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Prospectuses and communications, business combinations

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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 talking points were made available to Baker Hughes employees on April 7, 2016.

Baker Hughes Customer FAQs – Justice Department Action – April 2016

Please use the talking points below as guidance when responding to questions from customers.

· Halliburton and Baker Hughes intend to vigorously contest the U.S. Department of Justice (DOJ) effort to block the pending merger.
· The companies intend to demonstrate that the DOJ has underestimated the highly competitive nature of the oilfield services industry, the many benefits of the proposed combination, and the sufficiency of the divestitures.
· The DOJ cannot unilaterally stop a merger— it must make its case in federal court.
· The companies are preparing with confidence to demonstrate that the proposed transaction is pro-competitive, and that the DOJ is wrong to contend otherwise.
· The DOJ complaint asks a federal district court to prevent Halliburton from merging with Baker Hughes. The decision is not for the DOJ to make; this decision belongs to the court, which will decide whether the merger may proceed.
· At this time, we cannot speculate how long this process will take.
· There is no impact. Until the transaction closes, Baker Hughes will continue to operate and compete as a separate, standalone company. Baker Hughes remains focused on continuing to provide safe, reliable, cost-effective service to its customers.
· Our focus continues to be on delivering the service you expect from us – with a focus on safe, compliant and reliable service.
· Your service team will remain the same and we will continue to communicate with you prior to the closing.
· The merger between Halliburton and Baker Hughes is global in scope, requiring clearance from numerous regulators around the world.
· A number of those jurisdictions have already cleared this merger; others are still conducting their reviews.
· We expect these regulators will keep a close eye on the U.S. proceedings, but each foreign regulator may exercise its independent judgment under its own legal regimes. . In line with international policy, we expect that regulators will seek to reach consistent outcomes across jurisdictions.

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6. What is the status of the European Commission’s review?
· We continue to work constructively to resolve any remaining issues with the European Commission and all other competition enforcement authorities that have expressed an interest in the proposed transaction.
· The European Commission has requested additional information as part of its ongoing review of the pending transaction. As part of the Commission’s standard procedure, the formal review period is suspended pending receipt the requested information. Halliburton is working to provide the additional information as expeditiously as possible.
· If you would like more information, please go through your local Baker Hughes contact, and we will do our very best to answer your additional questions.

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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, Halliburton has filed with the Securities and Exchange Commission (the “ SEC ”) a registration statement on Form S-4, including Amendments No. 1 and 2 thereto, and a definitive joint proxy statement/prospectus of Baker Hughes and Halliburton and other documents related to the proposed transaction. The registration statement was declared effective by the SEC on February 17, 2015 and the definitive proxy statement/prospectus has been...


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