SECOND AMENDMENT TO
This Second Amendment to Employment Agreement (this " Amendment ") is entered this 31
day of December,
2008 (the " Effective Date "), by and between Far East Energy (Bermuda), Ltd., a Bermuda company (the "
Company ") and Phil Christian (the " Employee ").
WHEREAS, the Company and the Employee entered into that certain Employment Agreement dated effective
March 12, 2008 (as amended, the " Existing Agreement ");
WHEREAS, the Company and the Employee desire to amend the Existing Agreement on the terms herein
WHEREAS, Section 457A of the Internal Revenue Code of 1986, as amended (" Section 457A "), imposes
certain limitations and restrictions on the time at which certain types of compensation may be payable;
WHEREAS, all documents that may provide for the payment of compensation that may be subject to Section
457A must be brought into compliance with the requirements of Section 457A on or before December 31, 2008,
or the service provider to whom such compensation is payable will be subjected to certain adverse tax
WHEREAS, the Company and the Employee have determined that it is advisable to amend the Existing
Agreement in accordance with Section 457A to ensure that, to the extent subject to Section 457A, the Existing
Agreement complies therewith and to avoid the imposition of any adverse tax consequences under Section 457A.
NOW, THEREFORE, in consideration of the premises and mutual covenants and agreements of the parties
herein contained, the parties hereto agree as follows:
Section 1.01. Capitalized terms used in this Amendment that are not defined herein shall have the meanings
ascribed thereto by the Existing Agreement.
Section 2.01. Section 23. A new Section 23 is hereby added to the Existing Agreement to read as
follows in its entirety:
Notwithstanding anything to th