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State of Dsaawam <br />Se=vtary of State <br />Diviafan of Corpor ations <br />Doalvored 10:41 ! 04/30/2008 <br />0 FIIZD 10:34 AN 0413012008 <br />MV 080485789 - 2366529 FIZZ <br />CERTIFICATE OF CONVERSION <br />FROM A CORPORATION TO A LIMITED LIABILITY COMPANY <br />PURSUANT TO SECTION 266 OF THE <br />DELAWARE GENERAL CORPORATION LAW <br />1. The name of the Corporation is Seneca Coal Company. <br />2. The date on which the original Certifcate of Incorporation, was filed with <br />the Secretary of State is January 3, 1994. <br />3. The name of the limited liability company to which the Corporation is <br />herein being converted is Seneca Coal Company, LLC. <br />4. This Certificate of Conversion shall be effective immediately upon tiling <br />with the Secretary of State of Delaware. <br />5. The conversion has been approved in accordance with the provisions of <br />Section 286 of the Delaware General Corporation Law. <br />IN WITNESS WHEREOF, the undersigned has executed this Certificate of <br />Conversion this 30 day of April 2008. <br />By: W, 1 - <br />Klinger <br />El <br />