SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549
____________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 12, 2005 (October 11, 2005)

Arch Coal, Inc.
(Exact name of registrant as specified in its charter)

Delaware		1-13105		43-0921172
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

One CityPlace Drive, Suite 300, St. Louis, Missouri 63141
(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (314) 994-2700

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Page 1 of 4 pages.
Exhibit Index begins on page 4.

 

 

Item 1.01. Entry into a Material Definitive Agreement.

On October 11, 2005, Arch Coal, Inc. (the “Company”) announced via a press release that it has signed a definitive agreement (“Agreement”) to contribute certain mining operations and properties to a new company called Magnum Coal Company (“Magnum”) that would mine and market low-sulfur coal in the Central Appalachian region. The Agreement provides that the Company will contribute to Magnum its Hobet 21, Arch of West Virginia, Samples and Campbells Creek mining operations, and certain related assets and agreements, in exchange for an approximately 37.5% ownership interest in Magnum. ArcLight Capital Partners, LLC (“ArcLight”) will contribute its Panther longwall mine and its Remington, Jupiter and Dakota deep mines, and certain related assets and agreements, in exchange for the remaining ownership interests in Magnum. The Agreement further provides that the Company and ArcLight will cooperate to take Magnum public.

Item 9.01. Financial Statements and Exhibits.

     (c) Exhibits.

Exhibit
Number		Description of Exhibit
99.1		Press Release dated October 11, 2005

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Exhibit Index begins on page 4.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: October 12, 2005				ARCH COAL, INC.
		By:		/s/ Robert G. Jones
				Robert G. Jones Vice President – Law, General Counsel and Secretary

Page 3 of 4 pages.
Exhibit Index begins on page 4.

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press Release dated October 11, 2005

Page 4 of 4 pages.

Exhibit 99.1

News from Arch Coal, Inc.

 

FOR FURTHER INFORMATION:

Kim Link, Arch Coal, 314-994-2936
Heidi Milne, ArcLight, 617-531-6304

FOR IMMEDIATE RELEASE
October 11, 2005

Arch Coal and ArcLight Sign Definitive Agreement

     ST. LOUIS (October 11, 2005) – Arch Coal, Inc. and affiliates of ArcLight Capital Partners, LLC today announced that the two companies have signed a definitive agreement to contribute certain mining operations and properties to a new company to be called Magnum Coal Company that would mine and market low-sulfur coal in the Central Appalachian region. Affiliates of ArcLight Capital will receive approximately 62.5% of the ownership interests in the new company, and Arch Coal will receive approximately 37.5%.

     St. Louis-based Arch Coal (NYSE:ACI) is the nation’s second largest coal producer, with subsidiary operations in West Virginia, Kentucky, Virginia, Wyoming, Colorado and Utah. Through these operations, Arch Coal provides the fuel for approximately 7% of the electricity generated in the United States.

     ArcLight Capital Partners, LLC is one of the world’s leading energy infrastructure investing firms with more than $2.5 billion under management. ArcLight invests throughout the energy industry value chain in hard assets that produce high current income and capital appreciation. More information about ArcLight can be found at www.arclightcapital.com.

     Forward-Looking Statements: Statements in this press release that are not statements of historical fact are forward-looking statements within the “safe harbor” provision of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on information currently available to, and expectations and assumptions deemed reasonable by, the company. Because these forward-looking statements are subject to various risks and uncertainties, actual results may differ materially from those projected in the statements. These expectations, assumptions and uncertainties include: the company’s expectation of continued growth in the demand for electricity; belief that legislation and regulations relating to the Clean Air Act and the relatively higher costs of competing fuels will increase demand for its compliance and low-sulfur coal; expectation of continued improved market conditions for the price of coal; expectation that the company will continue to have adequate liquidity from its cash flow from operations, together with available borrowings under its credit facilities, to finance the company’s working capital needs; a variety of operational, geologic, permitting, labor and weather related factors; and the other risks and uncertainties which are described from time to time in the company’s reports filed with the Securities and Exchange Commission.

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