Exhibit 99.3
                          Supplier/Subcontractor Letter

December 18, 2002

Dear Valued Supplier / Subcontractor,

Because of your valued relationship with Halliburton,  through [insert BU name],
I want you to hear from me personally about an important and positive action our
Company is taking to resolve its asbestos claims.

Today,  Halliburton announced that it has reached an agreement in principle with
attorneys representing substantially more than the 75% of current known asbestos
claimants  required  in order to reach a global  settlement  of all  current and
future asbestos claims against the Company. This agreement hopefully will result
in a global  settlement of all outstanding  asbestos claims. If this transaction
is ultimately completed,  it will resolve all of our current and future personal
injury asbestos-related claims.

This is good news for  Halliburton as well as our suppliers and  subcontractors.
The  agreement in  principle,  if  implemented,  provides a permanent  and final
resolution  of this  issue,  and it will allow us to  concentrate  on  providing
services to our customers as well as further growing our core businesses.

Under the proposed  agreement,  the settlement  would be  implemented  through a
pre-packaged  Chapter 11 filing of our U.S. entity,  Kellogg Brown & Root, Inc.,
and certain other subsidiaries with U.S. operations. A pre-packaged filing means
that we are bringing to the court a settlement that has been pre-agreed with the
asbestos  claimants  and  the  potential  futures  representative.  That  should
expedite the plan's approval because it removes many of the  uncertainties  that
have hampered other bankruptcies. We expect the filing to take place late in the
first quarter of 2003.

KBR Services, Inc., which comprises the U.S. government operations business, and
KBR's  entities  with no U.S.  operations,  will be excluded from the Chapter 11
filing.  Halliburton,  Halliburton  Energy Services,  Landmark Graphics and most
other Halliburton subsidiaries will also be excluded from the filing.

It is  important  that  you  understand  that  none of KBR  and the  Halliburton
companies are going out of business,  and this filing will have no effect on any
of our present or future projects.  Our Company remains  financially  strong and
the plan provides that all our purchase orders, agreements and subcontracts will
be honored in full. In other words,  outside of the global asbestos  settlement,
it will be business as usual.



Enclosed is a copy of today's announcement for your information.  If at any time
you have any  questions,  please contact your local  Halliburton  office or call
713-753-7004.  You may also visit our website at www.halliburton.com which has a
number of explanatory documents related to the subject.


Sincerely,


[BU Rep Name]
[Insert Title]