Glendon Capital Management SC 13G/A Glendon Capital Management LP

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.01)*

Stealthgas Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

Y81669106

(CUSIP Number)

March 06, 2019

(Date of Event Which Requires Filing of this Statement)

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

    x  Rule 13d-1(b)

    x  Rule 13d-1(c)

    o  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).

CUSIP No.  Y81669106

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Glendon Capital Management LP 46-1394333
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)  o
	(b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States
NUMBER OF SHARES BENEFICIALLY  OWNED BY EACH REPORTING PERSON WITH:		5	SOLE VOTING POWER
			6,403,167
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			6,403,167
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	6,403,167
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	16.06%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA ,  HC
	FOOTNOTES
	Glendon Capital Management LP crossed the 15% threshold of ownership of common stock on March 15, 2019. The amount listed is reflective of holdings as of the filing date of this amendment. Percentage ownership is based on 39,860,563 shares outstanding of the issuer’s common stock as reported in the issuer’s 6K dated as of November 23, 2018.

CUSIP No.  Y81669106

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Matthew Barrett
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)  o
	(b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	U.S. citizen
NUMBER OF SHARES BENEFICIALLY  OWNED BY EACH REPORTING PERSON WITH:		5	SOLE VOTING POWER
			6,403,167
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			6,403,167
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	6,403,167
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	16.06%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA ,  HC
	FOOTNOTES

CUSIP No.  Y81669106

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Holly Kim
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)  o
	(b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	U.S. citizen
NUMBER OF SHARES BENEFICIALLY  OWNED BY EACH REPORTING PERSON WITH:		5	SOLE VOTING POWER
			6,403,167
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			6,403,167
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	6,403,167
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	16.06%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA ,  HC
	FOOTNOTES

CUSIP No.  Y81669106

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Eitan Melamed
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)  o
	(b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	U.S. citizen
NUMBER OF SHARES BENEFICIALLY  OWNED BY EACH REPORTING PERSON WITH:		5	SOLE VOTING POWER
			6,403,167
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			6,403,167
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	6,403,167
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	16.06%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA ,  HC
	FOOTNOTES

CUSIP No.  Y81669106

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Brian Berman
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)  o
	(b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	U.S. citizen
NUMBER OF SHARES BENEFICIALLY  OWNED BY EACH REPORTING PERSON WITH:		5	SOLE VOTING POWER
			6,403,167
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			6,403,167
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	6,403,167
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	16.06%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA ,  HC
	FOOTNOTES

CUSIP No.  Y81669106

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Michael Keegan
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)  o
	(b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	U.S. citizen
NUMBER OF SHARES BENEFICIALLY  OWNED BY EACH REPORTING PERSON WITH:		5	SOLE VOTING POWER
			6,403,167
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			6,403,167
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	6,403,167
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	16.06%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA ,  HC
	FOOTNOTES

CUSIP No.  Y81669106

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Christopher Sayer
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)  o
	(b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	U.S. citizen
NUMBER OF SHARES BENEFICIALLY  OWNED BY EACH REPORTING PERSON WITH:		5	SOLE VOTING POWER
			6,403,167
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			6,403,167
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	6,403,167
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	16.06%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA ,  HC
	FOOTNOTES

CUSIP No.  Y81669106

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Glendon Opportunities Fund, LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a)  o
	(b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY  OWNED BY EACH REPORTING PERSON WITH:		5	SOLE VOTING POWER
			4,668,964
		6	SHARED VOTING POWER
		7	SOLE DISPOSITIVE POWER
			4,668,964
		8	SHARED DISPOSITIVE POWER
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	4,668,964
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	11.71%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	FI
	FOOTNOTES
	Glendon Opportunities Fund, LP crossed the 10% threshold of ownership of common stock on March 6, 2019. The amount listed is reflective of holdings as of the filing date of this amendment. Percentage ownership is based on 39,860,563 shares outstanding of the issuer’s common stock as reported in the issuer’s 6K dated as of November 23, 2018.

Item 1.

(a) Name of Issuer

Stealthgas Inc.

(b) Address of Issuer’s Principal Executive Offices

331 Kifissias Avenue, Erithrea 14561, Athens, Greece

Item 2.

(a) Name of Person Filing

(1) Glendon Capital Management LP

(2) Matthew Barrett

(3) Holly Kim

(4) Eitan Melamed

(5) Brian Berman

(6) Michael Keegan

(7) Christopher Sayer

(8) Glendon Opportunities Fund, LP

(b) Address of Principal Business Office or, if none, Residence

(1) Glendon Capital Management LP
1620 26th Street, Suite 2000N
Santa Monica, CA 90404

(2) Matthew Barrett
1620 26th Street, Suite 2000N
Santa Monica, CA 90404

(3) Holly Kim
1620 26th Street, Suite 2000N
Santa Monica, CA 90404

(4) Eitan Melamed
1620 26th Street, Suite 2000N
Santa Monica, CA 90404

(5) Brian Berman
1620 26th Street, Suite 2000N
Santa Monica, CA 90404

(6) Michael Keegan
1620 26th Street, Suite 2000N
Santa Monica, CA 90404

(7) Christopher Sayer
1620 26th Street, Suite 2000N
Santa Monica, CA 90404

(8) Glendon Opportunities Fund, LP
1620 26th Street, Suite 2000N
Santa Monica, CA 90404

(c) Citizenship

(1) Glendon Capital Management LP: United States

(2) Matthew Barrett: U.S. citizen

(3) Holly Kim: U.S. citizen

(4) Eitan Melamed: U.S. citizen

(5) Brian Berman: U.S. citizen

(6) Michael Keegan: U.S. citizen

(7) Christopher Sayer: U.S. citizen

(8) Glendon Opportunities Fund, LP: Cayman Islands

(d) Title of Class of Securities

Common Stock

(e) CUSIP Number

Y81669106

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

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

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

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

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

(e) x An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

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

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

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

(i) o 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) o A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J).

(k) o A group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:

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:

(1) Glendon Capital Management LP: 6,403,167

(2) Matthew Barrett: 6,403,167

(3) Holly Kim: 6,403,167

(4) Eitan Melamed: 6,403,167

(5) Brian Berman: 6,403,167

(6) Michael Keegan: 6,403,167

(7) Christopher Sayer: 6,403,167

(8) Glendon Opportunities Fund, LP: 4,668,964

(b) Percent of class:

(1) Glendon Capital Management LP: 16.06%

(2) Matthew Barrett: 16.06%

(3) Holly Kim: 16.06%

(4) Eitan Melamed: 16.06%

(5) Brian Berman: 16.06%

(6) Michael Keegan: 16.06%

(7) Christopher Sayer: 16.06%

(8) Glendon Opportunities Fund, LP: 11.71%

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

(i) Sole power to vote or to direct the vote:

(1) Glendon Capital Management LP: 6,403,167

(2) Matthew Barrett: 6,403,167

(3) Holly Kim: 6,403,167

(4) Eitan Melamed: 6,403,167

(5) Brian Berman: 6,403,167

(6) Michael Keegan: 6,403,167

(7) Christopher Sayer: 6,403,167

(8) Glendon Opportunities Fund, LP: 4,668,964

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

(1) Glendon Capital Management LP: 0

(2) Matthew Barrett: 0

(3) Holly Kim: 0

(4) Eitan Melamed: 0

(5) Brian Berman: 0

(6) Michael Keegan: 0

(7) Christopher Sayer: 0

(8) Glendon Opportunities Fund, LP: 0

(iii) Sole power to dispose or to direct the disposition of:

(1) Glendon Capital Management LP: 6,403,167

(2) Matthew Barrett: 6,403,167

(3) Holly Kim: 6,403,167

(4) Eitan Melamed: 6,403,167

(5) Brian Berman: 6,403,167

(6) Michael Keegan: 6,403,167

(7) Christopher Sayer: 6,403,167

(8) Glendon Opportunities Fund, LP: 4,668,964

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

(1) Glendon Capital Management LP: 0

(2) Matthew Barrett: 0

(3) Holly Kim: 0

(4) Eitan Melamed: 0

(5) Brian Berman: 0

(6) Michael Keegan: 0

(7) Christopher Sayer: 0

(8) Glendon Opportunities Fund, LP: 0

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 followingo .

N/A

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

For each of Matthew S. Barrett, Holly Kim, Eitan Melamed, Brian Berman, Michael Keegan, and Christopher Sayer:
(a) Amount beneficially owned: 6,403,167
(b) Percent of class: 16.06%
(c) Number of shares to which each Reporting Person has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to direct the vote: 6,403,167
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 6,403,167

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.

Certification

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 are 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 that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.

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.

	Glendon Capital Management, LP
Date: April 04, 2019	By:	/s/  Michael Keegan
		Name: Michael Keegan
		Title:  Chief Compliance Officer / Partner

	Glendon Capital Management, L.P.
Date: April 04, 2019	By:	/s/  Matthew S. Barrett
		Name: Matthew S. Barrett
		Title:  Partner

	Glendon Capital Management, L.P.
Date: April 04, 2019	By:	/s/  Holly Kim
		Name: Holly Kim
		Title:  Partner

	Glendon Capital Management, L.P.
Date: April 04, 2019	By:	/s/  Eitan Melamed
		Name: Eitan Melamed
		Title:  Partner

	Glendon Capital Management, L.P.
Date: April 04, 2019	By:	/s/  Brian Berman
		Name: Brian Berman
		Title:  Partner

	Glendon Capital Management, L.P.
Date: April 04, 2019	By:	/s/  Christopher Sayer
		Name: Christopher Sayer
		Title:  Partner

	Glendon Capital Management, L.P.
Date: April 04, 2019	By:	/s/  Michael Keegan
		Name: Michael Keegan
		Title:  Chief Compliance Officer / Partner

	Glendon Opportunities Fund, L.P.
Date: April 04, 2019	By:	/s/  Michael Keegan
		Name: Michael Keegan
		Title:  on behalf of General Partner Glendon Capital Associates

Footnotes: EXHIBIT A
Joint Filing Agreement Pursuant to Rule 13d-1


This agreement is made pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934 (the “Act”) by and among the parties listed above, each referred to herein as a “Joint Filer.” The Joint Filers agree that a statement of beneficial ownership as required by Sections 13(g) or 13(d) of the Act and the Rules thereunder may be filed on each of their behalf on Schedule 13G or Schedule 13D, as appropriate, and that said joint filing may thereafter be amended by further joint filings. The Joint Filers state that they each satisfy the requirements for making a joint filing under Rule 13d-1(k)(1) .

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)