0001188112-07-002424 Sample Contracts

AMENDMENT NO. 2 TO RIGHTS AGREEMENT
Rights Agreement • August 9th, 2007 • James River Coal CO • Bituminous coal & lignite surface mining

This Amendment No. 2, dated August 2, 2007 (“Amendment No. 2”) to the Rights Agreement (the “Rights Agreement”) dated as of May 25, 2004 (and amended as of November 3, 2006) between James River Coal Company, a Virginia corporation (the “Company”), and Computershare Trust Company, N.A., as rights agent (the “Rights Agent”), successor to SunTrust Bank, is made by and between the Company and the Rights Agent. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Rights Agreement.

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