Chicago Bridge & Iron 10K 2009 Annual report | SEC Filing

Chicago Bridge & Iron Inactive 10-K2009 FY Annual report

Content analysis

Exhibit 10.26(b)

EXHIBIT A-1

TERM LOAN AGREEMENT

Commitments


Name of Lender	Commitment
JPMorgan Chase Bank, National Association	$	16,250,000
Bank of America, N.A.	$	16,250,000
BNP Paribas	$	13,000,000
The Royal Bank of Scotland plc	$	13,000,000
Wells Fargo Bank, N.A.	$	13,000,000
Calyon New York Branch	$	13,000,000
Fortis Bank SA/NV, Cayman Islands Branch	$	5,500,000
Fifth Third Bank	$	8,000,000
Sumitomo Mitsui Banking Corporation	$	8,000,000
UBS Loan Finance LLC	$	8,000,000
U.S. Bank National Association	$	8,000,000
Credit Suisse, Cayman Islands Branch	$	7,500,000
ING Bank N.V.	$	6,500,000
Abu Dhabi International Bank Inc.	$	5,750,000
Capital One, National Association	$	5,750,000
The Northern Trust Company	$	5,750,000
Compass Bank	$	4,875,000
Standard Chartered Bank	$	4,875,000
Arab Banking Corporation (B.S.C.)	$	4,500,000
Bank of Texas, N.A.	$	4,500,000


Name of Lender	Commitment
Comerica Bank	$	4,000,000
Commerzbank AG, New York and Grand Cayman Branches	$	4,000,000
Deutsche Bank AG, New York Branch	$	4,000,000
HSBC Bank USA, National Association	$	4,000,000
Riyad Bank, Houston Agency	$	4,000,000
The Bank of Nova Scotia	$	4,000,000
Wachovia Bank, National Association	$	4,000,000
TOTAL	$	200,000,000

EXHIBIT B

TERM LOAN AGREEMENT

Form of Borrowing/Election Notice

TO:

JPMorgan Chase Bank, National Association, as contractual representative (the “Administrative Agent”) under that certain Term Loan Agreement dated as of November 9, 2007 by and among Chicago Bridge & Iron Company N.V., as a Guarantor, Chicago Bridge & Iron Company as borrower (the “Borrower”), the financial institutions from time to time parties thereto as lenders (the “Lenders”) and the Administrative Agent (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Term Loan Agreement”).

The Borrower hereby gives to the Administrative Agent a Borrowing/Election Notice pursuant to [Section 2.1][Section 2.7][Section 2.9(D)] of the Term Loan Agreement, and the Borrower hereby requests to [borrow][convert] [continue] on , (the [“Borrowing Date”][“Election Date”]) from the Lenders on a pro rata basis an aggregate principal amount of [US $ ] in Loans as a

	•		Floating Rate Advance

	•		Eurodollar Rate Advance

•

Applicable Interest Period of month(s).

[The undersigned hereby certifies to the Administrative Agent and the Lenders that (i) the representations and warranties of the undersigned contained inArticle VI of the Term Loan Agreement are and shall be true and correct on and as of the date hereof and on and as of the Borrowing Date (unless such representation and warranty is made as of a specified date, in which case, such representation and warranty shall be true and correct as of such date) except for changes in the Schedules to the Term Loan Agreement affecting transactions permitted by or not in violation of the Term Loan Agreement; (ii) no Default or Unmatured Default has occurred and is continuing on the date hereof or on the Borrowing Date; and (iii) the conditions set forth inSections 5.2 of the Term Loan Agreement have been satisfied.]

Unless otherwise defined herein, terms defined in the Term Loan Agreement shall have the same meanings in this Borrowing/Election Notice.

Dated ,


	CHICAGO BRIDGE & IRON COMPANY
	By:
		Name:
		Title:

EXHIBIT C

TERM LOAN AGREEMENT

[Reserved]

EXHIBIT D

TERM LOAN AGREEMENT

Form of Assignment and Acceptance Agreement

This Assignment Agreement (this “Assignment Agreement”) between (the “Assignor”) and (the “Assignee”) is dated as of , 20 . The parties hereto agree as follows:

(1) PRELIMINARY STATEMENT. The Assignor is a party to a Term Loan Agreement (which, as it may be amended, modified, renewed or extended from time to time is herein called the “Term Loan Agreement”) described in Item 1 of Schedule 1 attached hereto (“Schedule 1”). Capitalized terms used herein and not otherwise defined herein shall have the meanings attributed to them in the Term Loan Agreement.

(2) ASSIGNMENT AND ASSUMPTION. The Assignor hereby sells and assigns to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, an interest in and to the Assignor’s rights and obligations under the Term Loan Agreement and the other Loan Documents, such that after giving effect to such assignment the Assignee shall have purchased pursuant to this Assignment Agreement the percentage interest specified in Item 3 of Schedule 1 of all outstanding rights and obligations under the Term Loan Agreement and the other Loan Documents relating to the facilities listed in Item 3 of Schedule 1. The aggregate Commitment (or Loans, if the applicable Commitment has been terminated) purchased by the Assignee hereunder is set forth in Item 4 of Schedule 1.

(3) EFFECTIVE DATE. The effective date of this Assignment Agreement (the “Effective Date”) shall be the later of the date specified in Item 5 of Schedule 1 or two Business Days (or such shorter period agreed to by the Administrative Agent) after this Assignment Agreement, together with any consents required under the Term Loan Agreement, are delivered to the Administrative Agent. In no event will the Effective Date occur if the payments required to be made by the Assignee to the Assignor on the Effective Date are not made on the proposed Effective Date.

(4) PAYMENT OBLIGATIONS. In consideration for the sale and assignment of Loans hereunder, the Assignee shall pay the Assignor, on the Effective Date, the amount agreed to by the Assignor and the Assignee. On and after the Effective Date, the Assignee shall be entitled to receive from the Administrative Agent all payments of principal, interest and fees with respect to the interest assigned hereby. The Assignee will promptly remit to the Assignor any interest on Loans and fees received from the Administrative Agent which relate to the portion of the Commitment or Loans assigned to the Assignee hereunder for periods prior to the Effective Date and not previously paid by the Assignee to the Assignor. In the event that either party hereto receives any payment to which the other party hereto is entitled under this Assignment Agreement, then the party receiving such amount shall promptly remit it to the other party hereto.

(5) RECORDATION FEE. The Assignor and Assignee each agree to pay one-half of the recordation fee required to be paid to the Administrative Agent in connection with this Assignment Agreement unless otherwise specified in Item 6 of Schedule 1.

(6) REPRESENTATIONS OF THE ASSIGNOR; LIMITATIONS ON THE ASSIGNOR’S LIABILITY. The Assignor represents and warrants that (i) it is the legal and beneficial owner of the interest being assigned by it hereunder, (ii) such interest is free and clear of any adverse claim created by the Assignor and (iii) the execution and delivery of this Assignment Agreement by the Assignor is duly authorized. It is understood and agreed that the assignment and assumption hereunder are made without recourse to the Assignor and that the Assignor makes no other representation or warranty of any kind to the Assignee. Neither the Assignor nor any of its officers, directors, employees, agents or attorneys shall be responsible for (i) the due execution, legality, validity, enforceability, genuineness, sufficiency or collectability of any Loan Document, including without limitation, documents granting the Assignor and the other Lenders a security interest in assets of the Borrowers or any guarantor, (ii) any representation, warranty or statement made in or in connection with any of the Loan Documents, (iii) the financial condition or creditworthiness of the Borrowers or any guarantor, (iv) the performance of or compliance with any of the terms or provisions of any of the Loan Documents, (v) inspecting any of the property, books or records of the Borrowers, (vi) the validity, enforceability, perfection, priority, condition, value or sufficiency of any collateral securing or purporting to secure the Loans or (vii) any mistake, error of judgment, or action taken or omitted to be taken in connection with the Loans or the Loan Documents. Such assignment is without recourse to the Assignor.

(7) REPRESENTATIONS AND UNDERTAKINGS OF THE ASSIGNEE. The Assignee (i) confirms that it has received a copy of the Term Loan Agreement, together with copies of the financial statements requested by the Assignee and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Assignment Agreement, (ii) agrees that it will, independently and without reliance upon the Administrative Agent, the Assignor or any other Lender and based on such documents and information at it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, (iii) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto, (iv) confirms that the execution and delivery of this Assignment Agreement by the Assignee is duly authorized, (v) agrees that it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender, (vi) agrees that its payment instructions and notice instructions are as set forth in the attachment to Schedule 1, (vii) confirms that none of the funds, monies, assets or other consideration being used to make the purchase and assumption hereunder are “plan assets” as defined under

ERISA and that its rights, benefits and interests in and under the Loan Documents will not be “plan assets” under ERISA, (viii) agrees to indemnify and hold the Assignor harmless against all losses, costs and expenses (including, without limitation, reasonable attorneys’ fees) and liabilities incurred by the Assignor in connection with or arising in any manner from the Assignee’s non-performance of the obligations assumed under this Assignment Agreement, (ix) if applicable, attaches the forms prescribed by the Internal Revenue Service of the United States certifying that the Assignee is entitled to receive payments under the Loan Documents without deduction or withholding of any United States federal income taxes and (x) it has made its own independent appraisal of risks arising under or in connection with any Loan Documents.

(8) GOVERNING LAW. THIS ASSIGNMENT AGREEMENT SHALL BE GOVERNED BY THE INTERNAL LAW (INCLUDING, WITHOUT LIMITATION 735 ILCS 105/5-1 ET SEQ., BUT OTHERWISE WITHOUT REGARD TO LAW OF CONFLICTS) OF THE STATE OF ILLINOIS.

(9) NOTICES. Notices shall be given under this Assignment Agreement in the manner set forth in the Term Loan Agreement. For the purpose hereof, the addresses of the parties hereto (until notice of a change is delivered) shall be the address set forth in the attachment to Schedule 1.

(10) COUNTERPARTS; DELIVERY BY FACSIMILE. This Assignment Agreement may be executed in counterparts. Transmission by facsimile of an executed counterpart of this Assignment Agreement shall be deemed to constitute due and sufficient delivery of such counterpart and such facsimile shall be deemed to be an original counterpart of this Assignment Agreement.

IN WITNESS WHEREOF, the duly authorized officers of the parties hereto have executed this Assignment Agreement by executing Schedule 1 hereto as of the date first above written.

SCHEDULE 1
To Assignment Agreement

1. Description and Date of Term Loan Agreement. That certain Term Loan Agreement, dated as of November 9, 2007, by and among Chicago Bridge & Iron Company N.V., as Guarantor, Chicago Bridge & Iron Company, as borrower (the “Borrower”), the lenders from time to time parties thereto (the “Lenders”) and JPMorgan Chase Bank, National Association, as contractual representative on behalf of itself and the other Lender (the “Administrative Agent”).


2.	Date of Assignment Agreement.	, 200

3.	Amounts (As of Date of Item 2 above):	$______________

	Assignee’s percentage of the Facility purchased under the Assignment Agreement* Amount of the Facility purchased under the Assignment Agreement**	______________ % $______________

4.	Assignee’s Commitment (or Loans with respect to terminated Commitment) purchased hereunder:	$______________

5.	Proposed Effective Date:	_______________

6.	Non-standard Recordation Fee Arrangement:	N/A** [Assignor/Assignee to pay 100% of fee]


Accepted and Agreed:

[NAME OF ASSIGNOR]		[NAME OF ASSIGNEE]

By:		By:
Title:		Title:


ACCEPTED AND CONSENTED TO***		ACCEPTED AND CONSENTED TO
BY		BY

CHICAGO BRIDGE & IRON COMPANY		JPMORGAN CHASE BANK,
		NATIONAL ASSOCIATION, AS
		ADMINISTRATIVE AGENT

By:		By:
Title:		Title:


*		Percentage taken to 10 decimal places

**		If fee is split 50-50, pick N/A as option

***		So long as no Default shall have occurred and is continuing

ATTACHMENT TO
SCHEDULE 1 to ASSIGNMENT AGREEMENT

ADMINISTRATIVE INFORMATION SHEET

Attach Assignor’s Administrative Information Sheet, which must
include notice addresses for the Assignor and the Assignee
(Sample form shown below)

ASSIGNOR INFORMATION

Contact:


Name:		Telephone No.:
Fax No.:		Telex No.:
		Answerback:

Payment Information:

Name & ABA # of Destination Bank:

Account Name & Number for Wire Transfer:

Other Instructions:

Address for Notices for Assignor:

ASSIGNEE INFORMATION

Credit Contact:


Name:		Telephone No.:
Fax No.:		Telex No.:
		Answerback:

Key Operations Contacts:


Booking Installation:		Booking Installation:
Name:		Name:
Telephone No.:		Telephone No.:
Fax No.:		Fax No.:
Telex No.:		Telex No.:
Answerback:		Answerback:

Payment Information:

Name & ABA # of Destination Bank:

Account Name & Number for Wire Transfer:

Other Instructions:

Address for Notices for Assignee:

JPMORGAN INFORMATION

Assignee will be called promptly upon receipt of the signed agreement.


Initial Funding Contact:		Subsequent Operations Contact:
Name:		Name:
Telephone No.:		Telephone No.:
Fax No.:		Fax No.:
		JPMorgan Telex No.:

Initial Funding Standards:

Libor — Fund 2 days after rates are set.

JPMorgan Wire Instructions:

[JPMORGAN TO CONFIRM]

EXHIBIT E-1

TERM LOAN AGREEMENT

Form of Borrower’s US Counsel’s Opinion(s)

Attached

EXHIBIT E-2

TERM LOAN AGREEMENT

Form of Borrower’s Foreign Counsel’s Opinion(s)

Attached

EXHIBIT E-3

TERM LOAN AGREEMENT

List of Closing Documents

EXHIBIT F

TERM LOAN AGREEMENT

Form of Officer’s Certificate

I, the undersigned, hereby certify that I am the of CHICAGO BRIDGE & IRON COMPANY N.V., a corporation duly organized and existing under the laws of the Kingdom of the Netherlands (the “Company”). Capitalized terms used herein and not otherwise defined herein are as defined in that that certain Term Loan Agreement dated as of November 9, 2007 by and among the Company, as Guarantor, Chicago Bridge & Iron Company, as borrower (the “Borrower”), the financial institutions from time to time parties thereto as lenders (the “Lenders”) and JPMorgan Chase Bank, National Association, as contractual representative for itself and the other Lenders (the “Administrative Agent”) (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Term Loan Agreement”).

I further certify on behalf of the Company, that as of the date hereof, to the best of my knowledge, after diligent inquiry of all relevant persons at the Company and its Subsidiaries, no Default or Unmatured Default exists [other than the following (describe the nature of the Default or Unmatured Default and the status thereof)].

IN WITNESS WHEREOF, I hereby subscribe my name on behalf of the Company on this day of , .


	CHICAGO BRIDGE & IRON COMPANY N.V.
	By: Chicago Bridge & Iron Company B.V., its Managing Director

	By:
		Title:

EXHIBIT G

TERM LOAN AGREEMENT

Form of Compliance Certificate

Pursuant toSection 7.1(A)(iii) of that certain Term Loan Agreement dated as of November 9, 2007 by and among Chicago Bridge & Iron Company N.V. (the “Company”), as a Guarantor, Chicago Bridge & Iron Company, as borrower (the “Borrower”), the financial institutions from time to time parties thereto as lenders (the “Lenders”), and JPMorgan Chase Bank, National Association, as contractual representative for itself and the other Lenders (the “Administrative Agent”) (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Term Loan Agreement”), the Company, through its respective , hereby delivers to the Administrative Agent [, together with the financial statements being delivered to the Administrative Agent pursuant toSection 7.1(A) of the Term Loan Agreement,] this Compliance Certificate (the “Certificate”) [for the accounting period from , 20 to , 20 ] (the “Accounting Period”). Capitalized terms used herein shall have the meanings set forth in the Term Loan Agreement. Subsection references herein relate to subsections of the Term Loan Agreement.

THE UNDERSIGNED HEREBY CERTIFIES THAT:

1. I am the duly elected of the Company;

2. I have reviewed the terms of the Term Loan Agreement and I have made, or have caused to be made under my supervision, a detailed review of the transactions and conditions of the Borrower and its Subsidiaries during the accounting period covered by the attached financial statements;

3. The examinations described in paragraph 2 did not disclose, and I have no knowledge of, the existence of any condition or event which constitutes a Default or Unmatured Default during or at the end of the accounting period covered by the attached financial statements or as of the date of this Certificate [except as set forth below]; and

4. Schedule I attached hereto sets forth financial data and computations evidencing the Borrower’s compliance with certain covenants of the Term Loan Agreement, all of which data and computations are true, complete and correct.

The foregoing certifications, together with the computations set forth in Schedule I hereto and the financial statements delivered with this Certificate in support hereof, are made and delivered this day of , 20 .

The Company hereby certifies on behalf of itself and the Borrower through its , that the information set forth herein and on the attached Schedule I hereto is accurate as of , , to the best of such officer’s knowledge, after diligent inquiry, and that the financial statements delivered herewith present fairly the financial position of the Borrower and its Subsidiaries at the dates indicated and the results of their operations and changes in their financial position for the periods indicated in conformity with Agreement Accounting Principles, consistently applied.

Dated ,


	CHICAGO BRIDGE & IRON COMPANY N.V.
	By: Chicago Bridge & Iron Company B.V., its Managing Director

	By:
		Name:
		Title:

SCHEDULE I

COMPLIANCE CERTIFICATE

I.		FINANCIAL COVENANTS

A.		MAXIMUM LEVERAGE RATIO (Section 7.4(A))


(1)	Adjusted Indebtedness			$

(2)	EBITDA

	(a)	Consolidated Net Income		$

	(b)	Interest Expense	+	$

	(c)	Taxes	+	$

	(d)	Non-recurring non-cash charges	+	$

	(e)	Extraordinary losses incurred other than in the ordinary course of business	+	$

	(f)	Non-recurring non-cash credits	-	$

	(g)	Extraordinary gains realized other than in the ordinary course of business	-	$

	(h)	Non-recurring after-tax losses	+	$

	(i)	EBIT	=	$

	(j)	Depreciation	+	$

	(k)	Amortization	+	$

	(l)	EBITDA	=	$

(3)	“Leverage Ratio” (Ratio of item (1) to (2)(l))			to 1.00

(4)	Maximum Leverage Ratio			2.50 to 1.00

MINIMUM FIXED CHARGE COVERAGE RATIO (Section 7.4(B))

(1)

Consolidated Net Income Available for Fixed Charges

(a)

Net Income

(b)

Extraordinary gains

(c)

Extraordinary losses

(d)

Other excluded earnings

(e)

Consolidated Net Income

(f)

Provisions for Income Taxes

(g)

Consolidated Fixed Charges (item 2(c))

(h)

Consolidated Net Income Available for Fixed Charges

(item 1(e) plus 1(f) plus 1(g))

)

Consolidated Fixed Charges

(a)

Consolidated Long-Term Lease Rentals

(b)

consolidated interest expense

(c)

Consolidated Fixed Charges

)

Fixed Charge Coverage Ratio (Ratio of (1)(h) to (2)(c)

to 1.00

)

Minimum Fixed Charge Coverage Ratio

1.75 to 1.00

MINIMUM CONSOLIDATED NET WORTH (Section 7.4(C)).

)

State whether Consolidated Net Worth (as defined) was less than the sum of (a) $473,954,000,plus (b) fifty percent (50%) of the sum of Consolidated Net Income (if positive) calculated separately for each fiscal quarter commencing with the fiscal quarter ending on September 30, 2007, plus 75% of the amount by which stockholders’ equity of the Company is, in accordance with Agreement Accounting Principles, adjusted from time to time as a result of the issuance of any Equity Interests after September 30, 2007minus the Executive Equity Repurchase Payment.

Yes/No

II.		OTHER MISCELLANEOUS PROVISIONS

A.		SUBSIDIARY INDEBTEDNESS (Section 7.3(A))


(1)	Aggregate principal amount of unsecured Indebtedness from Lealand Finance Company B.V. to any Subsidiary of the Company (other than a Subsidiary Guarantor) [Maximum: $50,000,000]	$

(2)	Aggregate amount of letters of credit and bank guarantees for workmen’s compensation claims and social security programs [Maximum: $60,000,000]	$

(3)	Aggregate principal amount of other Indebtedness, including Permitted Existing Indebtedness, incurred by the Subsidiaries not otherwise permitted under Section 7.3(A) [Maximum: $20,000,000][Please attached a detailed schedule setting forth all such Subsidiary Indebtedness]	$

ASSET SALES (Section 7.3(B))


(1)	Aggregate book value of assets acquired from Pitt-Des Moines Inc. and identified in a ruling by the Federal Trade Commission requiring the divestiture of such assets
	[Maximum: $15,000,000]	$

(2)	State whether any asset sales (other than (i) sales of inventory in the ordinary course of business, (ii) dispositions of obsolete equipment in the ordinary course, (iii) transfers of assets between the Company and its wholly-owned Subsidiaries, (iv) Permitted Sale and Leaseback Transactions pursuant to Section 7.3(B)(iv), and (v) the sale or other disposition of (a) all of the assets comprising the UltraPure System business operations of the Company, and (b) all of the assets comprising the XL Technology Systems, Inc. business unit of the Company on terms ordered by FTC or otherwise reasonably acceptable to the Administrative Agent) have occurred.	Yes/No

(3)	If yes, attach as a schedule hereto the details of such asset sales and calculation of compliance with Sections 2.4(B), 2.5(B) and 7.3(B)(vi).

C. INVESTMENTS (Section 7.3(D))


(1)	Aggregate amount of Investments in joint ventures	$
	[Maximum: $150,000,000]

(2)	Aggregate amount of Investments not otherwise permitted underSections 7.3(D)(i) through (ix)	$
	[Maximum: $20,000,000]

RESTRICTED PAYMENTS (Section 7.3(S))


(1)	Aggregate amount of Restricted Payments made or paid by the Company or any Subsidiary	$
	Maximum: $100,000,000

E.		MATERIAL SUBSIDIARY CALCULATIONS (Sections 7.2(K) and 7.3(Q))

		Material Subsidiaries

(1)

Set forth below is a list of all Material Subsidiaries of the Company and each other Subsidiary of the Company that guarantees Indebtedness of the Company. Also set forth below is an indication of whether such Subsidiaries are parties to the Guaranty.


		Signatory to
		Subsidiary Guaranty
Name of Material Subsidiaries and Jurisdiction of Formation		(Yes/No)
		Yes

		Yes

EXHIBIT H

TERM LOAN AGREEMENT

Form of Subsidiary Guaranty

Attached

EXHIBIT I

TERM LOAN AGREEMENT

Form of Note



$		Chicago, Illinois [DATE]

FOR VALUE RECEIVED, the undersigned, CHICAGO BRIDGE & IRON COMPANY, a corporation organized under the laws of [ ] (the “Borrower”), HEREBY UNCONDITIONALLY PROMISES TO PAY to the order of [ ] (the “Lender”) the principal sum of [ ] AND NO/100 DOLLARS ($[ ]), or, if less, the aggregate unpaid principal amount of all Loans (as defined in the Term Loan Agreement referred to below) made by the Lender to such Borrower pursuant to the “Term Loan Agreement” (as defined below), on the “Termination Date” (as such term is defined in the Term Loan Agreement) or on such earlier date as may be required by the terms of the Term Loan Agreement. Capitalized terms used herein and not otherwise defined herein are as defined in the Term Loan Agreement.

The Borrower promises to pay interest on the unpaid principal amount of each Loan made to it from the date of such Loan until such principal amount is paid in full at a rate or rates per annum determined in accordance with the terms of the Term Loan Agreement. Interest hereunder is due and payable at such times and on such dates as set forth in the Term Loan Agreement.

At the time of each Loan, and upon each payment or prepayment of principal of each Loan, the Lender shall make a notation either on the schedule attached hereto and made a part hereof, or in such Lender’s own books and records, in each case specifying the amount of such Loan, the respective Interest Period thereof (in the case of Eurodollar Rate Loans) or the amount of principal paid or prepaid with respect to such Loan, as applicable;provided that the failure of the Lender to make any such recordation or notation shall not affect the Obligations of the Borrower hereunder or under the Term Loan Agreement.

This Note is one of the promissory notes referred to in, and is entitled to the benefits of, that certain Term Loan Agreement dated as of November 9, 2007 by and among the Borrower, Chicago Bridge & Iron Company N.V., as a Guarantor, the financial institutions from time to time parties thereto as Lenders and JPMorgan Chase Bank, National Association, as Administrative Agent (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Term Loan Agreement”). The Term Loan Agreement, among other things, (i) provides for the making of Loans by the Lender to the Borrower from time to time in an aggregate amount not to exceed at any time outstanding such Lender’s Commitment, the indebtedness of the Borrower resulting from each such Loan to it being evidenced by this Note, and (ii) contains provisions for acceleration of the maturity hereof upon the happening of certain stated events and also for prepayments of the principal hereof prior to the maturity hereof upon the terms and conditions therein specified.

Demand, presentment, protest and notice of nonpayment and protest are hereby waived by the Borrower. Whenever in this Note reference is made to the Administrative Agent, the Lender or the Borrower, such reference shall be deemed to include, as applicable, a reference to their respective

successors and assigns. The provisions of this Note shall be binding upon and shall inure to the benefit of said successors and assigns. The Borrower’s successors and assigns shall include, without limitation, a receiver, trustee or debtor in possession of or for the Borrower.

This Note shall be interpreted, and the rights and liabilities of the parties hereto determined, in accordance with the internal laws (including Section 735 ILCS 105/5-1 et seq. but otherwise without regard to the conflicts of laws provisions) of the State of Illinois.


	CHICAGO BRIDGE & IRON COMPANY, as the Borrower
	By:
		Name:
		Title:

SCHEDULE OF LOANS AND PAYMENTS OR PREPAYMENTS

Amount of

Type of

Interest

Principal

Unpaid

Amount of

Loan

Period/

Paid or

Principal

Notation

Date

Loan

Currency

Rate

Prepaid

Balance

Made By

EXHIBIT J

TERM LOAN AGREEMENT

Form of Designation Agreement

Dated , 20__

Reference is made to the Term Loan Agreement dated as of November 9, 2007 (as amended or otherwise modified from time to time, the “Term Loan Agreement”) among Chicago Bridge & Iron Company N.V., a corporation organized under the laws of the Kingdom of the Netherlands (the “Company”), as a Guarantor, Chicago Bridge & Iron Company, as borrower (the “Borrower”), the lenders from time to time party thereto (the “Lenders”), and JPMorgan Chase Bank, National Association, as Administrative Agent, . Terms defined in the Term Loan Agreement are used herein as therein defined.

(the “Designating Lender”), (the “Designated Lender”), and the Company, on behalf of itself and the Borrower, agree as follows:

1.		The Designating Lender hereby designates the Designated Lender, and the Designated Lender hereby accepts such designation, as its Designated Lender under the Term Loan Agreement.

2.		The Designating Lender makes no representations or warranty and assumes no responsibility with respect to the financial condition of the Borrower or the performance or observance by the Borrower of any of its obligations under the Term Loan Agreement or any other instrument or document furnished pursuant thereto.

3.		The Designated Lender (i) confirms that it has received a copy of the Term Loan Agreement, together with copies of the financial statements referred to in Article VII thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Designation Agreement; (ii) agrees that it will, independently and without reliance upon the Administrative Agent, the Designating Lender or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking any action it may be permitted to take under the Term Loan Agreement; (iii) confirms that it is an Eligible Designated Lender; (iv) appoints and authorizes the Designating Lender as its administrative agent and attorney-in-fact and grants the Designating Lender an irrevocable power of attorney to receive payments made for the benefit of the Designated Lender under the Term Loan Agreement and to deliver and receive all communications and notices under the Term Loan Agreement, if any, that Designated Lender is obligated to deliver or has the right to receive thereunder; (v) acknowledges that it is subject to and bound by the confidentiality provisions of the Term Loan Agreement (except as permitted underSection 14.4 andSection 14.5 thereof); and (vi) acknowledges that the Designating Lender retains the sole right and responsibility to vote under the Term Loan Agreement, including, without limitation, the right to approve any amendment, modification or waiver of any provision of the Term Loan Agreement, and agrees that the Designated Lender shall be bound by all such votes, approvals, amendments, modifications and waivers and all other agreements of the Designating Lender pursuant to or in connection with the Term Loan Agreement.

4.		Following the execution of this Designation Agreement by the Designating Lender, the Designated Lender and the Company, it will be delivered to the Administrative Agent for acceptance and recording by the Administrative Agent. The effective Date of this Designation Agreement shall be the date of acceptance thereof by the Administrative Agent, unless otherwise specified on the signature page hereto (the “Effective Date”).

5.		Upon such acceptance and recording by the Administrative Agent, as of the Effective Date (a) the Designated Lender shall have the right to make Loans as a Lender pursuant to Section 2.1 or 2.2 of the Term Loan Agreement and the rights of a Lender related thereto and (b) the making of any such Loans by the Designated Lender shall satisfy the obligations of the Designating Lender under the Term Loan Agreement to the same extent, and as if, such Loans were made by the Designating Lender.

6.		This Designation Agreement shall be governed by, and construed in accordance with, the internal laws (including §735 ILCS 105/5-1 et seq. but otherwise without regard to the conflicts of laws provisions) of the State of Illinois.

IN WITNESS WHEREOF, the parties have caused this Designation Agreement to be executed by their respective officers hereunto duly authorized, as of the date first above written.

Effective Date¹:


	[NAME OF DESIGNATING LENDER]
	By:
		Name:
		Title:

	[NAME OF DESIGNATED LENDER]
	By:
		Name:
		Title:

	CHICAGO BRIDGE & IRON COMPANY N.V. By: Chicago Bridge & Iron Company B.V., its Managing Director
	By:
		Name:
		Title:


¹		This date should be no earlier than the date of acceptance by the Administrative Agent.

Accepted and Approved this
_____ day of , _____


JPMORGAN CHASE BANK, NATIONAL ASSOCIATION as Administrative Agent
By:
	Title:


		Law Department CB&IOne CB&I Plaza 2103 Research Forest Drive The Woodlands, TX 77380-2624 USA Tel: +1 832 513 1000 Fax: +1 832 513 1094 www.CBI.com

November 9, 2007

Each of the Lenders party
to the Term Loan Agreement
referred to below and
JPMorgan Chase Bank, National
Association, as
Administrative Agent


*Re:*		*Chicago Bridge &*

Iron CompanyLadies and

Gentlemen:

I have acted as United States counsel to Chicago Bridge & Iron Company N.V., a company incorporated in The Netherlands (the“Company”) and Chicago Bridge&Iron Company, a corporation incorporated under the laws of the State of Delaware (the“Borrower”) in connection with the execution and delivery of the Term Loan Agreement (the“Term Loan Agreement”), dated as of the date hereof, among the Company, as a guarantor, the Borrower, the lenders party thereto (the“Lenders”) and JPMorgan Chase Bank, National Association, as administrative agent for the Lenders (the“Administrative Agent”).

This opinion is furnished to you pursuant to Section 5.1(v) of the Term Loan Agreement. Capitalized terms used herein without definition shall have the meanings specified in the Term Loan Agreement.

In connection with the opinions expressed herein, I have examined the following documents:

(i)

the Term Loan Agreement; and



		November 9, 2007 Page 2

(ii)

each promissory note, dated as of the date hereof (if any), to be executed and delivered pursuant to Section 2.12(D) of the Term Loan Agreement.

The documents referred to in clauses (i) and (ii) above are collectively referred to herein as the “Loan Documents.”

In rendering this opinion to you, I have assumed, without inquiry:

(a) ( i)the genuineness of all signatures other than those on behalf of the Company and the Borrower on original copies of the Loan Documents; (ii) the conformity to the original documents of all documents submitted to me as copies and t e’ authenticity of all documents submitted to me as originals; (iii) the due authorization, execution and delivery of

the Loan Documents by each of the parties thereto other than the Company (solely with respect to execution and delivery) and the Borrower and (iv) the validity and enforceability of the Loan Documents against each of the parties thereto other than the Company and the Borrower;

(b) that the execution, delivery and performance of the Loan Documents by each party thereto do not conflict with or constitute a violation of any law or governmental rule or regulation of (i) the State of Delaware other than the General Corporation Law of the State of Delaware (the “DGCL”) or (ii) any jurisdiction other than the United States of America and the State of Illinois;

(c) that the execution, delivery and performance of the Loan Documents by each party thereto other than, with respect to clauses (ii) and (iii) below, as applicable to the Company, and with respect to clauses (i), (ii) and (iii) below, as applicable to the Borrower, do not breach, conflict with or constitute a violation of or default under (i) the certificate or articles of association or incorporation, by-laws or any other charter or governing document of such party; (ii) any agreement, instrument or document to which any such party was, or is, a party or by which any such party or any of its properties was, or is, bound or (iii) any order, judgment or decree to which any such party was, or is, bound or subject or by which any of its properties was, or is, bound; and

(d) that any consideration contemplated to be given on the Closing Date by any party in any of the Loan Documents was given on the Closing Date.

Based upon the foregoing assumptions and subject to the limitations, qualifications and exceptions hereinafter set forth, I am of the opinion that:

1. The Borrower on the date hereof (a) is a corporation duly organized and validly existing under the laws of the jurisdiction of its organization, (b) has all requisite

corporate power and authority to own its property and assets and to carry on its business as now conducted and as proposed to be conducted, (c) is duly qualified as a foreign corporation to transact business and is in good standing in its jurisdiction of incorporation and each jurisdiction where such qualification is required, except where the failure to be so qualified or be in good standing could not reasonably be expected to result in a Material Adverse Effect, and (d) has the corporate power and authority to execute, deliver and perform its obligations under each Loan Document to which it is a party including to borrow in accordance with the Term Loan Agreement.

2. The execution, delivery and performance of each Loan Document by the Company and the Borrower on the date hereof, and the consummation of the transactions contemplated thereby (a) with respect to the Borrower, have been duly authorized by all requisite corporate action of the Borrower and (b) with respect to the following clauses (i)(B), (i)(C), (ii) and (iii) as applicable to the Company and for all of the following clauses (i), (ii) and (iii) as applicable to the Borrower will not (i) violate (A) any provision of the certificate of incorporation or by-laws of the Borrower, (B) any applicable federal or Illinois State law, statute, rule or regulation, the DGCL or any order of any federal or Illinois State Governmental Authority with jurisdiction over the Company or the Borrower or such


		November 9, 2007 Page 3

Person’s properties or the Chancery Court, appellate courts or Secretary of State of the State of Delaware or (C) any provision of any indenture or other material agreement or instrument known to me to which the Company or the Borrower is a party or by which it or any of its property may be bound, (ii) result in a default under any such indenture, agreement or other instrument or (iii) result in the creation or imposition of any Lien (other than Permitted Liens) upon or with respect to any property or assets now owned or hereafter acquired by the Company or the Borrower except, in the case of clauses (i) through (iii) above, for any of the foregoing that could not reasonably be expected to result in a Material Adverse Effect or materially and adversely affect the rights or interests of the Lenders under the Loan Documents.

3. The Company and the Borrower have duly executed and delivered each Loan Document to which such Person is a party, and each such Loan Document constitutes the legal, valid and binding obligation of the Borrower, enforceable against the Borrower in accordance with its terms subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium, or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law.

4. No consent or approval of, registration or filing with, or any other action by any federal or Illinois State Governmental Authority with jurisdiction over the Company or the Borrower or the Chancery Court, or appellate courts or Secretary of State of the State of Delaware is or will be required in connection with the execution, delivery or performance by the Company and the Borrower of each Loan Document to which such Person is a party or the consummation of the transactions thereby, other than any such authorizations and approvals as have already been obtained and are in full force and effect according to federal or Illinois law or the DGCL.

5. To the best of my knowledge, there are no pending or threatened actions, suits or proceedings at law or in equity or by or before any federal, Illinois or Delaware Governmental Authority against or affecting the Company or the Borrower or any business, property or rights of any such Person that involve any Loan Documents or the transactions contemplated thereby.

6. Neither the Company nor the Borrower is an investment company or a company controlled by an investment company within the meaning of the Investment Company Act of 1940.

7. The application of the proceeds thereof by the Borrower pursuant to the terms of the Term Loan Agreement will not violate Regulation T, U or X of the Board of Governors of the Federal Reserve System.

My opinions set forth above are subject to the following qualifications:

A. The enforceability of the Loan Documents is subject to (i) applicable bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium or other laws affecting creditor’s rights generally and (ii) general principles of equity (regardless


		November 9, 2007 Page 4

of whether considered in a proceeding in equity or at law).

B. I express no opinion as to the Lenders’ right to collect any payment to the extent that such payment constitutes a penalty, forfeiture or late charge.

C. I express no opinion as to the applicability of Section 548 of the Federal Bankruptcy Code or of any provisions of any state fraudulent conveyance statute or law to the transactions contemplated by the Loan Documents.

The foregoing opinions are limited to matters involving the federal laws of the United States, the laws of the State of Illinois and the DGCL, and I do not express any opinion as to the laws of any other jurisdiction.

This opinion is rendered solely to, and is intended solely for the benefit of, the Administrative Agent and the Lenders, in connection with the transactions contemplated by the Loan Documents. This opinion may not be relied upon by the Administrative Agent or any of the Lenders or any of their respective successors and assigns for any other purpose, or by any other person, firm or corporation for any purpose, in each case without my prior written consent.

Very truly yours,

Robert H. Wolfe Assistant
General Counsel

Asia
  Pacific
  Bangkok
  Beijing
  Hanoi
  Ho Chi Minh City
Hong Kong Jakarta
  Kuala Lumpur
  Manila
  Melbourne
Shanghai
Singapore
Sydney
Taipei
Tokyo

Europe &
Middle East
Almaty
Amsterdam
Antwerp Bahrain
Baku
Barcelona
Berlin
Bologna
Brussels
Brussels-European
Law Center Budapest
Cairo
Dusseldorf
Frankfurt
Geneva Kyiv
London
Madrid
Milan
Moscow
Munich
Paris
Prague
Riyadh
Rome
St. Petersburg
Stockholm
Vienna
Warsaw
Zurich

North & Latin
America Bogota
Brasilia Buenos
Aires Cancun
Caracas
Chicago
Chihuahua
Dallas
Guadalajara
Houston
Juarez

Mexico City
Miami

Monterrey

New York Palo
Alto Porto
Alegre
Rio de Janeiro
San Diego

San Francisco
Santiago
Sao Paulo
Tijuana Toronto
Valencia
Washington, DC

BAKER & MCKENZIE

Baker & McKenzie Amsterdam N.V.
Attorneys at law, Tax advisors and Civil-Law Notaries

Claude Debussylaan 54
P.O. Box 2720
1000 CS Amsterdam
The Netherlands

Tel: +31 20 551 7555
Fax: +31 20 626 7949
www.bakemet.com

November 9, 2007

To:the Lenders from time to time party to the Term Loan Agreement referred to below

Attention:JPMorgan Chase Bank, National Association, as Administrative Agent

Dear Sirs:

We have acted as special Netherlands legal counsel to Chicago Bridge & Iron Company N.V. (the“Company”),with its registered office in Amsterdam, with respect to certain matters of Netherlands law relating to the Term Loan Agreement, dated the date hereof (the“Term Loan Agreement”)among the Company; Chicago Bridge & Iron Company as Subsidiary Borrower; certain financial institutions named therein as Lenders; JPMorgan Chase Bank, National Association, as Administrative Agent; Bank of America, N.A., as Syndication Agent; and Royal Bank of Scotland plc, Wells Fargo Bank, N.A. and Calyon New York Branch, as Documentation Agents.

In arriving at the opinions expressed below, we have examined and relied on the following documents:

	a.		an executed copy of the Term Loan Agreement furnished to us byyourselves;

	b.		an excerpt, dated October 26, 2007, of the registration of the Company in the Trade Register of the Chamber of Commerce of Amsterdam (the“Trade Register”),confirmed to us to be unchanged in all respects material for rendering this opinion by telephone communication from the Trade Register on the date hereof (the“Company Excerpt”);

	c.		a copy of the deed of incorporation(akte van oprichting) of the Company, dated November 22, 1996 (the“Company Deed of Incorporation”);

	d.		a copy of the articles of association(statuten) of the Company, represented by the management of the Company to be a true and

Baker & McKenzie Amsterdam N.V. has its registered office in Amsterdam, the Netherlands, and is registered with the Trade Register under number 34208804.

Baker & McKenzie Amsterdam N.V. is a member of Baker & McKenzie International, a Swiss Verein.

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		correct copy of the articles of association of the Company as in force on the date hereof (the“Company Articles”);

e.		an excerpt, dated October 26, 2007, of the registration of Chicago Bridge & Iron Company B.V.(CB&I B.V.”)in the Trade Register, confirmed to us to be unchanged in all respects material for rendering this opinion by telephone communication from the Trade Register on the date hereof (the“CB&I B.V. Excerpt”and together with the Company Excerpt, the“Excerpts”);

f.		a copy of the deed of incorporation(akte van oprichting) of CB& I B.V., dated March 17, 1997 (the“CB&I B.V. Deed of Incorporation”);

g.		a copy of the articles of association(statuten) of CB&I B.V., represented by the management of the Company to be a true and correct copy of the articles of association of CB&I B.V. as in force on the date hereof (the“CB&I B.V. Articles”);

h.		a written resolution of the Board of Directors(directie) of the Company, reflecting the approval of the execution, delivery and performance by the Company of the Term Loan Agreement (the“Company Management Board Resolutions”);

i.		minutes of a meeting of the Supervisory Board(raad van commissarissen) of the Company held on August 20, 2007, reflecting the approval of the execution, delivery and performance by the Company of the Term Loan Agreement (the“Supervisory Board Resolutions”);and

J.		a copy of a directors certificate of the Company, dated November 7, 2007, signed by CB&I B.V., the sole director of the Company (the“Company Management Certificate”).

Capitalized terms used but not defined in this opinion have the meanings assigned to them in the Term Loan Agreement.

In examining and describing the documents listed at a. through j. above and in giving the opinions stated below, we have, with your permission, assumed the following:

		the genuineness of all signatures on all documents;

(ii)		the authenticity and completeness of all documents submitted to us as originals and the conformity to authentic originals of all conformed, copied, faxed or specimen documents;

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(iii)		that all information supplied to us orally by public officials and all certificates of public officials submitted to us are true and correct in all respects;

(iv)		the reliability of all search results obtained by electronic data transmission and the accuracy of the results of any printed or computer search of offices of public record;

(v)		that the information set forth in each of the Excerpts is true and correct as of the date hereof Although not constituting conclusive evidence thereof, this assumption is supported by telephonic inquiries made to the Trade Register today;

(vi)		that the Company Articles are the articles of association(statuten) of the Company as in force on the date hereof. Although not constituting conclusive evidence thereof, this assumption is supported by the fact that the date of the last amendment to the articles of association of the Company as shown on the Company Excerpt corresponds with the date shown in the Company Articles as the last date of amendment of the articles of association of the Company;

(vii)		that the CB&I B.V. Articles are the articles of association(statuten) of CB&I B.V. as in force on the date hereof. Although not constituting conclusive evidence thereof, this assumption is supported by the fact that the date of the last amendment to the articles of association of CB&I B.V. as shown on the CB&I B.V. Excerpt corresponds with the date shown in the CB&I B.V. Articles as the last date of amendment of the articles of association of CB&I B.V.;

(viii)		that the Company Management Board Resolutions have not been and will not be revoked, amended, declared null and void(nietig verklaard) or rescinded(vernietigd);

(ix)		that the Supervisory Board Resolutions were duly adopted at a meeting of the Supervisory Board of the Company convened and held in accordance with all of the applicable requirements of Dutch law and the articles of association of the Company and that the Supervisory Board Resolutions have not been and will not be revoked, amended, declared null and void(nietig verklaard) or rescinded(vernietigd);

(ix)		that the Company Deed of Incorporation is a notarial deed(authentieke akte), that the contents thereof are correct and complete and that there are no defects in the incorporation of the

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		Company, not appearing on the face of the Company Deed of Incorporation, on the basis of which a court might dissolve the Company;

(x)		that the CB& I B.V. Deed of Incorporation is a notarial deed(authentieke akte), that the contents thereof are correct and complete and that there are no defects in the incorporation of CB& I B.V., not appearing on the face of the CB&I B.V. Deed of Incorporation, on the basis of which a court might dissolve CB&I B.V.;

(xi)		that neither the Company nor CB&I B.V. has passed a resolution to voluntarily dissolve(ontbinden), merge(fuseren) or de-merge(splitsen) and no petition has been presented or order made by a court for the bankruptcy(faillissement) or moratorium of payment(surseance van betaling) of either of the Company or CB&I B.V. and no receiver, trustee, administrator(bewindvoerder) or similar officer has been appointed in respect of either of the Company or CB&I B.V. or their respective assets and that no decision has been taken to dissolve(ontbinden) either of the Company or CB&I B.V. by (i) the competent Chamber of Commerce under Article 19a Book 2 of the Dutch Civil Code or (ii) the competent District Court(rechtbank) under Article 21 Book 2 of the Dutch Civil Code. Although not constituting conclusive evidence thereof, this assumption is supported by information obtained by telephone today from (i) the Bankrupty Clerk’s Office(faillissementsgriffie) of the District Court(rechtbank) of Amsterdam (being the competent bankruptcy court in respect of each of the Company and CB&I B.V. in view of their corporate seats being at Amsterdam) and (ii) the Trade Register;

(xii)		that each party to the Term Loan Agreement (other than the Company) has been duly incorporated and organized and is validly existing and in good standing (where such concept is legally relevant) under the laws of its jurisdiction of incorporation and of the jurisdiction of its principal place of business;

(xiii)		(i) that the Term Loan Agreement has been duly authorized and validly executed and delivered by all parties thereto (other than the Company) and (ii) that under any applicable law (other than insofar as the Company is concerned the laws of The Netherlands) the Term Loan Agreement constitutes the valid and binding obligation of each of the parties thereto, enforceable against each of such parties in accordance with its terms;

(xiv)		that neither the Term Loan Agreement nor any of the transactions contemplated thereby or connected therewith (whether individually

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		or seen as a whole) are or will result in a breach of the laws of any relevant jurisdiction other than that of The Netherlands (including for the avoidance of doubt the tax laws of any such jurisdiction) or are intended to avoid the applicability or the consequences of such laws in a manner that is not permitted thereunder;

(xvi)		that all the factual statements contained in the Company Management Certificate are true and correct as of the date hereof;

(xvii)		that all necessary licenses, authorizations, permissions, consents and exemptions by or from any public or semipublic authority or agency of any country other than The Netherlands(“Governmental Authorizations”),and all payments of stamp duties or other taxes under the laws of any country other than The Netherlands, which may be required in connection with the execution, delivery and performance by the parties thereto of the Term Loan Agreement and any transaction contemplated therein, have been obtained or made and in the case of Governmental Authorizations are in full force and effect;

(xviii)		that under the laws of the State of Illinois to which the Term Loan Agreement is expressed to be subject, and under all other relevant laws (other than those of The Netherlands):

	(a)		the choice of the laws of the State of Illinois as the governing law of the Term Loan Agreement is a valid and binding choice of law;

	(b)		the submission by the Company to the exclusive jurisdiction of the state or federal courts located in Chicago, Illinois, in or pursuant to the Term Loan Agreement is valid and binding upon the Company; and

(xix)

that there are no dealings between the parties thereto that affect the Term Loan Agreement.

We have undertaken no independent factual investigation in connection with the opinions expressed herein or the transactions contemplated by the Term Loan Agreement other than to review the documents listed at a. through j. above. Specifically, we have relied as to factual matters on our review of the documents listed at a. through j. above and on the factual assumptions made herein. Our examination referred to above has been limited to the face of the documents and we have not examined the meaning and effect of any document governed by a law other than Dutch law.

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Except as specifically mentioned herein, we have not conducted or caused to be conducted any searches, investigations or reviews relating to any judgment, rule, regulation, order, encumbrance, lien or third-party interest to which the Company is subject or by which its property and assets are bound or any litigation or governmental proceedings commenced, pending or threatened against or affecting the Company or its property, interests, rights, assets or undertakings.

We have not been concerned with investigating or verifying the completeness or accuracy of the facts, representations and warranties set out in the Term Loan Agreement (except to the extent specifically set forth herein) and to the extent that the accuracy of such facts and warranties or of any facts stated in any other document on which we have relied in giving this opinion is relevant to the contents of this opinion, we have (except to the extent specifically set forth herein) assumed that such facts are correct.

We do not express an opinion on matters of fact; matters of international law, including, without limitation, the laws of the European Union except to the extent the laws of the European Union have direct force and effect in The Netherlands; anti-trust law; or any matter of taxation. No opinion is given on commercial, accounting or non-legal matters or on the ability of the parties to meet their financial obligations under the Term Loan Agreement.

Based on the foregoing, and subject to any facts, circumstances or documents not disclosed to us, and subject to the further limitations, qualifications, assumptions, exclusions and exceptions set forth herein, we are of the opinion that:

A.		The Company has been duly incorporated and is validly existing as a limited liability company(naamloze vennootschap) under the laws of The Netherlands.

B.		The Company has the corporate power and corporate authority to execute and deliver the Term Loan Agreement and to perform its contractual obligations thereunder. The execution, delivery and performance by the Company of the Term Loan Agreement have been duly authorized by all requisite corporate action on the part of the Company. The Term Loan Agreement has been duly executed and delivered by the Company.

C.		Neither (i) the execution and delivery by the Company of the Term Loan Agreement nor (ii) the performance by the Company of its contractual obligations under the Term Loan Agreement, requires any consent, approval or authorisation of any national governmental or regulatory authority of The Netherlands.

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D.		Under the laws of The Netherlands, insofar as the laws of The Netherlands are applicable, there is no requirement that the Term Loan Agreement or any other document be filed or registered, or that any similar formalities be complied with, in any public office in The Netherlands in order to ensure the validity, binding effect or enforceability of the Term Loan Agreement against the Company in legal proceedings in The Netherlands or the admissibility into evidence of the Term Loan Agreement in such proceedings.

E.		Neither (i) the execution and delivery by the Company of the Term Loan Agreement nor (ii) the performance by the Company of its contractual obligations under the Term Loan Agreement, violates or conflicts with the provisions of any published law, rule or regulation of general application of The Netherlands. Neither (i) the execution and delivery by the Company of the Term Loan Agreement nor (ii) the performance by the Company of its contractual obligations under the Term Loan Agreement, violates or conflicts with any of the provisions of the Company Articles.

F.		The choice of the laws of the State of Illinois as the law governing the Term Loan Agreement is valid and binding upon the Company under the laws of The Netherlands, insofar as the laws of The Netherlands are applicable, and accordingly the Term Loan Agreement constitutes, in a proceeding before the courts of The Netherlands duly applying the laws of the State of Illinois, the valid and legally binding obligation of the Company, enforceable against the Company in accordance with its terms, subject to such exceptions to the legal, valid and binding obligation thereof and to the enforceability thereof as exist under the laws of the State of Illinois.

G.		The submission by the Company to the exclusive jurisdiction of the state or federal courts located in Chicago, Illinois, pursuant to Section 11.13(A) of the Term Loan Agreement, is valid and binding upon the Company under the laws of The Netherlands, insofar as the laws of The Netherlands are applicable, except that (i) such submission to jurisdiction is void if any state or federal court sitting in the State of Illinois would refuse to apply an international mandatory rule of Dutch law, that is a rule of Dutch private international law which specifies the governing law in a particular situation and which does not permit any deviation from such governing law by agreement of the parties and (ii) such submission to jurisdiction will not be given effect with respect to claims for relief in summary proceedings(kort Reding) before the provisional remedies judge(voorzieningenrechter) of a competent court in The Netherlands.

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In the absence of an applicable treaty between The Netherlands and the United States of America, a judgment rendered by a court in the State of Illinois will not be directly enforceable in The Netherlands. In order to obtain a judgment which is enforceable in The Netherlands, the claim must be reheard on its merits before a competent court in The Netherlands. However (i) a final judgment (which is a judgment not subject to being contested by appeal or other means) for the payment of money (other than a judgment for the payment of a fine or penalty or for the payment of punitive damages, as to which we express no opinion) rendered against the Company, in respect of a breach by the Company of its payment obligations under the Term Loan Agreement by a state or federal court located in Chicago, Illinois, acting pursuant to the acceptance by the Company of the exclusive jurisdiction of such courts pursuant to Section 11.13(A) of the Term Loan Agreement, will under current practice be recognised by a Dutch court if (1) such judgment results from proceedings compatible with Dutch concepts of due process, (2) such judgment and its enforcement do not violate the public policy of The Netherlands, (3) the court that rendered such judgment (x) had jurisdiction under the relevant laws applicable in the State of Illinois and (y) did not assume jurisdiction on grounds incompatible with internationally recognised principles in respect of jurisdictional matters and (4) such judgment does not conflict with any other final judgment rendered between the same parties and (ii) the court in The Netherlands that so recognises a judgment granted against the Company as described in clause (i) of this sentence will under current practice generally grant the same monetary relief (other than a judgment for the payment of a fine or penalty or for the payment of punitive damages, as to which we express no opinion) set forth in such judgment without the necessity for relitigation on the merits.

The opinions expressed herein are subject to the following exceptions, limitations, qualifications and assumptions:

	(i)		The use of the terms “enforceable”, “enforceability”, “valid”, “binding” and “effective” where used in paragraphs A. through H. above means that the obligations assumed by the relevant party under the relevant agreement are of a type which Dutch law generally recognizes or enforces; it does not mean that these obligations will necessarily be enforced in all circumstances in accordance with their terms. In particular, enforcement before the courts of The Netherlands will in any event be subject to the matters set forth in paragraphs (ii) through (xvii) below.

	(ii)		The opinions expressed herein may be affected or limited by and are subject in all respects to the provisions of applicable law

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			concerning bankruptcy(faillissement), insolvency, fraudulent conveyance(actio Pauliana), preferential transfers (e.g. Article 47 Faillissementswet), statutory merger(juridische fusie), statutory demerger(juridische splitsing), moratorium(surseance van betaling), setoff, abatement(matiging), counterclaim, statute of limitations(verjaring) and compulsory dissolution(ontbinding), and other laws now or hereafter in effect, relating to or affecting the rights and remedies of creditors generally.

	(iii)		The rights and obligations of the parties to the Term Loan Agreement are, to the extent that the laws of The Netherlands are applicable and also possibly in the event that enforcement by a court in The Netherlands of the Term Loan Agreement, or of a judgment rendered against the Company based on the Term Loan Agreement, is sought, subject to the principles of reasonableness and fairness(beginselen van redelijkheid en billijkheid), which under Dutch law govern the relationship between the parties to a contract and which in certain circumstances may limit or preclude the reliance on, or enforcement of, contractual terms and provisions.

	(iv)		The enforcement in The Netherlands of the Term Loan Agreement would be subject to the rules of civil procedure as applied by the Dutch courts.

	(v)		Specific performance(reele executie) and other remedies analogous to common law equitable remedies such as injunctive relief may not always be available under Dutch law:

	(vi)		A provision which stipulates that certain documents constitute conclusive evidence may not be enforceable in all circumstances.

	(vii)		Under Article 109, Book 6, of the Dutch Civil Code the court has the power under certain circumstances to reduce the amount of damages that would otherwise be payable by a party to an agreement for failure to comply with the provisions of such agreement.

	(viii)		If a specific provision in the Term Loan Agreement permits concurrent proceedings to be brought in different jurisdictions at the same time relating to the same subject matter such provision may not be enforceable in The Netherlands.

	(ix)		Article 242 of the Dutch Code of Civil Procedure may limit the enforcement in proceedings before a Dutch court of contractual

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			provisions providing for indemnification for attorney’s fees and collection costs(buitengerechtelijke kosten).

	(x)		Under Dutch law each power of attorney(volmacht) or mandate(lastgeving) (including all appointments of process agents or other agents or attorneys-in-fact), whether or not by its terms stated to be irrevocable, granted by the Company, expressly or by implication, in the Term Loan Agreement will terminate without notice by force of law upon bankruptcy of the Company or, as the case may be, of the person to whom the power of attorney(volmacht) or mandate(lastgeving) is granted.

	(xi)		Powers of attorney granted by the Company can only be exercised with the cooperation of the court-appointed administrator(bewindvoerder) in the event the Company is granted a suspension of payments(surs6ance van betaling).

	(xii)		The validity of the Term Loan Agreement may be affected by the provisions of Sections 3:45-3:48 of the Dutch Civil Code (to which Sections 42 through 45 of the Dutch Bankruptcy Act correspond in case of bankruptcy). These provisions grant to creditors, including future creditors, and the receiver in bankruptcy(curator), the right to challenge the validity of certain transactions if (i) such transactions are entered into by a debtor without a legal obligation to do so, (ii) the rights of one or more present or future creditors of the debtor are thereby prejudiced and (iii) at the time such transaction was entered into the debtor knew or reasonably should have known that the rights of one or more other present or future creditors of the debtor would be prejudiced by such transaction.

	(xiii)		The opinions expressed in paragraph F. above are subject to the following exceptions and qualifications: (1) The choice of the laws of the State of Illinois as the law governing the Term Loan Agreement will not be recognized as valid and binding under the laws of The Netherlands, insofar as the laws of The Netherlands are applicable, to the extent that (a) any provision of the Term Loan Agreement or (b) any provision of the laws of the State of Illinois applicable to the Term Loan Agreement, is manifestly incompatible with the public policy of The Netherlands. (2) Regardless of the law which the parties to a contract have chosen as the governing law with respect thereto, a court of The Netherlands may give effect to mandatory rules of the laws of another jurisdiction with which the situation has a close connection, if and insofar as under the laws of that other jurisdiction those rules must be applied regardless of the law which would otherwise be applicable. (3) Regardless of the law

10/13

BAKER & MCKENZIE

			which the parties to a contract have chosen as the governing law with respect thereto, the courts of The Netherlands will apply the laws of The Netherlands in a situation where under Dutch law application of such laws is mandatory. (4) The courts of The Netherlands will take into account the law of the country in which performance of an obligation occurs or is to occur in relation to (a) the manner of performance of such obligation and (b) the measures required to be taken by the obligee in the event of failure to perform such obligation.

	(xiv)		The service of process against the Company other than by personal delivery by a bailiff of the Dutch courts(gerechtsdeurwaarder) may not be considered by a Dutch court to constitute valid service of process, notwithstanding any provision to the contrary in the Term Loan Agreement.

	(xv)		Any provision of the Term Loan Agreement stating that the rights and obligations thereunder shall bind or enure to the benefit of any assignee of any party thereto may not be enforceable in The Netherlands in the absence of further agreements to that effect with such assignee.

	(xvi)		Provisions of the Term Loan Agreement providing that a party thereto is not liable for, or is entitled to indemnification for, such party’s own intentional misconduct(opzet) or gross negligence(grove schuld) are in conflict with the public policy of The Netherlands and may not be enforceable in The Netherlands.

	(xvii)		Dutch law does not recognize the concept of ownership of property by a trustee for the benefit of third persons. Accordingly, any trusts purported to be created pursuant to any provision of the Term Loan Agreement would not be recognized under the laws of The Netherlands and would not be enforced in legal proceedings before a court in The Netherlands.

We express no opinion concerning

	[a]		the validity, enforceability or effectiveness in proceedings in the courts of The Netherlands of any security interest purported to be created by the Term Loan Agreement;

	[b]		the provisions of Section 10.3 (e), (h) and (k) of the Term Loan Agreement, of the last sentence of Section 10.3 of the Term Loan Agreement and of Section 10.4 of the Term Loan Agreement insofar as pursuant to those provisions the Company

11/13

BAKER & MCKENZIE

			purports to waive any defenses available to it pursuant to mandatory provisions of Dutch law;

	[c]		the enforceability in proceedings before the Dutch courts of the second sentence of Section 11.13(B) of the Term Loan Agreement; or

	[d]		the provisions of the second sentence of Section 11.15 of the Term Loan Agreement, to the extent such provision relates to liens and security interests created by Dutch law.

This opinion speaks as of the date hereof, and we make no undertaking to supplement such opinions if facts and circumstances (including, without limitation, amendments to the Term Loan Agreement) come to our attention, or changes in the law occur, which could affect such opinion.

This opinion:

1.		expresses and describes Dutch legal concepts in English and not in their original Dutch terms; these concepts may not be identical to the concepts described by the English translations; this opinion may therefore be relied upon only on the express conditions (x) that such opinion and any issues of interpretation or liability arising thereunder shall be governed by, and that all words and expressions used herein shall be construed and interpreted in accordance with, the laws of The Netherlands and (y) that any issues of interpretation or liability arising hereunder shall also be governed by Dutch law and shall be brought exclusively before a Dutch court;

2.		is strictly limited to the matters set forth herein and no opinion may be inferred or implied beyond that expressly stated herein; and

3.		is furnished as of its date pursuant to Section 5.1(v) of the Term Loan Agreement and may be relied upon solely by the addressees hereof and may not be relied upon by or furnished, circulated or quoted to, or used or referred to or filed with, any other person, or by any person in any other context, without our express written consent. A copy may, however, be provided to (i) your legal advisors solely for the purpose of the Term Loan Agreement and of giving their opinions in connection therewith and subject to the restrictions set forth in this paragraph 3, (ii) bank examiners and regulators in connection with their review of your activities and (iii) prospective participants and assignees under the Term Loan Agreement subject to the restrictions set forth in this paragraph 3.

We express no opinion on any laws other than the law of The Netherlands as it stands and has been interpreted in printed case law of the courts of The Netherlands as of the date of this opinion. In particular, without limiting the generality of the foregoing we express no opinion concerning whether or under

12/13

BAKER & MCKENZIE

what circumstances or with what result a court sitting outside The Netherlands would or might apply Dutch law.

This opinion is given on behalf of Baker & McKenzie Amsterdam N.V. and not on behalf of or by any other office or associated firm of the Swiss Verein Baker & McKenzie International. In this opinion the expressions “we”, “us”, “our” and like expressions should be construed accordingly.

Yours sincerely,
Baker & McKenzie Amsterdam N.V.

13/13

$200,000,000

TERM LOAN FACILITY

CHICAGO BRIDGE & IRON COMPANY

November 9, 2007

LIST OF CLOSING DOCUMENTS¹

A.LOAN AND SECURITY DOCUMENTS

Term Loan Agreement (the“Term Loan Agreement”) by and among Chicago Bridge & Iron Company N.V., a corporation organized under the laws of The Kingdom of the Netherlands (the“Company”), as Guarantor, Chicago Bridge & Iron Company, as borrower under the Term Loan Agreement (the“Borrower”), the institutions from time to time parties thereto as lenders (the“Lenders”), and JPMorgan Chase Bank, National Association, in its capacity as contractual representative capacity (the“Administrative Agent”), evidencing a $200,000,000 term loan facility to the Borrowers from the Lenders.

EXHIBITS


EXHIBIT A-1	—	Commitments
EXHIBIT B	—	Form of Borrowing/Election Notice
EXHIBIT C	—	RESERVED
EXHIBIT D	—	Form of Assignment and Acceptance Agreement
EXHIBIT E-1	—	Form of Borrower’s US Counsel’s Opinion
EXHIBIT E-2	—	Form of Borrower’s Foreign Counsel’s Opinion
EXHIBIT E-3	—	List of Closing Documents
EXHIBIT F	—	Form of Officer’s Certificate
EXHIBIT G	—	Form of Compliance Certificate
EXHIBIT H	—	Form of Subsidiary Guaranty
EXHIBIT I	—	Form of Note
EXHIBIT J	—	Form of Designation Agreement


1		Capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in the Credit Agreement, as applicable.

SCHEDULES


SCHEDULE 1.1.1		Permitted Existing Indebtedness
SCHEDULE 1.1.2		Permitted Existing Investments
SCHEDULE 1.1.3		Permitted Existing Liens
SCHEDULE 1.1.4		Permitted Existing Contingent Obligations
SCHEDULE 1.1.5		Material Subsidiaries and Foreign Subsidiaries that are not Excluded Foreign Subsidiaries
SCHEDULE 6.4		Pro Forma Financial Statements
SCHEDULE 6.7		FTC Litigation
SCHEDULE 6.8		Subsidiaries
SCHEDULE 6.9		ERISA
SCHEDULE 6.17		Environmental Matters
SCHEDULE 7.3(N)		Subsidiary Covenants
SCHEDULE 7.3(S)		Permitted Restricted Payments

2.		Guaranty (the “Guaranty”) executed by each of the Subsidiary Guarantors, in favor of the Administrative Agent.

3.		Notes executed by the Borrower in favor of any Lender which has requested a note pursuant toSection 2.12 of the Credit Agreement in the aggregate principal amount of each such Lender’s Commitment under the Credit Agreement.

B.CORPORATE DOCUMENTS

4.		Certificates of the Secretary or Assistant Secretary of the Company and the Borrower certifying: (i) the resolutions of the Board of Directors (or other similar governing body) of the Company or the Borrower authorizing, inter alia, the execution, delivery and performance of each document to which it is a party; and the names and true signatures of the incumbent officers of the Company or the Borrower authorized to sign the documents to which it is a party and authorized to request Advances or Letters of Credit under the Credit Agreement, and (ii) with respect to the Borrower, a copy of the By-laws for the Borrower.

5.		Articles of Incorporation of the Company and the Borrower certified as of recent date by the appropriate governmental officer in the jurisdiction of incorporation for the Company and the Borrower.

6.		Good Standing Certificate for the Company and the Borrower certified as of recent date by the appropriate governmental officer in the jurisdiction of incorporation for the Company and the Borrower.

C.OPINIONS

7.		Opinion of General Counsel of the Company, the Borrower and the Subsidiary Guarantors with respect to the Term Loan Agreement and the Guaranty.

8.		Opinion of Dutch Counsel of the Company with respect to the Term Loan Agreement.

$200 Million Term Loan Schedules

Schedule 1.1.1 — Permitted Existing Indebtedness (w/o duplication)
In 000’s of USD Equivalent
As of September 30, 2007


		In 000’s of
		US$ Equivalent
Company	Party	Outstanding

Section (a) — Borrowed Money			N/A

Section (b) — Deferred Purchase Price			N/A

Section (c) — Lien Obligations			N/A

Section (d) — Notes
Chicago Bridge & Iron Company	Praxair		219
	Employee Benefits Agreement

Section (e) — Capitalized Leases			N/A

Section (f) — Contingent Obligations	Refer to Schedule 1.1.4

Page 1 of 49

$200 Million Term Loan Schedules

Schedule 1.1.1 — Permitted Existing Indebtedness (w/o duplication)
In 000’s of USD Equivalent
As of September 30, 2007

Section (g) — Letters of Credit


		Value in		In
		currency		000’s
Issued by	Currency	of issue		of USD
Emirates Bank Int’l	AED		640		174
Emirates Bank Int’l	AED		4,500		1,225
Mashreq Bank	AED		50		14
Mashreq Bank	AED		50		14
Mashreq Bank	AED		150		41
Mashreq Bank	AED		50		14
Mashreq Bank	AED		160		44
Mashreq Bank	AED		30		8
Mashreq Bank	AED		50		14
Mashreq Bank	AED		50		14
ANZ Australian-New Zealand Banking Group	AUD		85		75
HSBC — Australia	AUD		280		248
HSBC — Australia	AUD		62		55
HSBC — Australia	AUD		40		35
De National Borg	EUR		28		39
Standard Chartered Bank — London	GBP		3,000		6,140
ANZ Australian-New Zealand Banking Group	PGK		32		11
ANZ Australian-New Zealand Banking Group	PGK		5		2
Saudi American Bank	SAR		57		15
Saudi American Bank	SAR		292		78
Saudi American Bank	SAR		127		34
Saudi American Bank	SAR		50		13
HSBC — Australia	THB		1,000		31
Standard Bank	ZAR		3		0
Credit linked Tranche C					4,040
Credit linked Tranche C					915
Credit linked Tranche C					5,358	*
Credit linked Tranche C					4,437
REV Credit Facility					9,441
REV Credit Facility					23,100
REV Credit Facility					2,000
				$	57,627


*		This LC was reduced 10/11/07 from $5,358 to $1,208

Page 2 of 49

$200 Million Term Loan Schedules

Schedule 1.1.1 - Permitted Existing Indebtedness (w/o duplication)
In 000’s of USD Equivalent
As of September 30, 2007

Refer to Schedule 1.1.4 for a list of all Performance and Financial Letters of Credit


Section (h) — Off-Balance Sheet Liabilities
Sale and Leaseback of Plainfield Facility	Approximately	$	21,329

Section (j) — Disqualified Stock			N/A

Page 3 of 49

$200 Million Term Loan Schedules

Schedule 1.1.2 — Permitted Existing Investments
As of September 30, 2007

As of September 30, 2007, the Company had invested $488.4 million of its excess cash into overnight funds, money market funds, or time deposits at JPMorgan Chase Bank, N.A., Bank of America, N.A., Wells Fargo Bank, N.A., Credit Suisse, Fortis Bank, UBS Financial Services, Inc., PNC Bank, N.A., Morgan Keegan, Allied Irish Bank, Northern Trust, Amegy Bank, Bank of New York, Capital One, N.A., Woodforest National Bank, Standard Chartered Bank, Saudi American Bank, National Westminster Bank, Banco Provincial, Citibank, Banesco, Venezolano de Credito, Banco Exterior CA, Banco de Credito and ABN Amro.

As of September 30, 2007, the Company had invested $160.0 million of its excess cash into tax-exempt auction rate certificates at Credit Suisse, UBS Financial Services, Inc., Amegy Bank, Morgan Keegan, Bank of Texas, and Compass Bank.

The Company has investments in the following list of entities:

Arabian CBI Ltd.
Arabian CBI Tank Manufacturing Company Limited
CBI (Malaysia) Sdn. Bhd.
Chicago Bridge & Iron Company (Egypt) LLC
Horton CBI, Limited
CBI (Philippines) Inc.
CBI (Thailand) Limited
Chicago Bridge & Iron Company & Co. L.L.C.

Please refer to Schedule 6.8 for a more detailed presentation.

Page 4 of 49

$200 Million Term Loan Schedules

Schedule 1.1.3 — Permitted Existing Liens
In 000’s of USD Equivalent
As of September 30, 2007

None

Page 5 of 49

$200 Million Term Loan Schedules

Schedule 1.1.4 — Permitted Existing Contingent Obligations
As of September 30, 2007

(See attached LC and Surety Bond reports)

Page 6 of 49

$200 Million Term Loan Schedules

Schedule 1.1.5 — Material Subsidiaries and Foreign Material
Subsidiaries that are not Excluded Foreign Subsidiariesas of September 30, 2007:

SUBSIDIARY BORROWERS;


U.S. Material Subsidiaries	Organized	Equity
Chicago Bridge & Iron Company	Delaware		100.0	%
Chicago Bridge & Iron Company (Delaware)	Delaware		100.0	%
Chicago Bridge & Iron Company	Illinois		100.0	%
CB&I Constructors, Inc.	Texas		100.0	%
CB&I Tyler Company	Delaware		100.0	%
CBI Services, Inc.	Delaware		100.0	%
CBI Company Ltd.	Delaware		100.0	%
CBI Overseas, LLC	Delaware		100.0	%
Asia Pacific Supply Co.	Delaware		100.0	%
Central Trading Company, Ltd.	Delaware		100.0	%
Howe-Baker International, L.L.C.	Delaware		100.0	%
Howe-Baker Engineers, Ltd.	Texas		100.0	%
Howe-Baker Holdings, L.L.C.	Delaware		100.0	%
Howe-Baker Management, L.L.C.	Delaware		100.0	%
Matrix Engineering, Ltd.	Texas		100.0	%
HBI Holdings, L.L.C.	Delaware		100.0	%
Howe-Baker International Management, L.L.C.	Delaware		100.0	%
A & B Builders, Ltd.	Texas		100.0	%
Matrix Management Services, L.L.C.	Delaware		100.0	%
Constructors International, L.L.C.	Delaware		100.0	%
CB&I Woodlands LLC	Delaware		100.0	%
CBI Americas, Ltd.	Delaware		100.0	%
CSA Trading Company, Ltd.	Delaware		100.0	%
Oceanic Contractors, Inc.	Delaware		100.0	%

Foreign Material Subsidiaries
Chicago Bridge & Iron Company B.V.	Netherlands		100.0	%
Chicago Bridge & Iron (Antilles) N.V.	Curacao		100.0	%
Lealand Finance Company B.V.	Netherlands		100.0	%
Horton CBI, Limited	Canada		99.9	%
CBI Constructors Limited	United Kingdom		100.0	%
CBI (Europe) B.V.	Netherlands		100.0	%
CBI Venezolana, S.A.	Venezuela		100.0	%
CBI Construcciones S.A	Argentina		100.0	%
CBI Constructors S.A. (Proprietary) Limited	South Africa		100.0	%
CBI Eastern Anstalt	Liechtenstein		100.0	%

Page 7 of 49

$200 Million Term Loan Schedules

Schedule 1.1.5 — Material Subsidiaries and Foreign Material
Subsidiaries that are not Excluded Foreign Subsidiariesas of September 30, 2007:


Foreign Material Subsidiaries	Organized	Equity
CBI Constructors Pty. Ltd.	Australia		100.0	%
Arabian CBI Ltd.	Saudi Arabia		75.0	%
CMP Holdings B.V.	Netherlands		100.0	%
CBI Holdings (U.K.) Limited	United Kingdom		100.0	%
CB&I (Nigeria) Limited	Nigeria		100.0	%
Chicago Bridge & Iron (Espana) S.A.	Spain		100.0	%
CBI (Philippines) Inc.	Philippines		99.9	%
Arabian Gulf Material Supply Company, Ltd.	Cayman Islands		100.0	%
Pacific Rim Material Supply Company, Ltd.	Cayman Islands		100.0	%
Southern Tropic Material Supply Company, Ltd.	Cayman Islands		100.0	%
CB&I Hungary Holding Limited Liability Company	Hungary		100.0	%
CB&I UK Limited	United Kingdom		100.0	%
CBI Luxembourg S.A.R.L.	Luxembourg		100.0	%
CBI Finance Company Limited	Ireland		100.0	%
Woodlands International Insurance Co. Ltd.	Ireland		100.0	%
Material Supply Companies	Various		100.0	%
CBI Peruana SAC	Peru		99.9	%
CBI Montajes de Chile Limitada	Chile		100.0	%

FOREIGN SUBSIDIARIES THAT ARE NOT EXCLUDED FOREIGN SUBSIDIARIES:


Company Name	Organized	Equity
Chicago Bridge & Iron Company B.V.	Netherlands		100.0	%
Chicago Bridge & Iron (Antilles) N.V.	Curacao		100.0	%
Lealand Finance Company B.V.	Netherlands		100.0	%
Horton CBI, Limited	Canada		99.9	%
CBI Constructors Limited	United Kingdom		100.0	%
CBI (Europe) B.V.	Netherlands		100.0	%
CBI Venezolana, S.A.	Venezuela		100.0	%
CBI Construcciones S.A	Argentina		100.0	%
CBI Eastern Anstalt	Liechtenstein		100.0	%
CBI Constructors Pty. Ltd.	Australia		100.0	%
CMP Holdings B.V.	Netherlands		100.0	%
CBI Holdings (U.K.) Limited	United Kingdom		100.0	%
CB&I (Nigeria) Limited	Nigeria		100.0	%
Chicago Bridge & Iron (Espana) S.A.	Spain		100.0	%
CBI (Philippines) Inc.	Philippines		99.9	%
Arabian Gulf Material Supply Company, Ltd.	Cayman Islands		100.0	%
Pacific Rim Material Supply Company, Ltd.	Cayman Islands		100.0	%
Southern Tropic Material Supply Company, Ltd.	Cayman Islands		100.0	%
CB&I Hungary Holding Limited Liability Company	Hungary		100.0	%
CB&I UK Limited	United Kingdom		100.0	%
CBI Luxembourg S.A.R.L.	Luxembourg		100.0	%
CBI Finance Company Limited	Ireland		100.0	%
Woodlands International Insurance Co. Ltd.	Ireland		100.0	%

FOREIGN SUBSIDIARIES THAT ARE NOT EXCLUDED FOREIGN SUBSIDIARIES:


Company Name	Organized	Equity
CBI Peruana SAC	Peru		99.9	%
CBI Montajes de Chile Limitada	Chile		100.0	%

Page 8 of 49

$200 Million Term Loan Schedules

SCHEDULE 1.1.6 — Definition of PMP in the Dutch Exemption Regulation

1.		a professional market party within the meaning of section 1a subsection three of the Exemption Regulation Securities Trade Act 1995.

2.		an enterprise or institution which, according to its balance sheet as at the end of the year preceding the date it extends the relevant repayable funds has assets totalling EUR 500,000,000 or more;

3.		an enterprise, institution or natural person which has net equity (eigen vermogen) totalling EUR 10,000,000 or more at the end of the year preceding the date it extends the relevant repayable funds and which has been active on the financial markets at least twice a month, on average, during two consecutive years preceding the date it extends the relevant repayable funds;

4.		a subsidiary of an enterprise or institution mentioned under 1 over which supervision is exercised by way of consolidation with the professional market party;

5.		an enterprise or institution which has a rating from an agency which is in the opinion of the Dutch Central Bank a professional rating agency or which offers securities which have a rating from an agency which is in the opinion of the Dutch Central Bank a professional rating agency;

		The following entities are ‘professional market parties’ within the meaning of section 1a, subsection three of the Exemption Regulation Securities Trade Act 1995:

	(a)		anyone who is under supervision of the Netherlands Authority for the Financial Markets and/or the Dutch Central Bank, or of a regulatory authority of another state which allows that entity to be active on the financial markets;

	(b)		anyone who in any other way exercises a regulated activity on the financial markets;

	(c)		the State of the Netherlands, the Dutch Central Bank, a foreign public body constituting part of the central government, Dutch and foreign regional and local governments, foreign central banks, international and supranational public institutions;

	(d)		a legal entity or corporation which, according to the most recent financial statements or consolidated financial statements, complies with at least two of three of the following criteria: (i) an average number of employees during the financial year of 250 or more; (ii) assets totalling, according to its balance sheet, EUR 43 million or more; and (iii) yearly net revenues of at least EUR 50 million;

	(e)		entities with statutory seat in the Netherlands which do not meet at least two of the three criteria mentioned in sub (d) above, which have asked the Dutch competent authority to be considered as professional market parties (and which consequently have been registered as such), as well as natural persons with place of residence in the Netherlands who have asked the Dutch competent authority to be considered as a professional market party, and who meet at least two of the following three criteria: (i) the person has carried out transactions of a significant size on securities markets at an average frequency of at least 10 per quarter over the previous four quarters, (ii) the size of the person’s securities portfolio is at least EUR 500,000, and (iii) the person works or has worked for at least one year in the financial sector in a professional position which requires knowledge of securities investment;

Page 9 of 49

$200 Million Term Loan Schedules

SCHEDULE 1.1.6 — Definition of PMP in the Dutch Exemption Regulation

	(f)		a legal entity or corporation which has as its only business purpose the investment in securities;

	(g)		entities which have been incorporated with the specific purpose of engaging in transactions with the goal of acquiring assets as referred to in Section 2:364 of the Dutch Civil Code which serve to provide security for securities which have been issued or will be issued, all to the extent such entities engage in such transactions.

Page 10 of 49

$200 Million Term Loan Schedules

Schedule 3.2 — Transitional Letters of Credit
to be rolled under the Second Amended and Restated Agreement


			In 000’s of
LC Number		Beneficiary	USD
	338560	Southern LNG Inc.		19,608
	SB07/4031 / W000231	Saudi Kayan Petrochemical Co.		4,133
	3086808	Petrotrin		4,900
	3086807	Petrotrin		1,600
	323904	GNL Quintero S.A.		7,964
	323901	GNL Quintero S.A.		31,527
	323907	GNL Quintero S.A.		37,949
		Bear Head LNG c/o Anadarko
	649901	Petroleum Corp		1,519
	533636030	Samsung Saudi Arabia Ltd		1,405
	253550	Cabinda Gulf Oil Company Ltd		26,465
	339459	Marathon Petroleum		3,671
	350702	Sunoco Inc (R&M)		408
	410872	Dominion Cove Point LNG Lmt		28,000
	SB07/4029 / W000234	Middle East Engineering & Development Co.Ltd		1,734
	SB07/4030 / W000233	Middle East Engineering & Development Co. Ltd.		2,601
	ST4003/04	EnCana (UK) Limited		7,559
	3086000	Petrotrin		2,500
	3085999	Petrotrin		7,500
	334422	Refineria La Pampilla		169
	334423	Enaex S.A.		94
	348003	Enaex S.A.		203
	346975	ENAP Refinerias S.A.		638
	348004	ENAP Refinerias S.A.		564
	346974	ENAP Refinerias S.A.		358
	344410	ENAP Refinerias		425
	273585	Refineria la Pompilla		197
	273586	Refineria la Pompilla		131
	332163	Southern LNG Inc.		5,000
	333470	Synagro-WWT		625
	SLT751624	Trunkline LNG Company, LLC		4,595
	410679	Trunkline LNG		3,207

Page 11 of 49

$200 Million Term Loan Schedules

Schedule 3.2 — Transitional Letters of Credit
to be rolled under the Second Amended and Restated Agreement


			In 000’s of
LC Number		Beneficiary	USD
	293951	Compania de Petroleos de Chile COPEC		213
	253547	Cabinda Gulf Oil Company Ltd		26,465
	307606	Houston Fuel Oil Terminal Company		859
	334266	Enaex S.A.		914
	223002	CNOOC-Fujian LNG, ltd		5,115
	246955	Zurich American Insurance Company		23,100
	533636028	Samsung Saudi Arabia Ltd		2,810
	533636029	Samsung Saudi Arabia Ltd		562
	533636027	Samsung Saudi Arabia Ltd		843
	297020	SNC-Lavalin UK Limited		146
	252574	Toyo Engineering India Ltd		60
	293953	Compania de Petroleos de Chile COPEC		98
	SLT751064	Continental Casualty Company		9,441
	SB07/4028 / W000232	Saudi Kayan Petrochemical Co.		8,266
	207192	Ingeneria y Construccion Sigdo Koppers S.A.		84
	207123	Ingeneria y Construccion Sigdo Koppers S.A.		349
	299681	Bayer Material Sciences LLC		167
	379626	PDV		500
	218562	Pluspetrol Peru		7,223
	G5002/04	MW Kellogg		34
	301713	CNOOC Fujian LNG		2,010
	301714	CNOOC Fujian LNG		657
	301715	CNOOC Fujian LNG		1,743
	329333	Toyo Engineering Corporation		1,752
	212424	Hovensa L.L.C.		1,753
	301318	Hess Corporation		1,497
	346695	Bariven S.A.		521
	286747	Kinder Morgan Liquids Terminals, LP		321
	410634	Marathon Ashland Petroleum LLC		522
	751680	Marathon Ashland Petroleum LLC		1,655
	264150	Pluspetrol Peru Corporation		1,163

Page 12 of 49

$200 Million Term Loan Schedules

Schedule 3.2 — Transitional Letters of Credit
to be rolled under the Second Amended and Restated Agreement


			In 000’s of
LC Number		Beneficiary	USD
	410692	Yankee Gas Services Company		20,000
	91899003	Pluspetrol Peru Corp S.A.		2,010
	577397	Marathon Petroleum Company LLC		1,904
	to be assigned	ENAP Refinerias S.A.		1,488
		Sub-total :		333,491
		Plus 3% currency adjustment:		294

		Total:		333,786

Calculation of Foreign Currency LC’s:


ST4003/04			7,559
533636030			1,405
533636027			843
			0

Total USD Equiv. of Foreign Currency LC’s			9,807

3% adjustment to Total Utilization			294

Page 13 of 49

$200 Million Term Loan Schedules

Schedule 6.4 — Pro Forma Financial Statements

Refer to Chicago Bridge & Iron’s Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended, filed on October 18, 2007 with the United States Securities and Exchange Commission for CB&I/ABB Lummus Pro Forma Financial Statements.

Page 14 of 49

$200 Million Term Loan Schedules

Schedule 6.7 — Litigation; Loss Contingencies and Violations

Antitrust Proceedings—In October 2001, the U.S. Federal Trade Commission (the “FTC” or the “Commission”) filed an administrative complaint (the “Complaint”) challenging our February 2001 acquisition of certain assets of the Engineered Construction Division of Pitt-Des Moines, Inc. (“PDM”) that we acquired together with certain assets of the Water Division of PDM (the Engineered Construction and Water Divisions of PDM are hereafter sometimes referred to as the “PDM Divisions”). The Complaint alleged that the acquisition violated Federal antitrust laws by threatening to substantially lessen competition in four specific business lines in the United States: liquefied nitrogen, liquefied oxygen and liquefied argon (LIN/LOX/LAR) storage tanks; liquefied petroleum gas (LPG) storage tanks; liquefied natural gas (LNG) storage tanks and associated facilities; and field erected thermal vacuum chambers (used for the testing of satellites) (the “Relevant Products”).

In June 2003, an FTC Administrative Law Judge ruled that our acquisition of PDM assets threatened to substantially lessen competition in the four business lines identified above and ordered us to divest within 180 days of a final order all physical assets, intellectual property and any uncompleted construction contracts of the PDM Divisions that we acquired from PDM to a purchaser approved by the FTC that is able to utilize those assets as a viable competitor.

We appealed the ruling to the full FTC. In addition, the FTC Staff appealed the sufficiency of the remedies contained in the ruling to the full FTC. On January 6, 2005, the Commission issued its Opinion and Final Order. According to the FTC’s Opinion, we would be required to divide our industrial division, including employees, into two separate operating divisions, CB&I and New PDM, and to divest New PDM to a purchaser approved by the FTC within 180 days of the Order becoming final. By order dated August 30, 2005, the FTC issued its final ruling substantially denying our petition to reconsider and upholding the Final Order as modified.

We believe that the FTC’s Order and Opinion are inconsistent with the law and the facts presented at trial, in the appeal to the Commission, as well as new evidence following the close of the record. We have filed a petition for review of the FTC Order and Opinion with the United States Court of Appeals for the Fifth Circuit. Oral arguments occurred on May 2, 2007. In addition to the legal proceedings, we also continue to explore a negotiated resolution of this matter with the FTC. We are not required to divest any assets until we have exhausted all appeal processes available to us, including appeal to the United States Supreme Court. Because (i) the remedies described in the Order and Opinion are neither consistent nor clear, (ii) the needs and requirements of any purchaser of divested assets could impact the amount and type of possible additional assets, if any, to be conveyed to the purchaser to constitute it as a viable competitor in the Relevant Products beyond those contained in the PDM Divisions, and (iii) the demand for the Relevant Products is constantly changing, we have not been able to definitively quantify the potential effect on our financial statements. The divested entity could include, among other things, certain fabrication facilities, equipment, contracts and employees of CB&I. The remedies contained in the Order, depending on how and to the extent they are ultimately implemented to establish a viable competitor in the Relevant Products, could have an adverse effect on us, including the possibility of a potential write-down of the net book value of divested assets, a loss of revenue relating to divested contracts and costs associated with a divestiture.

Page 15 of 49

$200 Million Term Loan Schedules

Schedule 6.7 — Litigation; Loss Contingencies and Violations

Securities Class Action—A class action shareholder lawsuit was filed on February 17, 2006 against us, Gerald M. Glenn, Robert B. Jordan, and Richard E. Goodrich in the United States District Court for the Southern District of New York entitled Welmon v. Chicago Bridge & Iron Co. NV, et al. (No. 06 CV 1283). The complaint was filed on behalf of a purported class consisting of all those who purchased or otherwise acquired our securities from March 9, 2005 through February 3, 2006 and were damaged thereby.

The action asserts claims under the U.S. securities laws in connection with various public statements made by the defendants during the class period and alleges, among other things, that we misapplied percentage-of-completion accounting and did not follow our publicly stated revenue recognition policies.

Since the initial lawsuit, other suits containing substantially similar allegations and with similar, but not exactly the same, class periods were filed.

On July 5, 2006, a single Consolidated Amended Complaint was filed in the Welmon action in the Southern District of New York consolidating all previously filed actions. We and the individual defendants filed a motion to dismiss the Complaint, which was denied by the Court. On March 2, 2007, the lead plaintiffs filed a motion for class certification, and we and the individual defendants filed an opposition to class certification on April 2, 2007. After an initial hearing on the motion for class certification held on May 29, 2007, the Court scheduled another hearing to be held on November 13-14, 2007, to resolve factual issues regarding the typicality and adequacy of the proposed class representatives. The parties have agreed to a rescheduling of the hearing to a later date. Although we believe that we have meritorious defenses to the claims made in the above action and intend to contest it vigorously, an adverse resolution of the action could have a material adverse effect on our financial position and results of operations in the period in which the lawsuit is resolved.

Asbestos Litigation—We are a defendant in lawsuits wherein plaintiffs allege exposure to asbestos due to work we may have performed at various locations. We have never been a manufacturer, distributor or supplier of asbestos products. As of September 30, 2007, we have been named a defendant in lawsuits alleging exposure to asbestos involving approximately 4,645 plaintiffs, and of those claims, approximately 1,993 claims were pending and 2,652 have been closed through dismissals or settlements. As of September 30, 2007, the claims alleging exposure to asbestos that have been resolved have been dismissed or settled for an average settlement amount per claim of approximately one thousand dollars. With respect to unasserted asbestos claims, we cannot identify a population of potential claimants with sufficient certainty to determine the probability of a loss and to make a reasonable estimate of liability, if any. We review each case on its own merits and make accruals based on the probability of loss and our ability to estimate the amount of liability and related expenses, if any. We do not currently believe that any unresolved asserted claims will have a material adverse effect on our future results of operations or financial position and at September 30, 2007 we had accrued $873 for liability and related expenses. While we continue to pursue recovery for recognized and unrecognized contingent losses through insurance, indemnification arrangements or other sources, we are unable to quantify the amount, if any, that may be expected to be recoverable because of the variability in the coverage amounts, deductibles, limitations and viability of carriers with respect to our insurance policies for the years in question.

Page 16 of 49

$200 Million Term Loan Schedules

Schedule 6.7 — Litigation; Loss Contingencies and Violations

Environmental Matters—Our operations are subject to extensive and changing U.S. federal, state and local laws and regulations, as well as laws of other nations, that establish health and environmental quality standards. These standards, among others, relate to air and water pollutants and the management and disposal of hazardous substances and wastes. We are exposed to potential liability for personal injury or property damage caused by any release, spill, exposure or other accident involving such pollutants, substances or wastes.

In connection with the historical operation of our facilities, substances which currently are or might be considered hazardous were used or disposed of at some sites that will or may require us to make expenditures for remediation. In addition, we have agreed to indemnify parties to whom we have sold facilities for certain environmental liabilities arising from acts occurring before the dates those facilities were transferred. We are not aware of any manifestation by a potential claimant of its awareness of a possible claim or assessment with respect to any such facility.

We believe that we are currently in compliance, in all material respects, with all environmental laws and regulations. We do not anticipate that we will incur material capital expenditures for environmental controls or for investigation or remediation of environmental conditions during the remainder of 2007 or 2008.

Other—We were served with subpoenas for documents on August 15, 2005 and January 24, 2006 by the Securities and Exchange Commission in connection with its investigation titled “In the Matter of Halliburton Company, File No. HO-9968,” relating to an LNG construction project on Bonny Island, Nigeria, where we served as one of several subcontractors to a Halliburton affiliate. We are cooperating fully with such investigation.

Page 17 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

850 PINE STREET INC.

Common Shares


Number Authorized:	1,000.00		Par Value:	0
Number Issued:	1,000.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

A & B Builders, Ltd (MANAGED BY MATRIX MANAGEMENT SERVICES, L.L.C.)

1,000.00

100.0000

A & B Builders, Ltd (MANAGED BY MATRIX MANAGEMENT SERVICES, L.L.C.)

Common Shares


Number Authorized:	100.00
Number Issued:	100.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Matrix Engineering, Ltd. (MANAGED BY HOWE-BAKER INTERNATIONAL MANAGEMENT, L.L.C.)

99.00

99.0000

Shareholders (Shareholders)

Number of Shares

% of Issued

% of Outstanding

Matrix Management Services, L.L.C. (General Partner) 1%

1.00

1.0000

Arabian CBI Ltd.

Common Shares


Number Authorized:	400.00		Par Value:	SR 5,000
Number Issued:	400.00
Percent Issued:	100.00	%
Treasury Shares:	0.00
Number Outstanding:	400.00
Percent Outstanding:	100.00	%

Comments:

05/20/1981: “...the paid-in-capital of the company is to be increased by 2 million Saudi Riyals, making the total paid-in-capital 4 million Saudi Riyals instead of 2 million.”


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company B.V.		300.00		75.0000	%		75.0000	%


Shareholders (Officers/Directors)	Number of Shares		% of Issued			% of Outstanding
Saleh Abdullah Alfadl		70.00		17.5000	%		17.5000	%


Shareholders (Shareholders)	Number of Shares		% of Issued			% of Outstanding
Ibrahim Abdullah Alfadl		30.00		7.5000	%		7.5000	%

Page 18 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

Arabian CBI Tank Manufacturing Company Limited

Common Shares


Number Authorized:	400.00		Par Value:	9,250 SR
Number Issued:	400.00
Percent Issued:	100.00	%

Comments:

SR = Saudi Riyals

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

300.00

75.0000

Shareholders (Shareholders)

Number of Shares

% of Issued

% of Outstanding

Commercial & Industrial Services Co. Ltd.

100.00

25.0000

Arabian Gulf Material Supply Company, Ltd.

Common Shares


Number Authorized:	50,000.00		Par Value:	$	1.00
Number Issued:	2.00
Percent Issued:	0.00	%
Treasury Shares:	0.00
Number Outstanding:	2.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron (Antilles) N. V.		2.00		100.0000	%		100.0000	%

Asia Pacific Supply Co.

Common Shares


Number Authorized:	100,000.00		Par Value:	$	10.00
Number Issued:	100.00
Percent Issued:	0.10	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company

100.00

100.0000

Atlantis Contractors Inc.

Common Shares


Number Authorized:	100.00		Par Value:	$	0.00
Number Issued:	100.00
Percent Issued:	100.00	%
Treasury Shares:	0.00
Number Outstanding:	100.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company		100.00		100.0000	%		100.0000	%

Page 19 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CB&I (Global Services) Limited

Ordinary


Number Authorized:	100,000.00		Par Value:	US$	1.00
Number Issued:	1,000.00
Percent Issued:	1.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

1,000.00

100.0000

CB&I (Nigeria) Limited

Common Shares


Number Authorized:	5,000,000.00		Par Value:	N5,000,000.00
Number Issued:	5,000,000.00
Percent Issued:	100.00	%

Comments:

N = Nigerian Naira

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

4,999,999.00

100.0000

Shareholders (Shareholders)

Number of Shares

% of Issued

% of Outstanding

CB&I Europe B.V.

1.00

0.0000

CB&I CANADA LTD.

Common Shares


Number Authorized:	1,000,000.00
Number Issued:	100.00
Percent Issued:	0.01	%

Comments:

Cert No. 1 for 1 share issued to Lawrence Stordy was cancelled pm 12/19/01.

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I UK LIMITED

100.00

100.0000

Page 20 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CB&I Constructors, Inc.

Common Shares


Number Authorized:	1,000,000.00		Par Value:	$	1.00
Number Issued:	1,000,000.00
Percent Issued:	100.00	%
Treasury Shares:	0.00
Number Outstanding:	1,000,000.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company		1,000,000.00		100.0000	%		100.0000	%


Preferred Shares

Number Authorized:	125,000.00	Par Value:	$	1.00

CB&I Engineering Consultant (Shanghai) Co. Ltd.

Capital Contributions

Comments:

Total investment of the Company is US$200,000 Registered capital is US$140,000

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I Europe B. V.

CB&I Europe B. V.

Common Shares


Number Authorized:	200.00		Par Value:	NLG 1,000
Number Issued:	40.00
Percent Issued:	20.00	%
Treasury Shares:	0.00
Number Outstanding:	40.00
Percent Outstanding:	100.00	%

Comments:

NLG = Dutch Guilders


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
CMP Holdings B.V.		40.00		100.0000	%		100.0000	%

CB&I Finance Company Limited

Common Shares


Number Authorized:	100,000.00		Par Value:	1 Euro
Number Issued:	2.00
Percent Issued:	0.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

2.00

100.0000

Page 21 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CB&I HOLDINGS B.V.

Registered Shares


Number Authorized:	9,000,000.00		Par Value:	EUR 0.01
Number Issued:	1,800,000.00
Percent Issued:	20.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company N.V.

1,800,000.00

100.0000

CB&I HOUSTON 06 LLC

Membership Units


Number Authorized:	100.00
Number Issued:	1.00
Percent Issued:	1.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I UK LIMITED

1.00

100.0000

CB&I HOUSTON 07 LLC

Membership Units


Number Authorized:	100.00
Number Issued:	1.00
Percent Issued:	1.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I Tyler Company

1.00

100.0000

CB&I HOUSTON 08 LLC

Membership Units


Number Authorized:	100.00
Number Issued:	1.00
Percent Issued:	1.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I Tyler Company

1.00

100.0000

Page 22 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CB&I HOUSTON 09 LLC

Membership Units


Number Authorized:	100.00
Number Issued:	1.00
Percent Issued:	1.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I Tyler Company

CB&I HOUSTON 10 LLC

Membership Units


Number Authorized:	100.00
Number Issued:	1.00
Percent Issued:	1.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I Tyler Company

1.00

100.0000

CB&I HOUSTON 11 LLC

Membership Units


Number Authorized:	100.00
Number Issued:	1.00
Percent Issued:	1.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I Tyler Company

1.00

100.0000

CB&I HOUSTON 12 LLC

Membership Units


Number Authorized:	100.00
Number Issued:	1.00
Percent Issued:	1.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I Tyler Company

1.00

100.0000

Page 23 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CB&I HOUSTON 13 LLC

Membership Units


Number Authorized:	100.00
Number Issued:	1.00
Percent Issued:	1.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I Tyler Company

1.00

100.0000

CB&I HOUSTON LLC

Membership Units


Number Authorized:	100.00
Number Issued:	1.00
Percent Issued:	1.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I UK LIMITED

1.00

100.0000

CB&I Hungary Holding Limited Liabiltiy Company (CBI Hungary Kft.)

Registered Capital


Number Authorized:	15,000.00
Number Issued:	15,000.00
Percent Issued:	100.00	%

Comments:

Reduced 102,500 by 87,500 = 15,000. HOC Restructuring


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron (Antilles) N. V.		14,500.00		96.6667	%
Chicago Bridge & Iron Company B.V.		500.00		3.3333	%

CB&I London

Membership Units


Number Authorized:	1.00
Number Issued:	1.00
Percent Issued:	100.00	%

Comments:

$500,000,000 authorized capital divided into 500,000,000 shaes of US$1

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I UK LIMITED

1.00

100.0000

Page 24 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CB&I Paddington Limited

Common Shares


Number Authorized:	500,000,000.00		Par Value:	US$	1.00
Number Issued:	3,589,077.00
Percent Issued:	0.72	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I Tyler Company

3,589,077.00

100.0000

CB&I Tyler Company

Common Shares


Number Authorized:	1,000.00		Par Value:	US$	1.00
Number Issued:	1,000.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company

1,000.00

100.0000

Preferred Shares


Number Authorized:	100.00		Par Value:	$	1.00
Number Issued:	10.00
Percent Issued:	10.00	%

Comments:

Issued to CB&I Woodlands LLC

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I WOODLANDS LLC

10.00

100.0000

CB&I UK LIMITED

Common Shares


Number Authorized:	207,200,000.00		Par Value:	1.00
Number Issued:	117,074,741.00
Percent Issued:	56.50	%

Comments:

(pounds)
Increased by the creation of 200,000,000 ordinary shares in July 2004.


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron (Antilles) N. V.		1.00		0.0000	%
Chicago Bridge & Iron Company B.V.		117,074,740.00		100.0000	%

Page 25 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CB&I WOODLANDS LLC

Membership Units


Number Authorized:	2.00
Number Issued:	2.00
Percent Issued:	100.00	%

Comments:

CB&I (Delaware) assigned its membership unit to CB&I London Limited

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I Tyler Company

2.00

100.0000

CBI (Malaysia) Sdn. Bhd.

Common Shares


Number Authorized:	5,000,000.00		Par Value:	M$1
Number Issued:	1,500,000.00
Percent Issued:	30.00	%

Comments:

M$ = Malaysian Ringgit

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

735,000.00

49.0000


Shareholders (Officers/Directors)	Number of Shares		% of Issued			% of Outstanding
Haji Sulaiman Bin Ali		140,000.00		9.3333	%
Abdul R. Muhammed		30,000.00		2.0000	%
Datuk Abdullah Bin Ali		595,000.00		39.6667	%

CBI (Philippines) Inc.

Common Shares


Number Authorized:	2,000,000.00
Number Issued:	1,200,000.00
Percent Issued:	60.00	%

Comments:

3/30/04: Increased authorized capital from Php5,0000,000.00 to Php20,000,000.00 divided into 2,000,000 shs, par value Php10.00 each

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

1,199,993.00

99.9994


Shareholders (Shareholders)	Number of Shares		% of Issued			% of Outstanding
Carlito H. Javier		1.00		0.0001	%
Salomon F. Reyes		1.00		0.0001	%
Badong, Orlando B.		1.00		0.0001	%
Tsurusaki, Kenneth T.		1.00		0.0001	%
Chung-Han, Ping		1.00		0.0001	%
David J. Cochrane		1.00		0.0001	%
Pedro T. Molo		1.00		0.0001	%

Page 26 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CBI (Thailand) Limited

Common Shares


Number Authorized:	1,000,000.00		Par Value:	100 B
Number Issued:	1,000,000.00
Percent Issued:	100.00	%

Comments:

B = Thai Baht
Group A Shares are number 1-6,250 and 12,501 to 506,250.
Group B Shares are numbered 6,251 to 12,500 and 506,251 to 1,000,000.


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company B.V.		499,998.00		49.9998	%
Neo Creator Co, Limited		499,997.00		49.9997	%


Shareholders (Officers/Directors)	Number of Shares		% of Issued			% of Outstanding
Ping-Chung Han		1.00		0.0001	%
Poosit Titanantabutr		1.00		0.0001	%


Shareholders (Shareholders)	Number of Shares		% of Issued			% of Outstanding
Vasinwatanapong, Pattara		1.00		0.0001	%
Sensupa, Satit		1.00		0.0001	%
Malawan, Anawat		1.00		0.0001	%

CBI ARUBA N.V.

Common Shares


Number Authorized:	500.00		Par Value:	50,000.00 Aruban Florins
Number Issued:	100.00
Percent Issued:	20.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

100.00

100.0000

CBI Americas Ltd.

Common Shares


Number Authorized:	10,000.00		Par Value:	0.00
Number Issued:	10,000.00
Percent Issued:	100.00	%

Comments:

CBI (a Delaware corp.) is shareholder.

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company

10,000.00

100.0000

Page 27 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CBI Bahamas Limited

Common Shares


Number Authorized:	5,000.00		Par Value:	$	1.00
Number Issued:	5,000.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron (Antilles) N. V.

5,000.00

100.0000

CBI COLOMBIANA S.A.

Common Shares


Number Authorized:	60,000.00		Par Value:	1.00 peso
Number Issued:	60,000.00
Percent Issued:	100.00	%


Shareholders (Corporations)	Number of Shares			% of Issued			% of Outstanding
CBI Bahamas Limited		3,000.00			5.0000	%
Chicago Bridge & Iron Company B.V.		57,000.00	*		95.0000	%

Shareholders (Shareholders)

Number of Shares

% of Issued

% of Outstanding

Jaime Eduardo Trujillo Calcedo

Clare Montgomery

Martha Tatiana Garces Carvajal

Note: Chicago Bridge & Iron Company B.V. holds 56,999.997 shares and the above individuals each hold .001 shares.

CBI Caribe, Limited

Common Shares


Number Authorized:	3,500.00		Par Value:	$	100.00
Number Issued:	3,500.00
Percent Issued:	100.00	%
Treasury Shares:	0.00
Number Outstanding:	3,500.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company		2,128.00		60.8000	%		60.8000	%

Page 28 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CBI Company Ltd.

Common Shares


Number Authorized:	10,000.00		Par Value:	0
Number Issued:	5,310.00
Percent Issued:	53.10	%
Treasury Shares:	0.00
Number Outstanding:	5,310.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company		5,310.00		100.0000	%		100.0000	%

CBI Construcciones S.A.

Common Shares


Number Authorized:	1,000,000.00		Par Value:	$	1
Number Issued:	1,000,000.00
Percent Issued:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron (Antilles) N. V.		50,000.00		5.0000	%
Chicago Bridge & Iron Company B.V.		950,000.00		95.0000	%

CBI Constructors (Jebel Ali) FZE

Common Shares


Number Authorized:	1.00
Number Issued:	1.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron (Antilles) N. V.

1.00

100.0000

CBI Constructors (PNG) Pty. Limited

Common Shares


Number Authorized:	100,000.00		Par Value:	K1.00
Number Issued:	100,000.00
Percent Issued:	100.00	%


Comments:		K = Papua New Guinean Kina

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CBI Constructors Pty. Limited

100,000.00

100.0000

Page 29 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CBI Constructors Limited

Common Shares


Number Authorized:	200,000.00		Par Value:	L1
Number Issued:	163,536.00
Percent Issued:	81.77	%


Comments:		L = English pounds

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CBI Holdings (U.K.) Limited

163,536.00

100.0000

CBI Constructors Pty. Limited

Common Shares


Number Authorized:	500,000.00		Par Value:	$	1.00
Number Issued:	302,623.00
Percent Issued:	60.52	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

302,623.00

100.0000

CBI Constructors S.A. (Proprietary) Limited

Common Shares


Number Authorized:	275,000.00		Par Value:	R2
Number Issued:	263,000.00
Percent Issued:	95.64	%


Comments:		R2 = South African Rand Authorised Share Capital was increased by resolution on 08/21/1980.

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

263,000.00

100.0000

CBI Eastern Anstalt

Common Shares


Number Authorized:	1.00		Par Value:	Sfr.20,000
Number Issued:	1.00
Percent Issued:	100.00	%
Treasury Shares:	0.00
Number Outstanding:	1.00
Percent Outstanding:	100.00	%


Comments:		Sfr = Swiss francs


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron (Antilles) N. V.		1.00		100.0000	%		100.0000	%

Page 30 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CBI Holdings (U.K.) Limited

Common Shares


Number Authorized:	1,001,000.00
Number Issued:	1,000,001.00
Percent Issued:	99.90	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

1,000,001.00

100.0000

CBI Ireland Limited

Common Shares


Number Authorized:	6,000.00		Par Value:	IR 1,000
Number Issued:	51.00
Percent Issued:	0.85	%


Comments:		IR = Irish pounds

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

50.00

98.0392

Shareholders (Officers/Directors)

Number of Shares

% of Issued

% of Outstanding

J. Hendrik Schurink

1.00

1.9608

CBI JAMAICA LIMITED

Common Shares


Number Authorized:	5,000.00
Number Issued:	5,000.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

5,000.00

100.0000

CBI Luxembourg S.a.r.l.

Common Shares


Number Authorized:	640.00
Number Issued:	640.00
Percent Issued:	100.00	%


Comments:		Issued Share Capital US$16,000.00

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

640.00

100.0000

Page 31 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CBI MONTAJES DE CHILE LIMITADA

Class A Common Shares


Number Authorized:	1,000.00		Par Value:	1.00 peso
Number Issued:	1,000.00
Percent Issued:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron (Antilles) N. V.		10.00		1.0000	%
Chicago Bridge & Iron Company B.V.		990.00		99.0000	%

CBI Overseas, LLC

Common Shares


Treasury Shares:			0.00

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron (Antilles) N. V.

0.00

CBI Peruana SAC

Common Shares


Number Authorized:	5,000.00
Number Issued:	5,000.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

4,999.99

99.9998

Shareholders (Officers/Directors)

Number of Shares

% of Issued

% of Outstanding

Cipriano Cedano

0.01

0.0002

Page 32 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CBI Services, Inc.

Preferred Shares Series B


Number Authorized:	48,000.00
Number Issued:	8,000.00
Percent Issued:	16.67	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Horton CBI, Limited

8,000.00

100.0000

Common Shares


Number Authorized:	1,000,000.00		Par Value:	$	1.00
Number Issued:	11,000.00
Percent Issued:	1.10	%
Treasury Shares:	0.00
Number Outstanding:	11,000.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company		11,000.00		100.0000	%		100.0000	%

Preferred Shares


Number Authorized:	100,000.00		Par Value:	$	1.00
Number Issued:	22,202.00
Percent Issued:	22.20	%


Comments:		(Preferred Shares Series A)

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Horton CBI, Limited

22,202.00

100.0000

CBI Venezolana, S. A.

Common Shares


Number Authorized:	17,200.00
Number Issued:	17,200.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

17,200.00

100.0000

Page 33 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

CBI de Nicaragua, Sociedad Anónima

Common Shares


Number Authorized:	1,000.00		Par Value:	C$10.00
Number Issued:	1,000.00
Percent Issued:	100.00	%


Comments:		C = Nicaraguan Cordobas


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
CBI Caribe, Limited		1.00		0.1000	%
Chicago Bridge & Iron Company		1.00		0.1000	%
CBI Company Ltd.		998.00		99.8000	%

CBI de Venezuela, C. A.

Common Shares


Number Authorized:	25,050.00		Par Value:	Bs. 100
Number Issued:	25,050.00
Percent Issued:	100.00	%


Comments:		Bs. = Venzuelan Bolivars

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company

25,050.00

100.0000

CMP Holdings B.V.

Common Shares


Number Authorized:	60,000,000.00		Par Value:	NLG 0,51
Number Issued:	42,889,195.00
Percent Issued:	71.48	%
Treasury Shares:	0.00
Number Outstanding:	42,889,195.00
Percent Outstanding:	100.00	%


Comments:		NLG = Dutch guilders


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company B.V.		42,889,195.00		100.0000	%		100.0000	%

CSA Trading Company Ltd.

Common Shares


Number Authorized:	10,000.00		Par Value:	0.00
Number Issued:	10,000.00
Percent Issued:	100.00	%


Comments:		CBI (a Del corp. is shareholder)

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company

10,000.00

100.0000

Page 34 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

Cape Steel Material Supply Company, Ltd.

Common Shares


Number Authorized:	50,000.00		Par Value:	$	1.00
Number Issued:	2.00
Percent Issued:	0.00	%
Treasury Shares:	0.00
Number Outstanding:	2.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron (Antilles) N. V.		2.00		100.0000	%		100.0000	%

Central Trading Company, Ltd.

Common Shares


Number Authorized:	1,000.00		Par Value:	$	1.00
Number Issued:	1,000.00
Percent Issued:	100.00	%
Treasury Shares:	0.00
Number Outstanding:	1,000.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company		1,000.00		100.0000	%		100.0000	%

Chicago Bridge & Iron (Antilles) N. V.

Common Shares


Number Authorized:	30,000.00		Par Value:	$	1.00
Number Issued:	6,000.00
Percent Issued:	20.00	%
Treasury Shares:	0.00
Number Outstanding:	6,000.00
Percent Outstanding:	100.00	%


Comments:		Paid up Capital — $6,000


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company B.V.		6,000.00		100.0000	%		100.0000	%

Chicago Bridge & Iron (España) S.A.

Common Shares


Number Authorized:	25,000,000.00		Par Value:	1 peseta
Number Issued:	25,000,000.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

25,000,000.00

100.0000

Page 35 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

Chicago Bridge & Iron Company

Common Shares


Number Authorized:	1,000.00		Par Value:	$	1.00
Number Issued:	1,000.00
Percent Issued:	100.00	%
Treasury Shares:	0.00
Number Outstanding:	1,000.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company		1,000.00		100.0000	%		100.0000	%

Chicago Bridge & Iron Company

Common Shares


Number Authorized:	3,000.00		Par Value:	0
Number Issued:	100.00
Percent Issued:	3.33	%
Treasury Shares:	0.00
Number Outstanding:	100.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company N.V.		100.00		100.0000	%		100.0000	%

Chicago Bridge & Iron Company & Co. L.L.C.

Common Shares


Number Authorized:	150,000.00
Number Issued:	150,000.00
Percent Issued:	100.00	%


Comments:		Capital RD 150,000 Sayyid Slaem Musallam Ali Al-Bussaidy 45,000 = 30% Chicago Bridge & Iron Company B.V. 105,000 = 70%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

105,000.00

70.0000

Shareholders (Shareholders)

Number of Shares

% of Issued

% of Outstanding

Sayyid Slaem Musallam Ali Al Bussaidy

45,000.00

30.0000

Page 36 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

Chicago Bridge & Iron Company (Delaware)

Common Shares


Number Authorized:	1,000.00		Par Value:	$	1.00
Number Issued:	1,000.00
Percent Issued:	100.00	%
Treasury Shares:	0.00
Number Outstanding:	1,000.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company		1,000.00		100.0000	%		100.0000	%

Chicago Bridge & Iron Company (Egypt) LLC

Common Shares


Number Authorized:	2,000.00		Par Value:	LE 100.00
Number Issued:	2,000.00
Percent Issued:	100.00	%


Comments:		LE = Egyptian pounds

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

1,600.00

80.0000

Shareholders (Officers/Directors)

Number of Shares

% of Issued

% of Outstanding

Basil Marco

200.00

10.0000

Shareholders (Shareholders)

Number of Shares

% of Issued

% of Outstanding

Mike Nassar

200.00

10.0000

Chicago Bridge & Iron Company B.V.

Common Shares


Number Authorized:	200.00		Par Value:	NLG 1,000
Number Issued:	50.00
Percent Issued:	25.00	%
Treasury Shares:	0.00
Number Outstanding:	50.00
Percent Outstanding:	100.00	%


Comments:		PAR value is in Dutch guilders


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Lealand Finance Company B.V.		50.00		100.0000	%		100.0000	%

Page 37 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

Chicago Bridge & Iron Company N.V.

Common Shares


Number Authorized:	250,000,000.00		Par Value:	NLG 0,01
Number Issued:	98,083,608.00
Percent Issued:	39.23	%


Comments:		Share Capital EUR 500,000

Chicago Bridge Uruguay S.A.

Common Shares


Number Authorized:	1,050,000.00		Par Value:	$	1
Number Issued:	262,500.00
Percent Issued:	25.00	%


Comments:		$ = Uruguayan peso

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

262,500.00

100.0000

Chicago Bridge de México, S.A. de C.V.

Common Shares


Number Authorized:	1,000.00		Par Value:	$	50.00 M.N.
Number Issued:	1,000.00
Percent Issued:	100.00	%


Comments:		Class B shares


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron (Antilles) N. V.		1.00		0.1000	%
Chicago Bridge & Iron Company B.V.		999.00		99.9000	%

Constructora C.B.I. Limitada

Common Shares


Number Authorized:	205,000.00		Par Value:	1 peso
Number Issued:	205,000.00
Percent Issued:	100.00	%
Treasury Shares:	0.00
Number Outstanding:	205,000.00
Percent Outstanding:	100.00	%


Comments:		205,000 pesos = US $1,000.00


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company		2,050.00		1.0000	%		1.0000	%
CBI Company Ltd.		202,950.00		99.0000	%		99.0000	%

Page 38 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

Constructors International, L.L.C.

Units of Ownership


Number Authorized:	2,500.00
Number Issued:	2,500.00
Percent Issued:	100.00	%
Treasury Shares:	0.00
Number Outstanding:	2,500.00
Percent Outstanding:	100.00	%

Fibre Making Processes, Inc.

Common Shares


Number Authorized:	750.00		Par Value:	$	100.00
Number Issued:	750.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company

750.00

100.0000

HBI Holdings, LLC

Units of Ownership


Number Authorized:	100.00
Number Issued:	100.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Howe-Baker International Management, LLC

100.00

100.0000

Highland Trading Company, Ltd.

Common Shares


Number Authorized:	50,000.00		Par Value:	$	1.00
Number Issued:	2.00
Percent Issued:	0.00	%
Treasury Shares:	0.00
Number Outstanding:	2.00
Percent Outstanding:	100.00	%


Comments:		09/26/1994: Reduction in authorized capital from 900,000 shares of US$1.00 each to 50,000 shares of US$1.00 each


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company		2.00		100.0000	%		100.0000	%

Page 39 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

Horton CBI, Limited

Common Shares


Number Authorized:	65,000.00		Par Value:	$	10.00
Number Issued:	64,979.00
Percent Issued:	99.97	%


Comments:		$ = Canadian dollars

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

64,965.00

99.9785


Shareholders (Shareholders)	Number of Shares		% of Issued			% of Outstanding
William Inman		13.00		0.0200	%
Phil Chasin		1.00		0.0015	%

Howe-Baker Eastern Limited

Common Shares


Number Authorized:	1,000,000.00
Number Issued:	1.00
Percent Issued:	0.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

1.00

100.0000

Howe-Baker Engineers, Ltd.

Stock Units


Number Authorized:	100.00
Number Issued:	100.00
Percent Issued:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Howe-Baker Holdings, L.L.C.		99.00		99.0000	%
Howe-Baker Management, L.L.C.		1.00		1.0000	%

Howe-Baker Holdings, L.L.C.

Units of Ownership


Number Authorized:	100.00
Number Issued:	100.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Howe-Baker International, L.L.C.

100.00

100.0000

Page 40 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

Howe-Baker International Management, LLC

Units of Ownership


Number Authorized:	100.00
Number Issued:	100.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Howe-Baker International, L.L.C.

100.00

100.0000

Howe-Baker International, L.L.C.

Units of Ownership


Number Authorized:	880.00
Number Issued:	880.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CB&I Tyler Company

880.00

100.0000

Howe-Baker Management, L.L.C.

Units of Ownership


Number Authorized:	1,000.00
Number Issued:	1,000.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Howe-Baker Holdings, L.L.C.

1,000.00

100.0000

International Process Supply Company, Ltd

Common Shares


Number Authorized:	50,000.00
Number Issued:	50,000.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron (Antilles) N. V.

50,000.00

100.0000

Page 41 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

JOHN BROWN HYDROCARBONS B.V.

Common Shares


Number Authorized:		18,000.00			Par Value:			1.00


Comments:		(Euro). Upon incorporation the issued capital shall amount of 18,000 (Euro) divided into 18,000 shares, numbered 1 to 18,000

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CMP Holdings B.V.

Lealand Finance Company B.V.

Common Shares


Number Authorized:	200.00		Par Value:	NLG 1000
Number Issued:	40.00
Percent Issued:	20.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company N.V.

40.00

100.0000

Matrix Engineering, Ltd. (MANAGED BY HOWE-BAKER INTERNATIONAL MANAGEMENT, L.L.C.)

Capital Contributions


Number Authorized:	100.00
Number Issued:	100.00
Percent Issued:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Howe-Baker Holdings, L.L.C.		99.90		99.9000	%
Howe-Baker International Management, LLC		0.10		0.1000	%

Matrix Management Services, L.L.C.

Units of Ownership


Number Authorized:	100.00
Number Issued:	100.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Matrix Engineering, Ltd. (MANAGED BY HOWE-BAKER INTERNATIONAL MANAGEMENT, L.L.C.)

100.00

100.0000

Page 42 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

Neo Creator Co, Limited

Common Shares


Number Authorized:	1,000.00		Par Value:	100 B
Number Issued:	1,000.00
Percent Issued:	100.00	%


Comments:		B = Thai Baht Group A Shares are numbered 1 — 499 Group B Shares are numbered 500 — 1000

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

499.00

49.9000


Shareholders (Shareholders)	Number of Shares		% of Issued			% of Outstanding
Satit Sensupa		1.00		0.1000	%
Adisak Poonithet		1.00		0.1000	%
Thansammorn Manasarn		1.00		0.1000	%
Anawat Malamarn		1.00		0.1000	%
Patthara Wasinwatthanapong		1.00		0.1000	%
Pongyuth Chueasoey		1.00		0.1000	%
Chairat Traisarnsri		1.00		0.1000	%
VPPW Business Consultant Ltd.		494.00		49.4000	%

Oasis Supply Company Anstalt

Common Shares


Number Authorized:	1.00		Par Value:	sfr.20,000
Number Issued:	1.00
Percent Issued:	100.00	%


Comments:		sfr. = Swiss francs

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CBI Eastern Anstalt

1.00

100.0000

Oasis Supply Company, Ltd.

Common Shares


Number Authorized:	50,000.00		Par Value:	$	1.00
Number Issued:	2.00
Percent Issued:	0.00	%
Treasury Shares:	0.00
Number Outstanding:	2.00
Percent Outstanding:	100.00	%


Comments:		09/26/1994: Authorized capital reduce from 900,000 shares of US$1.00 each to 50,000 shares of US$1.00 each


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company		2.00		100.0000	%		100.0000	%

Page 43 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

Oceanic Contractors, Inc.

Common Shares


Number Authorized:	100,000.00		Par Value:	$	10.00
Number Issued:	45,720.00
Percent Issued:	45.72	%
Treasury Shares:	0.00
Number Outstanding:	45,720.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron Company		45,720.00		100.0000	%		100.0000	%

Oxford Metal Supply Limited

Common Shares


Number Authorized:	100.00		Par Value:	L1.00
Number Issued:	100.00
Percent Issued:	100.00	%


Comments:		L = English pound

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

CBI Constructors Limited

99.00

99.0000

Shareholders (Officers/Directors)

Number of Shares

% of Issued

% of Outstanding

J. Robert McKenzie

1.00

1.0000

P.T. Chicago Bridge & Iron

Common Shares


Number Authorized:	6,624.00		Par Value:	Rp 1,720,000
Number Issued:	1,656.00
Percent Issued:	25.00	%


Comments:		Rp=Indonesian Rupiah

Pacific Rim Material Supply Company, Ltd.

Common Shares


Number Authorized:	50,000.00		Par Value:	$	1.00
Number Issued:	2.00
Percent Issued:	0.00	%
Treasury Shares:	0.00
Number Outstanding:	2.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron (Antilles) N. V.		2.00		100.0000	%		100.0000	%

Page 44 of 49

$200 Million Term Loan Schedules

Schedule 6.8 — Subsidiaries of CB&I

Southern Tropic Material Supply Company, Ltd.

Common Shares


Number Authorized:	50,000.00		Par Value:	$	1.00
Number Issued:	2.00
Percent Issued:	0.00	%
Treasury Shares:	0.00
Number Outstanding:	2.00
Percent Outstanding:	100.00	%


Shareholders (Corporations)	Number of Shares		% of Issued			% of Outstanding
Chicago Bridge & Iron (Antilles) N. V.		2.00		100.0000	%		100.0000	%

UltraPure Services, Inc.

Common Shares


Number Authorized:	1,000.00		Par Value:	$	1.00
Number Issued:	1,000.00
Percent Issued:	100.00	%

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company

1,000.00

100.0000

WOODLANDS INTERNATIONAL INSURANCE COMPANY

Ordinary


Number Authorized:	5,000,000.00
Number Issued:	860,000.00
Percent Issued:	17.20	%


Comments:		5,000,000 at US$1.00 and 1,000,000 at Euro 1 each

Shareholders (Corporations)

Number of Shares

% of Issued

% of Outstanding

Chicago Bridge & Iron Company B.V.

860,000.00

100.0000

Page 45 of 49

$200 Million Term Loan Schedules

Schedule 6.9 — Pension and Postretirement Plans

CB&I reviewed a valuation of ABB Lummus’ pension and postretirement medical plans as performed by Watson Wyatt — the previous actuary of the ABB Lummus’ plans. From the Watson Wyatt valuation, the under-funded status of $79.4 million as of December 31, 2006, was detailed as follows by country:


Germany	(52.7	) million
Netherlands	(5.6	) million
United States	(23.0	) million
Other	1.9	million


Total	(79.4	) million under-funded status

Page 46 of 49

$200 Million Term Loan Schedules

Schedule 6.17 — Environmental Matters

A (iii) A subsidiary of the Company is subject to a consent order at its former facility in New Castle, Delaware.

Other matters disclosed in the Company’s Annual Reports on Form 10-K for the years ended December 31, 1998, 1999, 2000, 2001, 2002, 2003, 2004, 2005 and 2006.

A (iv) The Company and its subsidiaries have operated for many years at many facilities at which there are or may have been landfills, waste piles, underground storage tanks, aboveground storage tanks, surface impoundments and hazardous waste storage facilities of all kinds, polychlorinated biphenyls (PCBs) used in hydraulic oils, electric transformers or other equipment or asbestos containing materials.

A (v) A subsidiary of the Company was a minority shareholder in a company which owned or operated wood treating facilities at sites in the United States, some of which are currently under investigation, monitoring or remediation under various environmental laws. With respect to some of these sites, the subsidiary has been named a potentially responsible party (“PRP”) under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) and similar state laws. Without admitting any liability, the subsidiary has entered into a consent decree with the federal government regarding one of these sites and has had an administrative order issued against it with respect to another. Without admitting any liability, the subsidiary has reached settlements at most sites, which require the other PRP’s to perform the environmental clean-up. In July, 1996, a judgment in favor of the subsidiary was entered in the suitAluminum Company of America v. Beazer East, Inc. v. Chicago Bridge & Iron Company, instituted in January 1991, before the U.S. District Court for the Western District of Pennsylvania. On September 2, 1997, the United States Court of Appeals for the Third Circuit affirmed the judgment in favor of the subsidiary. There were no further appeals.

The Company has agreed to indemnify parties to whom it has sold facilities for certain environmental liabilities arising from acts occurring before the dates those facilities were transferred.

Other matters disclosed in the Company’s Annual Reports on Form 10-K for the years ended December 31, 1998, 1999, 2000, 2001, 2002, 2003, 2004, 2005 and 2006.

Page 47 of 49

$200 Million Term Loan Schedules

Schedule 7.3 (N) — Existing Restrictions


1)	CBI Constructors Pty. Ltd.	(Borrower)
	Australia and New Zealand Banking Group Limited	(Bank)

	Restriction/Condition	Borrower undertakes to obtain the consent of the Bank in writing prior to the remittance of monies by way of a loan or dividend

2)	CBI Constructors Pty. Ltd.	(Borrower)
	HSBC Bank	(Bank)

	Restriction/Condition	Borrower undertakes to obtain the consent of the Bank in writing prior to the remittance of monies by way of a loan or dividend

2)	CBI Constructors S.A.
	(Pty.) Limited	(Borrower)

	Restriction/Condition	As a non-resident controlled company; Borrower must be capitalized in an amount not less than one third of its shareholders’ loan funds. Dividend payments are subject to 12.5% secondary tax.

Page 48 of 49

$200 Million Term Loan Schedules

Schedule 7.3 (S) — Permitted Restricted Payments

Executive Equity Repurchase Payment not exceeding $36,500,000.

Effective February 6, 2006, a former executive received, pursuant to and as required by the Company’s Management Defined Contribution Plan (“Plan”) dated March 26, 1997, distribution of 2,485,352 restricted stock units from a rabbi trust. To satisfy our responsibility under the Plan for all applicable tax withholding, the Company withheld 901,532 shares, at a cost of approximately $20.1 million, as treasury shares.

Pursuant to an agreement between the Company and the former executive, the distribution of shares during the first quarter of 2006 included a put provision that required the Company to redeem the shares for cash upon exercise of the put. In November 2006, the former executive exercised the put, requiring the Company, pursuant to the agreement to redeem 1,456,720 shares for a price, as determined under the agreement of approximately $38 million.

Page 49 of 49

CHICAGO BRIDGE & IRON COMPANY N.V.
Consolidated LC’s & Bank Guarantee’s as of September 30, 2007

Value in

currency

Entity

LC Number

Issued by

Beneficiary

Purpose

Issued

Expiry Date

Currency

of issue

Value in USD

68 CBI Eastern Anstalt

PPU/LA7801 / MEAE2AE07G501849

ABN-AMRO

Jebel Ali Free Zone Authority

Labor

2/27/2001

3/1/2008

AED

50,000

13,616

68 CBI Eastern Anstalt

008330/0000/00 / MEAE2AE07G501851

ABN-AMRO

Ministry of Labor

Labor

7/24/2001

7/23/2008

AED

3,000

817

68 CBI Eastern Anstalt

LA9275 / MEAE2AE07G501850

ABN-AMRO

Ministry of Labor

Labor

5/2/2002

5/2/2008

AED

30,000

8,169

68 CBI Eastern Anstalt

008302/0000/00 / MEAE2AE7G501853

ABN-AMRO

Ministry of Labor

Labor

7/15/2001

4/15/2008

AED

24,000

6,535

68 CBI Eastern Anstalt

LA12751 / MEAE2AE07G501847

ABN-AMRO

Jebel Ali Free Zone Authority

Labor

3/10/2005

3/9/2008

AED

50,000

13,616

73 CBI Constructors FZE

PPU/LA8838 / MEAE2AE07G401854

ABN-AMRO

Jebel Ali Free Zone Authority

Labor

7/26/2001

7/25/2008

AED

75,000

20,423

61 CBI Constructors Pty (Australia)

3325392

ANZ Australian-New Zealand Banking Group

Blacktown Council

Financial

7/7/1992

7/6/2008

AUD

84,500

74,983

61 CBI Constructors Pty (Australia)

3335992

ANZ Australian-New Zealand Banking Group

Shepparton Waterboard

Performance

11/27/1992

11/25/2007

AUD

7,996

7,095

61 CBI Constructors Pty (Australia)

21197

ANZ Australian-New Zealand Banking Group

Internal Revenue PNG

Financial

10/21/1997

11/20/2007

PGK

32,206

10,936

61 CBI Constructors Pty (Australia)

29070196-A

ANZ Australian-New Zealand Banking Group

Collector of Customs PNG

Financial

7/31/1996

7/31/2008

PGK

4,552

1,546

58 CBI UK

10001/ ST4003/04

Bank of America - Houston

Encana UK Ltd.

Performance

7/1/2003

12/31/2008

GBP

7,000,000

14,326,760

55 Horton CBI, Ltd

BMCH16684OS

BMO Bank of Montreal

Imperial Oil ltd

Performance

8/5/2002

12/31/2007

CAD

150,000

151,068

13 Southern Tropic Material Supply Company

715837055

Calyon NY

GNL Quintero S.A.

Retention

6/7/2007

6/7/2008

6,688,673

135 CBI Montajes de Chile

715837056

Calyon NY

GNL Quintero S.A.

Retention

6/7/2007

6/7/2008

9,158,209

57 CBI UK

715837053

Calyon NY

GNL Quintero S.A.

Retention

6/7/2007

6/7/2008

3,128,452

117 Pacific Rim-Fujian Br.

10847 AA 000022

De National Borg

Emmanuel Cotessat-Societe D’Advocats

Tax

11/16/2005

11/16/2007

EUR

50,000

71,309

58 CBI UK

10847 AA 23

De National Borg

BG International Limited

Performance

6/9/2006

12/30/2007

GBP

180,200

368,812

583 CB & I John Brown Limited

10847 AA 24

De National Borg

South Hook LNG Terminal Company Ltd.

Performance

10/16/2006

4/30/2010

GBP

12,354,265

25,285,227

50 CBI Europe BV

10847 AA 0013

De National Borg

Kantoren Fonds Nederland B.V.

Financial

4/10/2002

12/10/2007

EUR

27,663

39,453

68 CBI Eastern Anstalt

EBI1OG06003790 / BE06Q0600812

Emirates Bank Int’l

Uhde GmbH

Performance

8/25/2006

12/31/2007

60,000

68 CBI Eastern Anstalt

EBI1OG06002669

Emirates Bank Int’l

Nouman Fouad Trading

Financial

6/18/2006

11/30/2007

AED

4,500,000

1,225,395

68 CBI Eastern Anstalt

EBI1OG06002754

Emirates Bank Int’l

Enoc Processing Company LLC

Performance

6/22/2006

10/27/2007

751,000

68 CBI Eastern Anstalt

EBI1OG07002228

Emirates Bank Int’l

Nouman Fouad Trading

Financial

5/24/2007

12/31/2007

AED

640,000

174,278

69 Arabian CBI Ltd

EBI1OG06001334

Emirates Bank Int’l

AMC Industrial Construction Company Limited

Advance

3/30/2006

2/26/2008

2,556,120

69 Arabian CBI Ltd

EBI1OG06003773

Emirates Bank Int’l

Daelim Industrial Co. Ltd (DIC)

Advance

8/28/2006

7/8/2008

960,000

69 Arabian CBI Ltd

EBI1OG06003774

Emirates Bank Int’l

Daelim Industrial Co. Ltd (DIC)

Performance

8/28/2006

7/8/2008

480,000

02 CBI Foreign

EBI-PFG-0200344

Emirates Bank Int’l

Saudi Aramco — Qatif

Performance

2/19/2002

10/18/2007

5,786,135

61 CBI Constructors Pty (Australia)

20095

HSBC — Australia

ANZ Bank

Financial

12/24/2003

12/31/2007

AUD

280,000

248,464

61 CBI Constructors Pty (Australia)

40013

HSBC — Australia

John & Susan Kupferman

Financial

2/19/2004

12/1/2008

AUD

61,500

54,573

61 CBI Constructors Pty (Australia)

40114

HSBC — Australia

Ravensthorpe Nickel Corporation

Performance

12/24/2004

12/24/2007

AUD

1,781,140

1,580,530

61 CBI Constructors Pty (Australia)

40115

HSBC — Australia

Ravensthorpe Nickel Operations

Performance

12/24/2004

12/24/2007

AUD

1,781,140

1,580,530

61 CBI Constructors Pty (Australia)

50048

HSBC — Australia

Ravensthorpe Nickel Operations

Performance

5/16/2005

4/6/2008

AUD

284,910

252,821

61 CBI Constructors Pty (Australia)

50125

HSBC — Australia

Vopak Terminal Australia Pty Ltd.-Botany Bay

Performance

10/13/2005

12/21/2007

AUD

1,419,871

1,259,951

61 CBI Constructors Pty (Australia)

50127

HSBC — Australia

Vopak Terminal Australia Pty Ltd — Darwin

Performance

10/13/2005

10/2/2007

AUD

455,172

403,906

61 CBI Constructors Pty (Australia)

60207

HSBC — Australia

Caltex Refineries (NSW) Pty Ltd.

Performance

12/15/2006

12/14/2007

AUD

159,608

141,631

61 CBI Constructors Pty (Australia)

60208

HSBC — Australia

Caltex Refineries (NSW) Pty Ltd.

Performance

12/15/2006

12/14/2007

AUD

159,608

141,631

61 CBI Constructors Pty (Australia)

60209

HSBC — Australia

Caltex Refineries (NSW) Pty Ltd.

Performance

12/15/2006

12/14/2007

AUD

617,796

548,214

61 CBI Constructors Pty (Australia)

60210

HSBC — Australia

Caltex Refineries(NSW) Pty Ltd.

Performance

12/15/2006

12/14/2007

AUD

617,796

548,214

61 CBI Constructors Pty (Australia)

70049

HSBC — Australia

Woodside Burrup Pty Ltd.

Performance

4/26/2007

4/26/2008

AUD

1,700,000

1,508,529

61 CBI Constructors Pty (Australia)

60114

HSBC — Australia

Woodside Energy Ltd.

Performance

8/2/2006

8/1/2008

AUD

5,000,000

4,436,850

61 CBI Constructors Pty (Australia)

60115

HSBC — Australia

Woodside Energy Ltd

Performance

8/2/2006

8/1/2008

AUD

5,000,000

4,436,850

61 CBI Constructors Pty (Australia)

60139

HSBC — Australia

Goro Nickel SA

Performance

8/30/2006

12/30/2007

815,974

61 CBI Constructors Pty (Australia)

60141

HSBC — Australia

Goro Nickel SA

Advance

8/30/2006

12/30/2007

1,631,949

61 CBI Constructors Pty (Australia)

70095

HSBC — Australia

Comalco Aluminum Ltd.

Performance

10/13/2006

9/30/2008

AUD

331,913

294,530

61 CBI Constructors Pty (Australia)

70091

HSBC — Australia

Comalco Aluminum Ltd

Performance

10/13/2006

10/2/2007

AUD

331,913

294,530

61 CBI Constructors Pty (Australia)

70134

HSBC — Australia

RISC PTY Ltd.

Financial

8/30/2007

9/1/2010

AUD

39,699

35,227

11 Pacific Rim Material Supply Company

60203 / 63962

HSBC — Australia

Thai Oil Company Limited

Performance

12/5/2006

6/18/2009

330,939

11 Pacific Rim Material Supply Company

60202 / 63960

HSBC — Australia

Thai Oil Public Company Limited

Advance

12/5/2006

11/21/2008

165,470

11 Pacific Rim Material Supply Company

60201 / 63959

HSBC — Australia

Thai Oil Public Company Limited

Advance

12/5/2006

11/21/2008

661,878

11 Pacific Rim Material Supply Company

60120 / 62259

HSBC — Australia

Thai Oil Public Company Limited

Performance

8/7/2006

12/31/2007

144,517

11 Pacific Rim Material Supply Company

60119 / 62260

HSBC — Australia

Thai Oil Public Company Limited

Advance

8/7/2006

12/31/2007

289,033

11 Pacific Rim Material Supply Company

60138

HSBC — Australia

Goro Nickel SA

Performance

8/30/2006

10/29/2007

570,775

11 Pacific Rim Material Supply Company

60140

HSBC — Australia

Goro Nickel SA

Advance

8/30/2006

10/29/2007

1,141,549

117 Pacific Rim-Fujian Br.

PEBPTH050060

HSBC — Australia

CNOOC Fujian

Performance

6/8/2005

6/8/2013

10,025,325

117 Pacific Rim-Fujian Br.

APGTH050061

HSBC — Australia

CNOOC Fujian

Advance

6/8/2005

6/8/2008

4,545,547

77 CBI ST Limited(Thailand)

SLCPTH060204 / 60204

HSBC — Australia

Thai Oil Company Limited

Performance

12/5/2006

12/5/2007

392,883

77 CBI ST Limited(Thailand)

SLCPTH060205 / 60205

HSBC — Australia

Thai Oil Company Limited

Advance

12/5/2006

12/5/2007

392,883

77 CBI ST Limited(Thailand)

60122 / 62257

HSBC — Australia

Thai Oil Public Company Limited

Performance

8/7/2006

12/31/2008

THB

5,918,633

183,833

77 CBI ST Limited(Thailand)

60121 / 62258

HSBC — Australia

Thai Oil Public Company Limited

Advance

8/7/2006

12/31/2007

THB

11,837,265

367,665

77 CBI ST Limited(Thailand)

60150

HSBC — Australia

Thai Oil Consumer Co Operative Ltd.

Financial

9/18/2006

11/30/2007

THB

1,000,000

31,060

505 CBI Europe BV (China)

60045

HSBC — Australia

Zhejiang China

Bid

3/3/2006

12/30/2007

100,000

508 CBI Europe/Chengda Cons

60218

HSBC — Australia

Cnooc Fujian China

Advance

1/8/2007

1/8/2008

479,460

508 CBI Europe/Chengda Cons

60216

HSBC — Australia

CNOOC Fujian — china

Advance

1/8/2007

1/8/2008

CNY

4,348,039

578,376

508 CBI Europe/Chengda Cons

60217

HSBC — Australia

CNOOC Fujian — China

Advance

1/8/2007

1/8/2008

CNY

1,018,139

135,433

68 CBI Eastern Anstalt

PEB/CCO/061333/B / PEB DOH 061055

HSBC — Bank Middle East

Fluor Mideast Limited

Performance

4/3/2006

6/16/2009

15,398,782

68 CBI Eastern Anstalt

PEB/CCO/037573/B

HSBC — Bank Middle East

Chiyoda Snamprogetti & Co W.L.L.

Performance

8/24/2003

10/19/2007

4,835,312

68 CBI Eastern Anstalt

PEB/CCO/047267/B

HSBC — Bank Middle East

Chiyoda Snamprogetti & Co W.L.L.

Performance

6/29/2004

5/30/2008

4,410,312

68 CBI Eastern Anstalt

APG/CCO/510392/B

HSBC — Bank Middle East

Snamprogetti S.p.A

Advance

9/28/2005

5/4/2008

14,000,000

68 CBI Eastern Anstalt

PEB/CCO/510393/B

HSBC — Bank Middle East

Snamprogetti S.p.A.

Performance

9/28/2005

3/3/2010

14,000,000

68 CBI Eastern Anstalt

FNG GTY/0612013/B & GTE DOH 063537

HSBC — Bank Middle East

Qatar Shell GTL Limited

Tax

11/30/2006

9/30/2010

100,000

12 Arabian Gulf Material Supply Company

REB/GTY/064197/B

HSBC — Bank Middle East

Proman GmbH

Retention

9/25/2006

12/31/2008

970,000

CHICAGO BRIDGE & IRON COMPANY N.V.
Consolidated LC’s & Bank Guarantee’s as of September 30, 2007

Value in

currency

Entity

LC Number

Issued by

Beneficiary

Purpose

Issued

Expiry Date

Currency

of issue

Value in USD

68 CBI Eastern Anstalt

PEB/CCO/055418/B

HSBC — Bank Middle East

Chiyoda Snamprogetti & Co. W.L.L.

Performance

1/25/2005

10/30/2007

80,000

68 CBI Eastern Anstalt

PEB/CCO/055419/B

HSBC — Bank Middle East

Chiyoda Snamprogetti & Co. W.L.L.

Performance

1/25/2005

10/30/2007

19,500

68 CBI Eastern Anstalt

PEB/CCO/057325/B

HSBC — Bank Middle East

Arabian Bemco Contracting Co. Ltd.

Performance

5/5/2005

4/30/2008

76,250

68 CBI Eastern Anstalt

PEB/CCO/044089/B / PEB DOH 042531

HSBC — Bank Middle East

Qatar Fuel (WOQOD)

Performance

11/24/2004

12/31/2007

QAR

775,000

212,815

68 CBI Eastern Anstalt

PEB/CCO/063775/B

HSBC — Bank Middle East

Eastern Bechtel Co. Ltd. (EBCL)

Performance

8/28/2006

2/28/2008

574,750

68 CBI Eastern Anstalt

APG/CCO/063776/B

HSBC — Bank Middle East

Eastern Bechtel Co. Ltd. (EBCL)

Advance

8/27/2006

2/28/2008

1,149,500

68 CBI Eastern Anstalt

APG/GTY/064907/B

HSBC — Bank Middle East

Qatar Shell GTL Limited

Advance

11/14/2006

9/30/2010

GBP

1,526,462

3,124,179

68 CBI Eastern Anstalt

APG/GTY/064908/B

HSBC — Bank Middle East

Qatar Shell GTL Limited

Advance

11/14/2006

9/30/2010

EUR

5,559,742

7,929,193

68 CBI Eastern Anstalt

APG/GTY/064692/B

HSBC — Bank Middle East

Eastern Bechtel Co. Ltd.

Advance

10/31/2006

12/31/2009

480,933

68 CBI Eastern Anstalt

PEB/GTY/064693/B

HSBC — Bank Middle East

Eastern Bechtel Co. Ltd.

Performance

10/31/2006

12/31/2009

240,467

68 CBI Eastern Anstalt

GTE/GTY/01710312B / REB DOH 070250

HSBC — Bank Middle East

Qatar Shell GTL Limited

Tax

1/22/2007

9/30/2010

1,216,622

68 CBI Eastern Anstalt

PEB/GTY/0751916/B

HSBC — Bank Middle East

Linde AG

Performance

4/26/2007

12/31/2008

779,800

68 CBI Eastern Anstalt

APG/GTY/0751935/B

HSBC — Bank Middle East

Linde AG

Advance

4/28/2007

12/31/2008

1,559,600

68 CBI Eastern Anstalt

APG/GTY/064906/B

HSBC — Bank Middle East

Qatar Shell GTL Limited

Advance

11/14/2006

9/30/2010

29,146,888

68 CBI Eastern Anstalt

REB/GTY/0611602/B

HSBC — Bank Middle East

Eastern Bechtel Co. Ltd.

Retention

11/12/2006

2/28/2008

1,630,083

68 CBI Eastern Anstalt

PEB/GTY/0611743/B

HSBC — Bank Middle East

Qatar Shell GTL Limited

Performance

11/16/2006

9/30/2010

38,930,324

68 CBI Eastern Anstalt

PEB/CCO/069274/B

HSBC — Bank Middle East

SNC Lavalin Gulf Contractors

Performance

7/10/2006

10/11/2007

73,300

101 CBI Company & Co. LLC

PEB/CCO/038279/B

HSBC — Bank Middle East

JGC Corporation

Performance

10/23/2003

10/23/2007

867,435

101 CBI Company & Co. LLC

REB/GTY/0751160/B / GTE BAF 070025

HSBC — Bank Middle East

Oman Proman Contracting & Trading L.L.C.

Retention

3/15/2007

12/31/2008

250,000

68 CBI Eastern Anstalt

PEB/CCO/510045/B

HSBC — Bank Middle East

Chiyoda Snamprogetti & Co W.L.L.

Performance

9/13/2005

12/26/2007

41,000

72 Oasis Supply Company Anstalt

APG/GTY/0752151/B

HSBC — Bank Middle East

Hyundai Engineering & Construction Co. Ltd.

Advance

5/10/2007

1/12/2009

2,934,000

72 Oasis Supply Company Anstalt

PEB/GTY/0752152/B

HSBC — Bank Middle East

Hyundai Engineering & Construction Co. Ltd.

Performance

5/10/2007

1/12/2009

1,956,000

69 Arabian CBI Ltd

PEB/CCO/059289/B

HSBC — Bank Middle East

JGC Arabia Limited

Performance

8/8/2005

10/8/2007

SAR

6,476,250

1,727,864

69 Arabian CBI Ltd

APG/CCO/059288/B

HSBC — Bank Middle East

JGC Arabia Limited

Advance

8/8/2005

10/4/2007

SAR

2,276,250

607,304

68 CBI Eastern Anstalt

G032738

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

2/3/2003

2/2/2008

AED

135,000

36,762

68 CBI Eastern Anstalt

G030505

Mashreq Bank

Ministry of Labor

Labor

9/11/2002

4/11/2008

AED

15,000

4,085

68 CBI Eastern Anstalt

G031219

Mashreq Bank

Ministry of Labor

Labor

10/21/2002

4/20/2008

AED

18,000

4,902

68 CBI Eastern Anstalt

G031797

Mashreq Bank

Ministry of Labor

Labor

12/1/2002

4/1/2008

AED

51,000

13,888

68 CBI Eastern Anstalt

G032192

Mashreq Bank

Ministry of Labor

Labor

12/30/2002

4/30/2008

AED

51,000

13,888

68 CBI Eastern Anstalt

G034082

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

4/22/2003

4/21/2008

AED

93,000

25,325

68 CBI Eastern Anstalt

G033317

Mashreq Bank

Ministry of Labor & Social Affairs — Labor Sector

Labor

3/10/2003

3/9/2008

AED

9,000

2,451

68 CBI Eastern Anstalt

G033588

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

3/25/2003

3/24/2008

AED

81,000

22,057

68 CBI Eastern Anstalt

G041536

Mashreq Bank

Ministry of Labor and Social Affair

Labor

8/8/2004

4/7/2008

AED

42,000

11,437

68 CBI Eastern Anstalt

G041830

Mashreq Bank

Ministry of Labor and Social Affair

Labor

8/23/2004

4/23/2008

AED

3,000

817

68 CBI Eastern Anstalt

G041943000

Mashreq Bank

Ministry of Labor and Social Affair

Labor

8/29/2004

4/28/2008

AED

3,000

817

68 CBI Eastern Anstalt

G042249000

Mashreq Bank

Ministry of Labor and Social Affair

Labor

9/15/2004

4/14/2008

AED

3,000

817

68 CBI Eastern Anstalt

G033066

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

2/24/2003

2/23/2008

AED

24,000

6,535

68 CBI Eastern Anstalt

G034167

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

4/27/2003

4/26/2008

AED

3,000

817

68 CBI Eastern Anstalt

G044076

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

1/6/2005

1/5/2008

AED

3,000

817

68 CBI Eastern Anstalt

G044192

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

1/15/2005

1/14/2008

AED

3,000

817

68 CBI Eastern Anstalt

G044292

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

1/18/2005

1/17/2008

AED

3,000

817

68 CBI Eastern Anstalt

G044485

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

2/1/2005

2/1/2008

AED

3,000

817

68 CBI Eastern Anstalt

G044693

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

2/13/2005

2/12/2008

AED

3,000

817

68 CBI Eastern Anstalt

G046934

Mashreq Bank

Ministry of Labor and Social Affairs-Labor Sector

Labor

6/12/2005

6/11/2008

AED

3,000

817

68 CBI Eastern Anstalt

G047122

Mashreq Bank

Ministry of Labor and Social Affair

Labor

6/25/2005

6/24/2008

AED

3,000

817

68 CBI Eastern Anstalt

G047228

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

6/28/2005

6/27/2008

AED

3,000

817

68 CBI Eastern Anstalt

G047498

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

7/11/2005

7/10/2008

AED

3,000

817

68 CBI Eastern Anstalt

G047848

Mashreq Bank

Ministry of Labor and Social Affairs-Labor Sector

Labor

8/2/2005

8/1/2008

AED

3,000

817

68 CBI Eastern Anstalt

G047973

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

8/11/2005

8/10/2008

AED

3,000

817

68 CBI Eastern Anstalt

G048182

Mashreq Bank

Ministry of Labor and Social Affair - - Labor Sector

Labor

8/23/2005

8/22/2008

AED

3,000

817

68 CBI Eastern Anstalt

G048313

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

8/30/2005

8/29/2008

AED

3,000

817

68 CBI Eastern Anstalt

G048417

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

9/7/2005

9/6/2008

AED

3,000

817

68 CBI Eastern Anstalt

G048567

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

9/14/2005

9/13/2008

AED

3,000

817

68 CBI Eastern Anstalt

G048832

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

9/29/2005

9/28/2008

AED

3,000

817

68 CBI Eastern Anstalt

G048838

Mashreq Bank

Ministry of Economy and Planning

Financial

10/1/2005

10/1/2008

AED

50,000

13,616

68 CBI Eastern Anstalt

G048837

Mashreq Bank

Ministry of Economy and Plannning

Financial

10/1/2005

10/1/2008

AED

50,000

13,616

68 CBI Eastern Anstalt

G042480

Mashreq Bank

Ministry of Labor and Social Affair

Labor

9/27/2004

9/26/2008

AED

3,000

817

68 CBI Eastern Anstalt

G042598

Mashreq Bank

Ministry of Labor and Social Affair

Labor

10/4/2004

10/3/2008

AED

3,000

817

68 CBI Eastern Anstalt

G042845

Mashreq Bank

Ministry of Labor and Social Affair

Labor

10/19/2004

10/18/2008

AED

6,000

1,634

68 CBI Eastern Anstalt

G042846

Mashreq Bank

Ministry of Labor and Social Affair

Labor

10/19/2004

10/18/2008

AED

6,000

1,634

68 CBI Eastern Anstalt

G045098

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

3/9/2005

3/8/2008

AED

3,000

817

68 CBI Eastern Anstalt

G049068

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

10/15/2005

10/14/2008

AED

3,000

817

68 CBI Eastern Anstalt

G048947

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

10/6/2005

10/5/2008

AED

3,000

817

68 CBI Eastern Anstalt

G049815

Mashreq Bank

Ministry of Labor & Social Affairs — Labor Sector

Labor

11/24/2005

11/23/2008

AED

3,000

817

68 CBI Eastern Anstalt

G050130

Mashreq Bank

Ministry of Labor and Social Affairs Labor Sector

Labor

12/12/2005

12/11/2008

AED

3,000

817

68 CBI Eastern Anstalt

G049951

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

12/4/2005

12/3/2008

AED

3,000

817

68 CBI Eastern Anstalt

G049952

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

12/4/2005

12/3/2008

AED

3,000

817

68 CBI Eastern Anstalt

G050332

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

12/22/2005

12/21/2008

AED

3,000

817

68 CBI Eastern Anstalt

G050450

Mashreq Bank

Abu Dhabi National Oil Company for Distribution

Warranty

12/28/2005

12/1/2007

AED

500,000

136,155

68 CBI Eastern Anstalt

G051289

Mashreq Bank

Ministry of Labor & Social Affairs — Abu Dhabi

Labor

2/21/2006

2/20/2008

AED

3,000

817

68 CBI Eastern Anstalt

G051524

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

3/2/2006

3/1/2008

AED

105,000

28,593

CHICAGO BRIDGE & IRON COMPANY N.V.
Consolidated LC’s & Bank Guarantee’s as of September 30, 2007

Value in

currency

Entity

LC Number

Issued by

Beneficiary

Purpose

Issued

Expiry Date

Currency

of issue

Value in USD

68 CBI Eastern Anstalt

G054874

Mashreq Bank

Ministry of Labor & Social Affairs - Abu Dhabi

Labor

8/24/2006

8/23/2008

AED

9,000

2,451

68 CBI Eastern Anstalt

G052435

Mashreq Bank

Abu Dhabi National Oil Company

Financial

4/19/2006

12/18/2007

AED

30,000

8,169

68 CBI Eastern Anstalt

G052190

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

4/4/2006

4/30/2008

AED

15,000

4,085

68 CBI Eastern Anstalt

G052203

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

4/5/2006

4/4/2008

AED

3,000

817

68 CBI Eastern Anstalt

G052409

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

4/19/2006

4/18/2008

AED

15,000

4,085

68 CBI Eastern Anstalt

G052474

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

4/23/2006

4/22/2008

AED

102,000

27,776

68 CBI Eastern Anstalt

G052618

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

4/30/2006

4/29/2008

AED

192,000

52,284

68 CBI Eastern Anstalt

G052652

Mashreq Bank

Ministry of Labor & Social Affairs - Abu Dhabi

Labor

5/1/2006

4/30/2008

AED

96,000

26,142

68 CBI Eastern Anstalt

G052754

Mashreq Bank

Abu Dhabi National Oil Company for Distribution

Financial

5/3/2006

5/2/2008

AED

160,000

43,570

68 CBI Eastern Anstalt

G052798

Mashreq Bank

Bemco Contracting Company Qatar (WLL)

Advance

5/8/2006

11/30/2007

342,800

68 CBI Eastern Anstalt

G052946

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

5/15/2006

5/14/2008

AED

114,000

31,043

68 CBI Eastern Anstalt

G052967

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

5/15/2006

5/14/2008

AED

9,000

2,451

68 CBI Eastern Anstalt

G052990

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

5/15/2006

5/14/2008

AED

9,000

2,451

68 CBI Eastern Anstalt

G053160

Mashreq Bank

Ministry of Labor & Social Affairs - Abu Dhabi

Labor

5/25/2006

5/24/2008

AED

165,000

44,931

68 CBI Eastern Anstalt

G052951

Mashreq Bank

Bemco Contracting Company Qatar (WLL)

Performance

5/14/2006

11/30/2007

85,700

68 CBI Eastern Anstalt

G053316

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

6/3/2006

6/2/2008

AED

9,000

2,451

68 CBI Eastern Anstalt

G053537

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

6/14/2006

6/13/2008

AED

30,000

8,169

68 CBI Eastern Anstalt

G053539

Mashreq Bank

Jebel Ali Free Zone Authority

Labor

6/14/2006

6/13/2008

AED

75,000

20,423

68 CBI Eastern Anstalt

G053611

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

6/18/2006

6/17/2008

AED

24,000

6,535

68 CBI Eastern Anstalt

G053859

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

7/1/2006

6/30/2008

AED

3,000

817

68 CBI Eastern Anstalt

G054072

Mashreq Bank

Ministry of Labor and social Affairs

Labor

7/11/2006

7/10/2008

AED

99,000

26,959

68 CBI Eastern Anstalt

G054147

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

7/16/2006

7/15/2008

AED

3,000

817

68 CBI Eastern Anstalt

G054241

Mashreq Bank

Ministry of Labor and Soccial Affairs

Labor

7/19/2006

7/18/2008

AED

30,000

8,169

68 CBI Eastern Anstalt

G054351

Mashreq Bank

Ministry of Labor & Social Affairs - Abu Dhabi

Labor

7/25/2006

7/24/2008

AED

39,000

10,620

68 CBI Eastern Anstalt

G054491

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

8/1/2006

7/31/2008

AED

15,000

4,085

68 CBI Eastern Anstalt

G054507

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

8/2/2006

8/1/2008

AED

21,000

5,719

68 CBI Eastern Anstalt

G054560

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

8/6/2006

8/5/2008

AED

33,000

8,986

68 CBI Eastern Anstalt

G050558

Mashreq Bank

Jebel Ali Free Zone Authority

Labor

1/12/2006

1/12/2008

AED

50,000

13,616

68 CBI Eastern Anstalt

G050929

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

1/31/2006

1/30/2008

AED

3,000

817

68 CBI Eastern Anstalt

G050944

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

2/2/2006

2/1/2008

AED

3,000

817

68 CBI Eastern Anstalt

G051108

Mashreq Bank

Ministry of Labor & Social Affairs-Abu Dhabi

Labor

2/12/2006

2/11/2008

AED

51,000

13,888

68 CBI Eastern Anstalt

G051180

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

2/15/2006

2/14/2008

AED

6,000

1,634

68 CBI Eastern Anstalt

G055918

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

11/2/2006

11/1/2008

AED

6,000

1,634

68 CBI Eastern Anstalt

G056079

Mashreq Bank

Ministry of Labor & social Affairs

Labor

11/14/2006

11/13/2008

AED

6,000

1,634

68 CBI Eastern Anstalt

G056125

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

11/16/2006

11/15/2008

AED

6,000

1,634

68 CBI Eastern Anstalt

G055998

Mashreq Bank

Star Energy Resources Ltd.

Advance

11/9/2006

1/31/2008

2,005,000

68 CBI Eastern Anstalt

G056634

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

12/18/2006

12/17/2008

AED

21,000

5,719

68 CBI Eastern Anstalt

G056624

Mashreq Bank

Ministry of Economy and Planning

Financial

12/18/2006

12/17/2007

AED

50,000

13,616

68 CBI Eastern Anstalt

G056617

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

12/17/2006

12/16/2008

AED

12,000

3,268

68 CBI Eastern Anstalt

G056843

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

1/7/2007

1/5/2008

AED

12,000

3,268

68 CBI Eastern Anstalt

G056844

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

1/7/2007

1/5/2008

AED

33,000

8,986

68 CBI Eastern Anstalt

G056850

Mashreq Bank

Abu Dhabi National Oil Company for Distribution

Financial

1/7/2007

1/2/2008

AED

150,000

40,847

68 CBI Eastern Anstalt

G057028

Mashreq Bank

Ministry of Laboiur & Social Affairs

Labor

1/18/2007

1/17/2008

AED

27,000

7,352

68 CBI Eastern Anstalt

G057175

Mashreq Bank

Ministry of Labor & Social Affairs - Abu Dhabi

Labor

1/30/2007

1/29/2008

AED

24,000

6,535

68 CBI Eastern Anstalt

G057236

Mashreq Bank

Ministry of Labor & Social Affairs - Abu Dhabi

Labor

2/4/2007

2/3/2008

AED

3,000

817

68 CBI Eastern Anstalt

G057284

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

2/8/2007

2/7/2008

AED

87,000

23,691

68 CBI Eastern Anstalt

G057363

Mashreq Bank

Ministry of Labor & Social Affairs - Abu Dhabi

Labor

2/13/2007

2/12/2008

AED

33,000

8,986

68 CBI Eastern Anstalt

G057328

Mashreq Bank

Star Energy Resources Ltd.

Retention

2/8/2007

3/13/2009

2,005,000

68 CBI Eastern Anstalt

G057501

Mashreq Bank

Ministry of Labor & Social Affairs - Abu Dhabi

Labor

2/22/2007

2/21/2008

AED

33,000

8,986

68 CBI Eastern Anstalt

G057586

Mashreq Bank

Ministry of Labor & social affairs - Abu Dhabi

Labor

2/28/2007

2/7/2008

AED

18,000

4,902

68 CBI Eastern Anstalt

G057587

Mashreq Bank

Ministry of Labor & Social Affairs - Dubai

Labor

2/28/2007

2/27/2008

AED

45,000

12,254

68 CBI Eastern Anstalt

G057765

Mashreq Bank

Ministry of Labor & Social Affairs - Ajman

Labor

3/13/2007

3/12/2008

AED

27,000

7,352

68 CBI Eastern Anstalt

G058307

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

4/17/2007

4/16/2008

AED

9,000

2,451

68 CBI Eastern Anstalt

G058364

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

4/19/2007

4/18/2008

AED

9,000

2,451

68 CBI Eastern Anstalt

G058363

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

4/19/2007

4/18/2008

AED

30,000

8,169

68 CBI Eastern Anstalt

G058411

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

4/23/2007

4/22/2008

AED

24,000

6,535

68 CBI Eastern Anstalt

G058709

Mashreq Bank

Ministry of Labor & Social Affairs - Abu Dhabi

Labor

5/10/2007

5/9/2008

AED

84,000

22,874

68 CBI Eastern Anstalt

G058746

Mashreq Bank

Ministry of Labor & Social Affairs - Dubai

Labor

5/14/2007

5/13/2008

AED

27,000

7,352

68 CBI Eastern Anstalt

G058831

Mashreq Bank

Ministry of Labor & Social Affairs - Ajman

Labor

5/20/2007

5/19/2008

AED

18,000

4,902

68 CBI Eastern Anstalt

G058873

Mashreq Bank

Ministry of Labor & Social Affairs - Abu Dhabi

Labor

5/21/2007

5/20/2008

AED

102,000

27,776

68 CBI Eastern Anstalt

G058916

Mashreq Bank

Ministry of Labor & Social Affairs - Ajman

Labor

5/24/2007

5/23/2008

AED

33,000

8,986

68 CBI Eastern Anstalt

G058915

Mashreq Bank

Ministry of Labor & Social Affairs - Dubai

Labor

5/24/2007

5/23/2008

AED

27,000

7,352

68 CBI Eastern Anstalt

G055222

Mashreq Bank

Ministry of Labor & social Affairs - abu dhabi

Labor

9/16/2006

9/15/2008

AED

30,000

8,169

68 CBI Eastern Anstalt

G055396

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

9/27/2006

9/26/2008

AED

63,000

17,156

68 CBI Eastern Anstalt

G055431

Mashreq Bank

Ministry of Labor & Social Affairs - Abu Dhabi

Labor

9/28/2006

9/27/2008

AED

24,000

6,535

68 CBI Eastern Anstalt

G055572

Mashreq Bank

Ministry of Labor & Social Affairs - Dubai

Labor

10/9/2006

10/8/2008

AED

6,000

1,634

68 CBI Eastern Anstalt

G055669

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

10/15/2006

10/14/2008

AED

6,000

1,634

68 CBI Eastern Anstalt

G056206

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

11/21/2006

11/20/2008

AED

12,000

3,268

68 CBI Eastern Anstalt

G056290

Mashreq Bank

Ministry of Labor & Social Affairs - Abu Dhabi

Labor

11/26/2006

11/25/2008

AED

3,000

817

68 CBI Eastern Anstalt

G059685

Mashreq Bank

Ministry of Labor & Social Affairs - Ajman

Labor

7/15/2007

7/14/2008

AED

3,000

817

68 CBI Eastern Anstalt

G059735

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

7/17/2007

7/16/2008

AED

6,000

1,634

CHICAGO BRIDGE & IRON COMPANY N.V.
Consolidated LC’s & Bank Guarantee’s as of September 30, 2007

Value in

currency

Entity

LC Number

Issued by

Beneficiary

Purpose

Issued

Expiry Date

Currency

of issue

Value in USD

68 CBI Eastern Anstalt

G059745

Mashreq Bank

Ministry of Labor & Social Affairs - Ajman

Labor

7/18/2007

7/17/2008

AED

24,000

6,535

68 CBI Eastern Anstalt

G059746

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

7/18/2007

7/17/2008

AED

18,000

4,902

68 CBI Eastern Anstalt

G059770

Mashreq Bank

Jebel Ali FreeZone Authority

Labor

7/19/2007

7/18/2008

AED

50,000

13,616

68 CBI Eastern Anstalt

G059922

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

7/29/2007

7/28/2008

AED

18,000

4,902

68 CBI Eastern Anstalt

G059959

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

8/1/2007

7/31/2008

AED

21,000

5,719

68 CBI Eastern Anstalt

G060582

Mashreq Bank

Ministry of Labor and Social Affairs

Labor

9/20/2007

9/19/2008

AED

15,000

4,085

68 CBI Eastern Anstalt

G060655

Mashreq Bank

Ministry of Labor & Social Affairs

Labor

9/26/2007

9/25/2008

AED

30,000

8,169

68 CBI Eastern Anstalt

G059084

Mashreq Bank

Ministry of Labor & social Affairs - Dubai

Labor

6/6/2007

6/5/2008

AED

18,000

4,902

68 CBI Eastern Anstalt

G059345

Mashreq Bank

Ministry of Labor & Social Affairs - Dubai

Labor

6/24/2007

6/23/2008

AED

21,000

5,719

68 CBI Eastern Anstalt

G059346

Mashreq Bank

Ministry of Labor & Social Affairs - Ajman

Labor

6/24/2007

6/23/2008

AED

30,000

8,169

68 CBI Eastern Anstalt

G059409

Mashreq Bank

Ministry of Labor and Social Affairs - Ajman

Labor

6/27/2007

6/26/2008

AED

18,000

4,902

684 Global Engineering Services

G057128

Mashreq Bank

Ministry of Economy and Planning

Financial

1/28/2007

1/24/2008

AED

50,000

13,616

12 Arabian Gulf Material Supply Company

G050954

Mashreq Bank

Mitsubishi Heavy Industries, Ltd.

Performance

2/6/2006

5/31/2009

372,000

101 CBI Company & Co. LLC

G050942

Mashreq Bank

Mitsubishi Heavy Industries Fertiliser Project

Performance

2/6/2006

5/31/2009

53,000

28 Howe Baker Eastern Ltd.

G047113

Mashreq Bank

Ministry of Economy and Planning

Financial

6/23/2005

6/22/2008

AED

50,000

13,616

68 CBI Eastern Anstalt

DB/LG(F)06-00187

National Bank of Abu Dhabi

Eastern Bechtel Co., Ltd

Performance

3/6/2006

12/31/2008

1,022,200

68 CBI Eastern Anstalt

DB/LG(F)06-00188

National Bank of Abu Dhabi

Eastern Bechtel Co., Ltd

Advance

3/6/2006

10/6/2009

2,044,400

37Ind Constructors (Industrial Division)

TFO/PB/025097/F

National Bank of Abu Dhabi

Yemen LNG Company Ltd

Performance

8/12/2007

9/26/2011

7,295,175

68 CBI Eastern Anstalt

S730450 / 20070877846

National Bank of Kuwait

Ministry of Social Affairs & Labor

Labor

1/31/2007

6/30/2009

KWD

42,750

151,957

68 CBI Eastern Anstalt

S730443 / 20060843590

National Bank of Kuwait

Kuwait Paraxylene Production Company, Kuwait

Advance

10/3/2006

7/19/2008

1,750,000

68 CBI Eastern Anstalt

S730444 / 20060843608

National Bank of Kuwait

Kuwait Paraxylene Production Company, Kuwait

Performance

10/3/2006

7/19/2008

1,750,000

37Ind Constructors (Industrial Division)

S730464

National Bank of Kuwait

Qatar Fertiliser Company S.A.Q.

Advance

6/22/2007

3/15/2009

2,367,959

37Ind Constructors (Industrial Division)

S730463

National Bank of Kuwait

Qatar Fertiliser Company S.A.Q.

Performance

6/22/2007

3/15/2009

1,578,640

583 CB & I John Brown Limited

G838

Qatar National Bank

South Hook LNG Terminal Company Limited

Performance

1/14/2005

4/30/2010

GBP

16,795,950

34,375,935

583 CB & I John Brown Limited

G832

Qatar National Bank

South Hook LNG Terminal Company Limited

Performance

11/1/2004

7/31/2009

GBP

40,936,750

83,784,427

69 Arabian CBI Ltd

3000367598

Saudi American Bank

Jubail Chevron Phillips Co.

Performance

4/12/2005

2/5/2008

1,181,200

69 Arabian CBI Ltd

3000367604

Saudi American Bank

Saudi Chevron Petrochemical Co.

Performance

4/12/2005

1/21/2009

146,960

69 Arabian CBI Ltd

3000367902

Saudi American Bank

Sharq

Performance

8/10/2005

1/1/2009

5,975,726

69 Arabian CBI Ltd

3000367976

Saudi American Bank

Sharq

Retention

9/12/2005

2/29/2008

5,630,603

69 Arabian CBI Ltd

3000368053

Saudi American Bank

Saudi Archirodon

Performance

10/23/2005

10/30/2007

SAR

2,019,915

538,913

69 Arabian CBI Ltd

3000368170

Saudi American Bank

JUPC

Performance

1/18/2006

1/28/2009

SAR

1,731,021

461,836

69 Arabian CBI Ltd

3000368590

Saudi American Bank

Saudi International Petrochemical (Sipchem)

Retention

7/3/2006

10/9/2007

SAR

2,273,020

606,442

69 Arabian CBI Ltd

3000368591

Saudi American Bank

Saudi International Petrochemical (Sipchem)

Retention

7/3/2006

10/9/2007

SAR

2,866,980

764,910

69 Arabian CBI Ltd

3000368650

Saudi American Bank

Linarco Ltd.

Performance

7/18/2006

3/1/2009

SAR

1,862,621

496,947

69 Arabian CBI Ltd

3000369028

Saudi American Bank

Saudi International Petrochem

Retention

2/20/2007

11/13/2008

SAR

2,412,550

643,668

69 Arabian CBI Ltd

3000369029

Saudi American Bank

Saudi International Petrochem

Retention

2/21/2007

11/13/2008

SAR

9,995,177

2,666,713

69 Arabian CBI Ltd

3000369030

Saudi American Bank

Saudi International Petrochem

Retention

2/21/2007

11/13/2008

SAR

723,668

193,075

69 Arabian CBI Ltd

3000368993

Saudi American Bank

Linarco

Warranty

2/6/2007

12/2/2007

275,904

69 Arabian CBI Ltd

3000368994

Saudi American Bank

Saad Hospital

Financial

2/6/2007

2/4/2008

SAR

50,000

13,340

69 Arabian CBI Ltd

3000369106

Saudi American Bank

Samsung Engineering

Warranty

3/27/2007

9/5/2008

215,000

69 Arabian CBI Ltd

3000368871

Saudi American Bank

Customs Department

Financial

11/15/2006

11/3/2007

SAR

126,838

33,840

69 Arabian CBI Ltd

3000368880

Saudi American Bank

Finance Ministry

Financial

11/22/2006

11/21/2007

SAR

291,698

77,825

69 Arabian CBI Ltd

3000369392

Saudi American Bank

Sabic / Petrokemya

Performance

7/22/2007

12/6/2008

370,330

69 Arabian CBI Ltd

3000369402

Saudi American Bank

Jeddah Islamic Port

Financial

7/31/2007

7/18/2008

SAR

56,753

15,142

69 Arabian CBI Ltd

3000369314

Saudi American Bank

Saudi Kayan Petrochemical Co.

Retention

6/18/2007

8/31/2009

826,645

11 Pacific Rim Material Supply Company

DU1/CGY50000213

SCB - Dubai

Shanghai Secco Petrochemical Company Ltd.

Warranty

1/18/2005

10/18/2007

2,201,892

117 Pacific Rim-Fujian Br.

DU1/CG0505797

SCB - Dubai

CNOOC Fujian LNG Co. Ltd.

Performance

12/19/2005

12/19/2007

13,700,000

58 CBI UK

CGU/CG0700040

SCB - Dubai

Abu Dhabi Company for Onshore Oil Operations

Bid

1/6/2007

10/26/2007

70,000

50 CBI Europe BV

GCU/LC0700579

SCB - Dubai

Tengizchevroil

Performance

2/14/2007

12/22/2007

947,232

506 CBI Europe BV (Sakhalin)

DU1/CGY303409

SCB - Dubai

CTSD Limited

Performance

7/28/2003

11/30/2008

1,858,631

506 CBI Europe BV (Sakhalin)

DU1/CGY303410

SCB - Dubai

CTSD Limited

Advance

7/28/2003

12/1/2007

1,938,494

98 CMP BV

DU/CGY303412

SCB - Dubai

Chiyotec Limited

Performance

7/28/2003

11/30/2008

2,941,370

98 CMP BV

DU1/CGY303411

SCB - Dubai

Chiyotec Limited

Advance

7/28/2003

12/1/2007

3,898,300

98 CMP BV

GCU/LC0700580

SCB - Dubai

Tengizchevroil

Performance

2/14/2007

12/22/2007

871,368

68 CBI Eastern Anstalt

DU1/CGY502015

SCB - Dubai

Taisei Corporation

Retention

5/5/2005

10/8/2007

838,308

68 CBI Eastern Anstalt

GCU/CG0700894

SCB - Dubai

Enelpower S.p.A.

Advance

2/22/2007

12/31/2007

EUR

86,359

123,163

68 CBI Eastern Anstalt

GCU/CG0703608

SCB - Dubai

Enelpower S.P.A.

Advance

7/9/2007

12/31/2007

EUR

65,231

93,031

68 CBI Eastern Anstalt

GCU/CG0703649

SCB - Dubai

Dolphin Energy Limited

Bid

7/11/2007

7/10/2008

500,000

68 CBI Eastern Anstalt

GCU/CG0704691

SCB - Dubai

Tecnicas Reunidas Offsites

Advance

9/9/2007

2/28/2008

6,495,000

68 CBI Eastern Anstalt

GCU/CG0704692

SCB - Dubai

Tecnicas Reunidas Offsites

Performance

9/9/2007

11/20/2009

4,330,000

70 CBI Constructors S.A. (South Africa)

CG0700152 / ZABOG60091

SCB - Dubai

Linde AG

Warranty

2/7/2007

11/30/2008

ZAR

2,495,000

360,453

69 Arabian CBI Ltd

DU1/CGY500815

SCB - Dubai

JGC Arabia Limited

Performance

3/1/2005

3/31/2009

798,823

69 Arabian CBI Ltd

GCU/CG0703904

SCB - Dubai

Mitsubishi Heavy Industries, Ltd.

Advance

7/22/2007

2/3/2009

9,000,000

69 Arabian CBI Ltd

GCU/CG0704182

SCB - Dubai

Mitsubishi Heavy Industries Ltd.

Performance

8/2/2007

12/31/2010

6,000,000

69 Arabian CBI Ltd

GCU/CG0704250

SCB - Dubai

Mitsubishi Heavy Industries Ltd.

Warranty

8/9/2007

2/28/2009

6,000,000

69 Arabian CBI Ltd

GCU/CG0704249

SCB - Dubai

Mitsubishi Heavy Industries Ltd.

Warranty

8/9/2007

2/28/2009

3,000,000

70 CBI Constructors S.A. (South Africa)

M302406

Standard Bank

Dept. Customs & Excise

Financial

11/7/1995

12/31/2010

ZAR

2,500

361

70 CBI Constructors S.A. (South Africa)

M420120

Standard Bank

Sasol Petroleum Tamane

Retention

3/17/2003

10/17/2007

ZAR

226,211

32,681

70 CBI Constructors S.A. (South Africa)

ZABOG40043

Standard Chartered Bank

Linde AG

Warranty

8/11/2004

12/12/2007

ZAR

2,009,673

290,337

70 CBI Constructors S.A. (South Africa)

ZABOG60089

Standard Chartered Bank

Sasol Polymers (Pty) ltd.

Warranty

12/12/2006

12/31/2008

ZAR

720,296

104,061

702 CBI Constructors S.A. (Angola)

ZABOG40053

Standard Chartered Bank

Group Five

Retention

8/27/2004

12/12/2007

582,000

CHICAGO BRIDGE & IRON COMPANY N.V.
Consolidated LC’s & Bank Guarantee’s as of September 30, 2007

Value in

currency

Entity

LC Number

Issued by

Beneficiary

Purpose

Issued

Expiry Date

Currency

of issue

Value in USD

58 CBI UK

10003 / 779-02-00539681

Standard Chartered Bank — London

HM Customs and Excise

Financial

4/20/2005

12/31/2007

GBP

3,000,000

6,140,040

58 CBI UK

779-02-0082311-1

Standard Chartered Bank — London

Deloitte Prosjekt AS

Performance

1/4/2007

12/30/2007

NOK

2,500,000

463,450

68 CBI Eastern Anstalt

GT02/1999/0443 / DU1/CG9920443

Standard Chartered Bank — London

Jebel Ali Free Zone Authority

Labor

9/1/1999

4/1/2008

AED

100,000

27,231

584 CB & I John Brown Limited

T401109

The Royal Bank of Scotland

National Grid Grain LNG Limited

Performance

8/3/2006

11/27/2010

GBP

12,383,106

25,344,256

Total Bi-lateral Utilization

523,659,576

421 CBI Peruana S.A.C.

302638-2

Credit linked Tranche A

Peru LNG S.R.L.

Performance

1/2/2007

10/14/2011

50,000,000

37Ind Constructors (Industrial Division)

3083786

Credit linked Tranche B

Golden Pass

Performance

8/18/2006

7/7/2009

73,899,043

37Ind Constructors (Industrial Division)

3083788

Credit linked Tranche B

Golden Pass

Performance

8/18/2006

12/10/2009

26,100,957

08 CBI NV

750105

Credit linked Tranche C

AIG

Financial

10/22/2001

2/7/2008

4,436,842

08 CBI NV

751694

Credit linked Tranche C

St Paul Fire and Marine Insurance

Financial

11/21/2003

8/22/2008

5,357,546

08 CBI NV

286175

Credit linked Tranche C

Zurich American Insurance Company

Financial

10/4/2006

10/3/2008

915,000

421 CBI Peruana S.A.C.

3086074

Credit linked Tranche C

Peru LNG S.R.L.

Performance

12/29/2006

10/14/2011

81,250,000

421 CBI Peruana S.A.C.

302638-1

Credit linked Tranche C

Peru LNG S.R.L.

Performance

1/2/2007

10/14/2011

18,750,000

71 CSA Trading Company Ltd

334259

Credit linked Tranche C

Enaex S.A.

Performance

6/6/2007

10/30/2008

456,928

71 CSA Trading Company Ltd

334420

Credit linked Tranche C

Compania de Petroleos de Chile COPEC

Performance

6/6/2007

12/15/2008

273,200

71 CSA Trading Company Ltd

323998

Credit linked Tranche C

Inelectra Services Ltd

Performance

4/18/2007

7/24/2008

43,843

92 Howe Baker Engineers

289749

Credit linked Tranche C

Foster Wheeler Italiana SPA

Performance

10/25/2006

3/31/2009

32,549

37Ind Constructors (Industrial Division)

256940

Credit linked Tranche C

Golden Pass

Performance

4/27/2006

12/31/2009

9,322,829

40 CBI Services

410972

Credit linked Tranche C

Western Surety Company

Financial

2/7/2005

2/7/2008

4,039,750

40 CBI Services

204167

Credit linked Tranche C

Hitachi America Ltd

Performance

9/27/2005

6/30/2009

121,310

Total Credit linked Utilization

274,999,796

117 Pacific Rim-Fujian Br.

223002

REV Credit Facility

CNOOC-Fujian LNG, ltd

Advance

1/6/2006

4/21/2008

5,114,655

39 CBI (Delaware)

SLT321426

REV Credit Facility

Bank One NA

Financial

5/29/2001

8/31/2008

2,000,000

Woodlands International Insurance Comp.

246955

REV Credit Facility

Zurich American Insurance Company

Financial

3/22/2006

3/31/2008

23,100,000

13 Southern Tropic Material Supply Company

323901

REV Credit Facility

GNL Quintero S.A.

Performance

4/17/2007

6/7/2010

31,526,674

135 CBI Montajes de Chile

323907

REV Credit Facility

GNL Quintero S.A.

Performance

4/17/2007

6/7/2010

37,948,914

135 CBI Montajes de Chile

348003

REV Credit Facility

Enaex S.A.

Advance

7/25/2007

10/30/2008

202,591

135 CBI Montajes de Chile

348004

REV Credit Facility

ENAP Refinerias S.A.

Advance

7/25/2007

10/7/2008

563,973

135 CBI Montajes de Chile

346974

REV Credit Facility

ENAP Refinerias S.A.

Performance

7/20/2007

10/7/2008

357,500

45 Central Trading Company Ltd

207192

REV Credit Facility

Ingeneria y Construccion Sigdo Koppers S.A.

Performance

10/12/2005

1/28/2008

84,300

45 Central Trading Company Ltd

207123

REV Credit Facility

Ingeneria y Construccion Sigdo Koppers S.A.

Performance

10/12/2005

1/28/2008

348,700

71 CSA Trading Company Ltd

273585

REV Credit Facility

Refineria la Pompilla

Performance

8/4/2006

8/5/2008

196,863

71 CSA Trading Company Ltd

273586

REV Credit Facility

Refineria la Pompilla

Performance

8/4/2006

8/5/2008

131,278

71 CSA Trading Company Ltd

3086808

REV Credit Facility

Petrotrin

Performance

2/16/2007

7/15/2010

4,900,000

71 CSA Trading Company Ltd

293951

REV Credit Facility

Compania de Petroleos de Chile COPEC

Performance

11/15/2006

5/4/2008

213,400

71 CSA Trading Company Ltd

293953

REV Credit Facility

Compania de Petroleos de Chile COPEC

Performance

11/15/2006

2/2/2008

98,256

71 CSA Trading Company Ltd

344410

REV Credit Facility

ENAP Refinerias

Performance

7/17/2007

10/7/2008

425,100

71 CSA Trading Company Ltd

329337

REV Credit Facility

Toyo Engineering Corporation

Performance

5/15/2007

11/30/2008

876,037

71 CSA Trading Company Ltd

329333

REV Credit Facility

Toyo Engineering Corporation

Performance

5/15/2007

11/30/2007

1,752,073

71 CSA Trading Company Ltd

334266

REV Credit Facility

Enaex S.A.

Advance

6/6/2007

4/30/2008

913,856

71 CSA Trading Company Ltd

334423

REV Credit Facility

Enaex S.A.

Performance

6/6/2007

10/30/2008

93,655

71 CSA Trading Company Ltd

346975

REV Credit Facility

ENAP Refinerias S.A.

Advance

7/20/2007

10/7/2008

637,650

71 CSA Trading Company Ltd

3085999

REV Credit Facility

Petrotrin

Advance

12/26/2006

12/16/2008

7,500,000

CBI Americas Ltd

324482

REV Credit Facility

Bariven S.A.

Advance

4/18/2007

10/24/2007

106,080

CBI Americas Ltd

3086000

REV Credit Facility

Petrotrin

Advance

12/26/2006

12/16/2008

2,500,000

CBI Americas Ltd

3086807

REV Credit Facility

Petrotrin

Performance

2/16/2007

7/1/2010

1,600,000

CBI Americas Ltd

346695

REV Credit Facility

Bariven S.A.

Advance

7/20/2007

11/15/2007

520,700

CBI Americas Ltd

379626

REV Credit Facility

PDV

Bid

8/8/2007

1/22/2008

500,000

CBI Americas Ltd

212424

REV Credit Facility

Hovensa L.L.C.

Performance

11/8/2005

11/29/2007

1,753,387

20 CBI Company Ltd

315659

REV Credit Facility

Bariven S.A.

Advance

3/12/2007

10/24/2007

778,239

21 Oceanic Contractors

264150

REV Credit Facility

Pluspetrol Peru Corporation

Performance

6/6/2006

10/17/2007

1,163,115

21 Oceanic Contractors

334422

REV Credit Facility

Refineria La Pampilla

Performance

6/6/2007

11/13/2008

168,760

58 CBI UK

ST4003/04

REV Credit Facility

EnCana (UK) Limited

Performance

1/22/2004

12/31/2008

GBP

3,700,000

7,437,925

508 CBI Europe/Chengda Cons

301715

REV Credit Facility

CNOOC Fujian LNG

Advance

12/26/2006

12/31/2007

1,742,938

508 CBI Europe/Chengda Cons

301714

REV Credit Facility

CNOOC Fujian LNG

Advance

12/26/2006

12/31/2007

657,123

508 CBI Europe/Chengda Cons

301713

REV Credit Facility

CNOOC Fujian LNG

Advance

12/26/2006

12/31/2007

2,009,807

58 CBI UK

323904

REV Credit Facility

GNL Quintero S.A.

Performance

4/17/2007

6/7/2010

7,964,267

69 Arabian CBI Ltd

533636030

REV Credit Facility

Samsung Saudi Arabia Ltd

Performance

12/2/2005

3/19/2010

SAR

5,268,570

1,404,965

69 Arabian CBI Ltd

533636027

REV Credit Facility

Samsung Saudi Arabia Ltd

Performance

12/2/2005

3/19/2008

SAR

3,161,250

842,979

69 Arabian CBI Ltd

SB07/4030 / W000233

REV Credit Facility

Middle East Engineering & Development Co. Ltd.

Advance

5/15/2007

1/12/2009

2,601,000

69 Arabian CBI Ltd

SB07/4029 / W000234

REV Credit Facility

Middle East Engineering & Development Co.Ltd

Performance

5/15/2007

1/12/2009

1,734,000

69 Arabian CBI Ltd

SB07/4028 / W000232

REV Credit Facility

Saudi Kayan Petrochemical Co.

Advance

5/15/2007

1/30/2008

8,266,444

69 Arabian CBI Ltd

SB07/4031 / W000231

REV Credit Facility

Saudi Kayan Petrochemical Co.

Performance

7/7/2007

6/30/2011

4,133,222

72 Oasis Supply Company Anstalt

533636029

REV Credit Facility

Samsung Saudi Arabia Ltd

Performance

12/2/2005

3/19/2008

562,000

72 Oasis Supply Company Anstalt

533636028

REV Credit Facility

Samsung Saudi Arabia Ltd

Performance

12/2/2005

3/19/2008

2,810,000

CHICAGO BRIDGE & IRON COMPANY N.V.
Consolidated LC’s & Bank Guarantee’s as of September 30, 2007

Value in

currency

Entity

LC Number

Issued by

Beneficiary

Purpose

Issued

Expiry Date

Currency

of issue

Value in USD

94 Callidus Technologies LLC

G5097/03

REV Credit Facility

BP Exploration (Shah Deniz) Limited

Performance

10/29/2003

9/30/2007

135,271

92 Howe Baker Engineers

751680

REV Credit Facility

Marathon Ashland Petroleum LLC

Retention

11/19/2003

11/7/2007

1,654,791

92 Howe Baker Engineers

410634

REV Credit Facility

Marathon Ashland Petroleum LLC

Performance

9/28/2004

11/7/2007

521,810

94 Callidus Technologies LLC

G5002/04

REV Credit Facility

MW Kellogg

Performance

1/8/2004

12/31/2007

34,425

92 Howe Baker Engineers

218562

REV Credit Facility

Pluspetrol Peru

Performance

12/5/2005

1/1/2008

7,223,160

92 Howe Baker Engineers

252574

REV Credit Facility

Toyo Engineering India Ltd

Performance

4/5/2006

2/14/2008

59,539

92 Howe Baker Engineers

253550

REV Credit Facility

Cabinda Gulf Oil Company Ltd

Performance

4/10/2006

12/1/2009

26,464,911

92 Howe Baker Engineers

253547

REV Credit Facility

Cabinda Gulf Oil Company Ltd

Advance

4/10/2006

5/1/2008

26,464,911

92 Howe Baker Engineers

297020

REV Credit Facility

SNC-Lavalin UK Limited

Performance

11/30/2006

2/28/2008

145,605

37Ind Constructors (Industrial Division)

332163

REV Credit Facility

Southern LNG Inc.

Performance

6/2/2003

6/2/2008

5,000,000

37Ind Constructors (Industrial Division)

SLT751624

REV Credit Facility

Trunkline LNG Company, LLC

Performance

9/26/2003

5/30/2008

4,595,448

37Ind Constructors (Industrial Division)

410872

REV Credit Facility

Dominion Cove Point LNG Lmt

Performance

1/5/2005

6/30/2009

28,000,000

37Ind Constructors (Industrial Division)

410679

REV Credit Facility

Trunkline LNG

Performance

10/19/2004

5/16/2008

3,207,014

37Ind Constructors (Industrial Division)

286747

REV Credit Facility

Kinder Morgan Liquids Terminals, LP

Retention

10/6/2006

11/7/2007

320,887

37Ind Constructors (Industrial Division)

299681

REV Credit Facility

Bayer Material Sciences LLC

Retention

12/14/2006

1/22/2008

166,684

37Ind Constructors (Industrial Division)

307606

REV Credit Facility

Houston Fuel Oil Terminal Company

Retention

1/30/2007

4/30/2008

859,326

37Ind Constructors (Industrial Division)

342775

REV Credit Facility

Houston Fuel Oil Terminal Company

Retention

7/11/2007

6/1/2009

1,263,928

37Ind Constructors (Industrial Division)

350702

REV Credit Facility

Sunoco Inc (R&M)

Retention

8/3/2007

9/30/2009

37Ind Constructors (Industrial Division)

339459

REV Credit Facility

Marathon Petroleum

Performance

7/2/2007

9/30/2009

3,670,956

37Ind Constructors (Industrial Division)

338560

REV Credit Facility

Southern LNG Inc.

Performance

6/27/2007

8/9/2013

19,608,337

39 CBI (Delaware)

SLT751064

REV Credit Facility

Continental Casualty Company

Financial

2/1/2003

2/1/2008

9,441,000

40 CBI Services

410692

REV Credit Facility

Yankee Gas Services Company

Performance

10/15/2004

10/14/2007

20,000,000

40 CBI Services

264146

REV Credit Facility

Alstom Power

Warranty

6/6/2006

10/1/2007

500,000

40 CBI Services

301318

REV Credit Facility

Hess Corporation

Retention

12/28/2006

11/20/2007

1,496,514

40 CBI Services

333470

REV Credit Facility

Synagro-WWT

Performance

6/4/2007

6/1/2008

624,758

55 Horton CBI, Ltd

649901

REV Credit Facility

Bear Head LNG c/o Anadarko Petroleum Corp

Performance

8/29/2005

5/12/2010

1,518,859

Total Committed Utilization w/o currency adjustment

333,220,559

Plus: 3% Adjustment for Foreign Currency LC’s

290,576

Total Committed Utilization

333,511,135

Total Bi-lateral, Credit-linked & Committed Utilization

1,132,170,507


Calculation of Foreign Currency LC’s:

Revolving Facility:
ST4003/04	GBP	3,750,000	$	7,437,925.00
533636030	SAR	5,268,570	$	1,404,964.88
533636027	SAR	3,161,250	$	842,978.93

Total Foreign Currency LC’s			$	9,685,868.81

3% adjustment to Total Utilization			$	290,576.06

Schedule 1.1.4 — Permitted Existing Contingent Obligations
As of September 30, 2007
(Surety Bonds)

CBI outstanding surety bonds as of 9/30/07

Company ID

Bond #

ISSUING company

BENEFICIARY

PURPOSE

ISSUED

EXPIRY

Curr

US Dollar

37Ind Constructors (Industrial Division)

213686

AMERICAN CONTRACTORS INDEMNITY COMPANY (ACI)

Interstate Engineering Corporation

Performance and Payment

19-Apr-06

21-Nov-08

3,771,610

37Ind Constructors (Industrial Division)

58618534

WESTERN SURETY COMPANY (WSC)

New Mexico Contractor’s Licensing Service, Inc

License/Permit

20-Aug-03

20-Aug-08

5,000

37Ind Constructors (Industrial Division)

58618535

WESTERN SURETY COMPANY (WSC)

State of Iowa

License/Permit

07-Aug-99

07-Aug-08

50,000

37Ind Constructors (Industrial Division)

58618538

WESTERN SURETY COMPANY (WSC)

State of Florida, Construction Industry Licensing

License/Permit

15-Jul-02

27-Aug-08

50,000

37Ind Constructors (Industrial Division)

58618573

WESTERN SURETY COMPANY (WSC)

The Gardner Zemke Company

Performance and Payment

06-Dec-04

06-Dec-07

1,235,000

37Ind Constructors (Industrial Division)

58618594

WESTERN SURETY COMPANY (WSC)

State of Oklahoma

License/Permit

09-Jan-03

09-Jan-08

5,000

37Ind Constructors (Industrial Division)

58618600

WESTERN SURETY COMPANY (WSC)

City of Valparasio, IN

License/Permit

12-Oct-04

01-Jul-08

5,000

37Ind Constructors (Industrial Division)

58633468

US Fidelity & Guaranty COMPANY

State of Arkansas

License/Permit

01-Apr-99

01-Apr-09

10,000

37Ind Constructors (Industrial Division)

58633470

US Fidelity & Guaranty COMPANY

State of California

License/Permit

02-Nov-98

02-Nov-08

12,500

37Ind Constructors (Industrial Division)

58633471

US Fidelity & Guaranty COMPANY

State of California

License/Permit

11-Dec-98

11-Dec-08

12,500

37Ind Constructors (Industrial Division)

58633472

US Fidelity & Guaranty COMPANY

State of Washington

License/Permit

12-Jun-99

12-Jun-09

12,000

37Ind Constructors (Industrial Division)

58637380

US Fidelity & Guaranty COMPANY

Grunley-Walsh

Performance and Payment

19-Dec-05

01-May-09

5,215,000

37Ind Constructors (Industrial Division)

58637417

WESTERN SURETY COMPANY (WSC)

Village of Manhattan, IL

Performance and Payment

01-Oct-06

01-Dec-07

1,710,000

37Ind Constructors (Industrial Division)

58637901

WESTERN SURETY COMPANY (WSC)

City of Greensburg, IN

Performance and Payment

15-Dec-06

30-Nov-07

2,347,000

37Ind Constructors (Industrial Division)

81365479

FEDERAL INSURANCE COMPANY (FED)

City of Sealy, Texas

Performance and Payment

01-Feb-07

20-Mar-08

723,000

37Ind Constructors (Industrial Division)

81558787

FEDERAL INSURANCE COMPANY (FED)

Terra Mississippi Nitrogen, INC.

Retention

16-Sep-05

07-Oct-07

299,300

37Ind Constructors (Industrial Division)

81558803

FEDERAL INSURANCE COMPANY (FED)

Chevron Products Company

Retention

07-Nov-05

07-Nov-07

128,091

37Ind Constructors (Industrial Division)

81558805

FEDERAL INSURANCE COMPANY (FED)

Pasadena Refining System, Inc.

Retention

21-Oct-05

21-Dec-07

88,570

37Ind Constructors (Industrial Division)

CMS215360

RLI INSURANCE COMPANY (RLI)

State of Louisiana, Dept. of Revenue and Taxation

Tax

21-May-02

21-May-08

2,500

37Ind Constructors (Industrial Division)

CMS215365

RLI INSURANCE COMPANY (RLI)

Calvert County Department of Public Works

License/Permit

06-May-05

06-May-08

69,125

37Ind Constructors (Industrial Division)

CMS215366

RLI INSURANCE COMPANY (RLI)

State of Oregon

License/Permit

31-May-05

31-May-08

15,000

37Ind Constructors (Industrial Division)

CMS226322

RLI INSURANCE COMPANY (RLI)

JE Merit Constructors, Inc.

Retention

10-Jan-06

10-Jan-08

428,277

37Ind Constructors (Industrial Division)

CMS226329

RLI INSURANCE COMPANY (RLI)

Sunoco Pipeline L.P.

Retention

01-Mar-06

01-Mar-08

393,200

37Ind Constructors (Industrial Division)

K07444448

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

State of North Carolina

License/Permit

31-Dec-06

01-Jan-08

2,000,000

37Ind Constructors (Industrial Division)

K07444515

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

STATE OF NEW MEXICO

License/Permit

02-Jan-07

02-Jan-08

76,067

37Ind Constructors (Industrial Division)

K07444540

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

Village of Gilberts, IL

License/Permit

13-Oct-06

30-Jan-08

3,000

Sub-total

18,666,740

37Wtr Constructors (Water Division)

15814608

WESTERN SURETY COMPANY (WSC)

State of Texas

Public

31-Mar-06

31-Mar-10

10,000

37Wtr Constructors (Water Division)

58618537

WESTERN SURETY COMPANY (WSC)

City of Auburn Finance Department Revenue Office

License/Permit

04-Aug-03

04-Aug-08

5,000

37Wtr Constructors (Water Division)

58618541

WESTERN SURETY COMPANY (WSC)

State of California

License/Permit

05-Sep-02

04-Oct-07

12,500

37Wtr Constructors (Water Division)

58618566

WESTERN SURETY COMPANY (WSC)

City of Jamestown

License/Permit

11-Nov-04

31-Dec-07

10,000

37Wtr Constructors (Water Division)

58618575

WESTERN SURETY COMPANY (WSC)

Alaska Department of Commerce

License/Permit

01-Jan-05

31-Dec-07

10,000

37Wtr Constructors (Water Division)

58618586

WESTERN SURETY COMPANY (WSC)

Lawton Chiles, Governor of the State of Florida

License/Permit

05-Dec-02

05-Dec-07

5,000

37Wtr Constructors (Water Division)

58618592

WESTERN SURETY COMPANY (WSC)

Norwich Public Utilitiies of the City of Norwich

License/Permit

02-Dec-04

11-Jan-08

55,945

37Wtr Constructors (Water Division)

58633442

WESTERN SURETY COMPANY (WSC)

Secretary of State, State of California

Public

09-Dec-05

08-Dec-09

15,000

37Wtr Constructors (Water Division)

58633445

WESTERN SURETY COMPANY (WSC)

City of Columbia

Maintenance

06-Dec-05

09-May-09

3,646,951

37Wtr Constructors (Water Division)

58633466

WESTERN SURETY COMPANY (WSC)

Road Commission for Oakland County

License/Permit

01-Mar-06

30-Nov-08

3,000

37Wtr Constructors (Water Division)

58633469

WESTERN SURETY COMPANY (WSC)

Northern Kentucky Water District

Performance and Payment

17-Mar-06

01-Nov-07

2,298,300

37Wtr Constructors (Water Division)

58633477

WESTERN SURETY COMPANY (WSC)

State of Alaska

License/Permit

02-Nov-03

02-Nov-08

10,000

37Wtr Constructors (Water Division)

58633478

WESTERN SURETY COMPANY (WSC)

Public Water Supply Disrict No. 2 of St. Charles County

Performance and Payment

07-Jun-06

15-Sep-08

1,554,300

37Wtr Constructors (Water Division)

58633479

WESTERN SURETY COMPANY (WSC)

State of Wyoming

Wage and Welfare

03-Apr-05

03-Apr-08

16,000

37Wtr Constructors (Water Division)

58633482

WESTERN SURETY COMPANY (WSC)

State of Arkanzas

License/Permit

20-Sep-03

20-Sep-08

10,000

37Wtr Constructors (Water Division)

58633483

WESTERN SURETY COMPANY (WSC)

State of Washington

License/Permit

15-Sep-03

15-Sep-08

6,000

37Wtr Constructors (Water Division)

58637404

WESTERN SURETY COMPANY (WSC)

Chikaming Township (Harbert, MI)

Performance and Payment

15-Sep-06

15-Oct-07

827,000

37Wtr Constructors (Water Division)

58637406

WESTERN SURETY COMPANY (WSC)

Village of Mundelein, IL

Performance and Payment

06-Sep-06

01-Dec-07

2,289,000

37Wtr Constructors (Water Division)

58637414

WESTERN SURETY COMPANY (WSC)

Jonesboro City Water & Light

Performance and Payment

01-Oct-06

01-Oct-07

2,089,500

37Wtr Constructors (Water Division)

58637415

WESTERN SURETY COMPANY (WSC)

City of Ottawa, IL

Performance and Payment

01-Oct-06

01-Oct-07

1,448,500

37Wtr Constructors (Water Division)

58637418

WESTERN SURETY COMPANY (WSC)

Frederick County Div of Utilities

Performance and Payment

10-Oct-06

10-Oct-07

2,094,660

37Wtr Constructors (Water Division)

58637420

WESTERN SURETY COMPANY (WSC)

City of Gonzales

Performance and Payment

17-Oct-06

17-Dec-07

2,056,600

37Wtr Constructors (Water Division)

58637421

WESTERN SURETY COMPANY (WSC)

City of Lincoln

Performance and Payment

16-Oct-06

01-Aug-08

2,893,000

37Wtr Constructors (Water Division)

58637423

WESTERN SURETY COMPANY (WSC)

Cole County Public Water Supply District No. 1

Performance and Payment

31-Oct-06

31-Dec-08

1,274,000

37Wtr Constructors (Water Division)

58637424

WESTERN SURETY COMPANY (WSC)

The City of Amarillo

Performance and Payment

19-Sep-06

01-Jun-08

2,558,000

37Wtr Constructors (Water Division)

58637428

WESTERN SURETY COMPANY (WSC)

Rathbun Regional Water Association, Inc

Performance and Payment

01-Dec-06

01-Aug-08

1,518,600

37Wtr Constructors (Water Division)

58637429

WESTERN SURETY COMPANY (WSC)

Board of Commissioners of the County of LaGrange, IN

Performance and Payment

18-Dec-06

01-Aug-08

907,700

37Wtr Constructors (Water Division)

58637904

WESTERN SURETY COMPANY (WSC)

City of Kerrville, Texas

Performance and Payment

29-Nov-06

01-May-08

1,658,970

37Wtr Constructors (Water Division)

58637905

WESTERN SURETY COMPANY (WSC)

City of Piperton

Performance and Payment

31-Dec-06

31-Dec-07

789,600

37Wtr Constructors (Water Division)

58637906

WESTERN SURETY COMPANY (WSC)

City of Alamogordo

Tax

02-Jan-07

02-Jan-08

76,067

37Wtr Constructors (Water Division)

58637906

WESTERN SURETY COMPANY (WSC)

City of Alamogordo

Performance and Payment

02-Jan-07

30-Nov-07

1,125,267

37Wtr Constructors (Water Division)

58637907

WESTERN SURETY COMPANY (WSC)

State of Illinois, Secretary of State

Public

24-Apr-07

24-Apr-11

5,000

37Wtr Constructors (Water Division)

58637908

WESTERN SURETY COMPANY (WSC)

City of Forest Lake

Performance and Payment

09-Jan-07

15-Jul-08

1,694,000

37Wtr Constructors (Water Division)

58643614

WESTERN SURETY COMPANY (WSC)

Baltimore County, MD

Performance and Payment

01-Feb-07

01-Aug-08

4,739,660

37Wtr Constructors (Water Division)

58643623

WESTERN SURETY COMPANY (WSC)

The City of Schertz, Texas

Performance and Payment

15-Feb-07

15-Jun-08

3,861,000

Schedule 1.1.4 — Permitted Existing Contingent Obligations
As of September 30, 2007
(Surety Bonds)

CBI outstanding surety bonds as of 9/30/07

Company ID

Bond #

ISSUING company

BENEFICIARY

PURPOSE

ISSUED

EXPIRY

Curr

US Dollar

37Wtr Constructors (Water Division)

58643624

WESTERN SURETY COMPANY (WSC)

PWSD No. 2 of St. Charles County, MO

Performance and Payment

01-Apr-07

01-Jul-08

2,079,000

37Wtr Constructors (Water Division)

58643626

WESTERN SURETY COMPANY (WSC)

Charter Township of Northville

Performance Payment Maintance Bond

30-Apr-07

30-Jun-08

1,699,000

37Wtr Constructors (Water Division)

58643629

WESTERN SURETY COMPANY (WSC)

City of Marion

Performance and Payment

01-Apr-07

01-Aug-08

2,153,000

37Wtr Constructors (Water Division)

58643633

WESTERN SURETY COMPANY (WSC)

Village of Park Forest, IL

Performance and Payment

09-Apr-07

01-Sep-08

1,147,000

37Wtr Constructors (Water Division)

58643636

WESTERN SURETY COMPANY (WSC)

Summit Township (Jackson, MI)

Performance and Payment

01-Jun-07

03-Oct-08

1,743,000

37Wtr Constructors (Water Division)

58643641

WESTERN SURETY COMPANY (WSC)

City of Columbus Division of Power and Water

Performance and Payment

12-Jun-07

01-Dec-08

4,442,900

37Wtr Constructors (Water Division)

58643642

WESTERN SURETY COMPANY (WSC)

Central Elmore Water and Sewer Authority

Performance and Payment

08-May-07

30-Sep-08

1,645,700

37Wtr Constructors (Water Division)

58643644

WESTERN SURETY COMPANY (WSC)

Village of Channahon, IL

Performance and Payment

29-Jun-07

30-Aug-08

1,180,000

37Wtr Constructors (Water Division)

58643645

WESTERN SURETY COMPANY (WSC)

City of Fargo

Performance and Payment

07-Jun-07

01-Dec-08

2,223,000

37Wtr Constructors (Water Division)

58643648

WESTERN SURETY COMPANY (WSC)

City of Sparta, WI

Performance and Payment

01-Jun-07

01-Aug-08

1,044,050

37Wtr Constructors (Water Division)

58643649

WESTERN SURETY COMPANY (WSC)

Cunningham Utility District

Performance and Payment

15-Jul-07

15-Sep-08

2,134,000

37Wtr Constructors (Water Division)

58643651

WESTERN SURETY COMPANY (WSC)

The City of Alvin, Texas

Performance and Payment

15-Jul-07

15-Sep-08

1,951,500

37Wtr Constructors (Water Division)

58643659

WESTERN SURETY COMPANY (WSC)

City of West Point

Performance and Payment

30-Sep-07

30-Sep-08

1,987,000

37Wtr Constructors (Water Division)

58643661

WESTERN SURETY COMPANY (WSC)

Manitowoc Public Utilities

Performance and Payment

30-Sep-07

31-May-09

1,878,000

37Wtr Constructors (Water Division)

58643664

WESTERN SURETY COMPANY (WSC)

Town of Ledyard, Water Pollution Control Authority

Performance and Payment

10-Sep-07

31-Dec-08

1,614,000

37Wtr Constructors (Water Division)

58643666

WESTERN SURETY COMPANY (WSC)

City of Wooster

Performance and Payment

13-Sep-07

13-Sep-09

1,820,000

37Wtr Constructors (Water Division)

81365410

FEDERAL INSURANCE COMPANY (FED)

City of Abingdon, IL

Performance and Payment

07-Mar-07

01-Oct-08

813,000

37Wtr Constructors (Water Division)

81365425

FEDERAL INSURANCE COMPANY (FED)

The Commonwealth of Virginia

Performance and Payment

22-May-07

01-Jun-08

1,834,000

37Wtr Constructors (Water Division)

81365429

FEDERAL INSURANCE COMPANY (FED)

State of California — Dept. of Corrections and Rehabilitation

Performance and Payment

12-Jun-07

31-Jan-08

466,425

37Wtr Constructors (Water Division)

81365433

FEDERAL INSURANCE COMPANY (FED)

City of Nekoosa, WI

Bid

12-Jun-07

30-Sep-08

1,052,300

37Wtr Constructors (Water Division)

81365434

FEDERAL INSURANCE COMPANY (FED)

Johnston County Department of Public Utilities

Performance and Payment

19-Jun-07

19-Jun-08

603,437

37Wtr Constructors (Water Division)

81365436

FEDERAL INSURANCE COMPANY (FED)

Connecticut Water Company

Performance and Payment

27-Jun-07

30-May-08

466,270

37Wtr Constructors (Water Division)

81365438

FEDERAL INSURANCE COMPANY (FED)

PUL Alliance

Tax

10-Jul-07

10-Jul-08

1,247,000

37Wtr Constructors (Water Division)

81365441

FEDERAL INSURANCE COMPANY (FED)

Sierra Nevada Construction, Inc.

Performance and Payment

20-Jul-07

20-Jul-08

489,700

37Wtr Constructors (Water Division)

81365442

FEDERAL INSURANCE COMPANY (FED)

California American Water Company

Performance and Payment

01-Aug-07

30-Dec-08

985,913

37Wtr Constructors (Water Division)

81365444

FEDERAL INSURANCE COMPANY (FED)

T-L Rural Water District (Glasford, IL)

Performance and Payment

30-Aug-07

30-Sep-08

896,900

37Wtr Constructors (Water Division)

81365447

FEDERAL INSURANCE COMPANY (FED)

West Earl Water Authority

Performance and Payment

16-Aug-07

30-Nov-08

1,027,000

37Wtr Constructors (Water Division)

81365449

FEDERAL INSURANCE COMPANY (FED)

Johnston County Department of Public Utilities

Performance and Payment

19-Jun-07

19-Jun-08

581,700

37Wtr Constructors (Water Division)

81365450

FEDERAL INSURANCE COMPANY (FED)

Seneca Light and Water (City of

Performance and Payment

28-Aug-07

31-Dec-08

1,787,000

37Wtr Constructors (Water Division)

81365467

FEDERAL INSURANCE COMPANY (FED)

Midway Water System, Inc.

Performance and Payment

30-Nov-06

15-Nov-07

1,579,200

37Wtr Constructors (Water Division)

81365469

FEDERAL INSURANCE COMPANY (FED)

Mount Airy No.1 L.L.C.

License/Permit

30-Nov-06

30-Nov-07

98,700

37Wtr Constructors (Water Division)

81365473

FEDERAL INSURANCE COMPANY (FED)

Batesville Water and Gas Utility

Performance and Payment

01-Feb-07

30-Jul-08

1,036,300

37Wtr Constructors (Water Division)

81365478

FEDERAL INSURANCE COMPANY (FED)

HDR Design-Build, Inc.

Performance and Payment

01-Feb-07

15-Apr-08

895,200

37Wtr Constructors (Water Division)

81365480

FEDERAL INSURANCE COMPANY (FED)

California-American Water Company

Performance and Payment

06-Mar-07

03-Jan-08

2,090,000

37Wtr Constructors (Water Division)

81558699

FEDERAL INSURANCE COMPANY (FED)

Lincoln Water Commission

Performance and Payment

12-May-06

19-Nov-07

1,627,000

37Wtr Constructors (Water Division)

81558712

FEDERAL INSURANCE COMPANY (FED)

Board of Public Works, East Longmeadow, MA

Performance and Payment

10-May-06

10-Dec-07

2,896,000

37Wtr Constructors (Water Division)

81558715

FEDERAL INSURANCE COMPANY (FED)

Town of Marion, Massachusetts

Performance and Payment

28-Jun-06

22-Dec-07

1,973,000

37Wtr Constructors (Water Division)

81558756

FEDERAL INSURANCE COMPANY (FED)

Jacobs Engineering as agent for Flint Hills Resources

Retention

23-Aug-04

23-Aug-08

264,008

37Wtr Constructors (Water Division)

81558813

FEDERAL INSURANCE COMPANY (FED)

City of Galesburg, MI

Performance and Payment

27-Feb-06

30-Sep-07

1,023,000

37Wtr Constructors (Water Division)

81558837

FEDERAL INSURANCE COMPANY (FED)

Stanek Constructors, Inc.

Performance and Payment

10-Jul-06

30-Nov-07

1,970,207

37Wtr Constructors (Water Division)

81558840

FEDERAL INSURANCE COMPANY (FED)

City of Rockford

Performance and Payment

18-Jul-06

31-Oct-07

1,223,000

37Wtr Constructors (Water Division)

81558844

FEDERAL INSURANCE COMPANY (FED)

City of Kalamazoo, MI

Performance and Payment

26-Jul-06

01-Jul-08

2,942,000

37Wtr Constructors (Water Division)

81558845

FEDERAL INSURANCE COMPANY (FED)

The City of Rock Hill

Performance and Payment

04-Aug-06

31-Dec-07

1,775,000

37Wtr Constructors (Water Division)

81558847

FEDERAL INSURANCE COMPANY (FED)

County of Prince George, Virginia

Performance and Payment

01-Oct-06

01-Nov-07

1,337,000

37Wtr Constructors (Water Division)

81558854

FEDERAL INSURANCE COMPANY (FED)

Iowa-American Water Company

Performance Payment Maintance Bond

15-Sep-06

01-Nov-07

1,642,750

37Wtr Constructors (Water Division)

82038420

FEDERAL INSURANCE COMPANY (FED)

County of New Kent, Virginia

Performance and Payment

13-Mar-07

28-Feb-08

1,036,000

37Wtr Constructors (Water Division)

69688524N

WESTERN SURETY COMPANY (WSC)

Julie Davis

License/Permit

28-Mar-04

28-Mar-08

15,000

37Wtr Constructors (Water Division)

69688524N01

WESTERN SURETY COMPANY (WSC)

Julie Davis

Public

28-Mar-04

28-Mar-08

15,000

37Wtr Constructors (Water Division)

CMS215367

RLI INSURANCE COMPANY (RLI)

Kalamazoo County

License/Permit

26-Jul-04

26-Jul-08

1,700

37Wtr Constructors (Water Division)

CMS226304

RLI INSURANCE COMPANY (RLI)

MARYLAND STATE HIGHWAY ADMINISTRATION - KENT COUNTY

License/Permit

01-Jul-05

30-Jun-08

300,000

37Wtr Constructors (Water Division)

CMS226305

RLI INSURANCE COMPANY (RLI)

Knickerbocker Properties, LLC

Maintenance

20-Dec-04

20-Dec-07

32,672

37Wtr Constructors (Water Division)

CMS226308

RLI INSURANCE COMPANY (RLI)

Mahoning County Engineer

License/Permit

20-Jul-05

20-Jul-08

10,000

37Wtr Constructors (Water Division)

CMS226330

RLI INSURANCE COMPANY (RLI)

Calvert County Deparment of Public Works

Performance

17-Apr-06

17-Apr-08

136,802

37Wtr Constructors (Water Division)

CMS226331

RLI INSURANCE COMPANY (RLI)

Calvert County Department of Project Management

Performance

01-Jun-06

01-Jun-08

102,175

37Wtr Constructors (Water Division)

K07443936

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

STATE OF NEVADA

License/Permit

15-Nov-03

15-Nov-08

20,000

37Wtr Constructors (Water Division)

K07443985

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

Road Commission for Oakland County

License/Permit

24-May-06

24-May-08

2,000

37Wtr Constructors (Water Division)

K07444126

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

Kalamazoo County Drain Commission

License/Permit

01-Jan-06

01-Jan-08

6,250

37Wtr Constructors (Water Division)

K07444400

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

County of Porter, Recorder office

License/Permit

16-Oct-06

16-Oct-07

5,000

37Wtr Constructors (Water Division)

K07445076

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

State of Mississippi

License/Permit

17-Aug-07

17-Aug-08

43,645

37Wtr Constructors (Water Division)

ST2879

ST. PAUL FIRE AND MARINE INSURANCE COMPANY (SFM)

Town of Wake Forest, N.C.

Court

07-Jun-02

07-Jun-08

72,000

37Wtr Constructors (Water Division)

TB6389

ST. PAUL FIRE AND MARINE INSURANCE COMPANY (SFM)

Dillingham-Ray Wilson

Court

09-Oct-03

09-Oct-07

261,721

37Wtr Constructors (Water Division)

TB6462

ST. PAUL FIRE AND MARINE INSURANCE COMPANY (SFM)

State of Illinois. Secretary of State

Public

13-Apr-04

13-Apr-08

5,000

Sub-total

111,003,245

Schedule 1.1.4 — Permitted Existing Contingent Obligations
As of September 30, 2007
(Surety Bonds)

CBI outstanding surety bonds as of 9/30/07

Company ID

Bond #

ISSUING company

BENEFICIARY

PURPOSE

ISSUED

EXPIRY

Curr

US Dollar

39 CBI (Delaware)

15832648

WESTERN SURETY COMPANY (WSC)

State of Texas

Public

13-Feb-07

13-Feb-11

10,000

39 CBI (Delaware)

15832649

WESTERN SURETY COMPANY (WSC)

State of Texas

Public

26-Apr-07

26-Apr-11

10,000

39 CBI (Delaware)

58618532

WESTERN SURETY COMPANY (WSC)

Jesse White, Secretary of State, Index Dept.

Public

17-Aug-04

03-Oct-08

5,000

39 CBI (Delaware)

58618533

WESTERN SURETY COMPANY (WSC)

State of Alaska

License/Permit

29-Sep-03

29-Sep-08

10,000

39 CBI (Delaware)

58618542

WESTERN SURETY COMPANY (WSC)

State of Iowa, Division of Labor

License/Permit

09-Oct-02

09-Oct-08

50,000

39 CBI (Delaware)

58618595

WESTERN SURETY COMPANY (WSC)

State of Arizona, Registrar of Contractors

License/Permit

22-Jan-03

22-Jan-08

40,000

39 CBI (Delaware)

58618596

WESTERN SURETY COMPANY (WSC)

State of Washington Department of Labor and Indust

License/Permit

22-Jan-03

22-Jan-08

12,000

39 CBI (Delaware)

58643631

WESTERN SURETY COMPANY (WSC)

Douglas Water and Fire Protection Authority

Performance and Payment

01-May-07

01-Sep-08

1,367,000

39 CBI (Delaware)

58643632

WESTERN SURETY COMPANY (WSC)

City of Northport

Performance and Payment

25-Apr-07

25-Jun-08

1,687,000

39 CBI (Delaware)

70830017

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

U. S. CUSTOMS AND BORDER PROTECTION

Custom

20-Sep-07

20-Sep-08

60,000

39 CBI (Delaware)

CMS215359

RLI INSURANCE COMPANY (RLI)

State of Oregon

License/Permit

07-Feb-02

07-Feb-08

15,000

39 CBI (Delaware)

CMS215363

RLI INSURANCE COMPANY (RLI)

State of Arizona Department of Revenue

License/Permit

30-Jun-02

30-Jun-08

102,000

39 CBI (Delaware)

K07443948

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

Village of Plainfield, IL

License/Permit

16-May-06

16-May-08

10,000

39 CBI (Delaware)

TD8638

ST. PAUL FIRE AND MARINE INSURANCE COMPANY (SFM)

State of Illinois, Jesse White, Secretary of State

Public

20-Aug-04

20-Aug-08

5,000

Sub-total

3,383,000

40 CBI Services

58618536

WESTERN SURETY COMPANY (WSC)

State of Alaska

License/Permit

31-Aug-02

31-Aug-08

5,000

40 CBI Services

58618558

WESTERN SURETY COMPANY (WSC)

Iowa Division of Labor

Labor

01-Nov-04

01-Nov-08

65,000

40 CBI Services

58618603

WESTERN SURETY COMPANY (WSC)

Operating Engineers Local 825 Service Fund

Performance

10-Jan-00

10-Jan-08

25,000

40 CBI Services

58618616

WESTERN SURETY COMPANY (WSC)

State of Connecticut

License/Permit

19-Oct-04

08-Feb-08

4,039,750

40 CBI Services

58627861

WESTERN SURETY COMPANY (WSC)

Carpenters Health & Welfare Fund of Philadelphia a

Wage and Welfare

01-May-02

01-May-08

50,000

40 CBI Services

58627862

WESTERN SURETY COMPANY (WSC)

Twin City Iron Workers Fringe Benefits Funds

Wage and Welfare

27-Jan-03

27-Jan-08

25,000

40 CBI Services

58627863

WESTERN SURETY COMPANY (WSC)

Laborers Union Local #731

Wage and Welfare

08-Nov-03

01-Mar-08

25,000

40 CBI Services

58627864

WESTERN SURETY COMPANY (WSC)

Nevada Department of Taxation

Tax

01-Jan-04

01-Jan-08

100

40 CBI Services

58627865

WESTERN SURETY COMPANY (WSC)

International Assoc. of Heat & Frost Insulators & Asbestos Workers

Wage and Welfare

01-Mar-05

01-Mar-08

100,000

40 CBI Services

58627870

WESTERN SURETY COMPANY (WSC)

State of Oregon Construction Contractors Board

License/Permit

26-Mar-02

26-Mar-08

15,000

40 CBI Services

58627876

WESTERN SURETY COMPANY (WSC)

Iron Workers’ Local No. 25 Fringe Benefit Funds

Wage and Welfare

17-Mar-05

17-Mar-08

25,000

40 CBI Services

58633441

WESTERN SURETY COMPANY (WSC)

City of Tualatin, Oregon

Maintenance

30-Mar-07

30-Mar-08

6,039,740

40 CBI Services

58633474

US Fidelity & Guaranty COMPANY

State of California

License/Permit

13-Mar-99

13-Mar-09

12,500

40 CBI Services

58633475

US Fidelity & Guaranty COMPANY

State of Washington

License/Permit

17-Jun-99

17-Jun-09

12,500

40 CBI Services

58633476

US Fidelity & Guaranty COMPANY

State of Washington

License/Permit

17-Jun-04

17-Jun-09

12,000

40 CBI Services

58643628

WESTERN SURETY COMPANY (WSC)

New York State Office of General Services

Performance and Payment

02-Apr-07

30-Sep-08

1,857,000

40 CBI Services

58643638

WESTERN SURETY COMPANY (WSC)

City of Marysville, WA

Retention

30-May-07

30-May-08

1,391,947

40 CBI Services

58643663

WESTERN SURETY COMPANY (WSC)

Advatech LLC., Attn: Butch Beegle

Performance and Payment

30-Sep-07

16-May-09

6,569,073

40 CBI Services

81365448

FEDERAL INSURANCE COMPANY (FED)

SGT LLC

Performance

16-Aug-07

31-Dec-07

1,301,375

40 CBI Services

81365464

FEDERAL INSURANCE COMPANY (FED)

Merchantville-Pensauken Water Commision

Performance and Payment

01-Nov-06

01-May-08

2,598,330

40 CBI Services

81365466

FEDERAL INSURANCE COMPANY (FED)

Township of Lower Municipal Utilities Authority

Performance and Payment

26-Oct-06

01-Jan-08

1,879,660

40 CBI Services

81365471

FEDERAL INSURANCE COMPANY (FED)

JH Kelly, LLC

Performance and Payment

06-Oct-06

14-Oct-07

13,783,382

40 CBI Services

81365474

FEDERAL INSURANCE COMPANY (FED)

Wheelabrator Air Pollution Control

Performance and Payment

22-Dec-06

01-Jan-08

930,000

40 CBI Services

81365475

FEDERAL INSURANCE COMPANY (FED)

Stone & Webster Construction Co.

Performance and Payment

18-Dec-06

26-Jan-08

2,296,294

40 CBI Services

81365476

FEDERAL INSURANCE COMPANY (FED)

Pepper Construction Co.

Performance

01-Jan-07

26-Jan-08

3,252,111

40 CBI Services

1000760916

U.S. SPECIALTY INSURANCE COMPANY (USS)

Advatech, LLC - Attn: Butch Beagle

Performance and Payment

31-Mar-07

09-May-08

4,378,860

40 CBI Services

CMS215358

RLI INSURANCE COMPANY (RLI)

State of Arkansas - Contractors Licensing Board

License/Permit

30-Apr-05

30-Apr-08

10,000

40 CBI Services

CMS215364

RLI INSURANCE COMPANY (RLI)

State of California

Wage and Welfare

16-Jul-02

07-Jun-08

220,000

40 CBI Services

CMS215368

RLI INSURANCE COMPANY (RLI)

State of Arizona

License/Permit

27-Jul-98

27-Jul-08

40,000

40 CBI Services

CMS226301

RLI INSURANCE COMPANY (RLI)

United Association Local Union 322

Wage and Welfare

17-Aug-05

30-Jun-08

200,000

40 CBI Services

CMS226302

RLI INSURANCE COMPANY (RLI)

Local 282 Welfare, Pension, Annuity,

Welfare

04-Jul-05

04-Jul-08

10,000

40 CBI Services

CMS226303

RLI INSURANCE COMPANY (RLI)

Iron Workers Locals 40,361, & 417 Union

Welfare

04-Jul-05

04-Jul-08

30,000

40 CBI Services

CMS226311

RLI INSURANCE COMPANY (RLI)

Structural Steel and Bridge Painters Local Union 806

Wage and Welfare

20-Sep-05

20-Sep-08

25,000

40 CBI Services

CMS226313

RLI INSURANCE COMPANY (RLI)

Missouri Depart of Revenue, Tax Admin Bureau

Wage and Welfare

01-Oct-05

01-Oct-08

25,000

41 Morse Construction

CMS226327

RLI INSURANCE COMPANY (RLI)

Pacific Energy Group, LLC

Retention

06-Jan-06

06-Jan-08

599,660

40 CBI Services

K07231684

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

LG Constructors, Inc

Performance and Payment

27-Jun-06

01-May-08

693,788

40 CBI Services

K07443821

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

State of Nebraska

License/Permit

24-Apr-06

24-Apr-08

47,000

40 CBI Services

K07443912

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

Hitachi America Ltd.

Maintenance

01-May-06

01-May-09

18,000

40 CBI Services

K07444394

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

Nevada State Contractors Board

License/Permit

04-Oct-06

04-Oct-07

50,000

40 CBI Services

K07444709

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

Oregon Department of Transportation

Tax

20-Mar-07

20-Mar-08

2,750

40 CBI Services

K07444965

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

City of Marysville, WA

Public

16-Jul-07

16-Jul-08

64,145

40 CBI Services

K07444977

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

Lake County, IN

License/Permit

16-Jul-07

16-Jul-08

5,000

40 CBI Services

K07445052

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

Oregon Construction Contractors Board

License/Permit

07-Aug-07

07-Aug-08

30,000

Sub-total

52,759,964

92 Howe Baker Engineers

58618539

WESTERN SURETY COMPANY (WSC)

NEW CENTURY FINANCIAL

Court

14-Sep-04

14-Sep-08

82,624

92 Howe Baker Engineers

58627877

WESTERN SURETY COMPANY (WSC)

State of California

License/Permit

11-Mar-02

11-Mar-08

12,500

92 Howe Baker Engineers

58627879

WESTERN SURETY COMPANY (WSC)

State of Washington

License/Permit

16-Apr-02

16-Apr-08

12,000

Schedule 1.1.4 — Permitted Existing Contingent Obligations
As of September 30, 2007
(Surety Bonds)

CBI outstanding surety bonds as of 9/30/07

Company ID

Bond #

ISSUING company

BENEFICIARY

PURPOSE

ISSUED

EXPIRY

Curr

US Dollar

92 Howe Baker Engineers

58637902

WESTERN SURETY COMPANY (WSC)

California Contractor State Licensing Board

License/Permit

01-Jan-07

01-Jan-08

12,500

92 Howe Baker Engineers

CMS215355

RLI INSURANCE COMPANY (RLI)

State of Wyoming

License/Permit

31-Mar-05

31-Mar-08

776,311

92 Howe Baker Engineers

CMS215369

RLI INSURANCE COMPANY (RLI)

Construction Industries Board, State of Oklahoma

License/Permit

17-Aug-04

17-Aug-08

5,000

92 Howe Baker Engineers

K0744414A

WESTCHESTER FIRE INSURANCE COMPANY (WIF)

Oklahoma State Dept of Health

License/Permit

10-Jul-06

10-Jul-08

5,000

92 Howe Baker Engineers

TB6407

ST. PAUL FIRE AND MARINE INSURANCE COMPANY (SFM)

The Clerk of the County of Gloucester

Court

05-Dec-03

05-Dec-07

342,042

92 Howe Baker Engineers

TB6408

ST. PAUL FIRE AND MARINE INSURANCE COMPANY (SFM)

The Clerk of the County of Gloucester

Court

05-Dec-03

05-Dec-07

164,513

92 Howe Baker Engineers

TB6410

ST. PAUL FIRE AND MARINE INSURANCE COMPANY (SFM)

The Clerk of the County of Gloucester

Court

05-Dec-03

05-Dec-07

559,895

92 Howe Baker Engineers

TB6413

ST. PAUL FIRE AND MARINE INSURANCE COMPANY (SFM)

The Clerk of the County of Gloucester

Court

05-Dec-03

05-Dec-07

1,907,984

92 Howe Baker Engineers

TB6415

ST. PAUL FIRE AND MARINE INSURANCE COMPANY (SFM)

The Clerk of the County of Gloucester

Court

05-Dec-03

05-Dec-07

674,725

92 Howe Baker Engineers

TB6416

ST. PAUL FIRE AND MARINE INSURANCE COMPANY (SFM)

The Clerk of the County of Gloucester

Court

05-Dec-03

05-Dec-07

500,477

Sub-total

5,055,571

33 A & B Builders, Ltd

CMS226306

RLI INSURANCE COMPANY (RLI)

State of Wyoming

Payment

01-Apr-05

01-Apr-08

12,000

33 A & B Builders, Ltd

CMS226317

RLI INSURANCE COMPANY (RLI)

City of Beaumont

License/Permit

13-Sep-05

13-Sep-08

15,000

33 A & B Builders, Ltd

CMS226310

RLI INSURANCE COMPANY (RLI)

State of Louisiana

Tax

01-Aug-05

01-Aug-08

5,893,247

Sub-total

5,920,247

93 Matrix Engineering Ltd

15690166

WESTERN SURETY COMPANY (WSC)

Secretary of State of Texas, Notary Public Unit

Public

20-Aug-04

20-Aug-08

10,000

93 Matrix Engineering Ltd

15690167

WESTERN SURETY COMPANY (WSC)

Secretary of State of Texas, Notary Public Unit

Public

01-Aug-04

21-Aug-08

10,000

93 Matrix Engineering Ltd

15830164

WESTERN SURETY COMPANY (WSC)

State of Texas

Public

25-Nov-06

25-Nov-10

10,000

93 Matrix Engineering Ltd

CMS226309

RLI INSURANCE COMPANY (RLI)

State of Louisiana - Dept of Revenue

Tax

01-Aug-05

01-Aug-08

11,901,472

93 Matrix Engineering Ltd

TB6422

ST. PAUL FIRE AND MARINE INSURANCE COMPANY (SFM)

J V Industrial MOB 1177

Court

08-Dec-03

08-Dec-07

783,129

Sub-total

12,714,601

20 CBI Company Ltd

83036024

FEDERAL INSURANCE COMPANY (FED)

Common Wealth of Puerto Rico, Department of Treasurery

Excise Taxes

08-Apr-05

04-Oct-07

30,000

Sub-total

30,000

42 CBI Americas Limited

83036590

FEDERAL INSURANCE COMPANY (FED)

Estado Libre Asociado de Puerto Rico

License/Permit

04-Oct-05

04-Oct-07

12,125

42 CBI Americas Limited

15838737

WESTERN SURETY COMPANY (WSC)

State of Texas

License/Permit

16-Mar-07

20-Mar-11

10,000

Sub-total

22,125

44 CBI Venezolana

8853

Venezolano de Credito

Orifuels Sinoven, S.A.

Performance

04-Jun-07

30-Jun-09

VZB

528,089

44 CBI Venezolana

8852

Venezolano de Credito

Orifuels Sinoven, S.A.

Labor

04-Jun-07

31-Dec-09

VZB

264,045

44 CBI Venezolana

8028

Venezolano de Credito

Orifuels Sinovensa

Performance

26-Oct-04

30-Jun-07

VZB

1,396,109

44 CBI Venezolana

8032

Venezolano de Credito

Orifuels Sinovensa

Labor

26-Oct-04

30-Jun-07

VZB

698,100

44 CBI Venezolana

8043

Venezolano de Credito

Operadora Cerro Negro

Labor

28-Jun-05

31-Dec-07

VZB

38,273

44 CBI Venezolana

8044

Venezolano de Credito

Operadora Cerro Negro

Performance

28-Jun-05

31-Dec-07

VZB

76,545

44 CBI Venezolana

8045

Venezolano de Credito

Operadora Cerro Negro

Performance

28-Jun-05

31-Dec-07

34,239

44 CBI Venezolana

8077

Venezolano de Credito

Crystallex International

Advance Payment

21-Jul-05

21-Dec-07

VZB

304,501

44 CBI Venezolana

8143

Venezolano de Credito

Petrolera Zuata Petrozuata

Performance

14-Sep-05

14-Sep-07

74,936

44 CBI Venezolana

8144

Venezolano de Credito

Petrozuata

Performance

07-Sep-05

31-Dec-07

VZB

285,238

44 CBI Venezolana

8177

Venezolano de Credito

Orifuels Sinovensa

Labor

30-Sep-05

30-Sep-07

VZB

43,250

44 CBI Venezolana

8178

Venezolano de Credito

Orifuels Sinovensa

Performance

30-Sep-05

30-Sep-07

VZB

86,500

44 CBI Venezolana

8186

Venezolano de Credito

PDVSA Petroleo

Performance

03-Oct-05

30-Jun-07

VZB

509,670

44 CBI Venezolana

8187

Venezolano de Credito

PDVSA Petroleo

Labor

03-Oct-05

31-Dec-07

VZB

241,974

44 CBI Venezolana

8193

Venezolano de Credito

Orifuels Sinovensa

Advance Payment

06-Oct-05

06-Oct-07

VZB

52,003

44 CBI Venezolana

8321

Venezolano de Credito

PDVSA

Performance

12-Jan-06

31-Dec-07

VZB

623,141

44 CBI Venezolana

8322

Venezolano de Credito

PDVSA

Labor

12-Jan-06

31-Dec-08

VZB

250,192

Schedule 1.1.4 — Permitted Existing Contingent Obligations
As of September 30, 2007
(Surety Bonds)

CBI outstanding surety bonds as of 9/30/07

Company ID

Bond #

ISSUING company

BENEFICIARY

PURPOSE

ISSUED

EXPIRY

Curr

US Dollar

44 CBI Venezolana

5100617501086

MAPFRE

Petrolera Zuata, Petrozuata

Performance

13-Oct-06

13-Oct-08

VZB

924,528

44 CBI Venezolana

5110717500240

MAPFRE

Construcciones y Montajes Uriman

Advance Payment

15-Aug-07

15-Aug-08

VZB

19,033

44 CBI Venezolana

5100717500825

MAPFRE

PDVSA

Performance

09-May-07

31-Dec-08

VZB

893,949

44 CBI Venezolana

5100617501317

MAPFRE

Petrolera Ameriven

Performance

13-Dec-06

13-Dec-07

VZB

44,213

44 CBI Venezolana

510717500145

MAPFRE

PDVSA

Labor

05-Sep-07

31-Dec-08

VZB

294,528

44 CBI Venezolana

5100717500205

MAPFRE

Sincrudos de Oriente Sincor, C.A.

Performance

01-Jan-07

01-Jan-08

VZB

79,501

44 CBI Venezolana

5100717500273

MAPFRE

Construcciones y Montajes Uriman, S.A.

Performance

01-Jan-07

01-Jan-08

VZB

62,811

44 CBI Venezolana

5100717500274

MAPFRE

Construcciones y Montajes Uriman, S.A.

Performance

01-Jan-07

01-Jan-08

VZB

17,109

44 CBI Venezolana

5110617500324

MAPFRE

Petrolera Zuata, Petrozuata

Advance Payment

13-Oct-06

13-Oct-07

VZB

731,133

44 CBI Venezolana

5110717500051

MAPFRE

Orifuels Sinoven, S.A.

Advance Payment

01-Jan-07

01-Jan-08

VZB

792,134

44 CBI Venezolana

5120617500186

MAPFRE

Petrolera Zuata, Petrozuata

Labor

13-Oct-06

13-Oct-08

VZB

924,528

44 CBI Venezolana

5120617500243

MAPFRE

Petrolera Ameriven

Labor

13-Dec-06

13-Dec-07

VZB

10,006

44 CBI Venezolana

5120717500042

MAPFRE

Sincrudos de Oriente Sincor, C.A.

Labor

01-Jan-07

01-Jan-08

VZB

11,370

44 CBI Venezolana

5210717500053

MAPFRE

Republica Bolivariana de Venezuela

License

01-Apr-07

01-Apr-08

VZB

31,240

44 CBI Venezolana

5210717500054

MAPFRE

Republica Bolivariana de Venezuela

License

01-Apr-07

01-Apr-08

VZB

84,481

44 CBI Venezolana

5210717500430

MAPFRE

Vopak Venezuela S.A.

Performance

01-Apr-07

01-Apr-08

VZB

234,668

44 CBI Venezolana

5210717500144

MAPFRE

PDVSA

Performance

01-Apr-07

01-Apr-08

VZB

465

44 CBI Venezolana

01-16-100719

Seguros Mercantil

PDVSA

Labor

15-Nov-02

01-Jan-08

VZB

102,489

44 CBI Venezolana

35-16-100097

Seguros Mercantil

Sincrudos de Oriente Sincor, C.A.

Labor

01-Jun-02

01-Jan-08

VZB

229,229

44 CBI Venezolana

35-16-100098

Seguros Mercantil

Sincrudos de Oriente Sincor, C.A.

Labor

01-Jun-02

01-Jan-08

VZB

33,302

44 CBI Venezolana

35-16-100099

Seguros Mercantil

Sincrudos de Oriente Sincor, C.A.

Labor

01-Jun-02

01-Jan-08

VZB

303,104

44 CBI Venezolana

35-16-100100

Seguros Mercantil

Sincrudos de Oriente Sincor, C.A.

Labor

01-Jun-02

01-Jan-08

VZB

84,682

44 CBI Venezolana

01-16-104528

Seguros Mercantil

Sincrudos de Oriente Sincor, C.A.

Labor

01-Jun-02

01-Jan-08

VZB

104,190

44 CBI Venezolana

01-16-104527

Seguros Mercantil

Sincrudos de Oriente Sincor, C.A.

Labor

01-Jun-02

01-Jan-08

VZB

52,095

44 CBI Venezolana

01-16-0101635

Seguros Mercantil

Petrolera Zuata, Petrozuata,C.A.

Labor

27-May-04

01-Jan-08

VEB

95,939

44 CBI Venezolana

01-16-0101637

Seguros Mercantil

Petrolera Zuata, Petrozuata,C.A.

Advance Payment

22-Jun-04

01-Jan-08

VEB

10,534

44 CBI Venezolana

01-16-100779

Seguros Mercantil

Sincrudos de Oriente Sincor, C.A.

Labor

02-Jul-02

01-Jan-08

VEB

86,192

44 CBI Venezolana

01-16-100780

Seguros Mercantil

PDVSA Sincor

Labor

11-Jun-02

01-Jan-08

VEB

29,848

44 CBI Venezolana

01-16-104012

Seguros Mercantil

INELECTRA

Performance

01-Jul-04

01-Jan-08

VEB

78,751

44 CBI Venezolana

01-16-100820

Seguros Mercantil

SENIAT

Custom

27-Nov-02

01-Jan-08

VEB

3,188

44 CBI Venezolana

01-16-104008

Seguros Mercantil

INELECTRA

Performance

17-May-04

31-Dec-07

VZB

48,501

44 CBI Venezolana

01-16-104011

Seguros Mercantil

INELECTRA

Performance

17-May-04

31-Dec-07

VZB

48,501

44 CBI Venezolana

01-16-104056

Seguros Mercantil

Operadora Cerro Negro

Advance Payment

21-May-04

01-Jan-08

VZB

93,478

44 CBI Venezolana

01-16-104058

Seguros Mercantil

Operadora Cerro Negro

Performance

21-May-04

01-Jan-08

VZB

93,478

44 CBI Venezolana

01-16-104059

Seguros Mercantil

Operadora Cerro Negro

Advance Payment

21-May-04

01-Jan-08

105,388

44 CBI Venezolana

01-16-104060

Seguros Mercantil

Operadora Cerro Negro

Performance

21-May-04

01-Jan-08

105,388

44 CBI Venezolana

01-16-104097

Seguros Mercantil

Operadora Cerro Negro

Labor

27-May-04

01-Jan-08

VZB

46,739

44 CBI Venezolana

01-16-104230

Seguros Mercantil

Petrolera Ameriven

Advance Payment

22-Jun-04

01-Jan-08

VZB

122,830

44 CBI Venezolana

01-16-104295

Seguros Mercantil

Petrolera Ameriven

Performance

01-Jul-04

01-Jan-08

VZB

122,830

44 CBI Venezolana

01-16-104296

Seguros Mercantil

Petrolera Ameriven

Performance

01-Jul-04

01-Jan-08

112,838

44 CBI Venezolana

01-16-104297

Seguros Mercantil

Petrolera Ameriven

Labor

01-Jul-04

30-Jun-07

VZB

61,415

44 CBI Venezolana

01-16-105380

Seguros Mercantil

INELECTRA,S.A.

Performance

14-Dec-04

01-Jan-08

VZB

100,567

44 CBI Venezolana

01-16-105384

Seguros Mercantil

Aduana Guanta

Custom

14-Nov-04

01-Jan-08

VZB

84,956

44 CBI Venezolana

01-16-105385

Seguros Mercantil

Inelectra

Labor

14-Dec-04

01-Jan-08

VZB

72,408

44 CBI Venezolana

01-16-105415

Seguros Mercantil

Aduana de Guanta

Custom

14-Dec-04

30-Jun-07

VZB

44,986

44 CBI Venezolana

01-16-105671

Seguros Mercantil

Aduana Principal

Performance

16-Feb-05

01-Jan-08

VZB

49,637

44 CBI Venezolana

01-16-105943

Seguros Mercantil

Operadora Cerr

Advance Payment

15-Apr-05

01-Jan-08

VZB

14,387

44 CBI Venezolana

01-16-105944

Seguros Mercantil

Operadora Cerr

Advance Payment

15-Apr-05

01-Jan-08

29,730

Sub-total

13,234,104

55 Horton CBI, Ltd

M413771

ACE INA INSURANCE (ACE)

Canadian Customs

Custom

27-Oct-06

27-Oct-07

CAD

5,000

Sub-total

5,000

TOTAL

222,794,597

Positive
Negative
Uncertain
Constraining
Legalese
Litigous
Readability	8th grade Avg

Chicago Bridge & Iron Company

MATERIAL SUBSIDIARIES: