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SEC Correspondence Letter

 Brian L. Cantrell

 Senior Vice President and

 Chief Financial Officer

 918.295.7673

 January 23, 2008

 By Facsimile and Federal Express

 Mr. H. Roger Schwall

 Assistant Director

 Division of Corporation Finance

 Securities and Exchange Commission

 100F Street, N.E., Mail Stop 7010

 Washington, D.C. 20549

Re:
Alliance Resource Partners, L.P.

 Form 10-K for
the Fiscal Year Ended December 31, 2006

 Filed March 1, 2007

 File No. 0-26823

 Form 10-Q for
the Period Ended September 30, 2007

 Filed November 9, 2007

 Dear Mr. Schwall:

 This letter sets forth the responses
of Alliance Resource Partners, L.P. (the “Partnership”) to the comments of the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) in its comment letter dated December 20, 2007
(the “Comment Letter”) with respect to the Partnership’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006 (the “2006 Form 10-K”) and Form 10-Q for the period ended September 30,
2007. For your convenience, we have repeated each comment of the Staff exactly as given in the Comment Letter and set forth below each such comment is the Partnership’s response.

 The Partnership is in the process of preparing its Annual Report on Form 10-K for the year ended December 31, 2007 (the “2007 Form 10-K”),
which it will file on or before February 28, 2008. Because the Partnership’s proposed disclosure revisions do not include a financial restatement or otherwise material revisions to content, the Partnership respectfully requests that the
Staff permit the Partnership to include the following changes on a prospective basis in its upcoming Form 10-K filings as well as in all subsequent filings under the Securities Exchange Act of 1934, as amended, rather than amending its previous
reports.

 1717 South Boulder, Suite 400, Tulsa, Oklahoma 74119

 P. O. Box 22027, Tulsa, Oklahoma 74121-2027

 Fax: (918) 295-7357

 Securities and Exchange Commission      January 23,
2008      Page 2

 Form 10-K for the year ended December 31, 2006

 Business, page 1

 COMMENT

1.
Please provide an organization chart that includes, at a minimum, the percentage holding and control of you or by you by your managing general partner, intermediate partnership,
operating subsidiary and parent. Indicate which entities are public companies.

 RESPONSE

 Attached as Exhibit A is a chart titled “Alliance Ownership and Organizational Chart” that includes the percentage holding and control
of the Partnership by our managing general partner, the intermediate partnership, the operating subsidiary, and the parent. As indicated on the chart, the Partnership and Alliance Holdings GP, L.P. (“AHGP”) are public companies. The
Partnership will include this chart in the Business section of its 2007 Form 10-K.

 COMMENT

2.
In several places, you refer to Joseph W. Craft, III as “our President and Chief Executive Officer.” Please clarify, if true, that, as disclosed under Item 10,
you are managed by your managing general partner, and that all officers and directors referenced in this filing are in fact officers and directors of your managing general partner.

 RESPONSE

 The Partnership is managed by our
managing general partner and all officers and directors referenced in its filings are in fact officers and directors of the Partnership’s managing general partner. The Partnership will clarify this point in future filings.

 Management’s Discussion and Analysis of Financial Condition and Results of Operations

 Executive Overview, page 38

 COMMENT

3.
Please supplement your overview to describe the most important matters on which you are focusing in evaluating your financial condition and operating performance. To enhance an
investor’s understanding of your business, you should provide insight regarding material opportunities, challenges and risks on which you are focused in both the short and long term, as well as the steps you are taking to address them. See
Section III.A of SEC Release 33-8350 (Nov. 29, 2003). For example, discuss the impact of the scheduled expiration of the non-conventional synfuel tax credit on December 31, 2007, given that a material amount of your net income
and cash flow is dependent on your continued ability to realize direct or indirect benefits from these federal income tax credits. As another example, discuss the impact, if material, of the transactions surrounding AHGP’s initial public
offering in May 2006, which together with all other common units sold within the prior twelve-month period, represented a sale or exchange of 50% or more of the total interest in your capital and profits interests, resulting in your partnership
termination for federal income tax purposes.

 Securities and Exchange Commission      January 23,
2008      Page 3

 RESPONSE

 The Partnership will modify future disclosures as attached (see Exhibit B). Alliance Holdings GP, L.P’s (“AHGP”) initial public offering in 2006 had no material impact on the Partnership despite
the technical termination of our partnership for federal income tax purposes, and therefore we do not believe further discussion is appropriate for inclusion in Item 7. “Management’s Discussion and Analysis of Financial Condition and
Results of Operations.” The Partnership has disclosed the risk to unitholders related to the exchange of 50% or more of the total interest in our capital and profits interests, resulting in termination of our partnership for federal income tax
purposes under Item 1A. Risk Factors.

 Analysis of Historical Results of Operations

 Operating Expenses, page 39

 COMMENT

4.
We note your disclosure regarding increased expenses of $13.4 million under the settlement agreement with ICG and your accounting for the settlement under EITF Issue
No. 04-13. Please clarify what you mean by “the excess of our purchase price from ICG over Pontiki’s sale price to ICG is reported as an operating expense in Other and Corporate Segment Adjusted EBITDA. Please define the term
“Other and Corporate Segment Adjusted EBITDA” and why it is appropriate to record this amount under “Other and Corporate” instead of a specific geographical segment.

 RESPONSE

 As disclosed in Footnote 19,
“Commitments and Contingencies”, to the consolidated financial statements, in November 2005, the Partnership entered into a settlement agreement with ICG, LLC (“ICG”), pursuant to which we executed a new coal sales agreement in
which Alliance Coal, LLC (“Alliance Coal”), a subsidiary of the Partnership, agreed to purchase 892,000 tons of coal from ICG at a price that was higher than the price at which the Partnership’s subsidiary Pontiki Coal, LLC
(“Pontiki”) had agreed to sell coal to ICG. Since the coal sales by Pontiki to ICG and subsequent purchases of coal from ICG by Alliance Coal were with the same counterparty (ICG), the Partnership accounted for the transaction consistent
with the guidance provided by Financial Accounting Standards Board (“FASB”) Emerging Issues Task Force (“EITF”) Issue No. 04-13, Accounting for Purchases and Sales of Inventory with the Same Counterparty, specifically
the provisions within paragraph 4 of this accounting guidance. The excess of the price Alliance Coal paid to purchase the coal from ICG over Pontiki’s original sales price to ICG is reported as an operating expense in the statement of income
and also is included in Other and Corporate Segment Adjusted EBITDA Expense for segment reporting purposes. All tons purchased from ICG under this arrangement were ultimately sold by Alliance Coal at a profit.

 Management concluded it was appropriate to report the expense associated with the above noted transaction in the Other and Corporate Segment because the
purchase of coal from ICG and subsequent sale of coal by Alliance Coal was considered a brokerage transaction. The Partnership generally includes all brokerage coal purchases and sales transactions in the Other and Corporate Segment. Segment
Adjusted EBITDA Expense is defined as operating expenses, outside purchases and other income. The Partnership will modify future filings to define Segment Adjusted EBITDA Expense in the ICG discussion.

 Securities and Exchange Commission      January 23,
2008      Page 4

 Segment Information, page 41

 COMMENT

5.
We note your use of “Segment Adjusted EBITDA Expense” which appears to be a non-GAAP measure. Please ensure your disclosure complies with Item 10(e) of
Regulation S-K.

 RESPONSE

 In response to comments received from the Staff by letter dated November 17, 2005, the Partnership began including segment disclosures in accordance with Statement of Financial Accounting Standards
(“SFAS”) No. 131, Disclosures about Segments of an Enterprise and Related Information, in its Form 10-K for the fiscal year ended December 31, 2005. The Partnership’s resulting segment disclosures followed
discussions, both verbal and written, with the SEC. On page 41 of our 2006 Form 10-K, we include Segment Adjusted EBITDA Expense because management considers it a meaningful and relevant measure of operating expenses and profitability. Segment
Adjusted EBITDA Expense is a non-GAAP measure for which Item 10(e)(1)(i)(B) of Regulation S-K states that a reconciliation to the most directly comparable financial measure is required. The Partnership included a footnote reference to Segment
Adjusted EBITDA Expense describing how the non-GAAP measure is calculated on page 47 for the 2006 Form 10-K. We will modify the 2007 Form 10-K and future filings to include the following statement and reconciliation.

 The following is a reconciliation of Segment Adjusted EBITDA Expense to Operating expenses (in thousands):

Year Ended December 31,

2006

2005

 Segment Adjusted EBITDA Expense

$
646,033

$
536,020

 Outside purchases

(19,213
)

(15,113
)

 Other income

936

581

 Operating expense

$
627,756

$
521,488

 Related Party Transactions

 Administrative Services, page 54

 COMMENT

6.
Please clarify how the sponsorship of the LTIP, STIP and Supplemental Executive Retirement (SERP) being transferred to Alliance Coal in 2006 resulted in a decrease in general and
administrative expense from 2005 to 2006. In your response, please address whether the decrease from 2004 to 2005 is attributable solely to the reduction in number of restricted units granted and vested during those periods.

 Securities and Exchange Commission      January 23,
2008      Page 5

 RESPONSE

 The change in sponsorship of our Long-term Incentive Plan (“LTIP”), Short-Term Incentive Plan (“STIP”) and Supplemental Executive Retirement Plan (“SERP”) from our managing general
partner to our subsidiary, Alliance Coal, was effective May 15, 2006 and had no impact on our consolidated general and administrative expenses. After May 15, 2006 the expenses associated with these plans were no longer billed by our
managing general partner but were directly recorded by our subsidiary Alliance Coal, LLC. The impact of the change in plan sponsorship resulted in a reduction in the billing from our managing general partner directly offset by a corresponding
increase in LTIP, STIP and SERP expense of our Alliance Coal, LLC subsidiary. Prior to May 15, 2006 expenses associated with these plans were billed to us by our managing general partner. The disclosure the Staff has referenced is specific to
our related party transactions for administrative services; for further discussion concerning the variance in consolidated general and administrative expense see page 40 and 44.

 The decrease in general and administrative expense from 2004 to 2005 was not solely attributable to a reduction in the number of restricted units granted
and vested during those periods. As disclosed in Management Discussion and Analysis, page 44 of the 2006 Form 10-K, the decrease was caused by a combination of a reduction in the number of units outstanding due to the vesting in November 2005 and
2004 of the LTIP units for grant years 2003 and 2000 to 2002, respectively, combined with a lower incremental change in the market value of our common units from 2004 to 2005 as compared to the market value change from 2003 to 2004 based on the
intrinsic method of accounting for the non-vested grants prior to our adoption of SFAS No. 123R, Share Based Payment, effective January 1, 2006 .

 Note 3. Acquisitions, page 69

 COMMENT

7.
We note your acquisition of River View Coal, LLC in April 2006 for $1.65 million, and the purchase of certain assets, reserves, and properties by River View Coal from an
unrelated party in April 2006. Tell us and disclose more specifically how you accounted for these transactions, and why they would be considered entities under common control.

 RESPONSE

 As disclosed on page 64, Footnote
1. “Organization and Presentation”, Alliance Resource Holdings, Inc. (“ARH”) was previously owned by our current and former management and in June 2006 became wholly-owned, directly and indirectly, by Joseph W. Craft, III, the
President and Chief Executive Officer of Alliance Resource Management GP, LLC, our managing general partner.

 In April 2006, the
Partnership’s subsidiary, Alliance Coal, LLC, acquired all of the member interests of River View Coal, LLC (“River View”), a wholly-owned subsidiary of ARH. At that time, ARH was owned by current and former management of the
Partnership, including Joseph W. Craft III, who was the majority shareholder of ARH. Additionally, at that time, our managing general partner was owned jointly by Alliance Management Holdings, LLC and AMH II, LLC which, on a combined basis, were
majority owned by Joseph W. Craft III, who was also the sole director of each of those entities.

 Due to this common control, we accounted
for the acquisition of the assets for River View at carrying value in accordance with SFAS No. 141, Business Combinations (“SFAS No. 141”)

 Securities and Exchange Commission      January 23,
2008      Page 6

paragraphs D11 and D12. The Partnership understands that the procedural guidance in paragraphs D14-D18 of SFAS No. 141 stipulate the application of
pooling of interest accounting and financial statement presentation of the receiving entity (i.e. the Partnership).

 However, the
Partnership did not consider the River View transaction as a material acquisition and followed the exemption from pro forma financial statement disclosures for individually immaterial acquisitions based on paragraph 51 of SFAS No. 141.
Additionally, SFAS No. 141, below paragraph 62, states that “the provisions of this Statement need not be applied to immaterial items.” The purchase price of $1.65 million for the River View assets is immaterial compared to total
Partnership assets at December 31, 2006 of $635.5 million.

 It remains management’s conclusion that the River View acquisition is
not material. Therefore, the reporting periods prior to the acquisition between parties under common control were not restated to reflect the pooling of interest accounting. The Partnership properly recorded the acquisition of assets at historical
cost.

 Subsequent to the acquisition of River View, the Partnership’s River View subsidiary, in a separate transaction with an
independent third-party, acquired coal reserves, assignment of coal leases, surface properties and facilities and permits for $4.15 million cash plus assumed reclamation liabilities of $2.9 million in addition to a future overriding royalty on all
coal mined and sold by River View from certain of the leased properties. The assets acquired and liabilities assumed for this separate transaction were recorded at fair value and this was not considered a material acquisition individually nor in the
aggregate with the River View acquisition.

 The Partnership will modify future disclosures as attached (see Exhibit C) to further
clarify the accounting treatment of the River View acquisition and the subsequent transaction.

 Concentration of Cred