Bench Decision and Judgment

This matter comes before the Court on the Court's order to show cause on the Government's request that Smith International, Inc. and Schlumberger Ltd. be found in criminal contempt for violating the Final Judgment entered by this Court in United States v. Baroid Corporation, et al. in April 1994 and modified in September 1996. This matter was tried on November 17-19 and 22-24, 1999. The parties' positions were fully briefed, and final arguments were made on December 9, 1999.

Having considered all of the testimony, evidence, and argument presented, and with the defendants having waived the Court's issuing findings of fact, the Court finds and hereby enters

JUDGMENT that Smith International. Inc. is GUILTY of criminal contempt, in violation of 18 U.S.C § 401(3). and it further enters

JUDGMENT that Schlumberger Ltd. is GUILTY of criminal contempt, in violation of 18 U.S.C. § 401(3): and it is further

ORDERED that Smith International, Inc. pay a fine of $750,000 00 to the United States Treasury no later than 30 days following the entry of judgment in this matter, and it is funher

ORDERED that Schlumbergcr Ltd. pay a fine of $750,000.00 to the United States Treasury no later than 30 days following the entry of judgment in this matter, and it is further

ORDERED that both Smith International, Inc. and Schlumberger Ltd.. their affiliates. subsidiaries, and/or joint ventures, shall be placed on probation for a period of five (5) years from the entry of judgment in this matter, with the express condition that they shall be required to obtain a written opinion from experienced antitrust counsel on the propriety and legality of any contemplated transaction that implicates the United States antitrust laws.

SO ORDERED.

December 9, 1999