UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Nuverra Environmental Solutions, Inc.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

67091K203

(CUSIP Number)

December 31, 2016

(Date of Event Which Requires Filing of this Statement)

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

☐ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ 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. 67091K203

1	NAMES OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Ascribe Capital LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			12,312,281 (1)
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			12,312,281 (1)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	12,312,281 (1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	7.5%* (1)(2)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA

(1) Reflects 1,000,750 shares of Common Stock, par value $0.001 per share (“Common Stock”) that Ascribe II Investments LLC has the right to obtain and 11,311,531 shares of Common Stock that Ascribe III Investments LLC has the right to obtain, within 60 days, upon exercise of warrants of which they are the record owners.

(2) Based on 150,918,466 shares of Common Stock outstanding as of February 8, 2017 as confirmed by the Issuer, together with 1,000,750 shares of Common Stock that Ascribe II Investments LLC has the right to obtain and 11,311,531 shares of Common Stock that Ascribe III Investments LLC has the right to obtain, within 60 days, upon exercise of warrants of which they are the record owners.

CUSIP No. 67091K203

1	NAMES OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Ascribe III Investments LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			11,311,531 (1)
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			11,311,531 (1)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	11,311,531 (1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	7.0%* (1)(2)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	CO

(1) Reflects 11,311,531 shares of Common Stock that Ascribe III Investments LLC has the right to obtain, within 60 days, upon exercise of warrants of which it is the record owner.

(2) Based on 150,918,466 shares of Common Stock outstanding as of February 8, 2017as confirmed by the Issuer, together with 1,000,750 shares of Common Stock that Ascribe II Investments LLC has the right to obtain and 11,311,531 shares of Common Stock that Ascribe III Investments LLC has the right to obtain, within 60 days, upon exercise of warrants of which they are the record owners.

CUSIP No. 67091K203

1	NAMES OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	American Securities LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	New York
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			12,312,281 (1)
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			12,312,281 (1)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	12,312,281 (1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	7.5%* (1)(2)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1) Reflects 1,000,750 shares of Common Stock that Ascribe II Investments LLC has the right to obtain and 11,311,531 shares of Common Stock that Ascribe III Investments LLC has the right to obtain, within 60 days, upon exercise of warrants of which they are the record owners.

(2) Based on 150,918,466 shares of Common Stock outstanding as of February 8, 2017 as confirmed by the Issuer, together with 1,000,750 shares of Common Stock that Ascribe II Investments LLC has the right to obtain and 11,311,531 shares of Common Stock that Ascribe III Investments LLC has the right to obtain, within 60 days, upon exercise of warrants of which they are the record owners.

Item 1(a).	Name of Issuer:  Nuverra Environmental Solutions, Inc.
Item 1(b).	Address of Issuer’s Principal Executive Offices:
	14624 N. Scottsdale Rd., Suite 300, Scottsdale, Arizona 85254
Item 2(a, b, c).	Name of Persons Filing, Address of Principal Business Office, Citizenship: Ascribe Capital LLC (“Ascribe Capital”), 299 Park Avenue, 34th Floor, New York, NY 10171. Ascribe Capital is a Delaware limited liability company. Ascribe III Investments LLC (“Fund III”), 299 Park Avenue, 34th Floor, New York, NY 10171. Fund III is a Delaware limited liability company. American Securities LLC (“American Securities”), 299 Park Avenue, 34th Floor, New York, NY 10171.  American Securities is a New York limited liability company.
Item 2(d).	Title of Class of Securities: Common Stock, par value $0.001 per share
Item 2(e).	CUSIP Number:  67091K203
Item 3.	Not Applicable.
Item 4.	Ownership.
	Information with respect to the Reporting Persons’ ownership of the Common Stock as of February 13, 2017, is incorporated by reference to items (5) - (9) and (11) of the cover page of the respective Reporting Person. Fund III and Ascribe II Investments LLC (“Fund II”) are the record owners of warrants that are exercisable, within 60 days, pursuant to which Fund III and Fund II have the right to acquire the Common Stock reported herein. Ascribe Capital is the investment manager to Fund III and Fund II. American Securities is the 100% owner of Ascribe Capital. Each of Ascribe Capital and American Securities may be deemed to share beneficial ownership of the Common Stock reported herein.
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 following [    ].
Item 6.	Ownership of More than Five Percent on Behalf of Another Person.
	See Item 4.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
	Not Applicable.
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable.
Item 9.	Notice of Dissolution of Group.
	Not Applicable.
Item 10.	Certification.
	By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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.

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.

DATED:  February 13, 2017

Ascribe Capital LLC
By:	/s/ Lawrence First
	Name:  Lawrence First
	Title:   Managing Director

Ascribe III Investments LLC
By:  Ascribe Capital LLC, its investment manager
By:	/s/ Lawrence First
	Name:  Lawrence First
	Title: Managing Director

American Securities LLC
By:	/s/ Michael G. Fisch
	Name:  Michael G. Fisch
	Title:   Chief Executive Officer