| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 | | OMB APPROVAL | | OMB Number: | 3235-0104 | | Expires: | February 28, 2011 | | Estimated average burden | | hours per response | 0.5 |
|
|
1. Name and Address of Reporting Person*
| BOK PLACE @ SOUTHERN HILLS, 5727 S. LEWIS STREET | |
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year)
03/20/2008 | 3. Issuer Name and Ticker or Trading Symbol
Alliance Holdings GP, L.P.
[AHGP]
|
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable) | Director | | 10% Owner | | Officer (give title below) | X | Other (specify below) | | Member of 13d group (over 10%) |
| 5. If Amendment, Date of Original Filed (Month/Day/Year)
|
6. Individual or Joint/Group Filing (Check Applicable Line)
| Form filed by One Reporting Person | | X | Form filed by More than One Reporting Person |
|
| Table I - Non-Derivative Securities Beneficially Owned |
|---|
| 1. Title of Security (Instr.
4)
| 2.
Amount of Securities Owned (Instr.
4)
| 3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
| 4. Nature of Indirect Beneficial Ownership (Instr.
5)
|
|---|
|
Common Units
|
552,972
|
I
|
By trust.
|
|
Common Units
|
552,972
|
I
|
By trust.
|
|
Common Units
|
552,972
|
I
|
By trust.
|
|
Common Units
|
552,972
|
I
|
By trust.
|
|
Common Units
|
1,102,895
|
I
|
By trust.
|
|
Common Units
|
1,102,895
|
I
|
By trust.
|
|
Common Units
|
1,102,895
|
I
|
By trust.
|
|
Common Units
|
1,102,894
|
I
|
By trust.
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities) |
|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year)
| 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Excercise Price of Derivative Security
| 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)
| 6. Nature of Indirect Beneficial Ownership (Instr. 5)
|
|---|
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
|---|
| Explanation of Responses: |
|
|
|
|
|
|
|
|
|
|
|
|
Remarks:
|
| /s/ Mary Catherine Huigens by Megan Cordle, pursuant to power of attorney dated August 11, 2008 | 12/22/2008 |
| ** Signature of Reporting Person | Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
|
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
EX-24.1
rrd203104_228990.html
Exhibit 24.1
Joint Filer Information Statement
Names: (i) Elaine R. Guilfoyle
(ii) the Joseph W. Craft III 2006 Irrevocable Trust
FBO Joseph W. Craft IV dated February 27, 2006
(iii) the Joseph W. Craft III 2006 Irrevocable Trust
FBO Caroline B. Fiddes dated February 27, 2006
(iv) the Joseph W. Craft III 2006 Irrevocable Trust
FBO Ryan E. Craft dated February 27, 2006
(v) the Joseph W. Craft III 2006 Irrevocable Trust
FBO Kyle O. Craft dated February 27, 2006
(vi) the Joseph W. Craft III Grantor Retained Annuity
Trust FBO Joseph W. Craft IV U/A Dated February
27, 2006
(vii) the Joseph W. Craft III Grantor Retained
Annuity Trust FBO Caroline B. Fiddes U/A Dated
February 27, 2006
(viii) the Joseph W. Craft III Grantor Retained
Annuity Trust FBO Ryan E. Craft U/A Dated
February 27, 2006
(ix) the Joseph W. Craft III Grantor Retained Annuity
Trust FBO Kyle O. Craft U/A Dated February 27,
2006
Address: Mary Catherine Huigens
c/o Bank of Oklahoma
BOK Place @ Southern Hills
5727 S. Lewis
Suite 800
Tulsa, OK 74105
Designated Filer: Mary Catherine Huigens
Issuer and Ticker
Symbol: Alliance Holdings GP, L.P. (AHGP)
Date of Event Requiring
Statement: March 20, 2008
The undersigned, (i) Elaine R. Guilfoyle, (ii) the Joseph W. Craft III 2006
Irrevocable Trust FBO Joseph W. Craft IV dated February 27, 2006, (iii) the
Joseph W. Craft III 2006 Irrevocable Trust FBO Caroline B. Fiddes dated February
27, 2006, (iv) the Joseph W. Craft III 2006 Irrevocable Trust FBO Ryan E. Craft
dated February 27, 2006, (v) the Joseph W. Craft III 2006 Irrevocable Trust FBO
Kyle O. Craft dated February 27, 2006, (vi) the Joseph W. Craft III Grantor
Retained Annuity Trust FBO Joseph W. Craft IV U/A Dated February 27, 2006, (vii)
the Joseph W. Craft III Grantor Retained Annuity Trust FBO Caroline B. Fiddes
U/A Dated February 27, 2006, (viii) the Joseph W. Craft III Grantor Retained
Annuity Trust FBO Ryan E. Craft U/A Dated February 27, 2006, and (ix) the Joseph
W. Craft III Grantor Retained Annuity Trust FBO Kyle O. Craft U/A Dated February
27, 2006, are jointly filing the attached Initial Statement of Beneficial
Ownership on Form 3 with Mary Catherine Huigens with respect to the beneficial
ownership of securities of Alliance Holdings GP, L.P.
Signatures:
/s/ Elaine R. Guilfoyle
by Megan Cordle, pursuant to power of attorney
dated August 8, 2008
/s/ the Joseph W. Craft III 2006 Irrevocable Trust FBO Joseph W. Craft IV dated
February 27, 2006,
Mary Catherine Huigens and Elaine R. Guilfoyle, as Co-Trustees,
by Megan Cordle, pursuant to powers of attorney
dated August 8, 2008 and August 11, 2008
/s/ the Joseph W. Craft III 2006 Irrevocable Trust FBO Caroline B. Fiddes dated
February 27, 2006,
Mary Catherine Huigens and Elaine R. Guilfoyle, as Co-Trustees,
by Megan Cordle, pursuant to powers of attorney
dated August 8, 2008 and August 11, 2008
/s/ the Joseph W. Craft III 2006 Irrevocable Trust FBO Ryan E. Craft dated
February 27, 2006,
Mary Catherine Huigens and Elaine R. Guilfoyle, as Co-Trustees,
by Megan Cordle, pursuant to powers of attorney
dated August 8, 2008 and August 11, 2008
/s/ the Joseph W. Craft III 2006 Irrevocable Trust FBO Kyle O. Craft dated
February 27, 2006,
Mary Catherine Huigens and Elaine R. Guilfoyle, as Co-Trustees,
by Megan Cordle, pursuant to powers of attorney
dated August 8, 2008 and August 11, 2008
/s/ the Joseph W. Craft III Grantor Retained Annuity Trust FBO Joseph W. Craft
IV U/A Dated February 27, 2006
Mary Catherine Huigens and Elaine R. Guilfoyle, as Co-Trustees,
by Megan Cordle, pursuant to powers of attorney
dated December 11, 2008
/s/ the Joseph W. Craft III Grantor Retained Annuity Trust FBO Caroline B.
Fiddes U/A Dated February 27, 2006
Mary Catherine Huigens and Elaine R. Guilfoyle, as Co-Trustees,
by Megan Cordle, pursuant to powers of attorney
dated December 11, 2008
/s/ the Joseph W. Craft III Grantor Retained Annuity Trust FBO Ryan E. Craft
U/A Dated February 27, 2006
Mary Catherine Huigens and Elaine R. Guilfoyle, as Co-Trustees,
by Megan Cordle, pursuant to powers of attorney
dated December 11, 2008
/s/ the Joseph W. Craft III Grantor Retained Annuity Trust FBO Kyle O. Craft
U/A Dated February 27, 2006
Mary Catherine Huigens and Elaine R. Guilfoyle, as Co-Trustees,
by Megan Cordle, pursuant to powers of attorney dated December
11, 2008
EX-24.2
rrd203104_228991.html
Exhibit 24.2
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
/s/ Mary C. Huigens
-------------------------------------------------
Signature
Mary C. Huigens
-------------------------------------------------
Printed Name
August 11, 2008
-------------------------------------------------
Date
EX-24.3
rrd203104_228992.html
Exhibit 24.3
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
/s/ Elaine R. Guilfoyle
-----------------------------------------------------
Signature
Elaine R. Guilfoyle
-----------------------------------------------------
Printed Name
August 8, 2008
-----------------------------------------------------
Date
EX-24.4
rrd203104_228993.html
Exhibit 24.4
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
Joseph W. Craft III 2006 Irrevocable Trust
FBO Joseph W. Craft IV dated February 27, 2006
By: /s/ Mary C. Huigens
---------------------------------------------
Name: Mary C. Huigens
Title: Co-Trustee
August 11, 2008
-------------------------------------------------
Date
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
Joseph W. Craft III 2006 Irrevocable Trust
FBO Joseph W. Craft IV dated February 27, 2006
By: /s/ Elaine R. Guilfoyle
---------------------------------------------
Name: Elaine R. Guilfoyle
Title: Co-Trustee
August 8, 2008
-------------------------------------------------
Date
EX-24.5
rrd203104_228994.html
Exhibit 24.5
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
Joseph W. Craft III 2006 Irrevocable Trust
FBO Caroline B. Fiddes dated February 27, 2006
By: /s/ Mary C. Huigens
---------------------------------------------
Name: Mary C. Huigens
Title: Co-Trustee
August 11, 2008
-----------------------------------------------------
Date
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
Joseph W. Craft III 2006 Irrevocable Trust
FBO Caroline B. Fiddes dated February 27, 2006
By: /s/ Elaine R. Guilfoyle
---------------------------------------------
Name: Elaine R. Guilfoyle
Title: Co-Trustee
August 8, 2008
-------------------------------------------------
Date
EX-24.6
rrd203104_229006.html
Exhibit 24.6
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
Joseph W. Craft III 2006 Irrevocable Trust
FBO Ryan E. Craft dated February 27, 2006
By: /s/ Mary C. Huigens
----------------------------------------------
Name: Mary C. Huigens
Title: Co-Trustee
August 11, 2008
--------------------------------------------------
Date
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever
requisite, necessary or proper to be done in the exercise of any of
the rights and powers herein granted, as fully to all intents and
purposes as the undersigned might or could do if personally present,
with full power of substitution or revocation, hereby ratifying and
confirming all that the attorney-in-fact, or the attorney-in-facts
substitute or substitutes, shall lawfully do or cause to be done by
virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, and their substitutes, in serving in such capacity
at the request of the undersigned, are not assuming (nor is Alliance
Holdings GP, L.P. assuming) any of the undersigned's responsibilities
to comply with Section 16, Section 13(d) or Section 13(g) of the
Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
Joseph W. Craft III 2006 Irrevocable Trust
FBO Ryan E. Craft dated February 27, 2006
By: /s/ Elaine R. Guilfoyle
---------------------------------------------
Name: Elaine R. Guilfoyle
Title: Co-Trustee
August 8, 2008
--------------------------------------------------
Date
EX-24.7
rrd203104_229008.html
Exhibit 24.7
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
Joseph W. Craft III 2006 Irrevocable Trust
FBO Kyle O. Craft dated February 27, 2006
By: /s/ Mary C. Huigens
---------------------------------------------
Name: Mary C. Huigens
Title: Co-Trustee
August 11, 2008
-------------------------------------------------
Date
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
Joseph W. Craft III 2006 Irrevocable Trust
FBO Kyle O. Craft dated February 27, 2006
By: /s/ Elaine R. Guilfoyle
---------------------------------------------
Name: Elaine R. Guilfoyle
Title: Co-Trustee
August 8, 2008
-------------------------------------------------
Date
EX-24.8
rrd203104_229009.html
Exhibit 24.8
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
The Joseph W. Craft III Grantor Retained Annuity
Trust
FBO Joseph W. Craft IV U/A Dated February 27, 2006
By /s/ Mary C. Huigens
----------------------------------------------
Name: Mary C. Huigens
Title: Trustee
December 11, 2008
-------------------------------------------------
Date
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
The Joseph W. Craft III Grantor Retained Annuity
Trust
FBO Joseph W. Craft IV U/A Dated February 27, 2006
By: /s/ Elaine R. Guilfoyle
----------------------------------------------
Name: Elaine R. Guilfoyle
Title: Trustee
December 11, 2008
--------------------------------------------------
Date
EX-24.9
rrd203104_229010.html
Exhibit 24.9
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
The Joseph W. Craft III Grantor Retained Annuity
Trust
FBO Caroline B. Fiddes U/A Dated February 27, 2006
By /s/ Mary C. Huigens
----------------------------------------------
Name: Mary C. Huigens
Title: Trustee
December 11, 2008
-------------------------------------------------
Date
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
The Joseph W. Craft III Grantor Retained Annuity
Trust
FBO Caroline B. Fiddes U/A Dated February 27, 2006
By: /s/ Elaine R. Guilfoyle
---------------------------------------------
Name: Elaine R. Guilfoyle
Title: Trustee
December 11, 2008
-------------------------------------------------
Date
EX-24.10
rrd203104_229011.html
Exhibit 24.10
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
The Joseph W. Craft III Grantor Retained Annuity
Trust
FBO Ryan E. Craft U/A Dated February 27, 2006
By /s/ Mary C. Huigens
----------------------------------------------
Name: Mary C. Huigens
Title: Trustee
December 11, 2008
-------------------------------------------------
Date
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
The Joseph W. Craft III Grantor Retained Annuity
Trust
FBO Ryan E. Craft U/A Dated February 27, 2006
By: /s/ Elaine R. Guilfoyle
---------------------------------------------
Name: Elaine R. Guilfoyle
Title: Trustee
December 11, 2008
--------------------------------------------
Date
EX-24.11
rrd203104_229012.html
Exhibit 24.11
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
The Joseph W. Craft III Grantor Retained Annuity
Trust
FBO Kyle O. Craft U/A Dated February 27, 2006
By /s/ Mary C. Huigens
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Name: Mary C. Huigens
Title: Trustee
December 11, 2008
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Date
POWER OF ATTORNEY
For Executing Form ID, Forms 3, 4 and 5, Form 144 and Schedules 13D
and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Megan Cordle, Anita Stair, Mindy Kerber, R. Eberley Davis and
Sharon Sloan, signing singly, the undersigned's true and lawful attorney-in-fact
to:
(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission a Form
ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to
make electronic filings with the Securities and Exchange Commission of
reports required by Section 16(a) and Section 13(d) and 13(g) of the
Securities Exchange Act of 1934 or any rule or regulation of the
Securities and Exchange Commission;
(2) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Sections
13(d) and 13(g) of the Securities Exchange Act of 1934 and the rules
thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto and joint filing agreements in connection therewith) and
timely file such Forms or Schedules with the Securities and Exchange
Commission and any stock exchange, self-regulatory association or any
other authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Alliance Holdings GP, L.P. assuming) any
of the undersigned's responsibilities to comply with Section 16, Section 13(d)
or Section 13(g) of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless
Alliance Holdings GP, L.P. and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto and joint filing agreements in
connection therewith) and agrees to reimburse Alliance Holdings GP, L.P. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5, Form 144 and
Schedules 13D and 13G (including amendments thereto and joint filing agreements
in connection therewith) with respect to the undersigned's holdings of and
transactions in securities issued by Alliance Holdings GP, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
The Joseph W. Craft III Grantor Retained Annuity
Trust
FBO Kyle O. Craft U/A Dated February 27, 2006
By: /s/ Elaine R. Guilfoyle
---------------------------------------------
Name: Elaine R. Guilfoyle
Title: Trustee
December 11, 2008
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Date