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)

                                DECEMBER 7, 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 December 7, 2001 registrant issued a press release entitled "Halliburton
Comments  on  Asbestos   Judgments"   to  provide   background   on  the  recent
announcements of three adverse asbestos  litigation results and to put them into
context.

         The following summarizes that press release:

     Registrant's  strategy in managing asbestos cases is to achieve  settlement
of  valid  claims  for  reasonable   amounts.   When  registrant  believes  that
plaintiffs' settlement demands are not reasonable,  it takes the cases to trial.
The verdicts and judgements  recently  announced by registrant are significantly
outside its past experience.

     As  previously  announced by  registrant,  it believes that the $65 million
dollar judgment in the district court in Orange, Texas is based on serious error
during the trial and that the trial  evidence  does not  support  the  judgment.
Separately,  the same  district  court  judge  rendered  the  $35.7  million  of
judgments against registrant's  subsidiary,  Dresser Industries,  Inc., based on
settlement  agreements to which  Dresser was not a party and did not  authorize.
Registrant  believes both of these  actions are contrary to  applicable  law and
will appeal both of them.  If the appeals  are not  successful,  registrant  has
substantial insurance that it expects will pay most of these judgments.

     In the  Baltimore  case,  registrant  believes that it has a good basis for
appeal  of  the  verdict  if  judgment  on the  verdict  is  rendered.  However,
registrant  cannot be  certain of the result of such  appeal.  In any event,  if
registrant's appeals do not succeed,  registrant has substantial  insurance that
it expects will pay most of any verdict amount.

     During the coming weeks and months  registrant  expects Dresser and Kellogg
Brown & Root will be  involved  in a number of other  asbestos  claim  trials in
several  states.  Registrant  cannot  predict  the outcome of such trials but is
confident  in  its  strategy.   Registrant  is  managing  its  asbestos   claims
aggressively  and will continue its current claim  strategy and seek to minimize
any adverse financial impact on it to the maximum extent possible.  Registrant's
businesses  are strong and healthy and its financial  disclosure is accurate and
complete.


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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 December 7, 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:    December 10, 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 December 7, 2001

                           Incorporated by Reference








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