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
                                                                                  
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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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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