board of directors will not change as a
result of the reorganization. The new parent company will continue to be traded
with the ticker symbol "HAL" on the New York Stock Exchange and its CUSIP number
will not change.
Halliburton Company is one of the world's largest diversified energy
services, engineering, maintenance, and construction companies. Halliburton
provides a broad range of energy services and products, industrial and marine
engineering and construction services.
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