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)

                               SEPTEMBER 29, 1998

                               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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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  September  29,  1998  registrant  issued a press  release  entitled
 Halliburton and Dresser Complete Merger  pertaining,  among other things, to an
 announcement that registrant and Dresser Industries,  Inc. have completed their
 merger. Registrant is the continuing entity and its stock will be traded on the
 New York Stock Exchange under the ticker symbol "HAL".  Dresser's  shareholders
 will receive one share of newly issued  Halliburton common stock for each share
 of Dresser  common  stock.  The merger  will be  accounted  for as a pooling of

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 September 29, 1998.

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         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 2, 1998                By:  /s/  Susan S. Keith
                                              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 7
                           September 29, 1998
                           Incorporated by Reference

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FOR IMMEDIATE RELEASE      Contact: Guy T. Marcus
September 29, 1998                  Vice President-Investor Relations
                                    (214) 978-2691


         DALLAS, Texas -- Halliburton Company (NYSE:HAL) and Dresser Industries,
Inc.  (NYSE:DI)  today  completed the merger of the two  companies.  Halliburton
Company  is the  continuing  entity  and will be  traded  on the New York  Stock
Exchange under the ticker symbol "HAL".
         Under the terms of the merger agreement,  approved at separate meetings
by Halliburton and Dresser shareholders on June 25, Dresser's  shareholders will
receive one share of newly  issued  Halliburton  common  stock for each share of
Dresser  common  stock.  As a  result  of the  merger,  Halliburton  will  issue
approximately   176  million   new  shares  of  its  common   stock  to  Dresser
shareholders.  This increases Halliburton's outstanding common shares from about
263 million to 439 million. Halliburton will account for the merger as a pooling
of interests.
         Combined  revenues for 1997 were $16.3  billion and net income was $772
million  ($1.77 per share  diluted).  For the first six months of 1998  revenues
were $8.8 billion and net income was $447 million ($1.01 per share diluted).  At
June 30, 1998 the combined company had  shareholders  equity of $4.6 billion and
long-term  debt of $1.3 billion.  Halliburton's  June 30, 1998  engineering  and
construction  backlog was $11.3 billion. The company expects to recognize a 1998
third quarter one time pretax charges of  approximately  $900 million to provide
for consolidation, restructuring and merger related expenses.
         The  executive  committee  of  Halliburton  now  includes  Dick Cheney,
Halliburton Company's chief executive officer; William E. Bradford,  chairman of
the company's board of directors;  David J. Lesar, president and chief operating
officer; and Donald C.
Vaughn, vice chairman.

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         Five members of the Dresser board of  directors,  including  William E.
Bradford,  Lawrence S.  Eagleburger,  Ray L. Hunt,  J. Landis  Martin and Jay A.
Precourt,  have joined the Halliburton board following the merger. As previously
announced,  Dale P. Jones has  elected  to retire  from  Halliburton's  board of
directors and as vice chairman of the company  concurrent with completion of the
merger. Halliburton now has a total of 14 directors.
         Dick Cheney, chief executive officer of Halliburton Company, said, "The
merger  is  designed  to  result  in  long-term   benefits  for  the   company's
stakeholders - its customers,  employees,  and  shareholders.  It  significantly
broadens the company's offerings and also improves our position as the leader in
providing  integrated project management services -- from the earliest phases of
field  development  through the  production  and  delivery of oil and gas to the
marketplace. The combination of M. W. Kellogg's engineering expertise with Brown
& Root's project management and construction  strengths enhances the competitive
position of the new  Kellogg  Brown & Root  organization.  In  addition,  we are
adding a new energy  equipment  business  segment.  The  merger  will both lower
Halliburton's  cost  structure  and  increase  its  operating  income from added
revenues. We expect that net synergistic benefits will add at least $250 million
pretax to earnings on an annualized basis."
         Bill  Bradford,  Halliburton  Company's  new  chairman  of  the  board,
commented,  "Halliburton's vision is to be the premier global solutions provider
for energy services,  engineering and construction,  and energy  equipment.  The
strategy  the  company  has  adopted  to achieve  this  vision is based upon our
commitment  to  integration  - both the  internal  integration  of all  business
operations, as well as integration of Halliburton's core competencies with those
of our  customers.  We  support  the  vision  with  four key  goals to serve our
customers  -  operational  excellence,   technological  leadership,   innovative
business relationships and maintenance of a dynamic workforce."

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         Dave Lesar, president and chief operating officer of Halliburton, said,
"The new  organizational  structure of  Halliburton  Company will now consist of
three  business  segments.  The Energy  Services  Group  business  segment  will
continue to operate with four business units.  The  Halliburton  Energy Services
business unit will now include the petroleum  services business of Dresser.  The
Brown & Root Energy Services unit adds all of Dresser's upstream engineering and
construction businesses. The Engineering and Construction Group business segment
will incorporate  Dresser's related units,  including M.W. Kellogg,  to form the
new Kellogg Brown & Root business  unit.  The Dresser  Equipment  Group business
segment will carry over in its entirety from Dresser to form a new a Halliburton
business segment. We now move forward on a fast-track to implement cost savings,
develop revenue enhancements and begin new research and development  initiatives
that will benefit future financial performance of the company."
         Earlier today Halliburton  entered into a consent decree with the U.S,.
Department of Justice requiring  divestiture of Halliburton's  current worldwide
logging-while-drilling  (LWD)  business  which in 1997 had revenues of less than
$50 million, or approximately  four-tenths of one percent (0.4%) of the combined
revenues to Halliburton and Dresser. Halliburton's existing directional drilling
and Dresser's  Sperry-Sun  division are not impacted by the decree.  In addition
Halliburton will continue to provide customers with sonic LWD services using its
existing sonic technologies.  The consent decree requires  Halliburton to divest
its LWD  business  within 180 days.  No other  Halliburton  or Dresser  business
divestitures  are required.  Halliburton has retained Warburg Dillon Read LLC to
assist it in the sale of its LWD business.
         Halliburton  Company,  founded in 1919, is the world's largest provider
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, Engineering and Construction Group, and Dresser Equipment
Group business segments. In 1997 Halliburton conducted business with a workforce
of  approximately  100,000 in over 120 countries.  The company's  World Wide Web
site can be accessed at


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