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                                                                   EXHIBIT 10.50

                            BAKER HUGHES INCORPORATED

                        CORPORATE EXECUTIVE LOAN PROGRAM


I.       PURPOSE:  To provide loans to Company executives.

II.      ADMINISTRATION: The Compensation Committee of the Board of Directors
         will administer the loan program. The Company's Chief Executive Officer
         will provide a report to the Compensation Committee periodically on the
         participants, amount of loans outstanding, and activity under this
         program.

III.     PARTICIPANTS: Any executive of the Company on the Strategic Leadership
         Team.

IV.      LOAN AMOUNT LIMITATIONS: No more than $6,000,000 principal amount of
         loans in the aggregate may be outstanding to all participants under
         this program at any time. No participant may receive a loan if the
         aggregate of loans outstanding to that participant would exceed his
         current annual salary rate.

V.       INTEREST: Interest shall be due and payable with respect to any loan on
         a quarterly basis at the greater of (a) the weighted average borrowing
         rate of the Company at the inception of the loan, or (b) the Applicable
         Federal Interest Rate as described from time to time under Section
         1274(d) of the Internal Revenue Code of 1986 in effect at the inception
         of the loan for the relevant period within the meaning of Section
         1274(d).

VI.      TERM: No loan may have a term of more than five years. All loans shall
         also be due and payable upon the earlier to occur of demand by the
         Company or termination of the participant's employment with the
         Company. A loan that must be repaid by reason of the expiration of its
         term may be renewed at the discretion of the administrator.

VII.     OFFSETS: If any amount payable with respect to a loan is past due, the
         Company may offset, to the extent of such overdue amount, any amounts
         otherwise due and payable to the participant under any severance plan
         or policy of the Company or under the Company's Supplemental Retirement
         Plan or as compensation. Upon termination of a participant's
         employment, the Company shall be entitled to offset any amounts
         otherwise due under any severance plan or policy of the Company or
         under the Company's Supplemental Retirement Plan or as compensation.

VIII.    OTHER PROVISIONS: A participant will be required, as a condition to
         making a loan, to enter into such agreements as may be required by the
         Compensation Committee, in the case of the Chief Executive Officer, or
         by the Chief Executive Officer, in the case of other participants,
         including a note, a security instrument or other agreements. The note
         evidencing a loan shall comply in all respects with the provisions of
         this program and must be executed by the participant before the loan is
         funded.