WASHINGTON, D.C. 20549-5546

         DIVISION OF

Mail Stop 5546
								December 30, 2005

Via Facsimile (713) 759-2649 and U.S. Mail

David J. Lesar
President and CEO
5 Houston Center
1401 McKinney, Suite 2400
Houston, Texas  77010

	Re:	Halliburton Company
		Form 10-K for the Fiscal Year Ended December 31, 2004
      Filed September March 1, 2005
      File No. 001-03492

Dear Mr. Lesar:

      We have limited our review of the above filing to
relating to your contacts with countries that have been identified
state sponsors of terrorism, and we will make no further review of
the filing.  Our review with respect to this issue does not
further review by the Assistant Director group with respect to
issues.  At this juncture, we are asking you to provide us with
supplemental information so that we may better understand your
disclosure.  Please be as detailed as necessary in the explanation
you provide for these comments.  After reviewing this information,
may raise additional comments.

      Please understand that the purpose of our review process is
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
of our review.  Feel free to call us at the telephone numbers
at the end of this letter.


1. We note from public media sources that you may have operations
Libya and Syria.  We also note disclosure in your Form 10-K for
year ended December 31, 2003 about operations in Libya or contacts
with Libyan entities.  The 2004 Form 10-K does not contain any
information relating to operations in either of these countries.
Please describe for us the nature and extent of your current,
historic and anticipated contacts with Libya and Syria, including
through joint ventures, subsidiaries, affiliates and other direct
indirect arrangements.

2. With a view to disclosure, please address the materiality of
operations in, and contacts with, Libya and Syria, particularly in
light of the fact that Libya and Syria are identified as state
sponsors of terrorism by the U.S. State Department, and Syria is
subject to economic sanctions administered by the U.S. Treasury
Department`s Office of Foreign Assets Control.  Your analysis
address any operational or compliance difficulties related to your
contacts with Libya and Syria.  Please also discuss whether your
contacts with Libya and Syria constitute a material investment
for your security holders.

3. In addition to quantitative factors, your materiality analysis
should address qualitative factors that a reasonable investor
deem important in making an investment decision, including the
potential impact of corporate activities upon your share value.
this regard, we note that Arizona and Louisiana have adopted
legislation requiring their state retirement systems to prepare
reports regarding state pension fund assets invested in, and/or
permitting divestment of state pension fund assets from, companies
that do business with U.S.-designated state sponsors of terrorism.
Your materiality analysis should address the potential impact of
investor sentiment evidenced by these actions directed toward
companies operating in Libya and Syria.

      Please respond to these comments within 10 business days or
tell us when you will provide us with a response.  Please
that we may have additional comments after reviewing your
and responses to our comments.  Please file your response letter

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings to be certain that the
filings include all information required under the Exchange Act of
1934 and that they have provided all information investors require
for an informed investment decision.  Since the company and its
management are in possession of all facts relating to the
disclosure, they are responsible for the accuracy and adequacy of
disclosures they have made.

      In connection with responding to our comments, please
in writing, a statement from the company acknowledging that:

the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

staff comments or changes to disclosure in response to staff
do not foreclose the Commission from taking any action with
to the filing; and

the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      Please contact James Lopez at (202) 551-3536 if you have any
questions about the comments or our review.  You may also contact
at (202) 551-3470.


								Cecilia D. Blye, Chief
								Office of Global Security

cc: 	Roger Schwall
		Assistant Director
		Division of Corporation Finance
David J. Lesar
December 30, 2005
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