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)

                                FEBRUARY 13, 2002

                               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 5 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 February 13, 2002 registrant issued a press release entitled "Halliburton Dividend Declaration and Shareholders' Meeting". The following summarizes that press release: Registrant announced that its board of directors declared a first quarter dividend of 12.5 cents a share on registrant's common stock payable March 21, 2002, to shareholders of record at the close of business on February 28, 2002. Registrant's annual meeting of shareholders was set for May 15, 2002 in Dallas, Texas. The record date for determination of shareholders entitled to vote at such meeting is March 18, 2002. 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 February 13, 2002. Page 2 of 5 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: February 13, 2002 By: /s/ Susan S. Keith ---------------------------------------- Susan S. Keith Vice President and Secretary Page 3 of 5 Pages The Exhibit Index Appears on Page 4

EXHIBIT INDEX Exhibit Description 20 Press Release Dated February 13, 2002 Incorporated by Reference Page 4 of 5 Pages The Exhibit Index Appears on Page 4

FOR IMMEDIATE RELEASE                         Contact: Cedric Burgher
February 13, 2002                  Vice President, Investor Relations
                                                         713.676.4608

                                                           Wendy Hall
                                            Manager, Public Relations
                                                         713.676.5227


           HALLIBURTON DIVIDEND DECLARATION AND SHAREHOLDERS' MEETING


     DALLAS,  Texas - The board of directors of Halliburton  Company (NYSE: HAL)
today  declared a first quarter  dividend of 12.5 cents a share on the company's
common stock payable March 21, 2002, to  shareholders  of record at the close of
business on February 28, 2002.
     The company's  annual meeting of  shareholders  was set for May 15, 2002 in
Dallas, Texas. Record date for determination of shareholders entitled to vote at
such meeting is March 18, 2002.
     Halliburton  Company,  founded  in  1919,  is one of  the  world's  largest
providers 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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