0001104659-09-033024 Sample Contracts

EQT CORPORATION 8.125 % Senior Notes due 2019
Underwriting Agreement • May 15th, 2009 • EQT Corp • Natural gas transmisison & distribution • New York

Based upon the foregoing and subject to the limitations, qualifications, exceptions and assumptions set forth herein, although the discussion in the Prospectus Supplement under the heading “Certain United States Federal Income Tax Considerations” does not purport to discuss all possible United States federal income tax consequences of the purchase, ownership and disposition of the Securities, it is our opinion that such discussion fairly summarizes, in all material respects, the United States federal income tax consequences of the purchase, ownership and disposition of the Securities.

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THIRD SUPPLEMENTAL INDENTURE Dated as of May 15, 2009 to INDENTURE Dated as of March 18, 2008
Third Supplemental Indenture • May 15th, 2009 • EQT Corp • Natural gas transmisison & distribution • New York

THIRD SUPPLEMENTAL INDENTURE, dated as of May 15, 2009 (this “Third Supplemental Indenture”), between EQT Corporation, a corporation duly organized and existing under the laws of the Commonwealth of Pennsylvania, having its principal office at EQT Plaza, 625 Liberty Avenue, Pittsburgh, Pennsylvania 15222 (the “Company”), and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Trustee”).

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