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    ONE SHELL PLAZA

910 LOUISIANA

HOUSTON, TEXAS

77002-4995

TEL +1 713.229.1234

FAX +1 713.229.1522

www.bakerbotts.com

    ABU DHABI

AUSTIN

BEIJING

DALLAS

DUBAI

HONG KONG

HOUSTON

LONDON

MOSCOW

NEW YORK

PALO ALTO

RIYADH

WASHINGTON

June 25, 2010

Via EDGAR and Overnight Mail

Mr. Kevin Dougherty

Division of Corporation Finance

United States Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

    Re:

    Halliburton Company

Registration Statement on Form S-4

Filed May 7, 2010

File No. 333-166656

Form 10-K for the Fiscal Year Ended December 31, 2009

Filed February 17, 2010

Definitive Proxy Statement filed April 5, 2010

File No. 001-03492

Dear Mr. Dougherty:

On behalf of Halliburton Company (“Halliburton”), we are transmitting for electronic filing via
the EDGAR system a memorandum of Halliburton responding to the comments received from the staff of
the Division of Corporation Finance of the Securities and Exchange Commission by letter dated June
3, 2010.

Please telephone the undersigned (713.229.1856) of the firm Baker Botts L.L.P., counsel to
Halliburton, with any questions or comments you may have regarding the enclosed.

    Very truly yours,

BAKER BOTTS L.L.P.

    By:
    /s/ Eric C. Swanson

    Eric C. Swanson

Enclosures

    cc:

    Mr. Albert O. Cornelison, Jr. (Halliburton Company)

Mr. Brian Keith (Boots & Coots, Inc.)

Mr. William T. Heller IV (Thompson & Knight LLP)

June 25, 2010

MEMORANDUM

    TO:

    Division of Corporation Finance

Securities and Exchange Commission

    FROM:

    Halliburton Company

    RE:

    Registration Statement on Form S-4

Filed May 7, 2010

File No. 333-166656

Form 10-K for the Fiscal Year Ended December 31, 2009

Filed February 17, 2010

Definitive Proxy Statement filed April 5, 2010

File No. 001-03492

Response to Staff Comments dated June 3, 2010

     We are responding to comments received from the staff of the Division of Corporation Finance
(the “Staff”) of the United States Securities and Exchange Commission (the “Commission”) by
facsimile dated June 3, 2010 relating to Halliburton’s Registration Statement on Form S-4 filed
with the Commission on May 7, 2010 (the “Registration Statement”), Halliburton’s Form 10-K for the
fiscal year ended December 31, 2009 (the “Form 10-K”) and Halliburton’s Definitive Proxy Statement
filed with the Commission on April 5, 2010 (the “Proxy Statement”).

     We have filed through EDGAR and enclose herewith five courtesy copies of Amendment No. 1 to
the Registration Statement (“Amendment No. 1”). We are also submitting supplementally for your
review five courtesy copies of Amendment No. 1 marked to show changes to the Registration
Statement.

     In response to comments 2 and 3 of the Staff, as set forth below, we have prepared and are
submitting supplementally for your review, in draft form, disclosure that we plan to include in
either a future amendment to the Registration Statement, a Current Report on Form 8-K or our
Quarterly Report on Form 10-Q for the quarter ended June 30, 2010 that is responsive to those
comments. Please see Annex A. In the event such disclosure is included in a Current Report on
Form 8-K or Quarterly Report on Form 10-Q, the applicable report will be filed with the Commission
sufficiently in advance of the special meeting of stockholders of Boots & Coots, Inc. to permit
those stockholders to review and consider the disclosure prior to casting their vote.

     In response to the Staff’s comments pertaining to the Form 10-K and the Proxy Statement, we
have prepared and are submitting supplementally for your review, in draft form, Amendment No. 1 to
our Annual Report on Form 10-K for the fiscal year ended December 31, 2009 (the “Draft 10-K/A”).
Please see Annex B. We have also prepared and are submitting supplementally for your review
excerpted pages from the Draft 10-K/A that are marked to show

changes to the Form 10-K and the Proxy Statement, as applicable, in response to certain of the
Staff’s comments. Please see Annex C. We respectfully request a review by the Staff of the Draft 10-K/A, with a view toward resolution of all the Staff’s comments to
the Form 10-K and the Proxy Statement prior to our filing via EDGAR of the actual amendment to the
Form 10-K. We intend to file Amendment No. 1 to the Form 10-K upon the resolution of all the
Staff’s related comments.

     For your convenience, our responses are prefaced by the corresponding Staff comment in bold
text.

Form S-4

    1.

    Please revise your Plan of Merger to provide a list briefly identifying the contents of all
omitted schedules. See Item 601(b)(2) of Regulation S-K.

    Response: We have revised Amendment No. 1 accordingly. Please see page A-55.

    2.

    We note the information included in an Item 7.01 Form 8-K submitted on June 2, 2010. In
reference to the well being drilled by the Deepwater Horizon, you state your belief that your
applicable contracts provide for full indemnification for all potential claims and expenses
(other than claims by Halliburton employees and with respect to loss or damage to Halliburton
property). You also state that you have a general liability insurance program of $600
million. Please revise the prospectus to include this information in a recent events section,
and please also review your disclosure to ensure that you have disclosed all material
information regarding your potential liability in the event that a rig for which you are
performing services is involved in an explosion or similar event. For example, and without
limitation, your disclosure should address the following:

    •

    Disclose the applicable policy limits related to your insurance coverage;

    •

    Disclose whether your existing insurance would cover any claims made against you by
or on behalf of individuals who are not your employees in the event of personal injury
or death, and whether your customers would be obligated to indemnify you against any
such claims; and

    •

    Clarify your insurance coverage with respect to any liability related to any
resulting negative environmental effects.

    Response: We have included, as Annex A, draft disclosure that addresses the matters
raised in the comment above and that we plan to include in either a future amendment to the
Registration Statement, a Current Report on Form 8-K or our Quarterly Report on Form 10-Q
for the quarter ended June 30, 2010.

    3.

    In your Item 7.01 Form 8-K submitted on June 2, 2010, you also discuss the impact that the
moratorium on deepwater drilling activity in the Gulf of Mexico will have on your North
American operations. In a recent events section of the prospectus, please quantify the
contribution of deepwater drilling activity in the Gulf and its importance to North American
operations. If known, please discuss the likely
impact on your revenues, your 2,200 employees in the Gulf, and your asset allocation.

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    Response: We have included, as Annex A, draft disclosure that addresses the matters
raised in the comment above and that we plan to include in either a future amendment to the
Registration Statement, a Current Report on Form 8-K or our Quarterly Report on Form 10-Q
for the quarter ended June 30, 2010.

Form 10-K for the Fiscal Year Ended December 31, 2009

General

    4.

    We note from your disclosure on pages 2, 10, and elsewhere in your Form 10-K that you operate
in Latin America, Africa, and the Middle East, regions generally understood to include Cuba,
Sudan, Syria, and Iran. As you know, Cuba, Sudan, Syria, and Iran are identified by the State
Department as state sponsors of terrorism, and are subject to U.S. economic sanctions and
export controls. We note that your Form 10-K does not include substantive disclosure
regarding your business contacts with Cuba, Sudan, Syria, or Iran.

    Please provide us with information regarding your past, current, and anticipated contacts
with Cuba, Sudan, Syria, and Iran, if any, whether through subsidiaries, joint ventures, or
other direct or indirect arrangements, since your letters to the staff dated May 26, 2006
and June 16, 2006. Your response should describe any products, equipment, components,
technology, software, or services you have provided into any of those countries, directly or
indirectly, since your above-referenced letters, and any agreements, commercial
arrangements, or other contacts you have had with the governments of those countries or
entities controlled by those governments since that time.

    Response: Except as described below, since Halliburton’s letters to the Staff dated
May 26, 2006 and June 16, 2006, Halliburton, whether individually or through its
subsidiaries, joint ventures or other direct or indirect arrangements, has not had and does
not plan to initiate any contact with Cuba, Sudan, Syria or Iran, including any governments
of those countries or entities controlled by those governments. In addition and as
described in Halliburton’s June 16, 2006 letter, on March 31, 2005, Halliburton instituted a
company business practice that prohibits the undertaking of new work in or product sales to
certain countries, including Cuba, Sudan, Syria and Iran.

    With respect to Iran, prior activities of Halliburton occurred through three foreign
entities: Halliburton Products and Services, Ltd., a Cayman Islands corporation
headquartered in Dubai (“HPSL”); GVA Consultants AB, a Swedish corporation headquartered in
Gothenburg, Sweden (“GVA-C”), a wholly owned subsidiary of KBR, Inc., a former subsidiary of
Halliburton; and M.W. Kellogg Limited, a U.K. corporation headquartered in Greenford,
England (“MWKL”), a joint venture of KBR. On April 5, 2007, Halliburton completed the
separation of KBR, Inc. from Halliburton by exchanging the shares of KBR common stock owned
by Halliburton on that date for shares of Halliburton’s common stock. Halliburton
indirectly held a 55% ownership interest in

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    MWKL until November 2006, a 44% ownership interest until April 5, 2007 and no ownership
interest in MWKL or GVA-C thereafter.

    As of May 26, 2006, HPSL was a party to three contracts relating to oil field service work
in Iran, and HPSL’s services were slowly drawing to an end. The work on two of the
contracts was completed during 2006, and the work on the other contract was completed in
2007. Once the contract was completed in 2007, HPSL’s employees and consultants in Iran
focused primarily on winding up HPSL’s Iranian operations and finalizing financial records
and tax assessments. HPSL closed its office in Iran in mid 2009. As reported in our Form
10-Q for the quarter ended March 31, 2007, Halliburton announced in April 2007 that all of
its contractual commitments in Iran had been completed, and that it was no longer working in
Iran. No new contracts have been accepted since March 31, 2005.

    As indicated above, GVA-C and MWKL, two of the entities referred to in the May 26, 2006
letter, are affiliates of KBR, Inc. Halliburton’s records show that there was no revenue
generated by KBR in Iran in 2006. Beginning with the quarter ended March 31, 2007,
Halliburton reported KBR as discontinued operations in Halliburton’s condensed consolidated
financial statements. Because of the separation of KBR from Halliburton, Halliburton does
not have any information on the revenue, if any, KBR may have earned in Iran after 2006.

Risk Factors, page 6

    5.

    Rather than refer the reader to “Information related to risk factors” which appears elsewhere
in your document, provide in this section all the disclosure Item 503(c) of Regulation S-K
requires. Similarly, the reference at page 6 under the caption “Legal Proceedings” to the
MD&A section for “Information related to various commitments and contingencies” is not
sufficiently precise for the purpose of Item 103 of Regulation S-K.

    Response: We have revised the Draft 10-K/A to include all risk factors under Item
1(a) of Part I of the Form 10-K. Please see pages 3 through 12. We revised Item 3 of Part
I to include the description of legal proceedings that we have previously referenced in MD&A
and in the notes to our financial statements. Please see pages 13 through 16 of the Draft
10-K/A.

    6.

    Your Risk Factors section should be a separate section and not combined with a discussion of
forward-looking information within MD&A at page 35. In the new Risk Factors disclosure, make
clear that you have identified known material risks particular to your business, rather than
suggesting as you have at page 35 that “it is not possible to identify all risk factors.”

    Response: We have revised the Draft 10-K/A to delete the previous risk factors
disclosure in MD&A and to include all risk factors under Item 1(a) of Part I of the Form
10-K. Please see pages 3 through 12. We have added an introductory sentence that “[t]he
statements in [the] section describe the known material risks to our business . . . .”

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    7.

    Each risk factor should consist of one or two short paragraphs. Eliminate from the Risk
Factors section any extraneous detail or text that mitigates the risks you present. For
example, you state that “we do not expect the implementation of the consultant’s
recommendations to materially impact our long-term strategy,” “KBR has agreed that our
indemnification obligations ... have been fully satisfied,” and “We selectively use hedging
transactions to limit our exposure to risks...” Instead, state the risk directly. Additional
details may appear elsewhere in your document, but they do not belong in the Risk Factors
section.

    Response: We have revised the Draft 10-K/A accordingly. Please see pages 3 through
12.

    8.

    Identify particular risks with sufficiently descriptive captions, rather than by the use of
general headings such as “Exploration and production activity;” “Capital spending;”
“Customers;” “Environmental requirements;” and “Weather.” Also, avoid bundling more than one
risk under each caption. Instead, discuss each risk separately and with proper prominence.

    Response: We have revised the Draft 10-K/A accordingly. Please see pages 3 through
12.

Business Environment and Results of Operations, page 14

    9.

    We note the reference at pages 17 and 18 to a number of “contract wins,” but you omit the
names of the counterparties in several of the larger contracts you mention. Name the
counterparties as appropriate, and in future filings, identify any of the identified contracts
that have been or may be at least partially affected as a result of the Gulf of Mexico spill
in April 2010, if known. Also please confirm that Item 601(b) of Regulation S-K would require
none of the referenced contracts to be filed as exhibits.

    Response: With respect to identifying the names of the counterparties to several of
the larger contracts, none of those counterparties represented or are expected to represent
more than 10% of our consolidated revenue in any fiscal year covered by the Form 10-K or the
applicable contract. We respectfully submit that disclosure of the names of the
counterparties is not necessary for a material understanding of our operations and is not
required by Regulation S-K, including Item 101(c)(1)(vii).

    With respect to identifying contracts that have been or may be at least partially affected
as a result of the Gulf of Mexico spill in April 2010, we will include such disclosure in
future filings.

    We confirm that Item 601(b) of Regulation S-K does not require any of the referenced
contracts to be filed as exhibits to the Form 10-K.

Note 12. Financial Instruments and Risk Management, page 77

    10.

    We note that you adopted Accounting Standards Codification (ASC) 820, “Fair Value
Measurements and Disclosures”, on January 1, 2008 and January 1, 2009.

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    The table presented in footnote 12 is not complete as it does not appear to addres