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) DECEMBER 11, 2001 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 6 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 December 11, 2001 registrant issued a press release entitled "Halliburton Maintains Standard & Poor's Investment Grade Rating". The following summarizes that press release: Registrant announced that Standard and Poor's reduced its long-term credit rating to A- from A+ and registrant's commercial paper rating from A1 to A2. The ratings continue at investment grade levels. Highlights of registrant's December 10, 2001 telephone conference call to discuss its asbestos litigation strategy and balance sheet and liquidity included: o Registrant currently has approximately $250 million in cash. The cash balance alone is enough to satisfy 16 percent of registrant's debt. o In addition to cash, as of October 31, 2001, registrant had $2.7 billion in other positive working capital, another significant source of liquidity. o Registrant currently has $700 million in committed credit lines on bank revolving credit agreements, under which there are no outstandings. o During the first ten months of 2001 registrant has reduced its debt from 40 percent of capitalization to 25 percent. 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 December 11, 2001. Page 2 of 6 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: December 12, 2001 By: /s/ Susan S. Keith ---------------------------------------- Susan S. Keith Vice President and Secretary Page 3 of 6 Pages The Exhibit Index Appears on Page 4 EXHIBIT INDEX Exhibit Description 20 Press Release Dated December 11, 2001 Incorporated by Reference Page 4 of 6 Pages The Exhibit Index Appears on Page 4