- 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 * BERKSHIRE HATHAWAY INC	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) _____ Director                      __ X __ 10% Owner _____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle) 3555 FARNAM STREET,	3. Date of Earliest Transaction (MM/DD/YYYY) 2/12/2010
(Street) OMAHA, NE 68131 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ 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	2/12/2010		P		264507434	A	(1) (2)	0   (3)	I	See footnote 4.   (4)

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

Explanation of Responses:
( 1)	As a result of the merger (the "Merger") of Burlington Northern Santa Fe Corporation ("BNSF") with and into R Acquisition Company, LLC, a subsidiary of National Indemnity Company ("NICO"), on February 12, 2010, each outstanding share of common stock of BNSF, other than shares owned by the Reporting Persons, was converted into the right to receive, at the election of the stockholder (subject to certain proration and reallocation procedures described in the merger agreement), either (i)??$100.00 in cash, or (ii)??a portion of a share of Berkshire Class??A common stock equal to the exchange ratio, which was calculated by dividing $100.00 by the average of the daily volume-weighted average trading prices per share of Berkshire Class??A common stock over the ten trading day period ending on the second full trading day prior to completion of the Merger.
( 2)	Shares of Berkshire Class B common stock were issued in lieu of fractional shares of Berkshire Class A common stock, and cash was paid in lieu of fractional shares of Berkshire Class B common stock.
( 3)	All of the outstanding common stock of BNSF was canceled in the Merger.
( 4)	NICO is a subsidiary of OBH LLC ("OBH"), and OBH is a subsidiary of Berkshire Hathaway Inc. ("Berkshire"). As OBH and Berkshire are each in the chain of ownership of NICO, each of OBH and Berkshire may be deemed to both beneficially own and have a pecuniary interest in all securities of BNSF acquired by NICO. Warren E. Buffett, as the controlling stockholder of Berkshire, may be deemed to beneficially own, but only to the extent he has a pecuniary interest in, the BNSF shares acquired by NICO. Mr. Buffett disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
BERKSHIRE HATHAWAY INC 3555 FARNAM STREET OMAHA, NE 68131		X
BUFFETT WARREN E 3555 FARNAM STREET OMAHA, NE 68131		X
OBH INC 3555 FARNAM STREET SUITE 1440 OMAHA, NE 68131		X
NATIONAL INDEMNITY CO 3024 HARNEY STREET OMAHA, NE 68131		X

Signatures
Berkshire Hathaway Inc., by Marc D. Hamburg		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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