EXHIBIT 10.4
 INDEMNIFICATION AGREEMENT
 Agreement Company Indemnitee
 RECITALS
   Board of Directors
 Articles Bylaws
   AGREEMENT
 NOW, THEREFORE
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ARTICLE 1
CERTAIN DEFINITIONS
  Corporate Status
 Controlled Affiliate provided however
 Disinterested Director
 Enterprise
 Expenses
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Independent Counsel
 Losses
 Proceeding
 serving at the request of the Company not opposed to the best interests of the Company
 ARTICLE 2
SERVICES TO THE COMPANY
 2.1 Services to the Company
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ARTICLE 3
INDEMNIFICATION
 3.1 Company Indemnification Article 3 to the fullest extent permitted by law NRS
 3.2 Mandatory Indemnification if Indemnitee is Wholly or Partly Successful Section 6.9 Section 3.2
 3.3 Indemnification for Expenses of a Witness
 3.4 Exclusions
 provided however Section 3.4(a) Section 8.4
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ARTICLE 4
ADVANCEMENT OF EXPENSES
 4.1 Expense Advances Section 4.2 Expense Advance provided however Undertaking Article 4
 4.2 Exclusions Section 3.4
 4.3 Timing Section 4.1
 ARTICLE 5
CONTRIBUTION IN THE EVENT OF JOINT LIABILITY
 5.1 Contribution by Company provided however
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5.2 Indemnification for Contribution Claims by Others
 ARTICLE 6
PROCEDURES AND PRESUMPTIONS FOR THE
DETERMINATION OF ENTITLEMENT TO INDEMNIFICATION
 6.1 Notification of Claims; Request for Indemnification provided however provided further Section
6.9 Section 6.2
 6.2 Determination of Right to Indemnification Section 6.1
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6.3 Selection of Independent Counsel Section 6.2 Section 6.3 provided however Section 6.1 Section
6.2 Section 6.2 Section 6.3
 6.4 Burden of Proof
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provided however
 6.5 No Presumption in Absence of a Determination or As Result of an Adverse Determination;
Presumption Regarding Success
 6.6 Timing of Determination Section 6.2 Section 6.1 Section 6.1 Section 6.3 Section 6.8 provided however
 6.7 Timing of Payments
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Section 6.6 provided however Section 4.3
 6.8 Cooperation
 6.9 Time for Submission of Request Article 6
 ARTICLE 7
LIABILITY INSURANCE
 7.1 Company Insurance Section 7.3 provided however
 7.2 Notice to Insurers
 7.3 Insurance Not Required Section 7.1 Section 7.1
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ARTICLE 8
REMEDIES OF INDEMNITEE
 8.1 Action by Indemnitee Article 6 Section 4.3 Section 6.6 Section 6.7
 8.2 De Novo Review if Prior Adverse Determination Article 6 Article 8 de novo Article 8 Article 6 Article 8 Article 4
 8.3 Company Bound by Favorable Determination by Reviewing Party Article 6 Article 8
 8.4 Company Bears Expenses if Indemnitee Seeks Adjudication Article 8
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8.5 Company Bound by Provisions of this Agreement Article 8
 ARTICLE 9
NON-EXCLUSIVITY, SUBROGATION; NO DUPLICATIVE PAYMENTS;
MORE FAVORABLE TERMS
 9.1 Non-Exclusivity
 9.2 Subrogation
 9.3 No Duplicative Payments
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9.4 More Favorable Terms
 ARTICLE 10
DEFENSE OF PROCEEDINGS
 10.1 Company Assuming the Defense Section 10.3 Article
4
 10.2 Right of Indemnitee to Employ Counsel Section 10.1 provided however
 10.3 Company Not Entitled to Assume Defense Section 10.1 Section 10.2(b)(ii)
 ARTICLE 11
SETTLEMENT
 11.1 Company Bound by Provisions of this Agreement
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11.2 When Indemnitees Prior Consent Required provided however
 ARTICLE 12
DURATION OF AGREEMENT
 12.1 Duration of Agreement Article 8
 ARTICLE 13
MISCELLANEOUS
 13.1 Entire Agreement provided however
 13.2 Assignment; Binding Effect; Third Party Beneficiaries ;
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13.3 Notices
 If to the Company:
    
    United Fuel & Energy Corporation1800 Katella Avenue, Suite 102Anaheim, California, 92863Attn: Chief Executive OfficerFax No:If to Indemnitee:
    
    Joseph M. Juliano1800 Katella Avenue, Suite 102Anaheim, California 92863Fax No:
  13.4 Specific Performance; Remedies
 13.5 Headings
 13.6 Governing Law
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13.7 Amendment
 13.8 Extensions; Waivers
 13.9 Severability
 13.10 Counterparts; Effectiveness
 13.11 Construction
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UNITED FUEL & ENERGY CORPORATIONBy:
    /s/ William C. BousemaWilliam C. BousemaExecutive Vice President, Chief Financial
Officer and SecretaryINDEMNITEE/s/ JOSEPH M. JULIANOJOSEPH M. JULIANO 16