Prospectus Supplement No. 2

Filed pursuant to Rule 424(b)(3) under the Securities Act of 1933, as amended

Registration Number 333-127483

 

PROSPECTUS SUPPLEMENT NO. 2

(To the Prospectus dated March 30, 2006)

 

LOGO

 

27,936,667 Shares of

Common Stock

 

 

This Prospectus Supplement supplements the prospectus dated March 30, 2006 (the “Prospectus”) relating to the sale by the holders of Common Stock of CNX Gas Corporation.

 

This Prospectus Supplement is incorporated by reference into, and should be read in conjunction with, the Prospectus.

 

INVESTING IN OUR COMMON STOCK INVOLVES RISK. SEE “RISK FACTORS” BEGINNING ON PAGE 9 OF THE PROSPECTUS.

 

Shares of our common stock are listed on the New York Stock Exchange under the symbol “CXG.”

 

This Prospectus Supplement is filed solely for the purposes of reflecting changes in holdings of existing selling stockholders under the Prospectus. As of June 2, 2006, the Selling Stockholder table included under the Section “SELLING STOCKHOLDERS”, which begins on page 95 in the Prospectus, is revised to amend the information with respect to the following selling stockholders:

 

Name of Selling Stockholder(1A)

    Number of
Outstanding Shares
    Percent
    Number of Shares of
Common Stock that may
be sold in Offering

AIM Dynamics Fund (6)†

    363,300    *    363,300

AIM Midcap Growth Fund (6)†

    0    *    0
* Less than 1%.
† Broker-dealer affiliate

 

(1A) Information regarding the selling securityholders may change from time to time. Any such changed information will be set forth in amendments or supplements if and when necessary.
(6) AIM Advisors, Inc. has voting and dispositive power over these shares. Effective as of April 10, 2006, AIM Midcap Growth Fund was merged with and into AIM Dynamics Fund. The “Number of Outstanding Shares” reflects the maximum number that the selling stockholder is permitted to sell pursuant to the prospectus and does not reflect any prior sales pursuant to the prospectus that may have been made by such selling stockholder prior to the date hereof.

 

 

NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR PASSED UPON THE ADEQUACY OR ACCURACY OF THIS PROSPECTUS SUPPLEMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

 

 

The date of this Prospectus Supplement is June 6, 2006.