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Filing Details

Accession Number:: 0001209191-14-053840
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-08-21 16:47:56
Reporting Period:: 2014-08-19

Filing Date:: 2014-08-21
Accepted Time:: 2014-08-21 16:47:56
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1588238	Rice Energy Inc.	RICE	Crude Petroleum & Natural Gas (1311)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1301063	Alpha Natural Resources, Inc.	One Alpha Place, P.o. Box 16429 Bristol VA 24209		Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.01 Per Share	Disposition	2014-08-19	3,114,825	$26.28	6,408,985	No	4	S	Indirect	See Explanation of Responses

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Explanation of Responses

Footnotes

For purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Reporting Person may be deemed to be a director by deputization by virtue of the right of the Reporting Person to designate a member of the Issuer's board of directors pursuant to the Stockholders' Agreement between the Issuer, Rice Energy Holdings LLC, Rice Energy Family Holdings, LP, NGP Rice Holdings LLC and the Reporting Person (the "Stockholders' Agreement").
On January 29, 2014, the Reporting Person entered into the Stockholders' Agreement, pursuant to which, each of the parties thereto agreed, among other things, to cause the shares of Common Stock and any equity securities of the Issuer held by such party to be voted for the individuals properly designated by the parties to the Stockholders' Agreement for election to the Issuer's board of directors. As a result, the parties thereto may be deemed to be members of a group holding over 10% of the outstanding Common Stock of the Issuer for the purposes of Section 13(d)(3) of the Exchange Act (the "Group").
The Reporting Person disclaims beneficial ownership of the shares of Common Stock held by the members of the Group, except to the extent of such Reporting Person's pecuniary interest therein, and this statement shall not be construed as an admission that such Reporting Person is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose.
Foundation PA Coal Company, LLC ("Foundation") directly holds 6,408,985 shares of Common Stock. Foundation is a wholly owned indirect subsidiary of Alpha Natural Resources, Inc., and as such, Alpha Natural Resources, Inc. is deemed to be the beneficial owner of these securities.