Alliance Holdings GP (AHGP) 10-Q 8 Nov 16 2016 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2016	Nov. 08, 2016
Document and Entity Information
Entity Registrant Name	Alliance Holdings GP, L.P.
Entity Central Index Key	1,344,980
Document Type	10-Q
Document Period End Date	Sep. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Units Outstanding		59,863,000
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q3

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
CURRENT ASSETS:
Cash and cash equivalents	$ 25,876	$ 38,678
Trade receivables	146,209	122,875
Other receivables	492	696
Due from affiliates	32	38
Inventories, net	89,904	121,081
Advance royalties, net	2,016	6,820
Prepaid expenses and other assets	18,240	29,890
Total current assets	282,769	320,078
PROPERTY, PLANT AND EQUIPMENT:
Property, plant and equipment, at cost	2,994,420	3,044,260
Less accumulated depreciation, depletion and amortization	(1,352,117)	(1,243,985)
Total property, plant and equipment, net	1,642,303	1,800,275
OTHER ASSETS:
Advance royalties, net	30,872	21,295
Equity investments in affiliates	128,051	64,509
Goodwill	136,399	136,399
Other long-term assets	28,411	23,960
Total other assets	323,733	246,163
TOTAL ASSETS	2,248,805	2,366,516
CURRENT LIABILITIES:
Accounts payable	63,797	84,058
Due to affiliates	44	129
Accrued taxes other than income taxes	22,016	15,621
Accrued payroll and related expenses	43,396	37,031
Accrued interest	2,607	306
Workers' compensation and pneumoconiosis benefits	8,701	8,688
Current capital lease obligations	27,035	19,764
Other current liabilities	15,420	18,929
Current maturities, long-term debt, net	509,155	238,086
Total current liabilities	692,171	422,612
LONG-TERM LIABILITIES:
Long-term debt, excluding current maturities, net	144,949	579,420
Pneumoconiosis benefits	62,529	60,077
Accrued pension benefit	38,239	39,031
Workers' compensation	50,051	47,486
Asset retirement obligations	124,925	122,434
Long-term capital lease obligations	92,376	80,150
Other liabilities	13,647	21,174
Total long-term liabilities	526,716	949,772
Total liabilities	1,218,887	1,372,384
COMMITMENTS AND CONTINGENCIES
Alliance Holdings GP, L.P. ("AHGP") Partners' Capital:
Limited Partners - Common Unitholders 59,863,000 units outstanding	568,736	567,259
Accumulated other comprehensive loss	(14,676)	(14,875)
Total AHGP Partners' Capital	554,060	552,384
Noncontrolling interests	475,858	441,748
Total Partners’ Capital	1,029,918	994,132
TOTAL LIABILITIES AND PARTNERS' CAPITAL	$ 2,248,805	$ 2,366,516

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares	Sep. 30, 2016	Dec. 31, 2015
CONDENSED CONSOLIDATED BALANCE SHEETS
Limited Partners, Common Unitholders, units outstanding	59,863,000	59,863,000

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
SALES AND OPERATING REVENUES:
Coal sales	$ 533,817	$ 547,466	$ 1,357,578	$ 1,632,493
Transportation revenues	7,692	9,395	19,732	24,323
Other sales and operating revenues	10,457	9,481	26,422	74,445
Total revenues	551,966	566,342	1,403,732	1,731,261
EXPENSES:
Operating expenses (excluding depreciation, depletion and amortization)	347,711	336,527	847,513	1,045,954
Transportation expenses	7,692	9,395	19,732	24,323
Outside coal purchases	1,514	2	1,514	326
General and administrative	18,987	18,356	55,175	53,659
Depreciation, depletion and amortization	80,612	84,661	240,640	242,730
Asset impairment		10,695		10,695
Total operating expenses	456,516	459,636	1,164,574	1,377,687
INCOME FROM OPERATIONS	95,450	106,706	239,158	353,574
Interest expense (net of interest capitalized for the three and nine months ended September 30, 2016 and 2015 of $47, $152, $320 and $518, respectively)	(8,001)	(7,352)	(23,386)	(23,626)
Interest income	3	286	11	1,422
Equity in income (loss) of affiliates, net	1,105	(17,221)	1,041	(49,049)
Other income	293	455	545	750
INCOME BEFORE INCOME TAXES	88,850	82,874	217,369	283,071
INCOME TAX EXPENSE (BENEFIT)	6	12	4	18
NET INCOME	88,844	82,862	217,365	283,053
LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	(40,337)	(26,765)	(92,643)	(100,476)
NET INCOME ATTRIBUTABLE TO ALLIANCE HOLDINGS GP, L.P. ("NET INCOME OF AHGP")	$ 48,507	$ 56,097	$ 124,722	$ 182,577
BASIC NET INCOME OF AHGP PER LIMITED PARTNER UNIT (in dollars per unit)	$ 0.81	$ 0.94	$ 2.08	$ 3.05
DILUTED NET INCOME OF AHGP PER LIMITED PARTNER UNIT (in dollars per unit)	0.81	0.94	2.08	3.05
DISTRIBUTIONS PAID PER LIMITED PARTNER UNIT (in dollars per unit)	$ 0.55	$ 0.96	$ 2.06	$ 2.8125
WEIGHTED AVERAGE NUMBER OF UNITS OUTSTANDING – BASIC (in units)	59,863,000	59,863,000	59,863,000	59,863,000
WEIGHTED AVERAGE NUMBER OF UNITS OUTSTANDING - DILUTED (in units)	59,863,000	59,863,000	59,863,000	59,863,000

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
Interest expense, interest capitalized	$ 47	$ 152	$ 320	$ 518

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
		Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Net income		$ 88,844	$ 82,862	$ 217,365	$ 283,053
OTHER COMPREHENSIVE INCOME/(LOSS):
OTHER COMPREHENSIVE INCOME		127	726	383	2,178
COMPREHENSIVE INCOME		88,971	83,588	217,748	285,231
Less: Comprehensive income attributable to noncontrolling interests		(40,410)	(27,178)	(92,827)	(101,691)
COMPREHENSIVE INCOME ATTRIBUTABLE TO AHGP		48,561	56,410	124,921	183,540
Pension Plan
OTHER COMPREHENSIVE INCOME/(LOSS):
Amortization of net actuarial (gain) loss (1)	[1]	787	839	2,365	2,516
Total recognized adjustments	[1]	787	839	2,365	2,516
Pneumoconiosis benefits
OTHER COMPREHENSIVE INCOME/(LOSS):
Amortization of net actuarial (gain) loss (1)	[1]	(660)	(113)	(1,982)	(338)
Total recognized adjustments	[1]	$ (660)	$ (113)	$ (1,982)	$ (338)
[1]	Amortization of net actuarial gain or loss is included in the computation of net periodic benefit cost (see Notes 10 and 12 for additional details).

CONDENSED CONSOLIDATED STATEME7

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES	$ 491,960	$ 527,210
Property, plant and equipment:
Capital expenditures	(70,267)	(159,182)
Decrease in accounts payable and accrued liabilities	(7,965)	(3,093)
Proceeds from sale of property, plant and equipment	756	1,519
Purchases of equity investments in affiliates	(65,367)	(47,624)
Payments for acquisitions of businesses, net of cash acquired	(1,011)	(74,953)
Payment for acquisition of customer contracts	(23,000)
Advances/loans to affiliate		(7,300)
Other	2,167	1,807
Net cash used in investing activities	(164,687)	(288,826)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under securitization facility	44,600	6,500
Payments under securitization facility	(27,700)	(6,500)
Payments on term loan	(106,250)	(20,319)
Borrowings under revolving credit facilities	140,000	463,000
Payments under revolving credit facilities	(215,000)	(200,000)
Payment on long-term debt		(205,000)
Proceeds on capital lease transactions	33,881
Payments on capital lease obligations	(17,769)	(994)
Contributions to consolidated company from affiliate noncontrolling interest	2,557	1,483
Net settlement of employee withholding taxes on vesting of ARLP Long-Term Incentive Plan	(1,336)	(2,719)
Distributions paid by consolidated partnership to noncontrolling interests	(69,680)	(87,623)
Distributions paid to Partners	(123,318)	(168,365)
Other	(60)	(5,583)
Net cash used in financing activities	(340,075)	(226,120)
NET CHANGE IN CASH AND CASH EQUIVALENTS	(12,802)	12,264
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	38,678	28,274
CASH AND CASH EQUIVALENTS AT END OF PERIOD	25,876	40,538
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	20,194	20,164
Cash paid for income taxes	7	14
NON-CASH INVESTING AND FINANCING ACTIVITY:
Accounts payable for purchase of property, plant and equipment	4,669	12,561
Assets acquired by capital lease	37,089
Market value of ARLP common units issued under ARLP’s Long-Term Incentive and Directors Deferred Compensation Plans before minimum statutory tax withholding requirements	3,642	7,389
Acquisition of businesses:
Fair value of assets assumed	1,011	497,790
Contingent consideration		(20,407)
Settlement of pre-existing relationships		(119,663)
Previously held equity-method investment		(104,931)
Cash paid, net of cash acquired	$ (1,011)	(74,953)
Fair value of liabilities assumed		$ 177,836

ORGANIZATION AND PRESENTATION

ORGANIZATION AND PRESENTATION	9 Months Ended
	Sep. 30, 2016
ORGANIZATION AND PRESENTATION
ORGANIZATION AND PRESENTATION	1. ORGANIZATION AND PRESENTATION Significant Relationships Referenced in Notes to Condensed Consolidated Financial Statements · References to "we," "us," "our" or "AHGP" mean Alliance Holdings GP, L.P., individually as the parent company, and not on a consolidated basis. · References to "AHGP Partnership" mean the business and operations of Alliance Holdings GP, L.P., the parent company, as well as its consolidated subsidiaries, including Alliance Resource Management GP, LLC and Alliance Resource Partners, L.P. and its consolidated subsidiaries. · References to "AGP" mean Alliance GP, LLC, the general partner of Alliance Holdings GP, L.P., also referred to as our general partner. · References to "ARLP Partnership" mean the business and operations of Alliance Resource Partners, L.P., the parent company, as well as its consolidated subsidiaries. · References to "ARLP" mean Alliance Resource Partners, L.P., individually as the parent company, and not on a consolidated basis. · References to "MGP" mean Alliance Resource Management GP, LLC, the managing general partner of Alliance Resource Partners, L.P. · References to "SGP" mean Alliance Resource GP, LLC, the special general partner of Alliance Resource Partners, L.P. · References to "Intermediate Partnership" mean Alliance Resource Operating Partners, L.P., the intermediate partnership of Alliance Resource Partners, L.P. · References to "Alliance Resource Properties" mean Alliance Resource Properties, LLC, the land-holding company for the mining operations of Alliance Resource Operating Partners, L.P. · References to "Alliance Coal" mean Alliance Coal, LLC, the holding company for the mining operations of Alliance Resource Operating Partners, L.P. Organization and Formation We are a Delaware limited partnership listed on the NASDAQ Global Select Market under the ticker symbol "AHGP." We own directly and indirectly 100% of the members' interest in MGP, ARLP's managing general partner. The ARLP Partnership is a diversified producer and marketer of coal to major United States ("U.S.") utilities and industrial users. ARLP conducts substantially all of its business through its wholly-owned subsidiary, the Intermediate Partnership. ARLP and the Intermediate Partnership were formed in May 1999, to acquire upon completion of ARLP's initial public offering on August 19, 1999, certain coal production and marketing assets of Alliance Resource Holdings, Inc. ("ARH"), a Delaware corporation. We and ARH, through its wholly-owned subsidiary, SGP, maintain general partner interests in ARLP and the Intermediate Partnership. ARH is owned by Joseph W. Craft III, the Chairman, President and Chief Executive Officer of AGP as well as the President and Chief Executive Officer and a Director of MGP, and Kathleen S. Craft. SGP, a Delaware limited liability company, is owned by ARH and holds a 0.01% general partner interest in each of ARLP and the Intermediate Partnership. We are owned 100% by limited partners. Our general partner, AGP, has a non-economic interest in us and is owned by Mr. Craft. Basis of Presentation The accompanying condensed consolidated financial statements include our accounts and operations and those of MGP, ARLP (a variable interest entity of which AHGP is the primary beneficiary), ARLP’s consolidated Intermediate Partnership and the Intermediate Partnership’s operating subsidiaries and present the financial position as of September 30, 2016 and December 31, 2015, the results of operations and comprehensive income for the three and nine months ended September 30, 2016 and 2015 and the cash flows for the nine months ended September 30, 2016 and 2015. ARLP and its consolidated subsidiaries represent virtually all the net assets and operations of AHGP. All intercompany transactions and accounts have been eliminated. See Note 8 – Variable Interest Entities for information regarding our consolidation of ARLP. The earnings of the ARLP Partnership allocated to its limited partners ' interests not owned by us and allocated to SGP ' s general partner interest in ARLP, are reflected as noncontrolling interest in our condensed consolidated statements of income and balance sheet. Our consolidated financial statements do not differ materially from those of the ARLP Partnership. The differences between our financial statements and those of the ARLP Partnership are primarily attributable to (a) amounts reported as noncontrolling interests and (b) additional general and administrative costs and taxes attributable to us. The additional general and administrative costs principally consist of costs incurred by us as a result of being a publicly traded partnership, amounts billed by, and reimbursed to, Alliance Coal under an administrative services agreement and amounts billed by, and reimbursed to, AGP under our partnership agreement. Net income attributable to Alliance Holdings GP, L.P. from within our accompanying condensed consolidated financial statements will be described as "Net Income of AHGP." These condensed consolidated financial statements and notes are unaudited. However, in the opinion of management, these financial statements reflect all normal recurring adjustments necessary for a fair presentation of the results for the periods presented. Results for interim periods are not necessarily indicative of results to be expected for the full year ending December 31, 2016. These condensed consolidated financial statements and notes are prepared pursuant to the rules and regulations of the Securities and Exchange Commission for interim reporting and do not include all of the information normally included with financial statements prepared in accordance with generally accepted accounting principles ("GAAP") of the U.S. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2015. Use of Estimates The preparation of AHGP Partnership's condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in our condensed consolidated financial statements. Actual results could differ from those estimates. Goodwill Goodwill represents the excess of cost over the fair value of net assets of acquired businesses. Goodwill is not amortized, but instead is evaluated for impairment periodically. The ARLP Partnership evaluates goodwill for impairment annually on November 30th, or more often if events or circumstances indicate that goodwill might be impaired. The reporting unit or units used to evaluate and measure goodwill for impairment are determined primarily from the manner in which the business is managed or operated. A reporting unit is an operating segment or a component that is one level below an operating segment. There were no impairments of goodwill during the nine months ended September 30, 2016. In future periods it is reasonably possible that a variety of circumstances could result in an impairment of goodwill.

NEW ACCOUNTING STANDARDS

NEW ACCOUNTING STANDARDS	9 Months Ended
	Sep. 30, 2016
NEW ACCOUNTING STANDARDS
NEW ACCOUNTING STANDARDS	2. NEW ACCOUNTING STANDARDS New Accounting Standard Issued and Adopted In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-03, Interest – Imputation of Interest ("ASU 2015-03"). ASU 2015-03 changes the classification and presentation of debt issuance costs by requiring debt issuance costs to be reported as a direct deduction from the face amount of the debt liability rather than an asset. Amortization of the costs is reported as interest expense. The amendment does not affect the current guidance on the recognition and measurement of debt issuance costs. ASU 2015-03 was effective for fiscal years, and interim periods within those years, beginning after December 15, 2015 and is applied retrospectively to each period presented. The adoption of ASU 2015-03 resulted in immaterial changes to our condensed consolidated financial statements. In February 2015, the FASB issued ASU 2015-02, Consolidation ("ASU 2015-02"). ASU 2015-02 changes the requirements and analysis required when determining the reporting entity ' s need to consolidate an entity, including modifying the evaluation of limited partnership variable interest status, presumption that a general partner should consolidate a limited partnership and the consolidation criterion applied by a reporting entity involved with variable interest entities. ASU 2015-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015 and may be applied retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. The adoption of ASU 2015-02 in January 2016 did not have a material impact on our condensed consolidated financial statements; however, it did require additional disclosures regarding our newly identified variable interest entities. New Accounting Standards Issued and Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments–Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). ASU 2016-13 changes the impairment model for most financial assets and certain other instruments to require the use of a new forward-looking "expected loss" model that generally will result in earlier recognition of allowances for losses. The new standard will require disclosure of significantly more information related to these items. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted for the fiscal year beginning after December 15, 2018, including interim periods. We are currently evaluating the effect of adopting ASU 2016-13. In March 2016, the FASB issued ASU 2016-09, Compensation–Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09"). ASU 2016-09 simplifies the accounting for several aspects of share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods, with early adoption permitted. We do not expect the adoption of ASU 2016-09 to have a material impact on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) ("ASU 2016-02"). ASU 2016-02 increases transparency and comparability among organizations by requiring lessees to record right-to-use assets and corresponding lease liabilities on the balance sheet and disclosing key information about lease arrangements. The new guidance will continue to classify leases as either finance or operating, with classification affecting the pattern of income recognition in the statement of income. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption permitted. We are currently evaluating the effect of adopting ASU 2016-02. In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory ("ASU 2015-11"). ASU 2015-11 simplifies the subsequent measurement of inventory. It replaces the current lower of cost or market test with the lower of cost or net realizable value test. Net realizable value is defined as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The new standard will be applied prospectively and is effective for annual reporting periods beginning after December 15, 2016 and interim periods within those annual periods, with early adoption permitted. We are currently evaluating the effect of adopting ASU 2015-11, but do not expect it to have a material impact on our consolidated financial statements. In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern ("ASU 2014-15"). ASU 2014-15 provides guidance on management ' s responsibility in evaluating whether there is substantial doubt about an entity ' s ability to continue as a going concern and to provide related footnote disclosures. ASU 2014-15 is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter with early adoption permitted. We do not expect the adoption of ASU 2014-15 to have a material impact on our consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"). ASU 2014-09 is a new revenue recognition standard that provides a five-step analysis of transactions to determine when and how revenue is recognized. The core principle of the new standard is an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard will be applied retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. ASU 2014-09 was originally effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers: Deferral of the Effective Date ("ASU 2015-14"), which defers the effective date by one year while providing the option to early adopt the standard on the original effective date. The ARLP Partnership has developed an assessment team to determine the effect of adopting ASU 2014-09. The ARLP Partnership is still determining whether there will be any material impact on revenue recognition; however, we believe there will be changes with respect to disclosures on revenue from contracts and such changes will be reflected in our consolidated financial statements. The ARLP Partnership ' s assessment team will continue to work through the new guidance to finalize its evaluation later this year.

CONTINGENCIES

CONTINGENCIES	9 Months Ended
	Sep. 30, 2016
CONTINGENCIES
CONTINGENCIES	3. CONTINGENCIES We are not engaged in any material litigation. The ARLP Partnership is involved in various lawsuits, claims and regulatory proceedings incidental to its business. The ARLP Partnership records accruals for potential losses related to these matters when, in management ' s opinion, such losses are probable and reasonably estimable. Based on known facts and circumstances, the ARLP Partnership believes the ultimate outcome of these outstanding lawsuits, claims and regulatory proceedings will not have a material adverse effect on its financial condition, results of operations or liquidity. However, if the results of these matters were different from management ' s current opinion and in amounts greater than the ARLP Partnership ' s accruals, then they could have a material adverse effect.

INVENTORIES

INVENTORIES	9 Months Ended
	Sep. 30, 2016
INVENTORIES
INVENTORIES	4. INVENTORIES Inventories consist of the following: September 30, December 31, 2016 2015 (in thousands) Coal $ $ Supplies (net of reserve for obsolescence of $4,005 and $3,841, respectively) Total inventory $ $ During the nine months ended September 30, 2016, the ARLP Partnership recorded adjustments of $16.1 million to reduce the carrying value of its coal inventories to market price as a result of lower coal sale prices and higher cost per ton primarily due to lower production at the Hamilton County Coal, LLC ("Hamilton") mining complex as a result of challenging market conditions.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	9 Months Ended
	Sep. 30, 2016
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS	5. FAIR VALUE MEASUREMENTS The following table summarizes our fair value measurements within the hierarchy: September 30, 2016 December 31, 2015 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 (in thousands) Measured on a recurring basis: Contingent consideration — — — — Additional disclosures: Long-term debt — — — — Total $ — $ $ $ — $ $ The carrying amounts for cash equivalents, accounts receivable, accounts payable, due from affiliates and due to affiliates approximate fair value due to the short maturity of those instruments. The estimated fair value of the ARLP Partnership ' s long-term debt, including current maturities, is based on interest rates that the ARLP Partnership believes are currently available to it in active markets for issuance of debt with similar terms and remaining maturities (See Note 6 – Long-Term Debt). The fair value of debt, which is based upon these interest rates, is classified as a Level 2 measurement under the fair value hierarchy. The estimated fair value of the ARLP Partnership ' s contingent consideration arrangement is based on a probability-weighted discounted cash flow model. The assumptions used in the model include a risk-adjusted discount rate, forward coal sales price curves, cost of debt and probabilities of meeting certain threshold prices. The decrease in fair value was primarily a result of changes in the risk-adjusted discount rate and is recorded in Operating expenses (excluding depreciation, depletion and amortization) in our condensed consolidated income statement. The fair value measurement is based on significant inputs not observable in active markets and thus represents a Level 3 fair value measurement under the fair value hierarchy.

LONG-TERM DEBT

LONG-TERM DEBT	9 Months Ended
	Sep. 30, 2016
LONG-TERM DEBT
LONG-TERM DEBT	6. LONG-TERM DEBT Long-term debt consists of the following: Unamortized Principal Debt Issuance Costs September 30, December 31, September 30, December 31, 2016 2015 2016 2015 (in thousands) ARLP Revolving Credit facility $ $ $ $ ARLP Series B senior notes ARLP Term loan ARLP Securitization facility — — Less current maturities Total long-term debt $ $ $ $ The Intermediate Partnership has a $700.0 million revolving credit facility ("ARLP Revolving Credit Facility"), $145.0 million in ARLP Series B senior notes ("ARLP Series B Senior Notes") and a $100.0 million term loan ("ARLP Term Loan" and collectively, with the ARLP Revolving Credit Facility and the ARLP Series B Senior Notes, the "ARLP Debt Arrangements"), which are guaranteed by all of the material direct and indirect subsidiaries of the Intermediate Partnership. On October 16, 2015 the ARLP Revolving Credit Facility was amended to increase the baskets for permitted other unsecured debt and capital lease obligations and for annual sale-leaseback arrangements. The Intermediate Partnership also has a $100.0 million accounts receivable securitization facility ("ARLP Securitization Facility"). At September 30, 2016, current maturities include the ARLP Securitization Facility, the ARLP Revolving Credit Facility and the ARLP Term Loan. The ARLP Partnership’s management is currently finalizing plans to extend the ARLP Revolving Credit Facility, the cost, availability and terms of which could be impacted by weakness in the energy sector in general and coal in particular. The ARLP Debt Arrangements contain various covenants affecting the Intermediate Partnership and its subsidiaries restricting, among other things, the amount of distributions by the Intermediate Partnership, incurrence of additional indebtedness and liens, sale of assets, investments, mergers and consolidations and transactions with affiliates, in each case subject to various exceptions. The ARLP Debt Arrangements also require the Intermediate Partnership to remain in control of a certain amount of mineable coal reserves relative to its annual production. In addition, the ARLP Debt Arrangements require the Intermediate Partnership to maintain (a) debt to cash flow ratio of not more than 3.0 to 1.0 and (b) cash flow to interest expense ratio of not less than 3.0 to 1.0, in each case, during the four most recently ended fiscal quarters. The debt to cash flow ratio and cash flow to interest expense ratio were 1.12 to 1.0 and 22.0 to 1.0, respectively, for the trailing twelve months ended September 30, 2016. The ARLP Partnership was in compliance with the covenants of the ARLP Debt Arrangements as of September 30, 2016. At September 30, 2016, the ARLP Partnership had borrowings of $310.0 million and $5.7 million of letters of credit outstanding with $384.3 million available for borrowing under the ARLP Revolving Credit Facility. The ARLP Partnership utilizes the ARLP Revolving Credit Facility, as appropriate, for working capital requirements, capital expenditures and investments in affiliates. The ARLP Partnership incurs an annual commitment fee of 0.25% on the undrawn portion of the ARLP Revolving Credit Facility. On December 5, 2014, certain direct and indirect wholly-owned subsidiaries of the Intermediate Partnership entered into the ARLP Securitization Facility providing additional liquidity and funding. Under the ARLP Securitization Facility, certain subsidiaries sell trade receivables on an ongoing basis to the Intermediate Partnership, which then sells the trade receivables to AROP Funding, LLC ("AROP Funding"), a wholly-owned bankruptcy-remote special purpose subsidiary of the Intermediate Partnership, which in turn borrows on a revolving basis up to $100.0 million secured by the trade receivables. After the sale, Alliance Coal, as servicer of the assets, collects the receivables on behalf of AROP Funding. The ARLP Securitization Facility bears interest based on a Eurodollar Rate. The ARLP Securitization Facility was renewed in December 2015 and matures in December 2016. On February 24, 2016 the facility was amended to include additional subsidiaries as sellers of trade receivables, thereby increasing availability under the facility. At September 30, 2016, the ARLP Partnership had $100.0 million outstanding under the ARLP Securitization Facility. On October 6, 2015, Cavalier Minerals JV, LLC ("Cavalier Minerals") (See Note 8 – Variable Interest Entities) entered into a credit agreement (the "Cavalier Credit Agreement") with Mineral Lending, LLC ("Mineral Lending") for a $100.0 million line of credit (the "Cavalier Credit Facility"). Mineral Lending is an entity owned by a) Alliance Resource Holdings II, Inc. ("ARH II," the parent of ARH), b) an entity owned by an officer of ARH who is also a director of ARH II ("ARH Officer") and c) foundations established by the President and Chief Executive Officer of MGP and Kathleen S. Craft. There is no commitment fee under the facility. Borrowings under the Cavalier Credit Facility bear interest at a one month LIBOR rate plus 6% with interest payable quarterly. Repayment of the principal balance will begin following the first fiscal quarter after the earlier of the date on which the aggregate amount borrowed exceeds $90.0 million or December 31, 2017, in quarterly payments of an amount equal to the greater of $1.3 million initially, escalated to $2.5 million after two years, or fifty percent of Cavalier Minerals ' excess cash flow. The Cavalier Credit Facility matures September 30, 2024, at which time all amounts then outstanding are required to be repaid. To secure repayment of the facility, Cavalier Minerals pledged all of its partnership interests, owned or later acquired, in AllDale Minerals, L.P. ("AllDale I") and AllDale Minerals II, L.P. ("AllDale II") (collectively "AllDale Minerals"). Cavalier Minerals may prepay the Cavalier Credit Facility at any time in whole or in part subject to terms and conditions described in the Cavalier Credit Agreement. As of September 30, 2016, Cavalier Minerals had not drawn on the Cavalier Credit Facility. On June 29, 2016, the ARLP Partnership entered into various sale-leaseback transactions for certain mining equipment and received $33.9 million in proceeds. The lease agreements have terms ranging from three to four years with initial monthly rentals totaling $0.7 million. Balloon payments equal to 20% of the equipment cost under lease are due at the end of each lease term. As a result of this transaction, the ARLP Partnership recognized a deferred loss of $7.6 million which will be amortized over the life of the equipment. The ARLP Partnership has recognized the lease agreements as capital leases.

NONCONTROLLING INTERESTS

NONCONTROLLING INTERESTS	9 Months Ended
	Sep. 30, 2016
NONCONTROLLING INTERESTS
NONCONTROLLING INTERESTS	7. NONCONTROLLING INTERESTS Our noncontrolling ownership interest in consolidated subsidiaries is presented in the condensed consolidated balance sheet within partners ' capital as a separate component from the limited partners ' equity. In addition, consolidated net income includes earnings attributable to both the limited partners ' and the noncontrolling interests. The noncontrolling interests balance is comprised of non-affiliate and affiliate ownership interests in the net assets of the ARLP Partnership that we consolidate (See Note 1 – Organization and Presentation) and an affiliate ownership interest in Cavalier Minerals (See Note 8 – Variable Interest Entities). The following table summarizes the components of noncontrolling interests recorded in Partners ' Capital for the periods indicated: September 30, December 31, 2016 2015 (in thousands) Noncontrolling interests reflected in Partners' Capital: Affiliate (SGP) $ $ Non-Affiliates (ARLP's non-affiliate limited partners) Affiliate (Cavalier Minerals) (See Note 8 - Variable Interest Entities) Accumulated other comprehensive loss attributable to noncontrolling interests Total noncontrolling interests $ $ The noncontrolling interest designated as Affiliate (SGP) represents SGP ' s 0.01% general partner interest in ARLP and 0.01% general partner interest in the Intermediate Partnership. The noncontrolling interest designated as Non-Affiliates represents the limited partners ' interest in ARLP controlled through the common unit ownership, excluding the 31,088,338 common units of ARLP held by us. The total obligation associated with ARLP ' s Long-Term Incentive Plan ("ARLP LTIP"), MGP Amended and Restated Deferred Compensation Plan for Directors ("MGP Deferred Compensation Plan") and the Supplemental Executive Retirement Plan ("SERP") are also included in the Non-Affiliates component of noncontrolling interest (See Note 11 – Compensation Plans). The following table summarizes net income attributable to each component of the noncontrolling interests for the periods indicated: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Net income attributable to noncontrolling interest: Affiliate (SGP) $ $ $ $ Non-Affiliates (ARLP's non-affiliate limited partners) Affiliates (Cavalier Minerals) The following table summarizes cash distributions paid by ARLP to each component of the noncontrolling interests for the periods indicated: Nine Months Ended September 30, 2016 2015 (in thousands) Distributions paid to noncontrolling interests: Affiliate (SGP) (1) $ $ Non-Affiliates (ARLP's non-affiliate limited partners) (1) $ $ (1) Distributions paid to noncontrolling interests, in the table above, represent ARLP ' s quarterly distributions in accordance with the ARLP partnership agreement. The Affiliate (SGP) component of noncontrolling interests represents SGP ' s cumulative investment basis in the net assets of the ARLP Partnership. After the consummation of the various transactions associated with the ARLP Partnership ' s formation and initial public offering in 1999 (which included the contribution of net assets by SGP to the ARLP Partnership, the retention by SGP of debt borrowings assumed by ARLP and a distribution by ARLP to SGP), SGP ' s investment basis in ARLP totaled $(303.9) million. SGP ' s investment basis as of September 30, 2016 and December 31, 2015 also reflects the cumulative amount of nominal ARLP income allocations and distributions to SGP and nominal contributions by SGP to ARLP and the Intermediate Partnership to maintain its general partner interests. The following tables present the change in Partners ' Capital for the nine months ended September 30, 2016 and 2015: Alliance Holdings GP, L.P. Accumulated Other Limited Partners' Comprehensive Noncontrolling Total Partners' Capital Income (Loss) Interest Capital (in thousands) Balance at January 1, 2016 $ $ $ $ Net income — Other comprehensive income — Settlement of directors deferred compensation — Vesting of ARLP Long-Term Incentive Plan — — Common unit-based compensation — Distributions on ARLP common unit-based compensation — — Contributions to consolidated company from affiliate noncontrolling interest — — Distributions paid by consolidated company Distributions to AHGP Partners — — Distributions paid by consolidated partnership to noncontrolling interest — — Balance at September 30, 2016 $ $ $ $ Alliance Holdings GP, L.P. Accumulated Other Limited Partners' Comprehensive Noncontrolling Total Partners' Capital Income (Loss) Interest Capital (in thousands) Balance at January 1, 2015 $ $ $ $ Net income — Other comprehensive income — Settlement of directors deferred compensation — — Vesting of ARLP Long-Term Incentive Plan — — Common unit-based compensation — Distributions on ARLP common unit-based compensation — — Contributions to consolidated company from affiliate noncontrolling interest — — Distributions to AHGP Partners — — Distributions paid by consolidated partnership to noncontrolling interest — — Balance at September 30, 2015 $ $ $ $

VARIABLE INTEREST ENTITIES

VARIABLE INTEREST ENTITIES	9 Months Ended
	Sep. 30, 2016
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES	8. VARIABLE INTEREST ENTITIES Cavalier Minerals On November 10, 2014, the ARLP Partnership ' s subsidiary, Alliance Minerals, LLC ("Alliance Minerals"), and Bluegrass Minerals Management, LLC ("Bluegrass Minerals") entered into a limited liability company agreement (the "Cavalier Agreement") to create Cavalier Minerals, which was formed to indirectly acquire oil and gas mineral interests, initially through its 71.7% noncontrolling ownership interest in AllDale I and subsequently through its 72.8% noncontrolling ownership interest in AllDale II. Bluegrass Minerals is owned and controlled by the ARH Officer as discussed in Note 6 – Long-Term Debt and is Cavalier Minerals ' managing member. Alliance Minerals and Bluegrass Minerals initially committed funding of $48.0 million and $2.0 million, respectively, to Cavalier Minerals, and Cavalier Minerals committed funding of $49.0 million to AllDale I. On October 6, 2015, Alliance Minerals and Bluegrass Minerals committed to fund an additional $96.0 million and $4.0 million, respectively, to Cavalier Minerals, and Cavalier Minerals committed to fund $100.0 million to AllDale II. Contributions made from Alliance Minerals and Bluegrass Minerals to Cavalier Minerals and remaining commitments for each period presented are as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Alliance Minerals Beginning cumulative commitment fulfilled $ $ $ $ Capital contributions - Cash Capital contributions - AllDale Minerals' distributions received by Cavalier Minerals — — Ending cumulative commitment fulfilled Remaining commitment Total committed $ $ $ $ Bluegrass Minerals Beginning cumulative commitment fulfilled $ $ $ $ Capital contributions - Cash Capital contributions - AllDale Minerals' distributions received by Cavalier Minerals — — Ending cumulative commitment fulfilled Remaining commitment Total committed $ $ $ $ At Alliance Minerals ' election, Cavalier Minerals will meet its remaining funding commitment to AllDale Minerals through contributions from Alliance Minerals and Bluegrass Minerals or from borrowings under the Cavalier Credit Facility (see Note 6 – Long-Term Debt). The ARLP Partnership expects to fund its remaining commitments utilizing existing cash balances, future cash flows from operations, borrowings under credit and securitization facilities and cash provided from the issuance of debt or equity, or by requiring Cavalier Minerals to draw on the Cavalier Credit Facility. In accordance with the Cavalier Agreement, Bluegrass Minerals is entitled to receive an incentive distribution from Cavalier Minerals equal to 25% of all distributions (including in liquidation) after return of members ' capital reduced by certain distributions received by Bluegrass Minerals or its owner from AllDale Minerals Management, LLC ("AllDale Minerals Management"), the managing member of AllDale Minerals. Distributions paid to Alliance Minerals and Bluegrass Minerals from Cavalier Minerals for each period presented are as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Alliance Minerals $ $ — $ $ — Bluegrass Minerals — — Alliance Minerals ' ownership interest in Cavalier Minerals at September 30, 2016 was 96%. The remainder of the equity ownership is held by Bluegrass Minerals. The ARLP Partnership has consolidated Cavalier Minerals ' financial results as it concluded that Cavalier Minerals is a variable interest entity ("VIE") and the ARLP Partnership is the primary beneficiary because neither Bluegrass Minerals nor Alliance Minerals individually has both the power and the benefits related to Cavalier Minerals and the ARLP Partnership is most closely aligned with Cavalier Minerals through its substantial equity ownership. Bluegrass Minerals equity ownership of Cavalier Minerals is accounted for as noncontrolling ownership interest in our condensed consolidated balance sheets. In addition, earnings attributable to Bluegrass Minerals are recognized as noncontrolling interest in our condensed consolidated statements of income. WKY CoalPlay On November 17, 2014, SGP Land, LLC ("SGP Land"), a wholly-owned subsidiary of SGP, and two limited liability companies ("Craft Companies") owned by irrevocable trusts established by the President and Chief Executive Officer of MGP entered into a limited liability company agreement to form WKY CoalPlay, LLC ("WKY CoalPlay"). WKY CoalPlay was formed, in part, to purchase and lease coal reserves. WKY CoalPlay is managed by the ARH Officer discussed in Note 6 – Long-Term Debt, who is also an employee of SGP Land and trustee of the irrevocable trusts owning the Craft Companies. In December 2014 and February 2015, the ARLP Partnership entered into various coal reserve leases with WKY CoalPlay. During the nine months ended September 30, 2016, the ARLP Partnership paid $10.8 million of advanced royalties to WKY CoalPlay. As of September 30, 2016, the ARLP Partnership had $20.4 million of advanced royalties outstanding under the leases, which is reflected in the Advance royalties, net line items in our condensed consolidated balance sheets. The ARLP Partnership has concluded that WKY CoalPlay is a VIE because of its ability to exercise options to acquire reserves under lease with WKY CoalPlay, which is not within the control of the equity holders and, if it occurs, could potentially limit the expected residual return to the owners of WKY CoalPlay. The ARLP Partnership does not have any economic or governance rights related to WKY CoalPlay and the ARLP Partnership ' s options that provide it with a variable interest in WKY CoalPlay ' s reserve assets do not give it any rights that constitute power to direct the primary activities that most significantly impact WKY CoalPlay ' s economic performance. SGP Land has the sole ability to replace the manager of WKY CoalPlay at its discretion and therefore has power to direct the activities of WKY CoalPlay. Consequently, the ARLP Partnership concluded that SGP Land is the primary beneficiary of WKY CoalPlay. The ARLP Partnership ARLP is a publicly-traded master limited partnership (NASDAQ ticker "ARLP") created in 1999 to acquire certain coal production and marketing assets of ARH. AHGP holds 41.8% of the limited partnership interests in ARLP in addition to a 1.98% general partner interest in the ARLP Partnership through its 100% ownership of MGP. The limited partners do not have substantive kick-out rights to remove the general partner nor do they have substantive participating rights in the activities of ARLP, therefore we determined that ARLP is a variable interest entity. To determine the primary beneficiary of ARLP, we considered that AHGP through its 100% ownership of MGP has the sole ability to direct the activities of ARLP and with its ownership of 41.8% limited partner interest and all the incentive distribution rights through MGP, has economic benefit that is significant to ARLP. As a result we determined that AHGP has both the power and benefits with respect to ARLP and is therefore the primary beneficiary and consolidates ARLP. The Partnership Agreement (the "Agreement") of ARLP requires MGP to distribute on a quarterly basis 100% of ARLP’s available cash to ARLP ' s partners. Available cash is determined as defined in the Agreement and represents all cash with the exception of cash reserves (i) for the proper conduct of the business including reserves for future capital expenditures and for anticipated credit needs of the ARLP Partnership, (ii) to comply with debt obligations or (iii) to provide funds for certain subsequent distributions. MGP is required under the terms of the Agreement to meet the distribution requirements as discussed above. As discussed in Note 6 – Long-Term Debt, the Intermediate Partnership ' s debt covenants place additional restrictions on distributions from ARLP by limiting cash available for distribution based on various debt covenants pertaining to the most recent preceding quarter. MGP cannot hold cash reserves to provide for subsequent distributions if that would prevent ARLP from making its minimum quarterly distributions or any cumulative distributions in arrears. MGP does not have the ability to amend the Agreement without the consent of a majority of the limited partners.

EQUITY INVESTMENT

EQUITY INVESTMENT	9 Months Ended
	Sep. 30, 2016
EQUITY INVESTMENT
EQUITY INVESTMENT	9. EQUITY INVESTMENT AllDale Minerals On November 10, 2014, Cavalier Minerals (see Note 8 – Variable Interest Entities) made an initial contribution of $7.4 million in return for a limited partner interest in AllDale Minerals, which was created to purchase oil and gas mineral interests in various geographic locations within producing basins in the continental U.S. The ARLP Partnership continually reviews all rights provided to Cavalier Minerals and the ARLP Partnership by various agreements and continues to conclude all such rights do not provide Cavalier Minerals or the ARLP Partnership the ability to unilaterally direct any of the activities of AllDale Minerals that most significantly impact its economic performance. As such, the ARLP Partnership accounts for Cavalier Minerals ' ownership interest in the income or loss of AllDale Minerals as an equity investment and it is so reflected in our condensed consolidated financial statements. The ARLP Partnership records equity income or loss based on AllDale Minerals ' distribution structure. The changes in the ARLP Partnership ' s equity investment in AllDale Minerals for each of the periods presented were as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Beginning balance $ $ $ $ Contributions Equity in income (loss) of affiliates, net Distributions received — — Ending balance $ $ $ $

WORKERS' COMPENSATION AND PNEUM

WORKERS' COMPENSATION AND PNEUMOCONIOSIS	9 Months Ended
	Sep. 30, 2016
WORKERS' COMPENSATION AND PNEUMOCONIOSIS
WORKERS' COMPENSATION AND PNEUMOCONIOSIS	10. WORKERS ' COMPENSATION AND PNEUMOCONIOSIS The changes in the workers ' compensation liability, including current and long-term liability balances, for each of the periods presented were as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Beginning balance $ $ $ $ Accruals increase Payments Interest accretion Valuation loss (gain) (1) — — Ending balance $ $ $ $ (1) The ARLP Partnership ' s liability for the estimated present value of current workers ' compensation benefits is based on its actuarial estimates. The ARLP Partnership ' s actuarial calculations are based on a blend of actuarial projection methods and numerous assumptions including claim development patterns, mortality, medical costs and interest rates. The ARLP Partnership conducted a mid-year review of its actuarial assumptions in the second quarter of 2016 which resulted in a valuation loss in 2016 primarily attributable to a decrease in the discount rate used to calculate the estimated present value of future obligations from 3.63% at December 31, 2015 to 2.89% at June 30, 2016, partially offset by favorable changes in claims development. The ARLP Partnership ' s mid-year actuarial review in the second quarter of 2015 resulted in a valuation gain primarily attributable to favorable changes in claims development and an increase in the discount rate from 3.41% at December 31, 2014 to 3.71% at June 30, 2015. Absent evidence of significant changes in underlying activity or assumptions, the actuarial study is performed at June 30 and December 31 each year. Accordingly, the discount rate used in the ARLP Partnership’s assumptions at June 30, 2016 and 2015 continue in use for the third quarter liability estimate for both years. Certain of the ARLP Partnership ' s mine operating entities are liable under state statutes and the Federal Coal Mine Health and Safety Act of 1969, as amended, to pay pneumoconiosis, or black lung, benefits to eligible employees and former employees and their dependents. Components of the net periodic benefit cost for each of the periods presented are as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Service cost $ $ $ $ Interest cost Amortization of net actuarial gain (1) Net periodic benefit cost $ $ $ $ (1) Amortization of net actuarial gain is included in the Operating expenses (excluding depreciation, depletion and amortization) line item within our condensed consolidated statements of income.

COMPENSATION PLANS

COMPENSATION PLANS	9 Months Ended
	Sep. 30, 2016
COMPENSATION PLANS
COMPENSATION PLANS	11. COMPENSATION PLANS ARLP Partnership The ARLP Partnership has established the ARLP LTIP for certain employees and officers of MGP and its affiliates who perform services for the ARLP Partnership. The ARLP LTIP awards are grants of non-vested "phantom" or notional units, also referred to as "restricted units", which upon satisfaction of time and performance-based vesting requirements, entitle the ARLP LTIP participant to receive ARLP common units. Annual grant levels and vesting provisions for designated participants are recommended by the President and Chief Executive Officer of MGP, subject to review and approval of the compensation committee of the MGP board of directors (the "MGP Compensation Committee"). On January 22, 2016, the MGP Compensation Committee determined that the vesting requirements for the 2013 grants of 284,272 restricted units (which was net of 9,178 forfeitures) had been satisfied as of January 1, 2016. As a result of this vesting, on February 11, 2016, the ARLP Partnership issued 176,319 unrestricted common units to the ARLP LTIP participants. The remaining units were settled in cash to satisfy the individual statutory minimum tax obligations of the ARLP LTIP participants. On January 22, 2016, the MGP Compensation Committee authorized additional grants of 969,028 restricted units, of which 960,992 units were granted during the nine months ended September 30, 2016 and will vest on January 1, 2019, subject to satisfaction of certain financial tests. The fair value of these 2016 grants is equal to the intrinsic value at the date of grant, which was $12.38 per unit. ARLP LTIP expense was $3.1 million and $2.8 million for the three months ended September 30, 2016 and 2015, respectively, and $9.0 million and $8.3 million for the nine months ended September 30, 2016 and 2015, respectively. After consideration of the January 1, 2016 vesting and subsequent issuance of 176,319 common units, approximately 2.8 million units remain available under the ARLP LTIP for issuance in the future, assuming all grants issued in 2014, 2015 and 2016 currently outstanding are settled with ARLP common units, without reduction for tax withholding, and no future forfeitures occur. As of September 30, 2016, there was $14.6 million in total unrecognized compensation expense related to the non-vested ARLP LTIP grants that are expected to vest. That expense is expected to be recognized over a weighted-average period of 1.6 years. As of September 30, 2016, the intrinsic value of the non-vested ARLP LTIP grants was $35.7 million. As of September 30, 2016, the total obligation associated with the ARLP LTIP was $21.5 million and is included in the noncontrolling interests line item in our condensed consolidated balance sheets. As provided under the distribution equivalent rights provisions of the ARLP LTIP and the terms of the ARLP LTIP awards, all non-vested grants include contingent rights to receive quarterly distributions in cash or, in the case of the 2016 grants, in the discretion of the MGP Compensation Committee, cash or in lieu of cash, phantom units credited to a bookkeeping account with value, equal to the cash distributions ARLP makes to its unitholders during the vesting period. AHGP Partnership We have also adopted a Long-Term Incentive Plan (the "AHGP LTIP") for employees, directors and consultants of our general partner and its affiliates, including the ARLP Partnership. Grants under the AHGP LTIP are to be made in AHGP restricted units, which are "phantom" units that entitle the grantee to receive either a common unit or equivalent amount of cash upon the vesting of the phantom units. The aggregate number of common units reserved for issuance under the AHGP LTIP is 5,215,000. There have been no grants under the AHGP LTIP as of September 30, 2016. SERP and Directors Deferred Compensation Plans The ARLP Partnership utilizes the SERP to provide deferred compensation benefits for certain officers and key employees. All allocations made to participants under the SERP are made in the form of "phantom" ARLP units and SERP distributions will be settled in the form of ARLP common units. The SERP is administered by the MGP Compensation Committee. Our directors participate in the AGP Amended and Restated Deferred Compensation Plan for Directors ("AGP Deferred Compensation Plan"), and the directors of MGP participate in the MGP Deferred Compensation Plan (collectively, the "Deferred Compensation Plans"). Pursuant to the Deferred Compensation Plans, for amounts deferred either automatically or at the election of the director, a notional account is established and credited with notional common units of ARLP or AHGP, as appropriate, which are described in the Deferred Compensation Plans as "phantom" units. Distributions from the Deferred Compensation Plans will be settled in the form of ARLP or AHGP common units, as applicable. For both the SERP and Deferred Compensation Plans, when quarterly cash distributions are made with respect to ARLP or AHGP common units, an amount equal to such quarterly distribution is credited to each participant ' s notional account as additional phantom units. All grants of phantom units under the SERP and Deferred Compensation Plans vest immediately. For the nine months ended September 30, 2016 and 2015, SERP and MGP Deferred Compensation Plan participant notional account balances were credited with a total of 56,473 and 24,741 phantom units, respectively, and the fair value of these phantom units was $14.00 per unit and $30.23 per unit, respectively, on a weighted-average basis. For the nine months ended September 30, 2016 and 2015, AGP Deferred Compensation Plan participant notional account balances were credited with a total of 9,361 and 3,540 phantom units, respectively, and the fair value of these phantom units was $17.54 per unit and $47.64 per unit, respectively, on a weighted-average basis. Total SERP and Deferred Compensation Plans expense was $0.3 million and $0.4 million for the three months ended September 30, 2016 and 2015, respectively, and $1.1 million for each of the nine months ended September 30, 2016 and 2015. As of September 30, 2016, there were 499,782 total phantom units outstanding under the SERP and Deferred Compensation Plans and the total intrinsic value of the SERP and Deferred Compensation Plans phantom units was $11.2 million. As of September 30, 2016, the total obligation associated with the SERP and MGP Deferred Compensation Plan was $14.3 million, which was included in the noncontrolling interests line item in our condensed consolidated balance sheets. The total obligation associated with the AGP Deferred Compensation Plan was $0.9 million, which was included in the partners ' capital-limited partners line item in our condensed consolidated balance sheets. On March 3, 2016, we provided 6,958 AHGP common units to an AGP director under the AGP Deferred Compensation Plan.

COMPONENTS OF PENSION PLAN NET

COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS	9 Months Ended
	Sep. 30, 2016
COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS
COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS	12. COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS Eligible employees at certain of the ARLP Partnership ' s mining operations participate in a defined benefit plan (the "Pension Plan") sponsored by the ARLP Partnership. The benefit formula for the Pension Plan is a fixed dollar unit based on years of service. Components of the net periodic benefit cost for each of the periods presented are as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Service cost $ $ $ $ Interest cost Expected return on plan assets Amortization of net loss (1) Net periodic benefit cost $ $ $ $ (1) Amortization of net actuarial loss is included in the Operating expenses (excluding depreciation, depletion and amortization) line item within our condensed consolidated statements of income. During the nine months ended September 30, 2016, the ARLP Partnership made contribution payments of $0.6 million to the Pension Plan for the 2015 plan year and $1.3 million to the Pension Plan for the 2016 plan year. On October 17, 2016, the ARLP Partnership made a contribution payment of $0.7 million for the 2016 plan year.

SEGMENT INFORMATION

SEGMENT INFORMATION	9 Months Ended
	Sep. 30, 2016
SEGMENT INFORMATION
SEGMENT INFORMATION	13. SEGMENT INFORMATION The ARLP Partnership operates in the eastern U.S. as a producer and marketer of coal to major utilities and industrial users. We aggregate multiple operating segments into two reportable segments: Illinois Basin and Appalachia, and we have an "all other" category referred to as Other and Corporate. Our reportable segments correspond to major coal producing regions in the eastern U.S. Similar economic characteristics for our operating segments within each of these two reportable segments generally include coal quality, geology, coal marketing opportunities, mining and transportation methods and regulatory issues. The Illinois Basin reportable segment is comprised of multiple operating segments, including current operating mining complexes a) Webster County Coal, LLC's Dotiki mining complex, b) Gibson County Coal, LLC's mining complex, which includes the Gibson North (currently idled) and Gibson South mines, c) White County Coal, LLC's Pattiki mining complex ("Pattiki"), d) Warrior Coal, LLC's mining complex, e) River View Coal, LLC's mining complex and f) the Hamilton mining complex. The Pattiki mining complex is currently expected to cease production by the end of 2016. The Illinois Basin reportable segment also includes Hopkins County Coal, LLC's mining complex, which includes the Elk Creek mine and the Fies property, Sebree Mining, LLC's mining complex ("Sebree"), which includes the Onton mine, Steamport, LLC and certain Sebree reserves, CR Services, LLC, CR Machine Shop, LLC, certain properties and equipment of Alliance Resource Properties, ARP Sebree, LLC, ARP Sebree South, LLC and UC Coal, LLC and its subsidiaries, UC Mining, LLC and UC Processing, LLC (collectively "UC Coal"). The Sebree and Fies properties are held by the ARLP Partnership for future mine development. UC Coal equipment assets acquired in 2015 are being deployed as needed at various Illinois Basin operating mines. The Elk Creek mine depleted its reserves in March 2016 and ceased production on April 1, 2016. The Onton and Gibson North mines have been idled since the fourth quarter of 2015 in response to market conditions. The Appalachia reportable segment is comprised of multiple operating segments, including the Mettiki mining complex, the Tunnel Ridge, LLC mining complex and the MC Mining, LLC mining complex. The Mettiki mining complex includes Mettiki Coal (WV), LLC ' s Mountain View mine and Mettiki Coal, LLC ' s preparation plant. During the fourth quarter of 2015, the ARLP Partnership surrendered the Penn Ridge leases as they were no longer a core part of the ARLP Partnership ' s foreseeable development plans. Other and Corporate includes the ARLP Partnership and AHGP ' s marketing and administrative expenses, Alliance Service, Inc. ("ASI") and its subsidiary, Matrix Design Group, LLC and its subsidiaries Matrix Design International, LLC and Matrix Design Africa (PTY) LTD ("Matrix Design"), Alliance Design Group, LLC ("Alliance Design") (collectively, the Matrix Design entities and Alliance Design are referred to as the "Matrix Group"), ASI ' s ownership of aircraft, the Mt. Vernon Transfer Terminal, LLC ("Mt. Vernon") dock activities, coal brokerage activity, Mid-America Carbonates, LLC ("MAC"), certain activities of Alliance Resource Properties, Pontiki Coal, LLC ' s throughput receivables and prior workers ' compensation and pneumoconiosis liabilities, Wildcat Insurance, LLC ("Wildcat Insurance"), Alliance Minerals, and its affiliate, Cavalier Minerals (See Note 8 – Variable Interest Entities), which holds an equity investment in AllDale Minerals (Note 9 – Equity Investment), and AROP Funding (Note 6 – Long-Term Debt). Reportable segment results as of and for the three and nine months ended September 30, 2016 and 2015 are presented below. Illinois Other and Elimination Basin Appalachia Corporate (1) Consolidated (in thousands) Three months ended September 30, 2016 Total revenues (2) $ $ $ $ $ Segment Adjusted EBITDA Expense (3) Segment Adjusted EBITDA (4) Capital expenditures — Three months ended September 30, 2015 Total revenues (2) $ $ $ $ $ Segment Adjusted EBITDA Expense (3) Segment Adjusted EBITDA (4)(5) Capital expenditures — Illinois Other and Elimination Basin Appalachia Corporate (1) Consolidated (in thousands) Nine months ended September 30, 2016 Total revenues (2) $ $ $ $ $ Segment Adjusted EBITDA Expense (3) Segment Adjusted EBITDA (4) Total assets (6) Capital expenditures — Nine months ended September 30, 2015 Total revenues (2) $ $ $ $ $ Segment Adjusted EBITDA Expense (3) Segment Adjusted EBITDA (4)(5) Total assets (6) Capital expenditures (7) — (1) The elimination column represents the elimination of intercompany transactions and is primarily comprised of sales from the Matrix Group and MAC to the ARLP Partnership ' s mining operations, coal sales and purchases between operations within different segments, sales of receivables to AROP Funding and insurance premiums paid to Wildcat Insurance. (2) Revenues included in the Other and Corporate column are primarily attributable to the Matrix Group revenues, Mt. Vernon transloading revenues, MAC revenues, Wildcat Insurance revenues and brokerage coal sales. (3) Segment Adjusted EBITDA Expense includes operating expenses, outside coal purchases and other income. Transportation expenses are excluded as these expenses are passed through to the ARLP Partnership ' s customers and consequently it does not realize any gain or loss on transportation revenues. We review Segment Adjusted EBITDA Expense per ton for cost trends. The following is a reconciliation of consolidated Segment Adjusted EBITDA Expense to Operating expenses (excluding depreciation, depletion and amortization): Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Segment Adjusted EBITDA Expense $ $ $ $ Outside coal purchases Other income Operating expenses (excluding depreciation, depletion and amortization) $ $ $ $ (4) Segment Adjusted EBITDA is defined as net income (prior to the allocation of noncontrolling interest) before net interest expense, income taxes, depreciation, depletion and amortization, general and administrative expenses and asset impairment. Management therefore is able to focus solely on the evaluation of segment operating profitability as it relates to the ARLP Partnership ' s revenues and operating expenses, which are primarily controlled by our segments. Consolidated Segment Adjusted EBITDA is reconciled to net income as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Consolidated Segment Adjusted EBITDA $ $ $ $ General and administrative Depreciation, depletion and amortization Asset impairment — — Interest expense, net Income tax expense Net income $ $ $ $ (5) Includes equity in loss of affiliates for the three and nine months ended September 30, 2015 of $17.1 million and $48.5 million, respectively, in the Illinois Basin segment. (6) Total assets for Other and Corporate include investments in affiliates of $128.1 million and $48.0 million at September 30, 2016 and 2015, respectively. (7) Capital expenditures shown above exclude the Hamilton acquisition on July 31, 2015, the Patriot acquisition on February 3, 2015 and the MAC acquisition on January 1, 2015.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2016
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	14. SUBSEQUENT EVENTS On October 28, 2016, we declared a quarterly distribution for the quarter ended September 30, 2016, of $0.55 per unit on all common units outstanding, totaling approximately $32.9 million, payable on November 18, 2016 to all unitholders of record as of November 10, 2016. On October 28, 2016, the ARLP Partnership declared a quarterly distribution for the quarter ended September 30, 2016, of $0.4375 per unit, on all common units outstanding, totaling approximately $52.4 million, including MGP ' s incentive distributions, payable on November 14, 2016 to all unitholders of record as of November 7, 2016.

ORGANIZATION AND PRESENTATION (

ORGANIZATION AND PRESENTATION (Policies)	9 Months Ended
	Sep. 30, 2016
ORGANIZATION AND PRESENTATION
Basis of Presentation	Basis of Presentation The accompanying condensed consolidated financial statements include our accounts and operations and those of MGP, ARLP (a variable interest entity of which AHGP is the primary beneficiary), ARLP’s consolidated Intermediate Partnership and the Intermediate Partnership’s operating subsidiaries and present the financial position as of September 30, 2016 and December 31, 2015, the results of operations and comprehensive income for the three and nine months ended September 30, 2016 and 2015 and the cash flows for the nine months ended September 30, 2016 and 2015. ARLP and its consolidated subsidiaries represent virtually all the net assets and operations of AHGP. All intercompany transactions and accounts have been eliminated. See Note 8 – Variable Interest Entities for information regarding our consolidation of ARLP. The earnings of the ARLP Partnership allocated to its limited partners ' interests not owned by us and allocated to SGP ' s general partner interest in ARLP, are reflected as noncontrolling interest in our condensed consolidated statements of income and balance sheet. Our consolidated financial statements do not differ materially from those of the ARLP Partnership. The differences between our financial statements and those of the ARLP Partnership are primarily attributable to (a) amounts reported as noncontrolling interests and (b) additional general and administrative costs and taxes attributable to us. The additional general and administrative costs principally consist of costs incurred by us as a result of being a publicly traded partnership, amounts billed by, and reimbursed to, Alliance Coal under an administrative services agreement and amounts billed by, and reimbursed to, AGP under our partnership agreement. Net income attributable to Alliance Holdings GP, L.P. from within our accompanying condensed consolidated financial statements will be described as "Net Income of AHGP." These condensed consolidated financial statements and notes are unaudited. However, in the opinion of management, these financial statements reflect all normal recurring adjustments necessary for a fair presentation of the results for the periods presented. Results for interim periods are not necessarily indicative of results to be expected for the full year ending December 31, 2016. These condensed consolidated financial statements and notes are prepared pursuant to the rules and regulations of the Securities and Exchange Commission for interim reporting and do not include all of the information normally included with financial statements prepared in accordance with generally accepted accounting principles ("GAAP") of the U.S. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2015.
Use of Estimates	Use of Estimates The preparation of AHGP Partnership's condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in our condensed consolidated financial statements. Actual results could differ from those estimates.
Goodwill	Goodwill Goodwill represents the excess of cost over the fair value of net assets of acquired businesses. Goodwill is not amortized, but instead is evaluated for impairment periodically. The ARLP Partnership evaluates goodwill for impairment annually on November 30th, or more often if events or circumstances indicate that goodwill might be impaired. The reporting unit or units used to evaluate and measure goodwill for impairment are determined primarily from the manner in which the business is managed or operated. A reporting unit is an operating segment or a component that is one level below an operating segment. There were no impairments of goodwill during the nine months ended September 30, 2016. In future periods it is reasonably possible that a variety of circumstances could result in an impairment of goodwill.

INVENTORIES (Tables)

INVENTORIES (Tables)	9 Months Ended
	Sep. 30, 2016
INVENTORIES
Schedule of inventories	September 30, December 31, 2016 2015 (in thousands) Coal $ $ Supplies (net of reserve for obsolescence of $4,005 and $3,841, respectively) Total inventory $ $

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	9 Months Ended
	Sep. 30, 2016
FAIR VALUE MEASUREMENTS
Summary of fair value measurements within the hierarchy	September 30, 2016 December 31, 2015 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 (in thousands) Measured on a recurring basis: Contingent consideration — — — — Additional disclosures: Long-term debt — — — — Total $ — $ $ $ — $ $

LONG-TERM DEBT (Tables)

LONG-TERM DEBT (Tables)	9 Months Ended
	Sep. 30, 2016
LONG-TERM DEBT
Schedule of long-term debt	Unamortized Principal Debt Issuance Costs September 30, December 31, September 30, December 31, 2016 2015 2016 2015 (in thousands) ARLP Revolving Credit facility $ $ $ $ ARLP Series B senior notes ARLP Term loan ARLP Securitization facility — — Less current maturities Total long-term debt $ $ $ $

NONCONTROLLING INTERESTS (Table

NONCONTROLLING INTERESTS (Tables)	9 Months Ended
	Sep. 30, 2016
NONCONTROLLING INTERESTS
Components of noncontrolling interests recorded in Partners' Capital	September 30, December 31, 2016 2015 (in thousands) Noncontrolling interests reflected in Partners' Capital: Affiliate (SGP) $ $ Non-Affiliates (ARLP's non-affiliate limited partners) Affiliate (Cavalier Minerals) (See Note 8 - Variable Interest Entities) Accumulated other comprehensive loss attributable to noncontrolling interests Total noncontrolling interests $ $
Summary of net income attributable to noncontrolling interests	Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Net income attributable to noncontrolling interest: Affiliate (SGP) $ $ $ $ Non-Affiliates (ARLP's non-affiliate limited partners) Affiliates (Cavalier Minerals)
Summary of cash distribution paid by ARLP to noncontrolling interests	Nine Months Ended September 30, 2016 2015 (in thousands) Distributions paid to noncontrolling interests: Affiliate (SGP) (1) $ $ Non-Affiliates (ARLP's non-affiliate limited partners) (1) $ $ (1) Distributions paid to noncontrolling interests, in the table above, represent ARLP ' s quarterly distributions in accordance with the ARLP partnership agreement.
Summary of changes in Partners' Capital	Alliance Holdings GP, L.P. Accumulated Other Limited Partners' Comprehensive Noncontrolling Total Partners' Capital Income (Loss) Interest Capital (in thousands) Balance at January 1, 2016 $ $ $ $ Net income — Other comprehensive income — Settlement of directors deferred compensation — Vesting of ARLP Long-Term Incentive Plan — — Common unit-based compensation — Distributions on ARLP common unit-based compensation — — Contributions to consolidated company from affiliate noncontrolling interest — — Distributions paid by consolidated company Distributions to AHGP Partners — — Distributions paid by consolidated partnership to noncontrolling interest — — Balance at September 30, 2016 $ $ $ $ Alliance Holdings GP, L.P. Accumulated Other Limited Partners' Comprehensive Noncontrolling Total Partners' Capital Income (Loss) Interest Capital (in thousands) Balance at January 1, 2015 $ $ $ $ Net income — Other comprehensive income — Settlement of directors deferred compensation — — Vesting of ARLP Long-Term Incentive Plan — — Common unit-based compensation — Distributions on ARLP common unit-based compensation — — Contributions to consolidated company from affiliate noncontrolling interest — — Distributions to AHGP Partners — — Distributions paid by consolidated partnership to noncontrolling interest — — Balance at September 30, 2015 $ $ $ $

VARIABLE INTEREST ENTITIES (Tab

VARIABLE INTEREST ENTITIES (Tables)	9 Months Ended
	Sep. 30, 2016
VARIABLE INTEREST ENTITIES
Schedule of contributions and commitments	Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Alliance Minerals Beginning cumulative commitment fulfilled $ $ $ $ Capital contributions - Cash Capital contributions - AllDale Minerals' distributions received by Cavalier Minerals — — Ending cumulative commitment fulfilled Remaining commitment Total committed $ $ $ $ Bluegrass Minerals Beginning cumulative commitment fulfilled $ $ $ $ Capital contributions - Cash Capital contributions - AllDale Minerals' distributions received by Cavalier Minerals — — Ending cumulative commitment fulfilled Remaining commitment Total committed $ $ $ $
Schedule of distributions	Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Alliance Minerals $ $ — $ $ — Bluegrass Minerals — —

EQUITY INVESTMENTS (Tables)

EQUITY INVESTMENTS (Tables)	9 Months Ended
	Sep. 30, 2016
EQUITY INVESTMENT
Schedule of changes in the ARLP Partnership's equity investment	Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Beginning balance $ $ $ $ Contributions Equity in income (loss) of affiliates, net Distributions received — — Ending balance $ $ $ $

WORKERS' COMPENSATION AND PNE29

WORKERS' COMPENSATION AND PNEUMOCONIOSIS (Tables)	9 Months Ended
	Sep. 30, 2016
Accrued Workers Compensation And Pneumoconiosis Benefits
Reconciliation of changes in workers' compensation liability	Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Beginning balance $ $ $ $ Accruals increase Payments Interest accretion Valuation loss (gain) (1) — — Ending balance $ $ $ $ (1) The ARLP Partnership ' s liability for the estimated present value of current workers ' compensation benefits is based on its actuarial estimates. The ARLP Partnership ' s actuarial calculations are based on a blend of actuarial projection methods and numerous assumptions including claim development patterns, mortality, medical costs and interest rates. The ARLP Partnership conducted a mid-year review of its actuarial assumptions in the second quarter of 2016 which resulted in a valuation loss in 2016 primarily attributable to a decrease in the discount rate used to calculate the estimated present value of future obligations from 3.63% at December 31, 2015 to 2.89% at June 30, 2016, partially offset by favorable changes in claims development. The ARLP Partnership ' s mid-year actuarial review in the second quarter of 2015 resulted in a valuation gain primarily attributable to favorable changes in claims development and an increase in the discount rate from 3.41% at December 31, 2014 to 3.71% at June 30, 2015. Absent evidence of significant changes in underlying activity or assumptions, the actuarial study is performed at June 30 and December 31 each year. Accordingly, the discount rate used in the ARLP Partnership’s assumptions at June 30, 2016 and 2015 continue in use for the third quarter liability estimate for both years.
Pneumoconiosis benefits
Accrued Workers Compensation And Pneumoconiosis Benefits
Components of net periodic benefit cost	Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Service cost $ $ $ $ Interest cost Amortization of net actuarial gain (1) Net periodic benefit cost $ $ $ $ (1) Amortization of net actuarial gain is included in the Operating expenses (excluding depreciation, depletion and amortization) line item within our condensed consolidated statements of income.

COMPONENTS OF PENSION PLAN NE30

COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS (Tables)	9 Months Ended
	Sep. 30, 2016
Pension Plan
Employee Benefit Plans
Components of net periodic benefit cost	Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Service cost $ $ $ $ Interest cost Expected return on plan assets Amortization of net loss (1) Net periodic benefit cost $ $ $ $ (1) Amortization of net actuarial loss is included in the Operating expenses (excluding depreciation, depletion and amortization) line item within our condensed consolidated statements of income.

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	9 Months Ended
	Sep. 30, 2016
SEGMENT INFORMATION
Schedule of reportable segment results	Illinois Other and Elimination Basin Appalachia Corporate (1) Consolidated (in thousands) Three months ended September 30, 2016 Total revenues (2) $ $ $ $ $ Segment Adjusted EBITDA Expense (3) Segment Adjusted EBITDA (4) Capital expenditures — Three months ended September 30, 2015 Total revenues (2) $ $ $ $ $ Segment Adjusted EBITDA Expense (3) Segment Adjusted EBITDA (4)(5) Capital expenditures — Illinois Other and Elimination Basin Appalachia Corporate (1) Consolidated (in thousands) Nine months ended September 30, 2016 Total revenues (2) $ $ $ $ $ Segment Adjusted EBITDA Expense (3) Segment Adjusted EBITDA (4) Total assets (6) Capital expenditures — Nine months ended September 30, 2015 Total revenues (2) $ $ $ $ $ Segment Adjusted EBITDA Expense (3) Segment Adjusted EBITDA (4)(5) Total assets (6) Capital expenditures (7) — (1) The elimination column represents the elimination of intercompany transactions and is primarily comprised of sales from the Matrix Group and MAC to the ARLP Partnership ' s mining operations, coal sales and purchases between operations within different segments, sales of receivables to AROP Funding and insurance premiums paid to Wildcat Insurance. (2) Revenues included in the Other and Corporate column are primarily attributable to the Matrix Group revenues, Mt. Vernon transloading revenues, MAC revenues, Wildcat Insurance revenues and brokerage coal sales. (3) Segment Adjusted EBITDA Expense includes operating expenses, outside coal purchases and other income. Transportation expenses are excluded as these expenses are passed through to the ARLP Partnership ' s customers and consequently it does not realize any gain or loss on transportation revenues. We review Segment Adjusted EBITDA Expense per ton for cost trends. The following is a reconciliation of consolidated Segment Adjusted EBITDA Expense to Operating expenses (excluding depreciation, depletion and amortization): Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Segment Adjusted EBITDA Expense $ $ $ $ Outside coal purchases Other income Operating expenses (excluding depreciation, depletion and amortization) $ $ $ $ (4) Segment Adjusted EBITDA is defined as net income (prior to the allocation of noncontrolling interest) before net interest expense, income taxes, depreciation, depletion and amortization, general and administrative expenses and asset impairment. Management therefore is able to focus solely on the evaluation of segment operating profitability as it relates to the ARLP Partnership ' s revenues and operating expenses, which are primarily controlled by our segments. Consolidated Segment Adjusted EBITDA is reconciled to net income as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Consolidated Segment Adjusted EBITDA $ $ $ $ General and administrative Depreciation, depletion and amortization Asset impairment — — Interest expense, net Income tax expense Net income $ $ $ $ (5) Includes equity in loss of affiliates for the three and nine months ended September 30, 2015 of $17.1 million and $48.5 million, respectively, in the Illinois Basin segment. (6) Total assets for Other and Corporate include investments in affiliates of $128.1 million and $48.0 million at September 30, 2016 and 2015, respectively. (7) Capital expenditures shown above exclude the Hamilton acquisition on July 31, 2015, the Patriot acquisition on February 3, 2015 and the MAC acquisition on January 1, 2015.
Reconciliation of consolidated Segment Adjusted EBITDA Expense to operating expenses (excluding depreciation, depletion and amortization)	Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Segment Adjusted EBITDA Expense $ $ $ $ Outside coal purchases Other income Operating expenses (excluding depreciation, depletion and amortization) $ $ $ $
Reconciliation of consolidated Segment Adjusted EBITDA to net income	Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 (in thousands) Consolidated Segment Adjusted EBITDA $ $ $ $ General and administrative Depreciation, depletion and amortization Asset impairment — — Interest expense, net Income tax expense Net income $ $ $ $

ORGANIZATION AND PRESENTATION32

ORGANIZATION AND PRESENTATION (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2016USD ($)
Ownership interests
Ownership percentage by limited partners	100.00%
Impairments of goodwill	$ 0
MGP
Ownership interests
Subsidiaries holding percentage	100.00%
ARLP | Affiliate (SGP)
Ownership interests
Ownership percentage by noncontrolling owners	0.01%
Intermediate Partnership | Affiliate (SGP)
Ownership interests
Ownership percentage by noncontrolling owners	0.01%

INVENTORIES (Details)

INVENTORIES (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
INVENTORIES
Coal	$ 56,366	$ 83,682
Supplies (net of reserve for obsolescence of $3,729 and $3,841, respectively)	33,538	37,399
Total inventory	89,904	121,081
Reserve for obsolescence	4,005	$ 3,841
Adjustment to reduce carrying value of coal inventories to market	$ 16,100

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details) - Estimated fair value - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Level 2
FAIR VALUE MEASUREMENTS
Long-term debt	$ 667,425	$ 819,099
Total	667,425	819,099
Level 3
FAIR VALUE MEASUREMENTS
Total	7,000	10,400
Level 3 | Recurring
FAIR VALUE MEASUREMENTS
Contingent consideration	$ 7,000	$ 10,400

LONG-TERM DEBT - Components (De

LONG-TERM DEBT - Components (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Principal
Long-term debt including current and non-current	$ 655,000	$ 819,350
Less current maturities	(510,000)	(239,350)
Total long-term debt	145,000	580,000
Unamortized Debt Issuance Costs
Unamortized debt issuance costs including current and non-current	(896)	(1,844)
Less current maturities	845	1,264
Total unamortized debt issuance costs	(51)	(580)
ARLP Revolving Credit Facility
Principal
Long-term debt including current and non-current	310,000	385,000
Unamortized Debt Issuance Costs
Unamortized debt issuance costs including current and non-current	(573)	(1,234)
ARLP Term Loan
Principal
Long-term debt including current and non-current	100,000	206,250
Unamortized Debt Issuance Costs
Unamortized debt issuance costs including current and non-current	(205)	(441)
ARLP Series B Senior Notes
Principal
Long-term debt including current and non-current	145,000	145,000
Unamortized Debt Issuance Costs
Unamortized debt issuance costs including current and non-current	(118)	(169)
ARLP Securitization facility
Principal
Long-term debt including current and non-current	$ 100,000	$ 83,100

LONG-TERM DEBT - ARLP Debt Arra

LONG-TERM DEBT - ARLP Debt Arrangements and Securitization Facility (Details)	9 Months Ended	12 Months Ended
	Sep. 30, 2016USD ($)	Sep. 30, 2016USD ($)	Dec. 31, 2015USD ($)
Long-Term Debt
Borrowings	$ 655,000,000	$ 655,000,000	$ 819,350,000
ARLP Debt Arrangements
Long-Term Debt
ARLP debt arrangements requirements, period over which the ratios are required to be maintained	12 months
Actual debt to cash flow ratio for trailing twelve months		1.12
Actual cash flow to interest expense ratio for trailing twelve months		22
ARLP Debt Arrangements | Maximum
Long-Term Debt
ARLP debt arrangements requirements, debt to cash flow ratio	3
ARLP Debt Arrangements | Minimum
Long-Term Debt
ARLP debt arrangements requirements, cash flow to interest expense ratio	3
ARLP Revolving Credit Facility
Long-Term Debt
Revolving credit facility	$ 700,000,000	$ 700,000,000
Letters of credit outstanding	5,700,000	5,700,000
Line of credit facility, available for borrowing	$ 384,300,000	384,300,000
Frequency of commitment fee on undrawn portion	annual
Annual commitment fee percentage, undrawn portion	0.25%
Borrowings	$ 310,000,000	310,000,000	385,000,000
ARLP Securitization facility
Long-Term Debt
Revolving credit facility	100,000,000	100,000,000
Borrowings	$ 100,000,000	$ 100,000,000	$ 83,100,000

LONG-TERM DEBT - Cavalier (Deta

LONG-TERM DEBT - Cavalier (Details) - Cavalier Credit Agreement $ in Millions	9 Months Ended
	Sep. 30, 2016USD ($)
Long-Term Debt
Credit facility amount	$ 100
Annual commitment fee percentage, undrawn portion	0.00%
Threshold aggregate borrowings to trigger principle repayment	$ 90
Period for initial amount of payments	2 years
Minimum
Long-Term Debt
Initial quarterly payments	$ 1.3
Quarterly payments after initial period	$ 2.5
Quarterly payments as a percentage of excess cash flow	50.00%
LIBOR
Long-Term Debt
Basis spread for variable interest rate (as a percent)	6.00%

LONG-TERM DEBT - Sale-Leaseback

LONG-TERM DEBT - Sale-Leaseback (Details) - USD ($) $ in Thousands	Jun. 29, 2016	Sep. 30, 2016
Sale-leaseback transaction
Proceeds from sale of mining equipment leased back		$ 33,881
Sale-leaseback of mining equipment, June 2016
Sale-leaseback transaction
Proceeds from sale of mining equipment leased back	$ 33,900
Monthly rent under lease agreement	$ 700
Balloon payment due at end of lease term (as a percent)	20.00%
Deferred loss	$ 7,600
Sale-leaseback of mining equipment, June 2016 | Minimum
Sale-leaseback transaction
Term of lease	3 years
Sale-leaseback of mining equipment, June 2016 | Maximum
Sale-leaseback transaction
Term of lease	4 years

NONCONTROLLING INTERESTS - Part

NONCONTROLLING INTERESTS - Partners' Capital (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015	Dec. 31, 1999
Noncontrolling Interest
Noncontrolling interests	$ 475,858	$ 441,748
ARLP
Noncontrolling Interest
Units owned by parent	31,088,338
Accumulated other comprehensive loss attributable to noncontrolling interests
Noncontrolling Interest
Noncontrolling interests	$ (19,498)	(19,682)
Affiliate (SGP)
Noncontrolling Interest
Noncontrolling interests	$ (303,828)	(303,822)	$ (303,900)
Affiliate (SGP) | ARLP
Noncontrolling Interest
Ownership percentage by noncontrolling owners	0.01%
Affiliate (SGP) | Intermediate Partnership
Noncontrolling Interest
Ownership percentage by noncontrolling owners	0.01%
Non-Affiliates (ARLP's non-affiliate limited partners)
Noncontrolling Interest
Noncontrolling interests	$ 794,062	762,667
Affiliate (Cavalier Minerals)
Noncontrolling Interest
Noncontrolling interests	$ 5,122	$ 2,585

NONCONTROLLING INTERESTS - Net

NONCONTROLLING INTERESTS - Net Income (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Noncontrolling Interest
Net income attributable to noncontrolling interest	$ 40,337	$ 26,765	$ 92,643	$ 100,476
Affiliate (SGP)
Noncontrolling Interest
Net income attributable to noncontrolling interest	14	9	32	35
Non-Affiliates (ARLP's non-affiliate limited partners)
Noncontrolling Interest
Net income attributable to noncontrolling interest	40,279	26,763	92,571	100,468
Affiliate (Cavalier Minerals)
Noncontrolling Interest
Net income attributable to noncontrolling interest	$ 44	$ (7)	$ 40	$ (27)

NONCONTROLLING INTERESTS - Dist

NONCONTROLLING INTERESTS - Distributions (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Noncontrolling Interest
Distributions paid by consolidated partnership to noncontrolling interests	$ 69,680	$ 87,623
Affiliate (SGP)
Noncontrolling Interest
Distributions paid by consolidated partnership to noncontrolling interests	38	49
Non-Affiliates (ARLP's non-affiliate limited partners)
Noncontrolling Interest
Distributions paid by consolidated partnership to noncontrolling interests	$ 69,642	$ 87,574

NONCONTROLLING INTERESTS - Roll

NONCONTROLLING INTERESTS - Rollforward (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Increase (Decrease) in Partners' Capital
Balance			$ 994,132	$ 1,018,274
Net income	$ 88,844	$ 82,862	217,365	283,053
Other comprehensive income	127	726	383	2,178
Settlement of directors deferred compensation			(499)	(177)
Vesting of ARLP Long-Term Incentive Plan			(1,001)	(2,719)
Common unit-based compensation			10,039	9,317
Distributions on ARLP common unit-based compensation			(2,673)	(1,995)
Contributions to consolidated company from affiliate noncontrolling interest			2,557	1,483
Distributions paid by consolidated company to affiliate noncontrolling interest			(60)
Distributions to AHGP Partners			(123,318)	(168,365)
Distributions paid by consolidated partnership to noncontrolling interest			(67,007)	(85,628)
Balance	1,029,918	1,055,421	1,029,918	1,055,421
Accumulated Other Comprehensive Income (Loss)
Increase (Decrease) in Partners' Capital
Balance			(14,875)	(15,456)
Other comprehensive income			199	963
Balance	(14,676)	(14,493)	(14,676)	(14,493)
Noncontrolling Interest
Increase (Decrease) in Partners' Capital
Balance			441,748	453,496
Net income			92,643	100,476
Other comprehensive income			184	1,215
Settlement of directors deferred compensation			(335)
Vesting of ARLP Long-Term Incentive Plan			(1,001)	(2,719)
Common unit-based compensation			9,802	9,148
Distributions on ARLP common unit-based compensation			(2,673)	(1,995)
Contributions to consolidated company from affiliate noncontrolling interest			2,557	1,483
Distributions paid by consolidated company to affiliate noncontrolling interest			(60)
Distributions paid by consolidated partnership to noncontrolling interest			(67,007)	(85,628)
Balance	475,858	475,476	475,858	475,476
Limited Partners' Capital
Increase (Decrease) in Partners' Capital
Balance			567,259	580,234
Net income			124,722	182,577
Settlement of directors deferred compensation			(164)	(177)
Common unit-based compensation			237	169
Distributions to AHGP Partners			(123,318)	(168,365)
Balance	$ 568,736	$ 594,438	$ 568,736	$ 594,438

VARIABLE INTEREST ENTITIES - Ca

VARIABLE INTEREST ENTITIES - Cavalier Minerals (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Oct. 06, 2015	Sep. 30, 2015	Nov. 11, 2014
All Dale I | Cavalier Minerals
Variable Interest Entities
Noncontrolling ownership interest (as a percent)	71.70%
All Dale I | Funding Commitments | Cavalier Minerals
Variable Interest Entities
Funding commitment				$ 49,000
All Dale II | Cavalier Minerals
Variable Interest Entities
Noncontrolling ownership interest (as a percent)	72.80%
All Dale II | Funding Commitments | Cavalier Minerals
Variable Interest Entities
Funding commitment		$ 100,000
Cavalier Minerals | Funding Commitments | Alliance Minerals
Variable Interest Entities
Funding commitment	$ 17,834		$ 878
Cavalier Minerals | Funding Commitments | Bluegrass Minerals
Variable Interest Entities
Funding commitment	$ 743		$ 37
Cavalier Minerals | Initial Funding Commitment | Alliance Minerals
Variable Interest Entities
Funding commitment				48,000
Cavalier Minerals | Initial Funding Commitment | Bluegrass Minerals
Variable Interest Entities
Funding commitment				$ 2,000
Cavalier Minerals | Additional Funding Commitment | Alliance Minerals
Variable Interest Entities
Funding commitment		96,000
Cavalier Minerals | Additional Funding Commitment | Bluegrass Minerals
Variable Interest Entities
Funding commitment		$ 4,000

VARIABLE INTEREST ENTITIES - 44

VARIABLE INTEREST ENTITIES - Cavalier Minerals Commitments (Details) - Cavalier Minerals - Funding Commitments - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Alliance Minerals
Variable Interest Entities
Beginning cumulative commitment fulfilled	$ 95,597	$ 30,675	$ 63,498	$ 11,520
Capital contributions - Cash	30,184	16,447	61,360	35,602
Capital contributions - AllDale Minerals' distributions received by Cavalier Minerals	385		1,308
Ending cumulative commitment fulfilled	126,166	47,122	126,166	47,122
Remaining commitment	17,834	878	17,834	878
Total committed	144,000	48,000	144,000	48,000
Bluegrass Minerals
Variable Interest Entities
Beginning cumulative commitment fulfilled	3,983	1,627	2,646	480
Capital contributions - Cash	1,258	336	2,557	1,483
Capital contributions - AllDale Minerals' distributions received by Cavalier Minerals	16		54
Ending cumulative commitment fulfilled	5,257	1,963	5,257	1,963
Remaining commitment	743	37	743	37
Total committed	$ 6,000	$ 2,000	$ 6,000	$ 2,000

VARIABLE INTEREST ENTITIES - 45

VARIABLE INTEREST ENTITIES - Cavalier Minerals Distributions (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2016	Sep. 30, 2015
Variable Interest Entities
Distributions paid by consolidated partnership to noncontrolling interests		$ 123,318	$ 168,365
Cavalier Minerals | Alliance Minerals
Variable Interest Entities
Distributions paid by consolidated partnership to noncontrolling interests	$ 1,444	$ 1,444
Cavalier Minerals | Bluegrass Minerals
Variable Interest Entities
Incentive distribution for noncontrolling owners (as a percent)		25.00%
Distributions paid by consolidated partnership to noncontrolling interests	$ 60	$ 60
Cavalier Minerals | Variable Interest Entity, Primary Beneficiary | Alliance Minerals
Variable Interest Entities
Ownership interest in VIE (as a percent)		96.00%

VARIABLE INTEREST ENTITIES - Ot

VARIABLE INTEREST ENTITIES - Other VIEs (Details) $ in Millions	9 Months Ended
	Sep. 30, 2016USD ($)company
MGP
Variable Interest Entities
Percentage of available cash distributed	100.00%
MGP
Variable Interest Entities
Ownership interest (as a percent)	100.00%
Variable Interest Entity, Primary Beneficiary | ARLP | Limited Partners' Capital
Variable Interest Entities
Ownership interest in VIE (as a percent)	41.80%
Variable Interest Entity, Primary Beneficiary | ARLP | General Partner Interest
Variable Interest Entities
Ownership interest in VIE (as a percent)	1.98%
WKY CoalPlay | Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entities
Number of limited liability companies related to MGP, that formed the related party together with SGP Land | company	2
WKY CoalPlay | Variable Interest Entity, Not Primary Beneficiary | Coal lease
Variable Interest Entities
Payments for royalties	$ 10.8
Advance royalties	$ 20.4

EQUITY INVESTMENT (Details)

EQUITY INVESTMENT (Details) - USD ($) $ in Thousands	Nov. 10, 2014	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Changes in equity method investment
Beginning balance				$ 64,509
Equity in income (loss) of affiliates, net		$ 1,105	$ (17,221)	1,041	$ (49,049)
Distributions received				(60)
Ending balance		128,051		128,051
AllDale Minerals | Cavalier Minerals
Equity Investments
Contribution to equity investee	$ 7,400
Changes in equity method investment
Contributions	$ 7,400
AllDale Minerals | ARLP
Equity Investments
Contribution to equity investee		32,181	16,866	65,367	37,374
Changes in equity method investment
Beginning balance		96,670	31,314	64,509	11,257
Contributions		32,181	16,866	65,367	37,374
Equity in income (loss) of affiliates, net		1,105	(146)	1,041	(597)
Distributions received		(1,905)		(2,866)
Ending balance		$ 128,051	$ 48,034	$ 128,051	$ 48,034

WORKERS' COMPENSATION AND PNE48

WORKERS' COMPENSATION AND PNEUMOCONIOSIS - Workers' Compensation Liability (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015	Dec. 31, 2014
Reconciliation of the changes in workers' compensation liability
Beginning balance	$ 56,403	$ 55,671	$ 54,558	$ 57,557	$ 57,557
Accruals increase	2,480	2,959	7,904	9,126
Payments	(2,238)	(2,250)	(8,226)	(6,864)
Interest accretion	492	489	1,476	1,466
Valuation loss (gain)			1,425	(4,416)
Ending balance	$ 57,137	$ 56,869	$ 57,137	$ 56,869	$ 54,558	$ 57,557
Workers' compensation discount rate			2.89%	3.71%	3.63%	3.41%

WORKERS' COMPENSATION AND PNE49

WORKERS' COMPENSATION AND PNEUMOCONIOSIS - Periodic Benefit Cost (Details) - Pneumoconiosis benefits - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Accrued Workers Compensation And Pneumoconiosis Benefits
Service cost	$ 644	$ 773	$ 1,936	$ 2,237
Interest cost	627	524	1,880	1,571
Amortization of net actuarial gain	(660)	(113)	(1,982)	(338)
Net periodic benefit cost	$ 611	$ 1,184	$ 1,834	$ 3,470

COMPENSATION PLANS - ARLP Long-

COMPENSATION PLANS - ARLP Long-Term Incentive Plan (Details) - ARLP LTIP - USD ($) $ / shares in Units, $ in Millions	Feb. 11, 2016	Jan. 01, 2016	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015	Jan. 22, 2016
Compensation Plans
Common units issued upon vesting	176,319
Common unit-based based compensation expense			$ 3.1	$ 2.8	$ 9	$ 8.3
Units available for grant			2,800,000		2,800,000
Unrecognized compensation expense			$ 14.6		$ 14.6
Weighted-average period for recognition of expense					1 year 7 months 6 days
Total unit based obligation recorded			21.5		$ 21.5
Phantom Share Units (PSUs)
Compensation Plans
Additional grants authorized (in units)								969,028
Units granted					960,992
Fair value as intrinsic value at date of grant (in dollars per unit)					$ 12.38
Intrinsic value of outstanding grants			$ 35.7		$ 35.7
Phantom Share Units (PSUs) | 2013 Grants
Compensation Plans
Units for which vesting requirements were deemed satisfied		284,272
Forfeitures (in units)							9,178

COMPENSATION PLANS - Other Plan

COMPENSATION PLANS - Other Plans (Details) - USD ($) $ / shares in Units, $ in Millions	Mar. 03, 2016	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
AHGP LTIP
Compensation Plans
Units reserved for issuance		5,215,000		5,215,000
SERP and Deferred Compensation Plans
Compensation Plans
Common unit-based based compensation expense		$ 0.3	$ 0.4	$ 1.1	$ 1.1
SERP and Deferred Compensation Plans | Phantom Share Units (PSUs)
Compensation Plans
Units outstanding		499,782		499,782
Total intrinsic value		$ 11.2		$ 11.2
SERP And MGP Deferred Compensation Plan
Compensation Plans
Total unit based obligation recorded		14.3		$ 14.3
SERP And MGP Deferred Compensation Plan | Phantom Share Units (PSUs)
Compensation Plans
Units granted				56,473	24,741
Fair value (in dollars per unit)				$ 14	$ 30.23
AGP Deferred Compensation Plan
Compensation Plans
Total unit based obligation recorded		$ 0.9		$ 0.9
AGP Deferred Compensation Plan | Director
Compensation Plans
Common units issued	6,958
AGP Deferred Compensation Plan | Phantom Share Units (PSUs)
Compensation Plans
Units granted				9,361	3,540
Fair value (in dollars per unit)				$ 17.54	$ 47.64

COMPONENTS OF PENSION PLAN NE52

COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS (Details) - USD ($) $ in Thousands	Jul. 16, 2016	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Pension Plan
Components of net periodic benefit cost:
Service cost		$ 524	$ 618	$ 1,720	$ 1,855
Interest cost		1,118	1,074	3,381	3,222
Expected return on plan assets		(1,363)	(1,398)	(3,937)	(4,193)
Amortization of net loss		787	839	2,365	2,516
Net periodic benefit cost		$ 1,066	$ 1,133	3,529	$ 3,400
2015 plan year
Components of net periodic benefit cost:
Employer contribution				600
2016 plan year
Components of net periodic benefit cost:
Employer contribution	$ 700			$ 1,300

SEGMENT INFORMATION - Segment R

SEGMENT INFORMATION - Segment Results (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016USD ($)	Sep. 30, 2015USD ($)	Sep. 30, 2016USD ($)segment	Sep. 30, 2015USD ($)	Dec. 31, 2015USD ($)
Segment information
Number of reportable segments | segment			2
Reportable segment results
Total revenues	$ 551,966	$ 566,342	$ 1,403,732	$ 1,731,261
Segment Adjusted EBITDA Expense	348,932	336,074	848,482	1,045,530
Segment Adjusted EBITDA	196,447	203,652	536,559	612,359
Total assets	2,248,805	2,510,049	2,248,805	2,510,049	$ 2,366,516
Capital expenditures	21,665	51,424	70,267	159,182
Additional information
Equity in income (loss) of affiliates, net	1,105	(17,221)	1,041	(49,049)
Investments in affiliate	128,051		128,051		$ 64,509
Operating segments | Illinois Basin
Reportable segment results
Total revenues	378,488	420,517	962,244	1,237,819
Segment Adjusted EBITDA Expense	246,946	249,615	572,200	728,048
Segment Adjusted EBITDA	126,004	147,522	376,056	445,819
Total assets	1,541,513	1,799,170	1,541,513	1,799,170
Capital expenditures	10,893	37,350	41,264	105,536
Additional information
Equity in income (loss) of affiliates, net		(17,100)		(48,500)
Operating segments | Appalachia
Reportable segment results
Total revenues	154,852	136,741	411,212	460,154
Segment Adjusted EBITDA Expense	95,601	80,421	262,043	296,980
Segment Adjusted EBITDA	57,097	53,380	143,589	154,760
Total assets	480,920	565,213	480,920	565,213
Capital expenditures	10,306	11,616	27,317	49,055
Operating segments | Other and Corporate
Reportable segment results
Total revenues	41,719	40,161	88,253	146,759
Segment Adjusted EBITDA Expense	26,664	33,701	63,575	124,321
Segment Adjusted EBITDA	16,160	6,163	25,555	21,432
Total assets	374,810	282,724	374,810	282,724
Capital expenditures	466	2,458	1,686	4,591
Additional information
Investments in affiliate	128,100	48,000	128,100	48,000
Elimination
Reportable segment results
Total revenues	(23,093)	(31,077)	(57,977)	(113,471)
Segment Adjusted EBITDA Expense	(20,279)	(27,663)	(49,336)	(103,819)
Segment Adjusted EBITDA	(2,814)	(3,413)	(8,641)	(9,652)
Total assets	$ (148,438)	$ (137,058)	$ (148,438)	$ (137,058)

SEGMENT INFORMATION - EBITDA Ex

SEGMENT INFORMATION - EBITDA Expense Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Reconciliation of consolidated Segment Adjusted EBITDA Expense to operating expenses (excluding depreciation, depletion and amortization)
Segment Adjusted EBITDA Expense	$ 348,932	$ 336,074	$ 848,482	$ 1,045,530
Outside coal purchases	(1,514)	(2)	(1,514)	(326)
Other income	293	455	545	750
Operating expenses (excluding depreciation, depletion and amortization)	$ 347,711	$ 336,527	$ 847,513	$ 1,045,954

SEGMENT INFORMATION - EBITDA Re

SEGMENT INFORMATION - EBITDA Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Reconciliation of consolidated Segment Adjusted EBITDA to net income
Consolidated Segment Adjusted EBITDA	$ 196,447	$ 203,652	$ 536,559	$ 612,359
General and administrative	(18,987)	(18,356)	(55,175)	(53,659)
Depreciation, depletion and amortization	(80,612)	(84,661)	(240,640)	(242,730)
Asset impairment charge		(10,695)		(10,695)
Interest expense, net	(7,998)	(7,066)	(23,375)	(22,204)
Income tax expense (benefit)	(6)	(12)	(4)	(18)
NET INCOME	$ 88,844	$ 82,862	$ 217,365	$ 283,053

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - Subsequent event $ / shares in Units, $ in Millions	Oct. 28, 2016USD ($)$ / shares
Subsequent Event
Distributions declared (in dollars per unit) | $ / shares	$ 0.55
Approximate distribution to be paid (in dollars) | $	$ 32.9
ARLP
Subsequent Event
Distributions declared (in dollars per unit) | $ / shares	$ 0.4375
Approximate distribution to be paid, including incentive distributions | $	$ 52.4