SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

MYERS TODD A

(Last)

(First)

(Middle)

2 NORTH CASCADE AVENUE

C/O WESTMORELAND COAL COMPANY

(Street)

COLORADO SPRING

80903

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
WESTMORELAND COAL CO [ WLB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice President - Sales & Mrktg

3. Date of Earliest Transaction (Month/Day/Year)
08/05/2003

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock - $2.50 par value	08/05/2003		M		1,054	A	$0	10,054	D
Common Stock - $2.50 par value								907⁽¹⁾	I	401(k)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Units	$2.91	08/05/2003		M⁽²⁾			18,176	07/01/2003	08/05/2003⁽⁴⁾	Common Stock⁽³⁾	18,176	$0⁽²⁾	0	D
Performance Units	$2.91	08/05/2003		M⁽²⁾			1,294	07/01/2003	08/05/2003⁽⁴⁾	Common Stock⁽³⁾	1,294	$0⁽²⁾	0	D
Performance Units	$2.91	08/05/2003		D⁽²⁾			2,589	07/01/2003	08/05/2003⁽⁴⁾	Common Stock⁽³⁾	2,589	$14.7238⁽²⁾	0	D

Explanation of Responses:

1. Shares held in 401(k) plan as of June 30, 2003, including 85 shares acquired at various prices from March 31, 2003 to June 30, 2003.

2. The performance units were settled on August 5, 2003. The value of each unit was $14.72375, reflecting the excess of the specified settlement price ($17.6335) over the base price ($2.90975). Of the total value of the units, (i) 82.4% was deferred for up to five years and may be paid at the discretion of the issuer from time to time in cash, stock or any combination thereof, (ii) 5.87% was settled in common stock (1,054 shares valued at $18.08, the average of the high and low reported sales prices on June 30, 2003, and (iii) 11.73% was settled in cash.

3. Right to receive cash or stock at the option of issuer; similar to a Stock Appreciation Right.

4. Date is for electronic form purposes only. Expiration date is not applicable.

	/s/ Diane S. Jones, VP - Corporate Relations, by Power of Attorney	08/05/2003
	** 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 4 (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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.