EXHIBIT 4.1



 






Exhibit 4.1




SUPPLEMENTAL INDENTURE




dated as of July 27, 2005




among




CENTURY ALUMINUM COMPANY,

as Issuer




CENTURY ALUMINUM OF KENTUCKY LLC,

as a Guarantor




and




WILMINGTON TRUST COMPANY,

as Trustee




 






71⁄2% SENIOR NOTES DUE 2014




 









 








     THIS SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), entered into as of July 27, 2005
and effective from and after June 29, 2005, among Century Aluminum Company, a Delaware corporation
(the “Company”), Century Aluminum of Kentucky LLC, a Delaware limited liability company, as a
Guarantor (the “Undersigned”) and Wilmington Trust Company, as trustee (the “Trustee”).



RECITALS




     WHEREAS, the Company, the Guarantors party thereto and the Trustee entered into the Indenture,
dated as of August 26, 2004 (the “Indenture”),
relating to the Company’s 71⁄2%
Senior Notes due 2014 (the “Notes”);



     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 the Undersigned, from
and after the “repayment date” (as defined in the Indenture) to provide a Note Guaranty and to
execute this Supplemental Indenture to evidence such Note Guaranty; and



     WHEREAS, the “repayment date” as defined in the Indenture has occurred.



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, effective from and after
June 29, 2005, hereby agree as follows:



     Section 1. Capitalized terms used herein and not otherwise defined herein are used
as defined in the Indenture.



     Section 2. The 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 10 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. The Trustee makes no representation as to the validity or adequacy of
this Supplemental Indenture or the recitals contained herein.



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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.



	 	 	 	 	 	 	 
	 	 	CENTURY ALUMINUM COMPANY,	 	 
	 

	 	 	 	as Issuer	 	 
	 
	 	 	 	 	 	 
	 

	 	By:
	 	/s/ Peter C. McGuire
	 	 
	 

	 	 	 	 	 	 
	 

	 	 	 	Name: Peter C. McGuire	 	 
	 

	 	 	 	Title: Vice President and	 	 
	 

	 	 	 	          Associate General Counsel	 	 
	 
	 	 	 	 	 	 
	 	 	CENTURY ALUMINUM OF 	 	 
	 

	 	 	 	KENTUCKY LLC, as a Guarantor	 	 
	 
	 	 	 	 	 	 
	 

	 	By:
	 	/s/ Peter C. McGuire	 	 
	 

	 	 	 	 	 	 
	 

	 	 	 	Name: Peter C. McGuire	 	 
	 

	 	 	 	Title: Assistant Secretary	 	 
	 
	 	 	 	 	 	 
	 	 	WILMINGTON TRUST
COMPANY, as	 	 
	 

	 	 	 	 Trustee	 	 
	 
	 	 	 	 	 	 
	 

	 	By:
	 	/s/ Kristin F. Long	 	 
	 

	 	 	 	 	 	 
	 

	 	 	 	Name: Kristin F. Long	 	 
	 

	 	 	 	Title: Financial Services Officer	 	 






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