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72 Baker Hughes Incorporated
10.35+ Form of Baker Hughes Incorporated Restricted Stock Award Agreement (filed as Exhibit 10.54 to Annual Report on
Form 10-K for the year ended December 31, 2004).
10.36+ Form of Baker Hughes Incorporated Restricted Stock Award Terms and Conditions (filed as Exhibit 10.54 of Baker
Hughes Incorporated to Annual Report on Form 10-K for the year ended December 31, 2004).
10.37* Form of Baker Hughes Incorporated Restricted Stock Unit Agreement, including Terms and Conditions.
10.38 Form of Baker Hughes Incorporated Restricted Stock Unit Agreement (filed as Exhibit 10.54 of Baker Hughes Incor-
porated to Annual Report on Form 10-K for the year ended December 31, 2004).
10.39 Form of Baker Hughes Incorporated Restricted Stock Unit Terms and Conditions (filed as Exhibit 10.54 of Baker
Hughes Incorporated to Annual Report on Form 10-K for the year ended December 31, 2004).
10.40+ Form of Baker Hughes Incorporated Restricted Stock Award, including Terms and Conditions for directors (filed as
Exhibit 10.40 of Baker Hughes Incorporated to Annual Report on Form 10-K for the year ended December 31, 2005).
10.41+ Form of Baker Hughes Incorporated Stock Option Award Agreement, including Terms and Conditions for directors
(filed as Exhibit 10.41 of Baker Hughes Incorporated to Annual Report on Form 10-K for the year ended Decem-
ber 31, 2005).
10.42+* Form of Baker Hughes Incorporated Performance Unit Award Agreement, including Terms and Conditions.
10.43+ Form of Baker Hughes Incorporated Performance Unit Award Agreement, including Terms and Conditions (filed as
Exhibit 10.42 of Baker Hughes Incorporated to Annual Report on Form 10-K for the year ended December 31, 2005).
10.44+ Performance Goals for the Performance Unit Award granted in 2006 (filed as Exhibit 10.43 of Baker Hughes Incor-
porated to Annual Report on Form 10-K for the year ended December 31, 2005).
10.45+ Form of Performance Goals for the Performance Unit Awards (filed as Exhibit 10.44 of Baker Hughes Incorporated
to Annual Report on Form 10-K for the year ended December 31, 2006).
10.46+* Compensation Table for Named Executive Officers and Directors.
10.47 Form of Credit Agreement, dated as of July 7, 2005, among Baker Hughes Incorporated, JPMorgan Chase Bank,
N.A., as Administrative Agent and fourteen lenders for $500 million, in the aggregate for all banks (filed as Exhibit
10.1 to Current Report of Baker Hughes Incorporated on Form 8-K filed July 11, 2005).
10.48 First Amendment to the Credit Agreement dated June 7, 2006, among Baker Hughes Incorporated and fifteen
banks for $500 million, in the aggregate for all banks (filed as Exhibit 10.1 to Current Report of Baker Hughes
Incorporated on Form 8-K filed on June 12, 2006).
10.49 Second Amendment to the Credit Agreement dated June 7, 2006, among Baker Hughes Incorporated and fifteen
banks for $500 million, in the aggregate for all banks (filed as Exhibit 10.1 to Quarterly Report of Baker Hughes
Incorporated on Form 10-Q for the quarter ended June 30, 2007).
10.50 Agreement of Resignation, Appointment and Acceptance by and among Baker Hughes Incorporated, Citibank,
N.A. and the Bank of New York Trust Company, N.A. dated as of April 26, 2007, effective May 1, 2007 (filed as
Exhibit 10.1 to Quarterly Report of Baker Hughes Incorporated on Form 10-Q for the quarter ended March 31, 2007).
10.51 Agreement and Plan of Merger among Baker Hughes Incorporated, Baker Hughes Delaware I, Inc. and Western
Atlas Inc. dated as of May 10, 1998 (filed as Exhibit 10.30 to Annual Report of Baker Hughes Incorporated on
Form 10-K for the year ended December 31, 2003).
10.52 Tax Sharing Agreement dated October 31, 1997, between Western Atlas Inc. and UNOVA Inc. (filed as Exhibit
10.31 to Annual Report of Baker Hughes Incorporated on Form 10-K for the year ended December 31, 2003).
10.53+ Employee Benefits Agreement dated October 31, 1997, between Western Atlas Inc. and UNOVA Inc. (filed as Exhibit
10.32 to Annual Report of Baker Hughes Incorporated on Form 10-K for the year ended December 31, 2003).
10.54 Deferred Prosecution Agreement between Baker Hughes Incorporated and the United States Department of Justice
filed on April 26, 2007, with the United States District Court of Texas, Houston Division (filed as Exhibit 10.4 to
Quarterly Report of Baker Hughes Incorporated on Form 10-Q for the quarter ended March 31, 2007).
10.55 Plea Agreement between Baker Hughes Services International, Inc. and the United States Department of Justice
filed on April 26, 2007, with the United States District Court of Texas, Houston Division (filed as Exhibit 10.5 to
Quarterly Report of Baker Hughes Incorporated on Form 10-Q for the quarter ended March 31, 2007).
21.1* Subsidiaries of Registrant.
23.1* Consent of Deloitte & Touche LLP.
31.1* Certification of Chad C. Deaton, Chief Executive Officer, dated February 21, 2008, pursuant to Rule 13a-14(a) of
the Securities Exchange Act of 1934, as amended.
31.2* Certification of Peter A. Ragauss, Chief Financial Officer, dated February 21, 2008, pursuant to Rule 13a-14(a) of
the Securities Exchange Act of 1934, as amended.
32* Statement of Chad C. Deaton, Chief Executive Officer, and Peter A. Ragauss, Chief Financial Officer, dated Febru-
ary 21, 2008, furnished pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended.