INTEREST RATE SWAP CONFIRMATION
TO : BAKER HUGHES INC
ATTN : DOUG DOTY
FAX : 17134398678
DATE : 8 April 2003
RE : Transaction Reference No.
The purpose of this letter agreement is to confirm the terms and
conditions of the Transaction entered into between us on the Trade Date below.
It constitutes a "Confirmation" as referred to in the ISDA Master Agreement
The definitions and provisions contained in the 2000 ISDA Definitions as
published by the International Swaps and Derivatives Association, Inc. ("ISDA")
are incorporated into this Confirmation. In the event of any inconsistency
between those definitions and provisions and this Confirmation, this
Confirmation will govern.
1.This Confirmation supplements, forms part of, and is subject to, the
Master Agreement dated as of 6 March 2000, as amended and supplemented
from time to time (the "Agreement"), between [Bank] and Baker Hughes Inc
("Counterparty"). All provisions contained in the Agreement govern this
Confirmation except as expressly modified below.
2.The terms of the particular Transaction to which this Confirmation
relates are as follows:
NOTIONAL AMOUNT: USD 325,000,000.00
TRADE DATE: 8 April 2003
EFFECTIVE DATE: 10 April 2003
TERMINATION DATE: 15 January 2009, subject to adjustment in
accordance with the Modified Following Business