-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, E6+fmgpNwce+QdS09IbEPGANZU3V5Ig/kI2VAoXFNVrwufX23SEXHRKMheZknLYA R2jE9CLXbleBHtdE0UmRKA== 0001181431-07-017907.txt : 20070308 0001181431-07-017907.hdr.sgml : 20070308 20070308151732 ACCESSION NUMBER: 0001181431-07-017907 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20060613 FILED AS OF DATE: 20070308 DATE AS OF CHANGE: 20070308 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RATHBURN GARY J CENTRAL INDEX KEY: 0001187749 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51952 FILM NUMBER: 07680653 BUSINESS ADDRESS: BUSINESS PHONE: 9182957600 MAIL ADDRESS: STREET 1: PO BOX 22027 STREET 2: C/O ALLIANCE RESOURCE PARTNERS LP CITY: TULSA STATE: OK ZIP: 74121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rathburn Anita Louise CENTRAL INDEX KEY: 0001391060 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51952 FILM NUMBER: 07680651 BUSINESS ADDRESS: BUSINESS PHONE: 918-369-0168 MAIL ADDRESS: STREET 1: 5405 E. 119TH STREET CITY: TULSA STATE: OK ZIP: 74137 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Alliance Holdings GP, L.P. CENTRAL INDEX KEY: 0001344980 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE SURFACE MINING [1221] IRS NUMBER: 030573898 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: P.O. BOX 22027 CITY: TULSA STATE: OK ZIP: 74121 BUSINESS PHONE: 918-295-7600 MAIL ADDRESS: STREET 1: P.O. BOX 22027 CITY: TULSA STATE: OK ZIP: 74121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Raft LLC CENTRAL INDEX KEY: 0001391059 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51952 FILM NUMBER: 07680652 BUSINESS ADDRESS: STREET 1: 5405 E. 119TH STREET CITY: TULSA STATE: OK ZIP: 74137 BUSINESS PHONE: 918-369-0168 MAIL ADDRESS: STREET 1: 5405 E. 119TH STREET CITY: TULSA STATE: OK ZIP: 74137 3 1 rrd150129.xml FORM 3 X0202 3 2006-06-13 0 0001344980 Alliance Holdings GP, L.P. AHGP 0001187749 RATHBURN GARY J 5405 EAST 119TH STREET TULSA OK 74137 0 0 0 1 Member of 13d group (over 10%) 0001391059 Raft LLC 5405 EAST 119TH STREET TULSA OK 74137 0 0 0 1 Member of 13d group (over 10%) 0001391060 Rathburn Anita Louise 5405 EAST 119TH STREET TULSA OK 74137 0 0 0 1 Member of 13d group (over 10%) Common Units 793571 D Common Units 1800000 I By limited liability company This Form 3 is being filed by the undersigned as well as the individual and entity listed on the Joint Filer Information Statement attached as Exhibit 24.1 hereto (collectively, the "Reporting Persons"). Each Reporting Person may be deemed to be part of a 13(d) group owning more than 10% of the securities of Alliance Holdings GP, L.P. For purposes of Section 16 of the Securities Exchange Act of 1934, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his, her or its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. These shares are owned directly by Gary J. Rathburn. These shares are owned directly by RaFT LLC, a limited liability company in which the undersigned and his wife, Anita J. Rathburn, each hold a 50% membership interest. Exhibit List Exhibit 24.1 Joint Filer Information Statement Exhibit 24.2 Power of Attorney (Gary J. Rathburn, individually) Exhibit 24.3 Power of Attorney (RaFt LLC, by Gary Rathburn, as manager) Exhibit 24.4 Power of Attorney (Anita J. Rathburn, individually) /s/ Gary J. Rathburn by Megan Cordle, pursuant to power of attorney dated February 13, 2007 2007-03-08 EX-24.1 2 rrd132350_149028.htm JOINT FILER INFORMATION rrd132350_149028.html

                                                                    Exhibit 24.1

                       Joint Filer Information Statement

Names:                             RaFT LLC and Anita Rathburn

Address:                           5405 East 119th Street Tulsa, OK 74137

Designated Filer:                  Gary J. Rathburn

Issuer and Ticker Symbol:          Alliance Holdings GP, L.P. (AHGP)

Date of Event Requiring Statement: June 13, 2006

The undersigned, Raft LLC and Anita Rathburn, are jointly filing the attached
Initial Statement of Beneficial Ownership on Form 3 with Gary J. Rathburn with
respect to the beneficial ownership of securities of Alliance Holdings GP, L.P.

Signatures:


/s/ RaFT LLC, by Gary J. Rathburn as Manager,
- -----------------------------------------------
by Megan Cordle, pursuant to power of attorney
dated February 13, 2007

/s/ Anita Rathburn,
- ----------------------------------------------
by Megan Cordle, pursuant to power of attorney
dated February 13, 2007



EX-24.2 3 rrd132350_149031.htm POWER OF ATTORNEY rrd132350_149031.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 and Brian Cantrell,
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/ Gary J. Rathburn
                                        ----------------------------------------
                                        Signature

                                        Gary J. Rathburn
                                        ---------------------------------------
                                        Printed Name

                                        2/13/07
                                        ----------------------------------------
                                        Date

EX-24.3 4 rrd132350_149032.htm POWER OF ATTORNEY rrd132350_149032.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 and Brian Cantrell,
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.


                               Raft LLC

                               By:      /s/ Gary J. Rathburn
                                        ----------------------------------------
                                        Name: Gary J. Rathburn
                                        Title: Manager

                                        2/13/07
                                        ----------------------------------------
                                        Date

EX-24.4 5 rrd132350_149033.htm POWER OF ATTORNEY rrd132350_149033.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 and Brian Cantrell,
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/ Anita Rathburn
                                        ----------------------------------------
                                        Signature

                                        Anita Rathburn
                                        ---------------------------------------
                                        Printed Name

                                        2/13/07
                                        ----------------------------------------
                                        Date

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