Halliburton and Baker Hughes

Integration Process

January 2015

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: Halliburton Company

Subject Company: Baker Hughes Incorporated

Commission File No.: 001-09397

Beginning

on

January

23,

2015,

the

following

presentation

may

be

used

from

time

to

time

by

Halliburton

Company

in

meetings

with

customers.

2

Our Goal –

“Successful”

Integration by the End of 2017

We executed the integration process quickly and effectively

We independently maintained strong momentum in our core businesses prior to deal

closing

We

pursued

the

right

vision

and

strategy

to

build

an

outstanding

technology and

service delivery platform for our customers

We exceeded our commitment to deliver nearly $2 billion of annual pre-tax cost

synergies

We captured economies of scale/scope to position the combined organization to

generate best-in-class returns for our shareholders

We designed and mobilized a focused, high-performing organization with shared

values, strong social connection and a unified desire to work together to win

3

Integration Process Guiding Principles

Speed

trumps

perfection

–

“Integrate,

stabilize,

then optimize”

Plan, Don’t Implement: We can plan for the integration of operations, but may not implement those

plans until the closing

Continue to Compete: Until the closing, parties must operate independently and compete

Integration

team

members

should

represent

our

“best

athletes”

across

the

two businesses

Help the organization focus on how much we have in common so that our work can address the small

areas of difference

The Day 1 Operating Framework should drive the critical path.  We will focus and prioritize the

essentials for operating immediately following the close

The HAL process/system will serve as the “rebuttable presumption”

However, we will listen carefully and keep open minds to adopting those BHI processes/system that

represent enhancements to what HAL currently does

This is an integration project, not a re-engineering/business transformation project.  We will work

within the existing processes/systems

We will communicate regularly and transparently

4

Three Key Elements to Our Integration Strategy

Maintain the business, key people, reputation

Preserve Present Business Value

Execute our integration plan

Capture Value

Capitalize on the strengths of the

new enterprise

Create Value

Time

Diligently meet conditions to close

: Develop our integration plan

Plan the Integration

Close/Day One

Transaction &  Regulatory Approval  

5

High-Level Pre-Close Timeline (Best Case)

Spring 2015

January

2nd Half 2015

Phase 1:

Transaction & Regulatory Approval

Feb: HSR Second Request

Anticipated

Regulatory Discussions

Continue

HAL and BHI Shareholders

Expected to Vote

Regulatory Discussions Continue

Regulatory Decisions Expected

1/8: Joint Leadership

Kickoff Briefing

1/19 (week of): Fast Launch

Planning Workshops for Corporate

Function Teams

Phases 2 & 3:

Integration Planning & Value Capture

2/2 : Commence

Recurring Status Report-

outs and Deliverables

30 Days Prior to Closing:

Announce Top-level

Organization Structure

Closing: Day-1 Events & Begin

Integration Implementation

Post-Closing: Ongoing Integration &

Synergy Capture

Ongoing Communications & Change Management

6

Safe Harbor Statement

The statements in this presentation that are not historical statements, including statements regarding the expected

completion of the integration of Halliburton and Baker Hughes, the strength of the combined company and the expected

timing of regulatory clearances and approvals, are forward-looking statements within the meaning of the federal

securities laws. These statements are subject to numerous risks and uncertainties, many of which are beyond the

company's control, which 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

Halliburton’s

or

Baker

Hughes’

stockholders;

the

timing

to

consummate

the

proposed

transaction;

the

conditions

to

closing of the proposed transaction may not be satisfied or the closing of the proposed transaction otherwise does not

occur; the risk 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 Halliburton and Baker Hughes and the ultimate

outcome

of

Halliburton’s

operating

efficiencies

applied

to

Baker

Hughes’

products

and

services;

the

effects

of

the

business combination of Halliburton and Baker Hughes, 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; and other risks and uncertainties described in

Halliburton’s Form 10-K for the year ended December 31, 2013, Form 10-Q for the quarter ended September 30, 2014,

recent Current Reports on Form 8-K, and other Securities and Exchange Commission filings. These filings also discuss

some of the important risk factors identified that may affect Halliburton's business, results of operations, and financial

condition.

Halliburton

undertakes

no

obligation

to

revise

or

update

publicly

any

forward-

looking

statements

for

any

reason.

7

Safe Harbor Statement

Additional Information

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 Halliburton and Baker Hughes. In connection with

this proposed business combination, on December 19, 2014, Halliburton filed with the SEC a registration statement on Form S-4 containing a

preliminary joint proxy statement/prospectus of Halliburton and Baker Hughes 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, Halliburton and Baker

Hughes will each file with the SEC a definitive proxy statement/prospectus, and each of Halliburton and Baker Hughes will file other documents

with respect to the proposed acquisition of Baker Hughes and a definitive proxy statement/prospectus will be mailed to stockholders of

Halliburton and Baker Hughes. INVESTORS AND SECURITY HOLDERS OF HALLIBURTON AND BAKER HUGHES 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 (if and when available) and other documents filed with the SEC by Halliburton

and/or

Baker

Hughes

through

the

website

maintained

by

the

SEC

at

http://www.sec.gov.

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.

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.

Participants in Solicitation

Halliburton, Baker Hughes, 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 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 filed with the SEC

on July 21, 2014 and December 9, 2014. 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 filed with the SEC on June 10,

2014, September 10, 2014 and December 10, 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,

will

be

contained

in

the

definitive

proxy

statement/prospectus

and

other

relevant

materials

to

be

filed

with

the

SEC

when

they become available.