EXHIBIT 4.3
FIRST SUPPLEMENTAL SENIOR NOTE INDENTURE
FIRST SUPPLEMENTAL SENIOR NOTE INDENTURE (this "SUPPLEMENTAL SENIOR
NOTE INDENTURE"), dated as of May 19, 1998, among Arid Operations Inc., a
Delaware corporation, Darius Gold Mine, Inc., a Delaware corporation, Colony Bay
Coal Company, a West Virginia Partnership, Gold Fields Chile, S.A., a Delaware
corporation, Gold Fields Mining Corporation, a Delaware corporation, Gold Fields
Operating Co. - Xxxxx, a Delaware corporation, Peabody America, Inc., a Delaware
corporation, Peabody America, Inc., a Delaware corporation, Peabody Holding
Company, Inc., a New York corporation, Affinity Mining Company, a West Virginia
corporation, Big Sky Coal Company, a Delaware corporation, Blackrock First
Capital Corporation, a West Virginia corporation, Bluegrass Coal Company, a
Delaware corporation, Caballo Coal Company, a Delaware corporation, Xxxxxxx Coal
Company, a Delaware corporation, Coal Properties Corp., a Delaware corporation,
Xxxx Mountain Coal Company, a Delaware corporation, Cottonwood Land Company, a
Delaware corporation, EACC Camps, Inc., a West Virginia corporation, Eastern
Associated Coal Corp., a West Virginia corporation, Eastern Royalty Corp., a
Delaware corporation, Grand Eagle Mining, Inc., a Kentucky corporation, Hayden
Gulch Terminal, Inc., a Delaware corporation, Independence Material Handling
Company, a Delaware corporation, Interior Holdings Corp., a Delaware
corporation, Xxxxx River Coal Terminal Company, a Delaware corporation, Juniper
Coal Company, a Delaware corporation, Kayenta Mobile Home Park, Inc., a Delaware
corporation, Xxxxxxxx Coal Company, a Delaware corporation, Midco Supply and
Equipment Corporation, an Illinois corporation, Midwest Coal Resources, Inc., a
Delaware corporation, Mountain View Coal Company, a Delaware corporation, North
Page Coal Corp., a West Virginia corporation, Ohio County Coal Company, a
Kentucky corporation, Patriot Coal Company, L.P., a Delaware limited
partnership, Peabody COALSALES Company, a Delaware corporation, Peabody
COALTRADE, Inc., a Delaware corporation, Peabody Coal Company, a Delaware
corporation, Peabody Development Company, a Delaware corporation, Peabody Energy
Solutions, Inc., a Delaware corporation, Peabody Natural Resources Company, a
Delaware general partnership, Peabody Terminals, Inc., a Delaware corporation,
Peabody Venezuela Coal Corp., a Delaware corporation, Peabody Western Coal
Company, a Delaware corporation, Pine Ridge Coal Company, a Delaware
corporation, Powder River Coal Company, a Delaware corporation, Rio Escondido
Coal Corp., a Delaware corporation, Seneca Coal Company, a Delaware corporation,
Sentry Mining Company, a Delaware corporation, Snowberry Land Company, a
Delaware corporation, Sterling Smokeless Coal Company, a West Virginia
corporation, and Thoroughbred, L.L.C., a Delaware limited liability company (the
"GUARANTEEING SUBSIDIARY"), a subsidiary of P&L Coal Holdings Corporation (or
its permitted successor), a Delaware corporation (the "COMPANY"), the Company,
the other Senior Note Guarantors (as defined in the Senior Note Indenture
referred to herein) and State Street Bank and Trust Company, as Senior Note
Trustee under the Senior Note Indenture referred to below (the "SENIOR NOTE
TRUSTEE").
W I T N E S S E T H
WHEREAS, the Company has heretofore executed and delivered to the
Senior Note Trustee an Senior Note Indenture (the "SENIOR NOTE INDENTURE"),
dated as of May 18, 1998 providing for the issuance of an aggregate principal
amount of up to $550.0 million of 8-7/8% Senior Notes due 2008 (the "SENIOR
NOTES");
WHEREAS, the Senior Note Indenture provides that under certain
circumstances the Guaranteeing Subsidiary shall execute and deliver to the
Senior Note Trustee a supplemental Senior Note Indenture pursuant to which the
Guaranteeing Subsidiary shall unconditionally guarantee all of the Company's
Obligations under the Senior Notes and the Senior Note Indenture on the terms
and conditions set forth herein (the "SENIOR SUBSIDIARY GUARANTEE"); and
WHEREAS, pursuant to Section 9.01 of the Senior Note Indenture, the
Senior Note Trustee is authorized to execute and deliver this Supplemental
Senior Note Indenture.
NOW THEREFORE, in consideration of the foregoing and for other good
and valuable consideration, the receipt of which is hereby acknowledged, the
Guaranteeing Subsidiary and the Senior Note Trustee mutually covenant and agree
for the equal and ratable benefit of the Holders of the Senior Notes as follows:
1. CAPITALIZED TERMS. Capitalized terms used herein without
definition shall have the meanings assigned to them in the Senior Note
Indenture.
2. AGREEMENT TO GUARANTEE. The Guaranteeing Subsidiary hereby
agrees as follows:
(a) Along with all Senior Note Guarantors named in the Senior
Note Indenture, to jointly and severally Guarantee to each Holder of a
Senior Note authenticated and delivered by the Senior Note Trustee and
to the Senior Note Trustee and its successors and assigns,
irrespective of the validity and enforceability of the Senior Note
Indenture, the Senior Notes or the obligations of the Company
hereunder or thereunder, that:
(i) the principal of and interest on the Senior Notes will be
promptly paid in full when due, whether at maturity, by
acceleration, redemption or otherwise, and interest on the
overdue principal of and interest on the Senior Notes, if
any, if lawful, and all other obligations of the Company to
the Holders or the Senior Note Trustee hereunder or
thereunder will be promptly paid in full or performed, all
in accordance with the terms hereof and thereof; and
(ii) in case of any extension of time of payment or renewal of
any Senior Notes or any of such other obligations, that same
will be promptly paid in full when due or performed in
accordance with the terms of the extension or renewal,
whether at stated maturity, by acceleration or otherwise.
Failing payment when due of any amount so guaranteed or any
performance so guaranteed for whatever reason, the Senior
Note Guarantors shall be jointly and severally obligated to
pay the same immediately.
(b) The obligations hereunder shall be unconditional,
irrespective of the validity, regularity or enforceability of the
Senior Notes or the Senior Note Indenture, the absence of any action to
enforce the same, any waiver or consent by any Holder of the Senior
Notes with respect to any provisions hereof or thereof, the recovery of
any judgment against the Company, any action to enforce the same or any
other circumstance which might otherwise constitute a legal or
equitable discharge or defense of a Senior Note Guarantor.
(c) The following is hereby waived: diligence presentment, demand
of payment, filing of claims with a court in the event of
insolvency or bankruptcy of the
Company, any right to require a proceeding first against the
Company, protest, notice and all demands whatsoever.
(d) This Senior Subsidiary Guarantee shall not be discharged except
by complete performance of the obligations contained in the
Senior Notes and the Senior Note Indenture.
(e) If any Holder or the Senior Note Trustee is required by any court
or otherwise to return to the Company, the Senior Note
Guarantors, or any custodian, Senior Note Trustee, liquidator or
other similar official acting in relation to either the Company
or the Senior Note Guarantors, any amount paid by either to the
Senior Note Trustee or such Holder, this Senior Subsidiary
Guarantee, to the extent theretofore discharged, shall be
reinstated in full force and effect.
(f) The Guaranteeing Subsidiary shall not be entitled to any right of
subrogation in relation to the Holders in respect of any
obligations guaranteed hereby until payment in full of all
obligations guaranteed hereby.
(g) As between the Senior Note Guarantors, on the one hand, and the
Holders and the Senior Note Trustee, on the other hand, (x) the
maturity of the obligations guaranteed hereby may be accelerated
as provided in Article 6 of the Senior Note Indenture for the
purposes of this Senior Subsidiary Guarantee, notwithstanding any
stay, injunction or other prohibition preventing such
acceleration in respect of the obligations guaranteed hereby, and
(y) in the event of any declaration of acceleration of such
obligations as provided in Article 6 of the Senior Note
Indenture, such obligations (whether or not due and payable)
shall forthwith become due and payable by the Senior Note
Guarantors for the purpose of this Senior Subsidiary Guarantee.
(h) The Senior Note Guarantors shall have the right to seek
contribution from any non-paying Senior Note Guarantor so long as
the exercise of such right does not impair the rights of the
Holders under the Senior Subsidiary Guarantee.
(i) Pursuant to Section 10.04 of the Senior Note Indenture, after
giving effect to any maximum amount and any other contingent and
fixed liabilities that are relevant under any applicable
Bankruptcy or fraudulent conveyance laws, and after giving effect
to any collections from, rights to receive contribution from or
payments made by or on behalf of any other Senior Note Guarantor
in respect of the obligations of such other Senior Note Guarantor
under Article 10 of the Senior Note Indenture shall result in the
obligations of such Senior Note Guarantor under its Senior
Subsidiary Guarantee not constituting a fraudulent transfer or
conveyance.
3 EXECUTION AND DELIVERY. Each Guaranteeing Subsidiary agrees that
the Senior Subsidiary Guarantees shall remain in full force and effect
notwithstanding any failure to endorse on each Senior Note a notation of such
Senior Subsidiary Guarantee.
4. GUARANTEEING SUBSIDIARY MAY CONSOLIDATE, ETC. ON CERTAIN TERMS.
(a) The Guaranteeing Subsidiary may not consolidate with or merge with or
into (whether or not such Senior Note Guarantor is the surviving
Person) another corporation, Person or entity whether or not
affiliated with such Senior Note Guarantor unless:
(i) subject to Section 10.04 of the Senior Note Indenture, the Person
formed by or surviving any such consolidation or merger (if other
than a Senior Note Guarantor or the Company) unconditionally
assumes all the obligations of such Senior Note Guarantor,
pursuant to a supplemental Senior Note Indenture in form and
substance reasonably satisfactory to the Senior Note Trustee,
under the Senior Notes, the Senior Note Indenture and the Senior
Subsidiary Guarantee on the terms set forth herein or therein;
and
(ii) immediately after giving effect to such transaction, no Default
or Event of Default exists.
(b) In case of any such consolidation, merger, sale or conveyance and upon
the assumption by the successor corporation, by supplemental Senior
Note Indenture, executed and delivered to the Senior Note Trustee and
satisfactory in form to the Senior Note Trustee, of the Senior
Subsidiary Guarantee endorsed upon the Senior Notes and the due and
punctual performance of all of the covenants and conditions of the
Senior Note Indenture to be performed by the Senior Note Guarantor,
such successor corporation shall succeed to and be substituted for the
Senior Note Guarantor with the same effect as if it had been named
herein as a Senior Note Guarantor. Such successor corporation
thereupon may cause to be signed any or all of the Senior Subsidiary
Guarantees to be endorsed upon all of the Senior Notes issuable
hereunder which theretofore shall not have been signed by the Company
and delivered to the Senior Note Trustee. All the Senior Subsidiary
Guarantees so issued shall in all respects have the same legal rank
and benefit under the Senior Note Indenture as the Senior Subsidiary
Guarantees theretofore and thereafter issued in accordance with the
terms of the Senior Note Indenture as though all of such Senior
Subsidiary Guarantees had been issued at the date of the execution
hereof.
(c) Except as set forth in Articles 4 and 5 of the Senior Note
Indenture, and notwithstanding clauses (a) and (b) above, nothing contained in
the Senior Note Indenture or in any of the Senior Notes shall prevent any
consolidation or merger of a Senior Note Guarantor with or into the Company or
another Senior Note Guarantor, or shall prevent any sale or conveyance of the
property of a Senior Note Guarantor as an entirety or substantially as an
entirety to the Company or another Senior Note Guarantor.
5. Releases.
(a) In the event of a sale or other disposition of all of the assets of
any Senior Note Guarantor, by way of merger, consolidation or
otherwise, or a sale or other disposition of all to the capital stock
of any Senior Note Guarantor, then such Senior Note Guarantor (in the
event of a sale or other disposition, by way of merger, consolidation
or otherwise, of all of the capital stock of such Senior Note
Guarantor) or the corporation acquiring the property (in the event of
a sale or other disposition of all or substantially all of the assets
of such Senior Note Guarantor) will be released and relieved of any
obligations under its Senior Subsidiary Guarantee; provided that the
Net Proceeds of such sale or other disposition are applied in
accordance with the applicable provisions of the Senior Note
Indenture, including without limitation Section 4.10 of the Senior
Note Indenture. Upon delivery by the Company to the Senior Note
Trustee of an Officers' Certificate and an Opinion of Counsel to the
effect that such sale or other disposition was made by the Company in
accordance with the provisions of the Senior Note Indenture, including
without limitation Section 4.10 of the Senior Note Indenture, the
Senior Note Trustee shall execute any documents reasonably required in
order to evidence the release of any Senior Note Guarantor from its
obligations under its Senior Subsidiary Guarantee.
(b) Any Senior Note Guarantor not released from its obligations under its
Senior Subsidiary Guarantee shall remain liable for the full amount of
principal of and interest on the Senior Notes and for the other
obligations of any Senior Note Guarantor under the Senior Note
Indenture as provided in Article 10 of the Senior Note Indenture.
6. NO RECOURSE AGAINST OTHERS. No past, present or future director,
officer, employee, incorporator, stockholder or agent of the Guaranteeing
Subsidiary, as such, shall have any liability for any obligations of the Company
or any Guaranteeing Subsidiary under the Senior Notes, any Senior Subsidiary
Guarantees, the Senior Note Indenture or this Supplemental Senior Note Indenture
or for any claim based on, in respect of, or by reason of, such obligations or
their creation. Each Holder of the Senior Notes by accepting a Senior Note
waives and releases all such liability. The waiver and release are part of the
consideration for issuance of the Senior Notes. Such waiver may not be
effective to waive liabilities under the federal securities laws and it is the
view of the Commission that such a waiver is against public policy.
7. NEW YORK LAW TO GOVERN. THE INTERNAL LAW OF THE STATE OF NEW
YORK SHALL GOVERN AND BE USED TO CONSTRUE THIS SUPPLEMENTAL SENIOR NOTE
INDENTURE BUT WITHOUT GIVING EFFECT TO APPLICABLE PRINCIPLES OF CONFLICTS OF LAW
TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION WOULD BE
REQUIRED THEREBY.
8. COUNTERPARTS The parties may sign any number of copies of this
Supplemental Senior Note Indenture. Each signed copy shall be an original, but
all of them together represent the same agreement.
9. EFFECT OF HEADINGS. The Section headings herein are for
convenience only and shall not affect the construction hereof.
10 THE SENIOR NOTE TRUSTEE. The Senior Note Trustee shall not be
responsible in any manner whatsoever for or in respect of the validity or
sufficiency of this Supplemental Senior Note Indenture or for or in respect of
the recitals contained herein, all of which recitals are made solely by the
Guaranteeing Subsidiary and the Company.
IN WITNESS WHEREOF, the parties hereto have caused this Supplemental
Senior Note Indenture to be duly executed and attested, all as of the date first
above written.
Dated: May 19, 1998
ARID OPERATIONS, INC.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
-----------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
DARIUS GOLD MINE, INC.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
-----------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
COLONY BAY COAL COMPANY
By: Xxxxxxx Coal Company
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
-----------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
GOLD FIELDS CHILE, S.A.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
-----------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
GOLD FIELDS MINING CORPORATION
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
-----------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
GOLD FIELDS OPERATING CO.-XXXXX
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
PEABODY AMERICA, INC.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
PEABODY HOLDING COMPANY, INC.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
AFFINITY MINING COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
BIG SKY COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
BLACKROCK FIRST CAPITAL CORPORATION
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
BLUEGRASS COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
CABALLO COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
XXXXXXX COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
COAL PROPERTIES CORP.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
XXXX MOUNTAIN COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
COTTONWOOD LAND COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
EACC CAMPS, INC.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
EASTERN ASSOCIATED COAL CORP
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
EASTERN ROYALTY CORP.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
GRAND EAGLE MINING, INC.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
HAYDEN GULCH TERMINAL, INC.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
INDEPENDENCE MATERIAL HANDLING
COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
INTERIOR HOLDINGS CORP.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
XXXXX RIVER COAL TERMINAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
JUNIPER COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
KAYENTA MOBILE HOME PARK, INC.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
XXXXXXXX COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
MIDCO SUPPLY AND EQUIPMENT CORPORATION
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
MIDWEST COAL RESOURCES, INC.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
MOUNTAIN VIEW COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
NORTH PAGE COAL CORP.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
OHIO COUNTY COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
PATRIOT COAL COMPANY L.P.
By: Bluegrass Coal Company
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
PEABODY COALSALES COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
PEABODY COALTRADE, INC.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
PEABODY COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
PEABODY DEVELOPMENT COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
PEABODY ENERGY SOLUTIONS, INC.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
PEABODY NATURAL RESOURCES COMPANY
By: Gold Fields Mining Corp.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
PEABODY TERMINALS, INC.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
PEABODY VENEZUELA COAL CORP.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
PEABODY WESTERN COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
PINE RIDGE COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
POWDER RIVER COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
RIO ESCONDIDO COAL CORP.
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
SENECA COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
SENTRY MINING COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
SNOWBERRY LAND COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
STERLING SMOKELESS COAL COMPANY
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
THOROUGHBRED, L.L.C.
By: Peabody Holding Company
By: /s/ Xxxxxxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxxxxxx X. Xxxxxxx
Title: Vice President
P&L COAL HOLDINGS CORPORATION
By: /s/ Xxxxx Xxxxxxx
----------------------------------
Name: Xxxxx Xxxxxxx
Title: Vice President, Treasurer
and Assistant Secretary
STATE STREET BANK AND TRUST COMPANY
as Senior Note Trustee
By: /s/ Xxxxxx X. Xxxx Xx.
----------------------------------
Name: Xxxxxx X. Xxxx Xx.
Title: Vice President
SCHEDULE I
SCHEDULE OF SENIOR NOTE GUARANTORS
The following schedule lists each Senior Note Guarantor under the
Senior Note Indenture as of May 19, 1998:
Arid Operations Inc., a Delaware corporation.
Darius Gold Mine, Inc., a Delaware corporation.
1. Gold Fields Chile, S.A., a Delaware corporation.
Gold Fields Mining Corporation, a Delaware corporation.
2. Gold Fields Operating Co.- Xxxxx, a Delaware corporation.
3. Peabody America, Inc., a Delaware corporation.
4. Peabody Holding Company, Inc., a New York corporation.
5. Affinity Mining Company, a West Virginia corporation.
6. Big Sky Coal Company, a Delaware corporation.
7. Blackrock First Capital Corporation, a West Virginia corporation.
8. Bluegrass Coal Company, a Delaware corporation.
9. Caballo Coal Company, a Delaware corporation.
10.Xxxxxxx Coal Company, a Delaware corporation.
11.Coal Properties Corp., a Delaware corporation.
12.Xxxx Mountain Coal Company, a Delaware corporation.
13.Cottonwood Land Company, a Delaware corporation.
14.EACC Camps, Inc., a West Virginia corporation.
15.Eastern Associated Coal Corp, a West Virginia corporation.
16.Eastern Royalty Corp., a Delaware corporation.
17.Grand Eagle Mining, Inc., a Kentucky corporation.
18.Hayden Gulch Terminal, Inc., a Delaware corporation.
19.Independence Material Handling Company, a Delaware corporation.
20.Interior Holdings Corp., a Delaware corporation.
21.Xxxxx River Coal Terminal Company, a Delaware corporation.
00.Xxxxxxx Coal Company, a Delaware corporation.
23.Kayenta Mobile Home Park, Inc., a Delaware corporation.
24.Xxxxxxxx Coal Company, a Delaware corporation.
25.Midco Supply and Equipment Corporation, an Illinois corporation.
26.Midwest Coal Resources, Inc., a Delaware corporation.
27.Mountain View Coal Company, a Delaware corporation.
28.North Page Coal Corp., a West Virginia corporation.
29.Ohio County Coal Company, a Kentucky corporation.
30.Patriot Coal Company, L.P., a Delaware limited partnership.
31.Peabody COALSALES Company, a Delaware corporation.
32.Peabody COALTRADE, Inc., a Delaware corporation.
33.Peabody Coal Company, a Delaware corporation.
34.Peabody Development Company, a Delaware corporation.
35.Peabody Energy Solutions, Inc., a Delaware corporation.
36.Peabody Natural Resources Company, a Delaware general partnership.
37.Peabody Terminals, Inc., a Delaware corporation.
38.Peabody Venezuela Coal Corp., a Delaware corporation.
39.Peabody Western Coal Company, a Delaware corporation.
40.Pine Ridge Coal Company, a Delaware corporation.
41.Powder River Coal Company, a Delaware corporation.
00.Xxx Escondido Coal Corp., a Delaware corporation.
43.Seneca Coal Company, a Delaware corporation.
44.Sentry Mining Company, a Delaware corporation.
45.Snowberry Land Company, a Delaware corporation.
46.Sterling Smokeless Coal Company, a West Virginia corporation.
47.Thoroughbred, L.L.C., a Delaware limited liability company.
48.Colony Bay Coal Company, a West Virginia partnership
