SEVENTH SUPPLEMENTAL INDENTURE

SEVENTH SUPPLEMENTAL INDENTURE, dated as of December 31, 2012 (the “Supplemental Indenture”), among Alpha Appalachia Holdings, Inc. (formerly known as Massey Energy Company), a Delaware corporation, as issuer (the “Issuer”), Mill Branch Coal Corporation, a Virginia corporation (the “Company”), the other Guarantors (as defined in the Indenture (defined below)), and Wilmington Trust Company, as trustee (the “Trustee”).

WHEREAS, the Issuer, the Guarantors and the Trustee executed that certain Senior Indenture (the “Base Indenture”), dated as of August 12, 2008, as supplemented by that First Supplemental Indenture (the “First Supplemental Indenture”), dated as of the same date, as further supplemented by that Second Supplemental Indenture (the “Second Supplemental Indenture”), dated as of July 20, 2009, as further supplemented by that Third Supplemental Indenture (the “Third Supplemental Indenture”), dated as of August 28, 2009, as further supplemented by that Fourth Supplemental Indenture (the “Fourth Supplemental Indenture”), dated as of April 30, 2010, as further supplemented by that Fifth Supplemental Indenture (the “Fifth Supplemental Indenture”), dated as of June 29, 2010, and as further supplemented by that Sixth Supplemental Indenture (the “Sixth Supplemental Indenture”), dated as of June 1, 2011 each by and among the Issuer, the Guarantors (defined therein) and the Trustee (the Base Indenture, the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture, the Fourth Supplemental Indenture, the Fifth Supplemental Indenture and the Sixth Supplemental Indenture, collectively, and as amended and supplemented, the “Indenture”), providing for the issuance of the 3.25% Convertible Senior Notes due 2015 in the principal amount of up to Six Hundred Ninety Million and 00/100 Dollars ($690,000,000);

WHEREAS, pursuant to the Articles of Merger, dated as of December 17, 2012 by and among the Company, Big Laurel Mining Corporation, Bluff Spur Coal Corporation, Dorchester Enterprises, Incorporated, Exeter Coal Corporation, Guest Mountain Mining Corporation, Meadow Branch Mining Corporation and Osaka Mining Corporation, each a Virginia corporation and Guarantor (collectively, other than the Company, the “Consolidated Guarantors”) (the “Consolidation Agreement”), the Consolidated Guarantors have been consolidated with and into the Company effective on the date hereof upon the consummation of the transactions contemplated by the Consolidation Agreement (such time of effectiveness, the “Effective Time”);

WHEREAS, pursuant to Section 1505 of the Base Indenture, the Company desires to confirm its unconditional assumption of all the obligations of the Consolidated Guarantors under their Note Guarantees and the Indenture;

WHEREAS, Section 901 of the Base Indenture provide that supplemental indentures may be executed and delivered by the Issuer, the Guarantors and the Trustee for the purpose of amending or supplementing the Indenture to evidence the succession of another Person to a Guarantor and the assumption by any such successors of the obligations of such Guarantor under the Note Guarantees and the Indenture in accordance with Article Fifteen of the Base Indenture; and

WHEREAS, all other acts and proceedings necessary have been done to make this Supplemental Indenture, when executed and delivered by the Issuer, the Guarantors and the Trustee, the legal, valid and binding agreement of the Issuer and the Guarantors in accordance with its terms.

NOW THEREFORE, for good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties, intending to be legally bound, agree as follows:

Section 1. Confirmation of the Indenture; Definitions. Except as supplemented hereby, the Indenture is hereby confirmed and reaffirmed in all particulars. Anything in the Indenture or herein to the contrary notwithstanding, all recitals, definitions and provisions contained in this Supplemental Indenture shall take precedence over the recitals, definitions and provisions of the Indenture to the extent of any conflict between the two. Unless otherwise defined herein, terms defined in the Indenture and used herein shall have the meaning given them in the Indenture.

Section 2. Guarantee. (a) The Company hereby executes this Supplemental Indenture as a supplemental indenture to the Indenture for the purpose of reaffirming the Note Guarantee issued by the Company on April 30, 2010. Upon its execution hereof, the Company hereby acknowledges that it unconditionally assumes all of the obligations of the Consolidated Guarantors under their Note Guarantees and the Indenture, effective as of the date hereof.

(b) None of the shareholders, trustees, officers or Affiliates of the Company shall be liable for the Company’s obligations as a Guarantor arising under the Indenture.

Section 3. Conditions to Effectiveness of Supplemental Indenture and to Operation of Amendments Made Hereby. This Supplemental Indenture shall become effective immediately upon the Effective Time.

Section 4. Counterparts. This Supplemental Indenture may be executed in any number of counterparts, each of which so executed shall together constitute but one and the same instrument.

Section 5. Severability. In case any provision in this Supplemental Indenture shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

Section 6. Governing Law. This Supplemental Indenture shall be governed by and construed in accordance with the laws of the State of New York.

Section 7. Trustee. The recitals contained herein shall be taken as statements of the Company and the Issuer, and the Trustee assumes no responsibility for their correctness. The Trustee makes no representation as the validity or sufficiency of this Supplemental Indenture.

IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed, all as of the date first above written.

By:    /s/ Vaughn R. Groves

Name:    Vaughn R. Groves
Title:    Executive Vice President, General Counsel

and Secretary    

By:    /s/ Vaughn R. Groves

Name:    Vaughn R. Groves
Title:    Vice President and Secretary

A.T. MASSEY COAL COMPANY, INC.

ALLIANCE COAL CORPORATION

ALPHA APPALACHIA SERVICES, INC.

ALPHA EUROPEAN SALES, INC.

ALPHA GAS & OIL COMPANY

ALPHA NATURAL RESOURCES, INC.

ALEX ENERGY, INC.

APPALACHIA COAL SALES COMPANY, INC.

APPALACHIA HOLDING COMPANY

ARACOMA COAL COMPANY, INC.

BANDMILL COAL CORPORATION

BANDYTOWN COAL COMPANY

BARNABUS LAND COMPANY

BELFRY COAL CORPORATION

BEN CREEK COAL COMPANY

BIG BEAR MINING COMPANY

BLACK KING MINE DEVELOPMENT CO.

BLACK MOUNTAIN RESOURCES, LLC

BOONE EAST DEVELOPMENT CO.

BOONE ENERGY COMPANY

BOONE WEST DEVELOPMENT CO.

BULL MOUNTAIN MINING CORPORATION

CENTRAL PENN ENERGY COMPANY, INC.

CENTRAL WEST VIRGINIA ENERGY COMPANY

CERES LAND COMPANY

CLEAR FORK COAL COMPANY

CLOVERLICK MANAGEMENT LLC

CRYSTAL FUELS COMPANY

CUMBERLAND EQUIPMENT CORPORATION

CUMBERLAND RESOURCES CORPORATION

DEHUE COAL COMPANY

DELBARTON MINING COMPANY

DEMETER LAND COMPANY

DORCHESTER ASSOCIATES LLC

DOUGLAS POCAHONTAS COAL CORPORATION

DRIH CORPORATION

DUCHESS COAL COMPANY

EAGLE ENERGY, INC.

ELK RUN COAL COMPANY, INC.

EN ROUTE LLC
FOGLESONG ENERGY COMPANY

GOALS COAL COMPANY

GREEN VALLEY COAL COMPANY

GREYEAGLE COAL COMPANY

HADEN FARMS, INC.

HANNA LAND COMPANY, LLC

(by ALEX ENERGY, INC., its Manager)

HARLAN RECLAMATION SERVICES LLC

HAZY RIDGE COAL COMPANY

HIGHLAND MINING COMPANY

HOPKINS CREEK COAL COMPANY

INDEPENDENCE COAL COMPANY, INC.

JACKS BRANCH COAL COMPANY

JOBONER COAL COMPANY

JST LAND COMPANY

JST MINING COMPANY

JST RESOURCES LLC

KANAWHA ENERGY COMPANY

KNOX CREEK COAL CORPORATION

LAUREN LAND COMPANY

LAXARE, INC.

LOGAN COUNTY MINE SERVICES, INC.

LONG FORK COAL COMPANY

LYNN BRANCH COAL COMPANY, INC.

MAGGARD BRANCH COAL LLC

MAJESTIC MINING, INC.

MARFORK COAL COMPANY, INC.

MARTIN COUNTY COAL CORPORATION

MEADOW BRANCH COAL LLC

MOUNTAIN MANAGEMENT, INCORPORATED

NEW MARKET LAND COMPANY

NEW RIDGE MINING COMPANY

NEW RIVER ENERGY CORPORATION

NICCO CORPORATION

NICHOLAS ENERGY COMPANY

NINE MILE SPUR LLC

NORTH FORK COAL CORPORATION

OMAR MINING COMPANY

PEERLESS EAGLE COAL CO.

PERFORMANCE COAL COMPANY

PETER CAVE MINING COMPANY

PIGEON CREEK PROCESSING CORPORATION

PILGRIM MINING COMPANY, INC.

POWELL RIVER RESOURCES

POWER MOUNTAIN COAL COMPANY

RAVEN RESOURCES, INC.

RAWL SALES & PROCESSING CO.

RESOURCE DEVELOPMENT LLC

RESOURCE LAND COMPANY LLC

ROAD FORK DEVELOPMENT COMPANY, INC.

ROBINSON-PHILLIPS COAL COMPANY

RODA RESOURCES LLC

ROSTRAVER ENERGY COMPANY

RUM CREEK COAL SALES, INC.

RUSSELL FORK COAL COMPANY

SC COAL CORPORATION

SCARLET DEVELOPMENT COMPANY

SHANNON-POCAHONTAS COAL CORPORATION

SHENANDOAH CAPITAL MANAGEMENT CORP.

SIDNEY COAL COMPANY, INC.

SPARTAN MINING COMPANY

STILLHOUSE MINING LLC
STIRRAT COAL COMPANY

STONE MINING COMPANY

SUPPORT MINING COMPANY

SYCAMORE FUELS, INC.

T.C.H. COAL CO.

TALON LOADOUT COMPANY

TENNESSEE CONSOLIDATED COAL COMPANY

TENNESSEE ENERGY CORP.

TOWN CREEK COAL COMPANY

TRACE CREEK COAL COMPANY

TUCSON LIMITED LIABILITY COMPANY,

(by: ALEX ENERGY, INC., its Manager)

VANTAGE MINING COMPANY

WEST KENTUCKY ENERGY COMPANY

WHITE BUCK COAL COMPANY

WILLIAMS MOUNTAIN COAL COMPANY

WINIFREDE COAL CORPORATION

WYOMAC COAL COMPANY, INC.

By:    /s/ Vaughn R. Groves

Name:    Vaughn R. Groves
Title:    Vice President

    

as Trustee

By:    /s/ Joshua C. Jones

Name:    Joshua C. Jones
Title:    Financial Services Officer