United States v. Baroid Corporation, et al., Civil Action No. 93- 2621 (D.D.C.); Proposed Modification of Final Judgment

DEPARTMENT OF JUSTICE

Antitrust Division

United States v. Baroid Corporation, et al., Civil Action No. 93-

2621 (D.D.C.); Proposed Modification of Final Judgment

Notice is hereby given that the Department of Justice

(``Department'') and Smith International Inc. (``Smith'') have filed

with the United States District Court for the District of Columbia, a

joint motion to modify the judgment in United States v. Baroid

Corporation, et al., Civil Action No. 93-2621, and that the Department,

in a stipulation also filed with the Court, has consented to

modification of the Judgment but has reserved the right to withdraw its

consent for at least seventy (70) days after the publication of this

notice. The complaint in this case (filed December 23, 1993) alleged

that the merger of Dresser Industries, Inc. (``Dresser'') and Baroid

Corporation (``Baroid'') might substantially lessen competition in the

United States in the manufacture and sale of two oil field service

products, including drilling fluids, in violation of Section 7 of the

Clayton Act. At the time the Judgment was entered, Dresser and Baroid

were two of the three major U.S. producers of drilling fluids.

On April 12, 1994, a Judgment was entered that resolved the

merger's effect on the drilling fluids business by requiring Dresser to

divest either its 64 percent partnership interest in M-I Drilling

Fluids Company (``M-I'') or Baroid's wholly owned subsidiary, Baroid

Drilling Fluids Inc. Pursuant to the divestiture requirement, Dresser

sold its partnership interest in M-I to Smith.

Paragraph IV.F. of the Final Judgment states that the purchaser of

the divested drilling fluids business cannot combine that business with

any one of four named companies. One of the four named companies is

Anchor Drilling Fluids (``Anchor'').

The joint motion to modify the final judgment would permit M-I to

acquire Anchor subject to a divestiture agreement set forth in the

joint motion to modify under which M-I would sell the United States

operation of Anchor within a specified period of time. If M-I does not

complete the divestiture by the allotted time, a trustee will be

appointed to complete the divestiture.

The divestiture agreement between the Department and Smith

specifies the assets to be included in the divestiture package. Those

assets include the right of the purchaser to obtain crude barite ore

from M-I for a period of five years, with an option to extend that

right for another five years. Barite is an essential ingredient in

drilling fluids. The divestiture assets also include the right to use

the Anchor name in the United States and the right to manufacture and

sell Anchor brand drilling fluid products.

The Department has filed with the Court a memorandum setting forth

the reasons why the Government believes the modification of the

Judgment would serve the public interest. Copies of the Complaint and

Judgment, the Joint Motion to Modify Final Judgment and Divestiture

Agreement, the Stipulation containing the Government's consent, the

Department's memorandum, and all further papers filed with the Court in

connection with this motion will be available for inspection at Room

215, Antitrust Division, U.S. Department of Justice, 325 7th St., N.W.,

Washington, D.C. 20530 and at the Office of the Clerk of the United

States District Court for the District of Columbia, Third Street and

Constitution Avenue, N.W., Washington, D.C. 20001. Copies of any of

these materials may be obtained from the Antitrust Division upon

request and payment of the copying fee set by Department of Justice

regulations.

Interested persons may submit comments regarding the proposed

modification of the decree to the Government. Such comments must be

received by the Antitrust Division within sixth (60) days and will be

filed with the Court by the Government. Comments should be addressed to

Roger W. Fones, Chief, Transportation, Energy, and Agriculture Section,

Antitrust Division, Suite 500, 325 7th Street, N.W., Washington, D.C.

20530, (202-307-6351).

Constance K. Robinson,

Director of Operations.

[FR Doc. 96-16141 Filed 6-24-96; 8:45 am]

BILLING CODE 4410-01-M