**Exhibit 10.3**     **THIS AMENDMENT**made and entered into effective the 1st day of January, 2006, by and between**ACIN LLC**, a Delaware limited liability company, successor in interest to CSTL LLC through merger,(hereinafter referred to as “Lessor”), and **ALPHA LAND AND RESERVES, LLC**, a Delaware limitedliability company (hereinafter referred to as “Lessee”).     **WHEREAS**, by Coal Mining Lease dated April 9, 2003, effective as of April 1, 2003, Lessor diddemise, lease and let to Lessee the Leased Premises (all capitalized terms used herein shall havethe meaning given in the Lease), for the purpose of mining, preparation, loading, removal,transportation and shipping of coal, as more fully set forth in the Lease; and     **WHEREAS**, said Coal Mining Lease has heretofore been amended by First Amendment to Coal MiningLease dated September 30, 2003, effective April 1, 2003; Partial Surrender Agreement dated December12, 2003, effective December 1, 2003; Second Amendment to Coal Mining Lease dated and effectiveDecember 15, 2003; Third Amendment to Coal Mining Lease dated and effective October 1, 2004; FourthAmendment to Coal Mining Lease dated and effective September 1, 2005; two Partial SurrenderAgreements dated and effective September 1, 2005; Partial Surrender Agreement effective November 1,2005; and various letter agreements (said Coal Mining Lease, as supplemented and amended, beinghereinafter referred to as the “Lease”); and     **WHEREAS**, Lessor and Lessee desire to further amend the Lease as hereinafter set forth.**W I T N E S S E T H:**     That for and in consideration of the terms, conditions and stipulations embodied within theLease, as amended, to be performed and observed by Lessor and Lessee, the sufficiency of which ishereby acknowledged, effective January 1, 2006 and continuing thereafter during the term of theLease, Lessor and Lessee do hereby agree that the third paragraph of Section 2 of the Lease shallbe amended in its entirety as follows:
 

 
     Lessee recognizes and acknowledges that the Source Deeds contain certainRestrictions that relate to the surface, timber, oil and gas estates in or on theLeased Premises, and Lessee hereby accepts this Lease subject to those Restrictionsand agrees to be bound by said Restrictions and to comply with same (including anyrequirements to give notice to the beneficiary of such Restrictions, providing asimultaneous copy to the Lessor) in all its activities hereunder. Provided however,in the event the Restrictions require the payment of monies relative to any of thematters contained therein and Lessee’s activities under this Lease will cause therequirement to pay such monies, then and in that event, Lessee will endeavor to giveLessor as much advance notice of such requirement as possible. Lessor shallreimburse Lessee one-half of any monies paid with respect to the Restrictions withinthirty (30) days after receipt of invoice and Lessee’s proof of payment to thebeneficiary of the same.     All other terms and conditions of the Lease, as previously amended, not inconsistent herewith,shall remain in full force and effect, without modification or amendment.     **IN WITNESS WHEREOF**, Lessor and Lessee have caused this Amendment to be executed as of the dayand year first above written.         **ACIN LLC**, a Delaware limited liability company,  By NRP (Operating) LLC, a Delaware limited liability company  and its Sole Operating Manager         By:   /s/ Nick Carter           Nick Carter, Its President and Chief Operating Officer         **ALPHA LAND AND RESERVES, LLC**         By:   /s/ Vaughn R. Groves           Vaughn R. Groves, Its President and Manager
2

 
         STATE OF West Virginia)               COUNTY OF Cabell), to-wit:           The foregoing instrument was acknowledged before me this 2nd day of March, 2006, by NickCarter, President and Chief Operating Officer of NRP (Operating) LLC, a Delaware limited liabilitycompany and the sole operating manager of ACIN LLC, on behalf of ACIN LLC, a Delaware limitedliability company.         /s/ Paddy Sue Gay         Notary Public       My commission expires: November 1, 2008      [seal]           STATE OF Virginia)               COUNTY OF Washington), to-wit:           The foregoing instrument was acknowledged before me this 1st day of March, 2006, by Vaughn R.Groves, as President and Manager of ALPHA LAND AND RESERVES, LLC, on behalf of ALPHA LAND ANDRESERVES, LLC, a Delaware limited liability company.            /s/ Wanda K. Fields         Notary Public  My commission expires: June 30, 2007
3