EXHIBIT 10(p)

                               SECOND AMENDMENT TO
                       HALLIBURTON ELECTIVE DEFERRAL PLAN

     WHEREAS,  HALLIBURTON  COMPANY (the  "Company") has heretofore  adopted the
HALLIBURTON ELECTIVE DEFERRAL PLAN (the "Plan"); and

     WHEREAS, the Company desires to amend the Plan;

     NOW, THEREFORE, the Plan shall be amended as follows,  effective January 1,
1996:

     1. The following  new  Paragraph  (1A) shall be added to Section 1.1 of the
Plan:
 
     "(1A)  Act:  The  Employee  Retirement  Income  Security  Act of  1974,  as
amended."

     2.  Section  10.2 of the Plan shall be deleted and the  following  shall be
substituted therefor:

         "10.2 Alienation of Interest Forbidden. Except as hereinafter provided,
         the  interest of a  Participant  or his  beneficiary  or  beneficiaries
         hereunder may not be sold, transferred,  assigned, or encumbered in any
         manner,  either  voluntarily  or  involuntarily,  and any attempt so to
         anticipate,  alienate,  sell, transfer,  assign,  pledge,  encumber, or
         charge  the same  shall be null and void;  neither  shall the  benefits
         hereunder   be  liable  for  or   subject  to  the  debts,   contracts,
         liabilities,  engagements  or torts of any person to whom such benefits
         or funds are  payable,  nor  shall  they be an asset in  bankruptcy  or
         subject  to  garnishment,   attachment  or  other  legal  or  equitable
         proceedings.  Plan  provisions  to the  contrary  notwithstanding,  the
         Committee  shall comply with the terms and  provisions of an order that
         satisfies the requirements for a "qualified  domestic  relations order"
         as such term is defined in section  206(d)(3)(B) of the Act,  including
         an order that requires  distributions  to an alternate payee prior to a
         Participant's  "earliest  retirement  age" as such term is  defined  in
         section 206(d)(3)(E)(ii) of the Act."

     3.  As amended hereby, the Plan is specifically ratified and reaffirmed.

         EXECUTED as of the 14th day of February, 1996.

                               HALLIBURTON COMPANY



                              By: /s/ W. R. Howell
                             W. R. Howell, Chairman
                             Compensation Committee
                                    of Directors