-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MhyuJ2JkRFG0dvv93tUgsXgKAKpCYhz8Fgpp6DI+uQ+mub6vaUj/PJm8fLcu23/2 NTTvSyzSap/W1DUuox1JIA== 0000912462-98-000007.txt : 19980219 0000912462-98-000007.hdr.sgml : 19980219 ACCESSION NUMBER: 0000912462-98-000007 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980218 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BAKER HUGHES INC CENTRAL INDEX KEY: 0000808362 STANDARD INDUSTRIAL CLASSIFICATION: OIL & GAS FILED MACHINERY & EQUIPMENT [3533] IRS NUMBER: 760207995 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-38439 FILM NUMBER: 98544305 BUSINESS ADDRESS: STREET 1: 3900 ESSEX LANE CITY: HOUSTON STATE: TX ZIP: 77027 BUSINESS PHONE: 7134398600 MAIL ADDRESS: STREET 1: P O BOX 4740 CITY: HOUSTON STATE: TX ZIP: 77210-4740 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NATIONSBANK CORP/FA CENTRAL INDEX KEY: 0000912462 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: NATIONSBANK PLAZA CITY: CHARLOTTE STATE: NC ZIP: 28255 BUSINESS PHONE: 4046073731 SC 13G 1 SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) BAKER HUGHES INC. (Name of Issuer) Common Stock (Title of Class of Securities) 057224107 (CUSIP Number) Check the following box if a fee is being paid with this statement. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class). (See Rule 13d-7). The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). (Continued on following pages(s)) CUSIP NO. 057224107 13G 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON NationsBank Corporation 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION North Carolina Corporation NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 5537701 6 SHARED VOTING POWER 4060482 7 SOLE DISPOSITIVE POWER 2430995 8 SHARED DISPOSITIVE POWER 5484950 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9610533 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.68 12 TYPE OF REPORTING PERSON * HC *SEE INSTRUCTION BEFORE FILLING OUT! CUSIP NO. 057224107 13G 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON NB Holdings Corporation 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION North Carolina Corporation NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 5537701 6 SHARED VOTING POWER 4060482 7 SOLE DISPOSITIVE POWER 2430995 8 SHARED DISPOSITIVE POWER 5484950 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9610533 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.68 12 TYPE OF REPORTING PERSON * HC *SEE INSTRUCTION BEFORE FILLING OUT! CUSIP NO. 057224107 13G 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON NationsBank, N.A. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S. National Banking Association NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 978570 6 SHARED VOTING POWER 23300 7 SOLE DISPOSITIVE POWER 872548 8 SHARED DISPOSITIVE POWER 46864 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1138920 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .67 12 TYPE OF REPORTING PERSON * BK *SEE INSTRUCTION BEFORE FILLING OUT! CUSIP NO. 057224107 13G 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON NationsBank Texas Bancorporation, Inc. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware Corporation NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 1490906 6 SHARED VOTING POWER 0 7 SOLE DISPOSITIVE POWER 67150 8 SHARED DISPOSITIVE POWER 16056 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1495006 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .88 12 TYPE OF REPORTING PERSON * HC *SEE INSTRUCTION BEFORE FILLING OUT! CUSIP NO. 057224107 13G 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON NationsBank of Texas, N.A. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S. National Banking Association NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 1490906 6 SHARED VOTING POWER 0 7 SOLE DISPOSITIVE POWER 67150 8 SHARED DISPOSITIVE POWER 16056 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1495006 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .88 12 TYPE OF REPORTING PERSON * BK *SEE INSTRUCTION BEFORE FILLING OUT! CUSIP NO. 057224107 13G 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON TradeStreet Investment Associates, Inc. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Maryland Corporation NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 128800 6 SHARED VOTING POWER 0 7 SOLE DISPOSITIVE POWER 128800 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 128800 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .08 12 TYPE OF REPORTING PERSON * IA *SEE INSTRUCTION BEFORE FILLING OUT! CUSIP NO. 057224107 13G 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Boatmen's Trust Company 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Missouri Corporation NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 2939425 6 SHARED VOTING POWER 4037182 7 SOLE DISPOSITIVE POWER 1362497 8 SHARED DISPOSITIVE POWER 5422030 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6976607 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 4.12 12 TYPE OF REPORTING PERSON * BK *SEE INSTRUCTION BEFORE FILLING OUT! SCHEDULE 13G Item 1(a) Name of Issuer: Baker Hughes Inc. Item 1(b) Address of Issuer's Principal Executive Offices: 3900 Essex Lane Houston, Texas 77027 Item 2(a) Name of Person(s) Filing: (a) NationsBank Corporation (b) NB Holdings Corporation (c) NationsBank, N.A. (d) NationsBank Texas Bancorporation, Inc. (e) NationsBank of Texas, N.A. (f) TradeStreet Investment Associates, Inc. (g) Boatmen's Trust Company Item 2(b) Address of Principal Business Office or, if none, Residence: (a) 101 South Tryon Street, NationsBank Plaza, Charlotte, North Carolina 28255 (b) 100 North Tryon Street, NationsBank Corporate Center, Charlotte, North Carolina 28255 (c) 110 South Tryon Street, NationsBank Plaza, Charlotte, North Carolina 28255 (d) 100 North Tryon Street, NationsBank Corporate Center, Charlotte, North Carolina 28255 (e) 901 Main Street, Dallas, Texas 75202 (f) 101 South Tryon Street, 10th Floor, Charlotte, North Carolina 28255 (g) Boatmen's Tower, 100 North Broadway, St. Louis, Missouri 63102 Item 2(c) Citizenship: (a) North Carolina corporation (b) North Carolina corporation (c) U.S. National Banking Association (d) Delaware corporation (e) U.S. National Banking Association (f) Maryland corporation (g) Missouri corporation Item 2(d) Title of Class of Securities: Common Stock Item 2(e) CUSIP Number: 057224107 Item 3 If this statement is filed pursuant to Rules 13d-1(b), or 13d- 2(b), check whether the person filing is a: (a) Broker or Dealer registered under Section 15 of the Act (b) X Bank as defined in Section 3(a)(6) of the Act (c) Insurance Company as defined in Section 3(a)(19) of the Act (d) Investment Company registered under Section 8 of the Investment Company Act (e) X Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940 (f) Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Subsection 240.13d-1(b)(1)(ii)(F) (g) X Parent Holding Company in accordance with Sub-section 240.13d-1(b)(ii)(G) (Note: See Item 7) (h) X Group, in accordance with Sub-section 240.13d-1(b)(1)(ii)(H) The following entities are holding companies: NationsBank Corporation NB Holdings Corporation NationsBank, N.A. NationsBank Texas Bancorporation, Inc. The following entities are banks: NationsBank, N.A. NationsBank of Texas, N.A. Boatmen's Trust Company The following entities are registered investment advisors: TradeStreet Investment Associates, Inc. Item 4 Ownership: With respect to the beneficial ownership of the reporting entity as of 12/31/97, see Items 5 through 11, inclusive, of the respective cover pages of this Schedule 13G applicable to such entity which are incorporated herein by reference. Item 5 Ownership of Five Percent or Less of a Class: If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following Item 6 Ownership of More Than Five Percent on Behalf of Another Person: To the extent that the reported shares are held in various fiduciary accounts, dividends and the proceeds of such shares are payable to other persons, including such accounts, the beneficiaries or settlors thereof or a combination of such persons. In certain instances, other persons (including beneficiaries and settlors) may be deemed to have the power to direct receipt of dividends or the proceeds of the sale of shares reported herein. To the best of the undersigned's knowledge and belief, no one other person has such an economic interest relating to more than 5% of the class of reported shares. Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company: Pursuant to Rule 13d-1(b)(1)(ii)(G) of the Securities Exchange Act of 1934, NationsBank Corporation is filing this Schedule 13G as a parent holding company of the following: a. NB Holdings Corporation, which is a holding company of its subsidiaries, NationsBank, N.A. Boatmen's Trust Company classifiable under Item 3(b) as Banks as defined in Section 3(a)(6) of the Securities Exchange Act of 1934. b. NB Holdings Corporation, which is a holding company of its subsidiary, NationsBank Texas Bancorporation, Inc., which is a holding company of its subsidiary, NationsBank of Texas, N.A., classifiable under Item 3(b) as a Bank as defined in Section 3(a)(6) of the Securities Exchange Act of 1934. c. NB Holdings Corporation, which is a holding company of its subsidiary, NationsBank, N.A., which is a holding company of its subsidiary, TradeStreet Investment Associates, Inc., a registered investment advisor under the Investment Advisors Act of 1940. Item 8 Identification and Classification of Members of the Group: Except for the relationships referred to in Item 7 hereof, the reporting entities do not affirm the existence of a group. This Form is filed on behalf of each of the entities listed in Item 2(a) hereof. Item 9 Notice of Dissolution of Group: Not Applicable Item 10 Certification: By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. NATIONSBANK CORPORATION NB HOLDINGS CORPORATION NATIONSBANK, N.A. NATIONSBANK TEXAS BANCORPORATION, INC. NATIONSBANK OF TEXAS, N.A. TRADESTREET INVESTMENT ASSOCIATES, INC. BOATMEN'S TRUST COMPANY Date: February 17, 1998 By: Name: Satish G. Pattegar Title: Senior Vice President -----END PRIVACY-ENHANCED MESSAGE-----