POWER OF ATTORNEY





     KNOW  ALL  MEN BY  THESE  PRESENTS,  that I,  the  undersigned,  do  hereby

constitute and appoint  Margaret E. Carriere,  Bruce A. Metzinger and Michael A.

Weberpal, or any of them acting alone, my true and lawful  attorneys-in-fact and

agents, with full power of substitution and resubstitution,  to prepare and sign

for me, and in my name, place and stead, in any and all capacities,  any and all

reports  as may  from  time to time  be  required  under  Section  16(a)  of the

Securities  Exchange Act of 1934,  as amended,  and the rules,  regulations  and

requirements of the Securities and Exchange  Commission in respect thereof,  and

to file the same with the Securities and Exchange Commission, granting unto said

attorneys-in-fact and agents full power and authority to do and perform each and

every act and thing  requisite and necessary to be done (with full power to each

of them to act alone),  as fully and to all  intents and  purposes as I might or

could  do  in  person,   hereby   ratifying   and   confirming   all  that  said

attorneys-in-fact and agents or any of them, or their substitutes,  may lawfully

do or cause to be done by virtue hereof.

     This Power of  Attorney  shall  remain in full force and effect  until such

time that I am no longer a Section 16 Reporting  Person,  or until revoked by me

in writing, or five years from the date hereof, whichever comes first.

     IN WITNESS WHEREOF, I hereto set my hand this 19th day of July, 2004.







                                                /s/  Andrew R. Lane

                                                ----------------------------

                                                     Andrew R. Lane