0001193125-05-218156 Sample Contracts

FIRST AMENDMENT AND WAIVER TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • November 7th, 2005 • Consol Energy Inc • Bituminous coal & lignite surface mining • Pennsylvania

THIS FIRST AMENDMENT AND WAIVER, dated as of September 16, 2005 (the “Amendment and Waiver”), to AMENDED AND RESTATED CREDIT AGREEMENT, dated as of April 1, 2005 (the “Credit Agreement”; capitalized terms used but not defined herein shall have the meanings given them in the Credit Agreement) by and among CONSOL Energy Inc. (the “Borrower”), certain subsidiaries of the Borrower listed on the signature pages hereof (collectively the “Guarantors; the Borrower and the Guarantors are collectively referred to as the “Loan Parties”), PNC Bank, National Association and Citicorp North America, Inc., as co-administrative agents, and PNC Bank, National Association, as paying agent (the “Paying Agent”).

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