BAKER HUGHES INC
8-K, 2000-02-02
OIL & GAS FIELD MACHINERY & EQUIPMENT
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<PAGE>   1





                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549




                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934




               Date of Report (Date of earliest event reported):
                                January 31, 2000


                           Baker Hughes Incorporated
               (Exact name of registrant as specified in charter)


<TABLE>
<S>                                        <C>                               <C>
         Delaware                               1-9397                              76-0207995
(State or other jurisdiction               (Commission File                       (IRS Employer
     of incorporation)                          Number)                         Identification No.)
</TABLE>


<TABLE>
<S>                                                         <C>
    3900 Essex Lane, Houston, Texas                           77027
(Address of principal executive offices)                    (Zip Code)
</TABLE>


Registrant's telephone number, including area code:  (713) 439-8600
<PAGE>   2
         Item 5.  Other Events.

         On January 31, 2000, the Board of Directors of Baker Hughes
Incorporated (the "Company") announced that it will begin a search for a chief
executive officer to succeed Max L. Lukens, who has resigned his positions as
Chairman of the Board, President and Chief Executive Officer and is leaving the
Company.  Joe B. Foster, a director of the Company since 1990, has been
appointed interim Chairman, President and Chief Executive Officer to lead the
Company until a new Chief Executive is selected.  Victor G. Beghini will chair
the committee of the Board of Directors that will conduct the search.  Other
members of the search committee are directors Richard D. Kinder, H. John Riley,
Jr. and Charles L.  Watson.

         Andrew J. Szescila, Senior Vice President of the Company, will assume
responsibilities for Baker Hughes Oilfield Operations.  In his position as
President of Baker Hughes Oilfield Operations, he will report to Mr. Foster.
Thomas R. Bates, Jr., who previously had responsibilities for the Western
Geophysical, Baker Atlas and INTEQ divisions, has resigned.


                                   SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                          BAKER HUGHES INCORPORATED



Date:    February 2, 2000                 By: /s/ G. S. Finley
                                             -----------------------------------
                                             G. S. Finley
                                             Senior Vice President - Finance and
                                             Administration and Chief Financial
                                             Officer



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