Exhibit 3.19

                                                  STATE OF DELAWARE
                                                 SECRETARY OF STATE
                                              DIVISION OF CORPORATIONS
                                              FILED 05:00 PM 01/14/2003
                                                  030029062-3614632

                          CERTIFICATE OF INCORPORATION
                                       OF
                              AMFIRE HOLDINGS, INC.

                                    ARTICLE I
                               NAME OF CORPORATION

              The name of this corporation (the "Corporation") is:

                              AMFIRE HOLDINGS, INC.

                                   ARTICLE II
                                REGISTERED OFFICE

            The address of the registered office of the Corporation in the State
of Delaware is 2711 Centerville Road, Suite 400, Wilmington, Delaware and the
name of its registered agent at that address is Corporation Service Company.

                                   ARTICLE III
                                     PURPOSE

            The purpose of the Corporation is to engage in any lawful act or
activity for which corporations may be organized under the General Corporation
Law of the State of Delaware (the "Delaware Code").

                                   ARTICLE IV
                            AUTHORIZED CAPITAL STOCK

      A. The Corporation shall have the authority to issue 100 shares of Common
Stock, par value $0.01 per share ("Common Stock").



      B. Each common stockholder of record shall have one vote for each share of
Common Stock which is outstanding in his or her name on the books of the
Corporation and which is entitled to vote. In the election of directors, each
stockholder shall be entitled to cast for any one candidate no greater number of
votes than the number of shares held by such stockholder; no stockholder shall
be entitled to cumulate votes on behalf of any candidate.

      C. Common stockholders of the Corporation shall not have preemptive
rights.

                                    ARTICLE V
                          BOARD POWER REGARDING BYLAWS

            In furtherance and not in limitation of the powers conferred by
statute, the Board of Directors is expressly authorized to make, repeal, alter,
amend and rescind the bylaws of the Corporation.

                                   ARTICLE VI
                              ELECTION OF DIRECTORS

            Elections of directors need not be by written ballot unless the
bylaws of the Corporation shall so provide.

                                   ARTICLE VII
                INDEMNIFICATION; LIMITATION OF DIRECTOR LIABILITY

      A. The corporation shall indemnify its directors, officers, employees and
agents, or persons serving at the request of the corporation as a director,
officer, employee or agent of another corporation, where such person is made
party or threatened to be made a party to any threatened, pending or completed
action, suit or proceeding, whether civil, criminal or administrative, by reason
of the fact that the person is or was a director, officer, employee or agent of
the corporation or serving such capacity in another corporation at the request
of the corporation, in each case to the fullest extent permitted by Section 145
of the Delaware Code as the same exists or may hereafter be amended.

      B. To the fullest extent permitted by the Delaware Code as the same exists
or may hereafter be amended, a director of the corporation shall not be liable
to the corporation or its stockholders for monetary damages for breach of
fiduciary duty as a director.

      C. If the Delaware Code is amended after the date of the filing of this
Certificate of Incorporation to authorize corporate action further eliminating
or limiting the personal liability of directors or permitting indemnification to
a fuller extent, then the liability of a director of the corporation shall be
eliminated or limited, and indemnification shall be extended, in each case to
the fullest extent permitted by the Delaware Code, as so amended from time to
time. No repeal or modification of this Article VII by the stockholders shall
adversely affect any right or

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protection of a director of the corporation existing by virtue of this Article
VII at the time of such repeal or modification.

                                  ARTICLE VIII
                                 CORPORATE POWER

            The Corporation reserves the right to amend, alter, change or repeal
any provision contained in this Certificate of Incorporation, in the manner now
or hereafter prescribed by statute, and all rights conferred on stockholders
herein are granted subject to this reservation.

                                   ARTICLE IX
                                  INCORPORATOR

            The name and mailing address of the incorporator of the Corporation
is:

                  Karin M. Writer
                  Bartlit Beck Herman Palenchar & Scott
                  1899 Wynkoop Street, Suite 800
                  Denver, CO 80202

            THE UNDERSIGNED, being the incorporator hereinbefore named, for the
purpose of forming a corporation to do business both within and without the
State of Delaware, and in pursuance of the Delaware Code, does make and file
this Certificate.

Dated: January 14, 2003

                                        By: Karin M. Writer
                                             Karin M. Writer, Incorporator

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