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)

                                  MAY 15, 2001

                               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







                                        1
                       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 May 15, 2001 registrant issued a press release entitled "Halliburton 2001 Shareholders' Meeting and Second Quarter Dividend" pertaining, among other things, to an announcement that at registrant's annual shareholders' meeting, registrant's shareholders elected all 13 nominees to the board of directors, ratified the appointment of Arthur Andersen LLP to audit registrant's financial statements for the year 2001 and voted against three shareholder proposals. Following the shareholders' meeting, registrant's board of directors declared a second quarter dividend of 12.5 cents per share on registrant's common stock payable June 27, 2001 to shareholders of record at the close of business on June 6, 2001. 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 May 15, 2001. 2 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: May 15, 2001 By: /s/ Susan S. Keith ------------------------------------- Susan S. Keith Vice President and Secretary 3 The Exhibit Index Appears on Page 4

EXHIBIT INDEX Exhibit Description 20 Press Release Dated May 15, 2001 Incorporated by Reference 4


FOR IMMEDIATE RELEASE               Contact: Guy T. Marcus
May 15, 2001                                 Vice President-Investor Relations
                                             214/978-2691


                     HALLIBURTON 2001 SHAREHOLDERS' MEETING
                          AND SECOND QUARTER DIVIDEND

     DALLAS,  Texas - At  Halliburton  Company's  (NYSE:HAL)  annual  meeting of
shareholders in Dallas today,  the  shareholders  elected all 13 nominees to the
board of directors, ratified the appointment of Arthur Andersen LLP to audit the
company's  financial  statements  for the year  2001,  and voted  against  three
shareholder proposals.
     Halliburton's  board now  includes  three new  directors - Kenneth T. Derr,
Aylwin B. Lewis and Debra L. Reed.  Derr,  64, is the  retired  chairman  of the
board of Chevron  Corporation;  Lewis, 46, is chief operating  officer of TRICON
Global Restaurants, Inc.; and Reed, 45, is president of San Diego Gas & Electric
Company.
     Shareholders also re-elected Lord Clitheroe, Robert L. Crandall, Charles J.
DiBona,  Lawrence S. Eagleburger,  W. R. Howell, Ray L. Hunt, David J. Lesar, J.
Landis Martin, Jay Precourt and C. J. Silas.
     At the board of directors' meeting following the shareholders' meeting, the
board  declared  a  second  quarter  dividend  of 12.5  cents  per  share on the
company's  common stock payable June 27, 2001 to  shareholders  of record at the
close of business on June 6, 2001.
     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 www.halliburton.com.

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