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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 questions and answers were made available to Baker Hughes employees on April 6, 2016.

What does this press release mean?

· 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.

Does this mean the deal is in jeopardy?

· The DOJ cannot unilaterally stop a merger— it must make its case in federal court.
· The companies look forward to our day in court, and 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. But the decision is not for the DOJ to make; this decision belongs to the court, which will decide whether the merger may proceed.

What happens next?

· The DOJ has informed the companies of its view that the divestitures proposed to date are not sufficient to address its concerns.
· Halliburton and Baker Hughes intend to vigorously contest the DOJ’s effort to block the pending merger.
· Halliburton and Baker Hughes are continuing to work 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 companies intend to continue their efforts to complete the transaction, but there is no guarantee that an agreement with the DOJ or that other competition authorities will approve the transaction.
· Halliburton and Baker Hughes will provide updates on the regulatory process as appropriate.

Does the DOJ’s action have an impact on other regulators?

· 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. Each foreign regulator may exercise its independent judgment under its own legal regimes but in line with international policy. We expect regulators will seek to reach consistent outcomes across jurisdictions.

What does this mean for the previously announced divestitures?

· Baker Hughes, including the businesses held for sale, will continue to operate as one company until the transaction has closed.

While litigation is ongoing, is Halliburton still our competitor?

· Yes, until the litigation is resolved favorably and the deal closes, Baker Hughes and Halliburton remain competitors and we must continue to treat each other as such.

What should we communicate to our customers and other stakeholders?

· You can tell customers and other business partners that we are committed to providing information on the pending acquisition as appropriate.
· Baker Hughes remains absolutely focused on...

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