1 M ICHAEL B AKER C ORPORATION The Seventh Oil and Gas Conference August 6, 2002 Engineering & Energy

2 Safe Harbor This presentation will contain information related to events which may occur in the future. These forward-looking statements may include future business trends, revenue and earnings forecasts, and acquisition and corporate finance activity. These statements are subject to market, regulatory, operating and other risks and uncertainties and, as a result, actual results may vary. Such forward- looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

Engineering & Energy 3 Summary / Highlights n Record Earnings in 2001 n Focused on Two Segments u Energy and Engineering n Leader in Professional Services u Oil & Gas Production O&M u Transportation and Civil Infrastructure Engineering n Positioned to Accelerate Revenue and Margin Growth, Led by Energy Segment n Debt-free, Leverageable Balance Sheet n Recent Addition to Russell 2000 n Currently Valued at 5x EBITDA n Record Earnings in 2001 n Focused on Two Segments u Energy and Engineering n Leader in Professional Services u Oil & Gas Production O&M u Transportation and Civil Infrastructure Engineering n Positioned to Accelerate Revenue and Margin Growth, Led by Energy Segment n Debt-free, Leverageable Balance Sheet n Recent Addition to Russell 2000 n Currently Valued at 5x EBITDA

Engineering & Energy 4 Decade of Performance

Engineering & Energy 5 Global Reach Bangkok, Thailand Abu Dhabi, UAE London, England Caracas, Venezuela Mexico City, Mexico Lagos, Nigeria Pittsburgh, Pa. (HQ)

Engineering & Energy 6 Key Customer Relationships n Engineering n Energy

Engineering & Energy 7 Four-Point Strategy Maximize the growth potential of the Energy business Optimize the overall performance of the Engineering business Innovate by investing to enhance service delivery methods Leverage the relationships and skills of the entire company Maximize the growth potential of the Energy business Optimize the overall performance of the Engineering business Innovate by investing to enhance service delivery methods Leverage the relationships and skills of the entire company

Engineering & Energy 8 Core Energy Service Offerings n Oil & Gas u Operations & Maintenance u Operations Engineering u Competency-Based Training u Supply Chain Management u Total Asset Management n Oil & Gas u Operations & Maintenance u Operations Engineering u Competency-Based Training u Supply Chain Management u Total Asset Management

Engineering & Energy 9 Markets and Services Houston Lafayette London Lagos Caracas Bangkok Anchorage Supply Chain Management O&M Services Manpower Training Recruiting Major and Large Independent Oil & Gas U.S. Electric Utilities and I.P.P. Major and Large Independent Oil & Gas U.S. Electric Utilities and I.P.P. LOCATION SERVICES CUSTOMERS Abu Dhabi Operations Engineering Total Asset Management

Engineering & Energy 10 Differentiation of Services n Energy u OPCO SM u Integrated Services and Solutions for Global O&G Upstream Production Operations u Competency-Based Training and Nationalization Programs n Energy u OPCO SM u Integrated Services and Solutions for Global O&G Upstream Production Operations u Competency-Based Training and Nationalization Programs

Engineering & Energy 11 Energy Growth Drivers ClientBaker n Fixed Fee Income n Annual Performance Bonus n Shared Cost Savings n Reduced Operating Costs n Increased Revenues n Better Efficiencies OPCO SM Value Creation Shared Savings Leveraged Economies of Scale n Flexibility n Reliability n Innovation n Asset Utilization n Information n Regulatory Compliance n Safety

Engineering & Energy 12 Our OPCO Potential Market

Engineering & Energy 13 Our OPCO-Served Market

Engineering & Energy 14 OPCO Diffusion Curve Early Adopters Early Majority Late Majority Laggards

Engineering & Energy 15 Target Business Model 11-15% Margins All 5-8% Margins

Engineering & Energy 16 Deepwater Opportunities n Largest Supplier of Manpower to Deepwater GOM n Ops Engineering Support to New Facilities Worldwide n Largest Supplier of Manpower to Deepwater GOM n Ops Engineering Support to New Facilities Worldwide

Engineering & Energy 17 Alliances n n n n n n n n n n n n u Training u Supply Chain Management u Total Asset Management

Engineering & Energy 18 The Energy Value Steps Ops. Eng. Training Contract Labor OPCO Supply Chain Management Total Asset Management VALUE TIME

Engineering & Energy 19 Core Engineering Service Offerings n Transportation Engineering Services u Highways u Bridges (Structures) u Program Management u Asset Management n Civil Infrastructure Services u DoD / Federal Markets u Water/Waste Water u Cold Region Pipelines u Asset Management n Transportation Engineering Services u Highways u Bridges (Structures) u Program Management u Asset Management n Civil Infrastructure Services u DoD / Federal Markets u Water/Waste Water u Cold Region Pipelines u Asset Management

Engineering & Energy 20 Federal Budget Impact ?? Transportation Funding (Highways, Transit, Aviation) Funding Redirects (Homeland Security, Emergency Response, FEMA, EPA, INS, etc.) TEA-21 Reauthorization Baker Strengths: Highways, Bridges, Transit, Aviation Baker Strengths: CCMP, DoD, FEMA

Engineering & Energy 21 Acquisition Growth Opportunities n Geographic and Capacity Expansion u Energy Opportunities u Engineering Opportunities n Additional Capabilities u Energy n Training Program Development n Maintenance Management Systems u Engineering n Water/Wastewater n Asset Management n Geographic and Capacity Expansion u Energy Opportunities u Engineering Opportunities n Additional Capabilities u Energy n Training Program Development n Maintenance Management Systems u Engineering n Water/Wastewater n Asset Management

Engineering & Energy 22 Total Revenues Energy $420-$430m

Engineering & Energy 23 Total Revenues Energy Q2/Q2 Total Reported/Engineering/Energy Revenues $42.9 $61.9 $28.8 $56.1 $41.4 $61.3

Engineering & Energy 24 Operating Performance (in Thousands of $) Adjusted for $1 Million Non-Recurring Charge TOTAL CONTRACT REVENUES Total Reported$506,012$390,710$403,222 Less Non-Core223,23641,6251,372 ENERGY80,158120,708158,236 ENGINEERING202,618228,377243,614 Total Core282,776349,085401,850 TOTAL OPERATING INCOME (Pre-Corp. O/H and I/C Ins. Premiums) Total Reported(511)17,54331,436 %-.1%4.5%7.8% ENERGY4,2529,75912,842 %6.6%8.1% ENGINEERING12,54416,00718,582 %6.2%7.0%7.6% Total Core$17,796$25,766$31,424 %6.4%7.4%7.8%

Engineering & Energy 25 Operating Performance (Q2/Q2) (in Thousands of $) TOTAL CONTRACT REVENUES Total Reported$97,962$102,652$104,760 Less Non-Core12,871-- ENERGY28,78641,39942,877 ENGINEERING56,10561,25361,883 Total Core84,891102,652104,760 TOTAL OPERATING INCOME (Pre-Corp. O/H and I/C Ins. Premiums) Total Reported5,4868,8008,640 %5.6%8.6%8.2% ENERGY1,4213,4963,303 %4.9%8.4%7.7% ENGINEERING3,7875,4626,147 %6.7%8.9%9.9% Total Core$5,208$8,958$9,450 %6.1%8.7%9.0%

Engineering & Energy 26 Cash Flow (in millions of $) Net Income$(8.2)$5.4$11.2 Depreciation & Amortization Other1.9(0.1)3.2 Cash from Operations Capital Expenditures(5.3)(2.9)(4.1) Acquisition/Investments(4.9)(9.0)9.0 Funding of Litigation Escrow--(12.7) Share Repurchase--(0.4) Proceeds from Sale of Assets/Stock Options NET Borrowings (Repayments)7.8(10.1)(2.3) NET Increase (Decrease) in Cash$(1.3)$5.4$9.4

Engineering & Energy 27 Balance Sheet (in millions of $) ASSETS Cash$3.7$9.1$18.5 Short-Term Investment-9.0- A/R Cost in Excess of Billing PPE Intangibles Other $155.0$137.4$151.6 LIABILITIES Current Portion LTD Trade A/P Accrued Other Long-Term Debt Owners’ Equity $155.0$137.4$151.6

Engineering & Energy 28 EPS Growth Est. Reported EPS$(1.00)$.65$1.33$ $1.45 Pro Forma EPS Core Operating Income17,79625,76631,424 Less Corporate Overhead(7,664)(7,715)(11,058) Operating Income10,13218,05120,366 Provisions for Income Tax (47% for 1999, 51% for 2001 and 45.5% for 2001) 4,764(9,206)(9,267) 5,3708,84511,099 Pro Forma EPS$0.66$1.07$1.32$ $1.45

Engineering & Energy 29 Stock Performance (24 mos.)

Engineering & Energy 30 Ownership Top HoldersShares Baker ESOP3,247,039 Lord Abbett & Co. 644,203 Dimensional Fund Advisors 479,914 Goldman Sachs 409,400 Corbyn Investment Management 263,737 Paradigm Capital Management 240,500 Munder Capital Management 195,500 Tontine Management L.L.C. 156,800 Emerald Advisers 132,800 Wellington Management 100,800 Top HoldersShares Baker ESOP3,247,039 Lord Abbett & Co. 644,203 Dimensional Fund Advisors 479,914 Goldman Sachs 409,400 Corbyn Investment Management 263,737 Paradigm Capital Management 240,500 Munder Capital Management 195,500 Tontine Management L.L.C. 156,800 Emerald Advisers 132,800 Wellington Management 100,800

Engineering & Energy 31 Financial Highlights n Eliminated Series B Super Voting Shares n Secured $40 Million Credit Facility n Added 7 New Institutional Holders n Added to Russell 2000 ® n Litigation Escrow Released n Eliminated Series B Super Voting Shares n Secured $40 Million Credit Facility n Added 7 New Institutional Holders n Added to Russell 2000 ® n Litigation Escrow Released

Engineering & Energy 32 Conclusion n Energy Market Conditions Catalyst for Above Average Growth n Transportation Infrastructure and DoD/Federal Markets Providing Substantial Opportunity n Debt-free, Leverageable Balance Sheet n Currently Valued at 5x EBITDA n Energy Market Conditions Catalyst for Above Average Growth n Transportation Infrastructure and DoD/Federal Markets Providing Substantial Opportunity n Debt-free, Leverageable Balance Sheet n Currently Valued at 5x EBITDA

33 M ICHAEL B AKER C ORPORATION The Seventh Oil and Gas Conference August 6, 2002 Engineering & Energy