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EXHIBIT 4.4
Assignment of Registration Rights
This Assignment of October 15, 1998, between the assignor, Carboex
International, Limited ("CIL"), a company organized under the laws of the
Bahamas, and the assignee, Carboex, S.A. ("Carboex"), a company organized under
the laws of Spain:
WHEREAS, on April 4, 1997, CIL entered into an agreement known as the
Registration Rights Agreement (the "Agreement") with Arch Mineral Corporation,
now known as Arch Coal, Inc. ("Arch"), Ashland, Inc. and certain other
shareholders of Arch known collectively as the Xxxx Entities, providing for the
registration of the shares of Arch belonging to CIL; and
WHEREAS, CIL has not exercised any of its rights under the terms of the
Agreement; and
WHEREAS, CIL is an affiliate of Carboex, as defined in Article I, Section 1.01
of the Agreement; and
WHEREAS, CIL has sold to Carboex on the date hereof 1,640,000 shares of Arch,
representing all of the shares of Arch owned by CIL at the time of sale; and
WHEREAS, Carboex wishes to receive the assignment, under the terms and
conditions of the Agreement and as a Permitted Transferee, as defined in Article
I, Section 1.01 of the Agreement, of all of the registration rights enjoyed by
CIL to the extent provided for by the Agreement, and CIL is willing to assign to
Carboex, all of such registration rights in connection with its sale to Carboex
of all of its shares to Arch:
NOW, THEREFORE: CIL hereby irrevocably assigns to Carboex, and Carboex accepts
as assignee and Permitted Transferee, all of its rights to register shares of
Arch provided for in the Agreement, to the extent and with the terms and
conditions set forth therein for a Permitted Transferee, and the Agreement shall
be binding upon and shall inure to the parties thereto and to Carboex as a
Permitted Transferee, in accordance with Article X, Section 10.08 of the
Agreement.
Carboex International, Limited
by /s/ Xxxxxxx Xxxxxxxx
Date:
Received:
Arch Coal, Inc.
Carboex, S.A.
by: /s/ Xxxxxx X. Xxxxx by /s/ Xxxxxxx Xxxxxxxxx
Date: 2-2-99 Date:
