[Letterhead AEI Resources, Inc.]
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May 25, 2001

Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street N.W.
Washington, D.C. 20549

                    Re: Registration Statement on Form S-4
                            SEC File No. 333-72355


     In accordance with Rule 477 under the Securities Act of 1933, as amended,
we request withdrawal of our registration statement on Form S-4 (Registration
No. 333-72355)("Registration Statement"), and all exhibits thereto, effective
immediately. We are withdrawing the Registration Statement because we are in the
process of restructuring our balance sheet, and as a result of the
restructuring, the registration of the securities pursuant to the Registration
Statement may not be necessary. We have not, and will not, sell any securities
under the Registration Statement.

     It is our understanding that, pursuant to Rule 457 under the Securities Act
of 1933, as amended, upon withdrawal, the filing fees associated with the
Registration Statement may be offset against any filing fees due for any
subsequent registration statement or registration statements subject to the
requirements described in Rule 457.

     We further request that you provide us with a copy of the order consenting
to the withdrawal of the Registration Statement as soon as it is available
(fax: (606) 920-7480, attention: Stephen Addington; with a fax copy to our
counsel, Paul Sullivan at (859) 231-0011).

AEI RESOURCES, INC.

By: /s/ Stephen Addington
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Title: President
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