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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0405

       DIVISION OF
CORPORATION FINANCE

October 8, 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 amendment 1 filed September 22, 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. For each amendment, file electronically via EDGAR both a marked
and an unmarked version.  Refer to Rule 472 and Item 310 of
Regulation S-T.

2. We have reviewed your response to prior comment number 22.
Supplementally support your conclusions that your financial results
and financial position as of April 30, 2004 as compared to May 6,
2004 are not materially different.  If this is true, expand your
financial statement disclosure to clearly explain that you have
applied fresh start accounting as of April 30, 2004 rather than the
date that you emerged from bankruptcy.  Explain why the financial
statements as of April 30, 2004 and May 6, 2004 are not materially
different and more clearly explain how you have accounted for your
senior secured credit facility transaction which occurred on May 6,
2004. We may have further comment.

Chapter 11 Reorganization - page 21

3. Clarify that the discussion contains a summary of all material
information about the reorganization.  We note your suggestion that
the discussion "highlights material information."   Refer to prior
comment 14.

Management`s Discussion and Analysis - page 33

4. We note your response to previous comment 17.  Revise your MD&A to
discuss any material impact the decrease in sales to Georgia Power
will have on your operations.  If you do not expect the decrease to
have a material impact, please explain.

Liquidity and Capital Resources - page 49

5. Expand your discussion at page 51 of the covenants in your credit
facilities to clarify whether you expect the restrictions to have a
material impact on your liquidity or operations.

6. We have reviewed your response to prior comment number 37 and do
not agree with your conclusion.  We note that you state that your
revenue was impacted by decreased quantities of coal available to
sell.  To the extent that you expect this downward trend to continue
or that you expect to have more coal available to sell in the future,
either as a result in increases in your proven and probable reserves
or from the purchase of coal from third parties, expand your
discussion of liquidity to address how the level of coal available
for sale, including your proven and probable reserves, impacted your
historical cash flows and are expected to impact your future cash
flows. Refer to Item 303(a) of Regulation S-K.

Business

Reserves - page 48

7. We note your response to our prior comment number 45.  Please
modify your disclosure to address all the items related to your
change in estimate.  We refer you to Paragraph 33 of APBO 20.

Management - page 74

8. Further revise the sketches to eliminate any remaining gaps or
ambiguities with regard to time in the five-year descriptions.  For
example, refer to the sketches you provide for James Wilson and Alan
Crown.

Financial statements

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

9. We have reviewed your response to our prior comments and it is
still unclear why your write-offs of assets due to abandonment did
not constitute an impairment charge.  Tell us the timing of your
determination to no longer mine the area you reference.  Further,
tell us why this decision did not represent a triggering event.  In
addition, your disclosures on page 31 and 34 do not make reference to
the "unfavorable geologic conditions" you cite in your response.
Please expand these disclosures to clearly indicate the reason for
the adjustment.

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

10. We note your response to our prior comment number 57.  We note
that your disclosure that you have outstanding surety bonds with
third parties for post-mining reclamation totaling $25.0 million.
Tell us what the amounts posted as surety bonds represent.  Also,
tell us why you do not believe it is appropriate to consider amounts
posted as surety bonds in your asset retirement obligation
determination.  Address paragraph 16 of SFAS 143.

11. We are unable to locate your reconciliation required by paragraph
22(c) of SFAS 143 in note 1(u).  It appears from your response that
you intended to move a reconciliation from prior note 16.  The roll-
forward in your prior note 16, did not include all the items required
by paragraph 22(c) of SFAS 143.  Please provide the appropriate
reconciliation in your next amendment.

Note 1 - Segments

12. We have reviewed your response to prior comment number 58. As
noted previously, you have indicated that you manage their operations
based on five operating companies. We would expect each mine site to
have unique characteristics both in terms of the customer base, the
quality of the product being mined, and the cost to sell the
products.   As previously requested, provide us with a comprehensive
analysis that addresses each of the factors identified in paragraph
17 of SFAS 131 to conclude that you operate in one segment.  We
expect that this analysis will include:

(a) 	List each your operating segment, as defined by paragraph 10 of
SFAS 131, that you aggregated and support your aggregation of these
operating segments under paragraph 17 of SFAS 131.  Address the
following for each operating segment.

(i) 	Identify the financial measures used by management to evaluate
each operating segment and why they are similar for all components in
each aggregated group.  Provide a schedule that identifies these
measures over the past five years.

(ii) 	Explain in detail why the operating measures are relevant
to evaluating the performance and outlooks of the operating segments.

(iii) 	Explain how the economic characteristics are similar for
all components in each aggregated group.

(iv)	State whether historical trends are expected to continue.

(v)	Compare and contrast each operation in terms of the type and
quality of the coal that you are extracting, the methods used to
extract it, the shape and distribution of the deposit, and the
expected life of your proven and probable reserves.

(vi)	Compare and contrast the cost to extract the coal.  Identify the
type of mining operations at each operating segment.  In cases where
multiple mining methods are used, identify the % of production
attributable to each.

(vii)	Identify encumbering commitments, such as royalties and
their impact on the economics of the mining operation.

(b)		The nature of the products and services

(i)	Identify the type of product mined (e.g., steam, metallurgical).
Identify, for each operating segment, the different characteristics
of the coal mined and explain how this impacts the price per ton, and
the customers base that uses that type of coal. We would expect that
these factors could include energy, sulfur content and
transportation.

(c)		The nature of the production processes

(i)	We note that you use contract-mining services at certain mines.
Also, for each operating segment identify the type of mining methods
used and the % of total production attributable to each.  Indicate
the impact the use of a particular mining method has on your cost to
produce a product. For each operating segment identify the extent to
which additional processing is required prepare the product for sale.

(d)		The type or class of customer for their products and
services

(i)	For each operating segment, identify the percentage of total
production committed under customer contracts.

(e)		The methods used to distribute their products or provide
their services

(i)	Identify this by operating segment.  Additionally, indicate the
distance that you are required to ship your product to reach your
customers and the impact this has on your pricing.

(f)		The nature of the regulatory environment

(i)	Identify the primary state that the operating segment operates.
Address the impact state and local taxation have on your costs of
operations.

(ii) Identify, by operating segment, the regulatory cost, including
reclamation, per ton to produce your product and explain any
differences.

Exhibit 5

13. Please obtain and file an updated opinion that refers to the most
current amendment and that specifies the correct number of shares.

Engineering Comments

14. We note your response to our question number 67 did not address
the economic feasibility or viability of your estimating reserve
parameters.  The USGS circular 891 does not address economic metrics
in reserve and resource determination, just the geologic parameters.
The Marshall Miller & Associates report within Volume I also
specifically states on page 7 that only geologic parameters, such as
the lateral extent, coal thickness, and quality were reviewed.  The
mineability, marketability, economic feasibility of mining these
reserves was not within the Marshall Millers and Associates "scope of
work".  Supplementally provide pertinent production & cost
information developed for your current life of mine (LOM) plan for
each coal company. We emphasize that Industry guide 7 does require
disclosure of the total cost for each property and its associated
plant and equipment.  This request would apply to the mines, wash
plants, and auxiliary facilities, including the fixed and mobile
equipment for each coal company.  These current mine plans should
include the following:
* Property descriptions (LOM-all properties)
o Mining, processing and transportation methods employed
o General list of fixed & mobile equipment
o Equipment condition and maintenance practices
o Details as to modernization & useful life of the plant & mobile
equipment
o Subsurface improvements
o Transportation & haulage systems
o Personnel requirements
* Production schedules (LOM-all properties)
o Operator and contractor mined (from reserves) coal sales, tons
o Stockpile adjustments and blending requirements, if any
o Total mine production and contractor (from reserves), tons
o Spot purchases (other than reserve), tons
* Costs (LOM-all properties)
o Total revenue, sales price
o Mining Cost
o Contractor mining cost or purchase price - contractor and spot
purchases
o Processing cost, transportation & cost of sales
o Overhead cost
* Capital requirements (LOM-all properties)
o Project capital
o Sustaining capital
o Working capital
* Cash flow projection

15. Please note the Marshall Miller & Associates report provided of
measurements of existing coal reserves, but the mining criteria used
to determine these reserves was not presented.  Define the following
reserve criteria items for each of the five mining companies.
* Minimum coal thickness
* Maximum or minimum inter-seam thickness
* Maximum mining depth
* Maximum overburden thickness
* Minimum coal quality & heat values
* Significant structural conditions, old mine workings & hydrologic
conditions, water inflow, roof & floor conditions, and methane or
ventilation concerns
* Minimum annual economic tonnage, Maximum annual production
* Minimum mining recovery and dilution factors
* Minimum wash plant recovery & total capacity
* Stripping ratios, if applicable

16. Under the business subsection on page 50, the information
provided in response to question number 71 did not justify those
reserves without a specific site sample.  This drill data indicates
the presence of coal, but does not address coal quality.
Supplementally provide the following:
* Where are those drill holes located?
* Are the drill holes grouped within a specific area or are they
evenly distributed?
* Are there any studies that demonstrate coal seam quality continuity
between the drill holes? If these studies address the above coal
samples, please provide.

*	*	*

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