0001193125-12-335074 Sample Contracts

LIMITED LIABILITY COMPANY AGREEMENT of TWENTYMILE COAL, LLC
Limited Liability Company Agreement • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (“Agreement”) of Twentymile Coal, LLC (“LLC”), dated as of December 10, 2009, is made by Peabody Colorado Operations, LLC, a Delaware limited liability company (“Member”), as the sole member.

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AMENDMENT No. 1 to the LIMITED LIABILITY COMPANY AGREEMENT of PEABODY COALTRADE, LLC
Limited Liability Company Agreement • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Delaware

This AMENDMENT No. 1, dated March 2, 2010 (“Amendment”) to the Limited Liability Company Agreement of COALTRADE, LLC (“Company”) dated as of December 27, 2004 (“LLC Agreement”), is made by Peabody Investments Corp., a Delaware corporation (“Member”), as the sole member of the Company.

LIMITED LIABILITY COMPANY AGREEMENTOF WILLIAMS FORK COAL COMPANY, LLC
Limited Liability Company Agreementof • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (“Agreement”) of Williams Fork Coal Company, LLC (the “LLC”), dated as of December 27, 2006, is made by Colorado Coal Resources, LLC (the “Member”), a Delaware limited liability company, as the sole member.

LIMITED LIABILITY COMPANY AGREEMENTOF GOLD FIELDS MINING, LLC
Limited Liability Company Agreementof • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (“Agreement”) of Gold Fields Mining, LLC, (the “LLC”), is dated as of October 28, 2004 and made by BTU Worldwide, Inc., a Delaware Corporation (the “Member”).

AMENDED AND RESTATED OPERATING AGREEMENT OF FALCON COAL COMPANY, LLC
Operating Agreement • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Indiana

THIS AMENDED AND RESTATED OPERATING AGREEMEN1 (“Agreement”) of Falcon Coal Company, LLC (the “LLC”), dated as of November 21, 2006, is made by Black Beauty Coal Company, LLC (the “Member”), an Indiana limited liability company, as the sole member.

OPERATING AGREEMENT PORCUPINE PRODUCTION, LLC
Operating Agreement • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Delaware

THIS OPERATING AGREEMENT (the “Agreement”) is made and entered into as of the 16th day of February, 2000 by PEABODY NATURAL GAS, LLC, a Delaware limited liability company with its principal offices at 701 Market Street, Suite 700, St. Louis, Missouri 63101 (“PNG”). PNG is hereinafter referred as the “Member” and any subsequently admitted members shall hereinafter collectively be referred to with PNG as the “Members”. For purposes of this Agreement, the term “Member” shall include any party then acting in such capacity in accordance with the terms of this Agreement.

Amendment to Second Amended and Restated Partnership Agreement Of Peabody Natural Resources Company
Partnership Agreement • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Delaware

This Second Amendment (the “Amendment) to the Second Amended and Restated Partnership Agreement, dated as of September 28, 1991 (the Partnership Agreement”) of Peabody Natural Resources Company, a Delaware general partnership (the “Company”) is made this day of May, 1998.

AMENDMENT No. 1 to the LIMITED LIABILITY COMPANY AGREEMENT of PEABODY COULTERVILLE MINING, LLC
Limited Liability Company Agreement • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Delaware

This AMENDMENT No. 1, dated March 2, 2010 (“Amendment”) to the Limited Liability Company Agreement of Williamsville Coal Company, LLC (“Company”) dated as of September 5, 2003 (“LLC Agreement”), is made by Midwest Coal Acquisition Corp, a Delaware corporation (“Member”), as the sole member of the Company.

LIMITED LIABILTY COMPANY AGREEMENT of PEABODY WILD BOAR SERVICES, LLC
Company Agreement • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (“Agreement”) of Peabody Wild Boar Services, LLC (the “LLC”), dated as of December 31, 2008, is made by Peabody Midwest Services, LLC, a Delaware limited liability company (the “Member”), as the sole member.

LIMITED LIABILITY COMPANY AGREEMENTOF LIVELY GROVE ENERGY PARTNERS, LLC
Limitei’ Liability Company Agreement • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Delaware

THIS LIMITEI’ LIABILITY COMPANY AGREEMENT (“Agreement”) of Lively Grove Energy Partners, LLC (the “LLC”), dated as of May 10, 2007, is made by Peabody Electricity, LLC, a Delaware limited liability company (the “Member”), as the sole member.

AMENDMENT NO. 1 to the SECOND AMENDED AND RESTATED OPERATING AGREEMENT of PEABODY ARCLAR MINING, LLC
Operating Agreement • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Indiana

This AMENDMENT NO. 1, dated as of March 2, 2010 (“Amendment”), to the Second Amended and Restated Operating Agreement of Arclar Company, LLC (“Company”) dated as of January 1, 2002 (“Operating Agreement”), is made by Peabody Midwest Mining, LLC, an Indiana limited liability company (“Member”) as the sole member of the Company.

LIMITED LIABILITY COMPANY AGREEMENTof PEABODY ILLINOIS SERVICES, LLC
Limited Liability • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (“Agreement”) of Peabody Illinois Services, LLC (the “LLC”), dated as of December 31, 2008, is made by Peabody Midwest Services, LLC, a Delaware limited liability company (the “Member”), as the sole member.

OPERATING AGREEMENT FOR BLACK HILLS MINING COMPANY, LLC (the “Company”)
Operating Agreement • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Illinois

This is the Operating Agreement dated as of July 1, 2003, among Dodge Hill Holding JV, LLC and any person who subsequently becomes a Member of the Company, as reflected on the Company’s records, each a “Member” and collectively the “Members”.

AMENDED AND RESTATEDLIMITED LIABILITY COMPANY AGREEMENT OF MIDWEST COAL RESERVES OF INDIANA, LLC
Restatedlimited Liability Company Agreement • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (“Agreement”) of Midwest Coal Reserves of Indiana, LLC (“LLC”), dated as of August 23, 2005, is made by Peabody Coal Company, LLC (the “Member”), a Delaware limited liability company, as the sole member.

FIRST AMENDMENT TO OPERATING AGREEMENT OF COAL RESERVE HOLDING LIMITED LIABILITY COMPANY NO. 1
Operating Agreement • August 3rd, 2012 • Pacific Export Resources, LLC • Bituminous coal & lignite surface mining • Delaware

THIS FIRST AMENDMENT TO THE OPERATING AGREEMENT OF COAL RESERVE HOLDING LIMITED LIABILITY COMPANY NO. 1 (the “Amendment”) is entered into as of the 26th day of April, 2001 among, PEABODY DEVELOPMENT COMPANY, a Delaware corporation with its principal offices at 701 Market Street, St. Louis, Missouri 63101(“PDC”), PEABODY DEVELOPMENT LAND HOLDINGS, LLC, a Delaware limited liability company with its principal offices at 701 Market Street, St. Louis, Missouri 63101 (“PDLH”) and TWIN OAKS FARM, LTD., an Illinois corporation with its principal offices at 29 W. Raymond Street, Harrisburg, Illinois 62946 (“Twin Oaks”). (PDC, PDLH and Twin Oaks may collectively be referred to herein as the “Members” and each individually as a “Member”.) For purposes of this Amendment, the term “Member” shall include any party then acting in such capacity in accordance with the terms of this Amendment or the “Agreement”, as hereinafter defined.

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