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)

                                OCTOBER 18, 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






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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 October 18, 2001 registrant issued a press release entitled "Halliburton and DSND Sign Letter of Intent to Form New Subsea Company" pertaining, among other things, to an announcement that Halliburton Subsea, a business unit of registrant's Energy Services Group, and Norwegian-based DSND Subsea have signed a letter of intent to combine their respective subsea interests in the upstream oil and gas industry. The two companies have agreed to terms subject to due diligence, regulatory approval and board approvals. The new company plans to start operations on January 1, 2002. Registrant and DSND will both have a 50 percent shareholding in the new company. 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 October 18, 2001. Page 2 of 6 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: October 18, 2001 By: /s/ Susan S. Keith --------------------------------------- Susan S. Keith Vice President and Secretary Page 3 of 6 Pages The Exhibit Index Appears on Page 4

EXHIBIT INDEX Exhibit Description 20 Press Release Dated October 18, 2001 Incorporated by Reference Page 4 of 6 Pages The Exhibit Index Appears on Page 4

FOR IMMEDIATE RELEASE               CONTACT: Wendy Hall
October 18, 2001                             Halliburton
                                             (713) 676-5227
                                             wendy.hall@halliburton.com

                                             Geir Aune
                                             DSND
                                             +47 92225459


               HALLIBURTON AND DSND SIGN LETTER OF INTENT TO FORM
                               NEW SUBSEA COMPANY

          Combination of Subsea Interests Poised to Meet Growth in the
                          Upstream Oil and Gas Market

DALLAS, Texas - Halliburton Subsea, a business unit of Halliburton's (NYSE: HAL)
Energy Services Group, and Norwegian-based  DSND Subsea ASA (OSE: SFJ) announced
today that the two  companies  have  signed a letter of intent to combine  their
respective subsea interests in the upstream oil and gas industry.  The companies
have agreed to terms  subject to due  diligence,  regulatory  approval and board
approvals. The new company plans to start operations on January 1, 2002.
     A new company will be formed combining  assets,  people,  ongoing contracts
and  intellectual  property of the two  parties.  The new entity,  which will be
headquartered  in  Aberdeen,  Scotland,  will  have  regional  bases in  Norway,
Singapore,  Brazil and the  United  States  and will  control  23  modern,  high
specification  dynamically  positioned  ships  capable of  deepwater  reeled and
flexible  pipelay,  deepwater  subsea  construction  and  saturation  diving and
survey. In addition, the new company will have a fleet of more than 100 remotely
operated  vehicles (ROVs) and three pipeline  construction  yards.  The combined
staff of 4,000 people will include 500 professionally qualified engineers with a
strong  emphasis  on  subsea  field   development   and  robotic   intervention.
Halliburton  and DSND  will  both  have a 50  percent  shareholding  in this new
company.
     "This new company will solidify  Halliburton's  presence in the high growth
global  deepwater  subsea  industry,  and the structure  allows  Halliburton  to
contribute  assets,   contracts  and  personnel  without  investing   additional

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capital," said Dave Lesar, chairman, president and chief executive officer of Halliburton. "There is an excellent strategic fit both technically and geographically between the parties, and the new company will be well placed to service both the traditional and deepwater growth markets." "The creation of the new company allows us to implement the strategy of becoming one of the world's leading subsea contractors faster than if we were to continue to build the business through organic growth. Better market access and higher utilization of the existing fleet is expected to have a strong impact on the bottom line", says Diderik Schnitler, Chairman of DSND Subsea's Board of Directors. "The new company will be able to offer total packages within a wider scope of services. This means a more competitive position, more efficient procurement, a better product range, and a more flexible utilization of the fleet and professional project management." Fifty percent of the 1,900 subsea wells worldwide are located in the North Sea. The future growth will come from the deepwater provinces of the Gulf of Mexico, West Africa, Brazil and the Asia Pacific region. In addition to a presence in the United Kingdom and Norway, the new company will have an established operational presence in each of the growth markets and will be poised to support the projected increase in subsea activities in these geographic areas. DSND Subsea was established in 1854 and is a leading subsea contractor that is engaged in the North Sea, Gulf of Mexico, Brazil and West Africa. The company operates a fleet of 35 vessels and employs 2,000 people. The company played a major role in salvaging the Russian submarine "Kursk". The company's Word Wide Web site can be accessed at www.dsnd.co.uk. Halliburton, 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. # # # Page 6 of 6 Pages The Exhibit Index Appears on Page 4