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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): February 10, 2003
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COMMISSION FILE NO.: 0-26823
ALLIANCE RESOURCE PARTNERS, L.P.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 73-1564280
(STATE OR OTHER JURISDICTION OF (IRS EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
1717 SOUTH BOULDER AVENUE, SUITE 600, TULSA, OKLAHOMA 74119
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE)
(918) 295-7600
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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ITEM 5. OTHER EVENTS.
On February 10, 2003, Alliance Resource Partners, L.P., a Delaware
limited partnership (the "Partnership"), entered into an underwriting agreement,
attached as Exhibit 1.1 hereto, with the underwriters named therein with respect
to the issuance and sale by the Partnership of 2,250,000 units representing
limited partner interests in the Partnership (the "Units") in an underwritten
public offering (the "Offering"). The Partnership has granted the underwriters
the option for 30 days to purchase an additional 337,500 Units solely to
cover over-allotments. The Units sold in the Offering were registered under the
Securities Act of 1933, as amended, pursuant to the Partnership's shelf
registration statement on Form S-3 (File No. 333-85282). The closing of the
Offering is expected to occur on February 14, 2003.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
The Partnership files the following exhibits as part of this report:
Exhibit 1.1 Underwriting Agreement dated as of February 10, 2003 by
and among the Partnership and the underwriters named
therein.
Exhibit 5.1 Opinion of Vinson & Elkins L.L.P. as to the legality of
the securities being registered
Exhibit 8.1 Opinion of Vinson & Elkins L.L.P. relating to tax
matters
Exhibit 23.1 Consent of Vinson & Elkins L.L.P. (contained in Exhibit
5.1 hereto)
Exhibit 23.2 Consent of Vinson & Elkins L.L.P. (contained in Exhibit
8.1 hereto)
Exhibit 99.1 Press Release dated February 10, 2003
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Partnership has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: February 11, 2003 ALLIANCE RESOURCE PARTNERS, L.P.
By: Alliance Resource Management GP, LLC
/s/ THOMAS L. PEARSON
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Thomas L. Pearson
Senior Vice President - Law Administration,
General Counsel and Secretary
INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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Exhibit 1.1 Underwriting Agreement dated as of February 10, 2003 by
and among the Partnership and the underwriters named
therein.
Exhibit 5.1 Opinion of Vinson & Elkins L.L.P. as to the legality of
the securities being registered
Exhibit 8.1 Opinion of Vinson & Elkins L.L.P. relating to tax matters
Exhibit 23.1 Consent of Vinson & Elkins L.L.P. (contained in Exhibit
5.1 hereto)
Exhibit 23.2 Consent of Vinson & Elkins L.L.P. (contained in Exhibit
8.1 hereto)
Exhibit 99.1 Press Release dated February 10, 2003