- Statement of Changes in Beneficial Ownership (4)

FORM 4 [ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * ROSE MATTHEW K	2. Issuer Name and Ticker or Trading Symbol BURLINGTON NORTHERN SANTA FE, LLC [ BNI ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director                      _____ 10% Owner __ X __ Officer (give title below)      _____ Other (specify below) Chairman, Pres. and CEO
(Last)          (First)          (Middle) BURLINGTON NORTHERN SANTA FE CORPORATION, 2650 LOU MENK DRIVE	3. Date of Earliest Transaction (MM/DD/YYYY) 2/12/2010
(Street) FORT WORTH, TX 76131-2830 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.01 par value	2/12/2010		D		482800	D	(1)	193431	D
Common Stock, $0.01 par value	2/12/2010		D		193431	D	(2)	0	D
Common Stock, $0.01 par value	2/12/2010		D		1496	D	(1)	0	I	Indirect by 401(k)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$49.21	2/12/2010		D			2031	(3)	5/2/2015	Common Stock, $0.01 par value	2031	(3)	0	D
Stock Option (Right to Buy)	$49.21	2/12/2010		D			215769	(4)	5/2/2015	Common Stock, $0.01 par value	215769	(4)	0	D
Stock Option (Right to Buy)	$80.17	2/12/2010		D			1245	(5)	4/27/2016	Common Stock, $0.01 par value	1245	(5)	0	D
Stock Option (Right to Buy)	$80.17	2/12/2010		D			163955	(6)	4/27/2016	Common Stock, $0.01 par value	163955	(6)	0	D
Stock Option (Right to Buy)	$87.36	2/12/2010		D			34335	11/1/2007	4/25/2011	Common Stock, $0.01 par value	34335	(7)	0	D
Stock Option (Right to Buy)	$88.77	2/12/2010		D			158200	(8)	4/26/2017	Common Stock, $0.01 par value	158200	(8)	0	D
Stock Option (Right to Buy)	$88.03	2/12/2010		D			80251	6/7/2008	4/25/2011	Common Stock, $0.01 par value	80251	(9)	0	D
Stock Option (Right to Buy)	$105.23	2/12/2010		D			191980	(10)	5/1/2018	Common Stock, $0.01 par value	191980	(10)	0	D
Stock Option (Right to Buy)	$111.56	2/12/2010		D			59607	12/10/2008	4/25/2012	Common Stock, $0.01 par value	59607	(11)	0	D
Stock Option (Right to Buy)	$111.56	2/12/2010		D			74319	12/10/2008	4/24/2013	Common Stock, $0.01 par value	74319	(12)	0	D
Stock Option (Right to Buy)	$55.41	2/12/2010		D			1804	9/13/2009	4/25/2012	Common Stock, $0.01 par value	1804	(13)	0	D
Stock Option (Right to Buy)	$55.41	2/12/2010		D			1803	9/13/2009	4/24/2013	Common Stock, $0.01 par value	1803	(14)	0	D
Stock Option (Right to Buy)	$55.41	2/12/2010		D			1803	9/13/2009	4/29/2014	Common Stock, $0.01 par value	1803	(14)	0	D
Stock Option (Right to Buy)	$55.41	2/12/2010		D			184796	9/13/2009	4/29/2014	Common Stock, $0.01 par value	184796	(15)	0	D
Stock Option (Right to Buy)Stock Option (Right to Buy)	$64.97	2/12/2010		D			277460	(16)	4/27/2019	Common Stock, $0.01 par value	277460	(16)	0	D

Explanation of Responses:
( 1)	Disposed of pursuant to merger agreement between issuer and Berkshire Hathaway Inc. in exchange for either Berkshire Hathaway Inc. shares or cash, as elected.
( 2)	Restricted stock units payable in common stock. These units were converted into restricted stock units payable in Berkshire Hathaway Inc. Class B common stock in connection with the merger.
( 3)	This option was converted into an option to purchase 2,725 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $36.68 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc. The option vested in three annual installments on May 2, 2006, May 2, 2007 and May 2, 2008.
( 4)	This option was converted into an option to purchase 289,524 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $36.68 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc. The option vested in three annual installments on May 2, 2006, May 2, 2007 and May 2, 2008.
( 5)	This option was converted into an option to purchase 1,670 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $59.75 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc. The option vested in three annual installments on April 27, 2007, April 27, 2008 and April 27, 2009.
( 6)	This option was converted into an option to purchase 219,998 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $59.75 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc. The option vested in three annual installments on April 27, 2007, April 27, 2008 and April 27, 2009.
( 7)	This option was converted into an option to purchase 46,071 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $65.11 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc.
( 8)	This option was converted into an option to purchase 212,276 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $66.16 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc. The option is exercisable in three annual installments. The first two installments became exercisable on April 26, 2008 and April 26, 2009, and the remaining installment will become exercisable on April 26, 2010.
( 9)	This option was converted into an option to purchase 107,682 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $65.61 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc.
( 10)	This option was converted into an option to purchase 257,603 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $78.43 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc. The option is exercisable in three annual installments. The first installment became exercisable on May 1, 2009, and the remaining two will become exercisable on May 1, 2010 and May 1, 2011.
( 11)	This option was converted into an option to purchase 79,982 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $83.15 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc.
( 12)	This option was converted into an option to purchase 99,723 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $83.15 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc.
( 13)	This option was converted into an option to purchase 2,420 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $41.30 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc.
( 14)	This option was converted into an option to purchase 2,419 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $41.30 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc.
( 15)	This option was converted into an option to purchase 247,963 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $41.30 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc.
( 16)	This option was converted into an option to purchase 372,302 shares of Berkshire Hathaway Inc. Class B common stock at an exercise price of $48.42 pursuant to the merger agreement between issuer and Berkshire Hathaway Inc. The option will vest in three annual installments on April 27, 2010, April 27, 2011 and April 27, 2012.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
ROSE MATTHEW K BURLINGTON NORTHERN SANTA FE CORPORATION 2650 LOU MENK DRIVE FORT WORTH, TX 76131-2830	X		Chairman, Pres. and CEO

Signatures
/s/ Matthew K. Rose, by Judy K. Carter, Attorney-in-Fact		2/17/2010
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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