UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(Dd) OF THE

SECURITIES EXCHANGE ACT OF 1934

~~June~~August 2 11, 2008

(~~May~~August 27 8, 2008)

Date of report

(Date of earliest event reported)

UNITED FUEL & ENERGY CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

Nevada
(State or Other Jurisdiction of Incorporation)
333-68008		91-2037688
(Commission File Number)		(IRS Employer Identification No.)
405 N. Marienfeld, Suite 300, Midland, Texas		79701
405 N. Marienfeld, Midland, Texas		79701
(Address of Principal Executive Offices)		(Zip Code)
(432) 571-8000
(Registrant’s Telephone Number, Including Area Code)
(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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

oItem 1.01 ~~Soliciting~~Entry ~~material~~ into ~~pursuant~~a toMaterial ~~Rule~~Definitive ~~14a-12 under the Exchange Act (17 CFR 240.14a-12)~~Agreement

~~o Pre-commencement~~On ~~communications~~ August 8, ~~pursuant~~2008, towe ~~Rule~~and ~~14d-2(b)~~the lenders under ~~the~~our ~~Exchange~~Second ~~Act~~Amended ~~(17~~and ~~CFR~~Restated Financing ~~240~~ Agreement dated March 27, 2007, and The Greinke Personal Living Trust entered into a Seventh Amendment.~~14d-2(b))~~

~~o Pre-commencement~~The ~~communications~~ purpose ~~pursuant~~of the Seventh Amendment to ~~Rule~~our ~~13e-4~~Second Amended and Restated Financing Agreement is to, among other things, provide: (ci) ~~under~~a replacement for the Forbearance ~~Exchange~~Agreement ~~Act~~and Sixth Amendment to our Second Amended and Restated Financing Agreement; (17ii) ~~CFR~~a waiver of the previous events of default; (iii) ~~240.13e~~ an increase in the interest rates applicable to the revolver and the term loans; (iv) new EBITDA and fixed charge coverage ratio covenant requirements; (v) a reduction in the annual limit on capital expenditures from $5 million to $3 million; (vi) a requirement for an equipment and real estate appraisal on all collateral supporting the lenders’ term loans; (vii) a requirement that we reduce our over-90 day accounts receivable balance to no greater than $4.5 million by October 31, 2008; (cviii) a requirement that we maintain accounts payable terms of no less than 30 days to our affiliate, Southern Counties Oil Co. and its affiliates; and (ix) additional and expanded reporting requirements on a more frequent basis.

~~ITEM~~As consideration ~~1.01~~for ~~ENTRY~~the ~~INTO~~Seventh AAmendment, ~~MATERIAL~~we ~~DEFINITIVE~~have ~~AGREEMENT~~agreed to pay our lenders a non-refundable amendment fee of $200,000 payable in four equal monthly installments beginning on August 8, 2008.

~~Amended~~The ~~and~~ foregoing ~~Restated~~description ~~Promissory~~of ~~Note~~the Seventh Amendment is not complete and is qualified in ~~Favor~~its entirety by reference to the full text of ~~Greinke~~the ~~Personal~~Seventh ~~Living~~Amendment, a copy ~~Trust~~ of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.

OnSeventh ~~April~~ Amendment has been included to provide investors and security holders with ~~14,~~ information ~~2008,~~regarding ~~United~~its ~~Fuel~~terms. &It ~~Energy~~is ~~Corporation,~~not aintended ~~Nevada~~to ~~corporation~~provide ~~(“we,”~~any ~~“us”~~other factual or information about us. The representations, warranties and covenants contained in the ~~“Company”)~~Seventh Amendment were made only for purposes of that agreement and as of specific dates, ~~entered~~were ~~into~~solely anfor ~~unsecured~~the ~~promissory~~benefit ~~note~~of (the ~~“Note”)~~parties ~~with~~ to the Seventh ~~Greinke~~ Amendment, ~~Personal~~and ~~Living~~may ~~Trust,~~be ~~Frank~~subject P.to ~~Greinke,~~limitations ~~Trustee~~agreed (upon by the ~~“Trust”),~~contracting ~~pursuant to~~ parties, ~~which~~instead weof ~~could~~establishing ~~borrow~~these upmatters toas $5facts,~~000,000~~ ~~from~~and may be subject to standards of materiality applicable to the ~~Trust~~contracting parties that differ from those ~~time~~applicable to ~~time~~investors. Investors are not third-party beneficiaries ~~for~~ under ~~short~~ the ~~term~~Seventh ~~working~~Amendment ~~capital~~and ~~needs.~~should ~~The~~not ~~Note~~rely ~~expired~~on the representations, warranties and covenants or any descriptions thereof as characterizations of ~~May~~the ~~14,~~actual ~~2008~~state of facts or condition of United Fuel & Energy Corporation. ~~The~~Moreover, ~~Trust~~ information concerning the subject matter of the representations and warranties is may ~~affiliated~~change ~~with~~after ~~Frank~~the P.date ~~Greinke~~of the Seventh Amendment, ~~our~~which ~~Chairman~~subsequent ofinformation may or may not be fully reflected in the ~~Board~~public disclosures of United Fuel & Energy Corporation.

OnItem ~~May 27, 2008, we entered into an amended and restated version of the Note with the Trust (the “Amended and Restated Note”)~~ 2. ~~The Amended and Restated Note deleted~~03 Creation ~~the May 14, 2008 expiration date~~ of ~~the~~a ~~Note,~~Direct ~~thereby~~Financial ~~allowing~~Obligation the Amended and Restated Note to remain in place indefinitely. Interest on the unpaid principal balance of all advances under the Amended and Restated Note that have been outstanding for 30 days or ~~less~~an ~~shall~~Obligation ~~bear interest at the London interbank offered rate or LIBOR in effect on May 27, 2008, plus 3.50%. Interest on the unpaid principal balance of all advances~~ under ~~the~~an ~~Amended~~Off-Balance ~~and Restated Note~~Sheet ~~that~~ Arrangement have been outstanding for more than 30 days shall bear interest at the LIBOR in effect on the 30th day following the date such advance was made plus 8.50%. All principal and accrued but unpaid interest under the Amended and Restated Note shall be payable upon the demand of ~~the~~a ~~Trust upon one day prior written notice to us.~~Registrant

The ~~foregoing~~ information ~~description~~set offorth ~~the~~above ~~Amended and Restated Note is not complete and is qualified~~ in ~~its~~Item ~~entirety~~1.01 byregarding ~~reference to~~ the ~~full~~Seventh ~~text~~Amendment ~~of the~~is ~~Amended~~ hereby ~~and~~incorporated ~~Restated~~into ~~Note, a copy~~this ofItem ~~which is filed herewith as Exhibit 10~~2.103 ~~and is incorporated herein~~ by reference.

~~ITEM 2~~Item 9.0301 Financial Statements ~~CREATION~~and ~~OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT~~Exhibits.

The information set forth above in Item 1.01 regarding the Amended and Restated Promissory Note in Favor of the Greinke Personal Living Trust is hereby incorporated into this Item 2.03 by reference.(d) Exhibits

Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

	Exhibit Number	Description

	Exhibit 10.1	Seventh Amendment to Second Amended and Restated Financing Agreement dated August 8, 2008, by and among The CIT Group/Business Credit, Inc., Wachovia Bank, N.A., PNC Bank, National Association, SunTrust Bank, The Greinke Personal Living Trust, Frank P. Greinke, Trustee, United Fuel & Energy Corporation, a Texas corporation, Three D Oil Co. of Kilgore, Inc., Cardlock Fuels System, Inc., and United Fuel & Energy Corporation, a Nevada corporation.

(d) Exhibits.

The following exhibits are filed or furnished herewith:

Exhibit No.		Description
10.1		Amended and Restated Promissory Note of United Fuel & Energy Corporation, a Nevada corporation, dated May 27, 2008, in favor of the Greinke Personal Living Trust, Frank P. Greinke, Trustee.

SIGNATURES

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

		UNITED FUEL & ENERGY CORPORATION
Date: June 2, 2008	By:	/s/ Lyndon James
Date: August 11, 2008	By:	/s/ D. Lyndon James
		Lyndon James
		D. Lyndon James
		Interim Chief Financial Officer and Vice President
		Interim Chief Financial Officer, Vice President and Secretary

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