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                               ENERGY INDUSTRIES
 
            NOTES TO THE COMBINED FINANCIAL STATEMENTS--(CONTINUED)
 
  Energy Industries interest expense includes an allocation of interest expense
from the Company totalling $1,243,000 for the nine months ended June 30, 1995,
$2,709,000 for the eight months ended June 30, 1994 and $3,364,000 for the
eleven months ended September 30, 1994. Interest expense of the Company that
was not directly attributable to or related to other operations of the Company
was allocated to Energy Industries based on net assets. Additionally, the
Company performs certain administrative functions for Energy Industries
including insurance policy placement, income tax and legal support. These costs
are charged to Energy Industries based upon costs incurred in support of these
activities.
 
NOTE 12. PROFIT SHARING PLAN
 
  All qualified employees of Energy Industries are covered under the Energy
Industries, Inc. Profit Sharing Plan. Energy Industries matches an employee's
voluntary contribution on a dollar-for-dollar basis, up to 2% of the employee's
gross payroll. Energy Industries can also elect to make an annual contribution
to the plan based on profits. These contributions are allocated to the
participants based on gross payroll. Contributions of $163,512 were made under
this discretionary profit sharing feature of the plan for the eleven months
ended September 30, 1994.
 
NOTE. 13. SUBSEQUENT EVENTS
 
  In January 1995, Energy Industries sold its heat exchanger division, located
in Garland, Texas. The heat exchanger division manufactured one of the integral
components of the gas compressor package, the "cooler" or "heat exchanger".
Energy Industries received $1,470,000, and entered into an alliance agreement
structured to provide Energy Industries with the heat exchangers necessary to
perform its fabrication operations. As part of the consideration of the sale,
Energy Industries received a $725,000 credit to be used against future
purchases over the next five years at a rate of 10% off of normal invoice
price. Approximately $5.5 million in revenues and approximately $471,000 in
operating income, included in Energy Industries results for the eleven months
ended September 30, 1994, was attributable to the heat exchanger division.
 
  During February 1995, Energy Industries acquired the rental fleet of J-Brex
Company for $725,000. Fourteen active rental units were acquired in this
transaction, and Energy Industries entered into a three-year agreement which
affords Energy Industries the right of first refusal on these and any future
compressors J-Brex may need.
 
  In April 1995, Energy Industries acquired the forty-four unit rental fleet of
Mountain Front Pipeline Company, Inc. Energy Industries purchased these units
for $2.7 million, and entered into an agreement with Mountain Front, which
affords Energy Industries exclusive rights for these and any future compressors
for a period of up to thirty months.
 
  On June 30, 1995, the Company announced that it had entered into an agreement
to sell the assets of Energy Industries for $130 million to Enterra
Corporation. The agreement is subject to stockholder approval and certain
government approvals.
 
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