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

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934
(Amendment No. 1)

PEABODY ENERGY CORPORATION
(Name of Issuer)

Common Stock, par value $0.01 per share
(Title of Class of Securities)

704551100 (CUSIP Number)

December 31, 2018
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:


 ☒
Rule 13d-1(b)

☐
Rule 13d-1(c)

☐
Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

13G/A
CUSIP No. 704551100

1
NAMES OF REPORTING PERSONS.
 
 
Contrarian Capital Management, L.L.C.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☐
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
8,272,095
 
 
 
 
6
SHARED VOTING POWER
 
 

 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
8,272,095
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 

 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
8,272,095
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
7.22%
 
 
 
 
12
TYPE OF REPORTING PERSON
 
 
IA
 
 
 
 

13G/A
CUSIP No. 704551100

ITEM 1.

 (a)
Name of Issuer: Peabody Energy Corporation


(b)
Address of Issuer's Principal Executive Offices: 701 Market Street, St. Louis, Missouri 63101.

ITEM 2.

 (a)
Name of Person Filing: Contrarian Capital Management, L.L.C.


(b)
Address of Principal Business Office, or if None, Residence: 411 West Putnam Avenue, Suite 425, Greenwich, CT 06830


(c)
Citizenship: Contrarian Capital Management, L.L.C. was formed in Delaware


(d)
Title of Class of Securities: Common Stock, par value $0.01 per share


(e)
CUSIP Number: 704551100

ITEM 3.
IF THIS STATEMENT IS FILED PURSUANT TO SS.240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:


(a)
 ☐ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).

(b)
 ☐ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)
 ☐ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)
 ☐ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)
 ☒ An investment adviser in accordance with  ss.240.13d-1(b)(1)(ii)(E);

(f)
 ☐ An employee benefit plan or endowment fund in accordance with ss.240.13d-1(b)(1)(ii)(F);

(g)
 ☐ A parent holding company or control person in accordance with ss.240.13d-1(b)(1)(ii)(G);

(h)
 ☐ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)
☐ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)
 ☐ Group, in accordance with ss.240.13d-1(b)(1)(ii)(J).

ITEM 4.
OWNERSHIP.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.


 (a)
Amount beneficially owned:  8,272,095


(b)
Percent of class: 7.22%


(c)
Number of shares as to which such person has:


(i)
Sole power to vote or to direct the vote of: 8,272,095


(ii)
Shared power to vote or to direct the vote:


(iii)
Sole power to dispose or to direct the disposition of: 8,272,095


(iv)
Shared power to dispose or to direct the disposition of:

INSTRUCTION. For computations regarding securities which represent a right to acquire an underlying security SEEss.240.13d3(d)(1).

ITEM 5.
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].

ITEM 6.
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

N/A

ITEM 7.
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH  ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.

N/A

ITEM 8.
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

N/A

ITEM 9.
NOTICE OF DISSOLUTION OF GROUP.

N/A

ITEM 10.
CERTIFICATIONS.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
2/14/2019

(Date)




/s/ Jon R. Bauer

(Signature)




Jon R. Bauer, Managing Member

(Name/Title)

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.