Walter Energy, Inc. Watch

from 8-K 47 pages Walter Industries, Inc. 2,300,000 Shares of Common Stock Underwriting Agreement Dated February 16, 2006

from 8-K 30 pages Walter Industries, Inc. 8,000,000 Shares of Common Stock Underwriting Agreement Dated October 28, 2004

from POS AM ~50 pages International Underwriting Agreement

from POS AM ~50 pages U.S. Underwriting Agreement

from SC 13D ~20 pages Underwriting agreement

from SC 13G 1 page Exhibit 1 Joint Filing Agreement and Power of Attorney We, the Signatories of the Statement on Schedule 13g to Which This Agreement Is Attached, Hereby Agree That Such Statement Is, and Any Amendments Thereto Filed by Any of US Will Be, Filed on Behalf of Each of US. Each of US Hereby Constitutes and Appoints Each of John A. Gerson, Perry Golkin and Michael T. Tokarz as Our True and Lawful Agent and Attorney-In-Fact, With Full Power of Substitution and Resubstitution, to Prepare, Execute and File Any Such Amendments, and Any Other Documents That Any Such Agent and Attorney-In-Fact May Consider Advisable in Connection With the Holdings Described in This Statement on Schedule 13g, on Our Behalf, and Hereby Ratifies Any Such Action by Such Agent and Attorney-In-Fact. Jwc Associates, L.P. By: Kkr Associates, Its General Partner By: /S/ Michael T. Tokarz Name: Michael T. Tokarz a General Partner Jwc Associates II, L.P. By: Kkr Associates, Its General Partner By: /S/ Michael T. Tokarz Name: Michael T. Tokarz a General Partner Kkr Partners II, L.P. By: Kkr Associates, Its General Partner By: /S/ Michael T. Tokarz Name: Michael T. Tokarz a General Partner Channel One Associates, L.P. By: Kkr Associates, Its General Partner By: /S/ Michael T. Tokarz Name:michael T. Tokarz a General Partner Dated: February 6, 1996 Page 12 of 12 Pages