Hal Amends Restated Certificate 8-K 053006

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): May 30, 2006
     

HALLIBURTON COMPANY
(Exact Name of Registrant as Specified in Its Charter)
     

Delaware
(State or Other Jurisdiction of Incorporation)

1-3492
No. 75-2677995
(Commission File Number)
(IRS Employer Identification No.)
   
1401 McKinney, Suite 2400, Houston, Texas
77010
(Address of Principal Executive Offices)
(Zip Code)

(713) 759-2600
(Registrant’s Telephone Number, Including Area Code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
     

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



INFORMATION TO BE INCLUDED IN REPORT

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

At the annual meeting of stockholders of Halliburton Company on May 17, 2006, the stockholders approved an amendment to Halliburton’s restated certificate of incorporation to increase the number of authorized shares of common stock, par value $2.50 per share, of Halliburton Company from 1,000,000,000 to 2,000,000,000.

The amendment to the restated certificate of incorporation became effective upon filing with the Secretary of State of Delaware on May 30, 2006. Halliburton’s Restated Certificate of Incorporation is attached hereto as Exhibit 3.1.
 
Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

3.1 Restated Certificate of Incorporation of Halliburton Company filed with the
      Secretary of State of Delaware on May 30, 2006.







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: June 5, 2006
By:
/s/ Bruce A. Metzinger
   
Bruce A. Metzinger
   
Assistant Secretary










EXHIBIT INDEX

 
3.1
 
Restated Certificate of Incorporation effective May 30, 2006