SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Alliance Resource Holdings, Inc.

(Last) (First) (Middle)
1717 S. BOULDER AVENUE, SUITE 400

(Street)
TULSA OK 74119

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/12/2006
3. Issuer Name and Ticker or Trading Symbol
Alliance Holdings GP, L.P. [ AHGP ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of 13d group (over 10%)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Units 20,641,168 I(1)(2) By Alliance Resource GP, LLC(1)(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Alliance Resource Holdings, Inc.

(Last) (First) (Middle)
1717 S. BOULDER AVENUE, SUITE 400

(Street)
TULSA OK 74119

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of 13d group (over 10%)
1. Name and Address of Reporting Person*
Alliance Resource Holdings II, Inc.

(Last) (First) (Middle)
1717 S. BOULDER AVENUE, SUITE 400

(Street)
TULSA OK 74119

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of 13d group (over 10%)
Explanation of Responses:
1. This Form 3 is being filed by the undersigned, as well as the entity listed on the Joint Filer Information Statement attached as Exhibit 24.1 hereto (collectively, the "Reporting Persons"). The above referenced 20,641,168 Common Units of Alliance Holdings GP, L.P. are held by Alliance Resource GP, LLC (the "SGP"), and the SGP's ownership of such Common Units was reported on a Form 4 filed by the SGP on May 15, 2006. This Form 3 is being filed because on June 13, 2006, Alliance Resource Holdings, Inc. ("ARH"), acquired all of the outstanding membership interests of the SGP, so ARH, along with its sole shareholder, Alliance Resource Holdings II, Inc. ("ARH II"), acquired an indirect ownership interest in the Common Units of Alliance Holdings GP, L.P. held by the SGP. (Continued in footnote (2))
2. (Continued from footnote (1)). Joseph W. Craft III, the sole director and sole shareholder of ARH II, previously reported his indirect in the Common Units of Alliance Holdings GP, L.P. held by the SGP in a Form 4 filing made by Mr. Craft of June 14, 2006.
Remarks:
Exhibit List Exhibit 24.1 - Joint Filer Information Statement Exhibit 24.2 - Power of Attorney (Alliance Resource Holdings, Inc.) Exhibit 24.3 - Power of Attorney (Alliance Resource Holdings II, Inc.)
/s/ Alliance Resource Holdings, Inc. by Megan Cordle, pursuant to power of attorney dated March 5, 2007 03/08/2007
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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