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)

                                NOVEMBER 21, 2001

                               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






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         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  November  21,  2001   registrant   issued  a  press  release   entitled
"Halliburton Closes Deal to Acquire Magic Earth" pertaining, among other things,
to an announcement that an indirect wholly owned subsidiary of registrant merged
into  Magic  Earth,   Inc.,  a  leading  3-D  visualization  and  interpretation
technology  company.  As a result of the  stock-for-stock  transaction valued at
$100 million, Magic Earth becomes a wholly owned business unit of registrant.

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 November 21, 2001.







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                                   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:    November 21, 2001             By: /s/ Susan S. Keith
                                          ----------------------------------
                                               Susan S. Keith
                                               Vice President and Secretary









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                                  EXHIBIT INDEX



Exhibit                    Description

20                         Press Release Dated November 21, 2001

                           Incorporated by Reference











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