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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Avenue Capital Management II, L.P.
2. Issuer Name and Ticker or Trading Symbol

PACIFIC DRILLING S.A. [ PACD ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    __X__ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

C/O AVENUE CAPITAL GROUP, 11 WEST 42ND STREET, 9TH FLOOR
3. Date of Earliest Transaction (MM/DD/YYYY)

6/9/2020
(Street)

NEW YORK, NY 10036
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ 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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 6/9/2020 6/9/2020 S  3229912 D$0.814 10360530 I See footnotes (1)(2)(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) Collectively, the securities (the "Common Shares") reported in this Form 4 are held directly by: (i) Avenue Energy Opportunities Fund, L.P., Avenue Energy Opportunities Fund II, L.P., Avenue PPF Opportunities Fund, L.P., Avenue Special Opportunities Fund II, L.P. and Avenue Strategic Opportunities Fund, L.P. (the "US Funds") and (ii) Avenue ASRS Europe Opportunities Fund, L.P., Avenue Europe Opportunities Master Fund, L.P., Avenue Europe Special Situations Fund III (Euro), L.P., and Avenue Europe Special Situations Fund III (U.S.), L.P. (the "Euro Funds" and together with the US Funds, the "Funds").
(2) Avenue Capital Management II, L.P. is the investment manager of the US Funds and may be deemed to have voting and dispositive power over the 7,344,962 Common Shares owned by such entities. Avenue Europe International Management, L.P. is the investment manager of the Euro Funds and may be deemed to have voting and dispositive power over the 3,015,568 Common Shares owned by such entities.
(3) Marc Lasry is the managing member of Avenue Capital Management II GenPar, LLC and Avenue Europe International Management GenPar, LLC. Mr. Lasry may be deemed to be the indirect beneficial owner of the securities reported by the Funds by reason of his ability to direct the vote and/or disposition of such securities, and his pecuniary interest in such shares (within the meaning of Rule 16a-1(a)(2) under the Exchange Act) is a fractional interest in such amount.

Remarks:
This Form 4 is being filed in two parts. This is Part 1 of 2.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Avenue Capital Management II, L.P.
C/O AVENUE CAPITAL GROUP
11 WEST 42ND STREET, 9TH FLOOR
NEW YORK, NY 10036

X

Avenue Capital Management II GenPar, LLC
C/O AVENUE CAPITAL GROUP,
11 WEST 42ND STREET, 9TH FLOOR
NEW YORK, NY 10036

X

Avenue Energy Opportunities Fund II, L.P.
C/O AVENUE CAPITAL GROUP,
11 WEST 42ND STREET, 9TH FLOOR
NEW YORK, NY 10036

X

AVENUE PPF OPPORTUNITIES FUND, L.P.
C/O AVENUE CAPITAL GROUP,
11 WEST 42ND STREET, 9TH FLOOR
NEW YORK, NY 10036

X

Avenue Energy Opportunities Fund, L.P.
C/O AVENUE CAPITAL GROUP,
11 WEST 42ND STREET, 9TH FLOOR
NEW YORK, NY 10036

X

Avenue Special Opportunities Fund II, L.P.
C/O AVENUE CAPITAL GROUP,
11 WEST 42ND STREET, 9TH FLOOR
NEW YORK, NY 10036

X

Avenue Strategic Opportunities Fund, L.P.
C/O AVENUE CAPITAL GROUP,
11 WEST 42ND STREET, 9TH FLOOR
NEW YORK, NY 10036

X


Signatures
AVENUE CAPITAL MANAGEMENT II, L.P. By: Avenue Capital Management II GenPar, LLC, its General Partner By: /s/ Andrew K. Schinder, Attorney-in-Fact for Marc Lasry, Managing Member6/11/2020
**Signature of Reporting PersonDate

AVENUE CAPITAL MANAGEMENT II GENPAR, LLC By: /s/ Andrew K. Schinder, Attorney-in-Fact for Marc Lasry, Managing Member6/11/2020
**Signature of Reporting PersonDate

Avenue Energy Opportunities Fund II, L.P. By: Avenue Energy Opportunities Partners II, LLC, its General Partner By: GL Energy Opportunities Partners II, LLC, its Sole Member By: /s/ Andrew K. Schinder, Attorney-in-Fact for Marc Lasry, Managing Member6/11/2020
**Signature of Reporting PersonDate

AVENUE PPF OPPORTUNITIES FUND, L.P. By: Avenue PPF Opportunities Fund GenPar, LLC, its General Partner By: /s/ Andrew K. Schinder, Attorney-in-Fact for Marc Lasry, Managing Member6/11/2020
**Signature of Reporting PersonDate

AVENUE ENERGY OPPORTUNITIES FUND, L.P. By: Avenue Energy Opportunities Partners, LLC, its General Partner By: GL Energy Opportunities Partners, LLC, its Managing Member By: /s/ Andrew K. Schinder, Attorney-in-Fact for Marc Lasry, Managing Member6/11/2020
**Signature of Reporting PersonDate

AVENUE SPECIAL OPPORTUNTIES FUND II, L.P. By: Avenue SO Capital Partners II, LLC, its General Partner By: GL SO Partners II, LLC, its Sole Member By: /s/ Andrew K. Schinder, Attorney-in-Fact for Marc Lasry, Managing Member6/11/2020
**Signature of Reporting PersonDate

AVENUE STRATEGIC OPPORTUNITIES FUND, L.P. By: Avenue Strategic Opportunities Fund GenPar, LLC, its General Partner By: GL Strategic Opportunities Partners, LLC, its Sole Member By: /s/ Andrew K. Schinder, Attorney-in-Fact for Marc Lasry, Managing Member6/11/2020
**Signature of Reporting PersonDate

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