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    787 Seventh Avenue

New York, NY 10019-6099

Tel:  212 728 8000

Fax: 212 728 8111

October
16, 2023

VIA EDGAR

Division of Corporation Finance

Office of Energy and  Transportation

U.S. Securities & Exchange Commission

100 F Street, NE

Washington, D.C. 20549

Attention: John Coleman, Mining Engineer

Karl Hiller, Branch Chief

 Re: Hallador Energy Company

Form 10-K for the Fiscal Year ended December 31, 2022

Filed March 16, 2023

File No. 001-34743

Dear Mr. Coleman:

On behalf of Hallador Energy Company (the “Company”),
we are hereby responding to the letter, dated September 12, 2023 (the “Comment Letter”), from the staff (the
 “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”), regarding
the Company’s Form 10-K for the Fiscal Year ended December 31, 2022, filed on March 16, 2023 (the “Form 10-K”).

The Company has responded to all of the Staff’s
comments by providing an explanation of the Company’s disclosures and by providing supplemental information as requested. The Staff’s
comments are repeated below in bold and followed by the Company’s response. Terms used but not otherwise defined herein have the
meanings set forth in the Form 10-K.

Form 10-K for the Fiscal Year ended December 31, 2022

Mining Properties, page 31

 1. We understand from your response to prior comments 1 through 5 that you would prefer to limit compliance with the various disclosure
requirements referenced in those comments to future filings.

However, considering the scope of this missing content
we continue to believe that you will need to file an amendment to provide all of the required disclosures. We suggest that you submit
a draft of all revisions for review prior to filing your amendment.

    Brussels Chicago Frankfurt Houston London Los Angeles Milan

New York Palo Alto Paris Rome San Francisco Washington

    Page 2
 October 16, 2023

We reissue prior comment 1 through 5.

Response: We propose
to include additional disclosures in an amendment to the Form 10-K in response to the Staff’s comments in the form marked with underline
or strikethrough in Exhibit A to this letter. These additional disclosures will appear in the “Management’s Discussion
and Analysis” section of the Form 10-K as shown. We have supplementally provided to the Staff a copy of the letter, dated February
10, 2023, from John T. Boyd Company, which is referenced in Exhibit A, which would be attached as Exhibit 99.2 to the amendment
to the Form 10-K.

Exhibits and Financial Statement Schedules, page 72

 2. We note your response to prior comments 6 and 7, indicating that you intend to rely on the 2021 Technical Report Summary prepared
by Boyd for the Oaktown Mining Complex, and that you believe the report includes all of the required information.

However, we have reviewed the various sections of the
report referenced in your response and continue to believe that you will need to obtain and file a revised Technical Report Summary to
address the following requirements.

 · Item 601(b)(96)(iii)(B)(12)(iii) of Regulation S-K requires information about the price and cut-off grade, which should be included
in the Coal Resources and Reserves section of the report. The qualified person should provide a detailed explanation about why he believes
the particular price is appropriate; and if relying on a quality cut-off rather than a cut-off grade, should also provide the quality
specifications and a clear explanation of the minimum quality parameters.

 · Item 601(b)(96)(iii)(B)(16)(i) of Regulation S-K requires information about product markets and price projections which should
be presented in the Market Analysis section of the report.

 · Item 601(b)(96)(iii)(B)(17) of Regulation S-K requires information about certain environmental and permitting factors, which should
be presented in the Permitting and Compliance section of the report.

 · Item 601(b)(96)(iii)(B)(19)(i) of Regulation S-K requires taxes to be considered in the economic analysis from the standpoint of
the issuer notwithstanding the operating company status as a pass-through entity.

The revised Technical Report Summary should be attached
as an exhibit to the annual report and listed in the exhibit index. We suggest that you submit a draft of the revised report for our review
prior to filing your amendment.

Response: We have
revised the Technical Report Summary in response to the Staff’s comments and have supplementally provided to the Staff a draft of
the revised report, with changes marked in track changes, which would be attached as Exhibit 99.1 to the amendment to the Form 10-K.

    Page 3

October 16, 2023

 3. We understand from your response to prior comment 8 that coal associated with various uncontrolled tracts that you expect to acquire
in the future, i.e. materials not classified as a mineral reserve, have been included in your life-of-mine plan and project economics.

Although you indicate the mineral rights to these parcels
are expected to be acquired “during the ordinary course of business,” the quantities utilized in the life of mine plan and
project economics of a feasibility study or preliminary feasibility study, must be limited to those in which you hold an ownership interest
and which constitute a mineral reserve, consistent with Item 1300 and 1302(e)(3) of Regulation S-K.

Please arrange to obtain and file a revised Technical
Report Summary having a life-of- mine plan and project economics that are consistent with these requirements.

Response: We have
revised the Technical Report Summary in response to the Staff’s comments and have supplementally provided to the Staff a draft of
the revised report, with changes marked in track changes, which would be attached as Exhibit 99.1 to the amendment to the Form 10-K.

* * * * *

Please do not hesitate to contact Sean M. Ewen,
Esq. at (212)-728-8867 of Willkie Farr & Gallagher LLP with any questions or comments regarding this letter.

    Sincerely,

    /s/ Willkie Farr & Gallagher LLP

    Willkie Farr & Gallagher LLP

 cc: Lawrence Martin

Hallador Energy Company

    Page 4
 October 16, 2023

Exhibit A

ITEM 7.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Our consolidated financial statements should be read in conjunction
with this discussion.  The following analysis includes a discussion of metrics on a per ton basis derived from the condensed
consolidated financial statements, which are considered non-GAAP measurements.  These metrics are significant factors in assessing
our operating results and profitability.

OVERVIEW

Hallador Energy Company (the "Company" or "Hallador")
is an energy company operating in the state of Indiana.  Historically, the largest portion of our business has been devoted
to coal mining in the State of Indiana through Sunrise Coal, LLC (a wholly-owned subsidiary) serving the electric power generation industry.

On October 21, 2022, the Company, through its subsidiary Hallador Power
Company, LLC, completed its acquisition of the  one Gigawatt ("GW") Merom Generating Station ("Merom") located
in Sullivan County, Indiana pursuant to an Asset Purchase Agreement (the "Purchase Agreement") with Hoosier Energy (the
 "Seller").

As a result of the Merom acquisition, commencing with this Form 10-K,
the Company has two reportable segments: coal operations (operated by Sunrise Coal, LLC) and electric operations (operated by Hallador
Power Company, LLC).

In addition to our reportable segments, the remainder of our operations
are presented as "Corporate and Other" and primarily are comprised of  unallocated corporate costs in addition to activities
such as a 50% interest in Sunrise Energy, LLC, a private gas exploration company with operations in Indiana, accounted for using
the equity method, and our wholly-owned subsidiary Summit Terminal LLC, a logistics transport facility located on the Ohio River.

Fiscal year 2022 was a transitional year for Hallador.
The market price for coal approached all-time highs.  We were successful in signing 2.2 million tons of new coal sales contracts
at an average price of ~$125 per ton in the summer of 2022, of which a small percentage of deliveries were completed in 2022 and
will continue through 2025 with the majority contracted to be delivered in 2023.  To fulfill these obligations, we invested substantially in
2022 to expand our coal production capacity from ~6 million tons annually to ~7.5 million tons in 2023.

In addition to our acquisition of Merom in Q4 2022 described above,
we also expanded our coal production capacity by adding more units of production at our Oaktown Mining Complex, opening a small surface
mine pit near Freelandville, Indiana ("Freelandville"), and moving our Ace in the Hole production to a small surface mine
pit near Petersburg, Indiana ("Prosperity").  Freelandville and Prosperity production began in Q3 2022.  Volumes
from these new pits are expected to be higher cost, and our newer workforce and surface pits will require a ramp to reach peak productivity.
We will continue to evaluate the productivity of these mines in connection with market conditions to determine the appropriate operational
balance.

    Page 5
 October 16, 2023

Table of Contents

To help fund our investment in expanded mine production, improve our
liquidity, and position us to efficiently operate Merom, we issued $29 million of convertible notes, $10 million in Q2
2022 and $19 million in Q3 2022.  The $10 million of notes issued in Q2 2022 have been converted into the Company's common
stock, bringing our outstanding share count to 33.0 million shares as of December 31, 2022. If the additional notes issued in Q3
2022 were to also convert, our outstanding share count would increase to approximately 36.1 million shares, representing an approximate 17%
increase in share count.

Bank debt was reduced during the year by $26.5 million bringing
the balance owed at the end of fiscal 2022 to $85.2 million, bringing the Debt to EBITDA covenant under our credit agreement to 2.05X at the
end of fiscal 2022. See Note 5 to our consolidated financial statements for additional discussion about our bank debt and related
liquidity.

Internal Controls Disclosure

The preparation
of coal reserve and resource estimates is conducted by independent individuals who are by virtue of their education, experience and professional
association considered qualified persons (as defined in SEC rules). Company personnel meet on an annual basis with the independent qualified
person to provide updates to the reserve and resource estimates. Company personnel review the work of the qualified person to ensure such
work is prepared in accordance with applicable rules and regulations and that the data and assumptions provided were properly applied
to the final reserve and resource model. The Company’s engineering personnel ensure estimates are based on current mine plans, incorporate
the most recent drilling and lab data, properly reflect changes in permitting status, consider known encumbrances, and are consistent
with operating knowledge and expectations in terms of mining methods, recovery rates, minimum seam heights or maximum strip ratios, and
saleable qualities.

An American National Standards Institute-certified
third-party laboratory is utilized to support reserve and resource estimates. The laboratory follows standard sample preparation, security
and environmental procedures. In addition, the Company’s qualified person performs independent data verification procedures to ensure
data is of sufficient quantity and reliability to reasonably support the coal reserve and resource estimates.

Estimates of any mineral reserve and resources
are always subject to a degree of uncertainty. The level of confidence that can be applied to a particular estimate is a function of,
among other things, the amount, quality, and completeness of exploration data; geological complexity of the deposit; and economic, legal,
social and environmental factors associated with mining the reserve/resource. The Company’s current coal reserves and resource estimates
are based on the best information available and are subject to updates as conditions change. Also refer to Item 1A. Risk Factors for discussion
of risks associated with the estimates of the Company’s reserves and resources.

Summary of All Mining Properties

The Company has six total mining properties. These properties are
the Oaktown Mining Complex, which is comprised of Oaktown Fuels No. 1 Mine and Oaktown Fuels No. 2 Mine, the Ace in the Hole Mine, the
Ace in the Hole Mine #2 Reserves, Prosperity, and Freelandville. The Oaktown Fuels No. 1 Mine is an underground mine in the Illinois Basin
located near Oaktown in Knox County, Indiana. Oaktown Fuels No. 1 Mine utilizes continuous mining units operating in room and pillar mining
techniques to produce high-sulfur coal. The Oaktown Fuels No. 2 Mine is an underground mine in the Illinois Basin located near Oaktown
in Knox County, Indiana. The Oaktown Fuels No. 2 Mine utilizes continuous mining units operating in room and pillar mining techniques
to produce high-sulfur coal. The preparation plant at the Oaktown Mine Complex has a throughput capacity of 1,600 tons of raw coal per
hour. Freelandville is a surface mine in the Illinois Basin located near Freelandville in Knox County, Indiana. Freelandville utilizes
surface mining techniques to produce high-sulfur coal from as many as three seams. The coal is trucked to the Carlisle Washplant for washing
before being shipped by rail at the Carlisle loadout, by truck to other Sunrise Coal logistic facilities or directly to customers. Prosperity
is a surface mine in the Illinois Basin located near Petersburg in Pike County, Indiana. Prosperity utilizes surface mining techniques
to produce low-sulfur coal. The low-sulfur coal is trucked to the Oaktown Complex and other Sunrise Coal logistic facilities where it
is blended with coal from the Oaktown Mines. Ace in the Hole Mine is now depleted.

These properties and further summaries concerning property description,
purpose, property overview, geology, background, processing operations, mine infrastructure, and market analysis can be found and are
hereby incorporated by reference from Sections 1.1, 1.2, 1.3, 1.6, 2.1, 3, 4, 5, 6, 7.1, 7.3, 7.4, 8, 9, and 10 from the October 2023
Technical Report Summary prepared by the John T. Boyd Company, attached as Exhibit 99.1 to this Form 10-K/A.

    Page 6
 October 16, 2023

The following figure shows the general location of All Mining Properties
discussed above:

Individual Mining Properties

The following information concerning our mining properties has been
prepared in accordance with the requirements of subpart 1300 of Regulation S-K, which first became applicable to us for the fiscal year
ended December 31, 2021.  These requirements differ from the previously applicable disclosure requirements of SEC Industry Guide
7.  Among other differences, subpart 1300 of Regulation S-K requires us to disclose our mineral (coal) resources, which we have none, in
addition to our mineral (coal) reserves, as of the end of our most recently completed fiscal year both in the aggregate and for each of
our individually material mining properties.

As used in this Annual Report on Form 10-K, the terms “mineral
resources,” “mineral reserve,” “proven mineral reserve” and “probable mineral reserve” are defined
and used in accordance with subpart 1300 of Regulation S-K.  Under subpart 1300 of Regulation S-K, mineral resources may not be classified
as “mineral reserves” unless the determination has been made by a qualified person (QP) that the mineral resources can be
the basis of an economically viable project.  You are specifically cautioned not to assume that any part or all of the mineral deposits
(including any mineral resources) in these categories will ever be converted into mineral reserves, as defined