September 10, 2004

via U.S. mail

Peter T. Socha
President and Chief Executive Officer
James River Coal Company
901 E. Byrd Street, Suite 1600
Richmond, Virginia 23219


Re:	James River Coal Company
	Form S-1 filed August 13, 2004
	File No. 333-118190


Dear Mr. Socha:

	We have reviewed your filing and have the following comments.
Where indicated, we think you should revise your document in response
to these comments.  If you disagree, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as detailed as necessary in your explanation.
In some of our comments, we may ask you to provide us with
supplemental information so we may better understand your disclosure.
After reviewing this information, we may or may not raise additional
comments.

Please understand that the purpose of our review process is to assist
you in your compliance with the applicable disclosure requirements
and to enhance the overall disclosure in your filing.  We look
forward to working with you in these respects.  We welcome any
questions you may have about our comments or any other aspect of our
review.  Feel free to call us at the telephone numbers listed at the
end of this letter.


General Comments

1. Many of our comments apply to disclosure or to an issue that
appears in more than one place.  To eliminate the need for us to
issue repetitive comments, please make corresponding revisions to all
similar disclosure wherever it appears throughout the document.

2. Advise us what steps you have taken to have your stock traded on
the OTC Bulletin Board and the NASDAQ National Market.  Eliminate the
references to the NMS throughout the filing unless you expect it to
quote the stock shortly after effectiveness of the registration
statement.  Also, because there does not appear to be a market for
your stock, disclose on the prospectus cover page the price at which
the shares will be offered to the public until such time as the
shares become listed or quoted.

3. Provide the disclosure Item 502(b) of Regulation S-K requires.

Application for Confidential Treatment

4. We will issue under separate cover any comments relating to your
application for confidential treatment related to omitted portions of
exhibits 10.7 and 10.8.  We will not be in a position to consider a
request for accelerated effectiveness of your registration statement
until all outstanding issues, including any related to the
application, have been resolved.

Prospectus Cover Page

5. Make clear that all shares being offered were issued to the
selling shareholders pursuant to the plan of reorganization.
Substantially shorten the third paragraph by replacing the first two
sentences with a statement that you have applied to have your stock
traded on the OTCBB, or advise us why that is inaccurate.

Risk Factors, page 3

6. Eliminate from this section disclosure that mitigates the risk you
present.  Examples include a number of clauses that begin "although,"
references to your insurance coverage and the following: "In an
attempt to minimize our exposure to short-term market swings,
maintain flexibility in our production portfolio and preserve our
ability to react to opportunities in the market...."

7. Eliminate suggestions that you "cannot accurately predict,"
"cannot be assured," "cannot be certain" and "cannot assure"
particular outcomes.  Also, eliminate extraneous detail like, for
example, much of the historical background you provide from pages 5
through 8.  Instead, state each risk directly and succinctly.

8. Ensure that you identify all known, material risks in this
section, and eliminate disclosure elsewhere that suggests otherwise.
For example, the first paragraph in the MD&A section refers to "the
risks discussed in [the Risk Factors section] and elsewhere."

We may be unable to comply with restrictions, page 15

9. Consider quantifying for each bullet point the covenant
limitation.  In the MD&A disclosure, provide detailed quantification
and a textual explanation regarding the requirements for each listed
item.


An active trading market may not develop, page 16

10. Substantially shorten and focus your disclosure in this risk
factor to emphasize the potential harm to new investors.  Move the
discussion of the "assumed reorganization value" to the "Chapter 11
Reorganization" section, where you also need to explain it in greater
detail.

We will incur increased costs, page 16

11. It would seem that all companies conducting an initial offering
of their stock would face this risk.  Please revise to indicate how
this risk makes an investment in your particular company speculative
or risky.  In the alternative, delete this risk factor.

Our dividend policies and other restrictions, page 17

12. Revise your captions to identify the risk succinctly.  For
example, this caption could indicate that dividends are unlikely and
potentially prohibited.  The last caption on page 13 also requires
revision.

Forward Looking Statements, page 18

13. Please delete any reference to Section 27A of the Securities Act
and Section 21E of the Exchange Act.  These provisions do not apply
to initial public offerings.  Also, it appears inappropriate to
suggest that "will" identifies forward-looking statements.

Chapter 11 Reorganization, page 20

14. Provide a complete discussion of the provisions of the Plan that
would be material to a potential investment in the offered
securities, rather than suggesting your discussion merely summarizes
"certain" provisions and "does not purport to be complete."  Make
parallel revisions elsewhere as necessary, including with regard to
the description of your common stock that appears at page 81 pursuant
to Item 202 of Regulation S-K.

Management`s Discussion and Analysis

Results of Operations - page 31

15. Provide both a short- and long-term analysis of your business.
Provide prospective analysis for each material aspect of your results
of operations, beyond the basic presentation at page 23.  Identify in
necessary detail all known trends, including any relating to
disruptions in rail service in 2004.  For example, if material
customers have or might be expected to decrease purchases from time
to time as a result of having more aggressively managed their
stockpiles, disclose this.  If management is unable to identify any
material trends, please so state.  Refer to Release No. 33-8350.
16. When more than one factor is cited for discussing the reasons for
changes in your financial condition or results of operations, discuss
and quantify the relative contribution of each factor.  For example,
you state that the increase in operating costs was due to higher
sales related costs, higher labor and benefit costs, higher costs for
steel and other raw materials and a fresh start adjustment to
inventory.  Please quantify each factor.

Business, page 48
Customers and Coal Contracts, page 54

17. We note that Georgia Power accounted for 43% of your 2003
revenues, pursuant to a long-term contract.  Explain how you will be
able to ensure that it will account for 35% or less of your annual
revenues going forward in order to comply with your Senior Secured
Credit Facility`s limitation.

Management, page 63

18. Many of your biographical sketches fail to provide an unambiguous
description of the individual`s business experience for the past five
years, without material gaps in time.  Others fail to specify the
"various positions" held during the period or the nature of the
employer`s business.  Please revise the sketches for Messrs. Socha,
Hopkins, Douthat, Evans, Wilson (both James and Jeffrey), Crown and
Vining accordingly.  Refer to Item 401(e) of Regulation S-K.

Securities Law Consideration, page 79

19. Reconcile the statement in this section, that all shares issued
pursuant to the reorganization met Section 1145 requirements and were
therefore exempt, with the statement on the cover page and page 16
that "most" such shares were exempt.  Explain in necessary detail the
reason for any uncertainty in that regard.  Also explain the
statement at page 80: "Without limiting the effect of Section
1145...."  We may have additional comments.

Description of Capital Stock, page 81
Common Stock, page 81

20. It is unclear why you present this information in the future
tense.  The reference to your Risk Factors section for a "more
complete" discussion of the dividend policy also appears
inappropriate.  Please revise accordingly.

Legal Matters - page 88

21. Because you have filed Exhibit 5, please revise to indicate that
Kilpatrick Stockton LLP has passed upon the validity of the shares
being offered.

Financial Statements and Related Disclosure

General

22. We note your disclosure on page 20 and F-2 that you emerged from
bankruptcy on May 6, 2004.  It appears that you need to restate your
financial statements and financial data to report fresh start
accounting as of this date.  Refer to paragraph 35 of SOP 90-7.

23. Continue to monitor the requirement to update your financial
statements, as indicated in Rule 3-12 of Regulation S-X.

24. Provide a currently dated consent from the independent
accountants in your amendment.

Risk factors, page 3

25. We note on page 7, your disclosure regarding the EPA`s proposed
emissions standards for electric utility steam generating units.
Please update your filing for any updates that may have occurred
since the end of the comment period as of June 29, 2004.

Chapter 11 reorganization, page 21

26. Revise your disclosure that your consolidated financial
statements after emergence from bankruptcy are not "entirely
comparable" to clarify that they are not comparable because they are
financial statements of a new entity.  Refer to paragraph 40 of SOP
90-7.  This comment applies to your like disclosure on page 29 and
elsewhere in your filing.

27. We note that you have disclosed the unaudited balance sheets of
the predecessor and successor companies.  Please remove this
disclosure and instead provide a cross reference to the related
information disclosed on pages F-45 to F-49 to avoid investor
confusion.

Future results of operations, page 23

28. We note that you have identified certain "items, among others"
that you expect will cause in your results of operations prior to the
bankruptcy to differ from your results of operations after your
emergence from bankruptcy on May 6, 2004 to avoid investor confusion.
It appears that you need to expand this discussion to provide a more
comprehensive analysis and clarify whether or not you are providing a
financial forecast.  You may also want to consider the need to
provide pro forma financial information.  We may have further
comment.  Refer to Rules 11-01(8) and 11-03 of Regulation S-X as well
as Item 10(b) of Regulation S-K.


Selected financial data, page 24

29. Expand the introductory paragraph to:

(a)	Identify the periods that you were in bankruptcy.
(b)	Disclose the date you emerged from bankruptcy, which disclose
was on May 6, 2004
(c)	Disclose that you implemented "fresh start" accounting in
accordance with the American Institute of Certified Public
Accountants ("AICPA") Statement of Position No. 90-7, "Financial
Reporting by Entities in Reorganization under the Bankruptcy Code"
("SOP 90-7"), upon emergence from bankruptcy.
(d)	Explain the requirements of fresh start accounting  and how it
impacted your historical results of operations, cash flows and
financial position, such as your 2004 gain on debt extinguishment.
(e)	Cross reference to your related  footnote disclosure.
(f)	Explain that as a result the predecessor financial statements
are not comparable to the successor financial statements.

Refer to Instruction 2 to Item 301 of Regulation S-K.

30. Revise your selected financial data tables to segregate the
predecessor financial data so that it is separate and apart from the
successor information.  This can be achieved by reporting a vertical
black line between the predecessor and successor information.  We
note that you have used this presentation on page F-34.

31. Revise to refer to all periods as either processor or successor.
We note that the annual periods are not referred to as predecessor
financial data.

32. Revise your captions on page 27 to refer to the date of the
balance sheet data rather than referring to a number of periods
preceding it.

33. We note that you have provided interim information for the 3
months ended June 30, 2003.  Note that this information is not
required.  Refer to Rule 3-12(a) of Regulation S-X.

Management`s discussion and analysis of financial condition and
results of operations

Overview

34. Expand your Management`s Discussion and Analysis to identify your
key performance indicators. Please refer to the Commission Guidance
Regarding Management`s Discussion and Analysis of Financial Condition
and Results of Operations (Release Nos. 33-8350, 34-48960, and FR-
72), and revise your disclosure accordingly.


Results of operations

35. We note that you have combined the predecessor and successor
financial results your discussion of results for the three and six-
month periods ended June 30, 2004.  Revise your results of operations
discussion to clarify and reiterate that the information is not
comparable and only discuss revenues and direct operating expenses.
Additionally, remove all indications that this discussion of
information prior to the most recent year-end and interim period
represent or were prepared on a pro forma basis.

Six Months Ended June 30, 2004 Compared with the Six Months Ended
June 30, 2003, page 34

36. We note in your discussion of operating costs on page 35 that the
cost of coal has decreased in 2004.  Your disclosure appears to
discuss reasons for increases in the cost of coal, rather than
explain the decrease.  Please modify your document to discuss the
reasons for the decrease in the cost of coal in 2004 compared to
2003.  We note your related discussion of the decrease in coal
shipments in 2004 as compared to 2003 on page 34.

Year Ended December 31, 2003 Compared with the Year Ended December
31, 2002, page 37

37. We note your discussion that indicates revenues decreased in 2003
compared to 2002 due to fewer tons being available for sale.  Please
expand your disclosure to provide more insight into the reasons fewer
tons were available for sale and indicate whether or not additional
reductions are expected in future periods.  We note a like reduction
in the comparison of the six-month periods ended June 30, 2003 and
2004.  Additionally, expand your liquidity discussion to explain the
expected impact of additional production declines and how you plan to
recover these shortfalls.

Liquidity and Capital Resources, page 41

38. We note that your cash from operations has changed significantly
in the periods you discuss, and that you identify several significant
uncertainties in other areas of the document that may impact the
indicative value of your reported financial information.  However,
there appears to be no discussion of the primary drivers underlying
your operating cash flows (e.g. cash receipts from the sale of goods
and services and cash payments to acquire materials for manufacture,
or goods for resale), or how the uncertainties may effect future
periods.  Please refer to Section IV.B of the Commission Guidance
Regarding Management`s Discussion and Analysis of Financial Condition
and Results of Operations (Release Nos. 33-8350, 34-48960, and FR-
72), and revise your disclosure accordingly.

39. Your tabular disclosure of contractual obligations does not
appear to include disclosure of purchase obligations.  Please modify
your disclosure to include quantitative disclosure of these
obligations as is required to be disclosed by Item 303(a)(5)(i) of
Regulation S-K.

40. We note from your disclosures that your obligations relative to
black lung are unfunded.  Please modify your liquidity discussion to
address your sources of liquidity that are or that you anticipate
will be available to provide funding for this and other related
continuing obligations.  Be sure to include a discussion of your
timing of such funding to provide investors with indicative value of
your liquidity, if that timing is different from that which you
disclose in your table of contractual obligations.  It may also be
appropriate to discuss any regulatory requirements relative to such
funding.

Critical Accounting Estimates, page 45

41. You indicate in your defined benefit pension discussion that a
decrease in the assumed discount rate increases pension expense.
Expand your discussion to include a sensitivity of your estimates
similar to those you provided relative to certain other employee
related obligations.

42. Given that estimates associated with your reclamation and mine
closure matters are described as critical, it appears you should also
include information about the historical effects of accounting for
these items and describe the sensitivity of your estimates to the
specific assumptions involved to sufficiently address the quality and
potential variability of your earnings and cash flows.

43. We note that you have identified income taxes as a critical
accounting estimate and that it appears you have a full valuation
allowance for your tax assets.  Expand your disclosure to quantify
the allowance, disclose the historical effects of revising your
valuation allowance, and to describe the critical elements of your
tax planning strategies that will be necessary to fully utilize your
deferred tax assets if you believe they have the potential for being
realized.  Additionally, address the impact of your expectation that
you will not be able to realize NOL`s as a result of the
reorganization, as discussed on page 23

Market Risk, page 47

44. Revise your filing to disclose the quantitative and qualitative
information about trading and non-trading market risks are required
by Item 305 of Regulation S-K.

Business

	Reserves, page 48

45. We note your disclosure indicating a significant decrease in your
proven and probable reserves.  Your disclosure indicates that this
event has caused an increase in your expense for depreciation,
depletion and amortization in 2003.  Please expand your Management`s
Discussion and Analysis disclosure to quantify and discuss the impact
of this change in estimate.  In addition, we note within your Notes
to financial statements that SFAS 144 did not have an impact to your
results of operations.  Explain to us why the reduction in reserve
quantities did not result in an asset impairment and whether the
change in reserves caused a write-down of any assets.

Legal Proceedings, page 56

46. Tell us why you believe the outcome of your workers` compensation
claims will not have a material adverse effect on your consolidated
financial position, cash flows or results of operations.  It appears
from your balance sheet that these amounts are in excess of $50
million.

Financial Statements

Consolidated Statement of Cash Flows, page F-7

47. The line item presented that reads, "Reclassification to interest
expense from other accumulated comprehensive income" is unclear.
Please modify your description to indicate the nature of this charge
as being a realized loss on your swap agreement.

48. It appears that you have not segregated all cash flows from
reorganization items.  We believe you should include disclosure of
reorganization items that affected cash in addition to those items
that were none cash.  Please refer to paragraph 54 of SOP 90-7.

Note -1 (b) Restatement, F-9

49. We note your disclosure of your restatement and certain
adjustments appear to be unclear.  For instance it is not clear to us
why the cost of coal in 2002 was reduced by $15,770,258.  Please
revise your disclosure to explain the reasons for the specific
adjustments. A tabular presentation of the adjustments to present
clearly the gross financial statement adjustments rather than just
the netted effects, would be helpful.

50. Disclose the per share effect of each restatement item as
required by paragraph 37 of APBO No. 20.

Note - 1 (f) Inventories, page F-12

51. Expand your disclosure to indicate the nature of the items
included in your cost of inventory.  Also identify the point in your
production cycle that the cost of coal extracted, including mine
development and equipment depreciation, is classified as inventory.


Note - 1 (g) Property, Plant and Equipment, page F-12

52. Please modify your disclosure to better describe the nature of
cost you describe as "renewals".

53. We note that you have two surface mines within your operations.
Tell us whether any amounts related to deferred stripping or
overburden removal are included in the amounted reported on your
balance sheet.

Note - 1 (h) Impairment of Long-Lived Assets, page F-12

54. We note from your disclosure that you did not recognize any
impairment charges for the years ended December 31, 2003, 2002 and
2001.  Please tell us how you characterize the write-offs you
describe on page 40 related to idled mining assets in 2002.

55. It appears from your 2004 financial statements included in your
filing, that as a result of your adoption of SOP 90-7, you recorded
substantial write-downs to long-lived assets to reflect their fair
value.  Tell us why you believe these assets were not impaired prior
to implementing fresh start accounting.

Note -1 (m) Revenue Recognition, page F-13

56. Please expand your revenue recognition policy to address all the
criteria in SAB Topic 13:A.1.

Note-1 (u) Adoption of New Accounting Pronouncements, page F-15

57. We note your adoption of SFAS 143 pertaining to asset retirement
obligations.  Tell us whether you have included amounts posted as
surety bonds in your determination of your obligations.  Also, it
appears that you have not provided the disclosures required by
paragraph 22 of SFAS 143.  If you believe this information is not
material, please submit your response on a supplemental basis.

Note 1 - Segments

58. Support your conclusion that you operate in one segment.  We note
your disclosure that you manage their operations based on five
operating companies.  Specifically address paragraph 17 of SFAS 131
in your response.

59. Note - 2 Other Current Assets, page F-17

60. We note from your disclosure that no amounts of longwall panel
costs appear to be a component of Other Current Assets in 2003.
Please tell us whether any such costs remain at December 31, 2003 and
if so, where they are classified.

Note - 15 Reorganization Items, Net, page F-32

61. Please expand your disclosure to clarify the settlement agreement
related to your sale of "future royalty payments".  It is unclear if
you intend to mean a sale of a revenue stream or some other
arrangement.

Condensed Consolidated Balance Sheets, page F-34

62. The exact nature of your asset classified as "Coal properties" is
unclear to us.  If this amount represents mineral rights on leased
property, we believe your asset description should clearly indicate
that this is the case.  We refer you to paragraph 9 of EITF 04-2 that
is effective for periods after April 30, 2004.  Otherwise, tell us
the nature of this asset.

Note 1(k) - Equity based compensation, page F-43

63. Explain how you determined the fair value of the equity-based
compensation.

64. Revise to include all disclosures required by paragraphs 45 to 48
of SFAS 123 and SFAS 148.

Selected quarterly financial data

65. We did not note within your disclosure, the quarterly financial
data required by Item 302, paragraph (a)(1) of Regulation S-K.
Please provide the disclosure in your amendment.

Schedule II - Valuation and qualifying accounts

66. Disclose a schedule of valuation and qualifying accounts.  Refer
to Rule 5-04(c) and 12-09 of Regulation S-X.  Include, without
limitation, accounts receivable valuation allowances, estimates of
product returns, and inventory reserves and any other reserves not
included in specific schedules.


Engineering Comments

Business, page 48

67. Proven and probable reserves are disclosed in your Form S-1 for
the Bledsoe and Blue Diamond "mining complexes."  With a minimal
transfer of paper, forward to our engineer as supplemental
information and not as part of the registration statement,
information that establishes the legal, technical and economic
feasibility of the materials designated as reserves, as required by
Section C of SEC`s Industry Guide 7.

This includes:
* Acreage breakdown by owned, leased or other.
* Maps showing property and mine permit boundaries and geology, and
recent and historic production areas, and seams mined and any
cultural restrictions to mining.
* Drill-hole maps showing drill intercepts.
* Justifications for the drill hole spacings used at various
classification levels.
* General cross-sections that indicate the relationship between coal
seams, geology and topography.
* A detailed description of your procedures for estimating
"reserves."
* An indication of how many years are left in your longest-term
mining plan for each reserve block.
* The specific criteria used to estimate reserves.
* Site specific economic justification for the criteria you used to
estimate reserves.
* Mining plans or feasibility studies, including production
schedules, cost estimates and cash flow projections needed to
establish the existence of reserves as defined in Industry Guide 7.
* All third party reviews of your reserves that were developed within
the last three years
* Any other information needed to establish legal, technical and
economic feasibility.

Provide the name and phone number for a technical person our engineer
may call, if he has technical questions about your reserves.  If
there are any questions concerning the above request, please phone
Mr. R. L. Baer, Mining Engineer at (202) 942-2965.

68. Supplementally provide all of your economic and technical
evaluation criteria used for each of your coal reserves, including
but not limited to: dilution, maximum and minimum mining heights for
each type of mining and reserve area, maximum depth, mining and wash
plant recoveries by reserve areas, maximum stripping ratios, any
lease required minimum stripping ratios, types of surface conditions
or items that limit or preclude mining.  Supplementally describe or
provide the basis you used to develop these criteria.

69. We note that Marshall Miller and Associates prepared a detailed
study of your reserves as of March 31, 2004.  Supplementally provide
a complete copy of the entire study for all of your properties.

70. We note that you reduced your reserve estimates from 285 to 207
million tons as a result of the Miller and Associates study.  If the
information is not in the Miller study, supplementally provide a
detailed discussion as to the reasons for the reserve reduction.

71. We note that you disclose on page 50 that approximately 82
percent of your reserve tons have representative samples and 18
percent have no site-specific samples.  Supplementally detail:
* What is the distribution of reserve lands have no representative
samples,
* The reasons for the lack of sample quality information,
* An analysis of the variability of your coal quality across your
reserve lands,
* Justification for including non-sampled coal in your reserves.

72. Supplementally provide a table showing annual production for each
of your mines for the last three years.  A mine can be defined as all
the mines that supply a single wash plant, if that is applicable.

73. Supplementally provide us with a table showing annual revenues,
annual operating costs (all operating costs without depreciation,
depletion or amortization charges) and annual operating profits or
losses for all mines for which you have designated "reserves" for any
of the last three years.  Note that "total cash cost" is generally
not the same as "annual operating costs" as defined above.  If sales
were totally in-house, base revenues on an appropriate free market
price.  Also provide any reconciliation studies you have developed
between projected grade of ore mined and actual grade of ore mined
for each mine.

74. Reserves must have legal, economic and technical feasibility at
the time of reserve determination.  Common problems in reserve
calculations involve including coal as reserves under railroads,
roads, buildings, power lines, or other structures protected by
restrictions on mining.  Also non-recoverable coal, such as in the
roof and in barrier pillars, has been included in reserves.  Please
ensure that your reporting takes all legal, economic and technical
factors into account.  For further details about our general concern,
consult a general letter to coal operators found on our website at
http://www.sec.gov/divisions/corpfin/guidance/coalmineletter.htm.
Please confirm that all legal, technical and economic factors have
been taken into account in your designation of reserves.

75. Supplementally discuss if any of your coal is currently
unmarketable because of its quality.

76. Supplementally provide a discussion about:
* Whether all permits and other authorizations necessary to operate
your mines are in place.
* Is there any evidence that any of your operating permits or
authorizations cannot be routinely renewed?
* Have any of your reported reserves been denied an operating permit?

77. Concerning all of your coal properties that have reserves
included in your reserve statement, supplementally:
* For the leased properties, indicate the effective lengths of the
leases, including renewals that are automatic, or for which there is
a high level of certainty that renewals can be obtained,
* Provide an analysis that compares the length of your leases,
including assured renewals, with the scheduled production of
currently designated reserves, and determine if all designated
reserves will be mined during tenure of your leases, according to
your current plans.


*	*	*

Closing Comments

As appropriate, please amend your registration statement in response
to these comments.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please furnish a cover letter
with your amendment that keys your responses to our comments and
provides any requested supplemental information.  Detailed cover
letters greatly facilitate our review.  Please understand that we may
have additional comments after reviewing your amendment and responses
to our comments.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to be
certain that they have provided all information investors require for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they
have made.

	Notwithstanding our comments, in the event the company requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such request,
acknowledging that

* should the Commission or the staff, acting pursuant to delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;
* the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy and
accuracy of the disclosure in the filing; and
* the company may not assert this action as defense in any proceeding
initiated by the Commission or any person under the federal
securities laws of the United States.

	In addition, please be advised that the Division of Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of your
filing or in response to our comments on your filing.

We will consider a written request for acceleration of the effective
date of the registration statement as a confirmation of the fact that
those requesting acceleration are aware of their respective
responsibilities under the Securities Act of 1933 and the Securities
Exchange Act of 1934 as they relate to the proposed public offering
of the securities specified in the above registration statement.  We
will act on the request and, pursuant to delegated authority, grant
acceleration of the effective date.

We direct your attention to Rules 460 and 461 regarding acceleration
of a registration statement.  Please allow adequate time after the
filing of any amendment for further review before submitting a
request for acceleration.  Please provide this request at least two
business days in advance of the requested effective date.

Please direct questions regarding accounting issues and related
disclosures to Kevin Stertzel at (202) 824-5374 or Jill Davis,
Accounting Branch Chief, at (202) 942-1966.  Direct all questions
regarding engineering comments to Roger Baer, Mining Engineer, at
(202) 942-2965.  Direct questions relating to all other disclosure
issues to Michael McCoy, at (202) 942-1908 or, in his absence, to
Timothy Levenberg at (202) 942-1896.   Address replies to us at the
following zip code: 20549-0405.


						Sincerely,




						H. Roger Schwall
						Associate Director


cc:	via facsimile
	David A. Stockton, Esq.
(404) 541-3470 fax
(404) 815-6444 tel.

Jill Davis
Michael McCoy
Kevin Stertzel
Roger Baer
Tim Levenberg
James River Coal Company
September 10, 2004
page 1