Edgar Filing: HALLIBURTON CO

form8k.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): October 21, 2007

___________________________

HALLIBURTON COMPANY

(Exact Name of Registrant as Specified in Its Charter)

___________________________

Delaware

(State or Other Jurisdiction of Incorporation)

	1-3492		No. 75-2677995
	(Commission File Number)		(IRS Employer Identification No.)


	1401 McKinney, Suite 2400, Houston, Texas		77010
	(Address of Principal Executive Offices)		(Zip Code)

(713) 759-2600

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

___________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

INFORMATION TO BE INCLUDED IN REPORT

Item 2.02. Results of Operations and Financial Condition

On October 21, 2007, registrant issued a press release entitled “Halliburton Announces Third Quarter Earnings of $0.79 Per Diluted Share.”

The text of the Press Release is as follows:

HALLIBURTON ANNOUNCES THIRD QUARTER EARNINGS

OF $0.79 PER DILUTED SHARE

HOUSTON, Texas– Halliburton (NYSE:HAL) announced today that net income for the third quarter of 2007 was $727 million, or $0.79 per diluted share. This compares to net income of $611 million, or $0.58 per diluted share, in the third quarter of 2006. Included in third quarter 2007 results are a $133 million, or $0.15 per diluted share, favorable income tax impact from the ability to recognize United States foreign tax credits that were previously assumed would not be fully utilizable and $21 million, or $0.02 per diluted share, in after-tax charges for additional reserves related to environmental matters. Income from continuing operations in the third quarter of 2007 was $726 million, or $0.79 per diluted share, compared to $603 million, or $0.57 per diluted share in the third quarter of 2006.

Halliburton’s consolidated revenue in the third quarter of 2007 was $3.9 billion, up 16% from the third quarter of 2006. This increase was attributable to increased worldwide activity, particularly in the Eastern Hemisphere.

Consolidated operating income was $910 million in the third quarter of 2007 compared to $870 million in the third quarter of 2006. The increase in operating income was generated primarily by increased customer activity and new international contracts. Third quarter of 2007 operating income included $32 million in charges for additional reserves primarily related to Dresser legacy environmental matters.

“I am pleased with the continuing very strong performance of our Eastern Hemisphere operations this quarter,” said Dave Lesar, chairman, president, and chief executive officer. “Our deployment of capital into these international markets has resulted in Eastern Hemisphere revenue growth of 29% and operating income growth of 40% as compared to the third quarter of 2006. Our sequential Eastern Hemisphere results were also strong with revenue increasing 5% and operating income increasing 16%. Our Eastern Hemisphere operating margins improved to 24%. North America posted record third quarter 2007 quarterly revenue, and we are experiencing strong demand for our services in the United States land market. Our North America revenue grew 6% sequentially despite the loss of two weeks of work in the Gulf of Mexico due to storms and pricing declines for some services in the United States land market.”

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Halliburton/Page 2

As a result of Halliburton’s organizational restructuring during the third quarter of 2007, the company is now reporting two operating segments: the Completion and Production (C&P) segment and the Drilling and Evaluation (D&E) segment. The Completion and Production segment is comprised of completion tools, production enhancement, and cementing. The Drilling and Evaluation segment is comprised of Sperry Drilling Services, wireline and perforating services, Security DBS Drill Bits, Baroid Fluid Services, Landmark, and project management. Additionally, certain amounts were reclassified between the segments/regions and Corporate and Other. All prior periods have been reclassified to conform to the new segment presentation.

2007 Third Quarter Results

Completion and Production operating income in the third quarter of 2007 was $596 million, an increase of $32 million or 6% from the third quarter of 2006. Europe/Africa/CIS C&P operating income increased 39% from completion tools deliveries to large offshore projects in West Africa. Cementing results were also favorable, particularly in the North Sea, as a result of better pricing, increased activity, and a more profitable product mix. Production enhancement results improved throughout the region, with increased profitability in offshore activity. Middle East/Asia C&P operating income increased 66% with higher completion tools sales in Asia and increased activity and more favorable job mix for production enhancement. North America C&P operating income decreased 6% due to reduced activity in Canada.

Drilling and Evaluation operating income in the third quarter of 2007 was $372 million, essentially flat over the prior year third quarter due primarily to $24 million for environmental charges and decreased activity in Canada and the Gulf of Mexico, partially offset by improved activity and increased horizontal drilling in the United States land market. Europe/Africa/CIS D&E operating income increased 60%, benefiting from increased deepwater application of Sperry Drilling Services Pilot® fleet of tools in the North Sea and expansion of directional drilling in Russia. Also benefiting Europe/Africa/CIS D&E was increased Baroid Fluid Services sales in the North Sea and the introduction of the Security DBS Drill Bits XR™ Reamer hole enlargement tool. Middle East/Asia D&E operating income increased 11% with improved wireline and perforating services and increased demand for Sperry Drilling Services in Asia. Latin America D&E operating income increased 7% on improved activity for wireline and perforating services.

During the third quarter of 2007, under the company’s share repurchase program, Halliburton purchased approximately 11 million shares at an average price of $33.71 for a total cost of approximately $374 million. Since the inception of the program, Halliburton has purchased 77 million shares for a total cost of approximately $2.6 billion. There is approximately $2.4 billion remaining under the program.

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Halliburton/Page 3

Technology and Significant Achievements

Halliburton made a number of advances in technology and growth.

Halliburton closed the previously announced acquisition of the entire share capital of PSL Energy Services Limited (PSLES). PSLES is a leading Eastern Hemisphere provider of process, pipeline, and well intervention services, including flange management and bolting, leak testing, pre-commissioning services, hydrotesting, hydraulic workover, coiled tubing, slickline and wireline, and pumping services. PSLES has operational bases in the United Kingdom, Norway, Middle East, Azerbaijan, Algeria, and Asia Pacific.

Halliburton's Completion and Production segment has been awarded a four-year contract valued at more than $270 million by Petrobras. Halliburton will be working jointly with Expro to provide exploration and development testing services in high pressure/high temperature deepwater environments.

Halliburton announced the delivery of three new screen solutions for sand control. These innovative solutions are: the EquiFlow™ Oil Selector™ valve, which is capable of significantly reducing unwanted water or gas production without wellbore intervention; EquiFlow™ inflow control devices, which delay early water or gas coning, thereby increasing recoverable reserves; and PetroGuard™ Advanced Mesh screen, which provides reliable sand control in heavy oil and poorly sorted sand environments.

Landmark has acquired the intellectual property and substantially all of the assets and existing business of GeoSmith Consulting Group, LLC of Minnetonka, Minnesota. GeoSmith is widely regarded as one of the E&P industry's most innovative developers of software components for 3-D interpretation and geometric modeling applications, including robust topology engines capable of representing subsurface geology.

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Halliburton/Page 4

Founded in 1919, Halliburton is one of the world’s largest providers of products and services to the energy industry. With nearly 50,000 employees in approximately 70 countries, the company serves the upstream oil and gas industry throughout the lifecycle of the reservoir – from locating hydrocarbons and managing geological data, to drilling and formation evaluation, well construction and completion, and optimizing production through the life of the field. Visit the company’s World Wide Web site at www.halliburton.com.

NOTE: The statements in this press release that are not historical statements, including statements regarding future financial performance, are forward-looking statements within the meaning of the federal securities laws. These statements are subject to numerous risks and uncertainties, many of which are beyond the company's control, which could cause actual results to differ materially from the results expressed or implied by the statements. These risks and uncertainties include, but are not limited to: consequences of audits and investigations by domestic and foreign government agencies and legislative bodies and related publicity; potential adverse proceedings by such agencies; protection of intellectual property rights; compliance with environmental laws; changes in government regulations and regulatory requirements, particularly those related to radioactive sources, explosives, and chemicals; compliance with laws related to income taxes and assumptions regarding the generation of future taxable income; unsettled political conditions, war, and the effects of terrorism, foreign operations, and foreign exchange rates and controls; weather-related issues including the effects of hurricanes and tropical storms; changes in capital spending by customers; changes in the demand for or price of oil and/or natural gas; impairment of oil and gas properties; structural changes in the oil and natural gas industry; increased competition for employees; availability of raw materials; and integration of acquired businesses and operations of joint ventures. Halliburton's Form 10-K for the year ended December 31, 2006, Form 10-Q for the period ended June 30, 2007, recent Current Reports on Form 8-K, and other Securities and Exchange Commission filings discuss some of the important risk factors identified that may affect the business, results of operations, and financial condition. Halliburton undertakes no obligation to revise or update publicly any forward-looking statements for any reason.

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HALLIBURTON COMPANY

Condensed Consolidated Statements of Operations

(Millions of dollars and shares except per share data)

(Unaudited)

	Three Months						Three Months
	Ended						Ended
	September 30						June 30
	2007			2006			2007
Revenue:
Completion and Production	$	2,187		$	1,896		$	2,066
Drilling and Evaluation		1,741			1,496			1,669
Total revenue	$	3,928		$	3,392		$	3,735
Operating income (loss):
Completion and Production	$	596		$	564		$	555
Drilling and Evaluation	372				368			348
Corporate and Other		(58	)		(62	)		(10	)
Total operating income		910			870			893
Interest expense		(39	)		(40	)		(41	)
Interest income		26			36			36
Other, net		(1	)		(3	)		(2	)
Income from continuing operations before income taxes and minority interest		896			863			886
Provision for income taxes		(152	)(a)		(257	)		(284	)
Minority interest in net income of subsidiaries		(18	)		(3	)		(7	)
Income from continuing operations		726			603			595
Income from discontinued operations, net		1			8			935
Net income	$	727		$	611		$	1,530
Basic income per share:
Income from continuing operations	$	0.83		$	0.60		$	0.66
Income from discontinued operations, net		–			0.01			1.03
Net income	$	0.83		$	0.61		$	1.69
Diluted income per share:
Income from continuing operations	$	0.79		$	0.57		$	0.63
Income from discontinued operations, net		–		0.01				0.99
Net income	$	0.79		$	0.58		$	1.62
Basic weighted average common shares outstanding		880			1,011			905
Diluted weighted average common shares outstanding		917			1,048			942

(a)	Provision for income taxes in the third quarter of 2007 included a $133 million, or $0.15 per diluted share, favorable income tax impact from the ability to recognize the benefit of foreign tax credits previously thought not to be fully utilizable.

See Footnote Table 1 for a list of significant items included in operating income.

All periods presented reflect the reclassification of KBR, Inc. to discontinued operations, the change in reportable segments due to an organizational restructuring, and the reclassification of certain amounts between the segments and Corporate and Other.

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HALLIBURTON COMPANY

Condensed Consolidated Statements of Operations

(Millions of dollars and shares except per share data)

(Unaudited)

	Nine Months Ended
	September 30
	2007			2006
Revenue:
Completion and Production	$	6,097		$	5,279
Drilling and Evaluation		4,988			4,167
Total revenue	$	11,085		$	9,446
Operating income (loss):
Completion and Production	$	1,628		$	1,543
Drilling and Evaluation		1,082			943
Corporate and Other		(119	)		(164	)
Total operating income		2,591			2,322
Interest expense		(118	)		(124	)
Interest income		100			94
Other, net		(6	)		(2	)
Income from continuing operations before income taxes and minority interest		2,567			2,290
Provision for income taxes		(695	)(a)		(725	)
Minority interest in net income of subsidiaries		(22	)		(15	)
Income from continuing operations		1,850			1,550
Income from discontinued operations, net		959	(b)		140
Net income	$	2,809		$	1,690
Basic income per share:
Income from continuing operations	$	2.00		$	1.52
Income from discontinued operations, net		1.04			0.13
Net income	$	3.04		$	1.65
Diluted income per share:
Income from continuing operations	$	1.93		$	1.46
Income from discontinued operations, net		0.99			0.13
Net income	$	2.92		$	1.59
Basic weighted average common shares outstanding		925			1,021
Diluted weighted average common shares outstanding		961			1,062

(a)	Provision for income taxes in the third quarter of 2007 included a $133 million, or $0.15 per diluted share, favorable income tax impact from the ability to recognize the benefit of foreign tax credits previously thought not to be fully utilizable.

(b)	Income from discontinued operations, net, in the second quarter of 2007 included a $933 million net gain on the separation of KBR, Inc.

See Footnote Table 1 for a list of significant items included in operating income.

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HALLIBURTON COMPANY

Condensed Consolidated Balance Sheets

(Millions of dollars)

(Unaudited)

	September 30,		December 31,
	2007		2006
Assets
Current assets:
Cash and marketable investments	$	1,891	$	2,938
Receivables, net		3,109		2,629
Inventories, net		1,560		1,235
Current assets of discontinued operations	–			3,898
Other current assets		661		490
Total current assets		7,221		11,190

Property, plant, and equipment, net		3,337		2,557
Noncurrent assets of discontinued operations		–		1,497
Other assets		1,911		1,616
Total assets	$	12,469	$	16,860

Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable	$	798	$	655
Current maturities of long-term debt		10		26
Current liabilities of discontinued operations		–		2,831
Other current liabilities		1,383		1,222
Total current liabilities		2,191		4,734

Long-term debt		2,796		2,783
Noncurrent liabilities of discontinued operations		–		981
Other liabilities		1,195		917
Total liabilities		6,182		9,415
Minority interest in consolidated subsidiaries		90		69
Shareholders’ equity		6,197		7,376
Total liabilities and shareholders’ equity	$	12,469	$	16,860

All periods presented reflect the reclassification of KBR, Inc. to discontinued operations.

HALLIBURTON COMPANY

Selected Cash Flow Information

(Millions of dollars)

(Unaudited)

	Three Months Ended				Nine Months Ended
	September 30				September 30
	2007		2006		2007		2006
Capital expenditures	$	382	$	230	$	1,064	$	569

Depreciation, depletion, and amortization	$	146	$	122	$	417	$	356

All periods presented reflect the reclassification of KBR, Inc. to discontinued operations.

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HALLIBURTON COMPANY

Revenue and Operating Income Comparison

By Segment and Geographic Region

(Millions of dollars)

(Unaudited)

	Three Months Ended						Three Months Ended
	September 30						June 30
Revenue:	2007			2006			2007
Completion and Production	$	2,187		$	1,896		$	2,066
Drilling and Evaluation		1,741			1,496			1,669
Total revenue	$	3,928		$	3,392		$	3,735

Revenue by geographic region:
Completion and Production:
North America	$	1,227		$	1,159		$	1,160
Latin America		193			152			192
Europe/Africa/CIS		439			352			443
Middle East/Asia		328			233			271
Total		2,187			1,896			2,066
Drilling and Evaluation:
North America		620			579			586
Latin America		263			238			256
Europe/Africa/CIS		493			369			483
Middle East/Asia		365			310			344
Total		1,741			1,496			1,669
Total revenue by region:
North America		1,847			1,738			1,746
Latin America		456			390			448
Europe/Africa/CIS		932			721			926
Middle East/Asia		693			543			615


Operating income:
Completion and Production	$	596		$	564		$	555
Drilling and Evaluation	372				368			348
Corporate and Other		(58	)		(62	)		(10	)
Total operating income	$	910		$	870		$	893

Operating income by geographic region:
Completion and Production:
North America	$	387		$	411		$	360
Latin America		34			37			50
Europe/Africa/CIS		92			66			77
Middle East/Asia		83			50			68
Total		596			564			555
Drilling and Evaluation:
North America		110			162			113
Latin America		48			45			45
Europe/Africa/CIS		115			72			104
Middle East/Asia		99			89			86
Total	372				368			348
Total operating income by region (a):
North America		497			573			473
Latin America		82			82			95
Europe/Africa/CIS		207			138			181
Middle East/Asia		182			139			154

(a) All amounts exclude Corporate and Other.

See Footnote Table 1 and Footnote Table 2 for a list of significant items included in operating income.

All periods presented reflect the reclassification of certain amounts between the segments/regions and Corporate and Other. Also, the results for Sakhalin have been reclassified from Middle East/Asia to Europe/Africa/CIS.

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HALLIBURTON COMPANY

Revenue and Operating Income Comparison

By Segment and Geographic Region

(Millions of dollars)

(Unaudited)

	Nine Months Ended
	September 30
Revenue:	2007			2006
Completion and Production	$	6,097		$	5,279
Drilling and Evaluation		4,988			4,167
Total revenue	$	11,085		$	9,446

Revenue by geographic region:
Completion and Production:
North America	$	3,449		$	3,171
Latin America		551			424
Europe/Africa/CIS		1,259			1,009
Middle East/Asia		838			675
Total		6,097			5,279
Drilling and Evaluation:
North America		1,816			1,621
Latin America		757			672
Europe/Africa/CIS		1,382			1,013
Middle East/Asia		1,033			861
Total		4,988			4,167
Total revenue by region:
North America		5,265			4,792
Latin America		1,308			1,096
Europe/Africa/CIS		2,641			2,022
Middle East/Asia		1,871			1,536


Operating income:
Completion and Production	$	1,628		$	1,543
Drilling and Evaluation		1,082			943
Corporate and Other		(119	)		(164	)
Total operating income	$	2,591		$	2,322

Operating income by geographic region:
Completion and Production:
North America	$	1,069		$	1,108
Latin America		122			93
Europe/Africa/CIS		240			187
Middle East/Asia		197			155
Total		1,628			1,543
Drilling and Evaluation:
North America		390			428
Latin America		129			112
Europe/Africa/CIS		297			186
Middle East/Asia		266			217
Total		1,082			943
Total operating income by region (a):
North America		1,459			1,536
Latin America		251			205
Europe/Africa/CIS		537			373
Middle East/Asia		463			372

(a) All amounts exclude Corporate and Other.

See Footnote Table 1 and Footnote Table 2 for a list of significant items included in operating income.

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HALLIBURTON COMPANY

Revenue and Operating Income Comparison

By Segment and Geographic Region

(Millions of dollars)

(Unaudited)

	Three Months															Year
	Ended			Three Months Ended												Ended
	March 31,			March 31,			June 30,			September 30,			December 31,			December 31,
Revenue:	2007			2006			2006			2006			2006			2006
Completion and Production	$	1,844		$	1,639		$	1,744		$	1,896		$	1,942		$	7,221
Drilling and Evaluation		1,578			1,299			1,372			1,496			1,567			5,734
Total revenue	$	3,422		$	2,938		$	3,116		$	3,392		$	3,509		$	12,955

Revenue by geographic region:
Completion and Production:
North America	$	1,062		$	992		$	1,020		$	1,159		$	1,104		$	4,275
Latin America		166			134			138			152			159			583
Europe/Africa/CIS		377			304			353			352			427			1,436
Middle East/Asia		239			209			233			233			252			927
Total		1,844			1,639			1,744			1,896			1,942			7,221
Drilling and Evaluation:
North America		610			521			521			579			562			2,183
Latin America		238			217			217			238			259			931
Europe/Africa/CIS		406			303			341			369			411			1,424
Middle East/Asia		324			258			293			310			335			1,196
Total		1,578			1,299			1,372			1,496			1,567			5,734
Total revenue by region:
North America		1,672			1,513			1,541			1,738			1,666			6,458
Latin America		404			351			355			390			418			1,514
Europe/Africa/CIS		783			607			694			721			838			2,860
Middle East/Asia		563			467			526			543			587			2,123


Operating income:
Completion and Production	$	477		$	473		$	506		$	564		$	597		$	2,140
Drilling and Evaluation		362			268			307			368			385			1,328
Corporate and Other		(51	)		(49	)		(53	)		(62	)		(59	)		(223	)
Total operating income	$	788		$	692		$	760		$	870		$	923		$	3,245

Operating income by geographic region:
Completion and Production:
North America	$	322		$	349		$	348		$	411		$	368		$	1,476
Latin America		38			27			29			37			37			130
Europe/Africa/CIS		71			51			70			66			137			324
Middle East/Asia		46			46			59			50			55			210
Total		477			473			506			564			597			2,140
Drilling and Evaluation:
North America		167			134			132			162			167			595
Latin America		36			28			39			45			58			170
Europe/Africa/CIS		78			49			65			72			77			263
Middle East/Asia		81			57			71			89			83			300
Total		362			268			307			368			385			1,328
Total operating income by region (a):
North America		489			483			480			573			535			2,071
Latin America		74			55			68			82			95			300
Europe/Africa/CIS		149			100			135			138			214			587
Middle East/Asia		127			103			130			139			138			510

(a) All amounts exclude Corporate and Other.

See Footnote Table 1 and Footnote Table 2 for a list of significant items included in operating income.

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HALLIBURTON COMPANY

Revenue and Operating Income Comparison

By Segment and Geographic Region

(Millions of dollars)

(Unaudited)

													Year
	Three Months Ended												Ended
	March 31,			June 30,			September 30,			December 31,			December 31,
Revenue:	2005			2005			2005			2005			2005
Completion and Production	$	1,174		$	1,339		$	1,413		$	1,569		$	5,495
Drilling and Evaluation		1,010			1,132			1,184			1,279			4,605
Total revenue	$	2,184		$	2,471		$	2,597		$	2,848		$	10,100

Revenue by geographic region:
Completion and Production:
North America	$	665		$	733		$	833		$	887		$	3,118
Latin America		134			137			122			149			542
Europe/Africa/CIS		228			279			282			334			1,123
Middle East/Asia		147			190			176			199			712
Total		1,174			1,339			1,413			1,569			5,495
Drilling and Evaluation:
North America		394			403			437			467			1,701
Latin America		180			197			201			224			802
Europe/Africa/CIS		241			291			313			306			1,151
Middle East/Asia		195			241			233			282			951
Total		1,010			1,132			1,184			1,279			4,605
Total revenue by region:
North America		1,059			1,136			1,270			1,354			4,819
Latin America		314			334			323			373			1,344
Europe/Africa/CIS		469			570			595			640			2,274
Middle East/Asia		342			431			409			481			1,663


Operating income:
Completion and Production	$	393		$	346		$	358		$	427		$	1,524
Drilling and Evaluation		139			198			227			276			840
Corporate and Other		(51	)		(59	)		(44	)		(46	)		(200	)
Total operating income	$	481		$	485		$	541		$	657		$	2,164

Operating income by geographic region:
Completion and Production:
North America	$	289		$	223		$	255		$	279		$	1,046
Latin America		37			34			19			36			126
Europe/Africa/CIS		41			47			45			70			203
Middle East/Asia		26			42			39			42			149
Total		393			346			358			427			1,524
Drilling and Evaluation:
North America		72			76			98			119			365
Latin America		11			8			24			34			77
Europe/Africa/CIS		25			63			62			57			207
Middle East/Asia		31			51			43			66			191
Total		139			198			227			276			840
Total operating income by region (a):
North America		361			299			353			398			1,411
Latin America		48			42			43			70			203
Europe/Africa/CIS		66			110			107			127			410
Middle East/Asia		57			93			82			108			340

(a) All amounts exclude Corporate and Other.

See Footnote Table 1 and Footnote Table 2 for a list of significant items included in operating income.

-more-

FOOTNOTE TABLE 1

HALLIBURTON COMPANY

Items Included in Operating Income

(Millions of dollars except per share data)

(Unaudited)

Three Months Ended

September 30, 2007

June 30, 2007

Operating

After Tax

Operating

After Tax

Income

per Share

Income

per Share

Drilling and Evaluation:

Charges for environmental matters

(24

)

(0.02

)

–

Corporate and Other:

Charges for environmental matters

)

–

Gain on sale of Dresser, Ltd. investment

–

0.03

Three Months Ended

December 31, 2006

December 31, 2005

March 31, 2005

Operating

After Tax

Operating

After Tax

Operating

After Tax

Income

per Share

Income

per Share

Income

per Share

Completion and Production:

Gain on sale of lift boats

0.03

–

Subsea 7, Inc. gain on sale

–

110

0.08

Drilling and Evaluation:

Intellectual property settlement

–

0.02

–

FOOTNOTE TABLE 2

HALLIBURTON COMPANY

Items Included in Income by Geographic Region

(Millions of dollars except per share data)

(Unaudited)

Three Months Ended

September 30, 2007

June 30, 2007

Operating

After Tax

Operating

After Tax

Income

per Share

Income

per Share

North America:

Charges for environmental matters

(24

)

(0.02

)

–

Corporate and Other:

Charges for environmental matters

)

–

Gain on sale of Dresser, Ltd. investment

–

0.03

Three Months Ended

December 31, 2006

December 31, 2005

March 31, 2005

Operating

After Tax

Operating

After Tax

Operating

After Tax

Income

per Share

Income

per Share

Income

per Share

North America:

Intellectual property settlement

–

0.01

–

Subsea 7, Inc. gain on sale

–

107

0.08

Latin America:

Intellectual property settlement

–

Europe/Africa/CIS:

Gain on sale of lift boats

0.03

–

Intellectual property settlement

–

0.01

–

Subsea 7, Inc. gain on sale

–

Middle East/Asia:

Intellectual property settlement

–

###

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: October 23, 2007	By:	/s/ Bruce A. Metzinger
		Bruce A. Metzinger
		Assistant Secretary