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                                                                    Exhibit 10.2

                                    FORM OF
                               REVOLVING LOAN NOTE

                                                             Rochester, New York
                                                                  March 17, 2004

     FOR VALUE RECEIVED, the undersigned, AMERICAN ROCK SALT COMPANY LLC, a New
York limited liability company (the "Borrower"), hereby unconditionally promises
to pay to the order of [               ] (a "Lender"), under the Credit
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Agreement dated as of March 17, 2004 among the Borrower, the lenders parties
thereto and MANUFACTURERS AND TRADERS TRUST COMPANY (the "Agent"), as agent for
such lender parties, including without limitation the Lender (as the same may be
amended, supplemented, terminated or otherwise modified from time to time, the
"Credit Agreement"), at the offices of the Agent, at One M&T Plaza, Buffalo, New
York 14240, the lesser of either the principal sum of
[                         ] DOLLARS ($[            ]) or the aggregate unpaid
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principal amount of all Revolving Loans (as defined in the Credit Agreement)
made to the Borrower by this Lender pursuant to the Credit Agreement, in lawful
money of the United States of America in immediately available funds, and to pay
interest from the date hereof on the principal amount hereof from time to time
outstanding, in like funds, at said office, at a rate or rates per annum and
payable on the dates determined pursuant to the Credit Agreement. Principal and
interest shall be payable on the dates and in the amounts set forth in Section
5.3 of the Credit Agreement. All outstanding principal and accrued and unpaid
interest shall be due and payable in full on the earlier of the "Revolving
Credit Termination Date" or the "Revolving Credit Maturity Date" (as such terms
are defined in the Credit Agreement).

     The Borrower promises to pay interest, on demand, on any overdue principal
and, to the extent permitted by law, overdue interest from their due dates at
the rate or rates determined as set forth in the Credit Agreement.

     The Borrower hereby waives diligence, presentment, demand, protest and
notice of any kind whatsoever. The nonexercise by the holder of any of its
rights hereunder in any particular instance shall not constitute a waiver
thereof in that or any subsequent instance.

     All borrowings evidenced by this Note and all payments and prepayments of
the principal hereof and interest hereon and the respective dates thereof shall
be endorsed by the holder hereof on the schedules attached hereto and made a
part hereof, or on a continuation thereof which shall be attached hereto and
made a part hereof, or otherwise recorded by such holder in its internal
records; provided, however, that the failure of the holder hereof to make such a
notation of any error in such a notation shall not affect the obligations of the
Borrower under the Credit Agreement or this Note.

     This Note is one of the Revolving Loan Notes referred to in the Credit
Agreement which, among other things, contains provisions for the acceleration of
the maturity hereof upon the happening of certain events, for optional and
mandatory prepayment of the principal hereof prior to the maturity hereof and
for the amendment or waiver of certain provisions of the Credit Agreement, all
upon the terms and conditions therein specified. The obligations of the Borrower
hereunder are secured and

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guaranteed as provided pursuant to the Credit Agreement. This Note shall be
construed in accordance with and governed by the laws of the State of New York
and any applicable laws of the United States of America.

THIS NOTE MAY NOT BE TRANSFERRED EXCEPT IN COMPLIANCE WITH THE TERMS OF THE
CREDIT AGREEMENT. TRANSFERS OF THIS NOTE MUST BE RECORDED IN THE REGISTER
MAINTAINED BY THE AGENT PURSUANT TO THE TERMS OF THE CREDIT AGREEMENT.

                                        AMERICAN ROCK SALT COMPANY LLC


                                        By:
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                                            Name:
                                                  ------------------------------
                                            Title:
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