-----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, NC5xzxNydTx8/lm2utvmvuCzb2M2qG4RHNC8BAPrBC7823DQsklv8WeiaiPeddek e3H5EzprvO1OqupUejt8hw== 0001372677-08-000181.txt : 20080918 0001372677-08-000181.hdr.sgml : 20080918 20080918170155 ACCESSION NUMBER: 0001372677-08-000181 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080916 FILED AS OF DATE: 20080918 DATE AS OF CHANGE: 20080918 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CRAFT JOSEPH W III CENTRAL INDEX KEY: 0001173893 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51952 FILM NUMBER: 081078883 MAIL ADDRESS: STREET 1: PO BOX 22027 CITY: TULSA STATE: OK ZIP: 74121-2027 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 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2008-09-16 0001344980 Alliance Holdings GP, L.P. AHGP 0001173893 CRAFT JOSEPH W III 1717 S. BOULDER AVENUE SUITE 600 TULSA OK 74119 1 1 1 0 President and Chief Executive Common Unit 20641168 I By Alliance Resource GP, LLC Common Unit 5193759 D Common Unit 4411579 I By GRAT Common Unit 549020 I By Alliance Management Holdings III, LLC Call option (obligation to sell) 30.00 2008-09-16 4 S 0 266505 3.36 D 2011-07-01 2013-07-01 Common units 266505 266505 I By Alliance Management Holdings III, LLC Joseph W. Craft III ("Craft") indirectly holds 20,641,168 Common Units of AHGP through Alliance Resources Holdings, Inc. ("ARH II"), of which he is sole director and sole shareholder. ARH II holds all of the outstanding shares of Alliance Resource Holdings, Inc. ("ARH"). ARH, in turn, holds all of the outstanding membership interests of Alliance Resources GP, LLC (the "SGP"). Prior to June 13, 2006, Craft was the majority, but not sole, shareholder of ARH II. On June 13, 2006, Craft and ARH II entered into a stock purchase and stock redemption transaction with the other shareholders of ARH II which, after giving effect thereto, resulted in Craft becoming the sole shareholder of ARH II. In a prior Form 4 filing, Craft reported his interest in the 20,641,168 Common Units of AHGP held by the SGP, but disclaimed beneficial ownership in such Common Units except to the extent of his pecuniary interest therein. (Continued in footnote (2). Craft, as sole shareholder of ARH II, no longer disclaims beneficial interest with respect to any of the 20,641,168 AHGP Common Units held by the SGP. After giving effect to the Alliance Management Holdings, LLC ("AMH") Liquidation and the AMH II Liquidation, and the stock purchase and stock redemption transaction referenced in footnote (1) above, Craft directly acquired 4,693,759 Common Units of AHGP, and indirectly acquired, through the Joseph W. Craft III Grantor Retained Annuity Trust dated February 27, 2006, 4,411,479 Common Units of AHGP. Craft indirectly holds 549,020 Common Units of AHGP through Alliance Management Holdings III, LLC ("AMH III"), which acquired 600,000 Common Units of AHGP in connection with the AMH Liquidation and the AMH II Liquidation. Craft is the sole director of AMH III and owns 42.43% of the membership interests in AMH III. Craft disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interests therein. AMH III entered into option agreements to sell 266,505 common units of AHGP for an excercise price of $30.00 per common unit, the options are exercisable from July 1, 2011 through July 1, 2013. AMH III received consideration of $3.36 per common unit for each option. Joseph W. Craft by Mindy Kerber, pursuant to power of attorney dated July 27, 2006 2008-09-18 -----END PRIVACY-ENHANCED MESSAGE-----