Sec Form 4 Filing - CONTRARIAN CAPITAL MANAGEMENT, L.L.C. @ Vanguard Natural Resources, Inc. - 2017-12-21

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
CONTRARIAN CAPITAL MANAGEMENT, L.L.C.
2. Issuer Name and Ticker or Trading Symbol
Vanguard Natural Resources, Inc. [ VNRR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Explanation of Responses
(Last) (First) (Middle)
411 WEST PUTNAM AVENUE, SUITE 425
3. Date of Earliest Transaction (MM/DD/YY)
12/21/2017
(Street)
GREENWICH, CT06830
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/21/2017 A 5,281 A $ 0 ( 3 ) 3,237,641 I See footnotes ( 1 ) ( 2 )
Common Stock 01/22/2018 P 28,500 A $ 19.5 3,266,141 I See footnotes ( 1 ) ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CONTRARIAN CAPITAL MANAGEMENT, L.L.C.
411 WEST PUTNAM AVENUE
SUITE 425
GREENWICH, CT06830
See Explanation of Responses
Signatures
Contrarian Capital Management, L.L.C. By: /s/ Jon Bauer, Managing Member 03/05/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Contrarian Capital Management, L.L.C. ("Contrarian") is an investment adviser registered with the U.S. Securities Exchange Commission under Section 203 under the Investment Advisers Act of 1940. Contrarian is the investment manager of certain managed accounts and private investment funds (collectively the "Funds"). All securities reported on this Form 4 are owned by the Funds.
( 2 )Contrarian disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
( 3 )Securities acquired as a delayed distribution from the Issuer to certain claimholders, including the Reporting Person, in connection with the Issuer's emergence from bankruptcy and in accordance with the Issuer's plan of reorganization which was effectuated on August 1, 2017. For purposes of the exemption under Rule 16b-3 promulgated under the Securities Exchange Act of 1934, as amended, the board of directors of the Issuer approved the acquisition of any direct or indirect pecuniary interest of such shares of Common Stock by the Reporting Person.

Remarks:
Solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), Contrarian may be deemed to be a director-by-deputization by virtue of the Funds having a representative on the board of directors of Vanguard Natural Resources, Inc. (the "Board"). Graham Morris, an employee of Contrarian, is a member of the Board.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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