Filing pursuant to Rule 425 under the

Securities Act of 1933, as amended

Deemed filed under Rule 14a-12 under the

Securities Exchange Act of 1934, as amended

Filer: Baker Hughes Incorporated

Subject Company: Baker Hughes Incorporated

Commission File No.: 001-09397

The following materials were distributed to Baker Hughes managers in connection with presentations delivered to Baker Hughes employees:

Integration Update Belgacem Chariag, Chief Integration Officer [C] 2015 BAKER HUGHES INCORPORATED. ALL RIGHTS RESERVED. TERMS AND CONDITIONS OF USE: BY ACCEPTING THIS DOCUMENT, THE RECIPIENT AGREES THAT THE DOCUMENT TOGETHER WITH ALL INFORMATION INCLUDED THEREIN IS THE CONFIDENTIAL AND PROPRIETARY PROPERTY OF BAKER HUGHES INCORPORATED AND INCLUDES VALUABLE TRADE SECRETS AND/OR PROPRIETARY INFORMATION OF BAKER HUGHES (COLLECTIVELY "INFORMATION"). BAKER HUGHES RETAINS ALL RIGHTS UNDER COPYRIGHT LAWS AND TRADE SECRET LAWS OF THE UNITED STATES OF AMERICA AND OTHER COUNTRIES. THE RECIPIENT FURTHER AGREES THAT THE DOCUMENT MAY NOT BE DISTRIBUTED, TRANSMITTED, COPIED OR REPRODUCED IN WHOLE OR IN PART BY ANY MEANS, ELECTRONIC, MECHANICAL, OR OTHERWISE, WITHOUT THE EXPRESS PRIOR WRITTEN CONSENT OF BAKER HUGHES, AND MAY NOT BE USED DIRECTLY OR INDIRECTLY IN ANY WAY DETRIMENTAL TO BAKER HUGHES' INTEREST.

Important Information For Investors And Stockholders This communication does not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities or a solicitation of any vote or approval. This communication relates to a proposed business combination between Baker Hughes Incorporated ("Baker Hughes") and Halliburton Company ("Halliburton"). In connection with this proposed business combination, on December 19, 2014, Halliburton filed with the Securities and Exchange Commission (the "SEC") a registration statement on Form S-4 containing a preliminary joint proxy statement/prospectus of Baker Hughes and Halliburton and other documents related to the proposed transaction. The registration statement has not yet become effective. After the registration statement is declared effective by the SEC, Baker Hughes and Halliburton will each file with the SEC a definitive proxy statement/prospectus and other documents with respect to the proposed acquisition of Baker Hughes and a definitive proxy statement/prospectus will be mailed to stockholders of Baker Hughes and Halliburton. INVESTORS AND SECURITY HOLDERS OF BAKER HUGHES AND HALLIBURTON ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS THAT MAY BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders may obtain free copies of these documents and other documents filed with the SEC by Baker Hughes and/or Halliburton through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by Baker Hughes will be available free of charge on Baker Hughes' internet website at http://www.bakerhughes.com or by contacting Baker Hughes' Investor Relations Department by email at trey.clark@bakerhughes.com or alondra.oteyza@bakerhughes.com or by phone at +1-713-439-8039 or +1-713-439-8822. Copies of the documents filed with the SEC by Halliburton will be available free of charge on Halliburton's internet website at http://www.halliburton.com or by contacting Halliburton's Investor Relations Department by email at investors@halliburton.com or by phone at +1-281-871-2688. Participants in Solicitation Baker Hughes, Halliburton, their respective directors and certain of their respective executive officers may be considered participants in the solicitation of proxies in connection with the proposed transaction. Information about the directors and executive officers of Baker Hughes is set forth in its Annual Report on Form 10-K for the year ended December 31, 2013, which was filed with the SEC on February 12, 2014, its proxy statement for its 2014 annual meeting of stockholders, which was filed with the SEC on March 5, 2014, its Quarterly Report on Form 10-Q for the quarter ended September 30, 2014 which was filed with the SEC on October 21, 2014 and its Current Reports on Form 8-K, which were filed with the SEC on June 10, 2014, September 10, 2014 and December 10, 2014. Information about the directors and executive officers of Halliburton is set forth in its Annual Report on Form 10-K for the year ended December 31, 2013, which was filed with the SEC on February 7, 2014, its proxy statement for its 2014 annual meeting of stockholders, which was filed with the SEC on April 8, 2014, its Quarterly Report on Form 10-Q for the quarter ended September 30, 2014 which was filed with the SEC on October 24, 2014 and its Current Reports on Form 8-K, which were filed with the SEC on July 21, 2014 and December 9, 2014. These documents can be obtained free of charge from the sources indicated above. Additional information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, are contained in the joint proxy statement/prospectus and other relevant materials filed with the SEC. 2

Important Information For Investors And Stockholders Cautionary Statement Regarding Forward-Looking Statements Certain statements in this communication regarding the proposed acquisition of Baker Hughes by Halliburton, including any statements regarding the expected timetable for completing the proposed transaction, benefits and synergies of the proposed transaction, future opportunities for the combined company and products, future financial performance and any other statements regarding Halliburton's and Baker Hughes' future expectations, beliefs, plans, objectives, financial conditions, assumptions or future events or performance that are not historical facts are "forward-looking" statements made within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The words "anticipate," "believe," "ensure," "expect," "if," "intend," "estimate," "probable," "project," "forecasts," "predict," "outlook," "aim," "will," "could," "should," "would," "potential," "may," "might," "anticipate," "likely" "plan," "positioned," "strategy," and similar expressions, and the negative thereof, are intended to identify forward-looking statements. All forward-looking information are subject to numerous risks and uncertainties, many of which are beyond the control of Baker Hughes and Halliburton, that could cause actual results to differ materially from the results expressed or implied by the statements. These risks and uncertainties include, but are not limited to: failure to obtain the required votes of Baker Hughes' or Halliburton's stockholders; the timing to consummate the proposed transaction; the risk that a condition to closing of the proposed transaction may not be satisfied or that the closing of the proposed transaction might otherwise not occur; the risk that a regulatory approval that may be required for the proposed transaction is not obtained or is obtained subject to conditions that are not anticipated; the diversion of management time on transaction-related issues; the ultimate timing, outcome and results of integrating the operations of Baker Hughes and Halliburton and the ultimate outcome of Halliburton's operating efficiencies applied to Baker Hughes' products and services; the effects of the business combination of Baker Hughes and Halliburton, including the combined company's future financial condition, results of operations, strategy and plans; expected synergies and other benefits from the proposed transaction and the ability of Halliburton to realize such synergies and other benefits; expectations regarding regulatory approval of the transaction; results of litigation, settlements, and investigations; civil unrest, government expropriations and/or epidemic outbreaks; final court approval of, and the satisfaction of the conditions in, Halliburton's September 2014 settlement relating to the Macondo well incident in the Gulf of Mexico; appeals of the multi-district litigation District Court's September 2014 ruling regarding Phase 1 of the trial, and future rulings of the District Court; results of litigation, settlements, and investigations not covered by the settlement or the District Court's rulings; actions by third parties, including governmental agencies, relating to the Macondo well incident; BP's April 2012 settlement relating to the Macondo well incident, indemnification, and insurance matters; with respect to repurchases of Halliburton common stock, the continuation or suspension of the repurchase program, the amount, the timing and the trading prices of Halliburton common stock, and the availability and alternative uses of cash; actions by third parties, including governmental agencies; changes in the demand for or price of oil and/or natural gas can be significantly impacted by weakness in the worldwide economy; consequences of audits and investigations by domestic and foreign government agencies and legislative bodies and related publicity and potential adverse proceedings by such agencies; protection of intellectual property rights and against cyber attacks; compliance with environmental laws; changes in government regulations and regulatory requirements, particularly those related to offshore oil and natural gas exploration, radioactive sources, explosives, chemicals, hydraulic fracturing services and climate-related initiatives; compliance with laws related to income taxes and assumptions regarding the generation of future taxable income; risks of international operations, including risks relating to unsettled political conditions, war, the effects of terrorism, and foreign exchange rates and controls, international trade and regulatory controls, and doing business with national oil companies; weather-related issues, including the effects of hurricanes and tropical storms; changes in capital spending by customers; delays or failures by customers to make payments owed to us; execution of long-term, fixed-price contracts; impairment of oil and natural gas properties; structural changes in the oil and natural gas industry; maintaining a highly skilled workforce; availability and cost of raw materials; and integration of acquired businesses and operations of joint ventures. Expectations regarding business outlook, including changes in revenue, pricing, capital spending, profitability, strategies for our operations, oil and natural gas market conditions, customers' business plans, market share and contract terms, costs and availability of resources, legal, economic and regulatory conditions, and environmental matters are only forecasts regarding these matters. Additional information concerning these and other factors can be found in Baker Hughes' and Halliburton's respective filings with the SEC and available through the SEC's Electronic Data Gathering and Analysis Retrieval system at http://www.sec.gov, including Baker Hughes' and Halliburton's most recent Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. The foregoing list of important factors is not exclusive. Baker Hughes' forward-looking statements are based on assumptions that Baker Hughes believes to be reasonable but that may not prove to be accurate. Baker Hughes and Halliburton assume no obligation to update or revise any forward-looking statements as a result of new information, future events or otherwise, except as may be required by law. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof. 3

Initial Observations * Deep respect for Baker Hughes employees and their collective accomplishments * Enormous excitement about the opportunities that await the combined company * Absolute commitment to make this transaction a success * Overriding objective of integration planning: Do what's best for combined business post-closing * Understand our obligation to protect our business; business as usual prior to closing Belgacem Chariag shared with us these insights regarding his early meetings with Halliburton... [] It is going very well, and he feels we are moving quickly, efficiently and thoughtfully during the integration planning phase. [] MAKE POINT THAT WE ARE PLANNING THE INTEGRATION AND NOT ACTUALLY INTEGRATING AT THIS POINT [] The dialogue has been very collaborative and constructive [] As Belgacem mentioned in his first email about the process earlier this month: 1) there is deep respect for Baker Hughes employees and their collective accomplishments; 2) there is enormous excitement about the opportunities that await the combined company; and 3) there is an absolute commitment to make this transaction a success. [] He related that Halliburton is more and more impressed with our business each meeting and what we offer [] They are putting their very best resources on it; investing in best-in-class integration consultants, etc. [] The overriding objective of our work at this point is to do what's best for the combined business post-closing [] At the same time, Baker Hughes has an obligation to conducts its business in a manner consistent with past practices [] In these early stages we do not share information that would impact our ability to compete or succeed in the marketplace [] We still treat Halliburton as a competitor 4

Benefits of RedBlue BEST-IN-CLASS ROBUST DEEPWATER COMPREHENSIVE EXPANDED PLATFORM UNCONVENTIONAL TECHNOLOGY MATURE FIELDS FOR SUPERIOR GROWTH, SOLUTIONS PORTFOLIO CAPABILITIES MARGINS and RETURNS Creates a stronger, more diverse organization with the resources and technologies to solve the industry's most difficult challenges Each company has a rich history and strengths it brings to the combination. We are very aligned about the vision and promise for the combined company and its ability to deliver for customers and shareholders. This combination offers the potential to compete more effectively in a rapidly changing services industry than either company could on its own. It has the potential to change the industry in terms of what one company can offer with comprehensive products and innovative technology. And, while there will be redundancies that impact people, over the long term we believe this will create more opportunities for employees at both companies. 5

RED-BLUE INTEGRATION STRATEGY PLAN FOR INTEGRATION CAPTURE VALUE CREATE VALUE INTEGRATE | STABILIZE | OPTIMIZE COMBINED EFFICIENCY OF COMPANY WELL- INTEGRATION POSITIONED CHANGE FOR SUPERIOR MANAGEMENT GROWTH, MARGINS, RETURNS PRESERVE TRANSACTION PRESENT AND DEVELOP Work towards BUSINESS REGULATORY INTEGRATION DAY 1 nearly $2B VALUE APPROVAL PLAN onwards in annual cost synergies Generate returns from Mobilize focused, multiple best-in-class high-performance business lines organization based on: Build outstanding [] Shared values technology and service [] Social connection delivery platform for [] Unified desire to superior future growth deliver value Accretive to cash Accretive to EPS by flow by end of year end of year two ------------------ ------------------- -------------------- ---------------------- ---------------------- one after close Maintain the Diligently meet Detailed integration business, key conditions to close roadmap complete people, reputation prior to close Integration Approach Here is the approach to integration - organized around three key themes: They are Integrate. Stabilize. And Optimize. Integrate. This is putting one and one together, and tweak. We will not re -engineer or reinvent. That would jeopardize our timelines and targets, and create risk. We are not trying to build a new company from scratch. The second is Stabilize. This is taking one and one and making sure they at least equal two. The last thing we want to do is destroy value. Third, we will Optimize. This relates to synergies and here we want to make one and one equal three. The Baker Hughes integration team is focused on planning the integration . People assigned to the work streams will execute that plan post close. It's important to understand the distinction between integration planning, which spans today to Day 1, and implementation, which spans Day 1 through the end of 2017. Between now and the end of year, we will focus our efforts on securing the necessary approvals, the process of divesting businesses (if needed) and the integration planning. By the end of 2016, we expect to achieve a certain percentage of the synergies. By the end of 2017, we plan to achieve all of the remaining synergies, and hopefully exceed that amount. 6

BELGACEM CHARIAG DINU JOHN ------------------------- ---------------------- Chief Integration Officer Information Technology CHAD CAILLOUET DALE KUNNEMAN ---------------------- Business/Market Data Human Resources THE BAKER HUGHES INTEGRATION TEAM MARK BAERENWALD DON PREJEAN ------------------------- ---------------------- Finance Project Manager Here is the Baker Hughes integration team - there may be a few familiar faces. A task of this magnitude is a really a team effort, and a collaborative one. This small core team is focused on managing the project on a daily basis along with their counterparts at Halliburton. From left[] Mark Baerenwald , Finance Lead Chad Caillouet , Business/Market Data Lead Belgacem Chariag, Chief Integration Officer Dinu John , Information Technology Lead Dale Kunneman , Human Resources Lead Don Prejean , Project Manager The team will expand as the planning progresses. Some of you may be asked to play a role in the integration, and I ask that you support their efforts whole-heartedly. 7

INTEGRATION PROCESS GUIDING PRINCIPLES [GRAPHIC OMITTED] These are the guiding principles of the integration[] Speed trumps perfection [] Integrate, Stabilize, Optimize Combined company comprised of best people, products, processes Focus on what we have in common We are integrating, not re -engineering Unless there is a compelling reason, Halliburton processes/systems will be used in the combined company We will communicate regularly, as milestones are reached 8

INTEGRATION PROCESS PATHWAY [GRAPHIC OMITTED] WHERE WE ARE Regulatory reviews have begun. Work has begun to create the integration plan. [] Core team identified [] Joint Leadership Kickoff briefing took place [] Guidelines established [] Teams assigned to build integration plans [] Integration taskforces in place for HR, IT, Finance Next step: A vote by shareholders of both companies is expected this spring TO DATE * Core team identified * Joint Leadership Kickoff * Guidelines and data protocols established * Integration taskforces in place for HR, IT, Finance 9 *The order, timing, and completion of events described may change.

[GRAPHIC OMITTED] [C] 2015 Baker Hughes Incorporated. All Rights Reserved.