ALLIANCE RESOURCE MANAGEMENT GP, LLC AMENDED AND RESTATED DEFERRED COMPENSATION PLAN FOR DIRECTORS

Exhibit 10.53

ALLIANCE RESOURCE MANAGEMENT GP, LLC

AMENDED AND RESTATED

DEFERRED COMPENSATION PLAN FOR DIRECTORS

Table of Contents

ALLIANCE RESOURCE MANAGEMENT GP, LLC

AMENDED AND RESTATED

DEFERRED COMPENSATION PLAN FOR DIRECTORS

WHEREAS , to assist Alliance Resource Management GP, LLC (the “Company”) in attracting and retaining highly qualified individuals to serve as members of its Board of Directors, the Company has maintained the Alliance Resource Management GP, LLC Deferred Compensation Plan For Directors (as amended by the First Amendment and Second Amendment thereto, the “Plan”), which permits Directors to electively defer all or a designated part of their Annual Retainer for a Plan Year; and

WHEREAS , beginning with the 2008 Plan Year, the Company may credit each Director with a nonelective amount under the Plan;

NOW, THEREFORE , the Company hereby amends and restates the Plan in its entirety as set forth herein, effective as of October 28, 2008.

For purposes of the Plan, the following terms shall have the meanings indicated:

1.1 Account means a bookkeeping (notional) account credited with the Phantom Units attributable to the Participant’s Elective Deferrals and Nonelective Deferrals, if any, and the phantom distributions credited on such credited Phantom Units as provided in Section 4.5. Separate subaccounts may be maintained under an Account for the Deferrals credited with respect to a Plan Year and references to an Account shall mean a subaccount thereof as the context requires.

1.2 Annual Retainer means, with respect to a Plan Year, the Director’s annual cash retainer from the Company for such Plan Year, as established by the Board.

1.3 Beneficiary means the person(s) designated by a Participant, on a form provided by and filed with the Company, to receive payment of the Participant’s Account(s) under the Plan in the event of his or her death. A Participant may change his or her Beneficiary designation at any time. If no designated Beneficiary survives the Participant, the Beneficiary shall be the Participant’s surviving spouse or, if none, his or her estate.

1.4 Board means the Board of Directors of the Company.

1.5 Committee means the Compensation Committee of the Board or such other committee of the Board appointed by the Board to administer the Plan.

1.6 Common Units means the common units of Alliance Resource Partners, L.P.

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1.7 Deferrals means Elective Deferrals and Nonelective Deferrals.

1.8 Director means a member of the Board who is not also an employee of the Company.

1.9 Elective Deferrals means, with respect to a Plan Year, the amount, if any, of the Participant’s Annual Retainer that is electively deferred by the Participant for such Plan Year.

1.10 Fair Market Value means, as applied with respect to a Phantom Unit, on any applicable date, the average closing sale price of a Common Unit for the 10 trading days immediately preceding such applicable date, as reported by the NASDAQ (or such other reporting service approved by the Committee).

1.11 Nonelective Deferrals means, with respect to a Plan Year, the amount, if any, the Board provides is to be credited to a Director’s Account for such Plan Year.

1.12 Participant means each Director and former Director who has an Account under the Plan.

1.13 Phantom Unit means a notional Common Unit. A Participant shall not possess any rights of a common unitholder with respect to a Phantom Unit.

1.14 Plan Year means the calendar year.

1.15 Termination means a Participant’s “separation from service” for purposes of Section 409A of the Code.

2.1 Committee . The Plan shall be administered by the Committee. The Committee shall have the complete authority and power to interpret the Plan, prescribe, amend and rescind rules relating to its administration, determine the members of the Board eligible to be Participants, determine a Participant’s (or Beneficiary’s) right to a payment under the Plan and the amount of such payment, and to take all other actions necessary or desirable for the administration of the Plan. All actions and decisions of the Committee shall be final and binding upon the Company, Participants, Beneficiaries and all other persons.

3.1 Active Participants . Each member of the Board who is a Director in a Plan Year automatically shall be a Participant with respect to Nonelective Deferrals, if any, credited with respect to that Plan Year. In addition, each such Director shall also be eligible to make Elective Deferrals for such Plan Year.

3.2 Continuing Participants . Each former Director who continues to have an Account shall continue as an inactive Participant until his or her Account(s) have been paid in full.

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4.1 Payment of Annual Retainer . Subject to a deferral election having been made by the Director pursuant to Section 4.2, on the first business day of each calendar quarter beginning after the effective date of the Plan, the Company shall pay each person who is a Director on such date 25% of the Annual Retainer for such year. If a person first becomes a Director during a calendar quarter, such Director shall be paid a prorated amount (based on the number of days remaining in such calendar quarter) of the Annual Retainer otherwise payable for such full calendar quarter as soon as reasonably practical following the date he or she first becomes a Director.

4.2 Elective Deferrals . Before the beginning of each Plan Year (or, with respect to an individual who first becomes a Director during a Plan Year, within 30 days following the date on which he or she first becomes a Director), each Director may elect to have the payment of all or a portion of his or her Annual Retainer for that Plan Year (or, with respect to an individual who first becomes a Director after the beginning of the Plan Year, the portion of his or her Annual Retainer earned after his or her election to make Elective Deferrals) deferred as provided herein. The election shall be irrevocable for such Plan Year and shall be made on a form approved by the Committee. Elective Deferrals shall be taken ratably from the Director’s Annual Retainer (or eligible part thereof) for such Plan Year. A Participant’s deferral election shall apply only to his or her Annual Retainer earned during that Plan Year or partial Plan Year, as the case may be. If a Director does not make a deferral election with respect to a Plan Year, none of his or her Annual Retainer for that Plan Year shall be deferred hereunder.

4.3 Nonelective Deferrals . Each Plan Year beginning after 2007, the Board may, in its discretion, specify such amount, if any, that is to be credited to a Director’s Nonelective Account for such Plan Year. Such Nonelective Deferral may vary in amount from year to year and may also vary in amount between Directors, based on such factors as the Board may deem appropriate. For example, an additional nonelective deferral amount may be credited for the Chairman of the Board, for the chairman of a committee of the Board, or on such other basis as the Board deems appropriate. The amount of a Nonelective Deferral for a Plan Year may be prorated, in the Board’s discretion, for service as a Director for less than the full Plan Year.

4.4 Accounts . The Company shall establish an Account for each Director under the Plan to reflect the Company’s obligation to pay the Deferrals for such Participant pursuant to his or her various payment elections and in a