8-K 1 wcc_8k051906amex.htm FORM 8-K Form 8-K

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


FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):   May 17, 2006


WESTMORELAND COAL COMPANY
(Exact Name of Registrant as Specified in Charter)

Delaware 001-11155 23-1128670
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)

14th Floor, 2 North Cascade Avenue, Colorado Springs, CO       80903
(Address of Principal Executive Offices)                                       (Zip Code)

Registrant’s telephone number, including area code: (719) 442-2600

______________________________________________________
(Former Name or Former Address, if Changed Since Last Report)

        Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

             Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

             Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

             Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

             Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Item 3.01.   Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

The Company has received a notice from the staff of the American Stock Exchange (the “Amex”) dated May 17, 2006, advising that as a result of the Company’s failure to timely file with the Securities and Exchange Commission the Company’s quarterly report on Form 10-Q for the quarter ended March 31, 2006, the Company is not in compliance with the Amex’s continued listing standards as provided in Sections 134 and 1100 of the Amex Company Guide.

The Company will submit a plan by June 1, 2006 as required by the Amex, advising the Amex of the action the Company has taken, or will take, to bring the Company into compliance.

As previously announced, the Company was unable to timely file the Form 10-Q because of the extended review of the Company’s accounting for income taxes. That review is continuing.

A copy of the press release issued by the Company today reporting receipt of the notice is attached as Exhibit 99.1 to this current report on Form 8-K.

Item 9.01.   Financial Statements and Exhibits

          (c)   Exhibits

                 Exhibit 99.1 - Press release dated May 19, 2006



SIGNATURE

        Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

WESTMORELAND COAL COMPANY
   
Date:   May 19, 2006 By:  /s/ David J. Blair
David J. Blair
Chief Financial Officer
(A Duly Authorized Officer)



EXHIBIT INDEX

Exhibit No. Description

99.1 Press release dated May 19, 2006