UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, DC 20549
 FORM 8-K
 CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
 December 15, 2008

(November 12, 2008)
 Date of report
(Date of earliest event reported)
 UNITED FUEL & ENERGY CORPORATION
  Nevada
 000-32473
(Commission File Number)
    
    91-2037688
(IRS Employer Identification No.)
 1800 W. Katella Ave., Suite 102
Orange, CA
(Address of Principal Executive Offices)
    
    92867
(Zip Code)
 (714) 923-3025
  see
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    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




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Item 5.02
    
    Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers
 (c)
    
    Effective December 9, 2008, our Board of Directors promoted Joseph M. Juliano, age [32], to
the office of President and Chief Operating Officer. Mr. Juliano has served as the Companys
Executive Vice President and Chief Operating Officer since March 30, 2008. From 2005 until
joining the Company, Mr. Juliano served as President of PNEC Corporation, a leading
distributor of heating oil, gas, diesel, lubricants and alternative fuels in the Pacific
Northwest. From 2004 until 2005, Mr. Juliano served as vice president of PNEC. From 2002 to
2004 when he joined PNEC, he served as a Territory Sales Manager for Southern Counties
Lubricants, LLC, a leading distributor of lubricants in California. Mr. Juliano received a
Bachelor of Arts in Economics from Princeton University in 1999.
 Frank P. Greinke, who has served as the Chairman of our Board of
Directors since October 5, 2007, and as our President and Chief Executive
Officer since June 10, 2008, will continue to serve as the Chairman of our
Board of Directors and as our Chief Executive Officer. Mr. Juliano is the
son-in-law of Mr. Greinke.
 In connection with his initial employment, we entered into an
employment agreement with Mr. Juliano on March 30, 2008 with a term of one
year. Under his employment agreement, Mr. Juliano currently earns a base salary
of $225,000 per year. In connection with his promotion, Mr. Julianos annual
base salary will be increased from $225,000 per year to $255,000 per year
effective January 1, 2009. In connection with his initial employment, Mr.
Juliano was also granted options to purchase up to 300,000 shares of our common
stock with an exercise price of $1.22 per share vesting over a three year
period. On November 12, 2008, in exchange for Mr. Julianos agreement to cancel
his original grant of stock options, the Compensation Committee of our Board of
Directors granted Mr. Juliano 150,000 shares of restricted stock and stock
options to purchase up to 150,000 shares of our common stock at an exercise
price of $0.80 per share (the closing price of our common stock on November 12,
2008). The restrictions on the restricted stock will lapse and the new stock
options will vest and become exercisable in 12 equal quarterly installments
beginning on March 31, 2009. The foregoing description of Mr. Julianos
restricted stock grant and stock option grant is not complete and is qualified
in its entirety by reference to the full text of the restricted stock agreement
and incentive stock option agreement, copies of which are filed herewith as
Exhibit 10.1 and Exhibit 10.2, respectively, and incorporated
herein by reference.
 In addition, we have amended and restated Mr. Julianos employment
agreement to (i) add his new title as President and Chief Executive Officer;
(ii) add Good Reason as a separate employment termination event; (iii) add a
provision to specify that Mr. Juliano will receive the same benefits upon the
termination of his employment by him for good reason as he would receive upon
the termination of his employment by us without cause; (iv) add a provision to
specify that the restrictions on shares of restricted stock granted to Mr.
Juliano will lapse upon his death or disability; (v) add a provision to specify
that stock options that are already vested at the time Mr. Julianos employment
is terminated without cause will remain exercisable for a period of 12 months;
and (vi) reduce the amount of prior notice a party is required to provide in
announcing its intention not to renew the employment agreement. The foregoing
description of Mr. Julianos amended and restated employment agreement is not
complete and is qualified in its entirety by reference to the full text of a
form of the employment agreement, a copy of which is filed herewith as
Exhibit 10.3 and is incorporated herein by reference.
 In addition, on November 12, 2008, we entered into an indemnification agreement with
Mr. Juliano. The indemnification agreement provides that we will indemnify Mr.
Juliano to the fullest extent permitted by our articles of incorporation, bylaws and
applicable Nevada law if he becomes a party to or is threatened with a legal matter
arising out of his service as an officer or otherwise in a similar capacity either
for us or of another entity at our request. We also agreed to advance, to




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the fullest extent permitted by law, to Mr. Juliano any and all expenses incurred by
him in connection with any such legal matter. In addition, we agreed to maintain
director and officer liability coverage in such amount as determined by our board of
directors. The foregoing description of the indemnification agreement is not
complete and is qualified in its entirety by reference to the full text of a form of
the indemnification agreement, a copy of which is filed herewith as Exhibit
10.4 and is incorporated herein by reference.
 Item 9.01
    
    Financial Statements and Exhibits.
 (d)
    
    Exhibits
 Exhibit Number
    
    Description10.1
    
    
    Restricted Stock Agreement dated November 12, 2008 by and
between United Fuel & Energy Corporation and Joseph M. Juliano.10.2
    
    
    Incentive Stock Option Agreement dated November 12, 2008 by and
between United Fuel & Energy Corporation and Joseph M. Juliano.10.3
    
    
    Amended and Restated Employment Agreement dated December 9,
2008 by and between United Fuel & Energy Corporation and Joseph M. Juliano.10.4
    
    
    Indemnification Agreement dated November 12, 2008 by and
between United Fuel & Energy Corporation and Joseph M. Juliano.
 SIGNATURES
  UNITED FUEL & ENERGY CORPORATIONDate: December 15, 2008
    By:
    /s/ William C. BousemaWilliam C. BousemaExecutive Vice President, Chief Financial Officer and
Secretary