SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* LESAR DAVID J (Last) (First) (Middle) 1401 MCKINNEY SUITE 2400 (Street) HOUSTON TX 77010 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol HALLIBURTON CO [ HAL ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) Chairman, Pres. and CEO
	3. Date of Earliest Transaction (Month/Day/Year) 04/18/2005
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/18/2005		M		2,000	A	$16.56	795,785	D
Common Stock	04/18/2005		S(1)		2,000	D	$40.52	793,785	D
Common Stock								20,000	I	Partnership

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option to Buy Common Stock	$22.75	04/18/2005		M			2,000	12/06/1996	12/06/2005	Common Stock	50,000	(2)	48,000	D
Option to Buy Common Stock	$44.08							03/03/2005	03/03/2015	Common Stock	100,000		100,000	D
Option to Buy Common Stock	$38.61							12/02/2004	12/02/2014	Common Stock	69,000		69,000	D
Option to Buy Common Stock	$26.03							01/02/2004	01/02/2014	Common Stock	100,000		100,000	D
Option to Buy Common Stock	$26.437							02/14/1997	02/14/2006	Common Stock	30,000		30,000	D
Option to Buy Common Stock	$29.56							12/04/1997	12/04/2006	Common Stock	80,000		80,000	D
Option to Buy Common Stock	$54.5							12/03/1998	12/03/2007	Common Stock	60,000		60,000	D
Option to Buy Common Stock	$28.125							12/02/1999	12/02/2008	Common Stock	65,000		65,000	D
Option to Buy Common Stock	$39.5							12/02/2000	12/02/2009	Common Stock	260,100		260,100	D
Option to Buy Common Stock	$51.5							09/14/2001	09/14/2010	Common Stock	300,000		300,000	D
Option to Buy Common Stock	$31.55							04/01/2003	07/19/2011	Common Stock	154,408		154,408	D

Explanation of Responses:

1. The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 18, 2005.

2. Options disposed of through exercise pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 18, 2005.

Remarks:

	Margaret E. Carriere, by Power of Attorney	04/19/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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