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)
JANUARY 23, 1996
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. 73-0271280
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
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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.
(a) On January 23, 1996, the registrant issued a press release entitled
Halliburton Completes Spin-Off of Highlands Insurance pertaining, among other
things, to an announcement that registrant had completed a tax-free distribution
of all of the shares of Highlands Insurance Group, Inc. ("Highlands") to
shareholders of Halliburton Company (sometimes herein referred to as
"Halliburton" or "registrant") of record at the close of business on January 4,
1996. The distribution ratio was one share of Highlands common stock for each
ten shares of Halliburton common stock. Highlands common stock is now listed on
the New York Stock Exchange and trades with the ticker symbol of "HIC".
Immediately upon distribution of all Highlands common stock to Halliburton
stockholders, Highlands issued $62.85 million of 10% convertible subordinated
debentures due December 31, 2005, together with common stock subscription
warrants, to Insurance Partners, L.P. and members of Highlands management team.
Richard M. Haverland, a partner of Insurance Partners, has been named president,
chairman and chief executive officer of Highlands.
(b) On January 23, 1996, registrant also issued a press release
entitled Halliburton Improvement Continues in 1995 Fourth Quarter, pertaining,
among other things, to an announcement that registrant reported 1995 fourth
quarter net income of $71.9 million ($.63 per share). 1995 fourth qaurter
earnings per share increased by 24 percent compared to the year earlier period.
For the 1995 full year, registrant's net income was $168.3 million ($1.47 per
share) including a $65.5 million loss ($.57 per share) recognized for the
discontinued insurance business operations which were spun-off to Halliburton
shareholders. Registrant's 1995 earnings of $2.04 per share more than doubled
1994 earnings of $.95 per share.
The foregoing summaries, contained in paragraphs (a) and (b) above, are
subject to the full text of the press releases with respect thereto, copies of
which are attached hereto as Exhibit 20, which exhibit is incorporated herein by
reference.
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 releases dated January 23, 1996
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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: January 24, 1996 By: _______________________
Robert M. Kennedy
Vice President - Legal
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EXHIBIT INDEX
Exhibit Sequentially
Number Description Numbered Page
20 Press Releases of
January 23, 1996 5 of 10
Incorporated by Reference
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