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)

                                 APRIL 26, 2000

                               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






                               Page 1 of 13 Pages
                       The Exhibit Index Appears on Page 4

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 April 26, 2000 registrant issued a press release entitled "Halliburton Announces First Quarter 11 Cents Per Share Before Gain on Sale - Also to Sell Dresser Equipment Group and Implement Share Repurchase Program," pertaining to, among other things, the announcement that registrant's board of directors approved plans to sell registrant's Dresser Equipment Group business segment and implement a share repurchase program for up to 44 million shares, or about 10 percent of registrant's outstanding common stock. Registrant also reported 2000 first quarter net income of $264 million, or $.59 per share diluted. These amounts included an after-tax gain of $215 million, or $.48 per share diluted on the sale of registrant's 51 percent equity interest in the Dresser-Rand joint venture. Excluding that gain, net income was $49 million or $.11 per share diluted. Registrant's 1999 first quarter net income was $62 million or $.14 per share diluted, after recognizing an after-tax charge of $19 million, or $.04 per share diluted, related to a change in accounting method. Revenues from continuing operations were $2.9 billion in the 2000 first quarter, a decline of 12 percent from the 1999 first 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 April 26, 2000. Page 2 of 13 Pages The Exhibit Index Appears on Page 4

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: April 27, 2000 By: /s/ Susan S. Keith --------------------------------- Susan S. Keith Vice President and Secretary Page 3 of 13 Pages The Exhibit Index Appears on Page 4

EXHIBIT INDEX Exhibit Sequentially Number Description Numbered Page 20 Press Release of 5 of 13 April 26, 2000 Incorporated by Reference Page 4 of 13 Pages The Exhibit Index Appears on Page 4


FOR IMMEDIATE RELEASE               Contact: Guy T. Marcus
April 26, 2000                               Vice President-Investor Relations
                                             214/978-2691

             HALLIBURTON ANNOUNCES FIRST QUARTER 11 CENTS PER SHARE
           BEFORE GAIN ON SALE - ALSO TO SELL DRESSER EQUIPMENT GROUP
                     AND IMPLEMENT SHARE REPURCHASE PROGRAM

         DALLAS,  Texas -- Halliburton  Company (NYSE:HAL)  announces today that
its board of directors  approved plans to sell the company's  Dresser  Equipment
Group (DEG) business segment and implement a share repurchase  program for up to
44  million  shares,  or about 10 percent of the  company's  outstanding  common
stock.

         Separately,  Halliburton  reports 2000 first quarter net income of $264
million, or $ .59 per share diluted.  These amounts include an after-tax gain of
$215 million,  or $ .48 per share diluted, on the February sale of the company's
51  percent  equity  interest  in  the  segment's  Dresser-Rand  joint  venture.
Excluding that gain, net income was $49 million or $ .11 per share diluted.  The
Dresser Equipment Group is now accounted for as discontinued operations.  In the
1999 first quarter  Halliburton's net income was $62 million, or $ .14 per share
diluted,  after  recognizing  an after-tax  charge of $19 million,  or $ .04 per
share diluted, related to a change in accounting method.

         Revenues from continuing operations were $2.9 billion in the 2000 first
quarter, a decline of 12 percent from the 1999 first quarter. A drop in revenues
experienced by the Engineering and  Construction  Group business segment was the
principal cause for the decline.

Plans to Sell DEG and Repurchase Common Stock
         Dick Cheney,  Halliburton's  chairman of the board and chief  executive
officer, said,  "Halliburton  originally obtained the DEG business operations as
part of the Dresser  Industries  acquisition in 1998.  The previously  announced
sales of DEG's  interests in the  Dresser-Rand  (DR) and Ingersoll  Dresser Pump
(IDP) joint  ventures  prompted a thorough  review of DEG's  remaining  lines of
business.  It has now been determined  that these  businesses do not closely fit
Halliburton's  core businesses and long-term goals and objectives.  The eventual
disposition of these  businesses  will benefit  Halliburton by bringing  sharper
focus of the company's resources on its core business activities.  Proceeds from
the recent sales of DEG's  interests in DR and IDP, and from the planned sale of
the remaining  businesses,  will be used by  Halliburton  for a  combination  of
acquisitions   supporting   core   activities   and  for   internal   investment
opportunities."
                                     -more-

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                       The Exhibit Index Appears on Page 4

Halliburton Company page 2 "The sales of DEG's remaining businesses are not expected to close until the fourth quarter of 2000 or first quarter of 2001. Since we cannot predict the timing of future acquisitions which will replace the earnings from DEG, we feel the implementation of a share repurchase program is timely and is an appropriate means of utilizing the company's strong and liquid balance sheet in the interim," continued Cheney. "The share repurchase program will be used in combination with other investments designed to contribute to growth of long-term shareholder value." The share repurchases will be effected from time-to-time through open market purchases or privately negotiated transactions. 2000 First Quarter Segment Results The Energy Services Group business segment's revenues were $1.7 billion, down two percent from the first quarter of 1999. Revenues in the United States increased by 12 percent compared to the year earlier quarter. International revenues continued to lag in the first quarter and, as a result, were seven percent lower than a year ago and represented approximately 68 percent of the segment's total revenues. Pressure pumping services and Landmark Graphics Corporation led the way with year-over-year revenue increases of 12 percent and 10 percent, respectively. The upstream engineering and construction revenues of Brown & Root Energy Services declined eight percent in the 2000 first quarter compared to the year ago quarter. Despite lower revenues, the Energy Services Group's operating income increased by nine percent to $62 million in the 2000 first quarter, compared to $57 million in the 1999 first quarter. The segment's improved profitability was principally the result of higher revenues and operating margins experienced in the United States by Halliburton Energy Services. The Engineering and Construction Group business segment's 2000 first quarter revenues were $1.1 billion, down two percent sequentially and down 25 percent from the 1999 first quarter. The year-over-year decline is associated with lower levels of activity experienced by Kellogg Brown & Root's downstream petroleum industry business. The Engineering and Construction Group's operating income in the 2000 first quarter was $36 million, a decline of 38 percent from the 1999 first quarter, primarily related to the decline of revenues. As previously mentioned, Halliburton plans to sell the Dresser Equipment Group, and the Group's financial results are now being accounted for as discontinued operations. The net income recognized by these discontinued operations was $22 million, or $ .05 diluted per share, in the 2000 first quarter compared to $28 million, or $ .06 diluted per share, in the 1999 first quarter. -more- Page 6 of 13 Pages The Exhibit Index Appears on Page 4

Halliburton Company page 3 Technology and Business Successes During the 2000 first quarter Halliburton achieved a number of technology and business successes, including: o Halliburton Company and Science Applications International Corporation (SAIC) announced their intent to form a venture to provide web-based portals tailored to enhance the way upstream E&P professionals are hosted. Through Knowledge Service Providers (KSP) -- which provide an integrated set of software applications, data integration and collaboration capabilities -- teams of industry scientists, engineers, and investment analysts will be able to collaborate more effectively by working together and exchanging information interactively over a secure network. o During the first quarter Halliburton announced the appointment of Robert Heinemann as Halliburton's Chief Technology Officer. Heinemann, a 20-year Mobil Oil Corporation veteran, most recently served as vice president of Mobil Technology Company. o Halliburton acquired the remaining shares of PES (International) Limited (PES), the recognized market leader in intelligent completion solutions. PES, combined with Halliburton's SmartWell(TM) technology, is revolutionizing reservoir optimization. o As a result of the PES acquisition, Shell International Exploration and Production and Halliburton Company signed a Memorandum of Understanding in April to establish a 50-50 joint venture to be called WellDynamic to further develop and market Halliburton's SmartWell technology and Shell's iWell(TM) technology to the oil and gas industry on a global basis. o Sperry-Sun Drilling Services and Landmark Graphics Corporation introduced their RESolution 3D(TM) system. This complete, real-time, 3D drilling and reservoir solution system revolutionizes the drilling decision-making process by enabling real-time visualization and updating of earth models in both rig and office settings. o Sperry-Sun also introduced the Geo-Pilot(TM) rotary steerable system. Designed to drill a higher quality wellbore and minimize hole spiraling, Geo-Pilot(TM) should have a profound impact on drilling. -more- Page 7 of 13 Pages The Exhibit Index Appears on Page 4

Halliburton Company page 4 o Kellogg Brown & Root formed an alliance with Fortum Oil & Gas to offer a new process technology for high octane gasoline. The technology, called NExOCTANE, will enable refiners to resolve how to replace methyl tertiary butylether (MTBE) in gasoline production and how best to utilize "stranded MTBE" facilities and feedstocks. The new technology offers a high-octane replacement product called isooctane at a high efficiency and low capital cost. o During the first quarter, Shell Petroleum Development Company (SPDC) of Nigeria Limited and its partners awarded Brown & Root Energy Services a contract, valued at approximately US $300 million, to work on the development of the first major offshore oil and gas facility for SPDC in Nigeria. o Halliburton Energy Services announced that Halliburton Worldwide Limited has been awarded a five-year pressure pumping services contract for Petroleum Development Oman. The five-year contract was effective February 1, 2000 and incorporates cementing, stimulation, coiled tubing, nitrogen, special tools and gravel pack. o Halliburton's Brown & Root Energy Services and Halliburton Energy Services business units continue to work towards finalizing an agreement with the Barracuda & Caratinga Development Corporation (BCDC) for the development of both the Barracuda and the Caratinga offshore fields in Brazil. The contract is valued at more than $2.5 billion. Dick Cheney Comments "Halliburton operates an extensive worldwide business infrastructure in over 120 countries. While low levels of international business activity have hampered the company's financial progress in recent quarters, I am enthusiastic about the second half of the year and the future outlook for our strong international business operations. We are now beginning to see indications of an upward turn in international customer spending. This will lead to increased utilization of our infrastructure and will benefit our future financial results," commented Dick Cheney. 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 and Engineering and Construction Group business segments. The company's World Wide Web site can be accessed at http://www.halliburton.com. -more- Page 8 of 13 Pages The Exhibit Index Appears on Page 4

Halliburton Company page 5 ================================================================================ NOTE: In accordance with the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995, Halliburton Company cautions that statements in this press release which are forward looking and which provide other than historical information involve risks and uncertainties that may impact the company's actual results of operations. Please see Halliburton's Annual Report on Form 10-K for the year ended December 31, 1999 for a more complete discussion of such risk factors. ### Page 9 of 13 Pages The Exhibit Index Appears on Page 4

HALLIBURTON COMPANY Consolidated Statements of Income (Unaudited) Quarter Ended March 31 ----------------------------------------- 2000 1999 ----------------- ---------------- Millions of dollars except per share data Revenues Energy Services Group $ 1,723 $ 1,753 Engineering and Construction Group 1,136 1,508 --------- --------- Total revenues $ 2,859 $ 3,261 ========= ========= Operating income Energy Services Group $ 62 $ 57 Engineering and Construction Group 36 58 General corporate (17) (17) --------- --------- Total operating income 81 98 Interest expense (33) (35) Interest income 7 31 Foreign currency losses, net (4) (1) Other nonoperating, net - 2 --------- --------- Income from continuing operations before income taxes, minority interests, and change in accounting method 51 95 Provision for income taxes (20) (38) Minority interest in net income of subsidiaries (4) (4) --------- --------- Income from continuing operations before change in accounting method 27 53 Discontinued operations: Income from discontinued operations 22 28 Gain on disposal of discontinued operations 215 - --------- --------- Total discontinued operations 237 28 Cumulative effect of change in accounting method, net - (19) --------- --------- Net income $ 264 $ 62 ========= ========= Basic income per share: Continuing operations before change in accounting method $ 0.06 $ 0.12 Income from discontinued operations 0.05 0.06 --------- --------- 0.11 0.18 Gain on disposal of discontinued operations 0.49 - Change in accounting method - (0.04) --------- --------- Net income $ 0.60 $ 0.14 ========= ========= Diluted income per share: Continuing operations before change in accounting method $ 0.06 $ 0.12 Income from discontinued operations 0.05 0.06 --------- --------- 0.11 0.18 Gain on disposal of discontinued operations 0.48 - Change in accounting method - (0.04) --------- --------- Net income $ 0.59 $ 0.14 ========= ========= Basic average common shares outstanding 442 440 Diluted average common shares outstanding 444 442 Page 10 of 13 Pages The Exhibit Index Appears on Page 4

HALLIBURTON COMPANY Pro Forma Statements of Income (Unaudited) Quarter Ended March 31 ----------------------------------------- 2000 1999 --------------- ------------------- Millions of dollars except per share data Revenues Energy Services Group $ 1,723 $ 1,753 Engineering and Construction Group 1,136 1,508 Dresser Equipment Group 337 663 --------- --------- Total revenues $ 3,196 $ 3,924 ========= ========= Operating income Energy Services Group $ 62 $ 57 Engineering and Construction Group 36 58 Dresser Equipment Group 36 54 General corporate (17) (17) --------- --------- Total operating income 117 152 Interest expense (34) (36) Interest income 8 32 Foreign currency losses, net (4) (1) Other nonoperating, net - 2 --------- --------- Pro forma income before income taxes, minority interests, and change in accounting method 87 149 Provision for income taxes (34) (60) Minority interest in net income of subsidiaries (4) (8) --------- --------- Pro forma income before change in accounting method 49 81 Cumulative effect of change in accounting method, net - (19) --------- --------- Pro forma net income $ 49 $ 62 ========= ========= Basic pro forma income per share: Before change in accounting method $ 0.11 $ 0.18 Change in accounting method - (0.04) --------- --------- Pro forma net income $ 0.11 $ 0.14 ========= ========= Diluted pro forma income per share: Before change in accounting method $ 0.11 $ 0.18 Change in accounting method - (0.04) --------- --------- Pro forma net income $ 0.11 $ 0.14 ========= ========= Basic average common shares outstanding 442 440 Diluted average common shares outstanding 444 442 Note: The above pro forma financial information is for comparative purposes. This pro forma income statement excludes the gain on sale of the Dresser-Rand joint venture and treats Dresser Equipment Group as continuing operations. Page 11 of 13 Pages The Exhibit Index Appears on Page 4

HALLIBURTON COMPANY Supplemental Restated Financial Information Millions of dollars (Unaudited) 1999 --------------------------------------------------------- Quarter ended --------------------------------------------- Mar 31 Jun 30 Sep 30 Dec 31 Year --------- --------- --------- --------- --------- Revenues Energy Services Group $ 1,753 $ 1,681 $ 1,700 $ 1,865 $ 6,999 Engineering and Construction Group 1,508 1,372 1,273 1,161 5,314 --------- --------- --------- --------- --------- Total revenues $ 3,261 $ 3,053 $ 2,973 $ 3,026 $ 12,313 ========= ========= ========= ========= ========= Operating income Energy Services Group $ 57 $ 49 $ 56 $ 60 $ 222 Engineering and Construction Group 58 64 41 40 203 Special charges / credits - 47 - - 47 General corporate (17) (17) (16) (21) (71) --------- --------- --------- --------- --------- Total operating income 98 143 81 79 401 --------- --------- --------- --------- --------- Other (2) (51) (10) (30) (93) (Provision) benefit for income taxes (39) (32) (27) (19) (117) Minority interest in earnings (4) (5) (4) (4) (17) Change in accounting method (19) - - - (19) --------- --------- --------- --------- --------- Net income (loss) $ 34 $ 55 $ 40 $ 26 $ 155 ========= ========= ========= ========= ========= Diluted income (loss) per share Continuing operations $ 0.12 $ 0.13 $ 0.09 $ 0.06 $ 0.40 Change in accounting method (0.04) - - - (0.04) --------- --------- --------- --------- --------- Net income (loss) $ 0.08 $ 0.13 $ 0.09 $ 0.06 $ 0.36 ========= ========= ========= ========= ========= Backlog $ 9,999 $ 9,449 $ 9,486 $ 9,145 Depreciation / amortization $ 120 $ 124 $ 135 $ 132 $ 511 Capital expenditures $ 129 $ 110 $ 147 $ 134 $ 520 Discontinued operations Revenues $ 663 $ 617 $ 560 $ 745 $ 2,585 ========= ========= ========= ========= ========= Operating income $ 54 $ 53 $ 33 $ 109 $ 249 Other (1) 1 (1) (1) (2) (Provision) benefit for income taxes (21) (21) (13) (42) (97) Minority interest in earnings (4) (5) (1) (16) (26) Gain on disposal of discontinued operations - - - 159 159 --------- --------- --------- --------- --------- Net income (loss) $ 28 $ 28 $ 18 $ 209 $ 283 ========= ========= ========= ========= ========= Diluted income (loss) per share Income from discontinued operations $ 0.06 $ 0.06 $ 0.04 $ 0.11 $ 0.27 Gain on disposal of discontinued operations - - - 0.36 0.36 --------- --------- --------- --------- --------- Net income (loss) $ 0.06 $ 0.06 $ 0.04 $ 0.47 $ 0.63 ========= ========= ========= ========= ========= Backlog $ 1,370 $ 1,397 $ 1,395 $ 1,022 Depreciation / amortization $ 24 $ 22 $ 22 $ 20 $ 88 Capital expenditures $ 14 $ 14 $ 19 $ 26 $ 73 Note: The above financial information has been restated to reflect Dresser Equipment Group as discontinued operations. Page 12 of 13 Pages The Exhibit Index Appears on Page 4

HALLIBURTON COMPANY Supplemental Restated Financial Information Millions of dollars (Unaudited) 1998 --------------------------------------------------------- Quarter ended --------------------------------------------- Mar 31 Jun 30 Sep 30 Dec 31 Year --------- --------- --------- --------- --------- Revenues Energy Services Group $ 2,285 $ 2,381 $ 2,163 $ 2,180 $ 9,009 Engineering and Construction Group 1,347 1,438 1,380 1,330 5,495 --------- --------- --------- --------- --------- Total revenues $ 3,632 $ 3,819 $ 3,543 $ 3,510 $ 14,504 ========= ========= ========= ========= ========= Operating income Energy Services Group $ 283 $ 304 $ 263 $ 121 $ 971 Engineering and Construction Group 59 74 54 50 237 Special charges / credits - - (924) (35) (959) General corporate (20) (19) (20) (20) (79) --------- --------- --------- --------- --------- Total operating income 322 359 (627) 116 170 --------- --------- --------- --------- --------- Other (22) (25) (32) (36) (115) (Provision) benefit for income taxes (112) (124) 118 (37) (155) Minority interest in earnings (5) (6) (5) (4) (20) --------- --------- --------- --------- --------- Net income (loss) $ 183 $ 204 $ (546) $ 39 $ (120) ========= ========= ========= ========= ========= Diluted income (loss) per share Continuing operations $ 0.41 $ 0.46 $ (1.24) $ 0.09 (0.27) --------- --------- --------- --------- --------- Net income (loss) $ 0.41 $ 0.46 $ (1.24) $ 0.09 $ (0.27) ========= ========= ========= ========= ========= Backlog $ 10,610 $ 11,715 $ 11,249 $ 9,866 Depreciation / amortization $ 125 $ 117 $ 131 $ 127 $ 500 Capital expenditures $ 214 $ 226 $ 196 $ 205 $ 841 Discontinued operations Revenues $ 623 $ 766 $ 681 $ 779 $ 2,849 ========= ========= ========= ========= ========= Operating income $ 39 $ 77 $ 50 $ 61 $ 227 Other (1) (2) - - (3) (Provision) benefit for income taxes (16) (29) (21) (24) (90) Minority interest in earnings (2) (7) (10) (10) (29) --------- --------- --------- --------- --------- Net income (loss) $ 20 $ 39 $ 19 $ 27 $ 105 ========= ========= ========= ========= ========= Diluted income (loss) per share Income from discontinued operations $ 0.05 $ 0.09 $ 0.04 $ 0.06 $ 0.24 --------- --------- --------- --------- --------- Net income (loss) $ 0.05 $ 0.09 $ 0.04 $ 0.06 $ 0.24 ========= ========= ========= ========= ========= Backlog $ 1,693 $ 1,655 $ 1,564 $ 1,311 Depreciation / amortization $ 23 $ 26 $ 20 $ 18 $ 87 Capital expenditures $ 13 $ 17 $ 21 $ 22 $ 73 Note: The above financial information has been restated to reflect Dresser Equipment Group as discontinued operations. Page 13 of 13 Pages The Exhibit Index Appears on Page 4