FEERF / Freeport Resources Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price Maximum Offering Price Amount of Registration Fee (1)(2) 4.875% Convertible Senior Notes due 2020 $345,000,000

424B2 Table of Contents CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price Maximum Offering Price Amount of Registration Fee (1)(2) 4.

Subject to Completion, dated December 11, 2013

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Statement No.

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered Proposed maximum offering price Maximum offering price Amount of registration fee(1)(2) 3.75% Convertible Senior Notes Due 2017 $345,000,000 10

424B5 Table of Contents CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered Proposed maximum offering price Maximum offering price Amount of registration fee(1)(2) 3.

Subject to Completion, dated May 7, 2013

425B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Statement No.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

EX-25.1 Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) UNION BANK, N. A. (Exact name of Trustee as specified in its charter) 94-0304228 I.R.S. Employer Identificati

- FORM S-3

Form S-3 Table of Contents As filed with the Securities and Exchange Commission on March 1, 2013 Registration No.

ALPHA NATURAL RESOURCES, INC. SUBORDINATED INDENTURE Dated as of [ ], 20[ ] Union Bank, N.A. TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS Section 1.01. Certain Terms Defined 1 Section 1.02. Other Definitions 7 ARTICLE 2 SECURITY FORMS Section 2.01. F

EX-4.13 Exhibit 4.13 ALPHA NATURAL RESOURCES, INC. SUBORDINATED INDENTURE Dated as of [ ], 20[ ] Union Bank, N.A. Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS Section 1.01. Certain Terms Defined 1 Section 1.02. Other Definitions 7 ARTICLE 2 SECURITY FORMS Section 2.01. Forms Generally 7 Section 2.02. Guarantees by Guarantor; Form of Guarantee; Release of Guarantee 7 Section 2.03. Form of T

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

EX-25.2 Exhibit 25.2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) UNION BANK, N. A. (Exact name of Trustee as specified in its charter) 94-0304228 I.R.S. Employer Identificati

As filed with the Securities and Exchange Commission on June 30, 2011

As filed with the Securities and Exchange Commission on June 30, 2011 Registration No.

FIFTH SUPPLEMENTAL INDENTURE

Exhibit 4.14 FIFTH SUPPLEMENTAL INDENTURE FIFTH SUPPLEMENTAL INDENTURE, dated as of June 13, 2011 (this ?Supplemental Indenture?), by and among FOUNDATION PA COAL COMPANY, LLC, a Delaware limited liability company (the ?Company?), ALPHA NATURAL RESOURCES, INC., a Delaware Corporation (the ?Parent?), each Domestic Subsidiary of the Parent identified on Annex A hereto (each, a ?New Guarantor? and to

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered Proposed maximum offering price Maximum aggregate offering price Amount of registration fee(1)(2) 6% Senior Notes due 2019 $800,000,000 100% $8

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Prospectus Supplement CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered Proposed maximum offering price Maximum aggregate offering price Amount of registration fee(1)(2) 6% Senior Notes due 2019 $800,000,000 100% $800,000,000 $92,880 6.

$1,500,000,000 Alpha Natural Resources, Inc. $ % SENIOR NOTES DUE 2019 $ % SENIOR NOTES DUE 2021 Interest payable on June 1 and December 1

Use these links to rapidly review the document TABLE OF CONTENTS Prospectus Supplement TABLE OF CONTENTS 2 PRELIMINARY PROSPECTUS SUPPLEMENT SUBJECT TO COMPLETION, DATED MAY 16, 2011 (To Prospectus dated March 15, 2010) The information in this preliminary prospectus supplement is not complete and may be changed.

As filed with the Securities and Exchange Commission on March 28, 2011

As filed with the Securities and Exchange Commission on March 28, 2011 Registration No.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-3 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 ALPHA NATURAL RESOURCES, INC. (Exact name of registrant as specified in its charter)

As filed with the Securities and Exchange Commission on March 15, 2010 Registration No.

ALPHA NATURAL RESOURCES, INC. SUBORDINATED INDENTURE Dated as of [ ], 20[ ] Union Bank, N.A.

Exhibit 4.10 ALPHA NATURAL RESOURCES, INC. SUBORDINATED INDENTURE Dated as of [ ], 20[ ] Union Bank, N.A. Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS Section 1.01. Certain Terms Defined 1 Section 1.02. Other Definitions 7 ARTICLE 2 SECURITY FORMS Section 2.01. Forms Generally 7 Section 2.02. Guarantees by Guarantor; Form of Guarantee; Release of Guarantee 7 Section 2.03. Form of Trustee?s

ALPHA NATURAL RESOURCES, INC. Dated as of [ ], 20[ ] Union Bank, N.A.

Exhibit 4.9 ALPHA NATURAL RESOURCES, INC. INDENTURE Dated as of [ ], 20[ ] Union Bank, N.A. Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS Section 1.01. Certain Terms Defined 1 Section 1.02. Other Definitions 5 ARTICLE 2 SECURITY FORMS Section 2.01. Forms Generally 5 Section 2.02. Guarantees by Guarantor; Form of Guarantee; Release of Guarantee 6 Section 2.03. Form of Trustee?s Certificate o

securities and exchange commission Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to

Exhibit 25.2 securities and exchange commission Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) UNION BANK, N. A. (Exact name of Trustee as specified in its charter) 94-0304228 I.R.S. Employer Identification No. 400

securities and exchange commission Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to

Exhibit 25.1 securities and exchange commission Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) UNION BANK, N. A. (Exact name of Trustee as specified in its charter) 94-0304228 I.R.S. Employer Identification No. 400

LETTER OF TRANSMITTAL for Tender of All Outstanding 71/4% Senior Notes due 2014 in Exchange for 71/4% Senior Notes due 2014 of FOUNDATION PA COAL COMPANY Fully and Unconditionally Guaranteed on an Unsecured Basis by Foundation Coal Corporation and ea

QuickLinks - Click here to rapidly navigate through this document Exhibit 99.1 LETTER OF TRANSMITTAL for Tender of All Outstanding 71/4% Senior Notes due 2014 in Exchange for 71/4% Senior Notes due 2014 of FOUNDATION PA COAL COMPANY Fully and Unconditionally Guaranteed on an Unsecured Basis by Foundation Coal Corporation and each of its wholly owned direct and indirect subsidiaries other than Foun

As filed with the Securities and Exchange Commission on December 27, 2004

QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on December 27, 2004 Registration No.

NOTICE OF GUARANTEED DELIVERY Tender of All Outstanding 71/4% Senior Notes due 2014 in Exchange for 71/4% Senior Notes due 2014 of FOUNDATION PA COAL COMPANY Fully and Unconditionally Guaranteed by Foundation Coal Corporation and each of its wholly o

QuickLinks - Click here to rapidly navigate through this document Exhibit 99.4 NOTICE OF GUARANTEED DELIVERY for Tender of All Outstanding 71/4% Senior Notes due 2014 in Exchange for 71/4% Senior Notes due 2014 of FOUNDATION PA COAL COMPANY Fully and Unconditionally Guaranteed by Foundation Coal Corporation and each of its wholly owned direct and indirect subsidiaries other than Foundation PA Coal

FOUNDATION PA COAL COMPANY OFFER TO EXCHANGE 71/4% Senior Notes due 2014 which have been registered under the Securities Act of 1933 for any and all outstanding 71/4% Senior Notes due 2014 Fully and Unconditionally Guaranteed by Foundation Coal Corpo

QuickLinks - Click here to rapidly navigate through this document Exhibit 99.2 FOUNDATION PA COAL COMPANY OFFER TO EXCHANGE 71/4% Senior Notes due 2014 which have been registered under the Securities Act of 1933 for any and all outstanding 71/4% Senior Notes due 2014 Fully and Unconditionally Guaranteed by Foundation Coal Corporation and each of its wholly owned direct and indirect subsidiaries ot

REGISTRATION RIGHTS AGREEMENT REGISTERED EXCHANGE OFFER FOUNDATION PA COAL COMPANY

QuickLinks - Click here to rapidly navigate through this document Exhibit 10.3.1 EXECUTION COPY REGISTRATION RIGHTS AGREEMENT REGISTERED EXCHANGE OFFER FOUNDATION PA COAL COMPANY EXECUTION COPY $300,000,000 71/4% Senior Notes due 2014 REGISTRATION RIGHTS AGREEMENT July 30, 2004 Citigroup Global Markets Inc. Credit Suisse First Boston LLC UBS Securities LLC ABN AMRO Incorporated Bear, Stearns & Co.

FOUNDATION PA COAL COMPANY OFFER TO EXCHANGE 71/4% Senior Notes due 2014 which have been registered under the Securities Act of 1933 for any and all outstanding 71/4% Senior Notes due 2014 Fully and Unconditionally Guaranteed by Foundation Coal Corpo

QuickLinks - Click here to rapidly navigate through this document Exhibit 99.3 FOUNDATION PA COAL COMPANY OFFER TO EXCHANGE 71/4% Senior Notes due 2014 which have been registered under the Securities Act of 1933 for any and all outstanding 71/4% Senior Notes due 2014 Fully and Unconditionally Guaranteed by Foundation Coal Corporation and each of its wholly owned direct and indirect subsidiaries ot

State of Delaware Office of Secretary of State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.22 State of Delaware [SEAL] Office of Secretary of State I, Walton H. Simpson, Secretary of State of the State of Delaware, do hereby certify that the above and forgoing is a true and correct copy of Certificate of Incorporation of the "MAPLE MEADOW MINING COMPANY", as received and filed in this office the fourteenth day o

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.15 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG EQUIPMENT COMPANY", CHANGING ITS NAME FROM "RAG EQUIPMENT COMPANY" TO "FOUNDATION EQUIPMENT COMPANY", FILED IN THIS OFFICE ON T

RAG COAL WEST, INC. BY-LAWS Amended April 1, 2003 ARTICLE I Stockholders

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.13.1 RAG COAL WEST, INC. BY-LAWS Amended April 1, 2003 ARTICLE I Stockholders Section 1.1. Annual Meetings. An annual meeting of stockholders shall be held for the election of directors at such date, time and place either within or without the State of Delaware as may be designated by the Board of Directors from time to ti

RAG CONSOLIDATED LAND CORPORATION By-Laws (As Amended April 18, 2001) I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.12.1 RAG CONSOLIDATED LAND CORPORATION By-Laws (As Amended April 18, 2001) I OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other places

FOUNDATION COAL CORPORATION ARTICLE I

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.1.1 FOUNDATION COAL CORPORATION BYLAWS ARTICLE I Offices SECTION 1.01 Registered Office. The Corporation shall maintain its registered office in the State of Delaware at Corporation Service Company, 2711 Centerville Road, Suite 400, Wilmington, Delaware. The Corporation may also have offices in such other places in the Uni

Delaware Subsidiaries

QuickLinks - Click here to rapidly navigate through this document Exhibit 21.1 Delaware Subsidiaries Name Jurisdiction of Incorporation or Formation Alliance Power Marketing, Inc. Delaware Barbara Holdings Inc. Delaware Castle Gate Holding Company Delaware Coal Gas Recovery, LP Delaware Cumberland Coal Resources, LP Delaware Delta Mine Holding Company Delaware Emerald Coal Resources, LP Delaware F

DELTA MINE HOLDING COMPANY By-Laws (As Amended April 18, 2001) I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.8.1 DELTA MINE HOLDING COMPANY By-Laws (As Amended April 18, 2001) I OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other places both wi

[STATE OF WEST VIRGINIA SEAL] I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.46 [STATE OF WEST VIRGINIA SEAL] Certificate I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that by the provisions of Chapter 31, Article 1A, Section 7 of the West Virginia State Code, the Articles of Organization of RIVERTON CAPITAL VENTURES II, LIMITED LIABILITY COMPANY conform to law an

[STATE OF WEST VIRGINIA SEAL] I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.45 [STATE OF WEST VIRGINIA SEAL] Certificate I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that by the provisions of Chapter 31, Article 1A, Section 7 of the West Virginia State Code, the Articles of Organization of RIVERTON CAPITAL VENTURES I, LIMITED LIABILITY COMPANY conform to law and

[STATE OF WEST VIRGINIA SEAL] I, EDGAR F. HEISKELL III Secretary of State of the State of West Virginia, hereby certify that

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.43 [STATE OF WEST VIRGINIA SEAL] Certificate I, EDGAR F. HEISKELL III Secretary of State of the State of West Virginia, hereby certify that HASSEL BLANKENSHIP, President of RED ASH SALES & PROCESSING, INC., a corporation created and organized under the laws of the State of West Virginia, has certified to me under his signa

State of Delaware Office of the Secretary of State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.4 State of Delaware Office of the Secretary of State I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "COALARBED INC.", CHANGING ITS NAME FROM "COALARBED INC." TO "BARBARA HOLDINGS INC.", FILED IN THIS OFFICE ON THE

NEWEAGLE MINING CORP. ARTICLE I SHAREHOLDERS

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.38.1 NEWEAGLE MINING CORP. By-Laws ARTICLE I SHAREHOLDERS 1. Annual Meeting A meeting of the shareholders shall be held annually for the election of directors and the transaction of other business on such date in each year as may be determined by the Board of Directors, but in no event later than 100 days after the anniver

State of Delaware Office of the Secretary of State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.28 State of Delaware Office of the Secretary of State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE RESTATED CERTIFICATE OF "ROCKSPRING DEVELOPMENT, INC.", FILED IN THIS OFFICE ON THE TWENTY-SECOND DAY OF DECEMBER, A.D. 1988, AT 10 O'

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.2 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG PENNSYLVANIA COAL HOLDING COMPANY", CHANGING ITS NAME FROM "RAG PENNSYLVANIA COAL HOLDING COMPANY" TO "FOUNDATION PA COAL COMPAN

RAG EQUIPMENT COMPANY (As Amended on June 18, 2001) I. OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.15.1 RAG EQUIPMENT COMPANY By-Laws (As Amended on June 18, 2001) I. OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other places both wit

SOUTHERN RESOURCES, INC. By-Laws Restated December 5, 1977 As Amended February 15, 2001 ARTICLE 1 OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.50.1 SOUTHERN RESOURCES, INC. By-Laws Restated December 5, 1977 As Amended February 15, 2001 ARTICLE 1 OFFICES The principal office or place of business shall be located in Oak Hill, County of Fayette, West Virginia. The corporation may have other offices, either within or without the State of West Virginia, at such place

RIVERTON COAL SALES, INC. By-Laws Adopted February 15, 1996 (prior to incorporation) ARTICLE I OFFICES

Exhibit 3.47.1 RIVERTON COAL SALES, INC. By-Laws Adopted February 15, 1996 (prior to incorporation) ARTICLE I OFFICES The principal office of the Corporation in the State of West Virginia shall be located at 1524 Kanawha Boulevard, East, Charleston, West Virginia 25311, or at such place as shall be determined by the Board of Directors. ARTICLE II SHAREHOLDERS Section 1. Annual Meeting. There shall

[COMMONWEALTH OF VIRGINIA SEAL] STATE CORPORATION COMMISSION Richmond, December 20,1993

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.44 [COMMONWEALTH OF VIRGINIA SEAL] STATE CORPORATION COMMISSION Richmond, December 20,1993 This is to Certify that the certificate of incorporation of RIVEREAGLE CORP. was this day issued and admitted to record in this office and that the said corporation is authorized to transact its business subject to all Virginia laws

PIONEER MINING, INC. ARTICLE I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.42.1 PIONEER MINING, INC. By-Laws ARTICLE I OFFICES The principal office of the Corporation in the State of West Virginia shall be located at 1524 Kanawha Boulevard, East, Charleston, West Virginia 25311, or at such place as shall be determined by the Board of Directors. ARTICLE II SHAREHOLDERS Section 1. Annual Meeting. T

[THE STATE OF WEST VIRGINIA SEAL]

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.41 [THE STATE OF WEST VIRGINIA SEAL] [STAMP] CERTIFICATE OF INCORPORATION OF PIONEER FUEL CORPORATION DATED June 21, 1974 [State of West Virginia Seal] CERTIFICATE OF INCORPORATION I, EDGAR F. HEISKELL III, Secretary of State of the State of West Virginia, hereby certify that an Agreement, duly acknowledged, has been this

ARTICLES OF AMENDMENT OF ASHLAND MATERIALS, INC.

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.34 ARTICLES OF AMENDMENT OF ASHLAND MATERIALS, INC. To the Secretary of State Commonwealth of Kentucky Pursuant to the provisions of the Kentucky Business Corporation Act, the corporation hereinafter named (the "Corporation") does hereby adopt the following Articles of Amendment. 1. The name of the Corporation is Ashland M

State of West Virginia I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.32 State of West Virginia [SEAL] Certificate I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that originals of the Articles of Amendment to the Articles of Incorporation of KINGSTON MINING, INC. are filed in my office, signed and verified, as required by the provisions of West Virginia Code

State of Delaware Office of the Secretary of State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.25 State of Delaware Office of the Secretary of State I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "CYPRUS PLATEAU MINING CORPORATION", CHANGING ITS NAME FROM "CYPRUS PLATEAU MINING CORPORATION" TO "PLATEAU MINI

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.14 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG ENERGY SALES, INC", CHANGING ITS NAME FROM "RAG ENERGY SALES, INC" TO "FOUNDATION ENERGY SALES, INC.", FILED IN THIS OFFICE ON

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.10 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG AMERICAN COAL COMPANY LLC", CHANGING ITS NAME FROM "RAG AMERICAN COAL COMPANY LLC" TO "FOUNDATION AMERICAN COAL COMPANY, LLC",

FORM T-1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO

QuickLinks - Click here to rapidly navigate through this document Exhibit 25.1 FORM T-1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) o THE BANK OF NEW YORK (Exact name of trustee as spec

AMENDMENT #1 AGREEMENT OF LIMITED PARTNERSHIP OF RAG EMERALD RESOURCES, LP

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.9.1 AMENDMENT #1 AGREEMENT OF LIMITED PARTNERSHIP OF RAG EMERALD RESOURCES, LP This Amendment #1 (this "Amendment") to Agreement of Limited Partnership of RAG Emerald Resources, LP dated December 31, 1999 (the "Agreement"), is made and entered into effective as of the 1st day of April, 2003, by and between Pennsylvania Ser

CASTLE GATE HOLDING COMPANY By-Laws (As Amended April 18, 2001) I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.5.1 CASTLE GATE HOLDING COMPANY By-Laws (As Amended April 18, 2001) I OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other places both w

[STATE OF WEST VIRGINIA SEAL] I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.39 [STATE OF WEST VIRGINIA SEAL] Certificate I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that by the provisions of Chapter 31, Article 1, Sections 27 and 28 of the West Virginia Code, the Articles of Incorporation of ODELL PROCESSING INC. conform to law and are filed in my office. I the

COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION June 24, 1998

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.37 COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION June 24, 1998 The State Corporation Commission has found the accompanying articles submitted on behalf of NEWEAGLE INDUSTRIES, INC. to comply with the requirements of law, and confirms payment of all related fees. Therefore, it is ORDERED that this CERTIFICATE OF RES

NEWEAGLE DEVELOPMENT CORP. ARTICLE I SHAREHOLDERS

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.36.1 NEWEAGLE DEVELOPMENT CORP. By-Laws ARTICLE I SHAREHOLDERS 1. Annual Meeting A meeting of the shareholders shall be held annually for the election of directors and the transaction of other business on such date in each year as may be determined by the Board of Directors, but in no event later than 100 days after the an

KINGSTON RESOURCES, INC. By-Laws (As Amended April 18, 2001) ARTICLE I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.34.1 KINGSTON RESOURCES, INC. By-Laws (As Amended April 18, 2001) ARTICLE I OFFICES The registered office of the corporation in the Commonwealth of Kentucky shall be at the address stated in its Articles of Incorporation but such address may be changed from time to time by the Board of Directors. The corporation shall have

PLATEAU MINING CORPORATION BY-LAWS As amended and restated December 11, 2001 ARTICLE I STOCKHOLDERS

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.25.1 PLATEAU MINING CORPORATION BY-LAWS As amended and restated December 11, 2001 ARTICLE I STOCKHOLDERS Section 1. The annual meeting of the stockholders for the election of Directors and for the transaction of such other business as may properly come before the meeting shall be held on the Second Thursday in December at

State of Delaware Office of the Secretary of State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.23 State of Delaware Office of the Secretary of State I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF "PENNSYLVANIA LAND HOLDINGS CORPORATION", FILED IN THIS OFFICE ON THE TWENTY-SEVENTH DAY OF FEBRUARY, A.D. 1

MAPLE MEADOW MINING COMPANY (As Amended and Restated March 13, 1991) ARTICLE I

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.22.1 MAPLE MEADOW MINING COMPANY By-Laws (As Amended and Restated March 13, 1991) ARTICLE I Stockholders Section 1.1. Annual Meetings. An annual meeting of stockholders shall be held for the election of directors at such dates, time and place either within or without the State of Delaware as may be designated by the Board

RAG PENNSYLVANIA COAL HOLDING COMPANY Amended December 7, 2000 I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.2.1 RAG PENNSYLVANIA COAL HOLDING COMPANY By-Laws Amended December 7, 2000 I OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other places

RAG WYOMING LAND COMPANY ARTICLE I Stockholders

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.18.1 RAG WYOMING LAND COMPANY By-Laws ARTICLE I Stockholders Section 1.1. Annual Meetings. An annual meeting of stockholders shall be held for the election of directors at such date, time and place either within or without the State of Delaware as may be designated by the Board of Directors from time to time. Any other pro

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.18 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG WYOMING LAND COMPANY", CHANGING ITS NAME FROM "RAG WYOMING LAND COMPANY" TO "FOUNDATION WYOMING LAND COMPANY", FILED IN THIS OF

AMENDED AND RESTATED BYLAWS FOUNDATION AMERICAN COAL HOLDING, INC. (A Delaware corporation) (As Amended and Restated July 9, 1993) (As Amended July 30, 2004) ARTICLE I

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.11.1 AMENDED AND RESTATED BYLAWS OF FOUNDATION AMERICAN COAL HOLDING, INC. (A Delaware corporation) (As Amended and Restated July 9, 1993) (As Amended July 30, 2004) ARTICLE I STOCKHOLDERS 1.1 Meetings. 1.1.1 Place. Meetings of the stockholders shall be held at such place, either within or without the State of Delaware, as

OPERATING AGREEMENT RAG AMERICAN COAL COMPANY LLC (nka Foundation American Coal Company, LLC) A Delaware Limited Liability Company Sole Member RAG American Coal Holding, Inc. (nka Foundation American Coal Holding, Inc.) TABLE OF CONTENTS

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.10.1 OPERATING AGREEMENT OF RAG AMERICAN COAL COMPANY LLC (nka Foundation American Coal Company, LLC) A Delaware Limited Liability Company Sole Member RAG American Coal Holding, Inc. (nka Foundation American Coal Holding, Inc.) TABLE OF CONTENTS Page ARTICLE 1 Definitions 1 ARTICLE 2 Formation of Company; Purpose 2 2.1 For

AMENDMENT #1 AGREEMENT OF LIMITED PARTNERSHIP OF RAG CUMBERLAND RESOURCES, LP

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.7.1 AMENDMENT #1 AGREEMENT OF LIMITED PARTNERSHIP OF RAG CUMBERLAND RESOURCES, LP This Amendment #1 (this "Amendment") to Agreement of Limited Partnership of RAG Cumberland Resources, LP dated December 31, 1999 (the "Agreement"), is made and entered into effective as of the 1st day of April, 2003, by and between Pennsylvan

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.7 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG CUMBERLAND RESOURCES, LP", CHANGING ITS NAME FROM "RAG CUMBERLAND RESOURCES, LP" TO "CUMBERLAND COAL RESOURCES, LP", FILED IN TH

[STATE OF WEST VIRGINIA SEAL] I, Joe Manchin, III, Secretary of State of the State of West Virginia, hereby certify that

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[STATE OF WEST VIRGINIA SEAL] I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.48 [STATE OF WEST VIRGINIA SEAL] Certificate I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that THE FOLLOWING IS A TRUE AND CORRECT COPY OF: CERTIFICATE OF INCORPORATION OF RUHRKOHLE TRADING CORPORATION, (FORMERLY RIVERTON COAL COMPANY) DATED THE 19th DAY OF MARCH, 1927, INCLUDING ANY AME

[STATE OF WEST VIRGINIA SEAL] I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.47 BOOK 524 PAGE 100 [STATE OF WEST VIRGINIA SEAL] Certificate I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that by the provisions of Chapter 31, Article 1, Sections 27 and 28 of the West Virginia Code, the Articles of Incorporation of RIVERTON COAL SALES, INC. conform to law and are fil

OPERATING AGREEMENT RIVERTON CAPITAL VENTURES II LIMITED LIABILITY COMPANY OPERATING AGREEMENT

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[STATE OF WEST VIRGINIA SEAL] I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.42 [STATE OF WEST VIRGINIA SEAL] Certificate I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that by the provisions of Chapter 31, Article 1, Sections 27 and 28 of the West Virginia Code, the Articles of Incorporation of PIONEER MINING, INC. conform to law and are filed in my office. I ther

NEWEAGLE COAL SALES CORP. ARTICLE I SHAREHOLDERS

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State of Delaware Office of the Secretary of State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.3 State of Delaware Office of the Secretary of State I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "CYPRUS FM CORPORATION", CHANGING ITS NAME FROM "CYPRUS FM CORPORATION" TO "ALLIANCE POWER MARKETING, INC.", FILE

RAG RIVER PROCESSING CORPORATION By-Laws (As Amended March 27, 2001) 1. OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.26.1 RAG RIVER PROCESSING CORPORATION By-Laws (As Amended March 27, 2001) 1. OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other places

PENNSYLVANIA LAND HOLDINGS CORPORATION By-Laws As Amended February 15, 2001 I OFFICES

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Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.20 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG FREEPORT RESOURCES CORPORATION", CHANGING ITS NAME FROM "RAG FREEPORT RESOURCES CORPORATION" TO "FREEPORT RESOURCES CORPORATION

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.19 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG FREEPORT MINING, LP", CHANGING ITS NAME FROM "RAG FREEPORT MINING, LP" TO "FREEPORT MINING, LP", FILED IN THIS OFFICE ON THE TH

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.12 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG CONSOLIDATED LAND CORPORATION", CHANGING ITS NAME FROM "RAG CONSOLIDATED LAND CORPORATION" TO "FOUNDATION COAL RESOURCES CORPOR

SIMMONS FORK MINING, INC. Adopted April 1, 2000 As Amended April 1, 2003 ARTICLE I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.49.1 SIMMONS FORK MINING, INC. By-Laws Adopted April 1, 2000 As Amended April 1, 2003 ARTICLE I OFFICES The principal office of the Corporation shall be located in the City of Charleston, County of Kanawha, State of West Virginia. The Corporation may have such other offices, either within or without the State of West Virgi

[STATE OF WEST VIRGINIA SEAL] I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.40 [STATE OF WEST VIRGINIA SEAL] Certificate I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that by the provisions of Chapter 31, Article 1, Sections 27 and 28 of the West Virginia Code, the Articles of Incorporation of PAYNTER BRANCH MINING, INC. conform to law and are filed in my office.

NEWEAGLE INDUSTRIES, INC. By-Laws Amended and Restated October 20, 2000 ARTICLE I SHAREHOLDERS

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KINGSTON PROCESSING, INC. By-Laws As Amended January 16, 2001 ARTICLE I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.33.1 KINGSTON PROCESSING, INC. By-Laws As Amended January 16, 2001 ARTICLE I OFFICES The principal office of the corporation in the State of West Virginia shall be located at 1520 Kanawha Boulevard, East, in the City of Charleston, County of Kanawha. The corporation may have such other offices, either within or without the

State of Delaware Office of the Secretary of State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.30 State of Delaware Office of the Secretary of State I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF "WARRICK HOLDING COMPANY", FILED IN THIS OFFICE ON THE SECOND DAY OF APRIL, A.D. 1998, AT 10 O'CLOCK A.M. [S

State of Delaware Office of the Secretary of State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.29 State of Delaware Office of the Secretary of State I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF "WABASH MINE HOLDING COMPANY", FILED IN THIS OFFICE ON THE SECOND DAY OF APRIL, A.D. 1998, AT 10 O'CLOCK A.M

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.26 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG RIVER PROCESSING CORPORATION", CHANGING ITS NAME FROM "RAG RIVER PROCESSING CORPORATION" TO "RIVER PROCESSING CORPORATION", FIL

State of Delaware Office of Secretary of State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.21 State of Delaware [SEAL] Office of Secretary of State [STAMP] I, MICHAEL HARKINS, SECRETARY OF STATE OF THE STATE OF DELAWARE DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF RESTATED CERTIFICATE OF INCORPORATION OF LAUREL CREEK CO., INC. FILED IN THIS OFFICE ON THE TWENTY SECOND DAY OF DE

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.17 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG ROYALTY COMPANY", CHANGING ITS NAME FROM "RAG ROYALTY COMPANY" TO "FOUNDATION ROYALTY COMPANY", FILED IN THIS OFFICE ON THE THI

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.13 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG COAL WEST, INC.", CHANGING ITS NAME FROM "RAG COAL WEST, INC." TO "FOUNDATION COAL WEST, INC.", FILED IN THIS OFFICE ON THE THI

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.1 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "AMERICAN COAL ACQUISITION CORP.", CHANGING ITS NAME FROM "AMERICAN COAL ACQUISITION CORP." TO "FOUNDATION COAL CORPORATION", FILED I

Foundation Coal Corporation (Registrant Parent Guarantor) and Foundation PA Coal Company (Registrant Issuer) Computation of Ratio of Earnings to Fixed Charges (Amounts in millions except ratio)

Exhibit 12.1 Foundation Coal Corporation (Registrant Parent Guarantor) and Foundation PA Coal Company (Registrant Issuer) Computation of Ratio of Earnings to Fixed Charges (Amounts in millions except ratio) Predeccessor Successor Pro Forma Nine Months Ended September 30, 2004 1999 2000 2001 2002 2003 Nine Months Ended September 30, 2003 Period January 1 to July 29, 2004 Period April 23 to Septembe

State of Delaware Office of the Secretary of State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.8 State of Delaware Office of the Secretary of State I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF "DELTA MINE HOLDING COMPANY", FILED IN THIS OFFICE ON THE SECOND DAY OF APRIL, A.D. 1998, AT 10 O'CLOCK A.M.

OPERATING AGREEMENT RIVERTON CAPITAL VENTURES I LIMITED LIABILITY COMPANY OPERATING AGREEMENT

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BARBARA HOLDINGS, INC. ARTICLE I STOCKHOLDERS

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[STATE OF WEST VIRGINIA SEAL] I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.33 [STATE OF WEST VIRGINIA SEAL] Certificate I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that originals of the Articles of Amendment to the Articles of Incorporation of KINGSTON PROCESSING, INC. are filed in my office, signed and verified, as required by the provisions of West Virginia

ENERGY DEVELOPMENT CORPORATION By-Laws Adopted November 17, 1975 As Amended February 15, 2001 ARTICLE I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.31.1 ENERGY DEVELOPMENT CORPORATION By-Laws Adopted November 17, 1975 As Amended February 15, 2001 ARTICLE I OFFICES Section 1. Registered Office. The registered office shall be established and maintained at Gilbert, County of Mingo, West Virginia. Section 2. Other Offices. The corporation may have other offices, either wi

State of West Virginia

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.31 State of West Virginia [SEAL] Certificate I, JOHN D. ROCKEFELLER IV, Secretary of State of the State of West Virginia, hereby certify that the following and hereto attached is a true copy of Certificate of Incorporation of ENERGY DEVELOPMENT CORPORATION dated January 13, 1971; there being no amendments or additions ther

ROCKSPRING DEVELOPMENT, INC. By-Laws Restated November 28, 1988 Amended April 1, 2003 I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.28.1 ROCKSPRING DEVELOPMENT, INC. By-Laws Restated November 28, 1988 Amended April 1, 2003 I OFFICES Section 1. Registered Office. The registered office shall be in the City of Wilmington, County of New Castle, State of Delaware, and the Corporation Trust Company shall be the registered agent of the corporation. Section 2.

State of Delaware Office of the Secretary of State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.27 State of Delaware Office of the Secretary of State I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED ARE TRUE AND CORRECT COPIES OF ALL DOCUMENTS ON FILE OF "RIVERTON COAL PRODUCTION INC." AS RECEIVED AND FILED IN THIS OFFICE. THE FOLLOWING DOCUMENTS HAVE BEEN CERTIFIED: CER

RAG ENERGY SALES, INC. (As Amended on January 16, 2001) I. OFFICES

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PENNSYLVANIA SERVICES CORPORATION By-Laws (Amended April 1, 2003) I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.24.1 PENNSYLVANIA SERVICES CORPORATION By-Laws (Amended April 1, 2003) I OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other places bot

RIVEREAGLE CORP. ARTICLE I SHAREHOLDERS

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.44.1 RIVEREAGLE CORP. By-Laws ARTICLE I SHAREHOLDERS 1. Annual Meeting A meeting of the shareholders shall be held annually for the election of directors and the transaction of other business on such date in each year as may be determined by the Board of Directors, but in no event later than 100 days after the anniversary

[COMMONWEALTH OF VIRGINIA SEAL] STATE CORPORATION COMMISSION Richmond, September 30, 1993

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.36 [COMMONWEALTH OF VIRGINIA SEAL] STATE CORPORATION COMMISSION Richmond, September 30, 1993 This is to Certify that the certificate of incorporation of NEWEAGLE DEVELOPMENT CORP. was this day issued and admitted to record in this office and that the said corporation is authorized to transact its business subject to all Vi

KINGSTON MINING, INC. By-Laws Adopted April 1, 2000 As Amended April 1, 2003 ARTICLE I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.32.1 KINGSTON MINING, INC. By-Laws Adopted April 1, 2000 As Amended April 1, 2003 ARTICLE I OFFICES The principal office of the corporation in the State of West Virginia shall be located at 1520 Kanawha Boulevard, East, in the City of Charleston, County of Kanawha. The corporation may have such other offices, either within

ALLIANCE POWER MARKETING, INC. By-Laws (As Amended May 15, 2001) I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.3.1 ALLIANCE POWER MARKETING, INC. By-Laws (As Amended May 15, 2001) I OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other places both

RIVERTON COAL PRODUCTION, INC. ARTICLE I STOCKHOLDERS

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.27.1 RIVERTON COAL PRODUCTION, INC. By-Laws ARTICLE I STOCKHOLDERS 1.1 Meetings. 1.1.1 Place. Meetings of the stockholders shall be held at such place as may be designated by the board of directors. 1.1.2 Annual Meeting. An annual meeting of the stockholders for the election of directors and for other business shall be hel

RAG MIDWEST HOLDING COMPANY By-Laws (As Amended April 18, 2001) I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.16.1 RAG MIDWEST HOLDING COMPANY By-Laws (As Amended April 18, 2001) I OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other places both

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.11 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "FOUNDATION COAL HOLDING, INC.", CHANGING ITS NAME FROM "FOUNDATION COAL HOLDING, INC." TO "FOUNDATION AMERICAN COAL HOLDING, INC.",

As filed with the Securities and Exchange Commission on December 3, 2004

QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on December 3, 2004 Registration No.

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.51 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG COAL DEVELOPMENT CORPORATION", CHANGING ITS NAME FROM "RAG COAL DEVELOPMENT CORPORATION" TO "FOUNDATION COAL DEVELOPMENT CORPOR

RED ASH SALES COMPANY, INC. By-Laws Amended December 19, 1975 ARTICLE I SHAREHOLDERS

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.43.1 RED ASH SALES COMPANY, INC. By-Laws Amended December 19, 1975 ARTICLE I SHAREHOLDERS 1.1 Meetings. (a) Place. Meetings of the shareholders shall be held at such place as may be designated by the board of directors. (b) Annual Meeting. An annual meeting of the shareholders for the election of directors and for other bu

ODELL PROCESSING INC. Amended and Restated September 13, 2001 ARTICLE I SHAREHOLDERS

Exhibit 3.39.1 ODELL PROCESSING INC. By-Laws Amended and Restated September 13, 2001 ARTICLE I SHAREHOLDERS 1. Annual Meeting A meeting of the shareholders shall be held annually for the election of directors and the transaction of other business on such date in each year as may be determined by the Board of Directors, but in no event later than 100 days after the anniversary of the date of incorp

[COMMONWEALTH OF VIRGINIA SEAL] STATE CORPORATION COMMISSION Richmond, September 20, 1993

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.38 [COMMONWEALTH OF VIRGINIA SEAL] STATE CORPORATION COMMISSION Richmond, September 20, 1993 This is to certify that the certificate of incorporation of NEWEAGLE MINING CORP. was this day issued and admitted to record in this office and that the said corporation is authorized to transact its business subject to all Virgini

WARRICK HOLDING COMPANY By-Laws (As Amended April 18, 2001) I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.30.1 WARRICK HOLDING COMPANY By-Laws (As Amended April 18, 2001) I OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other places both with

LAUREL CREEK CO., INC. By-Laws Restated November 28, 1988 Amended April 1, 2003 ARTICLE I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.21.1 LAUREL CREEK CO., INC. By-Laws Restated November 28, 1988 Amended April 1, 2003 ARTICLE I OFFICES Section 1. Registered Office. The registered office shall be in the City of Wilmington, County of New Castle, State of Delaware, and the Corporation Trust Company shall be the registered agent of the corporation. Section

RAG FREEPORT RESOURCES CORPORATION By-Laws (As Amended April 18, 2001) I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.20.1 RAG FREEPORT RESOURCES CORPORATION By-Laws (As Amended April 18, 2001) I OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other place

RAG ROYALTY COMPANY By-Laws (As Amended April 18, 2001) I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.17.1 RAG ROYALTY COMPANY By-Laws (As Amended April 18, 2001) I OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other places both within a

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.9 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG EMERALD RESOURCES, LP", CHANGING ITS NAME FROM "RAG EMERALD RESOURCES, LP" TO "EMERALD COAL RESOURCES, LP", FILED IN THIS OFFICE

RAG COAL DEVELOPMENT CORPORATION By-Laws (As Amended April 18, 2001) I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.51.1 RAG COAL DEVELOPMENT CORPORATION By-Laws (As Amended April 18, 2001) I OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other places

[STATE OF WEST VIRGINIA SEAL] I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.49 [STATE OF WEST VIRGINIA SEAL] Certificate I, Ken Hechler, Secretary of State of the State of West Virginia, hereby certify that by the provisions of Chapter 31, Article I, Sections 27 and 28 of the West Virginia Code, the Articles of Incorporation of SIMMONS FORK MINING, INC. conform to law and are filed in my office. I

RUHRKOHLE TRADING CORPORATION By-Laws Adopted March 5, 1987 ARTICLE I SHAREHOLDERS

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.48.1 RUHRKOHLE TRADING CORPORATION By-Laws Adopted March 5, 1987 ARTICLE I SHAREHOLDERS 1.1 Meetings. 1.1.1 Place of Meetings. Meetings of the shareholders shall be held at such place, either within or without the State of West Virginia, as may be designated by the board of directors. 1.1.2 Annual Meeting. An annual meetin

PAYNTER BRANCH MINING, INC. ARTICLE I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.40.1 PAYNTER BRANCH MINING, INC. By-Laws ARTICLE I OFFICES The principal office of the Corporation in the State of West Virginia shall be located at 1524 Kanawha Boulevard, East, Charleston, West Virginia 25311, or at such place as shall be determined by the Board of Directors. ARTICLE II SHAREHOLDERS Section 1. Annual Mee

[COMMONWEALTH OF VIRGINIA SEAL] STATE CORPORATION COMMISSION Richmond, December 20, 1993

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.35 [COMMONWEALTH OF VIRGINIA SEAL] STATE CORPORATION COMMISSION Richmond, December 20, 1993 This is to Certify that the certificate of incorporation of NEWEAGLE COAL SALES CORP. was this day issued and admitted to record in this office and that the said corporation is authorized to transact its business subject to all Virg

AGREEMENT OF LIMITED PARTNERSHIP OF RAG FREEPORT MINING, LP

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.19.1 AGREEMENT OF LIMITED PARTNERSHIP OF RAG FREEPORT MINING, LP This Agreement of Limited Partnership (this "Agreement") of RAG Freeport Resources, LP, to be renamed RAG Freeport Mining, LP is made and entered into effective as of the 31st day of December, 1999, by and between Pennsylvania Services Corporation, a Delaware

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.16 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG MIDWEST HOLDING COMPANY", CHANGING ITS NAME FROM "RAG MIDWEST HOLDING COMPANY" TO "FOUNDATION MIDWEST HOLDING COMPANY", FILED I

AGREEMENT OF LIMITED PARTNERSHIP OF COAL GAS RECOVERY, LP

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.6.1 AGREEMENT OF LIMITED PARTNERSHIP OF COAL GAS RECOVERY, LP This Agreement of Limited Partnership of COAL GAS RECOVERY, LP (this "Agreement") is made and entered into effective as of the 1st day of October, 2002, by and between Pennsylvania Services Corporation, a Delaware corporation, as general partner (the "General Pa

Delaware The First State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.6 Delaware The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "RAG LIBERTY MINING, LP", CHANGING ITS NAME FROM "RAG LIBERTY MINING, LP" TO "COAL GAS RECOVERY, LP", FILED IN THIS OFFICE ON THE TWE

State of Delaware Office of the Secretary of State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.5 State of Delaware Office of the Secretary of State I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF "CASTLE GATE HOLDING COMPANY", FILED IN THIS OFFICE ON THE SECOND DAY OF APRIL, A.D. 1998, AT 10 O'CLOCK A.M.

PIONEER FUEL CORPORATION Bylaws Adopted May 15, 1978 ARTICLE I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.41.1 PIONEER FUEL CORPORATION Bylaws Adopted May 15, 1978 ARTICLE I OFFICES Section 1. The principal office and place of business of this corporation will be in the Vecellio & Grogan Building, Crab Orchard Road, Beckley, Raleigh County, West Virginia, P. O. Box 1085, Beckley, W. Va. 25801. The Board of Directors may change

WABASH MINE HOLDING COMPANY By-Laws (As Amended April 1, 2003) I OFFICES

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.29.1 WABASH MINE HOLDING COMPANY By-Laws (As Amended April 1, 2003) I OFFICES Section 1. REGISTERED AND OTHER OFFICES. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. The Corporation shall have offices at such other places both w

State of Delaware Office of the Secretary of State

QuickLinks - Click here to rapidly navigate through this document Exhibit 3.24 State of Delaware Office of the Secretary of State I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF "PENNSYLVANIA SERVICES CORPORATION", FILED IN THIS OFFICE ON THE THIRTIETH DAY OF DECEMBER, A.D. 1994, AT 1: