|
|
|
|
|
|
|
|
|
|
|
|
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)
|
|
|
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
|
·
|
Halliburton
announced that it had completed the final separation of KBR, Inc.
on April
5, 2007. Halliburton accepted 85,273,184 shares of Halliburton
common stock in exchange for 135,627,000 shares of KBR, Inc. common
stock.
KBR’s results are presented as discontinued operations for all periods
presented. Since the transaction occurred subsequent to the first
quarter
of 2007, Halliburton’s share count for purposes of the first quarter 2007
earnings per share calculation does not reflect the reduction in
Halliburton shares.
|
·
|
Halliburton
won the 2007 Offshore Energy Achievement Award in Well Construction
for
its Sperry Drilling Services’ ReFlexRite® multilateral system. The
ReFlexRite system technology is an important step toward extending
the
productive life of existing wells in mature fields in a cost-effective
manner. The system makes it possible to convert a simple horizontal
well
into a multilateral well, while simultaneously maintaining the production
from the original wellbore.
|
·
|
Security
DBS Drill Bits announced it has added a breakthrough technology to
its
suite of Hole Enlargement products and solutions. The XR™ reamer line of
tools is designed for both conventional and rotary steerable applications,
and it provides the industry’s only available concentric hole enlargement
technology that is also capable of enlarging a pilot hole more than
40%
while drilling. XR reamer tools offer activation and deactivation
capabilities that allow the hole to be selectively enlarged based
on
existing casing-shoe and well-design
parameters.
|
·
|
Halliburton is
opening a new manufacturing center in Monterrey, Mexico, to meet
its
customers’ increasing demands for energy services products. The
9,290-square-meter leased facility is expected to open in May 2007.
|
·
|
Halliburton
has announced that it has entered into a definitive agreement to
purchase,
subject to regulatory approvals, PSL Energy Services, Limited (PSLES),
a
leading Eastern Hemisphere provider of process, pipeline, and well
intervention services. PSLES is headquartered in the United Kingdom
and
has approximately 1,000 employees with operations in the United Kingdom,
Norway, the Middle East, Azerbaijan, Algeria, and Asia
Pacific.
|
|
|
Three
Months
|
|
Three
Months
|
|
|||||
|
|
Ended
|
|
Ended
|
|
|||||
|
|
March
31
|
|
December
31
|
|
|||||
|
|
2007
|
|
2006
|
|
2006
|
|
|||
Revenue:
|
|
|
|
|
|
|
|
|
|
|
Production
Optimization
|
|
$
|
1,337
|
|
$
|
1,196
|
|
$
|
1,454
|
|
Fluid
Systems
|
|
|
993
|
|
|
836
|
|
|
964
|
|
Drilling
and Formation Evaluation
|
|
|
917
|
|
|
725
|
|
|
877
|
|
Digital
and Consulting Solutions
|
|
|
175
|
|
|
181
|
|
|
214
|
|
Total
revenue
|
|
$
|
3,422
|
|
$
|
2,938
|
|
$
|
3,509
|
|
Operating
income (loss):
|
|
|
|
|
|
|
|
|
|
|
Production
Optimization
|
|
$
|
325
|
|
$
|
333
|
|
$
|
455
|
|
Fluid
Systems
|
|
|
214
|
|
|
189
|
|
|
217
|
|
Drilling
and Formation Evaluation
|
|
|
256
|
|
|
179
|
|
|
238
|
|
Digital
and Consulting Solutions
|
|
|
50
|
|
|
50
|
|
|
77
|
|
General
corporate
|
|
|
(57
|
)
|
|
(59
|
)
|
|
(64
|
)
|
Total
operating income
|
|
|
788
|
|
|
692
|
|
|
923
|
|
Interest
expense
|
|
|
(38
|
)
|
|
(42
|
)
|
|
(41
|
)
|
Interest
income
|
|
|
38
|
|
|
23
|
|
|
35
|
|
Foreign
currency, net
|
|
|
(3
|
)
|
|
(1
|
)
|
|
(8
|
)
|
Other,
net
|
|
|
-
|
|
|
3
|
|
|
-
|
|
Income
from continuing operations before income taxes
|
|
|
|
|
|
|
|
|
|
|
and
minority interest
|
|
|
785
|
|
|
675
|
|
|
909
|
|
Provision
for income taxes
|
|
|
(259
|
)
|
|
(223
|
)
|
|
(278
|
)
|
Minority
interest in net (income) loss of subsidiaries
|
|
|
3
|
|
|
(3
|
)
|
|
(4
|
)
|
Income
from continuing operations
|
|
|
529
|
|
|
449
|
|
|
627
|
|
Income
from discontinued operations, net
|
|
|
23
(a
|
)
|
|
39
|
|
|
31
|
|
Net
income
|
|
$
|
552
|
|
$
|
488
|
|
$
|
658
|
|
Basic
income per share:
|
|
|
|
|
|
|
|
|
|
|
Income
from continuing operations
|
|
$
|
0.53
|
|
$
|
0.44
|
|
$
|
0.63
|
|
Income
from discontinued operations, net
|
|
|
0.02
(a
|
)
|
|
0.04
|
|
|
0.03
|
|
Net
income
|
|
$
|
0.55
|
|
$
|
0.48
|
|
$
|
0.66
|
|
Diluted
income per share:
|
|
|
|
|
|
|
|
|
|
|
Income
from continuing operations
|
|
$
|
0.52
|
|
$
|
0.42
|
|
$
|
0.61
|
|
Income
from discontinued operations, net
|
|
|
0.02
(a
|
)
|
|
0.04
|
|
|
0.03
|
|
Net
income
|
|
$
|
0.54
|
|
$
|
0.46
|
|
$
|
0.64
|
|
Basic
weighted average common shares outstanding
|
|
|
992
|
|
|
1,024
|
|
|
996
|
|
Diluted
weighted average common shares outstanding
|
|
|
1,025
|
|
|
1,068
|
|
|
1,030
|
|
(a)
|
Income
from discontinued operations, net, in the first quarter of 2007 included
Halliburton’s 81% share of KBR, Inc.’s $28 million in net income in the
first quarter of 2007.
|
|
|
March
31,
|
|
December
31,
|
|
|||
|
|
2007
|
|
2006
|
|
|||
Assets
|
|
|||||||
Current
assets:
|
|
|
|
|
|
|
|
|
Cash
and marketable investments
|
|
$
|
3,043
|
|
$
|
2,938
|
|
|
Receivables,
net
|
|
|
2,700
|
|
|
2,629
|
|
|
Inventories,
net
|
|
|
1,430
|
|
|
1,235
|
|
|
Current
assets of discontinued operations
|
|
|
4,012
|
|
|
3,898
|
|
|
Other
current assets
|
|
|
560
|
|
|
490
|
|
|
Total
current assets
|
|
|
11,745
|
|
|
11,190
|
|
|
|
|
|
|
|
|
|
|
|
Property,
plant, and equipment, net
|
|
|
2,758
|
|
|
2,557
|
|
|
Noncurrent
assets of discontinued operations
|
|
|
1,441
|
|
|
1,497
|
|
|
Other
assets
|
|
|
1,771
|
|
|
1,616
|
|
|
Total
assets
|
|
$
|
17,715
|
|
$
|
16,860
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities
and Shareholders’ Equity
|
||||||||
Current
liabilities:
|
|
|
|
|
|
|
|
|
Accounts
payable
|
|
$
|
739
|
|
$
|
655
|
|
|
Current
maturities of long-term debt
|
|
|
11
|
|
|
26
|
|
|
Current
liabilities of discontinued operations
|
|
|
2,909
|
|
|
2,831
|
|
|
Other
current liabilities
|
|
|
1,450
|
|
|
1,222
|
|
|
Total
current liabilities
|
|
|
5,109
|
|
|
4,734
|
|
|
|
|
|
|
|
|
|
|
|
Long-term
debt
|
|
|
2,785
|
|
|
2,783
|
|
|
Noncurrent
liabilities of discontinued operations
|
|
|
1,000
|
|
|
981
|
|
|
Other
liabilities
|
|
|
864
|
|
|
917
|
|
|
Total
liabilities
|
|
|
9,758
|
|
|
9,415
|
|
|
Minority
interest in consolidated subsidiaries
|
|
|
65
|
|
|
69
|
|
|
Shareholders’
equity (a)
|
|
|
7,892
|
|
|
7,376
|
|
|
Total
liabilities and shareholders’ equity
|
|
$
|
17,715
|
|
$
|
16,860
|
|
|
a)
|
Effective
January 1, 2007, the company adopted Financial Accounting Standards
Board
Interpretation No. 48 (FIN 48), “Accounting for Uncertainty in Income
Taxes, an interpretation of FASB Statement No. 109.” As a result of the
adoption of FIN 48, the company recognized a $4 million decrease
in the
liability for unrecognized tax benefits and a $34 million increase
in
accrued interest and penalties, which were accounted for as a net
reduction of $30 million to the January 1, 2007 balance of retained
earnings. Of the $34 million increase in accrued interest and penalties,
$10 million was attributable to KBR, Inc., which is reported as
discontinued operations in the condensed consolidated financial statements
for all periods presented.
|
|
|
Three
Months
|
|
|
|
Year
|
|
||||||||||||
|
|
Ended
|
|
Three
Months Ended
|
|
Ended
|
|
||||||||||||
|
|
March
31,
|
|
March
31,
|
|
June
30,
|
|
September
30,
|
|
December
31,
|
|
December
31,
|
|
||||||
|
|
2007
|
|
2006
|
|
2006
|
|
2006
|
|
2006
|
|
2006
|
|
||||||
Capital
expenditures
|
|
$
|
303
|
|
$
|
138
|
|
$
|
201
|
|
$
|
230
|
|
$
|
265
|
|
$
|
834
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation,
depletion, and amortization
|
|
$
|
131
|
|
$
|
117
|
|
$
|
117
|
|
$
|
122
|
|
$
|
124
|
|
$
|
480
|
|
|
|
|
|
|
|
|
|
|
|
Year
|
|
||||||
|
|
Three
Months Ended
|
|
Ended
|
|
||||||||||||
2005
|
|
March
31
|
|
June
30
|
|
September
30
|
|
December
31
|
|
December
31
|
|
||||||
Capital
expenditures
|
|
$
|
131
|
|
$
|
129
|
|
$
|
164
|
|
$
|
151
|
|
$
|
575
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation,
depletion, and amortization
|
|
$
|
110
|
|
$
|
112
|
|
$
|
111
|
|
$
|
115
|
|
$
|
448
|
|
|
|
All
periods presented reflect the reclassification of KBR, Inc. to
discontinued operations.
|
|
|
|
|
|
|
|
|
|
|
Year
|
|
|||||
|
|
Three
Months Ended
|
|
Ended
|
|
|||||||||||
2006
|
|
March
31
|
|
June
30
|
|
September
30
|
|
December
31
|
|
December
31
|
|
|||||
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production
Optimization
|
|
$
|
1,196
|
|
$
|
1,292
|
|
$
|
1,418
|
|
$
|
1,454
|
|
$
|
5,360
|
|
Fluid
Systems
|
|
|
836
|
|
|
870
|
|
|
928
|
|
|
964
|
|
|
3,598
|
|
Drilling
and Formation Evaluation
|
|
|
725
|
|
|
774
|
|
|
845
|
|
|
877
|
|
|
3,221
|
|
Digital
and Consulting Solutions
|
|
|
181
|
|
|
180
|
|
|
201
|
|
|
214
|
|
|
776
|
|
Total
revenue
|
|
$
|
2,938
|
|
$
|
3,116
|
|
$
|
3,392
|
|
$
|
3,509
|
|
$
|
12,955
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production
Optimization
|
|
$
|
333
|
|
$
|
368
|
|
$
|
417
|
|
$
|
455
|
|
$
|
1,573
|
|
Fluid
Systems
|
|
|
189
|
|
|
201
|
|
|
217
|
|
|
217
|
|
|
824
|
|
Drilling
and Formation Evaluation
|
|
|
179
|
|
|
194
|
|
|
233
|
|
|
238
|
|
|
844
|
|
Digital
and Consulting Solutions
|
|
|
50
|
|
|
51
|
|
|
63
|
|
|
77
|
|
|
241
|
|
General
corporate
|
|
|
(59
|
)
|
|
(54
|
)
|
|
(60
|
)
|
|
(64
|
)
|
|
(237
|
)
|
Total
operating income
|
|
$
|
692
|
|
$
|
760
|
|
$
|
870
|
|
$
|
923
|
|
$
|
3,245
|
|
|
|
|
|
|
|
|
|
|
|
Year
|
|
|||||
|
|
Three
Months Ended
|
|
Ended
|
|
|||||||||||
2005
|
|
March
31
|
|
June
30
|
|
September
30
|
|
December
31
|
|
December
31
|
|
|||||
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production
Optimization
|
|
$
|
834
|
|
$
|
971
|
|
$
|
1,032
|
|
$
|
1,154
|
|
$
|
3,991
|
|
Fluid
Systems
|
|
|
631
|
|
|
699
|
|
|
731
|
|
|
776
|
|
|
2,837
|
|
Drilling
and Formation Evaluation
|
|
|
555
|
|
|
641
|
|
|
663
|
|
|
693
|
|
|
2,552
|
|
Digital
and Consulting Solutions
|
|
|
164
|
|
|
160
|
|
|
171
|
|
|
225
|
|
|
720
|
|
Total
revenue
|
|
$
|
2,184
|
|
$
|
2,471
|
|
$
|
2,597
|
|
$
|
2,848
|
|
$
|
10,100
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production
Optimization
|
|
$
|
290
|
|
$
|
240
|
|
$
|
259
|
|
$
|
306
|
|
$
|
1,095
|
|
Fluid
Systems
|
|
|
120
|
|
|
142
|
|
|
146
|
|
|
165
|
|
|
573
|
|
Drilling
and Formation Evaluation
|
|
|
96
|
|
|
146
|
|
|
150
|
|
|
168
|
|
|
560
|
|
Digital
and Consulting Solutions
|
|
|
29
|
|
|
16
|
|
|
36
|
|
|
66
|
|
|
147
|
|
General
corporate
|
|
|
(54
|
)
|
|
(59
|
)
|
|
(50
|
)
|
|
(48
|
)
|
|
(211
|
)
|
Total
operating income
|
|
$
|
481
|
|
$
|
485
|
|
$
|
541
|
|
$
|
657
|
|
$
|
2,164
|
|
|
|
Three
Months
|
|
|
|
|
|
|
|
|
|
Year
|
|
||||||
|
|
Ended
|
|
Three
Months Ended
|
|
Ended
|
|
||||||||||||
|
|
March
31,
|
|
March
31,
|
|
June
30,
|
|
September
30,
|
|
December
31,
|
|
December
31,
|
|
||||||
|
|
2007
|
|
2006
|
|
2006
|
|
2006
|
|
2006
|
|
2006
|
|
||||||
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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
|
|
Total
revenue
|
|
$
|
3,422
|
|
$
|
2,938
|
|
$
|
3,116
|
|
$
|
3,392
|
|
$
|
3,509
|
|
$
|
12,955
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North
America
|
|
$
|
494
|
|
$
|
493
|
|
$
|
481
|
|
$
|
571
|
|
$
|
539
|
|
$
|
2,084
|
|
Latin
America
|
|
|
75
|
|
|
55
|
|
|
68
|
|
|
82
|
|
|
95
|
|
|
300
|
|
Europe/Africa/CIS
|
|
|
149
|
|
|
100
|
|
|
135
|
|
|
138
|
|
|
214
|
|
|
587
|
|
Middle
East/Asia
|
|
|
127
|
|
|
103
|
|
|
130
|
|
|
139
|
|
|
139
|
|
|
511
|
|
General
corporate
|
|
|
(57
|
)
|
|
(59
|
)
|
|
(54
|
)
|
|
(60
|
)
|
|
(64
|
)
|
|
(237
|
)
|
Total
operating income
|
|
$
|
788
|
|
$
|
692
|
|
$
|
760
|
|
$
|
870
|
|
$
|
923
|
|
$
|
3,245
|
|
|
|
|
|
|
|
|
|
|
|
Year
|
|
|||||
|
|
Three
Months Ended
|
|
Ended
|
|
|||||||||||
2005
|
|
March
31
|
|
June
30
|
|
September
30
|
|
December
31
|
|
December
31
|
|
|||||
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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
|
|
Total
revenue
|
|
$
|
2,184
|
|
$
|
2,471
|
|
$
|
2,597
|
|
$
|
2,848
|
|
$
|
10,100
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North
America
|
|
$
|
364
|
|
$
|
299
|
|
$
|
359
|
|
$
|
400
|
|
$
|
1,422
|
|
Latin
America
|
|
|
48
|
|
|
42
|
|
|
43
|
|
|
70
|
|
|
203
|
|
Europe/Africa/CIS
|
|
|
66
|
|
|
110
|
|
|
107
|
|
|
127
|
|
|
410
|
|
Middle
East/Asia
|
|
|
57
|
|
|
93
|
|
|
82
|
|
|
108
|
|
|
340
|
|
General
corporate
|
|
|
(54
|
)
|
|
(59
|
)
|
|
(50
|
)
|
|
(48
|
)
|
|
(211
|
)
|
Total
operating income
|
|
$
|
481
|
|
$
|
485
|
|
$
|
541
|
|
$
|
657
|
|
$
|
2,164
|
|
|
|
Three
Months Ended
|
|
Three
Months Ended
|
|
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
|
|
||||||
Production
Optimization:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain
on sale of lift boats
|
|
$
|
48
|
|
$
|
0.03
|
|
$
|
-
|
|
$
|
-
|
|
$
|
-
|
|
$
|
-
|
|
Subsea
7, Inc. gain on sale
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
110
|
|
|
0.08
|
|
Drilling
and Formation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Evaluation:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intellectual
property settlement
|
|
|
-
|
|
|
-
|
|
|
24
|
|
|
0.02
|
|
|
-
|
|
|
-
|
|
|
|
Three
Months Ended
|
|
Three
Months Ended
|
|
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
|
|
$
|
-
|
|
$
|
-
|
|
$
|
12
|
|
$
|
0.01
|
|
$
|
-
|
|
$
|
-
|
|
Subsea
7, Inc. gain on sale
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
107
|
|
|
0.08
|
|
Latin
America:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intellectual
property settlement
|
|
|
-
|
|
|
-
|
|
|
2
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Europe/Africa/CIS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain
on sale of lift boats
|
|
|
48
|
|
|
0.03
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Intellectual
property settlement
|
|
|
-
|
|
|
-
|
|
|
6
|
|
|
0.01
|
|
|
-
|
|
|
-
|
|
Subsea
7, Inc. gain on sale
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
3
|
|
|
-
|
|
Middle
East/Asia:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intellectual
property settlement
|
|
|
-
|
|
|
-
|
|
|
4
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
HALLIBURTON
COMPANY
|
|
|
|
|
|
|
Date:
April
30, 2007
|
By:
|
/s/
Bruce A. Metzinger
|
|
|
Bruce
A. Metzinger
|
|
|
Assistant
Secretary
|