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)

                                February 2, 2004

                               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  February  2,  2004  registrant  issued  a  press  release  entitled
"Halliburton  Says War-Time  Conditions  Make It Hard to `Guess Who Is Coming To
Dinner.'"

         The text of the press release is as follows:

              HALLIBURTON SAYS WAR-TIME CONDITIONS MAKE IT HARD TO
                         "GUESS WHO IS COMING TO DINNER"

 -- Company working with  government to improve  estimates on meal  preparations
for troops --

HOUSTON,  Texas - Halliburton today said it is working with the US government to
improve meal planning and  preparation  for troops in the Middle East. The issue
was raised following a routine audit question from the Defense Contracting Audit
Agency (DCAA).  There have been no conclusions reached and this is a normal part
of the audit  process for the DCAA to raise  questions  and  request  additional
materials.

What is certainly  unusual,  unprecedented  and  disturbing is for  unidentified
"sources" to publicly comment on specifics of questions until conversations with
DCAA are complete.

"We have served more than 50 million  meals to soldiers in the past year and any
assignment of this size is, of course, going to be subject to question.  This is
not about  charges.  This is about  finding a good way to estimate the number of
meals so soldiers can get fed," said Randy Harl,  president and chief  executive
officer, KBR. "We plan, purchase and prepare meals based on estimates. At times,
soldiers are on leave or troops are shifted to other  locations.  KBR is working
with the government to improve the counting method."

It is difficult to determine  how many people will be at the dinner table in the
middle of a war zone and must be based on estimates.  This is not a neighborhood
restaurant where you can quickly total up all the dinner tabs.

This is a  complicated  logistical  operation to make sure the soldiers are fed.
Security  issues are a major factor in  determining  an estimate for meals.  For
example, commanders do not want troops "signing in" for meals due to the concern
for safety of the soldiers; nor do they want troops waiting in lines to get fed.
It is important to keep in mind that KBR also provides meals for other civilians
that support the military and all of these dining  patrons are constantly on the
move in the region.

The government  works with KBR to determine the count for the dining  facilities
in Kuwait and Iraq.

KBR agreed to withhold from future billing of the subcontractor's  charges while
the company works with the government to improve the counting method.  KBR has a
responsibility to clients and it is important to understand that this is not any
sort of "admission".  It is an agreement to temporarily  delay billing while KBR
and the government  jointly determine the best way to estimate how many meals to
prepare. It is part of KBR's job to be good stewards of taxpayers' dollars.

When KBR was  tasked to  provide  dining  services  in Iraq and Kuwait the first
priority was getting food to the troops in a dangerous and hostile environment.

Halliburton  is resolved to support the  military  while also  carrying  out the
important  responsibility to maintain oversight in the expenditure of funds. Our
employees have had a significant  and positive impact on the quality of life for
troops and are risking their lives  everyday,  while  providing  troops housing,
meals, mail and other vital services.



KBR will  continue to work with all  government  agencies to establish  that the
company's  contracts  are not only  good for the  United  States  but also  that
Halliburton is the best and most qualified contractor to perform these difficult
and dangerous tasks.  This is a routine process in government  contracting.  KBR
has  always  worked  with the DCAA and will  continue  to work  with them in the
future.  At times,  KBR and DCAA have  disagreed  on issues that were subject to
audit,  but the company and the DCAA have always been able to work through these
issues.

Halliburton  has a 60 year  history of working with the  government.  KBR helped
build U.S.  war ships in World War II, as well as projects  in Somalia,  Rwanda,
Haiti and the Balkans. Halliburton also helped put out more than half of the oil
well fires in Kuwait during the 1991 Gulf War and now are working in Iraq.

                                      ###



                                   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:     February 2, 2004                  By: /s/ Margaret E. Carriere
                                               ----------------------------
                                                    Margaret E. Carriere
                                                    Vice President and Secretary