FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Whelan Timothy J
2. Issuer Name and Ticker or Trading Symbol

ALLIANCE RESOURCE PARTNERS LP [ ARLP ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Senior Vice President Sales
(Last)          (First)          (Middle)

1717 SOUTH BOULDER AVENUE, SUITE 400
3. Date of Earliest Transaction (MM/DD/YYYY)

2/8/2019
(Street)

TULSA, OK 74119
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common unit   2/8/2019     M    39256   A   (2) 62482   D    
Common unit   2/8/2019     F    11760   D $19.67   (3) 50722   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted unit     (2) 2/8/2019     M         39256    2/8/2019     (1) Common unit   39256     (2) 0   D    

Explanation of Responses:
(1)  Not applicable
(2)  On January 23, 2019, our Compensation Committee determined that the vesting requirements for the 2016 Long-Term Incentive Plan grants had been satisfied. As a result restricted units were determined to be vested effective January 1, 2019 and subsequently issued on February 8, 2019 based upon an ARLP unit price of $19.67.
(3)  Upon vesting, restricted units are withheld by the Partnership for the payment of tax liability at the vesting price of $19.67.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Whelan Timothy J
1717 SOUTH BOULDER AVENUE
SUITE 400
TULSA, OK 74119


Senior Vice President Sales

Signatures
/s/ Timothy Whelan, by Kenneth Hemm, pursuant to power of attorney dated February 6, 2018 2/12/2019
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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