Supplement Indenture, 03/31/05 (the "Floating Rate Supplemental Indenture")



 EXHIBIT 4.4 
  

SUPPLEMENTAL INDENTURE 
  
 dated as of March 31, 2005 
  
 among 
  
 AMERICAN TIRE DISTRIBUTORS, INC., 
  
 The Guarantor(s) Party Hereto 
  
 and 
  
 WACHOVIA BANK, NATIONAL ASSOCIATION, 

 
 as Trustee 
  

  
 10 3/4% Senior Notes due 2013 
  

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 THIS SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), entered into
as of March 31, 2005, among AMERICAN TIRE DISTRIBUTORS, INC., a Delaware corporation (the “Company”), AMERICAN TIRE DISTRIBUTORS HOLDINGS, INC., a Delaware corporation (“Holdings”), THE
SPEED MERCHANT, INC., a California corporation, T.O. HAAS HOLDING CO., INC., a Nebraska corporation, T.O. HAAS TIRE COMPANY, INC., a Nebraska corporation, TEXAS MARKET TIRE HOLDINGS I, INC., a Texas corporation, TEXAS MARKET TIRE, INC., a Texas
corporation, and TARGET TIRE, INC., a North Carolina corporation (each an “Undersigned”), and WACHOVIA BANK, NATIONAL ASSOCIATION, as trustee (the “Trustee”). 
  
 RECITALS 
  
 WHEREAS, the Company, Holdings and the Trustee entered into the Indenture, dated as of March 31, 2005 (the
“Indenture”), relating to the Company’s 10 3/4% Senior Notes due 2012 (the
“Securities”); 
  
 WHEREAS,
as a condition to the Trustee entering into the Indenture and the purchase of the Notes by the Holders, the Company agreed pursuant to the Indenture to cause any newly acquired or created Domestic Restricted Subsidiaries to provide Security
Guarantees, except in certain circumstances. 
  
 AGREEMENT

  
 NOW, THEREFORE, in consideration of the premises and
mutual covenants herein contained and intending to be legally bound, the parties to this Supplemental Indenture hereby agree as follows: 
  
 Section 1. Capitalized teams used herein and not otherwise defined herein are used as defined in the Indenture. 
  
 Section 2. Each Undersigned, by its execution of this Supplemental Indenture,
agrees to be a Guarantor under the Indenture and to be bound by the terms of the Indenture applicable to Guarantors, including, but not limited to, Article XI thereof. 
  
 Section 3. This Supplemental Indenture shall be governed by and construed in accordance with the laws of the State of New
York. 
  
 Section 4. This Supplemental Indenture may be signed in
various counterparts which together will constitute one and the same instrument. 
  
 Section 5. This Supplemental Indenture is an amendment supplemental to the Indenture and the Indenture and this Supplemental Indenture will henceforth be read together. 
  
 Section 6. On the date hereof, the Company has merged with and into the
Issuer, with the Company being the surviving Person and, pursuant to Section 5.01 of the Indenture, the Company hereby expressly assumes all of the obligations of the Issuer under the Indenture, the Securities and any Registration Rights Agreement.

  

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

			
	 American Tire Distributors, Inc, as Issuer

		
	 By:
	 	 /s/ J. Michael Gaither


	 Name:
	 	J. Michael Gaither
	 Title:
	 	 Secretary

	
	 American Tire Distributors Holdings, Inc.

		
	 By:
	 	 /s/ J. Michael Gaither


	 Name:
	 	J. Michael Gaither
	 Title:
	 	 Secretary

	
	 The Speed Merchant, Inc.

		
	 By:
	 	 /s/ J. Michael Gaither


	 Name:
	 	J. Michael Gaither
	 Title:
	 	 Secretary

	
	 T.O. Haas Holding Co., Inc.

		
	 By:
	 	 /s/ J. Michael Gaither


	 Name:
	 	J. Michael Gaither
	 Title:
	 	 Secretary

	
	 T.O. Haas Tire Company, Inc.

		
	 By:
	 	 /s/ J. Michael Gaither


	 Name:
	 	J. Michael Gaither
	 Title:
	 	 Secretary



  

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

			
	 American Tire Distributors, Inc, as Issuer

		
	 By:
	 	  


	 Name:
	 	 Richard Johnson

	 Title:
	 	 Chief Executive Officer

	
	 American Tire Distributors Holdings, Inc.

		
	 By:
	 	 /s/ Steven Puccinelli


	 Name:
	 	 Steven Puccinelli

	 Title:
	 	 President

	
	 The Speed Merchant, Inc.

		
	 By:
	 	  


	 Name:
	 	 William Berry

	 Title:
	 	 President

	
	 T.O. Haas Holding Co., Inc.

		
	 By:
	 	  


	 Name:
	 	 William Berry

	 Title:
	 	 President

	
	 T.O. Haas Tire Company, Inc.

		
	 By:
	 	  


	 Name:
	 	 William Berry

	 Title:
	 	 President



  
 [Fixed Rate Note
Supplemental Indenture] 
  
  








			
	Texas Market Tire Holdings I, Inc.
		
	By:	 	 /s/ J. Michael Gaither


	Name:	 	J. Michael Gaither
	Title:	 	Secretary
	
	Texas Market Tire, Inc.
		
	By:	 	 /s/ J. Michael Gaither


	Name:	 	J. Michael Gaither
	Title:	 	Secretary
	
	Target Tire, Inc.
		
	By:	 	 /s/ J. Michael Gaither


	Name:	 	J. Michael Gaither
	Title:	 	Secretary
	
	Wachovia Bank, National Association, as Trustee
		
	By:	 	 /s/ Patrick L. Teague


	Name:	 	Patrick L. Teague
	Title:	 	Vice President