-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EVAbqbqMv6VThbQbi8gDIEw5kvxGD7N0e/I/T0XEjDaf+8y3/jpqQKTKv1TZsZcK 1Jihl13zgssFUbG7KVRiQA== 0000315066-06-004599.txt : 20060810 0000315066-06-004599.hdr.sgml : 20060810 20060810160044 ACCESSION NUMBER: 0000315066-06-004599 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060810 DATE AS OF CHANGE: 20060810 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HALLIBURTON CO CENTRAL INDEX KEY: 0000045012 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 752677995 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-38236 FILM NUMBER: 061021384 BUSINESS ADDRESS: STREET 1: 1401MCKINNEY STREET 2: 1401 MCKINNEY CITY: HOUSTON STATE: TX ZIP: 77010 BUSINESS PHONE: 7137592600 MAIL ADDRESS: STREET 1: 1401 MCKINNEY STREET 2: 1401 MCKINNEY CITY: HOUSTON STATE: TX ZIP: 77010 FORMER COMPANY: FORMER CONFORMED NAME: HALLIBURTON OIL WELL CEMENTING CO DATE OF NAME CHANGE: 19660911 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FMR CORP CENTRAL INDEX KEY: 0000315066 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 161144965 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 82 DEVONSHIRE ST CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6175706339 MAIL ADDRESS: STREET 1: 82 DEVONSHIRE STREET CITY: BOSTON STATE: MA ZIP: 02109 SC 13G/A 1 filing.txt DOC ONE SCHEDULE 13G Amendment No. 3 Halliburton Company Incorporated Common Stock Cusip #406216101 Cusip #406216101 Item 1: Reporting Person - FMR Corp. Item 4: Delaware Item 5: 3,038,042 Item 6: 0 Item 7: 68,790,297 Item 8: 0 Item 9: 68,790,297 Item 11: 6.656% Item 12: HC Cusip #406216101 Item 1: Reporting Person - Edward C. Johnson 3d Item 4: United States of America Item 5: 0 Item 6: 0 Item 7: 68,790,297 Item 8: 0 Item 9: 68,790,297 Item 11: 6.656% Item 12: IN SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) Item 1(a). Name of Issuer: Halliburton Company Incorporated Item 1(b). Name of Issuer's Principal Executive Offices: 1401 McKinney Houston, TX 77010 Item 2(a). Name of Person Filing: FMR Corp. Item 2(b). Address or Principal Business Office or, if None, Residence: 82 Devonshire Street, Boston, Massachusetts 02109 Item 2(c). Citizenship: Not applicable Item 2(d). Title of Class of Securities: Common Stock Item 2(e). CUSIP Number: 406216101 Item 3. This statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) and the person filing, FMR Corp., is a parent holding company in accordance with Section 240.13d-1(b)(ii)(G). (Note: See Item 7). Item 4. Ownership (a) Amount Beneficially Owned: 68,790,297 (b) Percent of Class: 6.656% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 3,038,042 (ii) shared power to vote or to direct the vote: 0 (iii) sole power to dispose or to direct the disposition of: 68,790,297 (iv) shared power to dispose or to direct the disposition of: 0 Item 5. Ownership of Five Percent or Less of a Class. Not applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person. Various persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock of Halliburton Company Incorporated. No one person's interest in the Common Stock of Halliburton Company Incorporated is more than five percent of the total outstanding Common Stock. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. See attached Exhibit A. Item 8. Identification and Classification of Members of the Group. Not applicable. See attached Exhibit A. Item 9. Notice of Dissolution of Group. Not applicable. Item 10. Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. August 10, 2006 Date /s/Joseph Mari Signature Joseph Mari Duly authorized under Power of Attorney dated August 3, 2006, by Eric D. Roiter by and on behalf of FMR Corp. and its direct and indirect subsidiaries SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) Pursuant to the instructions in Item 7 of Schedule 13G, Fidelity Management & Research Company ("Fidelity"), 82 Devonshire Street, Boston, Massachusetts 02109, a wholly- owned subsidiary of FMR Corp. and an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, is the beneficial owner of 66,268,355 shares or 6.412% of the Common Stock outstanding of Halliburton Company Incorporated ("the Company") as a result of acting as investment adviser to various investment companies registered under Section 8 of the Investment Company Act of 1940. The number of shares of Common Stock of Halliburton Company Incorporated owned by the investment companies at July 31, 2006 included 2,319,071 shares of Common Stock resulting from the assumed conversion of $43,660,000 principal amount of HALLIBURTON CV 3.125% 7/15/23 (53.1166 shares of Common Stock for each $1,000 principal amount of debenture). Edward C. Johnson 3d and FMR Corp., through its control of Fidelity, and the funds each has sole power to dispose of the 66,268,355 shares owned by the Funds. Members of the family of Edward C. Johnson 3d, Chairman of FMR Corp., are the predominant owners, directly or through trusts, of Series B shares of common stock of FMR Corp., representing 49% of the voting power of FMR Corp. The Johnson family group and all other Series B shareholders have entered into a shareholders' voting agreement under which all Series B shares will be voted in accordance with the majority vote of Series B shares. Accordingly, through their ownership of voting common stock and the execution of the shareholders' voting agreement, members of the Johnson family may be deemed, under the Investment Company Act of 1940, to form a controlling group with respect to FMR Corp. Neither FMR Corp. nor Edward C. Johnson 3d, Chairman of FMR Corp., has the sole power to vote or direct the voting of the shares owned directly by the Fidelity Funds, which power resides with the Funds' Boards of Trustees. Fidelity carries out the voting of the shares under written guidelines established by the Funds' Boards of Trustees. Fidelity Management Trust Company, 82 Devonshire Street, Boston, Massachusetts 02109, a wholly-owned subsidiary of FMR Corp. and a bank as defined in Section 3(a)(6) of the Securities Exchange Act of 1934, is the beneficial owner of 1,307,572 shares or 0.127% of the Common Stock outstanding of the Company as a result of its serving as investment manager of the institutional account(s). The number of shares of Common Stock of Halliburton Company Incorporated owned by the institutional account(s) at July 31, 2006 included 226,277 shares of Common Stock resulting from the assumed conversion of $4,260,000 principal amount of HALLIBURTON CV 3.125% 7/15/23 (53.1166 shares of Common Stock for each $1,000 principal amount of debenture). Edward C. Johnson 3d and FMR Corp., through its control of Fidelity Management Trust Company, each has sole dispositive power over 1,307,572 shares and sole power to vote or to direct the voting of 1,307,572 shares of Common Stock owned by the institutional account(s) as reported above. Strategic Advisers, Inc., 82 Devonshire Street, Boston, MA 02109, a wholly-owned subsidiary of FMR Corp. and an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, provides investment advisory services to individuals. As such, FMR Corp.'s beneficial ownership includes 12,270 shares, or 0.001%, of the Common Stock stock outstanding of Halliburton Company Incorporated, beneficially owned through Strategic Advisers, Inc. Fidelity International Limited ("FIL"), Pembroke Hall, 42 Crow Lane, Hamilton, Bermuda, and various foreign-based subsidiaries provide investment advisory and management services to a number of non-U.S. investment companies and certain institutional investors. FIL, which is a qualified institution under section 240.13d-1(b)(1) pursuant to an SEC No-Action letter dated October 5, 2000, is the beneficial owner of 1,202,100 shares or 0.116% of the Common Stock outstanding of the Company. The number of shares of Common Stock of Halliburton Company Incorporated owned by the institutional account(s) at July 31, 2006 included 226,277 shares of Common Stock resulting from the assumed conversion of $4,260,000 principal amount of HALLIBURTON CV 3.125% 7/15/23 (53.1166 shares of Common Stock for each $1,000 principal amount of debenture). Partnerships controlled predominantly by members of the family of Edward C. Johnson 3d, Chairman of FMR Corp. and FIL, or trusts for their benefit, own shares of FIL voting stock with the right to cast approximately 47% of the total votes which may be cast by all holders of FIL voting stock. FMR Corp. and FIL are separate and independent corporate entities, and their Boards of Directors are generally composed of different individuals. FMR Corp. and FIL are of the view that they are not acting as a "group" for purposes of Section 13(d) under the Securities Exchange Act of 1934 (the "1934" Act) and that they are not otherwise required to attribute to each other the "beneficial ownership" of securities "beneficially owned" by the other corporation within the meaning of Rule 13d-3 promulgated under the 1934 Act. Therefore, they are of the view that the shares held by the other corporation need not be aggregated for purposes of Section 13(d). However, FMR Corp. is making this filing on a voluntary basis as if all of the shares are beneficially owned by FMR Corp. and FIL on a joint basis. SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) RULE 13d-1(f)(1) AGREEMENT The undersigned persons, on August 10, 2006, agree and consent to the joint filing on their behalf of this Schedule 13G in connection with their beneficial ownership of the Common Stock of Halliburton Company Incorporated at July 31, 2006. FMR Corp. By /s/ Joseph Mari Joseph Mari Duly authorized under Power of Attorney dated August 3, 2006, by Eric D. Roiter by and on behalf of FMR Corp. and its direct and indirect subsidiaries Edward C. Johnson 3d By /s/ Joseph Mari Joseph Mari Duly authorized under Power of Attorney dated August 3, 2006, by Eric D. Roiter by and on behalf of Edward C. Johnson 3d Fidelity Management & Research Company By /s/ Joseph Mari Joseph Mari Duly authorized under Power of Attorney dated August 3, 2006, by Eric D. Roiter Secretary -----END PRIVACY-ENHANCED MESSAGE-----