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)

                                  JULY 22, 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 7 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 July 22, 2002 registrant issued a press release entitled "Halliburton Announces Second Quarter Charges". The text of the announcement is attached. Registrant plans to release its second quarter results on July 24, 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 July 22, 2002. Page 2 of 7 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: July 22, 2002 By: /s/ Susan S. Keith --------------------------------- Susan S. Keith Vice President and Secretary Page 3 of 7 Pages The Exhibit Index Appears on Page 4

EXHIBIT INDEX Exhibit Sequentially Number Description Numbered Page 20 Press Release of 5 of 7 July 22, 2002 Incorporated by Reference Page 4 of 7 Pages The Exhibit Index Appears on Page 4

FOR IMMEDIATE RELEASE            Contact:  Cedric Burgher
July 22, 2002                              Vice President, Investor Relations
                                           713-676-4608

                                           Wendy Hall
                                           Manager, Media Relations
                                           713-676-5227



                  HALLIBURTON ANNOUNCES SECOND QUARTER CHARGES
       Company says report provides more certainty about asbestos issues

     DALLAS - Halliburton  (NYSE:  HAL) announced  today that a study  regarding
potential future asbestos claims has been essentially completed.  Officials said
the study  conducted  by  Hamilton,  Rabinovitz  &  Alschuler,  Inc.,  a leading
econometric  firm,  will assist the Company in  estimating  the total number and
value of potential future asbestos claims.
     "This is an important  milestone  for the Company  because it provides some
certainty  regarding  the asbestos  issues for our  shareholders,  employees and
customers," said Dave Lesar,  chairman,  president and chief executive  officer,
Halliburton.
     The  completion  of the study  allows the Company to estimate  and accrue a
liability and the associated  insurance  recoveries  relating to probable future
asbestos claims in the second quarter results.  The amounts,  to be announced on
Wednesday,  July 24,  2002,  are still  being  finalized  but the charge will be
substantial and impact both continuing and discontinued operations.
     In a separate  announcement  related to the Company's  previously announced
restructuring  plans,  Halliburton  will also record a $56 million pretax charge
($0.08 per diluted share)  primarily for severance and asset  write-downs in the
second quarter results.  Remaining  restructuring  charges to be recorded by the
end of 2002 are estimated to be approximately $20 million pretax. As a result of
these actions,  Halliburton  expects to achieve  annualized pretax savings of at
least $200 million.

                                     - more-

Halliburton/Page 2 "These cost reductions, while difficult because they involve people, are essential to maintaining our market leadership," said Doug Foshee, chief financial officer, Halliburton. Additionally, Halliburton announced today that it has decided to exit the pipe coating business. This follows the Company's strategic review and identification of non-core assets. In connection with this decision, Halliburton will recognize a pretax loss of $61 million or $0.14 per diluted share. Halliburton also announced today that its KBR unit will record a pretax loss of $119 million on an offshore engineering and construction job in second quarter 2002. The impact on earnings per share will be approximately $0.25, subject to finalizing tax impacts of the loss. The Company expects to file claims relating to this charge in the third quarter and at that time will reassess its position on the probability of collecting these claims. In accordance with the Company's accounting practice, it will record as revenue all amounts where recovery is deemed probable. Furthermore, KBR announced today that it will no longer pursue engineering, procurement, installation and commissioning (EPIC) contracts for the offshore oil and gas industry where it is required to make lump sum, fixed price commitments. KBR will continue its active participation and leadership in the offshore engineering and construction market through cost reimbursable arrangements. The Company has a number of EPIC projects underway and is fully committed to successful completion of these projects and plans to retain its excellent offshore engineering and services capability. "Our decision to exit this sector of the business stems from the growing imbalance in the risk and reward available on these offshore EPIC projects," said Mr. Lesar. "Offshore services will continue to be a strategic component of our portfolio as the worldwide need for more oil and gas is driving a growing market for the type of segmented services that our Company provides. We are committed to providing these services in a manner that mutually benefits our customers and our shareholders." The Company will discuss second quarter results in more detail in its earnings teleconference on July 24, 2002 at 9:00 A.M. CDT. -more-

Halliburton/Page 3 KBR, a wholly owned subsidiary of Halliburton provides a range of services to the offshore oil and gas industry including project management, engineering, procurement, construction management, production services, and operations and maintenance. These services will continue to be provided through a variety of contracting forms other than EPIC. Additionally, KBR will continue to provide services through its deepwater group, which specializes in hulls, moorings, risers and Subsea systems; GVAC, a world leader in semi-submersible design; and Granherne's field development conceptual engineering and consultancy. KBR is an international, technology-based engineering and construction company, which provides a full spectrum of industry-leading services for governments and public infrastructure, and to the hydrocarbon, chemical, energy, and forest products industries. Halliburton 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. ###