HALLIBURTON CO — Director's Dealing 2004

Aug 18, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HALLIBURTON CO (HAL)
CIK: 0000045012
Period of Report: 2004-08-18

Reporting Person: Lane Andrew R (Pres. & CEO - KBR)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-08-18	Common Stock	D	63	$31.48	Disposed	56643	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Option to Buy Common Stock	$44.9375	2008-06-02	Common Stock (2000)	2000	Direct
Option to Buy Common Stock	$20.0625	2009-02-17	Common Stock (4500)	4500	Direct
Option to Buy Common Stock	$39.50	2009-12-02	Common Stock (9000)	9000	Direct
Option to Buy Common Stock	$34.75	2010-12-06	Common Stock (10500)	10500	Direct
Option to Buy Common Stock	$31.55	2011-07-19	Common Stock (5175)	5175	Direct
Option to Buy Common Stock	$28.86	2014-03-16	Common Stock (8020)	8020	Direct

Footnotes

F1: Shares transferred to Halliburton Company for payment for Federal Income Tax withholding obligations on lapse of restrictions on shares issued under the 1993 Stock and Incentive Plan. Said Plan permits Reporting Person to satisfy withholding tax obligation by transferring unrestricted shares to the Issuer.