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    Health, Safety,

    Environment

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    32013 HSE Annual Report

    At Baker Hughes, our goal is to make today, and every day, a

    Perfect HSE Day. Simply put, this means no injuries, no accidents,

    and no harm to the environment. We work to achieve this one

    day at a time, by taking care of each other. And that means our

    employees are looking out for their teammates at Baker Hughes,

    our industry partners at jobsites and members of our communities.

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    4 Baker Hughes Incorporated

    Executive Summary

    Our goal is to make today, and every day,

    a Perfect HSE Day, one without recordable

    injury or illness, serious spill or release, and

    serious motor vehicle accident across the

    company. During 2013, we improved our

    HSE performance in many areas, achieving

    fewer employee injuries and vehicle

    accidents, minimizing spill volumes, and

    advancing our conservation of energy and

    water. Our accomplishments were, however,

    overshadowed by the loss of six of our

    colleagues, which emphasizes that we cannot

    lose our focus on mitigating life-critical risks.

    HSE goal performance

    We strive for flawless execution in our

    operations and believe that we can achieve

    365 perfect HSE days in a year. Our performance

    metrics highlight that we are progressing, but

    we still have more to do.

    Table 1 Summary of results of 2013 HSE goals

    Goal Target Result

    Zero fatalities 0 6 work-related employee fatalities

    10% Reduction in Total Recordable

    Incident Rate (TRIR)

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    52013 HSE Annual Report

    This report provides an overview of Baker Hughes health, safety,environmental and social responsibility performance for 2013.

    In each section, we provide an overview of the goals, associated

    activities and achievements, and future direction to bring

    continual improvement.

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    6 Baker Hughes Incorporated

    During 2013, we emphasized our mission to

    Make Everyday a Perfect HSE Day, along with

    the following key HSE focus areas:

    n

    Continue culture shift balancing personaland process safety

    n Use work activity analysis for

    injury prevention

    n Promote healthy and fit behaviors

    n Learn from high potential incidents,

    near misses, and observations

    n Mitigate transportation safety risks

    n Enhance resource conservation

    n Promote customer and

    community engagement

    Corporate Social Responsibility

    Our efforts in Corporate Social Responsibility

    continue to be recognized. We achieved

    top tier ranking in our industry sector in thefollowing sustainability performance indices:

    n Dow Jones Sustainability Ranking Leader

    in the Energy Equipment and Services

    sector of the World and North America

    Sustainability Indices

    n Carbon Disclosure Project (CDP) Leader in

    the Energy Equipment and Services sector

    n CR Magazines Best Corporate Citizens

    Highest-ranked oilfield service company in

    the energy industry sector

    n Bloomberg Environment, Social and

    Governance Disclosure Index Leader in

    the energy sector

    Executive Summary

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    We achieved these accolades through our

    efforts to engage our employees, achieve

    a culture of diversity and inclusion, and be

    recognized as a great place to work. Our

    employees around the world enjoy supporting

    our communities in a range of social activities,

    often in collaboration with our customers.

    Health and wellness

    Our long term health goal is to optimize the

    health of our employees for a positive impact

    to our business and the individual. Our healthprogram involves protecting worker health and

    influencing our employees to manage their

    personal health. With a robust occupational

    health and hygiene program and informative

    wellness communications, this years health

    activities included exposure monitoring for

    validation of engineering controls; increased

    awareness of breast cancer with our pink drill

    bits campaign; and supporting community

    emergency response team learning centers.

    Our efforts continue to elevate the

    H in HSE.

    Personal and process safety

    In many areas of the world, Baker Hughes

    teams were individually successful in achieving

    365 Perfect HSE Days. Regrettably, we

    experienced six work-related fatalities within

    the first four months of 2013. To help eliminate

    serious injuries and fatalities in the workplace,our new Life Rules! program was developed.

    Employees performed nearly 43,000 Stop Work

    actions in 2013, a notable 60% increase from

    the previous year. Safety performance improved

    with a 14% reduction in Total Recordable

    Incident Rate and an 18% reduction in Days

    Away From Work Case Rate. Hand and back

    Our award-winning facility in Shafter, California built to our sustainable building standards

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    8 Baker Hughes Incorporated

    injuries continue to be the most frequent

    body parts affected, making up 44% of the

    recordable injuries.

    Transportation performance improved

    with a 4% reduction in our Motor Vehicle

    Accident Rate. We achieved a 9% reduction

    in the overall accident frequency (all severity

    classifications) and a 5% decrease in

    preventable accidents. The majority of our

    vehicle accidents were due to excessive speed

    for conditions, improper following distance,

    poor driver awareness of surroundings and

    inconsistent Journey Management practices.

    These causes reflect the need for continued

    training and strong oversight programs.

    With a helicopter crash resulting in the loss

    of two employees, we conducted a thoroughair-safety audit on helicopter providers under

    direct contract and initiated the assessment

    of more than one hundred helicopter service

    operators used by our clients to transport our

    employees to offshore or remote land locations.

    We also began working with an international

    aviation safety consultant to develop stronger

    operational controls and tools to help us

    mitigate the hazards of helicopter operations

    for our employees.

    Environmental performance

    We continue to focus on energy efficiency

    and water conservation to align with our

    sustainability strategy and commitment to

    manage the risks associated with climate

    change. We achieved a 13% reduction in

    our resource use, as measured by our use of

    electricity, natural gas and water. Greenhouse

    gas emissions from our activities were also

    reduced, eliminating approximately 53,500

    metric tons of CO2e. This success is the result

    of integrating energy management standards

    into our HSE management system and the

    continued commitment of our employees to

    protect the environment and the communities

    where we work and live.

    Spill performance improved from 2012,

    with a 6% decrease in spill volume. With

    proper chemical management practices and

    effective spill response planning, most spills

    are contained and all are cleaned up quickly,

    with minimal and temporary environmental

    impacts. Weve directed our efforts on the

    The Navigation team holds the record for the most Chairmans HSE Excellence awards with 12 wins

    Executive Summary

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    process-related causes of spills, enhancing

    these elements in our reporting system and

    emphasizing spill prevention practices.

    Sustainability improvements in our products

    and services continue with the expansion of our

    Bifuel (dual fuel) fleets of hydraulic fracturing

    units. These bifuel units can replace up to 70%

    of the diesel fuel with natural gas, reducing

    greenhouse gas emissions. At year end, we had

    converted nearly 100 pumps in our hydraulic

    fracturing fleet. Other advances include the

    further development of environmentally

    preferred chemicals and new technologies that

    reduce the amount of freshwater required.

    In 2013, environmental compliance costs were

    USD 85 million, essentially flat year on year. We

    spent about USD 7 million in capital projects to

    improve energy efficiency and reserved

    USD 34 million to address environmental

    liabilities at 72 sites worldwide.

    Driving flawless execution

    We collaborate with our customers and industry

    groups to address the HSE challenges presented

    in our operations and align our internal

    standards to reflect best practice. In 2013,

    we obtained full global IADC accreditation

    for our Competence Assurance Program. To

    further drive consistency and conformance, we

    migrated our HSES MS into the Baker Hughes

    Operating System (BHOS) in order to provideemployees a centralized location for all HSE and

    technical procedures. Bureau Veritas conducted

    our first global headquarter ISO 14001 and

    OHSAS 18001 audit, as part of our multisite

    certification effort. During 2013, we had 70

    facilities certified to ISO 14001 and 22 facilities

    also certified to OHSAS 18001.

    Recognition

    In our annual HSE recognition program, we

    presented top-performing teams with the

    Chairmans HSE Excellence Award. This year, wealso introduced two new awardsthe Presidents

    Perfect HSE Day award, and the Presidents

    HSE Performance awardto recognize teams

    that achieved 365 Perfect HSE Days. Entries

    for these awards were received from across

    the enterprise with winners coming from all of

    our major business sectors. The 500-member

    team at the Navigation Manufacturing facility

    in Houston, Texas won the Chairmans HSE

    Excellence award for the twelfth time and has

    achieved more than 12 million man-hours

    without a Days Away From Work case. Our

    employees have also been recognized externally

    by our customers and industry groups for their

    stellar HSE accomplishments.

    Chairman and CEO, Martin Craighead presents the

    Chairmans HSE Excellence Award to Jeff Merritt, Plant

    Director and Susan Bell, HSE Manager at Navigation

    Manufacturing Facility, Houston, USA

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    Corporate Social

    ResponsibilityIn 2013, Baker Hughes employees continued

    efforts to ensure we provide a preferred

    workplace, and to foster a culture of openness

    and trust. In addition, employees supported

    community improvement projects, and also

    collaborated on HSE challenges with our

    customers. As a result of our efforts, we were

    recognized as leaders in the energy sector in a

    number of investor rankings.

    Investor corporate social

    responsibility rankings

    Baker Hughes participates in a number of

    investor sustainability assessments as a way of

    benchmarking our global citizenship. Most of

    the surveys evaluate a broad range of business

    areas such as energy and the environment,

    governance and compliance, risk management,

    employee relations, and human rights.

    Our corporate social responsibility (CSR) efforts

    were recognized by the following investment

    and media institutions:

    n Dow Jones Sustainability Index.For the

    second year in a row, Baker Hughes was

    announced as a world sustainability leader

    on the 2013 Dow Jones Sustainability (DJSI)

    World Index. And for the first time, we

    were also listed on the DJSI North America

    Index. Baker Hughes was named as the

    industry leader in the Energy Equipment

    and Services sector.

    n Carbon Disclosure Project (CDP).In

    the area of energy efficiency and climate

    change, we were the highest-ranked

    oilfield service company in the Energy

    Equipment and Services sector. CDP

    performance results are used in many

    investor sustainability analyses.

    DID YOU KNOW?

    The rise of investor-led initiatives such as CDP reflects

    the growing interest in socially responsible investment.

    CDP has 722 institutional investors representing

    USD 87 trillion in assets.

    Section 1

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    Our commitment to being good corporate citizens is reflected in

    the decisions and actions of our employees in the work we do

    every day. We realize that we earn our license to operate by beingresponsible members of the communities in which we live and

    work. This involves considering not only the economic impacts of

    our decisions, but also the environmental and social impacts, and

    finding the right balance between people, planet, and profit.

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    n CRMagazines Best Corporate Citizens.

    In their 2013 Industry Sector Best

    Corporate Citizens, CR Magazine listed

    Baker Hughes as the highest-rankingservice company in the Energy sector at

    seventh place overall. The list is compiled

    from publicly available data covering

    seven categories: environment, climate

    change, employee relations, human rights,

    governance, finance, and philanthropy.

    n Bloomberg Environment, Social and

    Governance (ESG) Disclosure Index.

    Over the last three years, our company has

    consistently achieved significantly higher

    Bloomberg ESG performance disclosure

    scores as compared with other companies,

    including oilfield service companies.

    Our employees

    At Baker Hughes, we rely on the knowledge

    and commitment of our diverse workforce at all

    levels of our organization to meet our business

    goals and achieve profitable growth. We foster

    a culture of proactive engagement where

    employees are involved and enthusiastic about

    their work and feel a strong connection tothe Company.

    Diversity and Inclusion.We recognize that

    by attracting, developing, and retaining a

    diverse talent pool, our employees will make

    better business decisions and the Company

    will be a better partner with our stakeholders.

    In addition, we believe in an inclusive culture

    where everyone can excel regardless of gender,

    age, nationality, or religion.

    In early 2013, the North America Womens

    Resource Group (NA WRG) hosted its second

    annual two-day summit. Nearly 450 employees

    participated, including 100 executives and

    managers and 175 WRG team members

    connected remotely from 8 locations across

    North America. The summit demonstrates

    Baker Hughes gives students first-hand look at oil and gas careers

    Corporate Social Responsibility

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    our commitment to our diversity and

    inclusion initiatives through networking and

    panel discussions on topics to facilitate the

    recruitment, development, and retention ofwomen employees.

    In August, the NA WRG sponsored a visit of

    22 Houston-area high school students to our

    drill bits facility in The Woodlands, Texas. The

    students spent the day learning about careers in

    the oil and gas industry. This event was part of

    the Science, Technology, Engineering and Math

    (STEM) program which encourages students to

    pursue careers in these disciplines. Through its

    support of STEM, Baker Hughes helps promote

    technology degrees and a career in the oilfield

    service industry.

    Employee engagement.Each year, Baker

    Hughes measures employee engagement,

    job satisfaction, and commitment to the

    Company and colleagues. Seventy-two percent

    of our employees completed the confidential

    survey in 2013 to relay what is working, and

    where we can improve. Overall, employee

    engagement levels remained positive and

    higher than an external company benchmark

    at an enterprise level. Areas of strength include

    feeling a sense of accomplishment, teamwork

    and positive environment, and understandingexpectations. Areas for further improvement

    include development and career opportunities,

    employee recognition, and actions taken to

    effectively compete in a global market. Survey

    results enabled group managers to establish

    and implement 2014 action plans around these

    strengths and vulnerabilities.

    Three questions related to HSE were included in

    the employee engagement survey. These were

    among the top positive responses as follows:

    n 92% of employees agreed Every day, my

    work group strives to create the Perfect

    HSE Day with no injuries, spills or

    driving accidents

    n 95% of employees agreed Everyone in

    this Company is responsible for reaching

    our HSE goals

    n 89% of employees agreed When an HSE

    incident occurs, we determine the root

    cause and implement solutions to

    prevent reoccurrence

    DID YOU KNOW?

    In the employee engagement survey, 74% of employees

    agreed Baker Hughes is a good place to work.

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    Employee Ombuds.Baker Hughes ombuds

    (o3) office is a progressive initiative that

    was voluntarily established by executive

    leadership and follows the ethical principlesestablished by the International Ombuds

    Association. It provides employees a safe

    and confidential place to obtain information,

    discuss their concerns, and evaluate options.

    The ombudsmen work with employees through

    any job-related issue, from a minor annoyance

    to a serious concern on policy or law. The o3

    complements, but does not replace or compete

    with, any other resource in the Company, such

    as line management, human resources, HSE,

    legal, or our ethics and compliance helpline.

    The existence and use of the o3 further assures

    that the Companys core values are not merely

    philosophical, but an integral part of how

    we work. The o3 completed the first full year

    of operation in 2013. Initially, the office was

    established to serve employees in the U.S.,

    and Trinidad and Tobago, and in October, was

    expanded to support our employees in Canada.

    Military Recruitment.In February, Martin

    S. Craighead, President and Chief Executive

    Officer, signed into effect a new military

    recruitment program. This program allows us to

    tap into a diverse, dedicated, and highly skilled

    group of individuals that are transitioning from

    military service to civilian life. Veterans bring

    leadership, drive, dedication, discipline, and

    loyalty to Baker Hughes. The goal is to fill 15%

    of available positions in the U.S. with veterans.

    Veterans resource groups will be an employee-

    run resource open to all employees that are

    passionate about advocating for veterans.

    Resource group members will volunteer their

    time supporting our veteran employees.

    Martin Craighead states his commitment to the military

    recruitment program at the Veterans Resource

    Group (VRG) meeting

    DID YOU KNOW?

    More than 550 employees have reached out to the

    o3. These employees represented all levels of the

    organization, all groups and product lines, and range

    from the newly hired to our long-tenured employees.

    Corporate Social Responsibility

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    Supporting our communities

    Baker Hughes strives to make a positive

    community impact with charitable contributions

    at corporate, region and geomarket levels. In

    2013, Baker Hughes operating regions made

    contributions of more than USD 8 million to

    charities around the world. In addition, the

    Baker Hughes Foundation contributed around

    USD 3 million, primarily to organizations

    that target improvements in social sectors

    supporting education, health, youth, and

    culture (Fig. 1).

    Employees in Ghana renovate a local school for deaf children

    Education / scholarships

    Matching Gifts ProgramUnited Way

    Health

    Children / youth

    Culture / museums

    Other grants

    Figure 1. Baker Hughes Foundation charitable

    contributions 2013

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    Baker Hughes employees have been active

    in a wide range of social initiatives, such as

    charitable events that promote sustainable

    benefits to the enterprise.

    For example, Baker Hughes won an award

    from Ghanas Western Region Chamber of

    Commerce and Industry for active involvement

    in the community. Projects include the

    renovation of a local school for the deaf in

    which employees repaired the schools ceiling,

    roof, and concrete floor, and painted several

    classroom areas. Baker Hughes donated more

    than 20 computers as well as equipment for

    the sewing and woodworking classrooms.

    The project gave employees the opportunity

    DID YOU KNOW?

    Following the devastation of Typhoon Haiyan in the

    Philippines, Baker Hughes employees in Southeast Asia

    raised funds that were matched by the Company. A

    total of USD 10,000 funded relief aid to those directly

    affected, along with 20 boxes of essential items

    provided by our employees in Kuala Lumpur.

    More than 100 Baker Hughes interns volunteered at the Houston Food Bank

    Corporate Social Responsibility

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    to socialize with children and teachers, and

    better understand the needs of the region.

    Other community projects in Ghana included

    donating treated mosquito nets and awardingscholarships to six female engineering students.

    Each year, Baker Hughes holds a social event

    with our Houston-based university interns,

    and last summer, 111 interns volunteered at

    the Houston Food Bank for a day, packing a

    total of 31,928 pounds of food and 26,606

    individual meals. We wanted to do something

    that would enable our university interns to

    experience the community they were working

    in, said Cheryl Piccio, University Relations

    Intern Program Team Lead. We chose the

    Food Bank because Baker Hughes has been a

    strong supporter of the charity for many years.

    The interns really enjoyed the event and it

    made their summer internship more meaningful

    because it allowed them to touch the lives of

    our citys needy.

    Collaborating with our customers

    We also support our customer sustainability

    objectives. For example, we opened the

    Baker Hughes Petroleum Education Centre

    at Universiti Teknologi PETRONAS (UTP) in

    Malaysia last year. The new center at UTP

    offers an interactive, hands-on approach to

    education. It is part of our pledge to foster

    education in Malaysia, working in partnership

    with PETRONAS and three other oil and gas

    companies. Baker Hughes also awarded four

    scholarships to university students.

    PETRONAS official Dato Wee Yiaw Hin (left) at the opening of the new Baker Hughes Education Center

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    Health and Wellness

    At Baker Hughes, the H in HSE means a

    healthy employee. Healthy employees are

    productive and make good decisions for our

    company and our customers. The objective ofour Employee Health and Wellness program is to

    optimize the health of Baker Hughes employees

    to generate a positive impact on our business.

    The components of the health program protect

    worker health through occupational health and

    hygiene, ensuring that the job assignment fits

    the worker, and promoting personal health with

    wellness support.

    Wellness communications

    Communicating health information continues

    to be a vital part of our health program. Each

    month, our medical director (MD) provides aninformative bulletin, the Monthly MD Message,

    to all employees. The emphasis is on personal

    wellness, protection and early detection of

    disease. Our 2013 health topics included:

    prostate cancer, breast health, back health,

    exercise, stress, along with heat induced and

    insect borne illnesses.

    Occupational Healthand Hygiene

    Personal Health and Hygiene

    Work related Protect worker health

    Medical surveillance Exposure assessment Silica Malaria

    Assignment related Ensure worker health

    Fit for duty Drugs and alcohol

    Person related Influence personal health

    MD messages Health advisories Health fairs

    Flu shots Community outreach Smoking cessation

    Job Placement andAssignment

    EmployeeHealthandWellness

    Section 2

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    We believe that encouraging our employees to adopt healthybehaviors at work and at home improves their quality of life. We

    provide programs on occupational health and hygiene, fitness for

    assignment and personal wellbeing. Healthy employees are more

    productive, which also benefits our company and customers.

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    Health advisories remain an important part

    of our wellness communications. With topics

    ranging from polio to measles and dengue

    fever, these disease specific advisories guide our

    employees and their families when frequencies

    increase in their area, providing information

    about symptoms, treatment, travel precautions,

    and most importantly, means of protection.

    Cultivating healthy employees requires

    teamwork. To that end, Human Resources and

    HSE partnered to create a stronger, consistent

    message on wellness with Wellness 360.

    Through this partnership, resources are focused

    enterprise-wide on a single topic to enhance

    the wellness message and coordinate health

    promotion topics.

    DID YOU KNOW?

    Health advisories by the numbers:

    n 62 issued in 2013

    n 36 different countries

    n 21 different endemic diseases

    The pink drill bit arrives for use in Mossell Bay, South Africa

    Health and Wellness

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    In 2013, Wellness 360 emphasized our

    support of breast cancer awareness in both

    men and women. On the first day of Breast

    Cancer Awareness month, Baker Hughes helda press conference in our booth at the Society

    of Petroleum Engineers Annual Technical

    Conference and Exhibition (SPE ATCE) in New

    Orleans. More than 100 media representatives,

    customers, and employees joined in the

    celebration that included giveaways and pink-

    inspired refreshments.

    During the press conference, Derek Mathieson,

    Vice President of Strategy and Corporate

    Development, announced our USD 100,000

    donation to the Susan G. Komen Foundation

    and launched the Doing our Bit for the Cure

    campaign. This campaign was designed to

    spread awareness by painting and distributing

    500 pink drill bits to customers around the

    world. These drill bits also included the Susan

    G. Komen ribbon logo. Everywhere, from the

    rig floor to the customers office, operators and

    Baker Hughes employees are starting to look

    out for these pink bits and send back stories

    and photos.

    Occupational health and hygiene

    Industrial hygiene efforts focus on the

    anticipation, recognition, quantification, and

    control of occupational exposures to vapors and

    dusts. We continue to leverage our industrial

    hygiene services by using external resources

    while providing a standard data gathering and

    reporting protocol, and by having our own

    industrial hygienists work closely with our field

    HSE representatives to provide expertise and

    training. This year, we collected extensive dataon hazards such as chemicals, noise, and dust

    particles to assure safe working conditions for

    our employees, customers, and contractors.

    Engineering controls were developed and

    validated to reduce the potential exposure

    to respirable crystalline silica on hydraulic

    fracturing jobs. Such control measures can

    reduce exposures through process changes,

    with the goal of reducing personal protective

    equipment requirements. Health professionals

    worked hand in hand with Pressure Pumping

    engineers to validate the effectiveness of

    proposed engineering controls through

    exposure monitoring. One area receiving special

    attention was the equipment used to move sand

    during hydraulic fracturing. Improved controls

    under evaluation include adding a local exhaust

    system to the sand mover; providing automated

    control of the equipment, thus removing an

    operator from the regulated area; and providing

    discharge chutes and covers on the transfer belt

    to the blender. All these engineering changes

    effectively reduce worker exposure.

    Hydraulic fracturing sand mover with internally designed

    vacuum system

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    Malaria

    Our continuing emphasis on malaria reduction

    has yielded results. Malaria cases were reduced

    85 percent, from 12 cases in 2012 to two

    in 2013. When travelling in regions where

    malaria is present, our employees consult

    with a travel medicine specialist about the

    use of antimalarial medication. They also

    obtain two kits, a Malaria Personal Protection

    Kit and a Malaria Survival Kit from the local

    Malaria Control Officer. The Malaria Personal

    Protection Kit is effective in preventing bites

    from malaria-infected mosquitoes, as well as

    from mosquitoes infected with other diseases,

    including West Nile Virus, Dengue Fever, andYellow Fever.

    Health incidents

    Despite best efforts, Baker Hughes experienced

    a number of workplace-related illnesses. Of

    the 125 health-related incidents reported,

    48 percent were related to chemical exposure,

    24 percent were from insect bites, and

    21 percent were from heat stress. Chemical-

    related incidents continue to be a contributor to

    worker illness. Our health program emphasizes

    the prevention of spills, personal protective

    equipment, and awareness to potential

    exposures. Prevention of our other top health

    risks, such as insect bites and heat stress, are

    covered in our monthly health messages.

    Industrial hygiene internships

    Our industrial hygiene interns such as Joseph Jay

    Prescott benefit from the practical experience ofparticipating in engineering/industrial hygiene

    projects. As one of ten interns hosted over the

    past five years, Jay actively participated in this

    years evaluation of engineering controls for

    hydraulic fracturing activities. Other projects took

    him to a drilling fluids location and several bulk

    cement plants in the southwest to evaluate worker

    exposure to dust and noise. He also monitored welding fumes, metal working fluids,

    paints and biocides at various locations, including well sites. The data he provided on

    our acrolein based biocide not only provided information to verify work practices, it also

    produced key information for a health hazard profile to share with customers.

    Jay Prescott, Industrial Hygiene Intern

    2013 Health-related categories

    Chemical 48%

    Insect bites 24%

    Heat stress 21%

    Other 7%

    Health and Wellness

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    Emergency response

    Emergency response planning continues to

    play a critical role in our Employee Health

    and Wellness program across our operationsglobally, as demonstrated in the photograph of

    hands-on training in Latin America. In Houston,

    Texas, Baker Hughes has partnered with the

    Harris County Emergency Corps. to improve

    training capabilities for local emergency

    response teams. A donation of USD100,000

    has enabled the emergency corps to add several

    training rooms, a computer laboratory, and two

    simulator rooms, and also to add personnel to

    train 300 people annually.

    We continue to promote wellness, prevent

    disease, and evaluate and reduce exposures to

    chemical, physical and biological agents that

    can affect health. The Wellness objective for

    2014 includes promoting health stations to

    provide a central facility location for fitness and

    nutrition information. These stations will also

    allow employees to monitor their own personal

    metrics like weight, body mass index and

    blood pressure. In 2014, efforts will continue

    to reduce exposure and improve engineering

    controls to protect worker health.

    DID YOU KNOW?

    Reducing sedentary behaviors by sitting less and moving

    more can improve your health. Active ideas:

    n Have walking conversations versus sitting

    n Take family walks after dinner

    n Track your steps and aim for 10,000 steps a day

    n Stand up and move after 30 minutes of sitting

    Emergency response training - photo courtesy of Harris

    County Emergency Corps

    Employees practicing medical emergency procedures in

    Santa Cruz de la Sierra, Bolivia

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    Personal and

    Process SafetyAt Baker Hughes, our goal is to make today,

    and every day, a Perfect HSE Day that is,

    a day with no injuries, no accidents, and no

    harm to the environment worldwide. The

    Perfect HSE Day initiative was developed and

    launched in 2013 to simplify and personalize

    HSE performance for our nearly 60,000

    employees. During the year, more than 60

    local teams achieved 365 Perfect HSE Days,

    comprising nearly 7,500 employees, or 9% of

    our workforce. As a company, we achieved one

    month of Perfect HSE Days.

    However, we tragically lost six of our fellow

    employees in the first four months of the

    year in work-related accidents. Transportation

    accidents resulted in four of the six losses

    and remains one of our highest risk activities.

    Two losses were the result of a single vehicle

    accident and two others were from a fatalhelicopter crash. The final two fatalities were

    the result of a dropped-object incident and an

    electrocution. To help eliminate serious injuries

    and fatalities in the workplace, Baker Hughes

    highlights Life Rules! which are a formal set

    of rules related to life critical hazards. There are

    ten Life Rules, each with a corresponding icon

    to help employees quickly identify the hazard.

    Stop Work

    Stop Work authority is a proactive measure

    that employees can deploy to prevent incidents

    whenever they have concerns about inadequate

    control of HSE risks. In 2013, we elevated

    Stop Work beyond an expectation of our

    employees; it became a personal obligation

    and responsibility. Employees performed nearly

    43,000 Stop Work actions, an increase of 60%

    from the previous year and more than twice

    the number from two years ago (Fig. 1). This

    demonstrates that employees are increasingly

    using their Stop Work authority, which is

    reflected in our mature safety culture and

    reduced incident frequency.

    DAYS

    30

    permit

    Figure 1. Stop work yearly comparison

    0

    10,000

    20,000

    30,000

    40,000

    50,000

    2008 2009 2010 2 011 20132012

    Section 3

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    We take safety, including process safety very seriously. This means

    understanding our risks and ensuring the right controls are in

    place throughout our operations. Through the new Life Rules!

    Program, we are focusing on the most critical hazards and risks to

    protect our colleagues, customers and others that work with us.

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    Enterprise employee injury/illness

    performance

    We achieved a 14% reduction in 2013 Total

    Recordable Incident Rate (TRIR), surpassing

    our 10% goal for the year. Although 66 fewer

    recordable incidents occurred than in the

    previous year, 580 employees still suffered a

    recordable injury.

    In addition to successfully lowering our TRIR,

    we achieved an 18% reduction in our Days

    Away From Work Case Rate (DAFWCR). Our

    key HSE performance metrics continue to

    outperform the International Association of

    Drilling Contractors benchmark, and are in the

    top quartile across the industry (Fig. 2).

    Our loss control triangle (Fig. 3) shows that

    employees submitted 487,060 observations

    in 2013, a 20% increase year-on-year. This

    increase correlates directly with our improved

    safety and environmental performance.

    0.0

    0.5

    1.0

    1.5

    2.0

    3,000

    3,500

    4,000

    20132011 2012

    6

    152

    422

    1,486

    487,060

    Days Away From Work Cases

    Fatalities

    Other Recordable Cases

    First Aid Cases / Near Misses

    Observations

    Figure 3. Loss control

    Figure 2. Three year injury rates and rig count

    TRIR

    DAFWCR

    IADC TRIR

    SSE TRIR

    Rig count

    Personal and Process Safety

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    Injury/illness data analysis

    Figs. 4 and 5 illustrate the top five injured body

    parts and the six most common types of injuries

    sustained in 2013. Hand and back injuriescontinue to be the most frequent body parts

    affected. Combined, these injuries constitute

    44% of the recordable injuries for the year

    (Fig. 4). Although sprains and strains continue

    to be the most prevalent type of injury, we

    experienced a 14% reduction compared to

    2012 and 31% compared to 2011 (Fig. 5).

    Recordable injuries predominantly occurredat the wellsite or at a Baker Hughes facility.

    Together these locations accounted for 82%

    of the recordable injuries (Fig. 6).

    Figure 6. Recordable incidents by locale

    Client-wellsite

    Baker Hughes Service Center / Warehouse

    Baker Hughes Manufacturing / Engineering

    In-transit

    Figure 4. Top five most affected body part recordable incidents

    Figure 5. Nature of injury

    0

    50

    100

    150

    200

    Sprain/Strain

    Laceration Fracture Contusion Abrasion/Scrapes

    Crushing

    Hand 27%

    Back 17%

    Shoulder 10%

    Arm 8%

    Knee 8%

    Other types 30%

    2011

    2012

    2013

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    Transportation safety

    Our transportation safety performance

    improved last year. Our recordable Motor

    Vehicle Accident frequency improved 4%, andour overall accident frequency rate (all severity

    classifications) decreased by more than 9%.

    While these are very encouraging results, we

    still have many opportunities for improvement.

    As in the past, the majority of our recordable

    accidents were due to a combination of factors,

    but excessive speed for road and weather

    conditions, improper following distance,

    poor driver awareness of surroundings and

    inconsistent journey management practices

    continue to be our most frequent contributors,

    reflecting the need for continued training and

    strong oversight programs.

    To address these issues, we completed a

    thorough driving training program strategy

    addressing not only the Baker Hughes-

    specific driver training components (core

    defensive driving), but also driver trainers and

    assessors (Transportation Trainer and Assessor

    Certification Course). Further support for these

    two programs will come with the introduction

    of the Transportation Safety Management

    Leadership Program in Q1 2014. All three

    programs will also be introduced globally. And,

    we have initiated plans to pilot a state-of-the-

    art driving simulator.

    DID YOU KNOW?

    With an increased focus on performing tasks correctly,

    Baker Hughes achieved a 31% decrease in sprains and

    strain-related injuries in the last two years.

    5-year motor vehicle accident rates

    0.0

    0.5

    1.0

    1.5

    2.0

    2.5

    2009 2010 2011 2012 2013

    MVCR

    MVAR

    LVAR

    PVAR

    Personal and Process Safety

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    Air transportation

    Following the tragic loss of two employees in

    a helicopter crash in April 2013, we conducted

    a thorough air safety audit of all threehelicopter providers under direct contract with

    Baker Hughes. We also initiated a systematic

    worldwide safety assessment of more than

    100 helicopter service operators provided by

    our customers to transport our employees to

    offshore or remote land locations. Additionally,

    we have developed stronger helicopter safety

    processes and are working closely with an

    international aviation safety consultant to

    develop stronger operational controls and

    tools to help us mitigate these hazards.

    In 2014, we will increase our focus on leading

    indicators to measure and drive overall HSE

    performance. Our key proactive measures will

    include the following.n Active leadership engagement in HSE

    through hands-on activities such as job site

    visits or town hall meetings

    n Strong employee participation in our

    behavior-based observation program

    n Robust reporting of near-miss events with

    resolution of issues before a negative

    impact or injury occurs

    n Evaluation of safe driving behaviors

    through our in-vehicle monitoring systems

    n Prompt closure of audit findings/

    nonconformances

    DID YOU KNOW?

    In Thailand, where many of our employees ride scooters

    to work, we provided motorcycle helmets to promote a

    stronger safety culture on and off the job.

    In 2013, Baker Hughes vehicles travelled more than

    310 million miles globally. This is roughly equivalent

    to 682 round trips to the moon or almost 13,000 times

    around the globe.

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    Process safetyIn order to prevent major accidents arising

    in our field, pipeline or chemical processingoperations, Baker Hughes applies a process

    safety framework (Figure 1) that establishes

    good design principles, engineering,

    construction, operating, and maintenance

    practices, while ensuring that products are

    structurally and mechanically sound. This

    framework includes the application of barriers

    (control measures) and safeguards designed to

    control risks that could result in a major spill,

    release of gases to the air, or harm to people,

    including surrounding communities.

    Downstream process safety

    Our downstream process safety system ensures

    safe and reliable operations at our chemical and

    industrial services reaction and blend plants. In

    addition to compliance with local and country

    regulations, all of our plants are governed by

    the Baker Hughes process safety management

    system. Our efforts over the past two years

    have focused on developing and implementing

    components of our process safety management

    system including:

    n Process safety information (PSI)

    contains details on the hazardous

    chemicals used or produced by the

    process, the technology of the process,

    and the equipment in the process. PSI for

    our plants, including Piping & InstrumentDiagrams, equipment data sheets, process

    control data, and related information

    was reviewed and verified for accuracy

    in 2013. The plants use a combination

    of manual and automated controls to

    regulate the chemical processes, and

    operating procedures are

    certified annually.

    n Process hazard analysis (PHA)

    a systematic engineering approach for

    identifying, evaluating, and controlling

    potential hazards of processes involving

    highly hazardous chemicals. All PHAs are

    current including the required five-year

    revalidation, and PHA action items are

    tracked for completion. Layers of protection

    or barriers are analyzed and installed to

    mitigate identified risks.

    n Management of change (MOC)

    the system to address contemplated

    changes to a process, evaluate theirimpact on health, safety, and environment

    (HSE), and identify necessary changes to

    operating procedures. The MOC process

    was enhanced in 2012 and our chemical

    plants average 100 MOCs each month,

    demonstrating their commitment to safely

    managing the continued growth and

    change in our operations.

    Design andEngineering

    HumanFactors

    MultibarrierPhilosophy

    Measurementand Review

    Competency

    Process andProcedures

    RiskManagement

    Figure 1. Process safety framework

    Personal and Process Safety

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    Our employees are trained on their specific

    processes and are recertified on a regular

    schedule. Our inspection and testing of

    equipment for mechanical integrity includesRecognized and Generally Accepted Good

    Engineering Practices, which include

    industry recommended practices, equipment

    manufacturer requirements, and general

    preventive maintenance recommendations.

    Upstream process safety

    Our upstream process safety program focuses

    on products and services to assure wellbore

    integrity. This is accomplished through the

    application of barriers (control measures), and

    safeguards designed to control risks that could

    result in the release of hydrocarbons, causingharm to people or the environment.

    Various tools are used to ensure subsurface

    threats are understood and controls are in place

    to mitigate hazards. In 2013, Baker Hughes

    launched our Think Process Safety campaign

    along with 10 Critical Requirements of Upstream

    Process Safety (Fig. 2).

    Figure 2. Ten critical requirements of upstream process safety

    BARRIERS

    Know your equipment,

    process, and people

    barriers and confirm

    they are in place

    and tested.

    LOST BARRIER

    If a barrier is lost,

    immediately stop

    and fix it.

    SUBSURFACE

    UNCERTAINTIES

    Know andcommunicatesubsurfaceuncertainties.

    WELL CONTROL

    EQUIPMENT

    Know your wellcontrol equipment

    and confirm its

    certified and tested.

    TRAINED PEOPLE

    Confirm all peopleare trained andcompetent forthe task.

    POLICIES &PROCEDURES

    Follow policies

    and procedures

    or get approval

    to deviate.

    HRA

    RISK ASSESS

    Perform riskassessments during

    planning and for

    changes.

    WALK THE LINE

    Walk the line ontemporary rig-ups

    and confirm set-up

    = layout drawing.

    EMERGENCYRESPONSE

    Test your emergency

    responses and

    conduct regular

    drills.

    REPORT / LEARN

    Report Process

    Safety incidents and

    Process Safety Near

    Misses, investigate,

    share, and learn.

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    As an expansion to our traditional failure,

    mode and effects analyses, we overlaid an

    additional risk analysis methodology, the bow-

    tie analysis (Figure 3), to provide a more visualrepresentation of potential threats and control

    measures to ensure jobs are conducted safely.

    A series of 22 bow-tie analyses were conducted,

    field tested, and published last year for

    operations presenting the most critical HSE risks.

    In 2013, our competency management

    program gained global certification through

    the International Association of Drilling

    Contractors. Through completing a tailored

    learning and development path, with regular

    worksite assessments, our workforce develops

    competence to perform safety-critical tasks.

    To date, more than 75,000 competency

    assessments have been completed and are

    tracked in our learning management system.

    In Q4 2013, an enhanced upstream process

    safety awareness training course was launched,

    which focused on the 10 critical requirements

    and on risk management during servicedelivery. To date, 11,546 employees have

    completed this training.

    Midstream process safety

    Our midstream business helps our customers

    assess and maintain the integrity of their

    new and existing pipeline systems and

    process plants. We use a rigorous protocol

    of engineering design, review, and hazard

    and operability analysis conducted jointly by

    the client and Baker Hughes engineers. In

    2013, we conducted more than 3,000 tenders

    using this process. Our support occurs during

    the precommissioning, commissioning, and

    decommissioning phases of projects. For 2014,

    the midstream team will expand its assessment

    capabilities through the use of bow-tie analysis

    which will be included in our competency

    assurance program.

    Baker Hughes was awarded second place in SHELLs Process Safety Video Challenge for our musical number

    Think Process Safety!

    Personal and Process Safety

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    Baker Hughes is committed to working with

    industry groups and regulatory agencies

    to further strengthen the principles of

    process safety in our organization and the

    industry. Additionally, we partner with our

    industry colleagues on various committees

    in organizations such as the Center for

    Offshore Safety and the International Oil and

    Gas Producers Association to develop new

    standards, best practices, and key performance

    indicators related to process safety in the oil

    and gas industry.

    Failure of C1Equipment

    Example:Loss of PrimaryContainment

    Fatality

    Loss of WellControl

    Spill orRelease to

    Environment

    Follow customeremergency response

    procedures

    Follow customeremergency response

    procedures

    Follow customeremergency response

    procedures

    ImproperDesign

    PDM Process

    Failure TrendingAnalysis

    Pre-jobAnalysis

    Function Testingat Rig Site

    Review ofCustomer/ClientRequirements

    EquipmentMalfunction

    Figure 3. Managing risk with bow-tie analysis

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    34 Baker Hughes Incorporated

    Environmental

    PerformanceOur environmental stewardship efforts continue

    to focus on resource conservation to reduce

    energy use, greenhouse gas emissions, and

    water consumption. This focus aligns with

    our sustainability strategy, contributing

    to the long-term profitable growth of the

    company while enhancing the lives of people

    and the environment. We achieved a 13%

    overall reduction in our resource use in 2013,

    exceeding our 10% goal. A critical component

    of our success was the collaborative efforts

    of our business units with internal and

    external partners, and the engagement and

    commitment of our employees.

    Resource conservation

    Our overall resource reduction results were

    normalized to revenue and calculated as a

    weighted average from our top three resources:

    n Electricity 40%

    n Natural gas 40%

    n Water 20%

    Resource reduction results

    Overall resource reduction: 13%

    Electricity: 10%

    Natural gas: 13%

    Water: 17%

    Greenhouse gas emissions: 16%

    Section 4

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    Our commitment to protect the environment is anchored in our

    HSE and Climate Change Policy Statements. These policies outline

    our commitment to promote a culture of continuous improvement

    through the development and implementation of operational

    standards and best practices that protect the environment and the

    communities in which we live and work.

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    36 Baker Hughes Incorporated

    We achieved a 10% reduction or more in each

    resource category: electricity, water, natural gas,

    off-road diesel, propane, and fuel oil (Fig. 1).

    These results are calculated from resource data

    for 221 facilities tracked through GreenLink,

    our environmental performance database.

    These facilities represent more than two-thirds

    of the energy and water used across our global

    suite of manufacturing and operations facilities.

    Our conservation efforts continue to enhance

    our financial performance. During 2013, our

    total energy savings were estimated at about

    USD 10 million.

    Energy efficiency and greenhouse

    gas emissions

    To support our commitment to manage the

    risks associated with climate change, wecalculate greenhouse gas emissions from our

    global energy use. Three years ago, we began

    reporting energy savings achieved through

    energy efficiency projects, and in 2013 we

    developed a formal energy management

    standard for identifying significant energy

    sources and implementing measures to

    effectively reduce energy use.

    -50

    -40

    -30

    -20

    -10

    0Electricity Natural Gas Water Propane

    Off-RoadDiesel

    PercentageChangeYear-on-Year

    Fuel Oil

    Goal 10%

    Figure 1. Progress towards 10% reduction goal by resource type

    Environmental Performance

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    We met our greenhouse gas emissions

    reduction target for 2013, eliminating 38,000

    metric tons of carbon dioxide equivalent (CO2e)

    through heightened employee awareness

    of energy conservation and specific energy

    reduction projects at our facilities. Through our

    continued application of sustainable building

    technologies, we saved an additional 8,000

    metric tons of CO2e. Emissions from fleet

    transportation and rental car mileage decreased

    3% from 2012, eliminating an extra 7,500

    metric tons of CO2e.

    Minimizing our carbon footprint

    We remain committed to data quality and

    transparency in reporting our carbon footprint.

    Last year, we were the highest ranked service

    company in the energy sector for the Carbon

    Disclosure Project. Our score was a significant

    improvement over the previous year, and we

    ranked highest in the areas of governance andstrategy, verification, stakeholder engagement,

    and opportunities.

    We continue to improve energy efficiencies

    in our facilities. Our most significant energy

    conservation effort last year focused on

    building automation systems, including

    upgrades or new installations at 51 locations

    worldwide. Highlights of additional projects

    include the following:

    n Redesigning water chiller systems

    n Converting from diesel power generators

    to grid-supplied electricity

    n Optimizing production scheduling

    (minimized equipment shutdown

    and startup)

    n Retrofitting light fixtures

    n Replacing equipment with

    energy-efficient versions

    We will continue to improve energy efficiency in

    future years as we implement our new energy

    management operational control procedure,

    which is aligned with the recent ISO 50001

    standard for energy management systems.

    DID YOU KNOW?

    Our total CO2e savings of 53,500 metric tons was equal

    to the annual greenhouse gas emissions from more than

    11,000 passenger vehicles.

    Emissions reduction and CO2e savings

    Energy Resources:38,000 metric tons CO2e

    Sustainable Buildings:8,000 metric tons CO2e

    Transportation:7,500 metric tons CO2e

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    Water conservation

    Water is critical for the upstream oil and gas

    industry, so reducing fresh water use through

    proactive water management practices is ahigh priority. Our efforts focus on developing

    technologies and services to promote water

    reuse and maximize water recycling. In 2013,

    these efforts reduced water use at our facilities

    by 17% (normalized).

    Fig. 2 illustrates the results of our efforts to

    reduce water use and disposal, and

    increase recycling.

    To further reduce the potential impact on

    fresh water sources, we use several water

    management tools (e.g., IPIECAs Global Water

    Tool for Oil and Gas, GEMI Local Water Tool

    and the Maplecroft Global Water Security Risk

    Index) to identify operations that are located

    in water-stressed areas. Approximately 25%

    of the countries we operate are at risk for

    water shortages. Knowing which areas have a

    higher potential for water scarcity allows us to

    better plan water management strategies and

    reduce risk.

    DID YOU KNOW?

    Across the company we conserved 308,000 metric tons

    of water, which is enough to fill more than 1.5 million

    standard-size bath tubs.

    Figure 2. Water profile

    0

    500

    1,000

    1,500

    2,000

    2,500

    3,000

    Mass(ThousandsofMetricTons)

    Disposed Wastewater*Water Consumption

    2011 Actual

    2012 Actual

    2013 *Normalized

    Environmental Performance

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    Facility water cycle management in diverse conditions

    Managing the challenges of water supply and demand is an expanding concern on a

    global basis, especially in regions where water is a scarce resource. Our internal watermanagement tool was developed to assess and quantify water management components

    and identify strategies and technologies for managing a facilitys water cycle. This tool was

    used for seven facilities in Africa and its use was later expanded globally. As a result, water

    management techniques were successfully incorporated at facilities in Iraq and Brazil, as

    highlighted below.

    Basra Iraq facility

    At our base of 600 employees, about 7,500m3 of potable water was consumed per month

    with an average of 180m3 disposed every day, representing about 70% of the supplied

    water. Optimization efforts included separation of potable and nonpotable (i.e., river) water

    sources to reduce the use of potable water, which is in scarce supply in the area. The water

    quality required for process water was met by substituting filtered river water. We reduced

    potable water use by 5,400m3 per month and reduced costs by 34%. Waste water disposal

    was also cut by 16% with the installation of a wastewater recycling system.

    Macae, Brazil

    A recycling system was installed to treat oily waste water generated from washing

    oilfield trucks, skid units, and other equipment. A flocculation system was chosen, with

    approximately 143m3/month of wastewater treated and reused, reducing fresh water use

    and saving more than USD 19,000 per month for disposal.

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    Last year, our water conservation projects

    included identifying water sources other than

    potable water for use in operational processes

    and landscape irrigation. An internal watercycle management tool was developed to

    further our understanding of operational

    water usage requirements and the associated

    environmental aspects so we can effectively

    manage water throughout its life cycle. The

    development of a strong plan for the water

    management cycle reduces costs, ensures a

    sustainable supply, and addresses community

    needs and concerns. This tool is used when

    designing new facilities and when upgrading

    existing locations.

    Waste minimization and recycling

    Our approach to waste minimization

    emphasizes source reduction (elimination),

    recycling, reuse or reclamation, and proper

    disposal of any remaining wastes. Waste

    minimization aligns with our sustainability

    efforts by conserving natural resources,

    preventing pollution, and reducing disposal

    and compliance costs.

    All operations are required to prepare a waste

    management and minimization plan to identify

    waste streams and reduction strategies along

    with approved waste vendors. In 2013, waste(992,000 metric tons) and recycling (26,000

    metric tons) volumes decrease by 1% and

    41%, respectively. The decrease in waste

    was due largely to the increased efforts of

    our Pressure Pumping product line and our

    facility consolidations. Wastewater remains

    our largest waste stream and comprises

    98% of our total waste. Less than 1% of all

    waste (approximately 8500 metric tons) was

    categorized as hazardous. We believe our

    recycling volumes have decreased concurrent

    with improved efficiency throughout our

    operations, especially in supply chain.

    About 70% of our total recycled materials

    is comprised of metals (55%) and solvents

    (15%). The remaining 30% consists of

    wastewater, wood, and empty industrial or

    consumer containers.

    DID YOU KNOW?

    Our employees recycled 120 metric tons of electronics in

    2013. This is equal to the weight of 9 Big Ben bells in the

    Elizabeth Tower at the Westminster Palace

    in London.

    Environmental Performance

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    Recycling revenue

    We continue to collaborate with vendors

    to remarket and recycle obsolete electronic

    equipment and to incorporate mixed mediamaterials into existing services. As illustrated in

    Fig. 3, USD 18 million in revenue was obtained

    from our recycling efforts, with USD 0.5 million

    expensed to recycle some materials.

    Additionally, we have diverted 9% of our used

    materials from landfills by recycling, which

    resulted in a disposal offset of aboutUSD 0.4 million in the U.S. alone. The net

    gain from recycling is about USD 17.5 million.

    DID YOU KNOW?

    More than 15,000 metric tons of metal were recycled by

    employees last year. This is enough metal to construct

    225 Boeing 747 airplanes.

    Our estimated total CO2e savings from recycled paper,

    cardboard and wood resources is equal to the amount

    of carbon sequestered annually by 2,397 acres of forest.

    This is equal to nearly 700,000 trees.

    Net gain

    USD 17.5 million

    Disposal offset

    USD 0.4 million

    Cost

    USD 0.5 million

    Revenue

    USD 18 million

    Figure 3. Recycling revenue

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    Spill performance

    Any spill can pose a risk through potential

    harm to the environment, possible community

    impacts, worker exposure, and unnecessarywaste and downtime. Our goal is to have a

    Perfect HSE Day every day and that means no

    harm to the environment. Spill prevention is

    critical and benefits everyone.

    In keeping with the Perfect HSE Day, we

    implemented comprehensive spill prevention

    procedures and response plans in 2013, along

    with engineered specifications to improve

    our chemical storage and handling practices.

    We also analyzed spills based on the total

    number of spill incidents and total volume,

    with an emphasis on spills considered serious

    or major (1-10 bbls and >10 bbls, respectively).

    Additionally, spills occurring within and outside

    containment were given special consideration,

    including those released to water or soil.

    In 2013, we had 1,129 spill incidents totaling

    3,719 barrels, reflective of a 6% normalized

    decrease in volume year-on-year. Additionally,

    the volume of serious/major spills decreased5% as illustrated in Fig. 4.

    Of the spill incidents we classify as serious or

    major, 61% occurred at customer sites, 33% at

    our facilities, and 6% during transport. While

    the number of spills is higher at customer

    sites, the overall volumes are greater at our

    Baker Hughes facilities. Only 5% of our serious/

    major spill incidents occurred offshore, which

    represents only 1% of the total volume.

    Spill incidents

    Most spills reported are relatively low-volume

    incidents, with just 6 spills (1%) contributing

    50% of the total volume. Of our serious

    and major spill incidents, 55% were fully or

    partially contained, which accounts for nearly

    70% of the total volume (2,408 bbl). These

    large spills receive considerable attention,

    with executive participation in the incident

    review. However, we expect the cause of

    all spills to be investigated, so appropriate

    corrective actions can be taken to prevent

    recurrence and eliminate spill risk factors

    throughout our operations. We continue to

    improve spill transparency by encouraging

    employees to report all spills, large or small,

    in our incident reporting system. As illustrated

    in Fig. 5, reporting of spills less than 1 barrelincreased 8% from last year, while total volume

    decreased 6%.0

    1,000

    2,000

    3,000

    4,000

    5,000

    2011

    VolumeinBBLs

    2012 2013

    Figure 4. Spill severity by volume

    Minor (10 bbl)

    Environmental Performance

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    Effective response strategies ensure that all

    spills are remediated promptly with minimal and

    temporary environmental impact. Continued

    visibility of all spill incidents, appropriatecorrective action and spill prevention campaigns

    will continue to drive improvements.

    Spill causes

    Identifying the causes of spills enables training

    efforts and resources to be targeted to these

    risks. The top five causes of serious/majorspills (top 6% with 80% total volume) during

    2013 are illustrated in Fig. 6. Valves left open

    contributed to about one-third (31%) of these

    spills. The second most frequent cause was

    listed as Other, which includes factors such

    as weather, sabotage, and human error.

    DID YOU KNOW?

    In 2013, Baker Hughes launched the Greenlink

    Dashboard. The Dashboard provides real-time

    performance data to show progress on

    environmental goals.

    Figure 6. Spill causes

    Valve left open 35%

    Other 30%

    Equipment / pump failure 20%

    Hose rupture / popped off 8%

    Overfill 7%

    Figure 5. Number of spill incidents by severity

    0

    200

    400

    600

    800

    1,000

    1,200

    2011

    NumberofSpillIncidents

    2012 2013

    Minor (10 bbl)

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    44 Baker Hughes Incorporated

    Spill costs

    While spill incidents are an important indicator

    of environmental performance, they also affect

    our environmental costs. Total spill costs wereapproximately USD 4.1 million in 2013. This

    marks a 5% overall decrease year on year, and

    a 37% decrease in third-party cleanup costs.

    Continued emphasis on inspections, analysis

    of risk factors, proper controls, and effective

    response have contributed to this success.

    Environmental reserves

    Environmental remediation is managed

    centrally, and accrued reserves are audited

    periodically to ensure compliance with theU.S. Sarbanes-Oxley Act and Securities and

    Exchange Commission requirements. At year

    end, we reserved a total of USD 34 million for

    remediation at 72 sites, including USD 4 million

    for Superfund Liabilities. Cash spending totaled

    about USD 7 million, down 11% from 2012.

    The environmental reserve trend for the past

    three years is illustrated in Fig. 7.

    DID YOU KNOW?

    As part of our Perfect HSE Day initiative, a reusable

    mug program was launched at 17 offices. More than

    8800 employees made the commitment to stop using

    Styrofoam in favor of the reusable stainless steel mug.

    These efforts reduced the use of Styrofoam cups by

    60%. With this success, the reusable mug program will

    be expanded globally.

    Figure 7. Environmental reserve trend

    0

    5

    10

    15

    20

    25

    30

    35

    40

    2009

    ReserveinMillions

    201220112010 2013

    Remediation

    Superfund

    Figure 8. Benchmark analysis:

    Environmental reserves as a percent of revenue

    0.0

    0.1

    0.2

    0.3

    0.4

    0.5

    0.6

    0.7

    0.8

    Percentage

    ofRevenue

    Environmental Cost Type

    Superfund Remediation Tota l Reserves

    * Note: Data obtained from publicly available information

    (2013 10K filings)

    Customer reference

    Peer reference

    Baker Hughes

    Environmental Performance

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    Celebrating Earth Day around the globe

    Baker Hughes employees around the world celebrated Earth Day 2013 by participating in

    activities that promote environmental awareness and connect employees with the world or

    natural environment around them.

    For example, the Wireline Services group in Vietnam organized an employee coastal

    cleanup event to protect the environment and promote awareness among employees and

    the community (pictured, below right).

    In India, our employees at the Kakinada base planted trees around their location to

    celebrate Earth Day. In a similar effort in Colombia, our employees started a tree planting

    initiative in 2012 with 40 employees planting 65 trees in the forest. This event generated

    interest and enthusiasm, and in 2013, more than 166 employees planted 285 trees

    (pictured, below left).

    Benchmark analysis:

    Environmental reserves

    An evaluation of Baker Hughes environmental

    reserves as a percentage of revenue (Fig. 8)indicates our liabilities are lower than our

    peer and client references. Our lower ratio

    compared with the client references may

    reflect some differences in the nature of the

    businesses and associated risks. However, our

    lower remediation costs also may suggest more

    effective due diligence to prevent acquisition of

    new cleanup sites along with strategic, cost-

    effective management of existing sites.

    Environmental investment

    In 2013, Baker Hughes incurred an estimated

    USD 85 million in costs for environmental

    protection and compliance management,including permitting, waste disposal, spill

    response, and other environmental activities.

    These costs are essentially flat year on year.

    Environmental capital costs of about USD

    10 million include about USD 7 million to

    conserve energy, with the remainder for

    secondary containment structures to prevent

    environmental impacts from spills and other

    protective measures such as emission control

    systems to protect air quality.

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    46 Baker Hughes Incorporated

    Environmental stewardship in

    hydraulic fracturing operationsWhile hydraulic fracturing has existed for many

    years, it has attracted increased attention

    in recent years because of the potential for

    social and environmental impacts. We manage

    the risks associated with this activity through

    continued efforts to reduce environmental

    impacts and by engaging with communities and

    regulators to understand stakeholder concerns.

    In October, Baker Hughes joined eight other

    companies that are members of the Petroleum

    Services Association of Canada to unveil a

    code of conduct related to hydraulic fracturing

    operations. Development of the code involved

    consultations with community stakeholders over

    a six-month period. The code outlines standard

    practices for technical and environmental

    performance, as well as guidelines companies

    should follow when dealing with community

    groups and other stakeholders. It is intended

    to increase public confidence in hydraulic

    fracturing through transparency and consistent

    best practices for these activities.

    Fracturing pumps converted to run on natural gas

    Environmental Performance

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    We place a special emphasis on mitigating the

    environmental risks associated with fracturing

    chemicals. Our SmartCarequalified systems

    and products have been in use since 2009 to

    ensure the use of environmentally-preferred

    products. SmartCare products are screened

    through an advanced proprietary process. Since

    2011, the component substances used in our

    fracturing fluids have been disclosed in the

    FracFocusregistry. The chemical disclosure

    registry serves a vital role in communicating

    important chemical information to the public.

    DID YOU KNOW?

    At year-end 2013, our environmental services group

    completed 239 product evaluations as part of the

    SmartCare program, and developed a library of 251

    substance hazard profiles, of which nearly 80% pertain

    to hydraulic fracturing fluids.

    Laboratory testing of ClearStarfracturing fluid

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    48 Baker Hughes Incorporated

    In 2013, Baker Hughes announced the

    introduction of the new ClearStarfracturing

    fluid system that is an alternative to traditional

    guar-based fluids. The supply of guar is highly

    subject to the impact of climate change (drought

    or flooding) in the areas from which this natural

    product is sourced. The ClearStar system uses

    a refined cellulose derivative polymer to attain

    superior viscosity. In product testing, the

    ClearStar fracturing fluid system produced an

    average of 11% more cumulative oil over 350

    days of production compared to wells stimulatedusing premium, guar-based fluids.

    Two years ago, we introduced our first

    bifuel (also called dual-fuel) pumps into our

    U.S. hydraulic fracturing fleets. The Rhino

    Bifuel pumps are able to replace as much as

    70% of the engines diesel fuel supply with

    natural gas (field gas, liquefied natural gas,

    or compressed natural gas) with no loss in

    hydraulic horsepower. This not only reduces

    the carbon footprint of these jobs, but also

    improves operational efficiency, lowers costs,

    reduces safety risks, and capitalizes on the

    availability of North Americas abundant naturalgas production supplies. We achieved a 32%

    Dry on the Flyprocess reduces transportation

    Environmental Performance

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    DID YOU KNOW?

    Our Baker Hughes Water Management team has treated

    and reused more than 50 million barrels of water for

    hydraulic fracturing use in the past 18 months. In 2013,

    Baker Hughes treated water for use in more than

    350 wells in North America. Our operating capacity is

    currently 2.5 million barrels of water per day.

    reduction in greenhouse gas emissions using

    these bifuel pumps, based on calculations

    completed for more than 50 wells. At the

    end of 2013, we had 80 completed pumps(six fleets) in U.S. land and 19 (one fleet) in

    Canada. We are committed to convert all our

    pumps to run on natural gas.

    Since hydraulic fracturing uses more water

    than any other phase of drilling or completing

    a well, our Baker Hughes Water Management

    team continues to develop technologies and

    services that conserve fresh water through

    reuse, thereby reducing transportation and

    disposal. In November 2013, Baker Hughes

    and DuPont Chemical Solutions announced

    a strategic arrangement to bring more

    sustainable water treatment technology to the

    oil and gas industry. Chlorine dioxide will be

    used in conjunction with our Baker Hughes

    H2prOwater management service so water

    used in pressure pumping can be treated

    onsite and reused. Chlorine dioxide has been

    used for more than 60 years to prevent the

    growth of bacteria and corrosion in municipal

    drinking water, food processing, and industrial

    cooling applications.

    Historically, fracturing fluids were manually

    premixed and then transported to the wellsite

    for application. To prevent the premature

    hydration of the gelling agent during

    transportation, a large amount of mineral oil-

    based material had to be added. The process

    of mixing the fluids was labor intensive and

    required protection from chemical exposure.

    Our Baker Hughes Dry on the Flyhydration

    system is a more sustainable solution that

    eliminates these HSE issues. The mixing process

    is automated at the wellsite, so the need for

    mineral oil is eliminated. Since only the dry

    powder is transported to the wellsite, the volume

    of material transported is reduced by about

    60%. In 2013, this resulted in approximately 280

    fewer truck trips, with an associated reduction in

    fuel consumption and emissions.

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    50 Baker Hughes Incorporated

    Driving Flawless

    ExecutionIn order to minimize HSE risks and prevent

    harm to people and the environment, it is

    critical to understand the industry trends that

    present HSE issues. One of the ways that we

    validate our understanding of the trends is

    through collaboration with our customers.

    Engaging in this way, we share best practices

    and identify ways to address the industrys

    new challenges through our HSE management

    system. We assure our management system

    using tools such as the Baker Hughes Operating

    System (BHOS), external certification to

    international standards; and internally, through

    our audit program.

    Shaping industry HSE performance

    Baker Hughes works collaboratively within the

    industry and directly with customers to address

    common HSE issues and emerging challenges.

    We are an active member of the International

    Association of Oil and Gas Producers, serving

    on the executive Management Committee

    as well as many technical committees and

    workgroups. Baker Hughes also is a member

    of and volunteers subject matter expertise to

    the technical committees and workgroups

    of the American Petroleum Institute; and, is

    active in committee work within the Society

    of Petroleum Engineers, the Society of

    Chemical Manufacturers and Affiliates, and the

    International Association of Drilling Contractors

    (IADC). In addition, we are one of the founding

    members of the Center for Offshore Safety.

    These contributions and participation all help

    advance the industrys performance related to

    HSE and social responsibility.

    Section 5

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    We believe we can improve safety across our industry by

    collaborating with our customers and communities. We continue

    to enhance our internal standards and practices to ensure our

    efforts are focused and on-target. Through our audit program, we

    verify that these standards are implemented and effective across

    the organization.

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    52 Baker Hughes Incorporated

    Along with many companies, Baker Hughes

    subscribes to the services of Welling and

    Company, an international research and

    consulting firm that conducts specializedmarket analysis in the energy industry and

    related fields. In particular, we analyze

    Wellings findings regarding the importance

    HSE plays in the buying decisions of our

    customers. For the third consecutive year

    since 2011, their annual Customer Perception

    Survey (Fig. 1) indicated that HSE is the primary

    consideration of oil and gas companies when

    choosing a contractor as a business partner.

    The trend is growing year-on-year, confirming

    our own analysis from our direct interaction in

    the industry and with our customers.

    Concurrent with our annual internal HSE

    performance review and development of

    next-year objectives, Baker Hughes hosts

    an engagement forum to advance the HSE

    conversation with and between oil and gas

    companies and to provide deeper, collective

    insight into factors driving HSE performance

    across the industry.

    -1.5

    -1.0

    -0.5

    0.0

    0.5

    1.0

    1.5

    2.0

    2.5

    3.0

    2009 2010 2010 2011 2011 2012

    Figure 1. Most important factors in selecting business partners according to our customers

    Baker Hughes HSE Exchange Forum Addressing Industry

    HSE Performance

    Commitment to HSE

    Equipment quality / reliabilityTrained and capable field personnel

    Availability / delivery

    Technical support

    Responsive to needs

    Track record / experience

    Handle technical challenges

    Price competitiveness

    Driving Flawless Execution

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    During the 2013 exchange forum, participants

    addressed one of our industrys most critical

    issues, the combination of a rather flat safety

    performance (Fig. 2) in recent years and an

    upward trend in fatality frequency and

    injury severity.

    Attendees identified four primary areas of

    focus: attrition/turnover; HSE cultures; risk

    perception/tolerance; and competence/technical

    proficiency (Fig. 3). The candid conversations

    during the forum identified the following

    challenges to be tackled by our industry:

    n Finding more effective/efficient processes

    and systems to address

    n HSE culture

    n Stop Work

    n

    Risk tolerancen Upstream process safety

    n Competency

    n Finding solutions to eliminate hazards and

    risks associated with

    n Transportation

    n Hand injuries

    n Pressurization

    n Fatigue

    n Dropped objects

    0

    5

    10

    15

    20

    25

    22%

    7%

    24% 24%

    19%

    3%

    Figure 2. OGP - June 2013 Safety Performance Indicators Report

    Figure 3. Key areas of HSE needing focus by

    the industry

    Risk tolerance

    Inherent risk

    Culture

    Competency

    Workforce

    Other

    0

    1

    2

    3

    4

    5

    6

    7

    8

    2012201120102009200820072006200520042003200220012000199919981997199619951994

    Industry TRIR (per 1 million work hours)

    Industry Lost Time Incident Rate (per 1 million work hours)Industry Fatal Accident Rate (per 100 million work hours)

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    54 Baker Hughes Incorporated

    Baker Hughes produced and released four

    videos to promote best practice in upstream

    process safety; management of change (MOC);

    Life Rules!; and, achieving the Perfect HSE Day.The videos are available through

    www.BakerHughes.comand YouTube.

    HSE management system

    Our HSE management system (MS) continues

    to provide the foundation of our HSE programs,

    and consists of our HSE and Security (HSE&S)policy statement, 16 elements, and a wide

    variety of operational control procedures

    designed to drive flawless execution. This

    HSE MS continues to change and evolve to

    meet the HSE needs of the business, which

    was restructured to form 24 geomarkets. Last

    year, the position of chief security officer and

    vice president of HSE was separated and so,

    the security team will be developing a new

    management system for their procedures, but

    will continue to use and reference applicable

    procedures covered in the existing HSE MS.

    Policy

    Our HSE&S policy statement was amended

    to further strengthen our commitment to

    protecting people and communities, company

    assets, and the environment. The emphasis

    on Stop Work was enhanced by making it an

    individual obligation and company responsibility,

    and process safety is now included to reflect our

    heightened commitment.

    Baker Hughes Operating Sy