UNION PACIFIC RAILROAD COMPANY

1416 DODGE STREET
OMAHA. NEBRASKA 68179

                                                                                                  November 6, 1990
                                                     Files: 1940.4
                                                                1530.50

MR G A EICKMANN
GENERAL CHAIRMAN UTU(C&T)
2933 WOODSIDE DR
TOPEKA KS 66614

Dear Sir:

     This is to confirm our discussions of the agreement dated September 28, 1990, amending Section 11 of the Agreement of September 17, 1976, establishing the Thirteenth Seniority District.

     During our discussions of this Agreement, it was agreed that eastbound Seventh District crews who are required to load coal at Black Buttes will be paid a penalty of 100 miles.

     If the foregoing correctly sets forth the understanding reached in conference, please affix your signature in the space provided below.

Yours truly.

M. L. Janovec
Director - Labor Relations