EXHIBIT 99.2
CONSOL ENERGY INC.
NOTICE OF GUARANTEED DELIVERY
FOR TENDER OF
ANY AND ALL OUTSTANDING
7.875% NOTES DUE 2012
IN EXCHANGE FOR NEW
7.875% NOTES DUE 2012
This Notice of Guaranteed Delivery, or one substantially equivalent to this
form, must be used by registered holders of outstanding 7.875% Notes due 2012
(the "Private Notes") of CONSOL Energy Inc., a Delaware corporation (the
"Company"), who wish to tender their Private Notes for an equal principal amount
of new 7.875% Notes due 2012 (the "Exchange Notes") that have been registered
under the Securities Act of 1933, as amended (the "Securities Act") if (i) the
Private Notes, a duly completed and executed letter of transmittal (the "Letter
of Transmittal") and all other required documents cannot be delivered to The
Bank of Nova Scotia Trust Company of New York (the "Exchange Agent") prior to
5:00 P.M., New York City time, on _____________ , 2002, or such later date
and time to which the exchange offer may be extended (the "Expiration Date") or
(ii) the procedures for delivery of the Private Notes being tendered by book-
entry transfer, together with a duly completed and executed Letter of
Transmittal, cannot be completed on or prior to 5:00 P.M., New York City time,
on the Expiration Date.
This Notice of Guaranteed Delivery may be delivered by hand, overnight
courier or mail, or transmitted by facsimile transmission (receipt confirmed by
telephone and an original delivered by guaranteed overnight delivery), to the
Exchange Agent. See "The Exchange Offer-Procedures for Tendering" in the
Prospectus (as defined herein). The Company has the right to reject a tender of
Private Notes made pursuant to the guaranteed delivery procedures unless the
registered holder using the guaranteed delivery procedure submits either (a) the
Private Notes tendered thereby, in proper form for transfer, or (b) confirmation
of book-entry transfer in the manner set forth in the Prospectus, in either case
together with one or more properly completed and duly executed Letter(s) of
Transmittal (or facsimile thereof) and any other required documents by 5:00
P.M., New York City time, on the third New York Stock Exchange trading day
following the Expiration Date. Capitalized terms not defined herein have the
meanings assigned to them in the Prospectus.
The Exchange Agent for The Exchange Offer Is:
The Bank of Nova Scotia Trust Company of New York
By Mail, Hand or Overnight Delivery: By Facsimile Transmission (For Eligible
Institutions Only):
The Bank of Nova Scotia Trust Company of (212) 225-5436
New York Attention: Exchanges
One Liberty Plaza, 23/rd/ Floor Confirm by Telephone:
New, York, NY 10006 (212) 225-5427
For Information Call:
(212) 225-5427
Delivery of this Notice Of Guaranteed Delivery to an address other than as
set forth above or transmission of this Notice of Guaranteed Delivery via
facsimile to a number other than as set forth above will not constitute a valid
delivery.
THIS NOTICE OF GUARANTEED DELIVERY IS NOT TO BE USED TO GUARANTEE
SIGNATURES. IF A SIGNATURE ON A LETTER OF TRANSMITTAL IS REQUIRED TO BE
GUARANTEED BY AN "ELIGIBLE INSTITUTION" UNDER THE INSTRUCTIONS THERETO, SUCH
SIGNATURE GUARANTEE MUST APPEAR IN THE APPLICABLE SPACE PROVIDED IN THE
SIGNATURE BOX ON THE LETTER OF TRANSMITTAL.
Ladies and Gentlemen:
The undersigned hereby tenders to the Company, upon the terms and subject
to the conditions set forth in the Prospectus dated ________, 2002 (as the same
may be amended or supplemented from time to time, the "Prospectus"), and the
related Letter of Transmittal (which together constitute the "Exchange Offer"),
receipt of which is hereby acknowledged, the aggregate principal amount of the
Private Notes set forth below pursuant to the guaranteed delivery procedures set
forth in the Prospectus under the caption "The Exchange Offer-Guaranteed
Delivery Procedures" and in instruction 2 to the Letter of Transmittal.
DESCRIPTION OF SECURITIES TENDERED
Name and Address of Certificate Aggregate
Registered Holder as it Number(s) of Principal Amount Principal Amount of
Appears on the Private Private Notes Represented by Private Notes
Notes (Please Print) Tendered Private Notes Tendered*
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* Must be tendered only in integral multiples of $1,000.
If the Private Notes will be tendered by book-entry transfer, provide the
following information:
DTC Account Number: ________________________
PLEASE SIGN HERE
All authority herein conferred or agreed to be conferred shall survive the death
or incapacity of the undersigned and every obligation of the undersigned
hereunder shall be binding upon the heirs, personal representatives, successors
and assigns of the undersigned.
x_____________________________ Date:__________, 2002
x_____________________________ Date:__________, 2002
Signature(s) of Owner(s)
Or Authorized Signatory
Area Code and Telephone Number:______________________
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Must be signed by the holder(s) of the Private Notes as their name(s)
appear(s) on certificates of the Private Notes or on a security position
listing, or by person(s) authorized to become registered holder(s) by
endorsement and documents transmitted with this Notice of Guaranteed Delivery.
If signature is by a trustee, executor, administrator, guardian, attorney-in-
fact, officer or other person acting in a fiduciary or representative capacity,
such person must set forth his or her full title below.
Please print name(s) and address(es)
Name(s): ____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
Capacity: ____________________________________
____________________________________
____________________________________
____________________________________
Address(es): ____________________________________
____________________________________
____________________________________
THE FOLLOWING GUARANTEE MUST BE COMPLETED
GUARANTEE OF DELIVERY
(NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, a firm or other entity identified in Rule 17Ad-15 under
the Securities Exchange Act of 1934, as amended, as an "eligible guarantor
institution, " including (as such terms are defined therein): (i) a bank; (ii) a
broker, dealer, municipal securities broker, municipal securities dealer,
government securities broker or government securities dealer; (iii) a credit
union; (iv) a national securities exchange, registered securities association or
clearing agency; or (v) a savings association that is a participant in a
Securities Transfer Association recognized program (each of the foregoing being
referred to as an "Eligible Institution"), hereby guarantees to deliver to the
Exchange Agent, at one of its addresses set forth above, either (a) the Private
Notes tendered hereby, in proper from for transfer, or (b) confirmation of the
book-entry transfer of such Private Notes to the Exchange Agent's account at the
Depository Trust Company ("DTC") maintained for such purpose, pursuant to the
procedures for book-entry transfer set forth in the Prospectus, in either case
together with one or more properly completed and duly executed Letter(s) of
Transmittal (or facsimile thereof) and any other required documents by 5:00
P.M., New York City time, on the third New York Stock Exchange trading day
following the Expiration Date.
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The undersigned acknowledges that it must deliver the Letter(s) of
Transmittal and the Private Notes tendered hereby to the Exchange Agent within
the time period set forth above and that failure to do so could result in a
financial loss to the undersigned.
Name of Firm:________________________ _______________________________
(Authorized Signature)
Address: _________________________ Title: ________________________
________________________ Name: ________________________
(zip code) (Please type or print)
Area Code and Date:__________________________
Telephone Number: ___________________
NOTE: DO NOT SEND CERTIFICATES FOR PRIVATE NOTES WITH THIS FORM.
CERTIFICATES FOR PRIVATE NOTES SHOULD ONLY BE SENT WITH YOUR LETTER OF
TRANSMITTAL.
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