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) JANUARY 23, 2002 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 Page 1 of 10 Pages The Exhibit Index Appears on Page 4 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 January 23, 2002 registrant issued a press release entitled "Halliburton Fourth Quarter 33 Cents EPS Caps Outstanding Year". The following summarizes that press release: Registrant announced 2001 fourth quarter net income from continuing operations of $141 million ($0.33 per diluted share) and $551 million ($1.28 per diluted share) for the full year. Total net income was $139 million ($0.32 per diluted share) for the 2001 fourth quarter. Discontinued operations for the 2001 fourth quarter included $2 million after-tax for asbestos-related expenses ($0.01 per diluted share). Revenues from continuing operations were $3.2 billion in the 2001 fourth quarter, essentially the same as a year ago. Operating income of $272 million for the quarter was up significantly over last year. Compared to the record 2001 third quarter, revenues and operating income decreased by $219 million and $70 million, respectively, due to softening petroleum industry conditions. 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 January 23, 2002. Page 2 of 10 Pages The Exhibit Index Appears on Page 4 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: January 24, 2002 By: /s/ Susan S. Keith ---------------------------------------- Susan S. Keith Vice President and Secretary Page 3 of 10 Pages The Exhibit Index Appears on Page 4 EXHIBIT INDEX Exhibit Description 20 Press Release Dated January 23, 2002 Incorporated by Reference Page 4 of 10 Pages The Exhibit Index Appears on Page 4