anrexhibit1036.htm


    Exhibit 10.36

     

    
       

      July 24,
2009

      


      


      Scott
Pack, Jr.

      999
Corporate Blvd. Suite 300

      Linthicum
Heights, MD 21090

      


      Dear
Scott :

      


      Congratulations!  Contingent
only on the closing of the merger between Alpha Natural Resources, Inc.
(“Alpha”) and Foundation Coal Corporation (“Foundation”) (with Alpha being the
surviving entity), you are being offered the position of EVP Alpha Coal Sales
Inc. - Sales & Marketing, reporting directly to Jack Porco EVP & Chief
Commercial Officer.  It is expected that your new position will become
effective Monday, August 3, 2009.

      


      Your new
position will be a challenging one that will require your undivided attention,
energy, and significant personal commitment.  The potential rewards,
however, are also significant, and our management team is enthusiastic about
Alpha’s prospects.  We operate on a team concept with open
communication and mutual respect for the talent assembled.

      


      Your new
position with Alpha will include the following compensation and benefit
package:

      


      1.           A
bi-weekly salary of $12,730.76 ($331,000.00 divided by 26 pay
periods per year).  This is an exempt, salaried position.

      


      2.           Your
2009 Annual Incentive
Bonus Plan will be based on your pre-merger salary grade and your pre-merger
base pay.  Beginning in 2010, you will be eligible to
participate at a target bonus payment of 75% of your new base pay,
subject to the terms and conditions of the plan.  As has been previously
stated, the bonus payment is not guaranteed, but instead, is based on the
attainment of certain company and personal performance targets that will be
determined between you and your supervisor. 

      


      3.           Between
now and December 31, 2010, you will remain eligible to participate in the
Foundation Coal Corporation Benefit Plans, which will be assumed and maintained
by Alpha.   All benefits, however, are subject to the terms of
the actual Benefit Plans, as may be amended from time to time.

      


      4.           You
will be required to relocate from your home in the Baltimore, Maryland area to
the Abingdon, Virginia area no later than December 31, 2010.  As a
result, you are being offered relocation benefits as outlined in the attached
copy of the Foundation Coal Corporation Relocation Policy for Transferred
Employees.  You are being offered benefits under this policy to aid
you with home sales assistance in Maryland, as well as the move and purchasing
of a residence in Abingdon, Virginia.  For merger related transfers
only, an addendum to the relocation policy has been approved to assist you in
the event that you suffer a loss between the initial purchase price of your home
in Maryland and the eventual sales price of that home.   A copy
of the addendum as well as various forms that must be completed prior to the
coverage of any relocation expenses are attached.

      


      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

       

      5.           Subject
to the approval of the Compensation Committee of the Board of Directors of Alpha
(“Committee”), you will be eligible to participate in the Amended and Restated
2004 Stock Incentive Plan, with an opportunity to earn a long-term incentive
award equal to 175% of your 2010 base pay,
which award will be subject to the terms and conditions of the plan and related
award agreements.

      


      6.           Subject
to the approval of the Committee, and subject to executing the enclosed Consent
Agreement, you will become a participant in the Alpha's Key Employee Separation
Plan, as amended and restated (the "Plan"), and an opportunity to participate in
the Alpha Key Employee Retention Program.  See the enclosed letter
explaining how the Retention Program works.  Subject to the
Committee's approval and all the terms and conditions of the Plan, Alpha will
recommend, among the other benefits that may be provided under the Plan, that
your multiplier for purposes of determining the lump sum cash payment based on
base pay plus target bonus (the "Benefit Factor") be 2.0 in the event of a
covered change in control termination and 1.5 in the event of a covered
termination prior to a change in control.

      


      Your
employment with Alpha is conditioned on your agreement to terminate your January
1, 2009 Employment Agreement with Foundation Coal Corporation, as provided for
in the Consent Agreement.

      


      Your
employment with Alpha will be at will, meaning that you can quit at any time for
any reason and Alpha can terminate your employment at any time and for any
reason.

      


      Scott,
the management of Alpha Natural Resources looks forward to you joining our
organization.  I am confident that the skills and knowledge that you
bring with you will help to strengthen our team.  Please call Gary
Banbury at 276.619.4055 with any questions about
any aspects of your new employment opportunity.

      


      If you
agree with the terms of this offer letter and would like to become a member of
the Alpha Team, please acknowledge by signing below and returning it to me,
along with a signed Consent Agreement, by 1:00 pm, July 30, 2009

      


      Sincerely,

      


      Jack
Porco

      EVP &
Chief Commercial Officer

      And
President, Alpha Coal Sales

      


      


      Accepted:     /s/  A.
Scott Pack, Jr.    Date:  7-30-09 

             A.
Scott Pack, Jr.

      


      Cc:  G.
Banbury

      


      Attachments:

      Consent
Agreement

      Letter
Regarding the Retention Program

       

      

        
          
             


          

          
             


            
              

            

          

          
             


          

        


        September
9, 2009

        


        


        Scott
Pack, Jr.

        999
Corporate Blvd. Suite 300

        Linthicum
Heights, MD 21090

        


        Dear
Scott :

        


        Congratulations!  Please
accept the position of EVP Sales Alpha Natural Resources Inc., and President
Alpha Coal Sales Co., LLC., reporting directly to Kurt Kost, President Alpha
Natural Resources Inc.  It is expected that your new position will
become effective Thursday September 10, 2009.

        


        Your new
position will be a challenging one that will require your undivided attention,
energy, and significant personal commitment.  The potential rewards,
however, are also significant, and our management team is enthusiastic about
Alpha’s prospects.  We operate on a team concept with open
communication and mutual respect for the talent assembled.

        


        Your new
position with Alpha will include the following compensation and benefit
package:

        


        1.           A
bi-weekly salary of $13,461.53 ($350,000.00 divided by 26 pay
periods per year).  This is an exempt, salaried position.

        


        2.           Your
2009 Annual Incentive
Bonus Plan will be based on your pre-merger salary grade and your pre-merger
base pay.  Beginning in 2010, you will be eligible to
participate at a target bonus payment of 75% of your new base pay,
subject to the terms and conditions of the plan.  As has been previously
stated, the bonus payment is not guaranteed, but instead, is based on the
attainment of certain company and personal performance targets that will be
determined between you and your supervisor. 

        


        3.           Between
now and December 31, 2010, you will remain eligible to participate in the
Foundation Coal Corporation Benefit Plans, which will be assumed and maintained
by Alpha.   All benefits, however, are subject to the terms of
the actual Benefit Plans, as may be amended from time to time.

        


        4.           You
will be required to relocate from your home in the Baltimore, Maryland area to
the Abingdon, Virginia area

        


        5.           Subject
to the approval of the Compensation Committee of the Board of Directors of Alpha
(“Committee”), you will be eligible to participate in the Amended and Restated
2004 Stock Incentive Plan, with an opportunity to earn a long-term incentive
award equal to 200% of your 2010 base pay,
which award will be subject to the terms and conditions of the plan and related
award agreements.

        


        6.           All
previously agreed benefits (KESP participation and Cash Retention) covered by
the Consent will remain unchanged, other than the Cash Retention will be
calculated based on new base compensation.

         

        


        
          
             

          

          
             

            
              

            

          

          
             

          

        

         

        Page
2

        


        Your
employment with Alpha will be at will, meaning that you can quit at any time for
any reason and Alpha can terminate your employment t any time and for any
reason.

        


        Scott,
the management of Alpha Natural Resources looks forward to you leading the sales
organization.  I am confident that the skills and knowledge that you
bring with you will help to strengthen our team.  Please call Gary
Banbury at 276.619.4055 with any questions about
any aspects of your new employment opportunity.

        


        If you
agree with the terms of this offer letter, please acknowledge by signing below
and returning it to me, by September 10, 2009

        


        Sincerely,

        


        Kurt
Kost

        


        


        


        Accepted:     /s/  A.
Scott Pack, Jr.    Date:  September
9, 2009

               A.
Scott Pack, Jr.

        


        Cc:  G.
Banbury