<PAGE>   1




                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                               -------------------

                                    FORM 10-Q

                               -------------------

(Mark One)

    [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2000

                                       OR

    [ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934


                        Commission File Number 333-39643

                             ANKER COAL GROUP, INC.
             ------------------------------------------------------
             (Exact Name Of Registrant As Specified in Its Charter)


               Delaware                                        52-1990183
   -------------------------------                        -------------------
   (State or other jurisdiction of                        (I.R.S. Employer
    incorporation or organization)                        Identification No.)


                              2708 Cranberry Square
                         Morgantown, West Virginia 26508
                    ----------------------------------------
                    (Address Of Principal Executive Offices)



                                 (304) 594-1616
              ----------------------------------------------------
              (Registrant's telephone number, including area code)





     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.    Yes   X     No
                                                 -----      -----

     Indicate the number of outstanding shares of each of the registrant's
classes of common stock, as of the latest practicable date: Common Stock, $0.01
per share par value 7,083 shares (August 4, 2000)


<PAGE>   2






                    TABLE OF ADDITIONAL REGISTRANT GUARANTORS

<TABLE>
<CAPTION>
                                               JURISDICTION OF      I.R.S. EMPLOYER     ADDRESS AND TELEPHONE NUMBER OF REGISTRANT
     EXACT NAME OF REGISTRANT GUARANTOR        INCORPORATION OR      IDENTIFICATION                     GUARANTOR'S
        AS SPECIFIED IN ITS CHARTER              ORGANIZATION            NUMBER                 PRINCIPAL EXECUTIVE OFFICES
     ----------------------------------        ----------------     ---------------     ------------------------------------------
<S>                                           <C>                  <C>                 <C>
Anker Energy Corporation                           Delaware            51-0217205       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Anker Group, Inc.                                  Delaware            13-2961732       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Anker Power Services, Inc.                      West Virginia          55-0700346       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Anker Virginia Mining Company, Inc.                Virginia            54-1867395       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Anker West Virginia Mining Company, Inc.        West Virginia          55-0699931       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Bronco Mining Company, Inc.                     West Virginia          22-2094405       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Hawthorne Coal Company, Inc.                    West Virginia          55-0742562       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Heather Glen Resources, Inc.                    West Virginia          55-0746946       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Juliana Mining Company, Inc.                    West Virginia          55-0568083       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
King Knob Coal Co., Inc.                        West Virginia          55-0488823       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Marine Coal Sales Company                          Delaware            13-3307813       645 West Carmel Drive
                                                                                        Carmel, Indiana  46032
                                                                                        (317) 844-6628
Melrose Coal Company, Inc.                      West Virginia          55-0746947       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
New Allegheny Land Holding Company, Inc.        West Virginia          31-1568515       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Patriot Mining Company, Inc.                    West Virginia          55-0550184       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Simba Group, Inc.                                  Delaware            55-0753900       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Upshur Property, Inc.                              Delaware            95-4484172       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Vantrans, Inc.                                     Delaware            22-2093700       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
Vindex Energy Corporation                       West Virginia          55-0753903       2708 Cranberry Square
                                                                                        Morgantown, West Virginia 26508
                                                                                        (304) 594-1616
</TABLE>



                                       ii
<PAGE>   3





                             ANKER COAL GROUP, INC.
                                    FORM 10-Q
                       FOR THE QUARTER ENDED JUNE 30, 2000



                                TABLE OF CONTENTS

                                     PART I
<TABLE>
<CAPTION>
ITEM I.  FINANCIAL STATEMENTS

<S>              <C>                                                                                              <C>
                  Consolidated Statements of Operations - Three and Six Months
                           Ended June 30, 2000 and 1999............................................................1

                  Consolidated Balance Sheets -
                           June 30, 2000 and December 31, 1999.....................................................2

                  Consolidated Statements of Cash Flows - Six Months
                           Ended June 30, 2000 and 1999............................................................3

                  Notes to Consolidated Financial Statements.......................................................4

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS..............................................................4-10

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK................................................10


                                                     PART II

ITEM 1.  LEGAL PROCEEDINGS.........................................................................................11

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS.................................................................11

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES...........................................................................11

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.......................................................11

ITEM 5.  OTHER INFORMATION.........................................................................................11

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K..........................................................................11

SIGNATURE PAGES....................................................................................................12-30
</TABLE>


                   NOTE CONCERNING FORWARD-LOOKING INFORMATION

This report contains statements which constitute forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995.
These statements include statements regarding our intent, belief or current
expectations for performance, our ability to continue to implement our business
plan or related industry developments. Readers are cautioned that any such
forward-looking statements are not guarantees of future performance and involve
risks and uncertainties. Readers are further cautioned that our actual results,
levels of activity, performance or achievements, or industry results may differ
materially from those described or implied in the forward-looking statements as
a result of various factors, many of which are beyond our control. These factors
include, but are not limited to: general economic and business conditions; our
ability to continue to implement our business plan and achieve anticipated coal
production levels and cost savings; the availability of liquidity and capital
resources; our ability to secure new mining permits; changes in the coal
production and electricity generation industries; weather; adverse geologic
conditions; variations in coal seam thickness; variations in rock and soil
overlying the coal deposit; risks inherent in mining; a disruption in or an
increase in the cost of transportation services; renewal or non-renewal of our
long-term coal supply contracts; early modification or termination of our
long-term coal supply contracts; competition within the coal production and
electricity generation industries; regulatory uncertainties; price fluctuations;
and labor disruptions. In addition to these factors, our business is subject to
other risks. For a description of these risks, please see Amendment No. 2 to
Form S-4 (Registration No. 333-92067) filed with the Securities and Exchange
Commission on February 4, 2000.



                                       iii

<PAGE>   4




                         PART I - FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS



                     ANKER COAL GROUP, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                 (IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                  THREE MONTHS                        SIX MONTHS
                                                                      ENDED                              ENDED
                                                                     JUNE 30,                           JUNE 30,
                                                               2000             1999              2000             1999
                                                             --------         --------         ---------         ---------
                                                                       (unaudited)                       (unaudited)
<S>                                                          <C>              <C>              <C>               <C>
Coal sales and related revenue                               $ 54,842         $ 57,271         $ 112,651         $ 114,223

Expenses:
     Cost of operations and selling expenses                   48,386           53,114            98,790           103,448
     Depreciation, depletion and amortization                   4,457            4,447             8,885             8,839
     General and administrative                                 1,702            2,010             3,327             3,945
     Loss on impairment                                            --            3,461                --             3,461
     Financial restructuring fees                                  85               --               521                --
     Non-recurring charges                                         --               --               158                --
                                                             --------         --------         ---------         ---------
          Total expenses                                       54,630           63,032           111,681           119,693

          Operating income (loss)                                 212           (5,761)              970            (5,470)

Interest, net                                                  (4,213)          (3,854)           (8,268)           (7,479)
Other income, net                                                 795              831             1,737             1,421
                                                             --------         --------         ---------         ---------

          Loss before income taxes                             (3,206)          (8,784)           (5,561)          (11,528)

Income tax benefit                                                430               --               580               200
                                                             --------         --------         ---------         ---------

           Net loss                                            (2,776)          (8,784)           (4,981)          (11,328)

Less mandatorily redeemable preferred stock dividends            (368)            (351)             (738)             (703)
Less mandatorily redeemable preferred stock accretion            (150)            (150)             (300)             (300)
                                                             --------         --------         ---------         ---------
          Net loss available to common
            stockholders                                     $ (3,294)        $ (9,285)        $  (6,019)        $ (12,331)
                                                             ========         ========         =========         =========
</TABLE>



                     The accompanying notes are an integral
                 part of the consolidated financial statements.



                                       1
<PAGE>   5



                     ANKER COAL GROUP, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                                 (IN THOUSANDS)

<TABLE>
<CAPTION>
                                              ASSETS
                                                                        JUNE 30,        DECEMBER 31,
                                                                          2000             1999
                                                                        ---------       ------------
Current assets:                                                                 (unaudited)
<S>                                                                    <C>               <C>
     Cash and cash equivalents                                          $       5         $       7
     Accounts receivable:
          Trade                                                            19,277            21,696
          Affiliates                                                           56                41
     Inventories                                                            2,508             3,169
     Current portion of long-term notes receivable                            868               608
     Prepaid expenses and other                                             2,813             2,593
     Deferred income taxes                                                  4,645             4,645
                                                                        ---------         ---------
          Total current assets                                             30,172            32,759

Properties:
     Coal lands and mineral rights                                         66,009            62,135
     Machinery and equipment                                               71,556            72,199
                                                                        ---------         ---------
                                                                          137,565           134,334
     Less allowances for depreciation, depletion and amortization          44,162            37,956
                                                                        ---------         ---------
                                                                           93,403            96,378
Other assets:
     Assets held for sale                                                   9,000             9,000
     Advance minimum royalties                                              7,031             6,122
     Goodwill, net of accumulated amortization of
          $4,973 and $4,094 in 2000 and 1999, respectively                 19,116            19,995
     Other intangible assets, net of accumulated amortization of
          $2,045 and $1,614 in 2000 and 1999, respectively                  4,867             5,298
     Notes receivable                                                       3,191             3,102
     Other assets                                                           5,206             5,597
     Deferred income taxes                                                  1,282               702
                                                                        ---------         ---------
          Total assets                                                  $ 173,268         $ 178,953
                                                                        =========         =========
                               LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
     Accounts payable:
          Trade                                                         $   8,521         $   9,932
          Affiliates                                                          641               667
     Cash overdraft                                                           556                83
     Accrued interest                                                       4,640               537
     Accrued expenses and other                                             6,409             8,784
     Accrued leasehold termination                                          1,962             3,726
     Accrued reclamation expenses                                           1,485             3,502
     Current maturities of long-term debt                                   2,143             2,309
                                                                        ---------         ---------
          Total current liabilities                                        26,357            29,540

Long-term debt                                                            164,809           161,489
Other liabilities:
     Accrued reclamation expenses                                          16,878            16,913
     Other                                                                  5,458             6,264
                                                                        ---------         ---------
          Total liabilities                                               213,502           214,206

Commitments and contingencies                                                  --                --

Mandatorily redeemable preferred stock                                     27,634            26,596

Stockholders' deficit:
     Preferred stock                                                       23,000            23,000
     Common stock                                                              --                --
     Paid-in capital                                                       52,486            52,486
     Paid-in capital - common stock warrants                                   --                --
     Treasury stock                                                        (5,100)           (5,100)
     Accumulated deficit                                                 (138,254)         (132,235)
                                                                        ---------         ---------
          Total stockholders' deficit                                     (67,868)          (61,849)
                                                                        ---------         ---------
          Total liabilities and stockholders' deficit                   $ 173,268         $ 178,953
                                                                        =========         =========
</TABLE>



                     The accompanying notes are an integral
                 part of the consolidated financial statements.




                                       2
<PAGE>   6




                     ANKER COAL GROUP, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)



<TABLE>
<CAPTION>
                                                                              SIX MONTHS
                                                                                ENDED
                                                                               JUNE 30,
                                                                         2000             1999
                                                                       --------         ---------
                                                                              (UNAUDITED)
<S>                                                                   <C>              <C>
Cash flows from operating activities:
    Net loss                                                           $ (4,981)        $ (11,328)
          Adjustments to reconcile net loss to net
               cash provided by operating activities:
          Loss on impairment and financial restructuring fees                --             3,461
          Depreciation, depletion and amortization                        8,885             8,839
          Amortization of discount on senior notes                          126                --
          Amortization of unrealized gain on debt restructuring          (1,349)               --
          Deferred taxes                                                   (580)               --
          (Gain) loss on sale of properties                                (233)               27
          Debt issuance costs related to debt restructuring                 451                --
          Changes in operating assets and liabilities:
               Accounts receivable                                        2,404             2,467
               Inventories, prepaid expenses and other                      316            (1,127)
               Advance minimum royalties                                   (909)           (1,428)
               Accounts payable, accrued expenses and other               3,496              (272)
               Accrued reclamation                                       (2,052)           (2,159)
               Other liabilities                                           (806)           (1,855)
                                                                       --------         ---------
                    Net cash provided by (used in)
                      operating activities                             $  4,768         $  (3,375)
                                                                       --------         ---------

Cash flows from investing activities:
     Purchases of properties                                           $ (5,193)        $  (4,079)
     Proceeds from sales of properties                                      629               184
     Payments received on notes receivable                                   66               491
     Issuance of notes receivable                                           (25)               61
     Other assets                                                           156                --
                                                                       --------         ---------
                    Net cash used in investing activities              $ (4,367)        $  (3,343)
                                                                       --------         ---------

Cash flows from financing activities:
     Proceeds from revolving line of credit and long-term
          debt                                                         $ 38,166         $ 129,809
     Principal payments on revolving line of credit and
          long-term debt                                                (38,403)         (120,239)
     Cash overdraft                                                         473            (2,151)
     Debt issuance costs                                                   (639)             (708)
                                                                       --------         ---------
                    Net cash (used in)  provided  by
                      financing activities                             $   (403)        $   6,711
                                                                       --------         ---------

Decrease in cash and cash equivalents                                  $     (2)        $      (7)

Cash and cash equivalents at beginning of period                              7                15
                                                                       --------         ---------
Cash and cash equivalents at end of period                             $      5         $       8
                                                                       ========         =========
</TABLE>



                     The accompanying notes are an integral
                 part of the consolidated financial statements.



                                       3
<PAGE>   7






                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.  ACCOUNTING POLICIES

         The unaudited interim consolidated financial statements of Anker Coal
Group, Inc. and its subsidiaries (the Company) presented herein have been
prepared in accordance with the rules and regulations of the Securities and
Exchange Commission for reporting on Form 10-Q and do not include all of the
information and note disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles. In the
opinion of management, these consolidated financial statements contain all
adjustments (consisting of normal recurring accruals) necessary to present
fairly the Company's consolidated financial position, results of operations and
cash flows. These unaudited interim consolidated financial statements should be
read in conjunction with the other disclosures contained herein and with our
audited consolidated financial statements and notes thereto contained in our
Form 10-K for the year ended December 31, 1999. Operating results for interim
periods are not necessarily indicative of results that may be expected for the
entire fiscal year.

         The preparation of financial statements in conformity with generally
accepted accounting principles necessarily requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting periods. Actual results could differ from these estimates.

2.  INCOME TAXES

         Income taxes are provided for financial reporting purposes based on
management's best estimate of the effective tax rate expected to be applicable
for the full calendar year. The Company has established a full valuation
allowance on the net operating loss carryforwards, capital loss carryforwards
and contribution carryforwards as the Company currently believes that it is more
likely than not that these assets will not be realized.

3.  INVENTORIES

         Coal inventories are stated at the lower of average cost or market and
amounted to approximately $2.4 million and $2.9 million at June 30, 2000 and
December 31, 1999, respectively. Supply inventories are stated at the lower of
cost (first in, first out) or market and amounted to approximately $143,000 and
$241,000 at June 30, 2000 and December 31, 1999, respectively.

4.  SUBSIDIARY GUARANTEES

         Anker Coal Group, Inc. is a holding company with no assets other than
the investments in its subsidiaries. Our 14.25% Series B Second Priority Senior
Secured Notes Due 2007 (PIK (paid-in-kind) through April 1, 2000) are guaranteed
by all of our subsidiaries. Our subsidiaries are all wholly-owned subsidiaries
and have fully and unconditionally guaranteed the 14.25% notes on a joint and
several basis. Accordingly, we have determined that the presentation of
condensed financial information is not material to investors since all of our
subsidiaries guarantee the 14.25% notes.

5.  RECLASSIFICATIONS

         Certain amounts have been reclassified in prior year financial
statements to conform with current year presentations.

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

LIQUIDITY AND CAPITAL RESOURCES

         CASH FLOWS

         Our cash and cash equivalents remained relatively constant from
December 31, 1999 to June 30, 2000. During the six month period ended June 30,
2000, we generated cash from our operations of $4.8 million. These funds were
provided primarily from cash generated by the collection of accounts receivable
of $2.4 million, net income before depreciation, depletion and amortization of
$3.9 million and increases in accounts payable, accrued expenses and other
expenses of $3.5 million. These amounts were partially offset by payments of
advance minimum royalties of $909,000, reclamation liabilities of $2.1 million
and other liabilities of $806,000, and were further reduced by the amortization
of $1.3 million of unrealized gain on debt restructuring.





                                       4
<PAGE>   8

         We used $4.3 million in our investing activities primarily for the
purchase of $5.2 million of properties, including mine development costs. The
cash used in our investing activities was partially offset by $629,000 generated
from the sale of properties.

         We used $403,000 in our financing activities. These funds were
primarily used to make required principal payments of $536,000 on our term loan,
required payments of $166,000 on our other long-term debt and $639,000 of
financial restructuring fees. These amounts used in our financing activities
were partially offset by approximately $938,000 of additional net borrowings and
cash overdraft.

         LONG-TERM DEBT

         We have two long-term debt facilities. The first is a loan and security
agreement dated November 21, 1998 with Foothill Capital Corporation, as agent,
and other lenders. Our loan agreement with Foothill provides us with a credit
facility of up to $55.0 million. This facility consists of a commitment for a
$40.0 million working capital revolver and a term loan with an original
principal amount of $15.0 million. Commitments under the credit facility will
expire in 2002. The credit facility is secured by substantially all of our
present and future assets.

         Borrowing availability under the working capital revolver is limited to
85% of eligible accounts receivable and 65% of eligible inventory. Borrowings
under the revolver bear interest, at our option, at either 1% above the prime
interest rate or at 3 3/4% above the adjusted Eurodollar rate. The term loan
bears interest at 2 1/2% above the prime interest rate and is payable in monthly
installments of principal and interest through 2002.

         The outstanding balance of the term loan was $11.6 million and $12.9
million as of July 31, 2000 and December 31, 1999, respectively. The decrease in
the outstanding balance of the term loan resulted from making the scheduled
monthly installment payments. As of July 31, 2000, we had no borrowings under
the working capital revolver. However, we did use the revolver during the
quarter from time to time, and the maximum outstanding balance of the revolver
during the period was approximately $1.0 million. Availability under the working
capital revolver was approximately $14.1 million and $17.2 million as of July
31, 2000 and December 31, 1999, respectively. The decline in availability is
primarily attributable to lower coal production and shipments and to the
exclusion of $1.1 million from our borrowing base resulting from the offset of
certain accounts payable against certain accounts receivable. Future changes in
coal production and shipments and the resulting changes in inventory and
accounts receivable will impact future revolving credit availability.

         The loan agreement with Foothill contains covenants that, among other
matters, restrict or limit our ability to pay interest and dividends, incur
indebtedness, acquire or sell assets and make capital expenditures. In
particular, the loan agreement requires that we maintain specified minimum
levels of earnings before interest, taxes, depreciation and amortization,
referred to as EBITDA, as defined in the loan agreement, during the term of the
loan. Beginning with the fiscal quarter ending March 31, 2000, and for each
subsequent fiscal quarter, we must have EBITDA of at least $12.0 million at the
end of each fiscal quarter for the immediately preceding four fiscal quarters.
For the four fiscal quarters ended June 30, 2000, our EBITDA, as defined in the
loan agreement, was $18.0 million.

         In addition to the EBITDA requirement, the loan agreement with Foothill
prohibits us from making capital expenditures in any fiscal year in excess of
$12.0 million. The loan agreement also provides that, in order to advance funds
to the guarantors and us, the borrowers under the loan agreement must have
borrowing availability of at least $5.0 million after giving effect to the
advances and for the 30 days immediately preceding the advances. The borrowing
availability must be at least $10.0 million if the advanced funds are to be used
to prepay or purchase our 14.25% notes. As of July 31, 2000, borrowing
availability under the loan agreement was approximately $14.1 million. Thus, the
maximum amount which the borrowers could have advanced to us on that date was
approximately $9.1 million. With respect to the term loan, in addition to
regularly scheduled installment principal and interest payments, the loan
agreement requires that we apply the first $5.0 million of proceeds from
designated asset sales to the repayment of the term loan. As of July 31, 2000,
no amounts had been applied to the $5.0 million requirement. Proceeds used to
repay the term loan cannot be reborrowed.

         Our second long-term debt facility is the indenture governing our
14.25% notes. As of July 31, 2000, the principal amount outstanding under our
14.25% notes was approximately $126.7 million, which is unchanged from the
principal amount outstanding at March 31, 2000. The indenture contains covenants
that restrict or limit our ability to, among other things, sell assets, pay
dividends, redeem stock and incur additional indebtedness. Under the indenture,
we may not sell assets unless we receive fair market value and at least 75% of
the consideration is in cash or assets to be used in our coal




                                       5
<PAGE>   9

mining business. The indenture also limits our ability to use asset sale
proceeds. Specifically, the indenture permits us to use the first $1.0 million
of asset sale proceeds for general corporate purposes. We may use proceeds in
excess of $1.0 million for permitted purposes, including retiring senior secured
debt and making capital expenditures. To the extent we do not use asset sale
proceeds in excess of $1.0 million for permitted purposes, we must use 60% of
those proceeds to redeem notes. We may use the remaining 40% for general
corporate purposes. The indenture also prohibits us from making restricted
payments, such as cash dividends and stock redemptions, unless several
requirements are met. Except for permitted debt, which includes senior debt up
to $55.0 million, debt existing as of October 1, 1999, indebtedness represented
by capital lease obligations, mortgage financings or purchase money obligations,
and other specified debt, the indenture prohibits us from incurring additional
indebtedness unless we meet a fixed charge ratio test.

         We are currently in compliance with the covenants and restrictions in
the loan agreement with Foothill, as discussed above, as well as the indenture
governing the 14.25% notes. In the event we were to fail to be in compliance
with any one or more of the covenants under our loan agreement with Foothill,
Foothill would have various rights and remedies which it could exercise,
including the right to (1) prohibit us from borrowing under the revolving credit
facility, (2) accelerate all outstanding borrowings and (3) foreclose on the
collateral securing the loan. Similarly, if we were not in compliance with the
covenants in the indenture, if we defaulted on a payment of our other senior
secured indebtedness or if our other senior secured indebtedness were
accelerated as a result of a default under that indebtedness, including the loan
agreement with Foothill, the trustee and the noteholders would have various
rights and remedies, including the right to call our outstanding notes and,
except as limited by the intercreditor agreement with Foothill, to foreclose on
the collateral that secures the 14.25% notes.

         CAPITAL EXPENDITURES AND OTHER COMMITMENTS AND CONTINGENCIES

         We previously budgeted approximately $6.7 million for capital
expenditures for 2000. We currently expect to make capital expenditures of
approximately $10.4 million in 2000, which exceeds our budget by $3.7 million.
Of this additional $3.7 million, $2.6 million relates to additional mine
development costs for our Barbour County operations. As discussed in our Form
10-K for the year ended December 31, 1999, and our Form 10-Q for the quarter
ended March 31, 2000, our contract miner has encountered adverse roof conditions
in the areas which are being developed to reach the western portion of our coal
reserve in Barbour County. In order to access this portion of our reserve and to
properly develop the mainline entries for the expected life of the mine, we must
make these additional capital expenditures. If our contract miner is unable to
control the roof conditions and increase production from this mine, continued
lower-than-expected production could have an adverse effect on our borrowing
availability, liquidity, financial condition and results of operations. The
remaining $1.1 million of the additional $3.7 million of capital expenditures
for 2000 relates to buyouts of leased equipment. We expect to pay for all such
additional expenditures from operating cash and borrowings under our credit
facilities.

         We are required to pay advance minimum royalties under our coal leases.
Advance minimum royalties represent payments that we make as the coal lessee to
landowners for the right to mine coal from the landowners' property. We expect
to make advance minimum royalty payments under our current leases of
approximately $4.4 million in 2000; $3.5 million in 2001; $2.6 million in 2002;
$2.6 million in 2003; and $2.6 million in 2004.

         We have various office and mining equipment operating lease agreements.
The minimum annual rentals for office and mining equipment, including amounts
accrued for leasehold termination costs, is expected to be approximately $7.2
million in 2000. Future minimum annual rentals for office and mining equipment,
including amounts accrued for leasehold termination costs, is currently expected
to be approximately $3.6 million in 2001; $1.8 million in 2002; $503,000 in
2003; and $265,000 in 2004.

         As reflected in our Form 10-K, our two contracts with Potomac Electric
Power Company to supply approximately 2.2 million tons of coal to its Chalk
Point and Morgantown plants expire on December 31, 2000. Potomac Electric Power
Company has been a continuous customer of ours for seventeen years, and we are
working closely with this customer to secure coal sales for the year 2001. We
cannot assure you, however, that we will be successful in our efforts to secure
these sales. If we are unable to obtain the sales to Potomac Electric Power
Company, or any other customer, our borrowing availability, liquidity, financial
condition and results of operations would be adversely affected.





                                       6
<PAGE>   10



         FUTURE LIQUIDITY NEEDS AND DEBT SERVICE REQUIREMENTS

         As noted in the report of our independent accountants for the year
ended December 31, 1999, we had significant losses from operations in 1999 and
1998, and we face significant future debt service requirements. Specifically,
beginning on October 1, 2000, we must pay all future interest payments on our
14.25% notes in cash. The interest payment on our 14.25% notes due on October 1,
2000 will be approximately $9.0 million. As mentioned above, the maximum amount
the borrowers could have advanced to us as of July 31, 2000, was approximately
$9.1 million. However, this amount will change based on future coal production,
coal shipments, accounts receivable and inventory, and could be either higher or
lower on October 1, 2000. We have the option to raise up to $6.3 million of the
funds needed for the October 1, 2000 interest payment by selling additional
14.25% notes to WLR Recovery Fund L.P. (formerly Rothschild Recovery Fund,
L.P.). The price of the notes issued to WLR Recovery Fund L.P. would be based on
95% of the average closing bid price of the notes over a specified period of
time prior to October 1, 2000. WLR Recovery Fund L.P.'s agreement to purchase
the additional 14.25% notes from us is subject to various conditions, including
the absence of a material adverse change in our financial condition, results of
operations, business, properties or prospects since October, 1999. We are
continuing to evaluate whether or not to exercise this option. If we elect to
exercise this option, we must give notice of such exercise on or before August
22, 2000. In addition to this option, we are working with Foothill to secure
additional borrowings under our existing credit facility that would enable us,
when combined with our projected cash balance, to have sufficient funds to make
this interest payment. However, we cannot assure you that the funds from WLR
Recovery Fund L. P. or Foothill will be available to us. We will have to pay the
portion of the October 1, 2000 interest payment that is not covered by the sale
of additional new notes to WLR Recovery Fund L. P. or the borrowings from
Foothill, and all interest payments after October 1, 2000, from operating cash
flow, borrowings under credit facilities, asset sale proceeds or other sources.

         In 2001, we will be required to make debt service payments in excess of
$21.0 million. In order to meet these debt service obligations, we plan to
continue to implement our business plan as discussed in greater detail in our
Form 10-K for the year ended December 31, 1999. We believe that we will be able
to maintain the cost savings that have been achieved through the use of contract
miners at our deep mines, and that these cost savings will improve income from
operations (prior to depreciation, depletion and amortization) during the
remainder of 2000 and into 2001. Based on our current projections, we expect to
meet our debt service requirements in 2001 with cash flow from operations and
borrowings under our credit facilities. However, we cannot assure you that we
will be able to do this, and we may have to rely on asset sale proceeds and
other resources from third parties to meet these obligations. Our ability to pay
our debt service is subject to risks and uncertainties, including the risks and
uncertainties identified at the outset of this report, and our ability to
maintain cost savings and improve income from operations, to increase coal
production from our mining operations, and to sell assets.

RESULTS OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 2000 COMPARED TO THE THREE MONTHS ENDED
JUNE 30, 1999

         COAL SALES AND RELATED REVENUES. Coal sales and related revenue were
$54.8 million for the three months ended June 30, 2000 compared to $57.3 million
for the three months ended June 30, 1999, a decrease of 4.4%. This decrease is
the result of a $6.7 million decrease in revenue generated from our
company-produced coal operations in the second quarter of 2000 compared to the
same period in 1999. This decline was primarily the result of 277,000 fewer tons
of company-produced coal having been sold in the second quarter of 2000 as
opposed to the same period in 1999. The decrease in company-produced coal
revenue was, however, partially offset by an increase in revenues from our
brokered coal and, to a lesser extent, ash and waste fuel operations in the
second quarter of 2000 as compared to the second quarter of 1999. The increase
in these revenues was primarily due to higher sales volume.

         Coal sales volume declined by approximately 266,000 tons to
approximately 2.4 million tons for the quarter ended June 30, 2000, a decrease
of 10.1% from the same period in 1999. The decrease in coal sales volume is
attributable to a 277,000 ton reduction in the sale of company-produced coal and
a 133,000 ton decline in the sale of commission coal, partially offset by a
144,000 ton increase in the sale of brokered coal. The decrease in the sales
volume of company-produced coal was due to lower coal production, which was
attributable primarily to the following:

         o        We are no longer producing coal from our Webster County mining
                  complex. During the second quarter of 1999, we produced
                  approximately 174,000 tons from this operation. Production
                  from our Webster County operation ceased in mid-1999 when the
                  reserves in the deep mine were exhausted.

         o        Tonnage levels at our Barbour County deep mine were 149,000
                  tons lower in the second quarter of 2000 due to poor roof
                  conditions as discussed in our Form 10-K for the year ended
                  December 31, 1999, and our Form 10-Q for the quarter ended
                  March 31, 2000. Our contract miner has been working with third
                  party roof


                                       7
<PAGE>   11


                  control specialists and using various roof control techniques
                  to control the roof conditions in this mine. Our contract
                  miner has recently reported some changes and minor
                  improvements in the roof conditions, but not enough to
                  accurately predict if future conditions will continue to
                  improve and enable it to increase production. If the roof
                  conditions do improve, future coal production from this
                  operation should begin to return to expected levels. However,
                  we cannot assure you that this will occur. If our contract
                  miner is unable to control the roof conditions and increase
                  production from this mine, continued lower-than-expected
                  production could have an adverse effect on our borrowing
                  availability, liquidity, financial condition and results of
                  operations.

        While we experienced reduced production at the mines as described above,
tonnage levels during the second quarter of 2000 as compared to the same period
in 1999 increased at our deep mines in Garrett County, Maryland and Raleigh
County, West Virginia, and at our deep mining operations in Upshur County, West
Virginia. These increases partially offset the production decreases discussed
above.

         COST OF OPERATIONS AND SELLING EXPENSES. The cost of operations and
selling expenses totaled $48.4 million for the quarter ended June 30, 2000,
compared to $53.1 million for the quarter ended June 30, 1999, a decrease of
8.9%. The cost per ton of operations and selling expenses for company-produced
and brokered coal for the quarter ended June 30, 2000 was $24.68 compared to
$25.36 of such costs per ton for the quarter ended June 30, 1999, a decrease of
2.7%.

         DEPRECIATION, DEPLETION AND AMORTIZATION. Depreciation, depletion and
amortization was approximately $4.4 million for both the quarter ended June 30,
2000 and the quarter ended June 30, 1999.

         OTHER OPERATING EXPENSES. Other operating expenses for the quarter
ended June 30, 2000 were $1.8 million compared to $5.5 million for the quarter
ended June 30, 1999. Included in other operating expenses are general and
administrative expenses, financial restructuring fees, non-recurring charges,
and loss on impairment charges. General and administrative expenses decreased
15.0%, from $2.0 million for the quarter ended June 30, 1999 to $1.7 million for
the same period in 2000. This decrease resulted from the elimination of certain
overhead costs associated with the use of contract miners at our deep mining
operations. Financial restructuring fees of $85,000 were recorded in the quarter
ended June 30, 2000 related to the restructuring of our 14.25% notes. During the
three month period ended June 30, 1999, the Company recorded a loss on
impairment of $1.1 million related to the discontinuance of the use of certain
software resulting from the addition of contract miners at our deep mine
operations and $2.4 million relating to certain properties located in Tazewell
County, Virginia. The Company has not recorded any such impairment losses during
the three month period ended June 30, 2000.

         INTEREST EXPENSE. Interest expense was $4.2 million for the quarter
ended June 30, 2000, compared to $3.9 million for the quarter ended June 30,
1999, an increase of 7.7%. The increase in interest expense was due to our
financial restructuring. The additional interest related to the financial
restructuring was partially offset by a reduction in interest expense incurred
under our revolving credit facility due to reduced borrowings under that
facility.

         OTHER INCOME. Other income includes interest, gain or loss on sale of
fixed assets, royalties and miscellaneous income. Other income for the quarter
ended June 30, 2000 was approximately $795,000 which was comparable to the
$831,000 for the same quarter of 1999.

         INCOME TAXES. An income tax benefit of $430,000 was recorded for the
quarter ended June 30, 2000, to reflect the deferred tax benefit which resulted
from the cancellation of indebtedness income during the financial restructuring.
An income tax benefit was not recorded for the quarter ended June 30, 1999. The
income tax benefit, or provision, for the period is based on the effective tax
rate expected to be applicable for the full year. A full valuation allowance has
been established on the remaining net operating loss carryforwards and capital
loss carryforwards because the Company believes that it is more likely than not
that these assets will not be realized.

         NET LOSS. For the quarter ended June 30, 2000, our net loss was $3.3
million compared to a net loss of $9.3 million for the quarter ended June 30,
1999, a decrease of approximately 64.5%.


SIX MONTHS ENDED JUNE 30, 2000 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1999

         COAL SALES AND RELATED REVENUES. Coal sales and related revenue were
$112.7 million for the six months ended June 30, 2000 compared to $114.2 million
for the six months ended June 30, 1999, a decrease of 1.3%. This decrease is the
result of a $9.9 million decrease in revenue generated from our company-produced
coal operations in the first six months of




                                       8
<PAGE>   12

2000 compared to the same period in 1999. This decline was primarily the result
of 329,000 fewer tons of company-produced coal having been sold in the first six
months of 2000 compared to the same period of 1999. The decrease in
company-produced coal revenue was, however, partially offset by an increase in
revenues from our brokered coal and, to a lesser extent, ash and waste fuel
operations in the first six months of 2000 as compared to the first six months
of 1999. The increase in these revenues was primarily due to higher sales
volume.

         Coal sales volume declined by approximately 336,000 tons to 4.9 million
tons for the six months ended June 30, 2000, a decrease of 6.5% from the same
period in 1999. The decrease in coal sales volume is attributable to a 329,000
ton reduction in the sale of company-produced coal and a 241,000 ton decline in
the sale of commission coal, offset by a 234,000 ton increase in the sale of
brokered coal. The decrease in the sales volume of company-produced coal was due
to lower coal production, which was attributable primarily to the following:

         o        We are no longer producing coal from our Webster County mining
                  complex. During the first six months of 1999, we produced
                  approximately 361,000 tons from this operation. Production
                  from our Webster County operation ceased in mid-1999 when the
                  reserves in the deep mine were exhausted.

         o        Tonnage levels at our Barbour County deep mine were 235,000
                  tons lower in the first six months of 2000 due to poor roof
                  conditions as discussed in our Form 10-K for the year ended
                  December 31, 1999, and our Form 10-Q for the quarter ended
                  March 31, 2000. Our contract miner has been working with third
                  party roof control specialists and using various roof control
                  techniques to control the roof conditions in this mine. Our
                  contract miner has recently reported some changes and minor
                  improvements in the roof conditions, but not enough to
                  accurately predict if future conditions will continue to
                  improve and enable it to increase production. If the roof
                  conditions do improve, future coal production from this
                  operation should begin to return to expected levels. However,
                  we cannot assure you that this will occur. If our contract
                  miner is unable to control the roof conditions and increase
                  production from this mine, continued lower-than-expected
                  production could have an adverse effect on our borrowing
                  availability, liquidity, financial condition and results of
                  operations.

        While we experienced reduced production at the mines as described above,
tonnage levels during the first six months of 2000 as compared to the same
period in 1999 increased at our deep mine in Garrett County, Maryland and at our
deep mining operations in Upshur County, West Virginia. These increases
partially offset the production decreases discussed above.

         COST OF OPERATIONS AND SELLING EXPENSES. The cost of operations and
selling expenses totaled $98.8 million for the six months ended June 30, 2000,
compared to $103.4 million for the six months ended June 30, 1999, a decrease of
4.4%. The cost per ton of operations and selling expenses for company-produced
and brokered coal for the six months ended June 30, 2000 was $24.53 compared to
$25.09 of such costs per ton for the six months ended June 30, 1999, a decrease
of 2.2%.

         DEPRECIATION, DEPLETION AND AMORTIZATION. Depreciation, depletion and
amortization was approximately $8.8 million for both the six months ended June
30, 2000 and the six months ended June 30, 1999.

         OTHER OPERATING EXPENSES. Other operating expenses for the six months
ended June 30, 2000 were $4.0 million compared to $7.4 million for the six
months ended June 30, 1999. Included in other operating expenses are general and
administrative expenses, financial restructuring fees, non-recurring charges,
and loss on impairment charges. General and administrative expenses decreased
15.4%, from $3.9 million for the six months ended June 30, 1999 to $3.3 million
for the same period in 2000. This decrease resulted from the elimination of
certain overhead costs associated with the use of contract miners at our deep
mining operations. Financial restructuring fees of $521,000 were recorded in the
six months ended June 30, 2000 related to the restructuring of our senior notes.
We also recorded $158,000 of non-recurring severance charges in the first six
months of 2000 related to management changes. There were no such financial
restructuring fees or non-recurring charges recorded in the first six months of
1999. During the first six months of 1999, the Company recorded a loss on
impairment of $1.1 million related to the discontinuance of the use of certain
software resulting from the addition of contract miners at our deep mine
operations and $2.4 million relating to certain properties located in Tazewell
County, Virginia. The Company has not recorded any such impairment losses during
the first six months of 2000.

         INTEREST EXPENSE. Interest expense was $8.3 million for the six months
ended June 30, 2000 compared to $7.5 million for the six months ended June 30,
1999, an increase of 10.7%. The increase in interest expense was due to our
financial restructuring. The additional interest related to the financial
restructuring was partially offset by a reduction in interest expense recorded
under our revolving credit facility due to reduced borrowings under that
facility.



                                       9
<PAGE>   13


         OTHER INCOME. Other income includes interest, gain or loss on sale of
fixed assets, royalties and miscellaneous income. Other income for the six
months ended June 30, 2000 was approximately $1.7 million compared to $1.4
million for the same period of 1999, an increase of approximately 21.4%. This
increase is primarily attributable to an increase in royalty income generated
from coal properties we lease to third parties.

         INCOME TAXES. An income tax benefit of $580,000 was recorded for the
six months ended June 30, 2000, to reflect the deferred tax benefit which
resulted from the cancellation of indebtedness income during the financial
restructuring. An income tax benefit of $200,000 was recorded for the six months
ended June 30, 1999, which reflected a refund related to a prior year federal
tax deposit. The income tax benefit, or provision, for the period is based on
the effective tax rate expected to be applicable for the full year. A full
valuation allowance has been established on the remaining net operating loss
carryforwards and capital loss carryforwards because the Company believes that
it is more likely than not that these assets will not be realized.

         NET LOSS. For the six months ended June 30, 2000, our net loss was $6.0
million compared to a net loss of $12.3 million for the six months ended June
30, 1999, a decrease of approximately 51.2%.

DIVIDEND RESTRICTIONS AFFECTING SUBSIDIARIES

         As of June 30, 2000, there were no restrictions affecting the ability
of the subsidiaries guaranteeing our 14.25% notes to make distributions to us or
other subsidiaries, except for restrictions in our loan agreement with Foothill
and those restrictions provided by law generally, such as the requirement of
adequate capital to pay dividends under corporate law. The loan agreement with
Foothill provides that, in order to advance funds to us, the borrowers under the
loan agreement must have borrowing availability of at least $5.0 million after
giving effect to the advances of funds (or $10.0 million if advances are for
prepayment or purchases of our 14.25% notes). As of July 31, 2000, revolving
credit availability under the loan agreement was approximately $14.1 million.
Thus, the maximum amount which the borrowers could have advanced to us on that
date was approximately $9.1 million.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS

         Information about market risks for the six-month period ended June 30,
2000 does not differ materially from that discussed in Item 7A of our Form 10-K
for the year ended December 31, 1999.



                                       10
<PAGE>   14



                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         No material litigation has been filed against us during the six months
ended June 30, 2000. In addition, there were no material changes during the
second quarter in legal proceedings previously disclosed by us.


ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

         None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         None.

ITEM 5.  OTHER INFORMATION

         On or about August 4, 2000, six funds controlled by First Reserve
Corporation (collectively, the "Funds") sold a total of 1,901 shares of common
stock of Anker Coal Group, Inc. (the "Company") to members of the Company's
management. Of the 1,901 shares sold by the Funds, 1,520 shares were purchased
by William D. Kilgore, Jr., Chairman and CEO of the Company, and the remaining
381 shares were purchased by the members of the Company's management
participating in the Company's incentive stock plan. The Funds sold this common
stock to management for nominal consideration as an incentive to continue
implementing the Company's restructuring and improving its financial
performance.

         As a result of this transaction, the Funds now own 49.5% of the
Company's outstanding common stock, Mr. Kilgore owns 21.5% of the common stock,
and the members of the Company's management participating in this sale of stock
collectively own 7.1% of the common stock (including shares previously issued to
them under the Company's stock incentive plan). Following this sale, on August
9, 2000, Thomas R. Denison resigned as a director of the Company. Mr. Denison
served as a representative of the Funds on the Company's board of directors.

         In connection with the sale of common stock to Mr. Kilgore, the Company
and Mr. Kilgore entered into an amendment to his employment agreement. Under the
original agreement, Mr. Kilgore was entitled to a bonus which included, among
other incentives, stock options for 5% of the Company's common stock if certain
financial targets were achieved. The amendment eliminates the stock options from
the incentive bonus formula.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits.

         Exhibit number 10.34.1, Amendment No. 1 Employment Agreement between
         Anker Energy Corporation and William D. Kilgore, Jr., dated as of
         July 25, 2000.

         Exhibit number 10.41, Form of Incentive Compensation Letter, is filed
         herewith.

         Exhibit number 27, Financial Data Schedule, is filed herewith.

(b)      Reports on Form 8-K.

         Form 8-K, dated May 12, 2000, reporting on Item 5, regarding our
         financial results for the quarter ended March 31, 2000.



                                       11
<PAGE>   15



                                   SIGNATURES

         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.


                                                  ANKER COAL GROUP, INC.


                                                  By: /s/ P. Bruce Sparks
                                                     -----------------------
                                                      Title: President


                                                  By: /s/ David D. Struth
                                                     -----------------------
                                                      Title: Treasurer


Dated:  August 14, 2000




                                       12
<PAGE>   16



         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.


                                                ANKER ENERGY CORPORATION


                                                By: /s/ P. Bruce Sparks
                                                   ------------------------
                                                    Title: President


                                                By: /s/ David D. Struth
                                                   ------------------------
                                                    Title: Treasurer

Dated:  August 14, 2000





                                       13
<PAGE>   17



         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.


                                                  ANKER GROUP, INC.


                                                  By: /s/ P. Bruce Sparks
                                                     ----------------------
                                                      Title: President


                                                  By: /s/ David D. Struth
                                                     ----------------------
                                                      Title: Treasurer

Dated:  August 14, 2000





                                       14
<PAGE>   18


         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.


                                             ANKER POWER SERVICES, INC.


                                             By: /s/ Richard B. Bolen
                                                ---------------------------
                                                 Title: President


                                             By: /s/ David D. Struth
                                                ---------------------------
                                                 Title: Treasurer

Dated:  August 14,  2000





                                       15
<PAGE>   19



         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.


                                       ANKER VIRGINIA MINING COMPANY, INC.


                                       By: /s/ Gerald Peacock
                                          --------------------------------
                                           Title: President


                                       By: /s/ David D. Struth
                                          --------------------------------
                                           Title: Treasurer

Dated:  August 14, 2000



                                       16
<PAGE>   20



         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.


                                     ANKER WEST VIRGINIA MINING COMPANY, INC.


                                     By: /s/ Gerald Peacock
                                        -------------------------------------
                                         Title: President


                                     By: /s/ David D. Struth
                                        -------------------------------------
                                         Title: Treasurer

Dated:  August 14, 2000



                                       17
<PAGE>   21



         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.


                                                BRONCO MINING COMPANY, INC.


                                                By: /s/ P. Bruce Sparks
                                                   ------------------------
                                                    Title: President


                                                By: /s/ David D. Struth
                                                   ------------------------
                                                    Title: Treasurer



Dated:  August 14, 2000



                                       18
<PAGE>   22



         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.


                                               HAWTHORNE COAL COMPANY, INC.


                                               By: /s/ Charles C. Dunbar
                                                  ----------------------------
                                                   Title: President


                                               By: /s/ David D. Struth
                                                  ----------------------------
                                                   Title: Treasurer

Dated:  August 14, 2000





                                       19
<PAGE>   23


         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.


                                               HEATHER GLEN RESOURCES, INC.


                                               By: /s/ Jeffrey P. Kelley
                                                  ---------------------------
                                                   Title: President


                                               By: /s/ David D. Struth
                                                  ---------------------------
                                                   Title: Treasurer

Dated:  August 14, 2000



                                       20
<PAGE>   24



         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.


                                               JULIANA MINING COMPANY, INC.


                                               By: /s/ Gerald Peacock
                                                  -------------------------
                                                   Title: President


                                               By: /s/ David D. Struth
                                                  -------------------------
                                                   Title: Treasurer

Dated:  August 14, 2000



                                       21
<PAGE>   25



         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.


                                           KING KNOB COAL CO., INC.


                                           By: /s/ David D. Struth
                                              --------------------------------
                                               Title:  President and Treasurer





Dated:  August 14, 2000



                                       22
<PAGE>   26



         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.


                                            MARINE COAL SALES COMPANY


                                            By: /s/ Larry F. Kaelin
                                               ----------------------------
                                                Title: President


                                            By: /s/ David D. Struth
                                               ----------------------------
                                                Title: Treasurer

Dated:  August 14, 2000



                                       23
<PAGE>   27



         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.


                                           MELROSE COAL COMPANY, INC.


                                           By: /s/ David D. Struth
                                              --------------------------------
                                               Title:  President and Treasurer





Dated:  August 14, 2000



                                       24
<PAGE>   28



         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.


                                     NEW ALLEGHENY LAND HOLDING COMPANY, INC.


                                     By: /s/ David D. Struth
                                        -------------------------------------
                                         Title: President and Treasurer





Dated:  August 14, 2000



                                       25
<PAGE>   29



         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.


                                             PATRIOT MINING COMPANY, INC.


                                             By: /s/ Gerald Peacock
                                                --------------------------
                                                 Title: President


                                              By: /s/ David D. Struth
                                                --------------------------
                                                  Title: Treasurer

Dated:  August 14, 2000



                                       26
<PAGE>   30




         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.


                                             SIMBA GROUP, INC.


                                             By: /s/ P. Bruce Sparks
                                                --------------------------
                                                 Title: President

                                             By: /s/ David D. Struth
                                                --------------------------
                                                 Title: Treasurer

Dated:  August 14, 2000


                                       27

<PAGE>   31



         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.


                                             UPSHUR PROPERTY, INC.


                                             By: /s/ Jeffrey P. Kelley
                                                --------------------------
                                                 Title: President


                                             By: /s/ David D. Struth
                                                --------------------------
                                                 Title: Treasurer

Dated:  August 14, 2000



                                       28
<PAGE>   32



         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.


                                           VANTRANS, INC.


                                            By: /s/ David D. Struth
                                               -------------------------------
                                                Title: President and Treasurer





Dated:  August 14, 2000




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<PAGE>   33



         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.


                                           VINDEX ENERGY CORPORATION


                                           By: /s/ Gerald Peacock
                                              --------------------------
                                               Title: President


                                           By: /s/ David D. Struth
                                              --------------------------
                                               Title: Treasurer

Dated:  August 14, 2000


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