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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN 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 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CRAFT JOSEPH W III 1717 S. BOULDER AVENUE, SUITE 600 TULSA, OK 74119 |
X | X | President and CEO |
/s/ Joseph W. Craft III by Megan Cordle pursuant to Power of Attorney dated 2/13/07 | 12/22/2008 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(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). |
(1) | 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"), and the SGP holds 20,641,168 Common Units of AHGP. |
(2) | These 5,193,759 Common Units are held directly by the JWC III Rev Trust and indirectly by Craft as trustee of the trust. These Common Units were previously held directly by Craft (4,693,759 Common Units were transferred to the trust on June 28, 2008 and 500,000 were transferred to the trust on July 31, 2008). |
(3) | Prior to February 27, 2008, the 4,411,579 Common Units of AHGP which were previously reported as being indirectly owned by Craft "by GRAT" were held in a grantor retained annuity trust of which Craft was trustee (the "JWC III GRAT"), and accordingly, he was deemed to have beneficial ownership of such Common Units. On February 27, 2008, the term of the JWC III GRAT expired, Craft ceased serving as trustee, and the Common Units held by the JWC III GRAT were allocated to trusts for the benefit of Craft's four children. As of February 28, 2008, Craft no longer has beneficial ownership of those 4,411,579 Common Units of AHGP. |
(4) | Craft indirectly holds 523,122 Common Units of AHGP through Alliance Management Holdings III, LLC ("AMH III"), of which Craft is the sole director and owns 42.43% of the membership interests. Craft disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interests therein. |