SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934*
 (Amendment No. 1)
Arch Coal, Inc.
(Name of Issuer)
Common Stock, par value $0.01
(Title of Class of Securities)
039380407
(CUSIP Number of Class of Securities)
Michael Kelly, Esq.
Monarch Alternative Capital LP
535 Madison Avenue
New York, NY 10022
Telephone: (212) 554-1700
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

Copies to:

Michael A. Schwartz, Esq.
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY  10019-6099
(212) 728-8000

November 17, 2016
(Date of Event which Requires
Filing of this Schedule)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box:  ☐

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 240.13d-7 for other parties to whom copies are to be sent.

*  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 disclosures provided in a prior cover page.

The information required on 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, as amended (the “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).

SCHEDULE 13D

 
CUSIP No.    039380407
 
  
 
Page 2 of 6 Pages
 

 
1
 
 
NAME OF REPORTING PERSON
 
Monarch Debt Recovery Master Fund Ltd
 
 
2
 
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
(b) ☒
 
 
3
 
 
SEC USE ONLY
 
 
4
 
 
SOURCE OF FUNDS
WC
 
 
5
 
 
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
  ☐
 
6
 
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
 PERSON WITH
 
 
7
 
 
SOLE VOTING POWER
0
 
 
8
 
 
SHARED VOTING POWER
1,565,051
 
 
9
 
 
SOLE DISPOSITIVE POWER
0
 
 
10
 
 
SHARED DISPOSITIVE POWER
1,565,051
 
 
11
 
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
1,565,051
 
12
 
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
  ☐
 
13
 
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.26%
 
14
 
 
TYPE OF REPORTING PERSON
CO

SCHEDULE 13D

 
CUSIP No.   039380407 
 
  
 
Page 3 of 6 Pages
 

 
1
 
 
NAME OF REPORTING PERSON
 
Monarch Alternative Capital LP
 
2
 
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
(b) ☒
 
 
3
 
 
SEC USE ONLY
 
 
4
 
 
SOURCE OF FUNDS
N/A
 
 
5
 
 
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
  ☐
 
6
 
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
 PERSON WITH
 
 
7
 
 
SOLE VOTING POWER
0
 
 
8
 
 
SHARED VOTING POWER
3,308,732
 
 
9
 
 
SOLE DISPOSITIVE POWER
0
 
 
10
 
 
SHARED DISPOSITIVE POWER
3,308,732
 
 
11
 
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
3,308,732
 
12
 
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
  ☐
 
13
 
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.23%
 
14
 
 
TYPE OF REPORTING PERSON
PN, IA


SCHEDULE 13D

 
CUSIP No.    039380407 
 
  
 
Page 4 of 6 Pages
 

 
1
 
 
NAME OF REPORTING PERSON
 
MDRA GP LLC
 
2
 
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
(b) ☒
 
 
3
 
 
SEC USE ONLY
 
 
4
 
 
SOURCE OF FUNDS
N/A
 
 
5
 
 
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
  ☐
 
6
 
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
 PERSON WITH
 
 
7
 
 
SOLE VOTING POWER
0
 
 
8
 
 
SHARED VOTING POWER
3,308,732
 
 
9
 
 
SOLE DISPOSITIVE POWER
0
 
 
10
 
 
SHARED DISPOSITIVE POWER
3,308,732
 
 
11
 
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
3,308,732
 
12
 
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
  ☐
 
13
 
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.23%
 
14
 
 
TYPE OF REPORTING PERSON
PN, HC

SCHEDULE 13D

 
CUSIP No.    039380407 
 
  
 
Page 5 of 6 Pages
 

 
1
 
 
NAME OF REPORTING PERSON
 
Monarch GP LLC
 
2
 
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
(b) ☒
 
 
3
 
 
SEC USE ONLY
 
 
4
 
 
SOURCE OF FUNDS
N/A
 
 
5
 
 
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
  ☐
 
6
 
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
 PERSON WITH
 
 
7
 
 
SOLE VOTING POWER
0
 
 
8
 
 
SHARED VOTING POWER
3,308,732
 
 
9
 
 
SOLE DISPOSITIVE POWER
0
 
 
10
 
 
SHARED DISPOSITIVE POWER
3,308,732
 
 
11
 
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
3,308,732
 
12
 
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
  ☐
 
13
 
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.23%
 
14
 
 
TYPE OF REPORTING PERSON
OO, HC

This Amendment No. 1 to Schedule 13D (this “Amendment No. 1”) is being filed with respect to the common shares, par value $0.01 per share (“Common Stock”), of Arch Coal, Inc. (the “Issuer”), to amend the Schedule 13D filed on October 17, 2016 (together with this Amendment No. 1, the “Schedule 13D”).  Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Schedule 13D.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

On November 17, 2016, the Issuer, on one hand, and Monarch Alternative Solutions Master Fund Ltd, Monarch Capital Master Partners III LP, MCP Holdings Master LP, Monarch Debt Recovery Master Fund Ltd, and P Monarch Recovery Ltd on the other hand (the “Shareholders”) entered into a Registration Rights Agreement (the “Registration Rights Agreement”) which provides that the Shareholders are entitled to certain demand or “piggyback” registration rights for the resale of their Common Stock.
The terms of the Registration Rights Agreement, a copy of which is filed herewith as Exhibit 99.1, are incorporated herein by reference.
Item 7.          Material to be Filed as Exhibits

99.1 Registration Rights Agreement, dated November 17, 2016, incorporated by reference to Exhibit 10.1 to the Current Report of Arch Coal, Inc. on Form 8-K filed November 21, 2016.

[Signatures on following page]
SIGNATURES

After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated: November 22, 2016
MONARCH DEBT RECOVERY MASTER FUND LTD
     
By: Monarch Alternative Capital LP, its Investment Manager
  
         
     
By: MDRA GP, its General Partner
       
     
By: Monarch GP LLC, its General Partner
       
 
By:
 /s/ Michael Weinstock                                
   
Name:  Michael Weinstock
   
Title:  Member
       
       
Dated: November 22, 2016
MONARCH ALTERNATIVE CAPITAL LP
     
By: MDRA GP LP, its General Partner
       
     
By: Monarch GP LLC, its General Partner
       
       
 
By:
 /s/ Michael Weinstock                                
   
Name:  Michael Weinstock
   
Title:  Member
       
       
Dated: November 22, 2016
MDRA GP LP
     
By: Monarch GP LLC, its General Partner
       
 
By:
 /s/ Michael Weinstock                               
   
Name:  Michael Weinstock
   
Title:  Member
       
       
       
       
       
       
       
       
 
Dated: November 22, 2016
MONARCH GP LLC
       
 
By:
 /s/ Michael Weinstock                              
   
Name:  Michael Weinstock
   
Title:  Member