HALLIBURTON CO — Director's Dealing 2004

Apr 19, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HALLIBURTON CO (HAL)
CIK: 0000045012
Period of Report: 2004-04-16

Reporting Person: SMITH DAVID RICH (Vice President - Tax)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-04-16	Common Stock	D	580	$31.96	Disposed	30528	Direct
2004-04-16	Common Stock	A	.3476	$30.39	Acquired	426.496	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Option to Buy Common Stock	$26.03	2014-01-02	Common Stock (5000)	5000	Direct
Option to Buy Common Stock	$28.125	2008-12-02	Common Stock (12000)	12000	Direct
Option to Buy Common Stock	$39.50	2009-12-02	Common Stock (10500)	10500	Direct
Option to Buy Common Stock	$31.55	2011-07-19	Common Stock (12375)	12375	Direct
Option to Buy Common Stock	$39.55	2011-02-23	Common Stock (10500)	10500	Direct
Option to Buy Common Stock	$21.90	2011-10-01	Common Stock (12375)	12375	Direct
Option to Buy Common Stock	$38.875	2007-11-20	Common Stock (7600)	7600	Direct
Option to Buy Common Stock	$38.8125	2008-01-15	Common Stock (8411)	8411	Direct
Option to Buy Common Stock	$40.8125	2008-01-15	Common Stock (8410)	8410	Direct
Option to Buy Common Stock	$36.8125	2008-01-15	Common Stock (8411)	8411	Direct
Option to Buy Common Stock	$12.27	2012-01-02	Common Stock (12375)	12375	Direct
Option to Buy Common Stock	$16.76	2012-04-01	Common Stock (12375)	12375	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.

F2: Reporting Person's beneficial interest in 426.496 shares of Halliburton Company Common Stock by the Halliburton Company Employee Benefit Master Trust No. 3, which shares are 100% vested.