SECURITIES AND EXCHANGE COMMISSION

                 Washington, D.C. 20549

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

Alpha Natural Resources, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

02076X 10 2

(CUSIP Number)

Gerald Kerner, Esq.

c/o Duquesne Capital Management, L. L. C.

40 West 57th Street, 25th Floor

New York, New York 10019

(212) 830-6655

 

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

With a copy to:

Michael A. Schwartz, Esq.

Willkie Farr & Gallagher LLP

787 Seventh Avenue

New York, New York 10019

(212) 728-8000

 

July 23, 2009

(Date of Event which Requires

Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: [ X ]

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 240.13d-7 for other parties to whom copies are to be sent.

* 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 disclosures provided in a prior cover page.

 


The information required on 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).

 


 

SCHEDULE 13D

CUSIP No.      02076X 10 2

 

 

 

 

 

1

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)

 

Duquesne Capital Management, L. L. C.                                                                                 I.R.S. #25-1772402

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

    (a)  [    ]

(b) [ X ]

3

SEC USE ONLY

4

SOURCE OF FUNDS (See Instructions)

N/A

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

[   ]

6

CITIZENSHIP OR PLACE OF ORGANIZATION

Pennsylvania

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH

7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

5,927,300

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

5,927,300

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

5,927,300

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)                                                                                                                                                                                    [     ]

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

8.31%

14

TYPE OF REPORTING PERSON (See Instructions)

OO

 


 

SCHEDULE 13D

CUSIP No.      02076X 10 2

 

 

 

 

 

1

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)

Stanley F. Druckenmiller

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 (a)  [    ]

(b) [ X ]

3

SEC USE ONLY

4

SOURCE OF FUNDS (See Instructions)

N/A

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

[    ]

6

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH

7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

5,927,300

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

5,927,300

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

5,927,300

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)                                                                                                                                                                                    [    ]

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

8.31%

14

TYPE OF REPORTING PERSON (See Instructions)

IN

 


 

This Amendment No. 2 to Schedule 13D (this “Amendment”) amends the Schedule 13D filed with the Securities and Exchange Commission on July 16, 2009 as amended by Amendment No. 1 thereto filed with the Securities and Exchange Commission on July 20, 2009 (the “Current Schedule 13D”) on behalf of Duquesne Capital Management, L. L. C., a Pennsylvania limited liability company (“Duquesne Capital”), and Mr. Stanley F. Druckenmiller with respect to the beneficial ownership of the shares of the common stock, par value $0.01 per share (the “Common Stock”), of Alpha Natural Resources, Inc., a Delaware corporation (the “Company”).

 

Unless otherwise indicated herein, each capitalized term used but not otherwise defined herein shall have the meaning ascribed to such term in the Current Schedule 13D.

 

 

Item 4.

Purpose of Transaction.

The second paragraph of Item 4 of the Current Schedule 13D is hereby amended by adding the following to the end of the paragraph:

 

On July 23, 2009, the Reporting Persons issued a press release confirming that they intend to vote the Shares against the proposed merger between the Company and Foundation Coal Holdings, Inc. A copy of the press release is attached hereto as Exhibit 99.3.

 

Item 7. Material to Be Filed as Exhibits.

Item 7 of the Current Schedule 13D is hereby amended to add the following exhibit:

 

 

Exhibit 99.3.

Press Release, dated July 23, 2009.

 

[The remainder of this page is intentionally left blank.]


 

SIGNATURE

After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

 

 

Dated: July 23, 2009

DUQUESNE CAPITAL MANAGEMENT, L. L. C.

By: /s/ Gerald Kerner
Name: Gerald Kerner
Title: Managing Director

 

 

Dated: July 23, 2009

STANLEY F. DRUCKENMILLER

By: /s/ Gerald Kerner
Name: Gerald Kerner
Title: Attorney-In-Fact**

 

 

 

** Power of Attorney given by Mr. Druckenmiller was previously filed with the Securities and Exchange Commission on June 24, 2009 as an exhibit to a statement on Schedule 13G filed by Duquesne Capital Management, L. L. C. and Mr. Druckenmiller with respect to Alpha Natural Resources, Inc.