AMENDMENT ONE TO THE OFFICERS’ DEATH BENEFIT PLAN OF NEWMONT

AMENDMENT ONE

TO THE

OFFICERS’ DEATH BENEFIT PLAN OF NEWMONT 

WHEREAS, the Officers’ Death Benefit Plan of Newmont (the “Plan”) was amended and restated by Newmont USA Limited (the “Plan Sponsor”) effective January 1, 2013; and

WHEREAS, the Plan Sponsor wishes to close post-employment benefits to Salaried Employees who do not meet the eligibility requirements for the Plan as of January 1, 2017; and

WHEREAS, Article X of the Plan authorizes the Plan Sponsor to amend the Plan from time to time.

NOW, THEREFORE, the Plan is hereby amended effective January 1, 2017 as follows:

Section 2.01.  Eligible Classes of Employees and Retirees.  The death benefits provided under this Plan will be paid pursuant to Article III if the Salaried Employee or Retiree satisfies the following requirements of this Section.

(a)Current Salaried Employees.  A current Salaried Employee of the Employer is eligible for the Plan if:

(i)the Salaried Employee is a corporate officer of Newmont Mining Corporation and is classified as an executive grade; or

(ii)the Salaried Employee is designated by the Vice President of Human Resources of Newmont Mining or his delegate as eligible for the Plan.

Notwithstanding any provision of this Plan to the contrary, a Salaried Employee who becomes eligible for the Plan on or after January 1, 2017 shall cease to be covered under the Plan upon his or her retirement or termination of employment with the Employer and the Salaried Employee will no longer be eligible for benefits with the Plan.

(b)Retired Salaried Employees on and After January 1, 2004.  A retired Salaried Employee of the Employer who retires on or after January 1, 2004 is eligible for the Plan if:

The foregoing was adopted this 21st day of December, 2016.

NEWMONT USA LIMITED

By /s/ Stephen P. Gottesfeld     

Name Stephen P. Gottesfeld     

Title Vice President