Amendment and Restatement of the Stock and Incentive Plan

At our Annual Meeting of Stockholders held on May 16, 2012, our stockholders approved the amendment and restatement of the Halliburton Company Stock and Incentive Plan (the "Stock and Incentive Plan"). The Stock and Incentive Plan was amended and restated by our Board of Directors on February 16, 2012, subject to the approval of our stockholders.

As a result of the stockholders' approval, the Stock and Incentive Plan was materially amended and modified as follows:

· Reservation of an additional 25,000,000 shares of our common stock for issuance under the Stock and Incentive Plan.

· An increase of the cash value calendar year limit for individual performance awards not denominated in common stock from $10,000,000 to $20,000,000 for purposes of Section 162(m) of the Internal Revenue Code.

· Eliminate the 2013 expiration date of the Stock and Incentive Plan.

A more complete description of the terms of the Stock and Incentive Plan and the material amendments and modifications to the plan can be found in (Item 4) (pages 54 through 60) of our definitive proxy statement dated and filed with the Securities and Exchange Commission on April 3, 2012, which description is incorporated by reference herein. The foregoing descriptions and the description incorporated by reference from our proxy statement are qualified in their entirety by reference to the Stock and Incentive Plan, a copy of which is filed as Appendix B to our proxy statement.

On May 16, 2012, Halliburton held its Annual Meeting of Stockholders. Stockholders were asked to consider and act upon:

(1) The election of Directors;

(2) Ratification of the appointment of KPMG LLP as independent public accountants to examine the financial statements and books and records of Halliburton for the year 2012;

(3) An advisory vote on executive compensation; and

(4) A proposal to Amend and Restate the Halliburton Company Stock and Incentive Plan.

The voting results for each matter are set out below.

(1) Election of Directors:

Name of Nominee            For    Against   Abstain Broker Non-Votes
Alan M. Bennett    597,099,284  3,045,672   633,148      122,302,442
James R. Boyd      596,351,944  3,782,665   643,494      122,302,443
Milton Carroll     539,505,014 60,339,671   933,419      122,302,442
Nance K. Dicciani  597,698,728  2,446,038   633,338      122,302,442
Murry S. Gerber    597,568,045  2,586,882   623,178      122,302,441
S. Malcolm Gillis  523,245,588 76,879,482   653,034      122,302,442
Abdallah S. Jum'ah 598,042,041  2,090,767   645,296      122,302,442
David J. Lesar     581,566,809 18,503,617   707,678      122,302,442
Robert A. Malone   596,733,950  3,405,330   638,824      122,302,442
J. Landis Martin   512,367,445 87,765,331   645,328      122,302,442
Debra L. Reed      592,232,456  7,070,318 1,475,329      122,302,443

(2) Ratification of the selection of auditors:

For              713,711,854
Against            8,273,021
Abstain            1,095,671
Broker Non-Votes           0

(3) Advisory vote on executive compensation:

For              582,899,078
Against           14,105,413
Abstain            3,773,613

Broker Non-Votes 122,302,442



(4)  Proposal to Amend and Restate the Halliburton Company Stock and Incentive
     Plan:


For              562,814,689
Against           36,849,046
Abstain            1,114,369