##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, DC 20549
 
 FORM 10-Q
 (Mark One)
 þ
    
    Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the quarterly period ended September 30, 2008
 o
    
    Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the transition period from to .
 Commission file number: 333-107569-03
 Arch Western Resources, LLC
  Delaware
    
    43-1811130(State or other jurisdiction 
of incorporation or organization)
    
    (I.R.S. Employer
Identification Number)One CityPlace Drive, Suite 300, St. Louis, Missouri
    
    63141(Address of principal executive offices)
    
    (Zip code)
  þ o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer þ
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 o þ




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##### 



Table of Contents
 PagePart I Financial Information
    
    
    1Item 1. Financial Statements
    
    
    1Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    16Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    22Item 4T. Controls and Procedures
    
    
    22Part II Other Information
    
    
    22Item 1. Legal Proceedings
    
    
    22Item 1A. Risk Factors
    
    
    22Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    22Item 3. Defaults Upon Senior Securities
    
    
    22Item 4. Submission of Matters to a Vote of Security Holders
    
    
    23Item 5. Other Information
    
    
    23Item 6. Exhibits
    
    
    23EX-31.1EX-31.2EX-32.1EX-32.2
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##### Table of Contents



PART I
FINANCIAL INFORMATION
 
 Item 1. Financial Statements.
 Arch Western Resources, LLC and Subsidiaries
Condensed Consolidated Statements of Income
(In thousands)
 Three Months Ended September 30
    
    
    Nine Months Ended September 302008
    
    
    2007
    
    
    2008
    
    
    2007(unaudited)REVENUESCoal sales
    
    $
    440,718
    
    
    $
    405,055
    
    
    $
    1,337,880
    
    
    $
    1,161,610COSTS, EXPENSES AND OTHERCost of coal sales
    
    
    363,500
    
    
    
    317,541
    
    
    
    1,059,349
    
    
    
    908,879Depreciation, depletion and amortization
    
    
    37,243
    
    
    
    35,200
    
    
    
    114,769
    
    
    
    100,658Selling, general and administrative expenses
allocated from Arch Coal, Inc.
    
    
    5,391
    
    
    
    6,258
    
    
    
    22,281
    
    
    
    19,196Other operating income, net
    
    
    (1,048
    )
    
    
    (808
    )
    
    
    (3,168
    )
    
    
    (8,794
    )405,086
    
    
    
    358,191
    
    
    
    1,193,231
    
    
    
    1,019,939Income from operations
    
    
    35,632
    
    
    
    46,864
    
    
    
    144,649
    
    
    
    141,671Interest income, net:Interest expense
    
    
    (15,237
    )
    
    
    (18,119
    )
    
    
    (48,819
    )
    
    
    (53,818
    )Interest income, primarily from Arch Coal, Inc.
    
    
    19,065
    
    
    
    26,429
    
    
    
    59,064
    
    
    
    73,6403,828
    
    
    
    8,310
    
    
    
    10,245
    
    
    
    19,822Non-operating expense
    
    
    
    
    
    
    (607
    )
    
    
    
    
    
    
    (3,146
    )Income before minority interest
    
    
    39,460
    
    
    
    54,567
    
    
    
    154,894
    
    
    
    158,347Minority interest
    
    
    (3,722
    )
    
    
    (4,460
    )
    
    
    (9,475
    )
    
    
    (14,024
    )Net income
    
    $
    35,738
    
    
    $
    50,107
    
    
    $
    145,419
    
    
    $
    144,323Net income attributable to redeemable
membership interest
    
    $
    179
    
    
    $
    251
    
    
    $
    727
    
    
    $
    722Net income attributable to non-redeemable
membership interest
    
    $
    35,559
    
    
    $
    49,856
    
    
    $
    144,692
    
    
    $
    143,601
  1




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Arch Western Resources, LLC and Subsidiaries
Condensed Consolidated Balance Sheets
(In thousands)
 September 30,
    
    
    December 31,2008
    
    
    2007(unaudited)ASSETSCurrent assets:Cash and cash equivalents
    
    $
    5,419
    
    
    $
    248Receivables
    
    
    3,249
    
    
    
    3,559Inventories
    
    
    123,134
    
    
    
    141,626Other
    
    
    20,418
    
    
    
    27,128Total current assets
    
    
    152,220
    
    
    
    172,561Property, plant and equipment, net
    
    
    1,338,556
    
    
    
    1,225,993Other assets:Receivable from Arch Coal, Inc.
    
    
    1,549,172
    
    
    
    1,427,833Other
    
    
    25,052
    
    
    
    25,800Total other assets
    
    
    1,574,224
    
    
    
    1,453,633Total assets
    
    $
    3,065,000
    
    
    $
    2,852,187LIABILITIES AND MEMBERSHIP INTERESTSCurrent liabilities:Accounts payable
    
    $
    103,130
    
    
    $
    82,254Accrued expenses
    
    
    111,090
    
    
    
    128,754Commercial paper
    
    
    98,060
    
    
    
    74,959Total current liabilities
    
    
    312,280
    
    
    
    285,967Long-term debt
    
    
    956,490
    
    
    
    957,514Asset retirement obligations
    
    
    206,043
    
    
    
    194,190Accrued postretirement benefits other than pension
    
    
    39,032
    
    
    
    36,805Accrued workers compensation
    
    
    8,920
    
    
    
    8,784Other noncurrent liabilities
    
    
    49,369
    
    
    
    30,725Total liabilities
    
    
    1,572,134
    
    
    
    1,513,985Redeemable membership interest
    
    
    8,723
    
    
    
    8,000Minority interest
    
    
    192,493
    
    
    
    183,018Non-redeemable membership interest
    
    
    1,291,650
    
    
    
    1,147,184Total liabilities and membership interests
    
    $
    3,065,000
    
    
    $
    2,852,187
  2




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Arch Western Resources, LLC and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(In thousands)
 Nine Months Ended September 302008
    
    
    2007(unaudited)OPERATING ACTIVITIESNet income
    
    $
    145,419
    
    
    $
    144,323Adjustments to reconcile net income to cash provided by operating activities:Depreciation, depletion and amortization
    
    
    114,769
    
    
    
    100,658Prepaid royalties expensed
    
    
    95
    
    
    
    3,440Net gain on dispositions of property, plant and equipment
    
    
    (336
    )
    
    
    (5,923
    )Minority interest
    
    
    9,475
    
    
    
    14,024Other non-operating expense
    
    
    
    
    
    
    3,146Changes in:Receivables
    
    
    310
    
    
    
    12,673Inventories
    
    
    18,492
    
    
    
    (9,851
    )Accounts payable and accrued expenses
    
    
    3,236
    
    
    
    (35,176
    )Other
    
    
    29,587
    
    
    
    36,556Cash provided by operating activities
    
    
    321,047
    
    
    
    263,870INVESTING ACTIVITIESCapital expenditures
    
    
    (230,829
    )
    
    
    (99,830
    )Increase in receivable from Arch Coal, Inc.
    
    
    (110,791
    )
    
    
    (238,297
    )Proceeds from dispositions of property, plant and equipment
    
    
    378
    
    
    
    6,338Additions to prepaid royalties
    
    
    (200
    )
    
    
    (200
    )Reimbursement of deposits on equipment
    
    
    2,697
    
    
    
    18,325Cash used in investing activities
    
    
    (338,745
    )
    
    
    (313,664
    )FINANCING ACTIVITIESNet proceeds from commercial paper
    
    
    23,102
    
    
    
    49,992Debt financing costs
    
    
    (233
    )
    
    
    (139
    )Cash provided by financing activities
    
    
    22,869
    
    
    
    49,853Increase in cash and cash equivalents
    
    
    5,171
    
    
    
    59Cash and cash equivalents, beginning of period
    
    
    248
    
    
    
    186Cash and cash equivalents, end of period
    
    $
    5,419
    
    
    $
    245
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Arch Western Resources, LLC and Subsidiaries
Notes to Condensed Consolidated Financial Statements
(unaudited)
 1. Basis of Presentation
   2. Accounting Policies
 Accounting Pronouncements Adopted
 Fair Value Measurements
 The Fair Value Option
for Financial Assets and Financial Liabilities  Including an Amendment of FASB Statement No. 115
 Accounting Standards Issued and Not Yet Adopted
 Noncontrolling Interests in Consolidated Financial Statements, an amendment of ARB No. 51
 Determining the Fair Value of a
Financial Asset When the Market for That Asset Is Not Active
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3. Inventories
  September 30,
    
    
    December 31,2008
    
    
    2007(In thousands)Coal
    
    $
    18,238
    
    
    $
    42,942Repair parts and supplies, net of allowance
    
    
    104,896
    
    
    
    98,684$
    123,134
    
    
    $
    141,626
 4. Property Transactions
  5. Debt
  6. Comprehensive Income
 Reporting
Comprehensive Income
  Three Months Ended
    
    
    Nine Months EndedSeptember 30
    
    
    September 302008
    
    
    2007
    
    
    2008
    
    
    2007(In thousands)Net income
    
    $
    35,738
    
    
    $
    50,107
    
    
    $
    145,419
    
    
    $
    144,323Other comprehensive income:Net pension, postretirement and other
post-employment benefits adjustments
reclassified to income
    
    
    (318
    )
    
    
    371
    
    
    
    (158
    )
    
    
    1,243Net losses on derivatives reclassified to income
    
    
    
    
    
    
    607
    
    
    
    
    
    
    
    3,146Total comprehensive income
    
    $
    35,420
    
    
    $
    51,085
    
    
    $
    145,261
    
    
    $
    148,712
 7. Related Party Transactions
   5




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8. Contingencies
  9. Segment Information
   6




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##### Table of Contents



Corporate,Other andPRB
    
    WBIT
    
    Eliminations
    
    Consolidated(In thousands)Three months ended September 30, 2008Coal sales
    
    $
    280,365
    
    
    $
    160,353
    
    
    $
    
    
    
    $
    440,718Income (loss) from operations
    
    
    16,254
    
    
    
    22,788
    
    
    
    (3,410
    )
    
    
    35,632Total assets
    
    
    1,798,793
    
    
    
    2,049,686
    
    
    
    (783,479
    )
    
    
    3,065,000Depreciation, depletion and amortization
    
    
    19,132
    
    
    
    18,111
    
    
    
    
    
    
    
    37,243Capital expenditures
    
    
    29,432
    
    
    
    30,017
    
    
    
    
    
    
    
    59,449Three months ended September 30, 2007Coal sales
    
    $
    261,150
    
    
    $
    143,905
    
    
    $
    
    
    
    $
    405,055Income (loss) from operations
    
    
    29,226
    
    
    
    23,228
    
    
    
    (5,590
    )
    
    
    46,864Total assets
    
    
    1,686,897
    
    
    
    1,892,733
    
    
    
    (819,475
    )
    
    
    2,760,155Depreciation, depletion and amortization
    
    
    18,276
    
    
    
    16,924
    
    
    
    
    
    
    
    35,200Capital expenditures
    
    
    7,397
    
    
    
    17,737
    
    
    
    
    
    
    
    25,134Nine months ended September 30, 2008Coal sales
    
    $
    824,621
    
    
    $
    513,259
    
    
    $
    
    
    
    $
    1,337,880Income (loss) from operations
    
    
    65,303
    
    
    
    101,391
    
    
    
    (22,045
    )
    
    
    144,649Depreciation, depletion and amortization
    
    
    55,481
    
    
    
    59,288
    
    
    
    
    
    
    
    114,769Capital expenditures
    
    
    105,994
    
    
    
    124,835
    
    
    
    
    
    
    
    230,829Nine months ended September 30, 2007Coal sales
    
    $
    750,566
    
    
    $
    411,044
    
    
    $
    
    
    
    $
    1,161,610Income (loss) from operations
    
    
    85,078
    
    
    
    68,836
    
    
    
    (12,243
    )
    
    
    141,671Depreciation, depletion and amortization
    
    
    52,029
    
    
    
    48,629
    
    
    
    
    
    
    
    100,658Capital expenditures
    
    
    21,483
    
    
    
    78,347
    
    
    
    
    
    
    
    99,830
  Three Months Ended
    
    
    Nine Months EndedSeptember 30
    
    
    September 302008
    
    
    2007
    
    
    2008
    
    
    2007(In thousands)Income from operations
    
    $
    35,632
    
    
    $
    46,864
    
    
    $
    144,649
    
    
    $
    141,671Interest expense
    
    
    (15,237
    )
    
    
    (18,119
    )
    
    
    (48,819
    )
    
    
    (53,818
    )Interest income
    
    
    19,065
    
    
    
    26,429
    
    
    
    59,064
    
    
    
    73,640Non-operating expense
    
    
    
    
    
    
    (607
    )
    
    
    
    
    
    
    (3,146
    )Income before minority interest
    
    $
    39,460
    
    
    $
    54,567
    
    
    $
    154,894
    
    
    $
    158,347
 10. Supplemental Condensed Consolidating Financial Information
  7




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Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations.
 This document contains forward-looking statements  ̄ that is, statements related to future,
not past, events. In this context, forward-looking statements often address our expected future
business and financial performance, and often contain words such as expects, anticipates,
intends, plans, believes, seeks, or will. Forward-looking statements by their nature
address matters that are, to different degrees, uncertain. For us, particular uncertainties arise
from changes in the demand for our coal by the domestic electric generation industry; from
legislation and regulations relating to the Clean Air Act and other environmental initiatives; from
operational, geological, permit, labor and weather-related factors; from fluctuations in the amount
of cash we generate from operations; from future integration of acquired businesses; and from
numerous other matters of national, regional and global scale, including those of a political,
economic, business, competitive or regulatory nature. These uncertainties may cause our actual
future results to be materially different than those expressed in our forward-looking statements.
We do not undertake to update our forward-looking statements, whether as a result of new
information, future events or otherwise, except as may be required by law. For a description of
some of the risks and uncertainties that may affect our future results, see Risk Factors under
Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2007 and in Part II, Item
1A of this Quarterly Report on Form 10-Q .
 Overview
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Results of Operations
 Three Months Ended September 30, 2008 Compared to Three Months Ended September 30, 2007
 Summary
 Revenues.
 Three Months Ended September 30
    
    Increase2008
    
    2007
    
    $
    
    %(Amounts in thousands, except per ton data)Coal sales
    
    $
    440,718
    
    
    $
    405,055
    
    
    $
    35,663
    
    
    
    8.8
    %Tons sold
    
    
    30,765
    
    
    
    30,128
    
    
    
    637
    
    
    
    2.1
    %Coal sales realization per ton sold
    
    $
    14.33
    
    
    $
    13.44
    
    
    $
    0.89
    
    
    
    6.6
    %
 Coal sales
 Expenses, costs and other.
 Increase (Decrease)Three Months Ended September 30
    
    
    in Net Income2008

2007
    
    
    $
    
    
    %(Amounts in thousands)Cost of coal sales
    
    $
    363,500
    
    
    $
    317,541
    
    
    $
    (45,959
    )
    
    
    (14.5
    )%Depreciation, depletion and amortization
    
    
    37,243
    
    
    
    35,200
    
    
    
    (2,043
    )
    
    
    (5.8
    )Selling, general and administrative expenses
    
    
    5,391
    
    
    
    6,258
    
    
    
    867
    
    
    
    13.9Other operating income, net
    
    
    (1,048
    )
    
    
    (808
    )
    
    
    240
    
    
    
    29.7$
    405,086
    
    
    $
    358,191
    
    
    $
    (46,895
    )
    
    
    (13.1
    )%
 Cost of coal sales.
 Depreciation, depletion and amortization.
 Selling, general and administrative expenses.
 17




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Operating segment results
 Three Months Ended September 30
    
    Increase (Decrease)2008
    
    2007
    
    $
    
    %(Tons in thousands)Powder River BasinTons sold
    
    
    25,658
    
    
    
    25,071
    
    
    
    587
    
    
    
    2.3
    %Coal sales realization per ton sold (1)
    
    $
    10.91
    
    
    $
    10.40
    
    
    $
    0.51
    
    
    
    4.9
    %Operating margin per ton sold (2)
    
    $
    0.61
    
    
    $
    1.15
    
    
    $
    (0.54
    )
    
    
    (47.0
    )%Western BituminousTons sold
    
    
    5,107
    
    
    
    5,057
    
    
    
    50
    
    
    
    1.0
    %Coal sales realization per ton sold (1)
    
    $
    26.80
    
    
    $
    25.16
    
    
    $
    1.64
    
    
    
    6.5
    %Operating margin per ton sold (2)
    
    $
    4.27
    
    
    $
    4.42
    
    
    $
    (0.15
    )
    
    
    (3.4
    )%
 
 (1)
    
    Coal sales prices per ton exclude certain transportation costs that we pass through
to our customers. We use these financial measures because we believe the amounts as adjusted
better represent the coal sales prices we achieved within our operating segments. Since other
companies may calculate coal sales prices per ton differently, our calculation may not be
comparable to similarly titled measures used by those companies. For the quarter ended
September 30, 2008, transportation costs per ton billed to customers were $0.02 for the Powder
River Basin and $4.60 for the Western Bituminous region. Transportation costs per ton billed
to customers for the quarter ended September 30, 2007 were $0.02 for the Powder River Basin
and $3.30 for the Western Bituminous region.(2)
    
    Operating margin per ton is calculated as the result of coal sales revenues less
cost of coal sales and depreciation, depletion and amortization divided by tons sold. Powder River Basin 
 Western Bituminous 
 Net interest income
 Increase (Decrease)Three Months Ended September 30
    
    
    in Net Income2008
    
    
    2007
    
    
    $
    
    
    %(Amounts in thousands)Interest expense
    
    $
    (15,237
    )
    
    $
    (18,119
    )
    
    $
    2,882
    
    
    
    15.9
    %Interest income
    
    
    19,065
    
    
    
    26,429
    
    
    
    (7,364
    )
    
    
    (27.9
    )$
    3,828
    
    
    $
    8,310
    
    
    $
    (4,482
    )
    
    
    (53.9
    )%
 3 4
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Non-operating expense.
 Nine Months Ended September 30, 2008 Compared to Nine Months Ended September 30, 2007
 Summary
 Revenues.
 Nine Months Ended September 30
    
    Increase2008
    
    2007
    
    $
    
    %(Amounts in thousands, except per ton data)Coal sales
    
    $
    1,337,880
    
    
    $
    1,161,610
    
    
    $
    176,270
    
    
    
    15.2
    %Tons sold
    
    
    90,643
    
    
    
    87,027
    
    
    
    3,616
    
    
    
    4.2
    %Coal sales realization per ton sold
    
    $
    14.76
    
    
    $
    13.35
    
    
    $
    1.41
    
    
    
    10.6
    %
 Coal sales
 Expenses, costs and other.
 DecreaseNine Months Ended September 30
    
    
    in Net Income2008
    
    
    2007
    
    
    $
    
    
    %(Amounts in thousands)Cost of coal sales
    
    $
    1,059,349
    
    
    $
    908,879
    
    
    $
    (150,470
    )
    
    
    (16.6
    )%Depreciation, depletion and amortization
    
    
    114,769
    
    
    
    100,658
    
    
    
    (14,111
    )
    
    
    (14.1
    )Selling, general and administrative expenses
    
    
    22,281
    
    
    
    19,196
    
    
    
    (3,085
    )
    
    
    (16.1
    )Other operating income, net
    
    
    (3,168
    )
    
    
    (8,794
    )
    
    
    (5,626
    )
    
    
    (64.0
    )$
    1,193,231
    
    
    $
    1,019,939
    
    
    $
    (173,292
    )
    
    
    (17.0
    )%
 Cost of coal sales.
 Depreciation, depletion and amortization.
 Selling, general and administrative expenses.
 19




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Other operating income, net.
 Operating segment results
 Nine Months Ended September 30
    
    Increase (Decrease)2008
    
    2007
    
    $
    
    %(Tons in thousands)Powder River BasinTons sold
    
    
    74,887
    
    
    
    72,250
    
    
    
    2,637
    
    
    
    3.6
    %Coal sales realization per ton sold (3)
    
    $
    10.98
    
    
    $
    10.35
    
    
    $
    0.63
    
    
    
    6.1
    %Operating margin per ton sold (4)
    
    $
    0.85
    
    
    $
    1.15
    
    
    $
    (0.30
    )
    
    
    (26.1
    )%Western BituminousTons sold
    
    
    15,756
    
    
    
    14,777
    
    
    
    979
    
    
    
    6.6
    %Coal sales realization per ton sold (3)
    
    $
    27.90
    
    
    $
    24.69
    
    
    $
    3.21
    
    
    
    13.0
    %Operating margin per ton sold (4)
    
    $
    6.26
    
    
    $
    4.46
    
    
    $
    1.80
    
    
    
    40.4
    %
  (3)
    
    Coal sales prices per ton exclude certain transportation costs that we pass through
to our customers. We use these financial measures because we believe the amounts as adjusted
better represent the coal sales prices we achieved within our operating segments. Since other
companies may calculate coal sales prices per ton differently, our calculation may not be
comparable to similarly titled measures used by those companies. For the nine-month period
ended September 30, 2008, transportation costs per ton were $0.03 for the Powder River Basin
and $4.68 for the Western Bituminous region. Transportation costs per ton for the nine-month
period ended September 30, 2007 were $0.04 for the Powder River Basin and $3.13 for the
Western Bituminous region.(4)
    
    Operating margin per ton is calculated as the result of coal sales revenues less
cost of coal sales and depreciation, depletion and amortization divided by tons sold. Powder River Basin 
 Western Bituminous 
 Net interest expense
 Increase (Decrease)Nine months ended September 30
    
    
    in Net Income2008
    
    
    2007
    
    
    $
    
    
    %(Amounts in thousands)Interest expense
    
    $
    (48,819
    )
    
    $
    (53,818
    )
    
    $
    4,999
    
    
    
    9.3
    %Interest income
    
    
    59,064
    
    
    
    73,640
    
    
    
    (14,576
    )
    
    
    (19.8
    )$
    10,245
    
    
    $
    19,822
    
    
    $
    (9,577
    )
    
    
    (48.3
    )%
 20




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##### Table of Contents



3 4
  Non-operating expense.
 Liquidity and Capital Resources
     Nine Months Ended September 302008
    
    2007(in thousands)Cash provided by (used in):Operating activities
    
    $
    321,047
    
    
    $
    263,870Investing activities
    
    
    (338,745
    )
    
    
    (313,664
    )Financing activities
    
    
    22,869
    
    
    
    49,853
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##### Table of Contents



Item 3. Quantitative and Qualitative Disclosures About Market Risk.
  
 Item 4T. Controls and Procedures.
  
 PART II
OTHER INFORMATION
 
 Item 1. Legal Proceedings.
   
 Item 1A. Risk Factors.
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
  
 Item 3. Defaults Upon Senior Securities.
  22




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##### Table of Contents



Item 4. Submission of Matters to a Vote of Security Holders.
  
 Item 5. Other Information.
  
 Item 6. Exhibits.
  Exhibit
    
    Description3.1
    
    Certificate of Formation (incorporated herein by reference to
Exhibit 3.3 to the Form S-4 (File No. 333-107569) filed on August
1, 2003 by Arch Western Finance, LLC, Arch Western Resources, LLC,
Arch of Wyoming, LLC, Mountain Coal Company, L.L.C., and Thunder
Basin Coal Company, L.L.C.).3.2
    
    Limited Liability Company Agreement (incorporated herein by
reference to Exhibit 3.4 to the Form S-4 (File No. 333-107569)
filed on August 1, 2003 by Arch Western Finance, LLC, Arch Western
Resources, LLC, Arch of Wyoming, LLC, Mountain Coal Company,
L.L.C., and Thunder Basin Coal Company, L.L.C.).31.1
    
    Rule 13a-14(a)/15d-14(a) Certification of Paul A. Lang.31.2
    
    Rule 13a-14(a)/15d-14(a) Certification of John T. Drexler.32.1
    
    Section 1350 Certification of Paul A. Lang.32.2
    
    Section 1350 Certification of John T. Drexler.
 23




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##### Table of Contents



Signatures
  Arch Western Resources, LLCBy:
    
    /s/ John T. DrexlerJohn T. DrexlerVice PresidentNovember 14, 2008
 24