8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

April 23, 2008

Date of report (date of earliest event reported)

Foundation Coal Holdings, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-32331	42-1638663
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

999 Corporate Boulevard, Suite 300, Linthicum Heights, MD 21090-2227

(Address of Principal Executive Offices)

410-689-7600

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

ITEM 7.01 REGULATION FD DISCLOSURE	3
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS	3
SIGNATURES	4
EXHIBIT INDEX
EXHIBIT 99.1

2

Item 7.01 Regulation FD Disclosure.

On April 23, 2008, an executive officer of Foundation Coal Holdings, Inc. (“Foundation”) will make a presentation at the William N. Poundstone Lecture in Morgantown, WV.

A copy of the presentation is attached as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibit

Exhibit 99.1 Foundation presentation at the William N. Poundstone Lecture on April 23, 2008.

3

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: April 23, 2008

Foundation Coal Holdings, Inc.

/s/ Frank J. Wood

Senior Vice President and Chief Financial Officer

4

EX-99.1

1

Foundation Coal -

Foundation Coal -

William N. Poundstone Lecture

William N. Poundstone Lecture

A. Scott Pack, Jr.

A. Scott Pack, Jr.

President, Foundation Energy Sales, Inc.

President, Foundation Energy Sales, Inc.

College of Engineering and Mineral Resources

Department of Mining Engineering

West Virginia University

Mining the Past…Powering the Future

April 23, 2008

Exhibit 99.1

2

Got Coal?

Hat Kohle erhalten?

Carväo recebido?

Bak kömür

¿Tienes carbon?

Got coal, eh?

Heeft u steenkool?

Charbon obtenu?

Il carbone preso?

Gad Koyal?

Sabaki sekitan?

India

Japan

Italy

China

Germany

Portugal

Netherlands

Canada

Spain

Turkey

France

3

Statements in this presentation which are not statements of

historical fact are “forward-looking statements”

within the “safe

harbor”

provision of the Private Securities Litigation Reform Act of

1995. These forward-looking statements are based on the

information available to, and the expectations and assumptions

deemed reasonable by, Foundation Coal Holdings, Inc. at the time

this presentation was made. Although Foundation Coal Holdings,

Inc. believes that the assumptions underlying such statements are

reasonable, it can give no assurance that they will be attained.

Factors that could cause actual results to differ materially from

expectations include the risks detailed under the section “Risk

Factors”

in the company’s Form 10-K filed with the Securities and

Exchange Commission.

FORWARD-LOOKING STATEMENTS

4

Presentation Overview

Foundation Coal background

Strong safety record

Diversified operations

Attractive asset base

Positive outlook for organic growth

Tremendous opportunities for skilled labor

Industry Overview

Abundance of coal in the US

New US power plants

US historical and forecasted demand

Global historical and forecasted demand

Summary

5

Foundation Coal Highlights

Size -

fourth largest U.S. producer by volume, operating 13 mines in

WY, PA, and WV

Current productive capacity of 76 mm tons per year

–

55 mm PRB

–

14 mm NAPP

–

7 mm CAPP

Markets -

domestic and export steam and metallurgical coals

Only producer with major presence in both NAPP & PRB

Focus on safety and environmental compliance

Focus on people, productivity, and process improvement

6

A Commitment to Safety

Incident Rates of Non-Fatal Occupational Injuries by Industrial Category

Source: Bureau of Labor Statistics, 2006; Foundation Coal, 2007

7

Diversified Operations

8

NAPP Operations

2 longwalls, 4 continuous

miners

High-Btu, mid-sulfur steam coal

Batch-weigh loadout (NS & CSX)

636 employees

1 longwall, 4 continuous miners

High-Btu, mid-sulfur steam coal

17-mile railroad to river dock

679 employees

Cumberland

Emerald

9

CAPP Operations

Eagle Butte

2 underground mines, each

continuous miner-equipped

High-quality metallurgical coal

Truck to barge or rail (CSX)

218 employees

Continuous miner-equipped

Low sulfur steam coal

NS-served

351 employees

Kingston Resources

Rockspring Development

10

CAPP Operations (Cont.)

Eagle Butte

4 underground mines, each

continuous miner-equipped

Low sulfur steam and industrial

coal

Truck to barge or rail (CSX)

209 employees

2 surface mines, 1 loader/truck &

1 excavator/loader/truck equipped

Low sulfur steam coal, high-

quality export metallurgical coal

Rail-served (CSX/RJCV-Pax, NS-

Paynter Branch)

116 employees

Laurel Creek Co.

Pioneer Fuels

11

PRB Operations

Belle Ayr

Eagle Butte

BNSF/UP rail access

8,500 Btu, 0.60 Lb. SO

2

/mmbtu

BNSF rail access

8,400 Btu, 0.80 Lb. SO

2

/mmbtu

–

Truck/shovel mining method

–

587 total employees

12

The Need for Skilled Labor

There are incredible opportunities for new graduates, as a large

portion of

the industry approaches retirement.

The next generation of industry employees will have the following

characteristics:

Success oriented

Good communicator

Sound decision making

Continuous improvement apostle

Promote teamwork

Problem solving

Openness to change

Avid learner

Customer focus

Conflict management

Thick skin

13

Abundance of Coal

Source: EIA and USGS

•Nearly 4 trillion

tons of coal are

beneath US soil

•An additional 1.3

trillion

tons of coal

have recently been

announced to exist

beneath North

Dakota, according

to the NDGS.

•Total coal reserves

in the US amount to

a roughly 4500 year

supply at current

burn rate.

•Not all coal in the

ground can be

economically

extracted using

today’s technology.

14

Delivered Fuel Prices to Plants in the US

Source: EIA and FERC Forms 423

•Delivered coal

prices have been

relatively stable and

low.

•The relative stability

of delivered coal

prices has led to

constant and

increasing demand.

0

200

400

600

800

1000

1200

1990

1995

2000

2005

2010

Year

All Coal based plants

Natural Gas

Petroleum based fuel

15

Sources:  Global Energy, EIA

WEAK

STRONG

STRENGTHENING

STRONG                         WEAKER

STRONG

STRONG AND SUSTAINABLE PRICING

ENVIRONMENT

Strengthening Gas Prices

Declining Inventories at U.S. Utilities

Strong Economic Outlook

New Coal-Fired Generation Capacity

Decline in Eastern U.S. Coal Production

International Demand Growth

$-

$1

$2

$3

$4

$5

$6

$7

$-

$2

$4

$6

$8

$10

$12

$14

Eastern Coal

Western Coal

Natural Gas

Eastern coal is BS Barge 12,000 Btu

16

High Prices = Increased Production?

High coal prices may not necessarily translate to significant short-

term increase in production.

Difficulty in obtaining permits

Environmental issues

MINER Act

Safety regulations

Adverse geological conditions

Increase in input mine costs

Labor shortage

17

U.S. Coal Consumption by Basin 2006

18

US Capacity Additions: 2000 -

2021

•Early 2000’s

over-build of

gas-fired

capacity coming

to an end.

•Projected coal-

fired capacity

will grow over

next 6 years.

•Typical life of a

coal plant is 50

years.

Source: Global Energy

0

10,000

20,000

30,000

40,000

50,000

60,000

70,000

80,000

Year

Coal

Gas

Nuc

Other

Petro

Renew

Water

19

US Coal Plant Projects Underway

Source: Global Energy

•US coal plants

under construction

are expected to burn

primarily PRB,

CAPP and NAPP

coal.

•Foundation Coal is

well positioned to

supply these new

plants.

20

Coal is the Fastest Growing Fuel in the US for

Electricity Generation

    Coal

1.6%

    Petroleum

0.7%

    Natural Gas

-1.5%

    Nuclear Power

0.6%

    Renewables

2.0%

2008 - 2030 CAGR (%)

US Electricity Generation Growth through 2030

(Billions of Kilowatt-Hours)

-400

-200

0

200

400

600

800

1000

    Coal

    Petroleum

    Natural

Gas

    Nuclear

Power

Renewables

Source: EIA Annual Energy Outlook, 2008

•Today 50% of the

electricity in the US is

fueled by coal.

•By 2030, the EIA

forecasts coal will

generate over 57% of

US electricity.

21

Past and Projected US Energy Consumption

(All Uses)

Source: EIA Annual Energy Outlook 2008

Coal

•As the only

abundant, domestic

energy resource, coal

consumption is

expected to continue

to grow.

•Renewables are also

expected to grow

rapidly, but cannot

keep pace with coal’s

growth, according to

the EIA.

-

5

10

15

20

25

30

35

40

45

50

Liquids

Natural Gas

Coal

Nuclear Electricity

Hydroelectricity

Renewable Excluding Hydro

History

Projections

22

Coal is the Fastest Growing Fuel in the World

0

50

100

150

200

250

300

    Liquids

    Natural Gas

    Coal

    Nuclear

    Other

2004

2010

2015

2020

2025

2030

World Total Energy Consumption through 2030

(Quadrillion Btu)

•By 2030, Global

coal consumption is

expected to rise by

nearly 85 QBtu, a

74% increase

•Oil is next at 71

QBtu, a 42%

increase.

Source: EIA International Energy Outlook 2007

23

World Demand for Coal

0

10

20

30

40

50

60

70

80

90

100

US

  OECD

Europe

  OECD Asia

    Russia

    China

    India

2004

2010

2015

2020

2025

2030

•China accounts for

the largest growth at

3.3% annually.

•India is expected to

grow at 2.5%

annually.

•US growth is

forecasted to increase

by 1.6% annually.

World Demand for Coal through 2030

(Quadrillion Btu)

Source: EIA International Energy Outlook 2007

24

Impact of Increasing Global Demand

Asian Demand is key

•Asia naturally draws from Australia, but export growth is overwhelming infrastructure

•Asia now drawing thermal coal from South Africa, historically a supplier for Europe

•Europe is relying increasingly on coal from the Americas

•US exports in 2007 were 59.1 MMtons, a 19% increase YOY

•US exports should rise, tightening supply: 75-80 MMtons projected in 2008

25

CATALYSTS DRIVING THE MARKET

Current Market Fundamentals

•

Favorable US currency

•

Relatively high natural gas prices

•

Favorable ocean freight rates

•

Close to normal domestic stockpiles

•

Lead time to increase U.S. production

Recent Events Have Accelerated International Market Tightness

•

China –

Projected net importer beginning in 2008

•

China –

Curtailed coal exports through February/March

•

India –

Utility stockpiles low

•

Venezuela –

State-ordered contract re-pricing

•

Australia –

January/February monsoons resulted in multiple force majeures

•

South Africa –

Production issues, low utility inventories & power outages

26

Summary

Coal is critical for US and global energy needs

Half of US electricity is generated from coal

41% increase in US coal demand by 2030

74% increase in global coal demand by 2030

Foundation Coal has an excellent industry position

Among the largest producers –

fourth by volume

Nationally diversified –

only producer with a major presence in

NAPP and PRB

Need for skilled labor will be critical for the industry

Positive outlook for growth

Many opportunities available for next generation of industry

professionals

Mining the Past…Powering the Future