FOURTH AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT

     THIS FOURTH AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this “ Fourth Amendment ”) is made and entered into as of August 3, 2009, by and between THE LACLEDE GROUP, INC. , a Missouri corporation (“ Borrower ”), and U.S. BANK NATIONAL ASSOCIATION , a national banking association (“ Lender ”), and has reference to the following facts and circumstances (the “ Recitals ”):

     A.          Borrower and Lender executed the Amended and Restated Revolving Credit Agreement dated as of August 4, 2005 (the “ 2005 Agreement ”).

     B.          The 2005 Agreement was previously amended as provided in the First Amendment to Amended and Restated Revolving Credit Agreement dated as of March 31, 2008, the Second Amendment to Amended and Restated Revolving Credit Agreement dated as of August 4, 2008, and the Third Amendment to Amended and Restated Revolving Credit Agreement dated as of November 21, 2008 (the 2005 Agreement as amended thereby, hereafter referred to as the “ Agreement ”; all capitalized terms used and not otherwise defined in this Fourth Amendment shall have the respective meanings ascribed to them in the Agreement).

     C.          Borrower and Lender desire to further amend the Agreement, in the manner hereinafter set forth.

     NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and Lender hereby agree as follows:

     1.          Recitals .   The Recitals are true and correct, and, together with the defined terms set forth therein, are incorporated herein by this reference.

     2.          Amendment to Agreement .   The definitions of “Applicable Commitment Fee Rate”, “Applicable LIBOR Margin”, and “Revolving Credit Period” in Section 1.01 of the Agreement are deleted and replaced with the following:

        “ Applicable Commitment Fee Rate shall mean an annual rate equal to 35/100 Percent (0.35%).”

        “ Applicable LIBOR Margin shall mean an annual rate equal to Two and 25/100 Percent (2.25%).”

        “ Revolving Credit Period shall mean the period commencing on the date of this Agreement and ending October 3, 2009; provided, however, that the Revolving Credit Period shall end on the date the Lender’s Revolving Credit Commitment is terminated pursuant to Section 6 or otherwise.”

     3.          Costs and Expenses .   Borrower hereby agrees to reimburse Lender upon demand for all out-of-pocket costs and expenses (including, without limitation, reasonable attorneys’ fees and expenses) incurred by Lender in the preparation, negotiation and execution of this Fourth Amendment and any and all other agreements, documents, instruments and/or certificates relating to this Fourth Amendment, as well as a loan amendment fee in the amount of $20,000 (the “ Fourth Amendment Fee ”).  All of the obligations of Borrower under this paragraph shall survive the payment of Borrower’s Obligations and the termination of the Agreement as amended hereby.

     4.          References to Agreement .   All references in the Agreement to “this Agreement” and any other references of similar import shall on and after August 3, 2009 henceforth mean the Agreement as amended by this Fourth Amendment.

     5.          Full Force and Effect .   Except to the extent specifically amended by this Fourth Amendment, all of the terms, provisions, conditions, covenants, representations and warranties contained in the Agreement and the Note shall be and remain in full force and effect and the same are hereby ratified and confirmed.

     6.          Benefit .   This Fourth Amendment shall be binding upon and inure to the benefit of Borrower and Lender and their respective successors and ass