Amendment No. 5 to Credit Agreement, by and among Peabody Energy Corporation, the subsidiaries of Peabody Energy Corporation party thereto as reaffirming parties, the lenders party thereto and Goldman Sachs Bank USA, as administrative agent

Section 1.01 of the Credit Agreement is hereby amended by amending and restating the following defined terms to read in their entirety as follows:

Section 1.01 of the Credit Agreement is hereby amended by amending and restating the last sentence of the definition of “Guarantors” to read in its entirety as follows:

Section 1.01 of the Credit Agreement is hereby amended by adding the following defined terms in appropriate alphabetical order:

The Administrative Agent shall have received a duly authorized, executed and delivered counterpart of the signature page to this Amendment No. 5 from each Loan Party named on the signature pages hereto, the Administrative Agent and the Required Lenders.

The Administrative Agent shall have received a duly authorized, executed and delivered counterpart of the signature pages to Security Agreement Amendment No. 1 from the Loan Parties named on the signature pages thereto and the Priority Collateral Trustee.

No Default or Event of Default shall exist, or would result immediately, from the effectiveness of this Amendment No. 5.

The representations and warranties of (i) the Borrower contained in Article V of the Credit Agreement and (ii) each Loan Party contained in each other Loan Document shall be true and correct in all material respects on and as of the Amendment No. 5 Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier

The Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that the conditions specified in clauses (c) and (d) of this Section 5 have been satisfied.

The Administrative Agent shall have received, on behalf of each Lender that shall have delivered an executed signature page to this Amendment No. 5, and released such signature page, on or prior to 12:00 p.m. (New York time) on June 27, 2018, payment of a non-refundable consent fee in an amount equal to .05% multiplied by the sum of such Lender’s Incremental Revolving Commitment and the unpaid principal balance of Term Loans held by such Lender, which consent fee shall be earned in full on the date hereof.

To induce the Lenders and the Administrative Agent to enter into this Amendment No. 5, each of the Loan Parties and Gibraltar Holdings hereby acknowledges and reaffirms its obligations under each Loan Document to which it is a party, including, without limitation, any grant, pledge or collateral assignment of a lien or security interest, as applicable, contained therein, in each case as amended, restated, amended and restated, supplemented or otherwise modified prior to or as of the date hereof (including as amended pursuant to the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment and this Amendment No. 5) (collectively, the “Reaffirmed Documents”). The Borrower acknowledges and agrees that each of the Loan Documents to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall not be impaired or limited by the execution or effectiveness of this Amendment No. 5.

In furtherance of the foregoing Section 6(a), each Loan Party, in its capacity as a Guarantor under the Guaranty to which it is a party (in such capacity, each a “Reaffirming Loan Guarantor”), reaffirms its guarantee of the Secured Obligations under the terms and conditions of such Guaranty and agrees that such Guaranty remains in full force and effect to the extent set forth in such Guaranty and after giving effect to this Amendment No. 5, and is hereby ratified, reaffirmed and confirmed. Each Reaffirming Loan Guarantor hereby confirms that it consents to the terms of this Amendment No. 5 and the Amended

In furtherance of the foregoing Section 6(a), Gibraltar Holdings and each of the Loan Parties that is party to any Security Document, in its capacity as a “grantor”, “pledgor” or other similar capacity under such Security Document (in such capacity, each a “Reaffirming Grantor”), hereby acknowledges that it has reviewed and consents to the terms and conditions of this Amendment No. 5 and the transactions contemplated hereby. In addition, each Reaffirming Grantor reaffirms the security interests granted by such Reaffirming Grantor under the terms and conditions of the Security Documents (in each case, to the extent a party thereto) to secure the Secured Obligations and agrees that such security interests remain in full force and effect and are hereby ratified, reaffirmed and confirmed. Each Reaffirming Grantor hereby (i) confirms that each Security Document to which it is a party or is otherwise bound and all Collateral encumbered thereby will continue to secure, to the fullest extent possible in accordance with the Security Documents, the payment and performance of the Secured Obligations, including without limitation the payment and performance of all such applicable Secured Obligations that are joint and several obligations of each Guarantor and each Reaffirming Grantor now or hereafter existing, in each case pursuant to the terms of the Security Documents such Reaffirming Grantor is a party to, (ii) confirms its respective grant to the Collateral Trustee for the benefit of the Secured Parties of the security interest in and continuing Lien on all of such Reaffirming Grantor’s right, title and interest in, to and under all Collateral to which such Reaffirming Grantor granted a security interest in and a continuing Lien on pursuant to the terms of the Security Documents to which such Reaffirming Grantor is party to, in each case whether now owned or existing or hereafter acquired or arising and wherever located, as collateral security for the prompt and complete payment and performance in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, of all applicable Secured Obligations, subject to the terms contained in the applicable Loan Documents and (iii) confirms its

Gibraltar Holdings and each Guarantor (other than the Borrower) acknowledges and agrees that (i) it is not required by the terms of the Credit Agreement or any other Loan Document to consent to this Amendment No. 5 and (ii) nothing in the Credit Agreement, this Amendment No. 5 or any other Loan Document shall be deemed to require the consent of Gibraltar Holdings or such Guarantor to any future amendment, consent or waiver of the terms of the Credit Agreement.

(i) Upon the earlier to occur of (x) 30 days after Gibraltar Holdings converting into a Domestic Subsidiary, and (y) Gibraltar Holdings retaining for a period of more than 10 days any material cash in excess of the amount of cash necessary to continue to operate in the ordinary course and to comply with any Requirement of Law, as reasonably determined by it or the Borrower, in each case, subject to extension by the Administrative Agent in its sole discretion, Gibraltar Holdings shall execute and deliver a security agreement granting the Collateral Trustee a first-priority Lien in all assets of Gibraltar Holdings (other than, for the avoidance of doubt, any voting Equity Interests of Peabody Investments (Gibraltar) Limited in excess of 65% thereof (and any proceeds therefrom) and other Excluded Assets owned by Gibraltar Holdings) to secure the Priority Lien Obligations (as defined in the Collateral Trust Agreement), in form and substance reasonably satisfactory to the Administrative Agent, and (ii) upon request of the Administrative Agent, at the expense of the Borrower, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may deem reasonably necessary or desirable in obtaining the full benefits of, or (as applicable) in creating, perfecting and preserving the Liens of, the foregoing documents, including the filing of financing statements reasonably necessary or advisable in the opinion of the Administrative Agent or the Collateral Trustee to perfect any security interests created under the foregoing documents.

Ratification. This Amendment No. 5 is limited to the matters specified herein and shall not constitute acceptance or waiver, or, to the extent not expressly set forth herein, an amendment or modification, of any other provision of the Credit Agreement or any other Loan Document. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Credit Agreement or any other Loan Document or instruments securing the same, which shall remain in full force and effect as modified hereby or by instruments executed concurrently herewith, and each of the parties hereto acknowledges and agrees that the terms of this Amendment No. 5 constitute an

Governing Law; Submission to Jurisdiction, Consent to Service of Process, Waiver of Jury Trial, Etc. Sections 10.14 and 10.15 of the Credit Agreement are incorporated by reference herein as if such Sections appeared herein, mutatis mutandis.

Severability. Section 10.12 of the Credit Agreement is incorporated by reference herein as if such Section appeared herein, mutatis mutandis.

Counterparts; Headings. This Amendment No. 5 may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed counterpart of a signature page of this Amendment No. 5 by telecopy or other electronic imaging means (i.e., “pdf” or “tif”) shall be effective as delivery of a manually executed counterpart of this Amendment No. 5. Article and Section headings used herein are included for convenience of reference only, shall not constitute a part hereof, shall not be given any substantive effect and shall not affect the interpretation of this Amendment No. 5.

Third Party Beneficiary. The Collateral Trustee shall be an express third party beneficiary of this Amendment No. 5.

Amendment, Modification and Waiver. This Amendment No. 5 may not be amended nor may any provision hereof be waived except pursuant to a writing signed by each of the parties hereto.

Lender Consents. Each Lender party hereto (it being agreed that all of such Lenders constitute Required Lenders under the Credit Agreement) hereby (i) consents to the Administrative Agent delivering a direction in writing to the Collateral Trustee (it being agreed that such direction constitutes an Act of Required Secured Parties under the Collateral Trust Agreement) authorizing and directing the Collateral Trustee to execute Security Agreement Amendment No. 1 and (ii) approves the terms set forth herein and consents to the execution and delivery of Security Agreement Amendment No. 1.

Section 4.10 of the Security Agreement is hereby amended and restated to read in its entirety as follows:

Section 4.11 of the Security Agreement is hereby amended and restated to read in its entirety as follows:

The Priority Collateral Trustee shall have received a duly authorized, executed and delivered counterpart of the signature page to this Amendment No. 1 from the Borrower, each other Grantor named on the signature pages hereto and the Priority Collateral Trustee.

The Priority Collateral Trustee shall have received an Officers' Certificate to the effect that this Amendment No. 1 will not result in a breach of any provision or covenant contained in any of the Secured Debt Documents (as defined in the Collateral Trust Agreement), and that this Amendment No. 1 was permitted under Section 7.1 of the Collateral Trust Agreement.

The Priority Collateral Trustee shall have received a customary opinion of Jones Day, counsel to the Borrower and special New York counsel to the other Grantors addressed to the Priority Collateral Trustee and dated the Amendment No. 1 Effective Date to the effect that the execution of this Amendment No. 1 is authorized or permitted by the Collateral Trust Agreement.

The Priority Collateral Trustee shall have received a direction from an Act of Required Secured Parties (as defined in the Collateral Trust Agreement) authorizing and directing the Priority Collateral Trustee to execute and deliver this Amendment No. 1.

Ratification. This Amendment No. 1 is limited to the matters specified herein and shall not constitute acceptance or waiver, or, to the extent not expressly set forth herein, an amendment or modification, of any other provision of the Security Agreement.

Governing Law; Submission to Jurisdiction; Waivers. Sections 9.11 and 9.12 of the Security Agreement are incorporated by reference herein as if such Sections appeared herein, mutatis mutandis.

Severability. Section 9.8 of the Security Agreement is incorporated by reference herein as if such Section appeared herein, mutatis mutandis.

Counterparts; Headings. This Amendment No. 1 may be executed by one or more of the parties to this Amendment No. 1 on any number of separate counterparts (including by facsimile or other electronic imaging means), and all of said counterparts taken together shall be deemed to constitute one and the same instrument. Delivery of an executed signature page of this Amendment No. 1 by facsimile or other electronic transmission (e.g., “pdf” or “tif” format) shall be effective as delivery of a manually executed counterpart of this Amendment No. 1. The section headings used in this Amendment No. 1 are for convenience of reference only and are not to affect the construction hereof or be taken into consideration in the interpretation hereof.

Amendment, Modification and Waiver. This Amendment No. 1 may not be amended nor may any provision hereof be waived except pursuant to a writing signed by each of the parties hereto.

Concerning the Priority Collateral Trustee. Wilmington Trust, National Association is entering into this Amendment No. 1 solely in its capacity as Priority Collateral Trustee, upon the direction of an Act of Required Secured Parties and in reliance on documents delivered to it pursuant to Section 4 hereof. In acting hereunder, the Priority Collateral