Grizzly Energy (GRZZP) Form 3/A Vanguard Natural Resources / MICHAEL V ALEXANDER ownership change

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

ALEXANDER MICHAEL V

(Last) (First) (Middle)

C/O VANGUARD NATURAL RESOURCES, INC.

5847 SAN FELIPE SUITE 3000

(Street)

HOUSTON TX 77057

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/09/2017

3. Issuer Name and Ticker or Trading Symbol
Vanguard Natural Resources, Inc. [ N/A ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)
08/21/2017

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	0	I	See Footnotes(1)(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrants (right to buy)	08/01/2017	02/01/2021	Common Stock	0	44.25	I	See Footnotes(1)(2)

Explanation of Responses:

1. This amendment is being filed solely to remove the securities previously reported in the Form 3 filing on August 21, 2017. The securities previously reported are held by certain funds and accounts (collectively, the "Funds and Accounts") which are managed by Marathon Asset Management, L.P. ("Marathon").

2. Michael V. Alexander is an employee of Marathon and/or one of its affiliates, and is a member of the board of directors of Vanguard Natural Resources, Inc. Mr. Alexander does not individually hold or otherwise beneficially own any securities of Vanguard Natural Resources, Inc. Each of the Funds and Accounts has delegated to Marathon, in its capacity as investment manager, the sole power to vote and the sole power to direct the disposition of all securities held by the Funds and Accounts. Mr. Alexander disclaims beneficial ownership of any such securities, except to the extent of his pecuniary interest therein. Marathon has filed a separate Form 3 reporting securities of Vanguard National Resources, Inc. that Marathon may be deemed to beneficially own.

	/s/ Michael V. Alexander	09/21/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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