Alliance Holdings GP (AHGP) 10-Q 8 May 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	May 08, 2017
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	Mar. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Units Outstanding		59,863,000
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
CURRENT ASSETS:
Cash and cash equivalents	$ 92,028	$ 44,525
Trade receivables	120,290	152,032
Other receivables	295	279
Due from affiliates	29	37
Inventories, net	77,871	61,051
Advance royalties, net	1,207	1,207
Prepaid expenses and other assets	18,091	22,128
Total current assets	309,811	281,259
PROPERTY, PLANT AND EQUIPMENT:
Property, plant and equipment, at cost	2,940,438	2,920,988
Less accumulated depreciation, depletion and amortization	(1,388,753)	(1,335,145)
Total property, plant and equipment, net	1,551,685	1,585,843
OTHER ASSETS:
Advance royalties, net	39,855	29,372
Equity investments in affiliates	147,052	138,817
Goodwill	136,399	136,399
Other long-term assets	24,011	25,997
Total other assets	347,317	330,585
TOTAL ASSETS	2,208,813	2,197,687
CURRENT LIABILITIES:
Accounts payable	66,054	64,460
Due to affiliates	550	906
Accrued taxes other than income taxes	18,481	18,288
Accrued payroll and related expenses	34,189	41,576
Accrued interest	2,460	316
Workers' compensation and pneumoconiosis benefits	9,826	9,897
Current capital lease obligations	27,505	27,196
Other current liabilities	14,509	14,778
Current maturities, long-term debt, net	149,953	149,874
Total current liabilities	323,527	327,291
LONG-TERM LIABILITIES:
Long-term debt, excluding current maturities, net	368,498	399,446
Pneumoconiosis benefits	63,204	62,822
Accrued pension benefit	41,300	42,070
Workers' compensation	39,940	40,400
Asset retirement obligations	125,888	125,266
Long-term capital lease obligations	78,560	85,540
Other liabilities	17,527	17,203
Total long-term liabilities	734,917	772,747
Total liabilities	1,058,444	1,100,038
Alliance Holdings GP, L.P. ("AHGP") Partners' Capital:
Limited Partners - Common Unitholders 59,863,000 units outstanding	620,846	598,077
Accumulated other comprehensive loss	(16,395)	(16,550)
Total AHGP Partners' Capital	604,451	581,527
Noncontrolling interests	545,918	516,122
Total Partners’ Capital	1,150,369	1,097,649
TOTAL LIABILITIES AND PARTNERS' CAPITAL	$ 2,208,813	$ 2,197,687

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares	Mar. 31, 2017	Dec. 31, 2016
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
	Mar. 31, 2017	Mar. 31, 2016
SALES AND OPERATING REVENUES:
Coal sales	$ 438,744	$ 401,292
Transportation revenues	9,596	6,558
Other sales and operating revenues	12,665	4,875
Total revenues	461,005	412,725
EXPENSES:
Operating expenses (excluding depreciation, depletion and amortization)	262,792	263,579
Transportation expenses	9,596	6,558
General and administrative	16,447	17,553
Depreciation, depletion and amortization	65,127	70,607
Total operating expenses	353,962	358,297
INCOME FROM OPERATIONS	107,043	54,428
Interest expense (net of interest capitalized for the three months ended March 31, 2017 and 2016 of $81 and $227, respectively)	(7,516)	(7,615)
Interest income	25	4
Equity in income (loss) of affiliates	3,700	(27)
Other income	1,298	91
INCOME BEFORE INCOME TAXES	104,550	46,881
INCOME TAX BENEFIT	(12)	(8)
NET INCOME	104,562	46,889
LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	(49,551)	(16,047)
NET INCOME ATTRIBUTABLE TO ALLIANCE HOLDINGS GP, L.P. ("NET INCOME OF AHGP")	$ 55,011	$ 30,842
BASIC NET INCOME OF AHGP PER LIMITED PARTNER UNIT (in dollars per unit)	$ 0.92	$ 0.52
DILUTED NET INCOME OF AHGP PER LIMITED PARTNER UNIT (in dollars per unit)	0.92	0.52
DISTRIBUTIONS PAID PER LIMITED PARTNER UNIT (in dollars per unit)	$ 0.55	$ 0.96
WEIGHTED AVERAGE NUMBER OF UNITS OUTSTANDING – BASIC (in units)	59,863,000	59,863,000
WEIGHTED AVERAGE NUMBER OF UNITS OUTSTANDING - DILUTED (in units)	59,863,000	59,863,000

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
Interest expense, interest capitalized	$ 81	$ 227

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2017	Mar. 31, 2016
NET INCOME		$ 104,562	$ 46,889
OTHER COMPREHENSIVE INCOME (LOSS):
OTHER COMPREHENSIVE INCOME		253	128
COMPREHENSIVE INCOME		104,815	47,017
Less: Comprehensive income attributable to noncontrolling interests		(49,649)	(16,085)
COMPREHENSIVE INCOME ATTRIBUTABLE TO AHGP		55,166	30,932
Pension Plan
OTHER COMPREHENSIVE INCOME (LOSS):
Amortization of prior service cost (1)	[1]	47
Amortization of actuarial (gain) loss (1)	[1]	773	789
Total recognized adjustments		820	789
Pneumoconiosis benefits
OTHER COMPREHENSIVE INCOME (LOSS):
Amortization of actuarial (gain) loss (1)	[1]	(567)	(661)
Total recognized adjustments		$ (567)	$ (661)
[1]	Amortization of prior service cost and 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	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
CASH FLOWS FROM OPERATING ACTIVITIES:	$ 176,552	$ 80,278
Property, plant and equipment:
Capital expenditures	(30,346)	(31,733)
Increase (decrease) in accounts payable and accrued liabilities	2,144	(6,247)
Proceeds from sale of property, plant and equipment	453	458
Contributions to equity investments in affiliates	(9,287)	(20,168)
Other	1,191	416
Net cash used in investing activities	(35,845)	(57,274)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under securitization facility		22,500
Payments under securitization facility		(13,900)
Payments on term loan		(6,250)
Borrowings under revolving credit facilities		105,000
Payments under revolving credit facilities	(25,000)	(40,000)
Payments on capital lease obligations	(6,678)	(4,871)
Payment of debt issuance costs	(6,664)
Contributions to consolidated company from affiliate noncontrolling interest	251	796
Contribution by limited partner - affiliate	800
Net settlement of employee withholding taxes on vesting of ARLP Long-Term Incentive Plan	(2,988)	(1,336)
Distributions paid by consolidated partnership to noncontrolling interests	(19,810)	(30,388)
Distributions paid to Partners	(32,925)	(57,468)
Other	(190)
Net cash used in financing activities	(93,204)	(25,917)
NET CHANGE IN CASH AND CASH EQUIVALENTS	47,503	(2,913)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	44,525	38,678
CASH AND CASH EQUIVALENTS AT END OF PERIOD	92,028	35,765
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	4,591	4,996
NON-CASH INVESTING AND FINANCING ACTIVITY:
Accounts payable for purchase of property, plant and equipment	10,376	6,387
Market value of ARLP common units issued under ARLP's Long-Term Incentive and Directors Deferred Compensation Plans before tax withholding requirements	$ 8,149	$ 3,642

ORGANIZATION AND PRESENTATION

ORGANIZATION AND PRESENTATION	3 Months Ended
	Mar. 31, 2017
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 March 31, 2017 and December 31, 2016, and the results of operations, comprehensive income and cash flows for the three months ended March 31, 2017 and 2016. 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 a 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 presented for prior periods have been recast to reflect an immaterial reclassification of depreciation, depletion, and amortization capitalized into coal inventory as an adjustment to Depreciation, depletion, and amortization rather than Operating expenses (excluding depreciation, depletion and amortization) . This reclassification did not impact Total operating expenses, Income from operations, Net income, Net income of AHGP or Basic and diluted net income of AHGP per limited partner unit. Results for interim periods are not necessarily indicative of results to be expected for the full year ending December 31, 2017. 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, 2016. 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.

NEW ACCOUNTING STANDARDS

NEW ACCOUNTING STANDARDS	3 Months Ended
	Mar. 31, 2017
NEW ACCOUNTING STANDARDS
NEW ACCOUNTING STANDARDS	2. NEW ACCOUNTING STANDARDS New Accounting Standards Issued and Adopted In January 2017, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Updated ("ASU") 2017-04, Intangibles–Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment ("ASU 2017-04"). The ASU simplifies the subsequent measurement of goodwill by eliminating the need for an entity to determine the implied fair value of goodwill to calculate an impairment charge. Under the new guidance an entity compares the fair value of the reporting unit containing the goodwill to its carrying value and records any excess carrying value as an impairment charge. We have early adopted this new standard and will apply the guidance to any future goodwill impairment assessments. 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, flexibility in the accounting for forfeitures and classification on the statement of cash flows. ASU 2016-09 was effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods, with early adoption permitted. The adoption of ASU 2016-09 did not have a material impact on our condensed consolidated financial statements. 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 was applied prospectively and was effective for annual reporting periods beginning after December 15, 2016 and interim periods within those annual periods, with early adoption permitted. The adoption of ASU 2015-11 did not have a material impact on our condensed consolidated financial statements. New Accounting Standards Issued and Not Yet Adopted In March 2017, the FASB issued ASU 2017-07, Compensation–Retirement Benefits (Topic 715) ("ASU 2017-07"). ASU 2017-07 requires that an employer disaggregate the service cost component from the other components of net benefit cost. It also provides explicit guidance on how to present the service cost component and the other components of net benefit cost in the income statement and allows only the service cost component of net benefit cost to be eligible for capitalization. The new guidance will be applied retroactively to all periods presented. ASU 2017-07 is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. We are currently evaluating the effect of adopting ASU 2017-07, but do not anticipate it will have a material impact on our consolidated financial statements. 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, but do not anticipate it will 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 classify leases as either finance or operating (similar to current standard's "capital" or "operating" classification), 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 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 as follows: 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. 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 deferred 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. As part of the assessment process, the ARLP Partnership applied the five-step analysis outlined in the new standard to certain contracts representative of the majority of its coal sales contracts and determined that its pattern of recognition appears consistent between both the new and existing standards. The ARLP Partnership has also reviewed the expanded disclosure requirements under the new standard and determined the additional information to be disclosed. In addition the ARLP Partnership is in the process of reviewing its business processes, systems and internal controls over financial reporting to support the new recognition and disclosure requirements under the new standard. The ARLP Partnership's assessment team continues to report its implementation progress for the new standard to its management and Audit Committee. The ARLP Partnership continues to monitor closely a) activities of the FASB and various non-authoritative groups with respect to implementation issues that might impact its determinations, b) existing contracts for consistency with current implementation determinations derived from it assessment process and c) its revenue recognition policy, where applicable, for required modifications. The ARLP Partnership expects to complete this review in the first half of 2017. We do not expect that the adoption of the new standard will have a material impact on our financial statements, but will require expanded disclosures including presenting, by type and by segment, revenues for all periods presented and expected revenues by year for performance obligations that are unsatisfied or partially unsatisfied as of the date of presentation. The new standard allows for two methods of adoption: a full retrospective adoption method, which requires the recasting of prior periods presented as if the new standard were in effect with a cumulative effect adjustment to equity at the beginning of the earliest period presented and a modified retrospective method which allows a cumulative effect adjustment to equity as of the date of adoption. Because the ARLP Partnership does not anticipate a change in its pattern of revenue recognition it anticipates that neither method will have a material impact on our consolidated financial statements.

CONTINGENCIES

CONTINGENCIES	3 Months Ended
	Mar. 31, 2017
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	3 Months Ended
	Mar. 31, 2017
INVENTORIES
INVENTORIES	4. INVENTORIES Inventories consist of the following: March 31, December 31, 2017 2016 (in thousands) Coal $ 44,160 $ 29,242 Supplies (net of reserve for obsolescence of $5,340 and $4,940, respectively) 33,711 31,809 Total inventories, net $ 77,871 $ 61,051

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	Mar. 31, 2017
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS	5. FAIR VALUE MEASUREMENTS The following table summarizes our fair value measurements within the hierarchy: March 31, 2017 December 31, 2016 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 (in thousands) Measured on a recurring basis: Contingent consideration $ — $ — $ 9,700 $ — $ — $ 9,700 Additional disclosures: Long-term debt — 538,876 — — 559,509 — Total $ — $ 538,876 $ 9,700 $ — $ 559,509 $ 9,700 The carrying amounts for cash equivalents, accounts receivable, accounts payable, accrued and other liabilities, 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 in the model include a risk-adjusted discount rate, forward coal sales price curves, cost of debt and probabilities of meeting certain contractual threshold coal sales prices. 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	3 Months Ended
	Mar. 31, 2017
LONG-TERM DEBT
LONG-TERM DEBT	6. LONG-TERM DEBT Long-term debt consists of the following: Unamortized Principal Debt Issuance Costs March 31, December 31, March 31, December 31, 2017 2016 2017 2016 (in thousands) ARLP Revolving Credit facility $ 230,000 $ 255,000 $ (6,418) $ (453) ARLP Series B senior notes 145,000 145,000 (84) (101) ARLP Term loan 50,000 50,000 (47) (126) ARLP Securitization facility 100,000 100,000 — — 525,000 550,000 (6,549) (680) Less current maturities (150,000) (150,000) 47 126 Total long-term debt $ 375,000 $ 400,000 $ (6,502) $ (554) On January 27, 2017, the Intermediate Partnership entered into a Fourth Amended and Restated Credit Agreement (the "ARLP Credit Agreement") with various financial institutions for a revolving credit facility and term loan (the "ARLP Credit Facility"). The ARLP Credit Facility replaced the $250 million term loan ("ARLP Replaced Term Loan") and $700 million revolving credit facility ("ARLP Replaced Revolving Credit Facility") extended to the Intermediate Partnership on May 23, 2012 (the "ARLP Replaced Credit Agreement") by various banks and other lenders that would have expired on May 23, 2017. The ARLP Credit Agreement provided for a $776.5 million revolving credit facility, reducing to $490.75 million on May 23, 2017, including a sublimit of $125 million for the issuance of letters of credit and a sublimit of $15.0 million for swingline borrowings (the "ARLP Revolving Credit Facility"), and for a term loan with a remaining principal balance of $50.0 million (the "ARLP Term Loan"). The outstanding revolver balance and term loan balance under the ARLP Replaced Credit Agreement were deemed to have been advanced under the ARLP Credit Facility on January 27, 2017. On April 3, 2017, the ARLP Partnership entered into an amendment to the ARLP Credit Agreement (the "Amendment") to extend the termination date of the ARLP Revolving Credit Facility as to $457.25 million of commitments to May 23, 2021, eliminate the Cavalier Condition and the ARLP Senior Notes Condition (both as defined in the ARLP Credit Agreement) and effectuate certain other changes. In connection with the Amendment, the ARLP Partnership increased the commitments under the ARLP Revolving Credit Facility from $479.75 million to $490.75 million, effective May 23, 2017. The ARLP Credit Agreement is guaranteed by all of the material direct and indirect subsidiaries of the Intermediate Partnership, and is secured by substantially all of the Intermediate Partnership’s assets. The ARLP Term Loan aggregate remaining outstanding principal balance of $50.0 million will be paid in full in May 2017. Borrowings under the ARLP Credit Facility bear interest, at the option of the Intermediate Partnership, at either (i) the Base Rate at the greater of three benchmarks or (ii) a Eurodollar Rate, plus margins for (i) or (ii), as applicable, that fluctuate depending upon the ratio of Consolidated Debt to Consolidated Cash Flow (each as defined in the ARLP Credit Agreement). The ARLP Revolving Credit Facility bears a lower interest rate for Non-Extending Lenders during their brief participation period which ends May 23, 2017 compared to rates associated with the new lenders and Extending Lenders which are in effect through termination of the ARLP Revolving Credit Facility. The ARLP Partnership elected a Eurodollar Rate, which, with applicable margin, was 3.12% on borrowings outstanding as of March 31, 2017. At March 31, 2017, the ARLP Partnership had borrowings of $230.0 million and $8.6 million of letters of credit outstanding with $537.9 million available for borrowing under the ARLP Revolving Credit Facility. The ARLP Partnership currently incurs a weighted average annual commitment fee of 0.31% on the undrawn portion of 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, scheduled debt payments and distribution payments. On January 27, 2017, the Intermediate Partnership also amended the 2008 Note Purchase Agreement dated June 26, 2008, for $145.0 million of Series B Senior Notes which bear interest at 6.72% and are due to mature on June 26, 2018 with interest payable semi-annually. The amendment provided for certain modifications to the terms and provisions of the ARLP Note Purchase Agreement, including granting liens on substantially all of the Intermediate Partnership's assets to secure its obligations under the ARLP Note Purchase Agreement on an equal basis with the obligations under the ARLP Credit Agreement. The amendment also modified certain covenants to align them with the applicable covenants in the ARLP Credit Agreement. As discussed below, the ARLP Partnership intends to repay the ARLP Series B Senior Notes in May 2017. The ARLP Credit Agreement and the ARLP Series B Senior Notes (collectively, "ARLP Debt Arrangements") contain various restrictions affecting the Intermediate Partnership and its subsidiaries including, among other things, incurrence of additional indebtedness and liens, sale of assets, investments, mergers and consolidations and transactions with affiliates, in each case subject to various exceptions, and the payment of cash distributions by the Intermediate Partnership if such payment would result in a certain fixed charge coverage ratio (as defined in the ARLP Debt Arrangements). The Amendment lowered this fixed charge ratio from less than 1.25 to 1.0 to 1.15 to 1.0 for each rolling four-quarter period and further limited the Intermediate Partnership’s ability to incur certain unsecured debt. The Amendment also removed the requirement for the Intermediate Partnership to remain in control of a certain amount of mineable coal reserves relative to its annual production. The ARLP Debt Arrangements require the Intermediate Partnership maintain (a) a debt to cash flow ratio of not more than 2.25 to 1.0 and (b) a 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 0.80 to 1.0 and 25.5 to 1.0, respectively, for the trailing twelve months ended March 31, 2017. The ARLP Partnership was in compliance with the covenants of the ARLP Debt Arrangements as of March 31, 2017. On April 24, 2017, the Intermediate Partnership and Alliance Resource Finance Corporation (as co-issuer), a wholly owned subsidiary of the Intermediate Partnership ("Alliance Finance"), issued an aggregate principal amount of $400.0 million of senior unsecured notes due 2025 ("ARLP Senior Notes") in a private placement to qualified institutional buyers. The ARLP Senior Notes have a term of eight years maturing on May 1, 2025 (the "Term") and accrue interest at an annual rate of 7.5%. Interest is payable semi-annually in arrears on each May 1 and November 1, commencing on November 1, 2017. The indenture to the ARLP Senior Notes contains customary terms, events of default and covenants relating to, among other things, the incurrence of debt, the payment of distributions or similar restricted payments, undertaking transactions with affiliates and limitations on asset sales. At any time prior to May 1, 2020, the issuers of the ARLP Senior Notes may redeem up to 35% of the aggregate principal amount of the ARLP Senior Notes at a redemption price equal to 107.5% of the principal amount redeemed, plus accrued and unpaid interest, if any, to the redemption date, with an amount of cash not greater than the net proceeds from one or more equity offerings. The issuers of the ARLP Senior Notes may also redeem all or a part of the notes at any time on or after May 1, 2020, at redemption prices set forth in the indenture to the ARLP Senior Notes. At any time prior to May 1, 2020, the issuers of the ARLP Senior Notes may redeem the ARLP Senior Notes at a redemption price equal to the principal amount of the ARLP Senior Notes plus a "make-whole" premium, plus accrued and unpaid interest, if any, to the redemption date. The net proceeds from issuance of the ARLP Senior Notes and cash on hand were partially used to repay the ARLP Revolving Credit Facility and will partially be used to repay the ARLP Term Loan and the outstanding ARLP Series B Senior Notes in May 2017 (including a make-whole payment of approximately $8.9 million). The ARLP Partnership incurred discount and debt issuance costs of approximately $9.0 million in connection with issuance of the ARLP Senior Notes which will be deferred and amortized as a component of interest expense over the Term. On December 5, 2014, certain direct and indirect wholly-owned subsidiaries of the Intermediate Partnership entered into a $100.0 million accounts receivable securitization facility ("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. It was renewed in December 2016 and matures in December 2017. At March 31, 2017, the ARLP Partnership had $100.0 million outstanding under the 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 payment of the facility, Cavalier Minerals pledged all of its partnership interests, owned or later acquired, in AllDale Minerals, LP ("AllDale I") and AllDale Minerals II, LP ("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 March 31, 2017, Cavalier Minerals had not drawn on the Cavalier Credit Facility. Alliance Minerals, LLC ("Alliance Minerals") has the right to require Cavalier Minerals to draw the full amount available under the Cavalier Credit Facility and distribute the proceeds to the members of Cavalier Minerals, including Alliance Minerals.

NONCONTROLLING INTERESTS

NONCONTROLLING INTERESTS	3 Months Ended
	Mar. 31, 2017
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: March 31, December 31, 2017 2016 (in thousands) Noncontrolling interests reflected in Partners' Capital: Affiliate (SGP) $ (303,810) $ (303,818) Non-Affiliates (ARLP's non-affiliate limited partners) 865,861 836,380 Affiliate (Cavalier Minerals) (See Note 8 - Variable Interest Entities) 5,759 5,550 Accumulated other comprehensive loss attributable to noncontrolling interests (21,892) (21,990) Total noncontrolling interests $ 545,918 $ 516,122 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 March 31, 2017 2016 (in thousands) Net income attributable to noncontrolling interest: Affiliate (SGP) $ 17 $ 6 Non-Affiliates (ARLP's non-affiliate limited partners) 49,386 16,043 Affiliates (Cavalier Minerals) 148 (2) 49,551 16,047 The following table summarizes cash distributions paid by ARLP to each component of the noncontrolling interests for the periods indicated: Three Months Ended March 31, 2017 2016 (in thousands) Distributions paid to noncontrolling interests: Affiliate (SGP) (1) $ 9 $ 18 Non-Affiliates (ARLP's non-affiliate limited partners) (1) 19,801 30,370 $ 19,810 $ 30,388 (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 March 31, 2017 and December 31, 2016 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 three months ended March 31, 2017 and 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, 2017 $ 598,077 $ (16,550) $ 516,122 $ 1,097,649 Net income 55,011 — 49,551 104,562 Other comprehensive income — 155 98 253 Settlement of directors deferred compensation (14) — — (14) Vesting of ARLP Long-Term Incentive Plan — — (2,988) (2,988) Common unit-based compensation (103) — 2,884 2,781 Distributions on ARLP common unit-based compensation — — (862) (862) Contributions to consolidated company from affiliate noncontrolling interest — — 251 251 Distributions paid by consolidated company — — (190) (190) Contributions by limited partner - affiliate 800 — — 800 Distributions to AHGP Partners (32,925) — — (32,925) Distributions paid by consolidated partnership to noncontrolling interest — — (18,948) (18,948) Balance at March 31, 2017 $ 620,846 $ (16,395) $ 545,918 $ 1,150,369 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 $ 567,259 $ (14,875) $ 441,748 $ 994,132 Net income 30,842 — 16,047 46,889 Other comprehensive income — 90 38 128 Settlement of directors deferred compensation (92) — (335) (427) Vesting of ARLP Long-Term Incentive Plan — — (1,001) (1,001) Common unit-based compensation 60 — 3,135 3,195 Distributions on ARLP common unit-based compensation — — (1,277) (1,277) Contributions to consolidated company from affiliate noncontrolling interest — — 796 796 Distributions to AHGP Partners (57,468) — — (57,468) Distributions paid by consolidated partnership to noncontrolling interest — — (29,111) (29,111) Balance at March 31, 2016 $ 540,601 $ (14,785) $ 430,040 $ 955,856

VARIABLE INTEREST ENTITIES

VARIABLE INTEREST ENTITIES	3 Months Ended
	Mar. 31, 2017
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES	8. VARIABLE INTEREST ENTITIES Cavalier Minerals On November 10, 2014, the ARLP Partnership ' s subsidiary, 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 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 in the three months ended March 31, 2017 sufficiently completed funding to Cavalier Minerals for these commitments. As of March 31, 2017, Cavalier Minerals is not expected to call on further funding of these commitments from Alliance Minerals and Bluegrass Minerals. Contributions made from Alliance Minerals and Bluegrass Minerals to Cavalier Minerals for each period presented are as follows: Three Months Ended March 31, 2017 2016 (in thousands) Alliance Minerals Beginning cumulative commitment fulfilled $ 137,077 $ 63,498 Capital contributions - Cash 6,035 19,080 Capital contributions - Net AllDale Minerals' distributions received by Cavalier Minerals (1) — 399 Ending cumulative commitment fulfilled 143,112 82,977 Remaining commitment 888 61,023 Total committed $ 144,000 $ 144,000 Bluegrass Minerals Beginning cumulative commitment fulfilled $ 5,712 $ 2,646 Capital contributions - Cash 251 795 Capital contributions - Net AllDale Minerals' distributions received by Cavalier Minerals (1) — 17 Ending cumulative commitment fulfilled 5,963 3,458 Remaining commitment 37 2,542 Total committed $ 6,000 $ 6,000 (1) Represents distributions received from AllDale Minerals net of distributions reinvested and payments to Bluegrass Minerals for administration expense. 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 all members have recovered their investment. The incentive distributions are 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 March 31, 2017 2016 (in thousands) Alliance Minerals $ 4,563 $ — Bluegrass Minerals 190 — Alliance Minerals ' ownership interest in Cavalier Minerals at March 31, 2017 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 three months ended March 31, 2017, the ARLP Partnership paid $10.8 million of advanced royalties to WKY CoalPlay. As of March 31, 2017, the ARLP Partnership had $30.1 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 41.7% 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 41.7% 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	3 Months Ended
	Mar. 31, 2017
EQUITY INVESTMENT
EQUITY INVESTMENT	9. EQUITY INVESTMENT AllDale Minerals In November 2014, Cavalier Minerals (see Note 8 – Variable Interest Entities), was created to indirectly purchase, through its equity investments in AllDale Minerals, oil and gas mineral interests in various geographic locations within producing basins in the continental U.S. In February 2017, Alliance Minerals committed to directly (rather than through Cavalier Minerals) invest $30.0 million in AllDale Minerals III, LP ("AllDale III") which was created for similar investment purposes. 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 or AllDale III (collectively, the "AllDale Partnerships") that most significantly impact the economic performance of the AllDale Partnerships. As such, the ARLP Partnership accounts for its ownership interest in the income or loss of the AllDale Partnerships as equity investments and it is so reflected in our condensed consolidated financial statements. The ARLP Partnership records equity income or loss based on the AllDale Partnerships ' individual distribution structures. The changes in the ARLP Partnership ' s aggregate equity investment in the AllDale Partnerships for each of the periods presented were as follows: Three Months Ended March 31, 2017 2016 (in thousands) Beginning balance $ 138,817 $ 64,509 Contributions 9,287 20,168 Equity in income (loss) of affiliates 3,700 (27) Distributions received (4,752) (416) Ending balance $ 147,052 $ 84,234

WORKERS' COMPENSATION AND PNEUM

WORKERS' COMPENSATION AND PNEUMOCONIOSIS	3 Months Ended
	Mar. 31, 2017
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 March 31, 2017 2016 (in thousands) Beginning balance $ 48,131 $ 54,558 Accruals increase 1,974 3,237 Payments (2,925) (2,723) Interest accretion 420 492 Ending balance $ 47,600 $ 55,564 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 March 31, 2017 2016 (in thousands) Service cost $ 546 $ 648 Interest cost 629 627 Amortization of net actuarial gain (1) (567) (661) Net periodic benefit cost $ 608 $ 614 (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	3 Months Ended
	Mar. 31, 2017
COMPENSATION PLANS
COMPENSATION PLANS	11. COMPENSATION PLANS ARLP Long-Term Incentive Plan The ARLP Partnership has 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 MGP Compensation Committee. Vesting of all grants outstanding are subject to the satisfaction of certain financial tests, which management currently believes are probable. Grants issued to ARLP LTIP participants are expected to cliff vest on January 1st of the third year following issuance of the grants. The ARLP Partnership expects to settle the non-vested ARLP LTIP grants by delivery of ARLP common units, except for the portion of the grants that will satisfy tax withholding obligations of ARLP LTIP participants. 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 and 2017 grants, at 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 we make to unitholders during the vesting period. A summary of non-vested ARLP LTIP grants as of and for the three months ended March 31, 2017 is as follows: Number of units Weighted average grant date fair value per unit Intrinsic value (in thousands) Non-vested grants at January 1, 2017 1,604,748 $ $ 36,027 Granted Vested (1) Forfeited Non-vested grants at March 31, 2017 36,819 (1) During the three months ended March 31, 2017, the ARLP Partnership issued 222,011 unrestricted common units to the ARLP LTIP participants. The remaining vested units were settled in cash to satisfy tax withholding obligations of the ARLP LTIP participants. For the three months ended March 31, 2017 and 2016, ARLP LTIP expense was $2.6 million and $2.9 million, respectively. The total obligation associated with the ARLP LTIP as of March 31, 2017 was $13.4 million and is included in Noncontrolling interests line item in our condensed consolidated balance sheets. As of March 31, 2017, there was $19.9 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 1.8 years. After consideration of the January 1, 2017 vesting and subsequent issuance of 222,011 common units, approximately 2.5 million units remain available under the ARLP LTIP for issuance in the future, assuming all grants issued in 2017, 2016 and 2015 and currently outstanding are settled with ARLP common units, without reduction for tax withholding, and no future forfeitures occur. AHGP Long-Term Incentive Plan 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 unit. 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 March 31, 2017. SERP and Directors Deferred Compensation Plans The ARLP Partnership has a 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. A summary of SERP and MGP Deferred Compensation Plan activity as of and for the three months ended March 31, 2017 is as follows: Number of units Weighted average grant date fair value per unit Intrinsic value (in thousands) Phantom units outstanding as of January 1, 2017 494,018 $ $ 11,091 Granted Phantom units outstanding as of March 31, 2017 10,962 Total SERP and Deferred Compensation Plan expense was $0.3 million for each of the three months ended March 31, 2017 and 2016. As of March 31, 2017, the total obligation associated with the SERP and MGP Deferred Compensation Plan was $15.0 million and is included in Noncontrolling interests line item in our condensed consolidated balance sheet. A summary of the AGP Deferred Compensation Plan activity as of and for the three months ended March 31, 2017 is as follows: Number of units Weighted average grant date fair value per unit Intrinsic value (in thousands) Phantom units outstanding as of January 1, 2017 26,112 $ $ 734 Granted Issued Phantom units outstanding as of March 31, 2017 610 Total AGP Deferred Compensation Plan expense was approximately $14,392 and $60,372 for the three months ended March 31, 2017 and 2016, respectively. The total obligation associated with the AGP Deferred Compensation Plan as of March 31, 2017 was $0.8 million and is included in Limited partners – Common Unitholders line item in our condensed consolidated balance sheets.

COMPONENTS OF PENSION PLAN NET

COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS	3 Months Ended
	Mar. 31, 2017
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 Pension Plan is currently closed to new applicants and effective January 31, 2017, participants within the Pension Plan ("Participants") are no longer receiving benefit accruals for service. The amendment did not affect pension benefits accrued prior to January 31, 2017. All Participants can participate in enhanced benefit provisions under the defined contribution profit sharing and savings plan. 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 March 31, 2017 2016 (in thousands) Service cost $ — $ 598 Interest cost 1,135 1,132 Expected return on plan assets (1,252) (1,287) Amortization of prior service cost (1) 47 — Amortization of net loss (1) 773 789 Net periodic benefit cost $ 703 $ 1,232 (1) Amortization of prior service cost and 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 three months ended March 31, 2017, the ARLP Partnership made a contribution payment of $0.7 million to the Pension Plan for the 2016 plan year. On April 17, 2017, the ARLP Partnership made a contribution payment of $0.6 million for the 2017 plan year.

SEGMENT INFORMATION

SEGMENT INFORMATION	3 Months Ended
	Mar. 31, 2017
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) Warrior Coal, LLC's mining complex, d) River View Coal, LLC's mining complex and e) Hamilton County Coal, LLC's mining complex. The Gibson North mine has been idled since the fourth quarter of 2015 in response to market conditions. The Illinois Basin reportable segment also includes White County Coal, LLC's Pattiki mining complex ("Pattiki"), Hopkins County Coal, LLC's mining complex, which includes the Elk Creek mine, the Pleasant View surface mineable reserves and the Fies underground project, 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 Pattiki mine ceased production in December 2016. The Elk Creek mine depleted its reserves in March 2016 and ceased production on April 1, 2016. The Onton mine has been idled since the fourth quarter of 2015 in response to market conditions. UC Coal equipment assets acquired in 2015 continue to be deployed as needed at various Illinois Basin operating mines. 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. 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), both of which hold equity investments in various AllDale Partnerships (Note 9 – Equity Investment), AROP Funding and the ARLP Partnership ' s new subsidiary formed March 30, 2017, Alliance Finance (both discussed in Note 6 – Long-Term Debt). Reportable segment results as of and for the three months ended March 31, 2017 and 2016 are presented below. Illinois Other and Elimination Basin Appalachia Corporate (1) Consolidated (in thousands) Three Months Ended March 31, 2017 Revenues - Outside $ 264,350 $ 170,244 $ 26,411 $ — $ 461,005 Revenues - Intercompany 11,205 — 4,113 (15,318) — Total revenues (2) 275,555 170,244 30,524 (15,318) 461,005 Segment Adjusted EBITDA Expense (3) 161,437 95,317 17,838 (13,098) 261,494 Segment Adjusted EBITDA (4)(5) 106,263 73,187 16,386 (2,221) 193,615 Total assets (6) 1,426,551 479,375 420,876 (117,989) 2,208,813 Capital expenditures 17,189 12,780 377 — 30,346 Three Months Ended March 31, 2016 Revenues - Outside $ 276,018 $ 116,145 $ 20,562 $ — $ 412,725 Revenues - Intercompany 11,858 2,181 4,504 (18,543) — Total revenues (2) 287,876 118,326 25,066 (18,543) 412,725 Segment Adjusted EBITDA Expense (3) 178,643 79,729 20,746 (15,630) 263,488 Segment Adjusted EBITDA (4) 104,772 36,669 4,125 (2,914) 142,652 Total assets (6) 1,685,134 519,223 302,575 (132,864) 2,374,068 Capital expenditures 18,014 12,663 1,056 — 31,733 (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, 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. Results presented for Segment Adjusted EBITDA Expense for the three months ended March 31, 2016 have been recast to reflect a reclassification of depreciation and depletion capitalized into coal inventory as adjustments to Depreciation, depletion and amortization rather than Operating expenses (excluding depreciation, depletion and amortization ). The following is a reconciliation of consolidated Segment Adjusted EBITDA Expense to Operating expenses (excluding depreciation, depletion and amortization): Three Months Ended March 31, 2017 2016 (in thousands) Segment Adjusted EBITDA Expense $ 261,494 $ 263,488 Other income 1,298 91 Operating expenses (excluding depreciation, depletion and amortization) $ 262,792 $ 263,579 (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 and general and administrative expenses. 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. Results presented for Segment Adjusted EBITDA for the three months ended March 31, 2016 have been recast to reflect a reclassification of depreciation and depletion capitalized into coal inventory as adjustments to Depreciation, depletion and amortization rather than Operating expenses (excluding depreciation, depletion and amortization ). Consolidated Segment Adjusted EBITDA is reconciled to net income as follows: Three Months Ended March 31, 2017 2016 (in thousands) Consolidated Segment Adjusted EBITDA $ 193,615 $ 142,652 General and administrative (16,447) (17,553) Depreciation, depletion and amortization (65,127) (70,607) Interest expense, net (7,491) (7,611) Income tax benefit 12 8 Net income $ 104,562 $ 46,889 (5) Includes equity in income of affiliates for the three months ended March 31, 2017 of $3.7 million in Other and Corporate. (6) Total assets for Other and Corporate include investments in affiliates of $147.1 million and $84.2 million at March 31, 2017 and 2016, respectively.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2017
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	14. SUBSEQUENT EVENTS On April 28, 2017, we declared a quarterly distribution for the quarter ended March 31, 2017, of $0.55 per unit on all common units outstanding, totaling approximately $32.9 million, payable on May 19, 2017 to all unitholders of record as of May 12, 2017. On April 28, 2017, the ARLP Partnership declared a quarterly distribution for the quarter ended March 31, 2017, of $0.4375 per unit, on all common units outstanding, totaling approximately $52.5 million, including MGP ' s incentive distributions, payable on May 15, 2017 to all unitholders of record as of May 8, 2017. Other than the events described above and in Notes 6 and 12, there were no other subsequent events.

ORGANIZATION AND PRESENTATION (

ORGANIZATION AND PRESENTATION (Policies)	3 Months Ended
	Mar. 31, 2017
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 March 31, 2017 and December 31, 2016, and the results of operations, comprehensive income and cash flows for the three months ended March 31, 2017 and 2016. 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 a 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 presented for prior periods have been recast to reflect an immaterial reclassification of depreciation, depletion, and amortization capitalized into coal inventory as an adjustment to Depreciation, depletion, and amortization rather than Operating expenses (excluding depreciation, depletion and amortization) . This reclassification did not impact Total operating expenses, Income from operations, Net income, Net income of AHGP or Basic and diluted net income of AHGP per limited partner unit. Results for interim periods are not necessarily indicative of results to be expected for the full year ending December 31, 2017. 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, 2016.
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.

INVENTORIES (Tables)

INVENTORIES (Tables)	3 Months Ended
	Mar. 31, 2017
INVENTORIES
Schedule of inventories	March 31, December 31, 2017 2016 (in thousands) Coal $ 44,160 $ 29,242 Supplies (net of reserve for obsolescence of $5,340 and $4,940, respectively) 33,711 31,809 Total inventories, net $ 77,871 $ 61,051

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
	Mar. 31, 2017
FAIR VALUE MEASUREMENTS
Summary of fair value measurements within the hierarchy	March 31, 2017 December 31, 2016 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 (in thousands) Measured on a recurring basis: Contingent consideration $ — $ — $ 9,700 $ — $ — $ 9,700 Additional disclosures: Long-term debt — 538,876 — — 559,509 — Total $ — $ 538,876 $ 9,700 $ — $ 559,509 $ 9,700

LONG-TERM DEBT (Tables)

LONG-TERM DEBT (Tables)	3 Months Ended
	Mar. 31, 2017
LONG-TERM DEBT
Schedule of long-term debt	Unamortized Principal Debt Issuance Costs March 31, December 31, March 31, December 31, 2017 2016 2017 2016 (in thousands) ARLP Revolving Credit facility $ 230,000 $ 255,000 $ (6,418) $ (453) ARLP Series B senior notes 145,000 145,000 (84) (101) ARLP Term loan 50,000 50,000 (47) (126) ARLP Securitization facility 100,000 100,000 — — 525,000 550,000 (6,549) (680) Less current maturities (150,000) (150,000) 47 126 Total long-term debt $ 375,000 $ 400,000 $ (6,502) $ (554)

NONCONTROLLING INTERESTS (Table

NONCONTROLLING INTERESTS (Tables)	3 Months Ended
	Mar. 31, 2017
NONCONTROLLING INTERESTS
Components of noncontrolling interests recorded in Partners' Capital	March 31, December 31, 2017 2016 (in thousands) Noncontrolling interests reflected in Partners' Capital: Affiliate (SGP) $ (303,810) $ (303,818) Non-Affiliates (ARLP's non-affiliate limited partners) 865,861 836,380 Affiliate (Cavalier Minerals) (See Note 8 - Variable Interest Entities) 5,759 5,550 Accumulated other comprehensive loss attributable to noncontrolling interests (21,892) (21,990) Total noncontrolling interests $ 545,918 $ 516,122
Summary of net income attributable to noncontrolling interests	Three Months Ended March 31, 2017 2016 (in thousands) Net income attributable to noncontrolling interest: Affiliate (SGP) $ 17 $ 6 Non-Affiliates (ARLP's non-affiliate limited partners) 49,386 16,043 Affiliates (Cavalier Minerals) 148 (2) 49,551 16,047
Summary of cash distribution paid by ARLP to noncontrolling interests	Three Months Ended March 31, 2017 2016 (in thousands) Distributions paid to noncontrolling interests: Affiliate (SGP) (1) $ 9 $ 18 Non-Affiliates (ARLP's non-affiliate limited partners) (1) 19,801 30,370 $ 19,810 $ 30,388 (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, 2017 $ 598,077 $ (16,550) $ 516,122 $ 1,097,649 Net income 55,011 — 49,551 104,562 Other comprehensive income — 155 98 253 Settlement of directors deferred compensation (14) — — (14) Vesting of ARLP Long-Term Incentive Plan — — (2,988) (2,988) Common unit-based compensation (103) — 2,884 2,781 Distributions on ARLP common unit-based compensation — — (862) (862) Contributions to consolidated company from affiliate noncontrolling interest — — 251 251 Distributions paid by consolidated company — — (190) (190) Contributions by limited partner - affiliate 800 — — 800 Distributions to AHGP Partners (32,925) — — (32,925) Distributions paid by consolidated partnership to noncontrolling interest — — (18,948) (18,948) Balance at March 31, 2017 $ 620,846 $ (16,395) $ 545,918 $ 1,150,369 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 $ 567,259 $ (14,875) $ 441,748 $ 994,132 Net income 30,842 — 16,047 46,889 Other comprehensive income — 90 38 128 Settlement of directors deferred compensation (92) — (335) (427) Vesting of ARLP Long-Term Incentive Plan — — (1,001) (1,001) Common unit-based compensation 60 — 3,135 3,195 Distributions on ARLP common unit-based compensation — — (1,277) (1,277) Contributions to consolidated company from affiliate noncontrolling interest — — 796 796 Distributions to AHGP Partners (57,468) — — (57,468) Distributions paid by consolidated partnership to noncontrolling interest — — (29,111) (29,111) Balance at March 31, 2016 $ 540,601 $ (14,785) $ 430,040 $ 955,856

VARIABLE INTEREST ENTITIES (Tab

VARIABLE INTEREST ENTITIES (Tables)	3 Months Ended
	Mar. 31, 2017
VARIABLE INTEREST ENTITIES
Schedule of contributions and commitments	Three Months Ended March 31, 2017 2016 (in thousands) Alliance Minerals Beginning cumulative commitment fulfilled $ 137,077 $ 63,498 Capital contributions - Cash 6,035 19,080 Capital contributions - Net AllDale Minerals' distributions received by Cavalier Minerals (1) — 399 Ending cumulative commitment fulfilled 143,112 82,977 Remaining commitment 888 61,023 Total committed $ 144,000 $ 144,000 Bluegrass Minerals Beginning cumulative commitment fulfilled $ 5,712 $ 2,646 Capital contributions - Cash 251 795 Capital contributions - Net AllDale Minerals' distributions received by Cavalier Minerals (1) — 17 Ending cumulative commitment fulfilled 5,963 3,458 Remaining commitment 37 2,542 Total committed $ 6,000 $ 6,000 (1) Represents distributions received from AllDale Minerals net of distributions reinvested and payments to Bluegrass Minerals for administration expense.
Schedule of distributions	Three Months Ended March 31, 2017 2016 (in thousands) Alliance Minerals $ 4,563 $ — Bluegrass Minerals 190 —

EQUITY INVESTMENTS (Tables)

EQUITY INVESTMENTS (Tables)	3 Months Ended
	Mar. 31, 2017
EQUITY INVESTMENT
Schedule of changes in the ARLP Partnership's equity investment	Three Months Ended March 31, 2017 2016 (in thousands) Beginning balance $ 138,817 $ 64,509 Contributions 9,287 20,168 Equity in income (loss) of affiliates 3,700 (27) Distributions received (4,752) (416) Ending balance $ 147,052 $ 84,234

WORKERS' COMPENSATION AND PNE29

WORKERS' COMPENSATION AND PNEUMOCONIOSIS (Tables)	3 Months Ended
	Mar. 31, 2017
Accrued Workers Compensation And Pneumoconiosis Benefits
Reconciliation of changes in workers' compensation liability	Three Months Ended March 31, 2017 2016 (in thousands) Beginning balance $ 48,131 $ 54,558 Accruals increase 1,974 3,237 Payments (2,925) (2,723) Interest accretion 420 492 Ending balance $ 47,600 $ 55,564
Pneumoconiosis benefits
Accrued Workers Compensation And Pneumoconiosis Benefits
Components of net periodic benefit cost	Three Months Ended March 31, 2017 2016 (in thousands) Service cost $ 546 $ 648 Interest cost 629 627 Amortization of net actuarial gain (1) (567) (661) Net periodic benefit cost $ 608 $ 614 (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 (Tables)

COMPENSATION PLANS (Tables) - ARLP	3 Months Ended
	Mar. 31, 2017
ARLP LTIP
Compensation Plans
Summary of activity in share-based plans	Number of units Weighted average grant date fair value per unit Intrinsic value (in thousands) Non-vested grants at January 1, 2017 1,604,748 $ $ 36,027 Granted Vested (1) Forfeited Non-vested grants at March 31, 2017 36,819 (1) During the three months ended March 31, 2017, the ARLP Partnership issued 222,011 unrestricted common units to the ARLP LTIP participants. The remaining vested units were settled in cash to satisfy tax withholding obligations of the ARLP LTIP participants.
SERP And MGP Deferred Compensation Plan
Compensation Plans
Summary of activity in share-based plans	Number of units Weighted average grant date fair value per unit Intrinsic value (in thousands) Phantom units outstanding as of January 1, 2017 494,018 $ $ 11,091 Granted Phantom units outstanding as of March 31, 2017 10,962
AGP Deferred Compensation Plan
Compensation Plans
Summary of activity in share-based plans	Number of units Weighted average grant date fair value per unit Intrinsic value (in thousands) Phantom units outstanding as of January 1, 2017 26,112 $ $ 734 Granted Issued Phantom units outstanding as of March 31, 2017 610

COMPONENTS OF PENSION PLAN NE31

COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS (Tables)	3 Months Ended
	Mar. 31, 2017
Pension Plan
Employee Benefit Plans
Components of net periodic benefit cost	Three Months Ended March 31, 2017 2016 (in thousands) Service cost $ — $ 598 Interest cost 1,135 1,132 Expected return on plan assets (1,252) (1,287) Amortization of prior service cost (1) 47 — Amortization of net loss (1) 773 789 Net periodic benefit cost $ 703 $ 1,232 (1) Amortization of prior service cost and 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)	3 Months Ended
	Mar. 31, 2017
SEGMENT INFORMATION
Schedule of reportable segment results	Illinois Other and Elimination Basin Appalachia Corporate (1) Consolidated (in thousands) Three Months Ended March 31, 2017 Revenues - Outside $ 264,350 $ 170,244 $ 26,411 $ — $ 461,005 Revenues - Intercompany 11,205 — 4,113 (15,318) — Total revenues (2) 275,555 170,244 30,524 (15,318) 461,005 Segment Adjusted EBITDA Expense (3) 161,437 95,317 17,838 (13,098) 261,494 Segment Adjusted EBITDA (4)(5) 106,263 73,187 16,386 (2,221) 193,615 Total assets (6) 1,426,551 479,375 420,876 (117,989) 2,208,813 Capital expenditures 17,189 12,780 377 — 30,346 Three Months Ended March 31, 2016 Revenues - Outside $ 276,018 $ 116,145 $ 20,562 $ — $ 412,725 Revenues - Intercompany 11,858 2,181 4,504 (18,543) — Total revenues (2) 287,876 118,326 25,066 (18,543) 412,725 Segment Adjusted EBITDA Expense (3) 178,643 79,729 20,746 (15,630) 263,488 Segment Adjusted EBITDA (4) 104,772 36,669 4,125 (2,914) 142,652 Total assets (6) 1,685,134 519,223 302,575 (132,864) 2,374,068 Capital expenditures 18,014 12,663 1,056 — 31,733 (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, 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. Results presented for Segment Adjusted EBITDA Expense for the three months ended March 31, 2016 have been recast to reflect a reclassification of depreciation and depletion capitalized into coal inventory as adjustments to Depreciation, depletion and amortization rather than Operating expenses (excluding depreciation, depletion and amortization ). The following is a reconciliation of consolidated Segment Adjusted EBITDA Expense to Operating expenses (excluding depreciation, depletion and amortization): Three Months Ended March 31, 2017 2016 (in thousands) Segment Adjusted EBITDA Expense $ 261,494 $ 263,488 Other income 1,298 91 Operating expenses (excluding depreciation, depletion and amortization) $ 262,792 $ 263,579 (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 and general and administrative expenses. 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. Results presented for Segment Adjusted EBITDA for the three months ended March 31, 2016 have been recast to reflect a reclassification of depreciation and depletion capitalized into coal inventory as adjustments to Depreciation, depletion and amortization rather than Operating expenses (excluding depreciation, depletion and amortization ). Consolidated Segment Adjusted EBITDA is reconciled to net income as follows: Three Months Ended March 31, 2017 2016 (in thousands) Consolidated Segment Adjusted EBITDA $ 193,615 $ 142,652 General and administrative (16,447) (17,553) Depreciation, depletion and amortization (65,127) (70,607) Interest expense, net (7,491) (7,611) Income tax benefit 12 8 Net income $ 104,562 $ 46,889 (5) Includes equity in income of affiliates for the three months ended March 31, 2017 of $3.7 million in Other and Corporate. (6) Total assets for Other and Corporate include investments in affiliates of $147.1 million and $84.2 million at March 31, 2017 and 2016, respectively.
Reconciliation of consolidated Segment Adjusted EBITDA Expense to operating expenses (excluding depreciation, depletion and amortization)	Three Months Ended March 31, 2017 2016 (in thousands) Segment Adjusted EBITDA Expense $ 261,494 $ 263,488 Other income 1,298 91 Operating expenses (excluding depreciation, depletion and amortization) $ 262,792 $ 263,579
Reconciliation of consolidated Segment Adjusted EBITDA to net income	Three Months Ended March 31, 2017 2016 (in thousands) Consolidated Segment Adjusted EBITDA $ 193,615 $ 142,652 General and administrative (16,447) (17,553) Depreciation, depletion and amortization (65,127) (70,607) Interest expense, net (7,491) (7,611) Income tax benefit 12 8 Net income $ 104,562 $ 46,889

ORGANIZATION AND PRESENTATION33

ORGANIZATION AND PRESENTATION (Details)	3 Months Ended
	Mar. 31, 2017
Ownership interests
Ownership percentage by limited partners	100.00%
MGP
Ownership interests
Subsidiaries holding percentage	100.00%
ARLP | SGP
Ownership interests
Ownership percentage by noncontrolling owners	0.01%
Intermediate Partnership | SGP
Ownership interests
Ownership percentage by noncontrolling owners	0.01%

INVENTORIES (Details)

INVENTORIES (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
INVENTORIES
Coal	$ 44,160	$ 29,242
Supplies (net of reserve for obsolescence of $5,340 and $4,940, respectively)	33,711	31,809
Total inventories, net	77,871	61,051
Reserve for obsolescence	$ 5,340	$ 4,940

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Level 2
FAIR VALUE MEASUREMENTS
Long-term debt	$ 538,876	$ 559,509
Total	538,876	559,509
Level 3
FAIR VALUE MEASUREMENTS
Total	9,700	9,700
Level 3 | Recurring
FAIR VALUE MEASUREMENTS
Contingent consideration	$ 9,700	$ 9,700

LONG-TERM DEBT - Components (De

LONG-TERM DEBT - Components (Details) - USD ($) $ in Thousands	Apr. 26, 2017	Mar. 31, 2017	Dec. 31, 2016
Principal
Long-term debt including current and non-current		$ 525,000	$ 550,000
Less current maturities		(150,000)	(150,000)
Total long-term debt		375,000	400,000
Unamortized Debt Issuance Costs
Unamortized debt issuance costs including current and non-current		(6,549)	(680)
Less current maturities		47	126
Total unamortized debt issuance costs		(6,502)	(554)
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		(84)	(101)
ARLP Securitization facility
Principal
Long-term debt including current and non-current		100,000	100,000
ARLP Credit Agreement | ARLP Revolving credit facility
Principal
Long-term debt including current and non-current		230,000
Unamortized Debt Issuance Costs
Unamortized debt issuance costs including current and non-current		(6,418)
ARLP Credit Agreement | ARLP Term loan
Principal
Long-term debt including current and non-current	$ 50,000	50,000
Unamortized Debt Issuance Costs
Unamortized debt issuance costs including current and non-current		$ (47)
ARLP Replaced Credit Agreement | Replaced Revolving Credit Facility
Principal
Long-term debt including current and non-current			255,000
Unamortized Debt Issuance Costs
Unamortized debt issuance costs including current and non-current			(453)
ARLP Replaced Credit Agreement | ARLP Replaced Term Loan
Principal
Long-term debt including current and non-current			50,000
Unamortized Debt Issuance Costs
Unamortized debt issuance costs including current and non-current			$ (126)

LONG-TERM DEBT - ARLP Debt Arra

LONG-TERM DEBT - ARLP Debt Arrangements (Details)	Jan. 27, 2017USD ($)item	Mar. 31, 2017USD ($)	Mar. 31, 2017USD ($)	Apr. 26, 2017USD ($)	Apr. 03, 2017USD ($)	Dec. 31, 2016USD ($)
Long-Term Debt
Borrowings		$ 525,000,000	$ 525,000,000			$ 550,000,000
ARLP Series B Senior Notes
Long-Term Debt
Borrowings		145,000,000	145,000,000			145,000,000
ARLP Credit Agreement | ARLP Revolving credit facility
Long-Term Debt
Borrowings		230,000,000	230,000,000
ARLP Credit Agreement | ARLP Revolving credit facility | Initial Commitment expiring May 23, 2017
Long-Term Debt
Maximum borrowing capacity	$ 776,500,000
ARLP Credit Agreement | ARLP Revolving credit facility | Reduced Commitment as of May 23. 2017
Long-Term Debt
Maximum borrowing capacity	490,750,000				$ 490,750,000
ARLP Credit Agreement | ARLP Revolving credit facility | Reduced Commitment as of May 23. 2017 | Before amendment
Long-Term Debt
Maximum borrowing capacity	479,750,000
ARLP Credit Agreement | ARLP Revolving credit facility | Extended Commitment to May 23, 2021
Long-Term Debt
Maximum borrowing capacity					$ 457,250,000
ARLP Credit Agreement | ARLP Term loan
Long-Term Debt
Aggregate principal amount	50,000,000
Borrowings		50,000,000	$ 50,000,000	$ 50,000,000
ARLP Credit Agreement | ARLP Letters of credit subfacility
Long-Term Debt
Maximum borrowing capacity	125,000,000
ARLP Credit Agreement | ARLP Swingline subfacility
Long-Term Debt
Maximum borrowing capacity	$ 15,000,000
ARLP Replaced Credit Agreement | Replaced Revolving Credit Facility
Long-Term Debt
Borrowings						255,000,000
ARLP Replaced Credit Agreement | ARLP Replaced Term Loan
Long-Term Debt
Borrowings						$ 50,000,000
Intermediate Partnership | ARLP Debt Arrangements
Long-Term Debt
ARLP debt arrangements requirements, period over which the ratios are required to be maintained	12 months		12 months
Actual debt to cash flow ratio for trailing twelve months			0.80
Actual cash flow to interest expense ratio for trailing twelve months			25.50
Intermediate Partnership | ARLP Debt Arrangements | Maximum
Long-Term Debt
ARLP debt arrangements requirements, fixed charge coverage ratio	1.15
ARLP debt arrangements requirements, debt to cash flow ratio	2.25
Intermediate Partnership | ARLP Debt Arrangements | Minimum
Long-Term Debt
ARLP debt arrangements requirements, cash flow to interest expense ratio	3
Intermediate Partnership | ARLP Debt Arrangements | Before amendment | Maximum
Long-Term Debt
ARLP debt arrangements requirements, fixed charge coverage ratio	1.25
Intermediate Partnership | ARLP Credit Agreement | ARLP Revolving credit facility
Long-Term Debt
Number of benchmarks | item	3
Intermediate Partnership | ARLP Credit Agreement | ARLP Series B Senior Notes
Long-Term Debt
Aggregate principal amount	$ 145,000,000
Interest rate (as a percent)	6.72%
Intermediate Partnership | ARLP Replaced Credit Agreement | Replaced Revolving Credit Facility
Long-Term Debt
Maximum borrowing capacity	$ 700,000,000
Intermediate Partnership | ARLP Replaced Credit Agreement | ARLP Replaced Term Loan
Long-Term Debt
Aggregate principal amount	$ 250,000,000
ARLP | ARLP Credit Agreement | ARLP Revolving credit facility
Long-Term Debt
Borrowings		230,000,000	$ 230,000,000
Letters of credit outstanding		8,600,000	8,600,000
Line of credit facility, available for borrowing		$ 537,900,000	$ 537,900,000
Annual commitment fee percentage, undrawn portion		0.31%
ARLP | ARLP Credit Agreement | ARLP Revolving credit facility | Eurodollar Rate
Long-Term Debt
Effective interest rate (as a percent)		3.12%	3.12%

LONG-TERM DEBT - 2025 Senior No

LONG-TERM DEBT - 2025 Senior Notes (Details) - USD ($)	Apr. 24, 2017	May 31, 2017	Mar. 31, 2017	Dec. 31, 2016
Issuance of Senior Notes
Discount and debt issuance costs incurred			$ 6,549,000	$ 680,000
2025 Senior Notes | ARLP Senior Notes
Issuance of Senior Notes
Discount and debt issuance costs incurred	$ 9,000,000
ARLP Series B Senior Notes
Issuance of Senior Notes
Discount and debt issuance costs incurred			$ 84,000	$ 101,000
ARLP Series B Senior Notes | ARLP Senior Notes
Issuance of Senior Notes
Make-whole payment		$ 8,900,000
Intermediate Partnership and Alliance Finance | 2025 Senior Notes | ARLP Senior Notes
Issuance of Senior Notes
Aggregate principal amount	$ 400,000,000
Initial term	8 years
Interest rate (as a percent)	7.50%
Percentage of debt that may be redeemed prior to May 1, 2020	35.00%
Redemption price expressed as a percentage of principal	107.50%

LONG-TERM DEBT - Securitization

LONG-TERM DEBT - Securitization Facility (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016	Dec. 05, 2014
Long-Term Debt
Borrowings	$ 525,000,000	$ 550,000,000
ARLP Securitization facility
Long-Term Debt
Maximum borrowing capacity			$ 100,000,000
Borrowings	$ 100,000,000	$ 100,000,000

LONG-TERM DEBT - Cavalier (Deta

LONG-TERM DEBT - Cavalier (Details) - Cavalier Credit Agreement	Oct. 06, 2015USD ($)
Long-Term Debt
Credit facility amount	$ 100,000,000
Annual commitment fee percentage, undrawn portion	0.00%
Threshold aggregate borrowings to trigger principal repayment	$ 90,000,000
Period for initial amount of payments	2 years
Minimum
Long-Term Debt
Initial quarterly payments	$ 1,300,000
Quarterly payments after initial period	$ 2,500,000
Quarterly payments as a percentage of excess cash flow	50.00%
One-month LIBOR
Long-Term Debt
Basis spread on variable rate (as a percent)	6.00%

NONCONTROLLING INTERESTS - Part

NONCONTROLLING INTERESTS - Partners' Capital (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016	Dec. 31, 1999
Noncontrolling Interest
Noncontrolling interests	$ 545,918	$ 516,122
ARLP
Noncontrolling Interest
Units owned by parent	31,088,338
Accumulated other comprehensive loss attributable to noncontrolling interests
Noncontrolling Interest
Noncontrolling interests	$ (21,892)	(21,990)
SGP
Noncontrolling Interest
Noncontrolling interests	$ (303,810)	(303,818)	$ (303,900)
SGP | ARLP
Noncontrolling Interest
Ownership percentage by noncontrolling owners	0.01%
SGP | Intermediate Partnership
Noncontrolling Interest
Ownership percentage by noncontrolling owners	0.01%
Non-Affiliates (ARLP's non-affiliate limited partners)
Noncontrolling Interest
Noncontrolling interests	$ 865,861	836,380
Affiliate (Cavalier Minerals)
Noncontrolling Interest
Noncontrolling interests	$ 5,759	$ 5,550

NONCONTROLLING INTERESTS - Net

NONCONTROLLING INTERESTS - Net Income (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Noncontrolling Interest
Net income attributable to noncontrolling interest	$ 49,551	$ 16,047
SGP
Noncontrolling Interest
Net income attributable to noncontrolling interest	17	6
Non-Affiliates (ARLP's non-affiliate limited partners)
Noncontrolling Interest
Net income attributable to noncontrolling interest	49,386	16,043
Affiliate (Cavalier Minerals)
Noncontrolling Interest
Net income attributable to noncontrolling interest	$ 148	$ (2)

NONCONTROLLING INTERESTS - Dist

NONCONTROLLING INTERESTS - Distributions (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Noncontrolling Interest
Distributions paid by consolidated partnership to noncontrolling interests	$ 19,810	$ 30,388
SGP
Noncontrolling Interest
Distributions paid by consolidated partnership to noncontrolling interests	9	18
Non-Affiliates (ARLP's non-affiliate limited partners)
Noncontrolling Interest
Distributions paid by consolidated partnership to noncontrolling interests	$ 19,801	$ 30,370

NONCONTROLLING INTERESTS - Roll

NONCONTROLLING INTERESTS - Rollforward (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Increase (Decrease) in Partners' Capital
Balance	$ 1,097,649	$ 994,132
NET INCOME	104,562	46,889
Other comprehensive income	253	128
Settlement of directors deferred compensation	(14)	(427)
Vesting of ARLP Long-Term Incentive Plan	(2,988)	(1,001)
Common unit-based compensation	2,781	3,195
Distributions on ARLP common unit-based compensation	(862)	(1,277)
Contributions to consolidated company from affiliate noncontrolling interest	251	796
Distributions paid by consolidated company to affiliate noncontrolling interest	(190)
Contribution by limited partner - affiliate	800
Distributions to AHGP Partners	(32,925)	(57,468)
Distributions paid by consolidated partnership to noncontrolling interest	(18,948)	(29,111)
Balance	1,150,369	955,856
Accumulated Other Comprehensive Income (Loss)
Increase (Decrease) in Partners' Capital
Balance	(16,550)	(14,875)
Other comprehensive income	155	90
Balance	(16,395)	(14,785)
Noncontrolling Interest
Increase (Decrease) in Partners' Capital
Balance	516,122	441,748
NET INCOME	49,551	16,047
Other comprehensive income	98	38
Settlement of directors deferred compensation		(335)
Vesting of ARLP Long-Term Incentive Plan	(2,988)	(1,001)
Common unit-based compensation	2,884	3,135
Distributions on ARLP common unit-based compensation	(862)	(1,277)
Contributions to consolidated company from affiliate noncontrolling interest	251	796
Distributions paid by consolidated company to affiliate noncontrolling interest	(190)
Distributions paid by consolidated partnership to noncontrolling interest	(18,948)	(29,111)
Balance	545,918	430,040
Limited Partners' Capital
Increase (Decrease) in Partners' Capital
Balance	598,077	567,259
NET INCOME	55,011	30,842
Settlement of directors deferred compensation	(14)	(92)
Common unit-based compensation	(103)	60
Contribution by limited partner - affiliate	800
Distributions to AHGP Partners	(32,925)	(57,468)
Balance	$ 620,846	$ 540,601

VARIABLE INTEREST ENTITIES - Ca

VARIABLE INTEREST ENTITIES - Cavalier Minerals (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Mar. 31, 2016	Oct. 06, 2015	Nov. 10, 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	$ 888	$ 61,023
Cavalier Minerals | Funding Commitments | Bluegrass Minerals
Variable Interest Entities
Funding commitment	$ 37	$ 2,542
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 - 46

VARIABLE INTEREST ENTITIES - Cavalier Minerals Commitments (Details) - Cavalier Minerals - Funding Commitments - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Alliance Minerals
Variable Interest Entities
Beginning cumulative commitment fulfilled	$ 137,077	$ 63,498
Capital contributions - Cash	6,035	19,080
Capital contributions - AllDale Minerals' distributions received by Cavalier Minerals		399
Ending cumulative commitment fulfilled	143,112	82,977
Remaining commitment	888	61,023
Total committed	144,000	144,000
Bluegrass Minerals
Variable Interest Entities
Beginning cumulative commitment fulfilled	5,712	2,646
Capital contributions - Cash	251	795
Capital contributions - AllDale Minerals' distributions received by Cavalier Minerals		17
Ending cumulative commitment fulfilled	5,963	3,458
Remaining commitment	37	2,542
Total committed	$ 6,000	$ 6,000

VARIABLE INTEREST ENTITIES - 47

VARIABLE INTEREST ENTITIES - Cavalier Minerals Distributions (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Variable Interest Entities
Distributions paid to Partners	$ 32,925	$ 57,468
Cavalier Minerals | Alliance Minerals
Variable Interest Entities
Distributions paid to Partners	$ 4,563
Cavalier Minerals | Bluegrass Minerals
Variable Interest Entities
Incentive distribution for noncontrolling owners (as a percent)	25.00%
Distributions paid to Partners	$ 190
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	3 Months Ended
	Mar. 31, 2017USD ($)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)	41.70%
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	$ 30.1

EQUITY INVESTMENTS - AllDale (D

EQUITY INVESTMENTS - AllDale (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Feb. 28, 2017
Changes in equity method investment
Beginning balance	$ 138,817
Equity in income (loss) of affiliates	3,700	$ (27)
Ending balance	147,052
AllDale Minerals | ARLP
Changes in equity method investment
Beginning balance	138,817	64,509
Contributions	9,287	20,168
Equity in income (loss) of affiliates	3,700	(27)
Distributions received	(4,752)	(416)
Ending balance	$ 147,052	$ 84,234
Funding Commitments | All Dale Minerals III | Alliance Minerals
Equity method investments, additional information
Investment commitment			$ 30,000

WORKERS' COMPENSATION AND PNE50

WORKERS' COMPENSATION AND PNEUMOCONIOSIS - Workers' Compensation Liability (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Reconciliation of the changes in workers' compensation liability
Beginning balance	$ 48,131	$ 54,558
Accruals increase	1,974	3,237
Payments	(2,925)	(2,723)
Interest accretion	420	492
Ending balance	$ 47,600	$ 55,564

WORKERS' COMPENSATION AND PNE51

WORKERS' COMPENSATION AND PNEUMOCONIOSIS - Periodic Benefit Cost (Details) - Pneumoconiosis benefits - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Accrued Workers Compensation And Pneumoconiosis Benefits
Service cost	$ 546	$ 648
Interest cost	629	627
Amortization of net actuarial gain (1)	(567)	(661)
Net periodic benefit cost	$ 608	$ 614

COMPENSATION PLANS - LTIP Grant

COMPENSATION PLANS - LTIP Grants Activity (Details) - ARLP LTIP - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Summary of non-vested grants (in units)
Balance at the beginning of the period (in units)	1,604,748
Granted (in units)	462,890
Vested (in units)	(350,516)
Forfeited (in units)	(16,466)
Balance at the end of the period (in units)	1,700,656
Weighted average grant date fair value per unit
Balance at the beginning of the period (in dollars per unit)	$ 23.19
Granted (in dollars per unit)	23.25
Vested (in dollars per unit)	40.73
Forfeited (in dollars per unit)	21.22
Balance at the end of the period (in dollars per unit)	$ 19.61
Intrinisic value (in dollars)
Intrinsic value of outstanding grants (in dollars)	$ 36,819	$ 36,027
Other information
Common units issued upon vesting	222,011

COMPENSATION PLANS - LTIP Other

COMPENSATION PLANS - LTIP Other Information (Details) - ARLP LTIP - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Other information
Share based compensation expense	$ 2.6	$ 2.9
Total unit based obligation recorded	13.4
Unrecognized compensation expense	$ 19.9
Weighted-average period for recognition of expense	1 year 9 months 18 days
Units for which vesting requirements were deemed satisfied	350,516
Common units issued upon vesting	222,011
Units available for grant	2,500,000

COMPENSATION PLANS - AHGP LTIP

COMPENSATION PLANS - AHGP LTIP (Details) - AHGP LTIP	3 Months Ended
	Mar. 31, 2017shares
Other information
Common units reserved for issuance	5,215,000
Granted (in units)	0

COMPENSATION PLANS - SERP and D

COMPENSATION PLANS - SERP and Directors Deferred Compensation Plans (Details) - SERP And MGP Deferred Compensation Plan - Phantom Share Units (PSUs) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Summary of non-vested grants (in units)
Balance at the beginning of the period (in units)	494,018
Granted (in units)	12,307
Balance at the end of the period (in units)	506,325
Weighted average grant date fair value per unit
Balance at the beginning of the period (in dollars per unit)	$ 29.77
Granted (in dollars per unit)	23.22
Balance at the end of the period (in dollars per unit)	$ 29.61
Intrinisic value (in dollars)
Intrinsic value of outstanding grants (in dollars).	$ 10,962	$ 11,091

COMPENSATION PLANS - SERP and56

COMPENSATION PLANS - SERP and Directors Deferred Compensation Plans Other Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
SERP and Deferred Compensation Plans
Other information
Share based compensation expense	$ 0.3	$ 0.3
SERP And MGP Deferred Compensation Plan
Other information
Total unit based obligation recorded	$ 15

COMPENSATION PLANS - AGP Deferr

COMPENSATION PLANS - AGP Deferred Compensation Plan (Details) - AGP Deferred Compensation Plan - Phantom Share Units (PSUs) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Summary of non-vested grants (in units)
Balance at the beginning of the period (in units)	26,112
Granted (in units)	478
Issued (in units)	(4,357)
Balance at the end of the period (in units)	22,233
Weighted average grant date fair value per unit
Balance at the beginning of the period (in dollars per unit)	$ 36.67
Granted (in dollars per unit)	30.11
Issued (in dollars per unit)	39.18
Balance at the end of the period (in dollars per unit)	$ 36.04
Intrinisic value (in dollars)
Intrinsic value of outstanding grants (in dollars)	$ 610	$ 734

COMPENSATION PLANS - AGP Defe58

COMPENSATION PLANS - AGP Deferred Compensation Plan Other Information (Details) - AGP Deferred Compensation Plan - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Other information
Share based compensation expense	$ 14,392	$ 60,372
Total unit based obligation recorded	$ 800,000

COMPONENTS OF PENSION PLAN NE59

COMPONENTS OF PENSION PLAN NET PERIODIC BENEFIT COSTS (Details) - USD ($) $ in Thousands	Apr. 17, 2017	Mar. 31, 2017	Mar. 31, 2016
Pension Plan
Components of net periodic benefit cost:
Service cost			$ 598
Interest cost		$ 1,135	1,132
Expected return on plan assets		(1,252)	(1,287)
Amortization of prior service cost (1)		47
Amortization of net loss		773	789
Net periodic benefit cost		703	$ 1,232
2016 plan year
Components of net periodic benefit cost:
Employer contribution		$ 700
2017 plan year
Components of net periodic benefit cost:
Employer contribution	$ 600

SEGMENT INFORMATION - Segment R

SEGMENT INFORMATION - Segment Results (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)segment	Mar. 31, 2016USD ($)	Dec. 31, 2016USD ($)
Segment information
Number of reportable segments | segment	2
Reportable segment results
Total revenues	$ 461,005	$ 412,725
Segment Adjusted EBITDA Expense	261,494	263,488
Segment Adjusted EBITDA	193,615	142,652
Total assets	2,208,813	2,374,068	$ 2,197,687
Capital expenditures	30,346	31,733
Additional information
Equity in income (loss) of affiliates	3,700	(27)
Investments in affiliate	147,052		$ 138,817
Illinois Basin
Reportable segment results
Total revenues	264,350	276,018
Appalachia
Reportable segment results
Total revenues	170,244	116,145
Other and Corporate
Reportable segment results
Total revenues	26,411	20,562
Operating segments | Illinois Basin
Reportable segment results
Total revenues	275,555	287,876
Segment Adjusted EBITDA Expense	161,437	178,643
Segment Adjusted EBITDA	106,263	104,772
Total assets	1,426,551	1,685,134
Capital expenditures	17,189	18,014
Operating segments | Appalachia
Reportable segment results
Total revenues	170,244	118,326
Segment Adjusted EBITDA Expense	95,317	79,729
Segment Adjusted EBITDA	73,187	36,669
Total assets	479,375	519,223
Capital expenditures	12,780	12,663
Operating segments | Other and Corporate
Reportable segment results
Total revenues	30,524	25,066
Segment Adjusted EBITDA Expense	17,838	20,746
Segment Adjusted EBITDA	16,386	4,125
Total assets	420,876	302,575
Capital expenditures	377	1,056
Additional information
Equity in income (loss) of affiliates	3,700
Investments in affiliate	147,100	84,200
Elimination
Reportable segment results
Total revenues	(15,318)	(18,543)
Segment Adjusted EBITDA Expense	(13,098)	(15,630)
Segment Adjusted EBITDA	(2,221)	(2,914)
Total assets	(117,989)	(132,864)
Elimination | Illinois Basin
Reportable segment results
Total revenues	11,205	11,858
Elimination | Appalachia
Reportable segment results
Total revenues		2,181
Elimination | Other and Corporate
Reportable segment results
Total revenues	$ 4,113	$ 4,504

SEGMENT INFORMATION - EBITDA Ex

SEGMENT INFORMATION - EBITDA Expense Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Reconciliation of consolidated Segment Adjusted EBITDA Expense to operating expenses (excluding depreciation, depletion and amortization)
Segment Adjusted EBITDA Expense	$ 261,494	$ 263,488
Other income	1,298	91
Operating expenses (excluding depreciation, depletion and amortization)	$ 262,792	$ 263,579

SEGMENT INFORMATION - EBITDA Re

SEGMENT INFORMATION - EBITDA Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Reconciliation of consolidated Segment Adjusted EBITDA to net income
Consolidated Segment Adjusted EBITDA	$ 193,615	$ 142,652
General and administrative	(16,447)	(17,553)
Depreciation, depletion and amortization	(65,127)	(70,607)
Interest expense, net	(7,491)	(7,611)
Income tax benefit	12	8
NET INCOME	$ 104,562	$ 46,889

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - Subsequent event $ / shares in Units, $ in Millions	Apr. 28, 2017USD ($)$ / 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 | $	$ 52.5