SEC FORM 4/A

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

ENGELHARDT IRL F

(Last)

(First)

(Middle)

701 MARKET STREET

(Street)

ST. LOUIS

63101-1826

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PEABODY ENERGY CORP [ BTU ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2006

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/17/2006

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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/15/2006		S⁽¹⁾		100	D	$46.58	564,336⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		100	D	$46.57	564,236⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		400	D	$46.56	563,836⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		1,100	D	$46.55	562,736⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		100	D	$46.54	562,636⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		11,300	D	$46.5	551,336⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		1,200	D	$46.49	550,136⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		100	D	$46.48	550,036⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		100	D	$46.45	549,936⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		200	D	$46.43	549,736⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		600	D	$46.42	549,136⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		1,500	D	$46.41	547,636⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		600	D	$46.4	547,036⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		200	D	$46.39	546,836⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		500	D	$46.38	546,336⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock	03/15/2006		S⁽¹⁾		100	D	$46.3	546,236⁽⁶⁾	I⁽²⁾	By Family Trust
Common Stock								32,646⁽³⁾⁽⁵⁾	D
Common Stock								19,422⁽⁴⁾	I	By 401(k) Plan
Common Stock								4,400⁽⁴⁾	I	By Spouse

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. This sale was effected pursuant to a pre-existing Rule 10b5-1 trading plan adopted by the reporting person.

2. Pursuant to the Rule 10b5-1 trading plan referred to in footnote 1, upon exercise of the options the shares are immediately transferred to a family trust.

3. Includes 5,606 shares acquired under the Company's Employee Stock Purchase Plan.

4. Amounts have been adjusted to reflect the 2-for-1 stock split effected by the Company in February 2006.

5. This amendment corrects the number of securities beneficially owned following the reported transaction, which was inadvertently understated by 128 shares in the originally-filed Form 4, including 120 shares inadvertently understated and corrected in the reporting person's March 15, 2005 Form 4, as adjusted for stock splits in March 2005 and February 2006. The understatement was reflected in subsequently filed Form 4s.

6. As reflected in an amendment to the reporting person's March 15, 2005 Form 4, this amendment reflects the correction of the number of securities beneficially owned following the reported transaction which was inadvertently understated by 4,000 shares, as adjusted for stock splits in March 2005 and February 2006. The understatement was reflected in subsequently filed Form 4s.

Remarks:

2 of 2 Form 4s -- Additional transactions from March 15, 2006 were reported in a separate Form 4.

	/s/ Irl F. Engelhardt By: Joseph W. Bean as Attorney-in Fact	03/26/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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