As previously filed on Form 8-K by Casella Waste Systems, Inc. (the "Company"), on July 1, 2009, the Company announced the pricing of its private offering of $180 million principal amount senior secured second lien notes due 2014 (the "Notes"). The Company is making this filing to provide additional information regarding the terms of the Notes.

The Notes will pay interest on a semi-annual basis and will be fully and unconditionally guaranteed on a senior secured basis by substantially all of the Company's existing and future domestic restricted subsidiaries. The Notes will be redeemable, in whole or in part, at any time on or after July 15, 2012, subject to specified conditions at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest thereon, if any, to the applicable redemption date, if redeemed during the twelve-month period beginning on July 15 of the years indicated below:

Year                  Percentage
2012                     105.500 %
2013 and thereafter      100.000 %

In addition, under certain circumstances, the Company may redeem up to 35% of the Notes before July 15, 2012 with the net proceeds of certain equity offerings at a redemption price of 111% of the principal amount, plus accrued and unpaid interest, if any. The Company may also redeem some or all of the notes before July 15, 2012 at a redemption price of 100% of the principal amount plus accrued and unpaid interest, if any, to the redemption date, plus a ''make-whole'' premium.

In connection with the private offering of the Notes, the Company is working to complete the refinancing of its senior first lien credit facilities, consisting of a revolving credit facility expected to be in the principal amount of $177.5 million, including letters of credit, and a term loan expected to be in the principal amount of $130.0 million. The Company expects to close the refinancing on July 9, 2009, simultaneously with the issuance of the Notes.

The Company elected to reduce the size of the Notes offering from $205 million, as previously announced, to $180 million and increased the amount of the term loan under the Company's restated first lien credit facilities referenced above from $100 million to $130 million. The Company expects that the term loan will bear interest at a lower rate than that payable on the Notes. The Notes offering was oversubscribed.

The Notes have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), and unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.