Supplement

Tennessee Valley Authority Coal Supply & Origination 1101 Market Street, MR 2A Chattanooga, Tennessee 37402-2801 CONTRACT SUPPLEMENT

by Armstrong Energy, Inc.
May 4th, 2012
Exhibit 10.23
Tennessee Valley Authority
Coal Supply & Origination
1101 Market Street, MR 2A
Chattanooga, Tennessee 37402-2801
                 
TO:
  Armstrong Coal Company, Inc.   Supplement No.   16  
 
  7701 Forsyth Boulevard - 10th Floor   Date   February 21, 2012
 
  St. Louis, Missouri 63105   Group-Contract No.   612-40668  
 
      Plant   Various
Attention: Mr. Martin Wilson
TVA and Armstrong Coal Company, Inc., “(Armstrong) agree to amend Contract No. 635-40685 and Contract No. 612-40668 as set forth below.
1.   Contract No. 635-40685. Supplement No. 5 dated December 28, 2011, to this Contract is hereby rescinded. For the sake of clarity, rescinding Supplement No. 5 increases TVA’s Base Tonnage for 2012 from 900,000 tons to 1,000,000 tons.
 
2.   Contract No. 612-40668. TVA’s Base Contract Tonnage for 2012, as specified in Supplement No. 15, dated December 28, 2011, and is hereby reduced from 1,700,000 tons to 1,000,000 tons.
 
3.   Contract No. 612-40668 and Contract No. 635-40685. TVA and Armstrong hereby agree that all tonnage required to be delivered under Contract Nos. 612-40668 and 635-40685 through December 31, 2011, is complete and that no tonnage shortfalls exist with respect to either party.
 
4.   Contract No. 612-40668. TVA and Armstrong hereby agree that for Calendar Year 2012 only the moisture specification set forth in the agreement shall remain at a 12% reject level; provided, however, the Parties shall cooperate in good faith on excursions that may occur on a periodic basis as follows: if (i) Armstrong delivers four consecutive trains to TVA that exceed the 12% moisture reject specification set forth in the Contract, the fourth train may be rejected; (ii) if Armstrong delivers two consecutive trains to TVA that exceed 12.5% moisture, the second train may be rejected; and/or (iii) any shipments on the Contract exceeding 12.6% moisture may be rejected. In the event that any of the aforementioned items are triggered, and prior to the submission of any rejection notification by TVA to Armstrong, the Parties shall discuss in good faith an alternative resolution to avoid any potential rejection.
Paragraphs 1, 2, 3, and 4 of this Supplement to Contract No. 612-40668 and Contract No. 635-40685 constitute the entire agreement between the parties and supersede any prior communications, understandings, or agreements with respect to the subject matter hereof (collectively “Prior Negotiations”). For the sake of clarity, any Prior Negotiations regarding test Burns, scheduling or rescheduling of reopeners, initiation of new contracts, and tonnage commitments for Calendar Year 2013 are not part of this Supplement and have not been agreed to by the parties.
TVA RESTRICTED INFORMATION

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All other terms and conditions of Contract No. 612-40668 and 635-40685 remain unchanged.
Please complete the acceptance on both copies and return one copy to this office. You should retain the other original copy for your files.
In the event Contractor fails to execute this Supplement in the acceptance space provided below or fails to return such executed Supplement to TVA, shipment of coal to TVA following the date of Contractor’s receipt of this Supplement shall be deemed to constitute acceptance by Contractor of all the terms and conditions of this Supplement, unless within five (5) business days of the date of receipt of this Supplement, Contractor notifies TVA, both orally and in writing that this Supplement is not accepted.
Except as otherwise provided in the immediately preceding sentence, the acceptance date of this Supplement shall be the date on which both parties have signed a copy hereof.
               
Accepted
  Armstrong Coal Co.   Tennessee Valley Authority    
 
 
 
          (Company)
         
 
             
By
  /s/ Martin D. Wilson   By /s/ Connie S. Gazaway    
 
 
 
   
 
   
 
 
 
 
 
Connie S. Gazaway
   
 
      Asset Management Specialist    
 
             
Title
  President   March 9, 2012    
 
 
 
 
Date 
   
 
             
Date
      /s/ R. W. Poponyak    
 
 
 
 
 
R. W. Poponyak
   
 
      Manager, Coal Acquisition    
TVA RESTRICTED INFORMATION

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