AMENDMENT NO. 1 TO COAL SUPPLY AGREEMENT

EXHIBIT 10.60

BLACK BEAUTY COAL COMPANY

LGE Contract # LGE02012

KU Contract # KUF02857

Amendment No. 1

AMENDMENT NO. 1 TO COAL SUPPLY AGREEMENT

THIS AMENDMENT NO. 1 TO COAL SUPPLY AGREEMENT (“Amendment No. 1”) is entered into effective as of January 1, 2004, by and between LOUISVILLE GAS AND ELECTRIC COMPANY (“LG&E”) and KENTUCKY UTILITIES COMPANY (“KU”), each a Kentucky corporation, 220 West Main Street, Louisville, Kentucky 40202 (Buyer”), and BLACK BEAUTY COAL COMPANY, an Indiana partnership, 414 South Fares Avenue, Evansville, Indiana 47702, (“Seller”).

1.0 AMENDMENTS

The Agreement heretofore entered into by the parties, dated effective January 1, 2002 and identified by the Contract Numbers set forth above, is hereby amended as follows. The January 1, 2002 Agreement and Amendment No. 1 is hereafter referred to as the “Agreement”:

2.0 TERM

2.1                                  Section 2.0 Term, is deleted and replaced with the following provision:

Term. The term of this Agreement shall commence on January 1, 2002 and shall continue through December 31, 2007, subject to the price review set forth in § 8.1.

3.0 QUANTITY

3.1                                  Section 3.1 Base Quantity, is deleted and replaced with the following provision:

3.1           Base Quantity. Seller shall sell and deliver and Buyer shall purchase and accept delivery of the following annual quantities of coal:

(1) Buyer will specify at Buyer’s sole option, a minimum of 500,000 tons of Quality 1 up to a maximum of 700,000 tons of Quality 1. The remainder of the Base Quantity shall be Quality 2.

(2) Pricing and Base Quantity subject to review set forth in § 8.1.

The Base Quantity will be delivered in approximately equal monthly quantities and in accordance with a mutually agreed upon schedule.

4.0          SOURCE

4.1                                  Section 4.1 Source is deleted and replaced with the following provision:

Section 4.1 Source. The coal sold hereunder shall be supplied primarily from geological seam Indiana #6 and #5, from Seller’s Somerville Mine Complex located in Gibson County, Indiana (the “Coal Property”).

5.0          QUALITY

5.1                                  Section 6.1 Specifications is deleted and replaced with the following provision:

Section 6.1 Specifications.

(a) The coal delivered hereunder shall conform to the following specifications on an “as received” basis:

(1)           An actual Monthly Weighted Average will be calculated for each specification for coal delivered to the Louisville Gas and Electric generating stations and a separate actual Monthly Weighted Average will be calculated for each specification for coal delivered to the Kentucky Utility generating stations.

**  All the coal will be of such size that it will pass through a screen having circular perforations three (3) inches in diameter, but shall not contain more than fifty per cent (50%) by weight of coal that will pass through a screen having circular perforations one-quarter (1/4) of an inch in diameter.

***                            Slagging Factor (R _s )=(B/A) x (Percent Sulfur by WeightD _ry )
Fouling Factor (Rf)=(B/A) x (Percent Na20 by Weight _Dry )

The Base Acid Ratio (B/A) is herein defined as:

b) In addition to the specifications set forth in § 6.1(a), the coal delivered hereunder designated as Quality 1 shall conform on an “as received” basis to the following specifications:

QUALITY 1 (1)

(1) Buyer will specify on a monthly basis, the qualities (Quality 1 and/or Quality 2) that are to be delivered during a calendar month, no later than twenty (20) days prior to the start of that month. During any calendar year during the term of this Agreement, Buyer shall specify on an annual basis, an annual total of at least 500,000 tons and a maximum of 700,000 tons of the base quantity tons for that calendar year as Quality 1. The remainder of the base quantity tons shall be Quality 2.

(2) An actual Monthly Weighted Average will be calculated for each specification for coal delivered to the Louisville Gas and Electric generating stations and a separate actual Monthly Weighted Average will be calculated for each specification for coal delivered to the Kentucky Utility generating stations.

(c) In addition to the specifications set forth in § 6.1(a), the coal delivered hereunder designated as Quality 2 shall conform on an “as received” basis to the following specifications:

QUALITY 2 (1)