UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
Form
11-K
(X) Annual
Report pursuant to Section 15(d) of The Securities Exchange Act of
1934.
For
the fiscal year ended December 31, 2004.
or
(
) Transition
Report pursuant to Section 15(d) of The Securities Exchange Act of
1934.
For the
transition period from ______________ to ___________.
Commission
file number 1-3492
A. Full
title of the plan and the address of the plan, if different from that of the
issuer named below:
Halliburton
Savings Plan
10200
Bellaire Blvd.
Building
91, Room 2NE18B
Houston,
TX 77072
B. Name of
issuer of the securities held pursuant to the plan and the address of its
principal executive office:
Halliburton
Company
(a
Delaware Corporation)
75-2677995
140l
McKinney, Suite 2400
Houston,
Texas 77010
Telephone
Number - (713) 759-2600
Required
Information
The
following financial statements prepared in accordance with the financial
reporting requirements of the Employee Retirement Income Security Act of 1974,
signature and exhibits are filed for the Halliburton Savings Plan:
Financial
Statements and Supplemental Schedule
Reports
of Independent Registered Public Accounting Firms
Statements
of Net Assets Available for Plan Benefits -- December 31, 2004 and
2003
Statement
of Changes in Net Assets Available for Plan Benefits -- Year ended December 31,
2004
Notes to
Financial Statements - December 31, 2004 and 2003
Supplemental
Schedule H, Line 4i - Schedule of Assets (Held at End of Year) --
December 31, 2004
Signature
Exhibits
Consent
of Harper & Pearson Company, P.C. (Exhibit 23.1)
Consent
of KPMG LLP (Exhibit 23.2)
HALLIBURTON
SAVINGS PLAN
Table
of Contents
|
Page | |
|
Reports
of Independent Registered Public Accounting Firms |
1-2 |
|
Statements
of Net Assets Available for Plan Benefits |
|
|
December
31, 2004 and 2003 |
3 |
|
Statement
of Changes in Net Assets Available for Plan Benefits |
|
|
Year
ended December 31, 2004 |
4 |
|
Notes
to Financial Statements |
|
|
December
31, 2004 and 2003 |
5-13 |
|
Supplemental
Schedule |
|
|
Schedule
H, Line 4i - Schedule of Assets (Held at End of Year) |
|
|
December
31, 2004 |
14 |
Schedules
not listed above are omitted because of the absence of conditions under which
they are required under the Department of Labor’s Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974.
Report
of Independent Registered Public Accounting Firm
To the
Benefits Committee of
Halliburton
Savings Plan
Houston,
Texas
We have
audited the accompanying statement of net assets available for plan benefits of
the Halliburton
Savings Plan (the
“Plan”) as of December
31, 2004, and the
related statement of changes in net assets available for plan benefits for the
year then ended. These financial statements are the responsibility of the Plan’s
management. Our responsibility is to express an opinion on these financial
statements based on our audit. The financial statements of the Plan as of
December 31, 2003 were audited by other auditors whose report dated June 25,
2004, expressed an unqualified opinion on those statements.
We
conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our
opinion, the financial statements referred to above present fairly, in all
material respects, the net assets available for plan benefits of the Plan as of
December
31, 2004, and the
changes in its net assets available for plan benefits for the year then ended in
conformity with generally accepted accounting principles in the United States of
America.
Our audit
was conducted for the purpose of forming an opinion on the basic financial
statements taken as a whole. The supplemental schedule of assets (held at end of
year) is presented for the purpose of additional analysis and is not a required
part of the basic financial statements but is supplementary information required
by the Department of Labor’s Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974. The supplemental
schedule is the responsibility of the Plan’s management. The supplemental
schedule has been subjected to the auditing procedures applied in the audit of
the basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
/s/
Harper & Pearson Company, P.C.
Houston,
Texas
March 24,
2005
Report
of Independent Registered Public Accounting Firm
To the
Halliburton Company
Benefits
Committee:
We have
audited the accompanying statement of net assets available for plan benefits of
the Halliburton Savings Plan (the Plan) as of December 31, 2003. This financial
statement is the responsibility of the Plan’s management. Our responsibility is
to express an opinion on the financial statement based on our
audit.
We
conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our
opinion, the financial statement referred to above presents fairly, in all
material respects, the net assets available for plan benefits of the Plan as of
December 31, 2003, in conformity with U.S. generally accepted accounting
principles.
/s/ KPMG
LLP
Houston,
Texas
June 25,
2004
2
HALLIBURTON
SAVINGS PLAN
Statements
of Net Assets Available for Plan Benefits
December
31, 2004 and 2003
|
2004 |
2003 |
||||||
|
Assets |
|||||||
|
Investments,
at fair value |
|||||||
|
Cash
and cash equivalents |
$ |
54,401 |
$ |
61,878 |
|||
|
Plan
interest in Master Trust |
3,195,267 |
2,714,555 |
|||||
|
Participant
loans |
57,502 |
46,824 |
|||||
|
Total
investments |
3,307,170 |
2,823,257 |
|||||
|
Receivables |
|||||||
|
Plan
participants’ contributions |
3,264 |
2,875 |
|||||
|
Plan
participants’ loan repayments |
- |
794 |
|||||
|
Total
receivables |
3,264 |
3,669 |
|||||
Net
assets available for plan benefits |
$ |
3,310,434 |
$ |
2,826,926 |
|||
See
accompanying notes to financial statements.
3
HALLIBURTON
SAVINGS PLAN
Statement
of Changes in Net Assets Available for Plan Benefits
Year
ended December 31, 2004
|
Additions: |
||||
|
Contributions |
||||
|
Company,
net of forfeitures |
$ |
60,252 |
||
|
Plan
participants |
76,530 |
|||
|
Investment
income, net |
||||
|
Plan
interest in Master Trust investment gain |
683,838 |
|||
|
Interest
on loans to participants |
3,103 |
|||
|
Total
additions |
823,723 |
|||
|
Deductions: |
||||
|
Benefits
paid to participants |
(340,215 |
) | ||
|
Total
deductions |
(340,215 |
) | ||
|
Net
increase in net assets available for plan benefits |
483,508 |
|||
|
Net
assets available for plan benefits, beginning of year |
2,826,926 |
|||
Net
assets available for plan benefits, end of year |
$ |
3,310,434 |
See
accompanying notes to financial statements.
4
HALLIBURTON
SAVINGS PLAN
Notes to
Financial Statements
December
31, 2004 and 2003
(1)
Description
of the Plan
The
Halliburton Savings Plan (the “Plan”) is a defined contribution plan for certain
qualified employees of Halliburton Company and certain subsidiaries (the
“Company”). The Plan was established in accordance with Sections 401(a) and
401(k) of the Internal Revenue Code of 1986, as amended (“IRC”) and is subject
to the provisions of the Employee Retirement Income Security Act of 1974, as
amended (“ERISA”). The following description of the Plan provides only general
information. Participants should refer to the Plan document or summary plan
description for a more complete description of the Plan’s
provisions.
(a)
Eligibility
Certain
employees of the Company are eligible for participation in the Plan upon
completion of three months of service. The Company has specifically extended
participation to certain employees covered by a collective bargaining
agreement.
(b)
Contributions
Participants
may elect to contribute to the tax deferred savings and/or after-tax features of
the Plan through periodic payroll deductions. These contributions are limited to
an aggregate of 25% of the participant’s eligible earnings of up to $205,000;
the total amount of participant tax deferred savings contributions is limited to
$13,000 for 2004. Any contributions in excess of the $13,000 limit are
automatically made to the participant’s after-tax account. The Company makes
matching contributions to certain groups of participants based on separate
formulas set forth in the plan document.
Participants
who are age 50 or older before the close of the Plan year may elect to make a
catch-up contribution, subject to certain limitations under the IRC ($3,000 per
participant in 2004).
Employees
are permitted to rollover pre-tax and after-tax amounts with earnings held in
other qualified plans or individual retirement accounts (IRAs) into the Plan, as
specified in the Plan document.
(c)
Plan
Accounts
The
Company has entered into a master trust agreement known as the Halliburton
Company Employee Benefit Master Trust (the “Master Trust”). The Master Trust was
established for the collective investment of certain defined contribution and
defined benefit plans sponsored by the Company or its affiliates. The Plan
maintains a clearing account, which invests in a short term investment fund to
facilitate the payment of benefits and receipt of contributions to the
Plan.
5
HALLIBURTON
SAVINGS PLAN
Notes to
Financial Statements
December
31, 2004 and 2003
(d) Investment
Elections and Transfers
Contributions
and participant account balances may be directed to one of eleven funds or a
combination of funds. The assets of the funds are held in the Master Trust (see
note 3). Participants may direct up to a maximum of 15% of their contributions
to the Halliburton Stock Fund (“HSF”).
The Plan
allows participants to make daily transfers of their account balances among the
funds. The amount of the transfer may be all or any portion of the participant’s
account balance. The Plan imposes a fifteen calendar-day waiting period on
transfers involving the Non-U.S. Equity Fund.
(e) Administration
The
Halliburton Company Benefits Committee (the “Committee”) controls and manages
the operation and administration of the Plan. State Street Bank and Trust
Company (“State Street”) is the Plan’s trustee, and Hewitt Associates LLC is the
recordkeeper.
(f)
Participant
Loans
A
participant may borrow from their vested account balance a minimum of $1,000 up
to a maximum equal to the lesser of $50,000 (reduced by the highest outstanding
loan balance in all Company sponsored plans in the prior twelve months) or 50%
of their vested account balance. A participant may not have more than one loan
outstanding at any time. Loans bear interest at the current prime rate, plus 1%
as published in the Wall Street Journal. Loans must be repaid within five years
(ten years for primary residence loans) through payroll deductions. Loans are
collateralized by the participant’s account balance. If a participant fails to
comply with the repayment terms of the loan, the Committee or its designee may
deem such defaulted loans as a distribution when the loans are considered
uncollectible from the participant.
(g) Vesting
Participants’
contributions to their accounts and the earnings thereon are fully vested when
made or earned. Participants become fully vested in matching contributions and
the earnings thereon upon the completion of the service requirements as
specified in the Plan document and collective bargaining agreement, as
applicable. There are special vesting rights for certain balances transferred
from acquired company plans as defined in the Plan. Participants who terminate
before becoming vested forfeit the nonvested portion of their account balance in
accordance with the terms of the Plan and collective bargaining agreement, as
applicable.
Forfeitures
are used to reduce future Company matching contributions. The forfeiture amounts
that were used to reduce Company matching contributions were $7,703 for the
year ended December 31, 2004. Forfeitures available to reduce future Company
matching contributions are $35,834 and $18,025 as of December 31, 2004 and 2003,
respectively.
6
HALLIBURTON
SAVINGS PLAN
Notes to
Financial Statements
December
31, 2004 and 2003
(h)
Distributions
Each
participant or their designated beneficiary, may elect to receive a distribution
upon retirement, termination, disability, or death. Direct rollovers to an IRA
or other qualified plans are permitted. All distributions are made in lump-sum
amounts or in periodic installments, at the participant’s election.
Distributions from the HSF may be in the form of shares of stock or
cash.
While
employed, a participant may make in-service withdrawals from their after-tax
accounts as defined in the Plan document. In-service withdrawals are also
permitted upon attainment of age 59-1/2 or proven financial hardship, subject to
limitations under the Plan. Certain additional in-service withdrawals are
permitted for account balances transferred from acquired company plans as
defined in the Plan document.
(i)
Investment
Earnings
Investment
earnings on participants’ accounts are allocated proportionately based on their
relative account balance in each investment fund.
(j)
Halliburton
Stock Fund
Effective
July 1, 2002, the HSF was converted into an Employee Stock Ownership Plan
(“ESOP”). The ESOP is designed to comply with Section 4975(e)(7) of the Internal
Revenue Code and Section 407(d)(6) of ERISA.
The ESOP
has a dividend pass-through election whereby any cash dividends attributable to
Halliburton Company Common Stock held by the ESOP are to be paid by the Company
directly to the Trustee. Any cash dividends received by the Trustee which are
attributable to financed stock are to be used by the Trustee to make exempt loan
payments until the exempt loan has been repaid in full. During 2004 and 2003,
there were no loans related to stock purchases.
Each
participant is entitled to exercise voting rights attributable to the
Halliburton Company Common Stock allocated to his or her account and is notified
by the Trustee prior to the time that such rights are to be exercised. The
Trustee is not permitted to vote any allocated shares for which instructions
have been given by a participant. The Trustee is required, however, to vote at
their discretion all shares which have not been voted by Plan participants and
beneficiaries.
7
HALLIBURTON
SAVINGS PLAN
Notes to
Financial Statements
December
31, 2004 and 2003
(k)
Plan
Termination
The Board
of Directors of the Company may amend, modify, or terminate the Plan at any
time. No such termination is contemplated, but if it should occur, the accounts
of all participants would be immediately fully vested and paid in accordance
with the terms of the Plan.
(2)
Significant
Accounting Policies
(a)
Basis
of Accounting
The
accompanying financial statements are prepared using the accrual basis of
accounting.
(b)
Valuation
of Investments
The Plan
invests in cash and cash equivalents and participants loans, which are held by
the Trustee outside of the Master Trust. Cash and cash equivalents are a short
term investment fund which is valued at cost which approximates fair value.
Participant loans are valued at cost, which approximates fair
value.
Cash
equivalents, derivative financial instruments, stock securities, mutual funds,
bonds and notes, and all other debt securities held within the Master Trust are
presented at their quoted market value. Common/collective trust funds are stated
at the fair market value of the underlying securities.
Real
estate related investments of the Master Trust consist of real estate mortgages
and investments in real estate investment trusts (“REITs”). Real estate
mortgages are stated at cost plus accrued interest, less payments received.
Investments in REITs are stated at fair value.
The
Master Trust’s investment in pooled equity managers (the Pooled Fund) represents
the unitized values of certain equity managers’ accounts on a combined basis.
Each manager’s account is valued daily. A unit price is calculated for each
manager by dividing the total value of the manager’s account by the total number
of units in existence for that manager. Net income and realized/unrealized
investment gains and losses by each manager are passed through to the investment
options through the managers’ unit price.
8
HALLIBURTON
SAVINGS PLAN
Notes to
Financial Statements
December
31, 2004 and 2003
The Fixed
Income Fund within the Master Trust holds bank, insurance, and investment
contracts providing a fully benefit-responsive feature. These investments are
stated at contract value, which approximates fair value. Where the Master Trust
owns the underlying securities of asset-backed investment contracts, the
contracts are stated at fair market value of the underlying securities plus an
adjustment for the difference between fair market value of the underlying
securities and contract value. Contract value represents the principal balance
of the investment plus accrued interest at the stated contract rate, less
payments received, and contract charges by the insurance company or bank. The
weighted average crediting interest rates for these contracts is 4.89% and 4.90%
as of December 31, 2004 and 2003, respectively, and the weighted average return
was 4.81% for the year ended December 31, 2004. In addition, the Fixed Income
Fund holds a common/collective trust fund, which also invests in investment
contracts and asset-backed investment contracts. The return for the
common/collective trust fund is 4.15% and 4.54% for the years ended December 31,
2004 and 2003, respectively.
The
Plan’s proportionate interest in the investments of the Master Trust is shown in
the statements of net assets available for plan benefits as Plan interest in the
Master Trust (see note 3).
(c)
Securities
Transactions and Investment Income
The Plan
records interest on cash and cash equivalents and participant loans held outside
of the Master Trust when earned. Purchases and sales of securities held outside
the Master Trust are recorded on the trade-date basis.
Purchases
and sales of securities in the Master Trust are also recorded on the trade-date
basis. Realized gains (losses) on investments sold and unrealized appreciation
(depreciation) for investments are combined and presented as net Plan interest
in Master Trust investment gain on the statement of changes in net asset
available for plan benefits.
In
addition, investment income of the Master Trust includes interest, dividends,
and other income. Interest income of the Master Trust investments is recorded
when earned. Dividends on the Master Trust investments are recorded on the
ex-dividend date.
(d)
Administrative
Expenses
The
Master Trust pays substantially all plan expenses on behalf of the Plan.
Generally, trustee fees, recordkeeping fees, audit fees, and investment
management fees are paid from Master Trust assets and are charged to the plans
participating in the Master Trust. Expenses related to the direct management of
the Master Trust are shared on an equitable basis by the participating plans.
Expenses specifically related to an individual plan are charged to the assets of
the Plan which incurred the charges. These expenses are shown as a component of
Plan interest in Master Trust investment gain.
(e)
Payment
of Benefits
Benefits
are recorded when paid.
9
HALLIBURTON
SAVINGS PLAN
Notes to
Financial Statements
December
31, 2004 and 2003
(f)
Use
of Estimates
The
preparation of financial statements in conformity with generally accepted
accounting principles in the United States requires management to make estimates
and assumptions that affect the reported amounts of assets, liabilities, and
changes therein, and disclosure of contingent assets and liabilities. Actual
results could differ from those estimates.
(3)
Investment
Assets Held in the Master Trust
Certain
assets of the Plan are combined with the assets of certain other benefit plans
of affiliated companies in the Master Trust. The assets of the Master Trust are
segregated into eleven funds in which the plans may participate. The combination
of the plans’ assets is only for investment purposes, and the plans continue to
be operated under their current individual plan documents, as
amended.
The
following is a summary of net assets as of December 31, 2004 and 2003, total
investment income for the year ended December 31, 2004 and net appreciation
(depreciation) by investment type for the year ended December 31, 2004 of the
Master Trust (dollar amounts in thousands). The Plan’s interest in the Master
Trust’s net assets for the applicable periods (dollar amounts in thousands) are
also presented.
10
HALLIBURTON
SAVINGS PLAN
Notes to
Financial Statements
December
31, 2004 and 2003
|
Net
Assets |
2004 |
2003 |
|||||
|
(in
000’s) |
(in
000’s) |
||||||
|
Assets: |
|||||||
|
Investments
- |
|||||||
|
Cash
and equivalents |
$ |
458,525 |
$ |
429,930 |
|||
|
Collateral
received for securities loaned |
852,554 |
613,397 |
|||||
|
Asset-backed
investment contracts |
(69,632 |
) |
(77,391 |
) | |||
|
U.S.
bonds and notes |
1,117,725 |
1,443,969 |
|||||
|
Non-U.S.
bonds and notes |
134,345 |
116,032 |
|||||
|
Real
estate related investments |
- |
29 |
|||||
|
Halliburton
stock |
269,080 |
194,187 |
|||||
|
Other
U.S. stock |
1,068,028 |
1,003,792 |
|||||
|
Non-U.S.
stock |
421,315 |
373,923 |
|||||
|
Common/collective
trust funds |
615,634 |
550,283 |
|||||
|
Mutual
funds |
218,990 |
178,900 |
|||||
|
Securities
loaned - |
|||||||
|
U.S.
bonds and notes |
713,032 |
521,439 |
|||||
|
Other
U.S. stock |
102,130 |
55,604 |
|||||
|
Non-U.S.
stock |
20,849 |
23,364 |
|||||
|
Total
investments |
5,922,575 |
5,427,458 |
|||||
|
Receivables
- |
|||||||
|
Receivables
for investment sold |
73,853 |
60,758 |
|||||
|
Dividends |
1,998 |
1,664 |
|||||
|
Interest |
17,653 |
16,105 |
|||||
|
Other |
512 |
276 |
|||||
|
Total
receivables |
94,016 |
78,803 |
|||||
|
Total
assets |
6,016,591 |
5,506,261 |
|||||
|
Liabilities: |
|||||||
|
Payables
for investments purchased |
271,752 |
300,949 |
|||||
|
Obligation
for collateral received for securities loaned |
852,554 |
613,397 |
|||||
|
Other
payables |
4,284 |
3,631 |
|||||
|
Total
liabilities |
1,128,590 |
917,977 |
|||||
Net
Assets |
$ |
4,888,001 |
$ |
4,588,284 |
|||
|
Plan’s
interest in Master Trust net assets |
$ |
3,195 |
$ |
2,715 |
|||
Percentage
interest |
0.07 |
% |
0.06 |
% | |||
11
HALLIBURTON
SAVINGS PLAN
Notes to
Financial Statements
December
31, 2004 and 2003
|
Year ended |
||||
|
December 31, |
||||
|
Total Investment Income |
2004 |
|||
|
(in
000's) |
||||
|
Net
investment appreciation |
$ |
340,321 |
||
|
Investment
income |
145,213 |
|||
|
Expenses |
(16,425 |
) | ||
Total
investment income |
$ |
469,109 |
||
|
Year ended |
||||
|
December 31, |
||||
|
Net Appreciation (Depreciation) by Investment Type |
2004 |
|||
|
(in 000's) |
||||
|
Cash
and equivalents |
$ |
(3 |
) | |
|
U.S.
bonds and notes |
3,162 |
|||
|
Non-U.S.
bonds and notes |
969 |
|||
|
Halliburton
stock |
93,272 |
|||
|
U.S.
stock |
109,653 |
|||
|
Non-U.S.
stock |
55,207 |
|||
|
Common/collective
trust funds |
51,044 |
|||
|
Mutual
funds |
8,871 |
|||
|
Other
investments |
18,146 |
|||
Total
appreciation |
$ |
340,321 |
||
The
Master Trust makes use of several investment strategies involving limited use of
derivative investments. The Master Trust’s management, as a matter of policy and
with risk management as their primary objective, monitors risk indicators such
as duration and counter-party credit risk, both for the derivatives themselves
and for the investment portfolios holding the derivatives. Investment managers
are allowed to use derivatives for such strategies as portfolio structuring,
return enhancement, and hedging against deterioration of investment holdings
from market and interest rate changes. Derivatives are also used as a hedge
against foreign currency fluctuations. The Master Trust’s management does not
allow investment managers for the Master Trust to use leveraging for any
investment purchase. Derivative investments are stated at estimated fair market
values as determined by quoted market prices. Gains and losses on such
investments are included in the net appreciation of the Master
Trust.
Certain
investment managers of the Master Trust participate in a securities lending
program administered by State Street. The transfer of assets under State
Street’s securities lending program are secured borrowings with pledge of
collateral. The fair market value of the securities loaned as of December 31,
2004 and 2003 was $836,010,385 and $600,407,471 respectively. The cash and
non-cash collateral received for securities loaned as of December 31, 2004 and
2003 was $852,554,443 and $613,397,374 respectively. As of December 31, 2004 and
2003, none of the collateral received for securities loaned has been sold or
repledged.
12
HALLIBURTON
SAVINGS PLAN
Notes to
Financial Statements
December
31, 2004 and 2003
(4)
Investments
The
following table represents the fair value of individual investment funds held
under the Master Trust which exceed 5% of the Plan’s net assets as of
December 31, 2004 and 2003:
|
2004 |
2003 |
||||||
|
Participation
in Master Trust, at fair value: |
|||||||
|
S&P
500 Index Fund |
$ |
310,699 |
$ |
290,418 |
|||
|
Balanced
Fund |
311,879 |
302,194 |
|||||
|
Fixed
Investment Fund |
358,172 |
292,481 |
|||||
|
Halliburton
Company Stock Fund |
848,628 |
596,708 |
|||||
Large
Cap Value Equity |
1,057,944 |
937,298 |
|||||
(5)
Tax
Status
The
Internal Revenue Service informed the Company by a letter dated March 4,
2004, that the Plan and related trust were designed in accordance with the
applicable provisions of the IRC. The plan administrator believes that the Plan
is currently designed and being operated in compliance with the applicable
requirements of the IRC. Therefore, the plan administrator believes that the
Plan was qualified and the related trust was tax-exempt as of December 31,
2004 and 2003.
(6)
Related-Party
Transactions
The Plan,
through its participation in the Master Trust, may invest in investment
securities issued and/or managed by the Trustee and asset managers.
Additionally, the Master Trust invests in Halliburton Company’s common stock
through the HSF. These entities are considered parties-in-interest to the Plan.
These transactions are covered by an exemption from the prohibited transaction
provisions of ERISA and the IRC.
(7)
Subsequent
Events
Effective
January 1, 2005, the Master Trust added a new investment for Plan participants
called the Mid Cap Equity Index Fund.
13
HALLIBURTON
SAVINGS PLAN
EIN:
75-2677995
PLAN #:
145
Schedule
H, Line 4i - Schedule of Assets (Held at End of Year)
December
31, 2004
|
(a) |
(b) |
(c) |
(d) | |
|
Identity
of issue, borrower, lessor, or |
||||
|
similar
party |
Description
of investment |
Current
value | ||
|
* |
State
Street Bank and Trust Company |
SSBTC
short term investment fund |
$ |
54,401 |
|
* |
Halliburton
Company Employee |
Investment
in net assets of Halliburton |
||
|
Benefit
Master Trust |
Company
Employee Benefit |
|||
|
Master
Trust |
3,195,267 | |||
|
* |
Participant
loans |
Loans
issued at interest rates between |
||
|
5.0%
and 9.0% |
57,502 | |||
$ |
3,307,170 | |||
* Column
(a) indicates each identified person/entity known to be a
party-in-interest.
See
accompanying report of independent registered public accounting
firm.
14
Signature
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Halliburton
Company Benefits Committee of the Halliburton Savings Plan has duly caused this
annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
Date: May 31,
2005
By:
/s/ Michele Mastrean
Michele
Mastrean, Chairperson of the
Halliburton
Company Benefits Committee
15
EXHIBIT
23.1
Consent
of Independent Registered Public Accounting Firm
We hereby
consent to the incorporation by reference in the Registration Statement on Form
S-8 (File No. 333-86080) pertaining to Halliburton Company of our report dated
March 24, 2005, related to the financial statements and supplemental schedule of
the Halliburton
Savings Plan,
included in the annual report on Form 11-K for the year ended December 31,
2004.
/s/
Harper & Pearson Company, P.C.
Houston,
Texas
May 31,
2005
EXHIBIT
23.2
Consent
of Independent Registered Public Accounting Firm
To the
Halliburton Company
Benefits
Committee
We
consent to the incorporation by reference in the Registration Statement (No.
333-86080) on Form S-8 of Halliburton Company of our report dated June 25, 2004,
with respect to the statement of net assets available for plan benefits of
Halliburton Savings Plan as of December 31, 2003, which report appears in the
December 31, 2004 annual report on Form 11-K of Halliburton Savings
Plan.
/s/ KPMG
LLP
Houston,
Texas
May 31,
2005