SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

GEE GORDON

(Last)

(First)

(Middle)

VANDERBILT UNIVERSITY

211 KIRKLAND HALL

(Street)

NASHVILLE

37240

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MASSEY ENERGY CO [ MEE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/14/2001

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/14/2001		M		541	A	⁽¹⁾	16,765	D
Common Stock	03/14/2001		D		541	D	$21.625	16,224	D
Common Stock	03/14/2002		M		541	A	⁽¹⁾	16,765	D
Common Stock	03/14/2002		D		541	D	$15.8	16,224	D
Common Stock	03/14/2003		M		541	A	⁽¹⁾	16,765	D
Common Stock	03/14/2003		D		541	D	$8.975	16,224	D
Common Stock	03/14/2004		M		541	A	⁽¹⁾	16,765	D
Common Stock	03/14/2004		D		541	D	$21.91	16,224	D
Common Stock	03/14/2005		M		541	A	⁽¹⁾	16,765	D
Common Stock	03/14/2005		D		541	D	$41.94	16,224	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Units (phantom stock units)	⁽¹⁾	03/14/2001		M			541	03/14/2001	03/14/2001	Common Stock	541	$21.625	2,164	D
Restricted Units (phantom stock units)	⁽¹⁾	03/14/2002		M			541	03/14/2002	03/14/2002	Common Stock	541	$15.8	1,623	D
Restricted Units (phantom stock units)	⁽¹⁾	03/14/2003		M			541	03/14/2003	03/14/2003	Common Stock	541	$8.975	1,082	D
Restricted Units (phantom stock units)	⁽¹⁾	03/14/2004		M			541	03/14/2004	03/14/2004	Common Stock	541	$21.91	541	D
Restricted Units (phantom stock units)	⁽¹⁾	03/14/2005		M			541	03/14/2005	03/14/2005	Common Stock	541	$41.94	0	D

Explanation of Responses:

1. The conversion price of each restricted unit is the cash value on each transaction date of one share of Massey common stock.

Remarks:

This Form 4 reports current cash settlements of Restricted Units. This Form also reports prior cash settlements of Restricted Units not previously reported. All the restricted units reported above are part of a grant of restricted units that vested in five equal annual installments.

	/s/ Richard R. Grinnan, attorney-in-fact	03/15/2005
	** 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).
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