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) MARCH 14, 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 6 Pages The Exhibit Index Appears on Page 4INFORMATION 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 March 14, 2002 registrant issued a press release entitled "Halliburton Responds to Court Order". The following summarizes that press release: Registrant announced that on March 13, 2002, the Delaware Supreme Court issued an Order affirming without opinion the judgment of the Court of Chancery in litigation between Highlands Insurance Company and registrant. The Chancery Court had held that the fixed-cost primary insurance policies issued by Highlands Insurance Company to Brown & Root, Inc. from 1958 until 1986 terminated on January 23, 1996 at the time of the spin-off of Highlands Insurance Group, Inc. by registrant. There is more than $2 billion of excess coverage above the Highlands primary coverage. Based on a legal opinion written by outside counsel that registrant would prevail in the Highlands litigation, registrant determined to carry approximately $80 million in claim receivables against the Highlands insurance policies for settlement and defense costs and pending asbestos litigation. These receivables will likely be written off in the first quarter of 2002 and if so will result in an after tax reduction in income of $0.11 per diluted share. Please see the full text of the attached press release for further details. 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 March 14, 2002. 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: March 14, 2002 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 March 14, 2002 Incorporated by Reference Page 4 of 6 Pages The Exhibit Index Appears on Page 4
FOR IMMEDIATE RELEASE CONTACT: Wendy Hall March 14, 2002 Halliburton, Public Relations 713-676-5227 Cedric Burgher Halliburton, Investor Relations 713-676-4608 HALLIBURTON RESPONDS TO COURT ORDER DALLAS, Texas - Halliburton Company announces that, on March 13, 2002, the Delaware Supreme Court issued an Order affirming without opinion the judgment of the Court of Chancery in litigation between Highlands Insurance Company and Halliburton. The Chancery Court had held that the fixed-cost primary insurance policies issued by Highlands Insurance Company to Brown & Root, Inc. from 1958 until 1986 terminated on January 23, 1996 at the time of the spin-off of Highlands Insurance Group, Inc. by Halliburton. These policies provided primary insurance for the approximately 30,000 Brown & Root asbestos claims noted in Halliburton's Annual Report on Form 10-K filed March 12, 2002. This primary coverage represents only a portion of total insurance covering Brown & Root asbestos claims. There is more than $2 billion of excess coverage above the Highlands primary coverage. As reported in the Form 10-K, based on a written legal opinion by outside counsel that Halliburton would prevail in the Highlands litigation, Halliburton determined to carry approximately $80 million in claim receivables against the Highlands insurance policies for settlement and defense costs and pending asbestos litigation. These receivables will likely be written off in the first quarter of 2002 and if so will result in an after tax reduction in income of $0.11 per diluted share. Approximately 45% of these receivables relate to payments of settlement and defense costs already made by Halliburton. The remainder is management's estimate of insurance recoveries against future settlement payments on existing Brown & Root asbestos claims. "We are surprised by the decision of the Court and we are currently reviewing our options," said Dave Lesar, Chairman and CEO, Halliburton. "The actions of the Court only affect claims that are related to Brown & Rootoperations, which represent less than 11 percent of the total 274,000 claims outstanding at the end of last year." Doug Foshee Executive Vice President and Chief Financial Officer of Halliburton will hold a telephone conference on March 14, 2002 at 9:00 am (CST) to discuss these matters. If you plan to participate in the teleconference, please telephone (719) 457-2727 ten to fifteen minutes prior to starting time and refer to confirmation code 792467. 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. # # #