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)

                                October 28, 2003

                               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


                            1401 McKinney, Suite 2400
                              Houston, Texas 77010
                    (Address of principal executive offices)

                         Registrant's telephone number,
                       including area code - 713-759-2600


         INFORMATION TO BE INCLUDED IN REPORT

Item 9.  Regulation FD Disclosure

     On October 28, 2003 registrant issued a press release entitled "Halliburton
Files Shelf  Registration  For its  Previously  Issued $1.2 Billion  Convertible
Senior Notes."

     The text of the press release is as follows:

            Halliburton Files Shelf Registration for its Previously
                  Issued $1.2 Billion Convertible Senior Notes

HOUSTON,  Texas--Halliburton  (NYSE:  HAL)  announced  today that it has filed a
shelf registration statement with the Securities and Exchange Commission for the
$1.2 billion of Halliburton's 3-1/8% Convertible  Senior Notes due July 15, 2023
(and the common stock  issuable  upon  conversion of the notes) that the Company
had  issued  in  a  private  placement  in  June  2003.  The  preliminary  shelf
registration   statement  has  been  filed  in  satisfaction  of   Halliburton's
obligations  under a registration  rights  agreement  entered into in connection
with the private placement.  Upon  effectiveness of the registration  statement,
the prospectus included in the company's  registration statement will be used by
selling  security  holders to resell their notes and the common  stock  issuable
upon conversion of the notes.

Halliburton  initially  issued  the  3-1/8%  Convertible  Senior  Notes  through
Citigroup  Global Markets Inc.,  Goldman,  Sachs & Co., J.P.  Morgan  Securities
Inc., ABN AMRO Incorporated, HSBC and The Royal Bank of Scotland plc.

A shelf registration  statement relating to these securities has been filed with
the Securities and Exchange Commission,  but has not yet become effective. These
securities  may not be sold nor may offers to buy be accepted  prior to the time
the  registration  statement  becomes  effective.  This news  release  shall not
constitute  an  offer  to sell  or the  solicitation  of an  offer  to buy  such
securities,  nor  shall  there be any sale of these  securities  in any State or
country in which such offer,  solicitation  or sale would be  unlawful  prior to
registration  or  qualification  under the securities  laws of any such State or
country.  The  offering  of these  securities  will be made only by means of the
prospectus included in the company's shelf registration statement.

Halliburton,  founded  in  1919,  is one of the  world's  largest  providers  of
products and services to the petroleum and energy industries. The company serves
its  customers  with a broad range of products and  services  through its Energy
Services and Engineering and Construction  Groups.  The company's World Wide Web
site can be accessed 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: legal risks, including the risks
associated with the consummation or non-consummation of the proposed settlement,
the risks of judgments  against the company's  subsidiaries  and predecessors in
asbestos  litigation  pending and currently on appeal, the inability of insurers
for  asbestos  exposures to pay claims or a delay in the payment of such claims,
future  asbestos  claims  defense and settlement  costs,  the risks of judgments
against the company and its  subsidiaries in other  litigation and  proceedings,
including  shareholder lawsuits,  securities laws inquiries,  contract disputes,
patent  infringements  and  environmental  matters,   legislation,   changes  in
government  regulations and adverse reaction to scrutiny  involving the company;
political risks, including the risks of unsettled political conditions,  war and
the effects of terrorism,  foreign  operations  and foreign  exchange  rates and
controls;  liquidity risks,  including the risks of potential reductions in debt
ratings,  access to credit,  availability  and costs of financing and ability to
raise capital;  weather-related  risks;  customer risks,  including the risks of
changes in capital spending and claims negotiations;  industry risks,  including
the risks of changes  that  affect  the  demand for or price of oil and/or  gas,
structural  changes in the  industries in which the company  operates,  risks of
fixed-fee  projects and risks of complex business  arrangements;  systems risks,
including  the risks of successful  development  and  installation  of financial
systems; and personnel and  merger/reorganization/disposition  risks,  including
the risks of increased  competition  for  employees,  successful  integration of
acquired businesses,  effective  restructuring efforts and successful completion
of planned  dispositions.  Please see Halliburton's Form 10-K for the year ended
December  31, 2002 and Form 10-Q for the quarter  ended June 30, 2003 for a more
complete discussion of such risk factors.

                                       ###



                                   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 29, 2003             By: /s/ Margaret E. Carriere
                                          -----------------------------------
                                               Margaret E. Carriere
                                               Vice President and Secretary