0000950152-06-007550 Sample Contracts

LETTER AMENDMENT NO.3 TO MASTER SHELF AGREEMENT
Master Shelf Agreement • September 11th, 2006 • Layne Christensen Co • Construction - special trade contractors

Prudential Investment Management, Inc. The Prudential Insurance Company of America Pruco Life Insurance Company Security Life of Denver Insurance Company American Skandia Life Assurance Corporation Prudential Retirement Insurance and Annuity Company Time Insurance Company (f/k/a Fortis Insurance Company) American Memorial Life Insurance Company Physicians Mutual Insurance Company

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LAYNE CHRISTENSEN COMPANY 2006 EQUITY INCENTIVE PLAN Restricted Stock Agreement
Restricted Stock Agreement • September 11th, 2006 • Layne Christensen Co • Construction - special trade contractors • Delaware

This Agreement dated , is made by and between Layne Christensen Company, a Delaware corporation (the “Company”), and (“Participant”).

AMENDMENT NO. 1 TO AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • September 11th, 2006 • Layne Christensen Co • Construction - special trade contractors • Illinois

This AMENDMENT NO. 1 TO AMENDED AND RESTATED LOAN AGREEMENT (this “Agreement”) is entered into and effective as of June 16, 2006, by and among Layne Christensen Company, a Delaware corporation (Borrower) and LaSalle Bank National Association (LaSalle), as Administrative Agent, and LaSalle and the other lenders a party hereto, as Lenders.

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