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 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 * WHITING RICHARD M   2. Issuer Name and Ticker or Trading Symbol PEABODY ENERGY CORP [BTU] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP - Sales and Trading (Last) (First) (Middle) 701 MARKET STREET 3. Date of Earliest Transaction (Month/Day/Year) 03/28/2006 (Street) ST. LOUIS, MO 63101-1826 4. If Amendment, Date Original Filed(Month/Day/Year) 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 (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) Code V Amount (A) or (D) Price Common Stock 03/28/2006   M   18,700 A $ 10.4875 136,326 D (1)   Common Stock 03/28/2006   M   8,839 A $ 19.3275 145,165 D (1)   Common Stock 03/28/2006   S(2)   27,539 D $ 50 117,626 I (1) By Trust Common Stock               9,266 (3) D

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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 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

Employee Stock Option (right to buy) (4)

$ 10.4875

03/28/2006

M

18,700

01/02/2005(5)

01/02/2014

Common Stock

18,700

(6)

15,892 (7) (8)

D

Employee Stock Option (right to buy) (4)

$ 19.3275

03/28/2006

M

8,839

01/03/2006

01/03/2015

Common Stock

8,839

(6)

17,677 (7) (8)

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
WHITING RICHARD M 701 MARKET STREET ST. LOUIS, MO 63101-1826			EVP - Sales and Trading

Signatures

Richard M. Whiting By: Jeffery L. Klinger, Attorney-in-Fact		03/30/2006
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Pursuant to the Rule 10b5-1 trading plan referred to in footnote 2, upon exercise of the options the shares are immediately transferred to a trust.
(2)	This sale was effected pursuant to a pre-existing Rule 10b5-1 trading plan adopted by the reporting person.
(3)	Includes an additional 154 shares acquired by the reporting person through a dividend reinvestment feature of the Company's Employee Stock Purchase Plan.
(4)	The number of outstanding stock options and corresponding exercise prices have been adjusted to reflect the 2-for-1 stock split effected by the Company in February 2006.
(5)	Of the 18,700 options exercised, 2,808 vested on January 2, 2005 and 15,892 vested on January 2, 2006.
(6)	Not applicable.
(7)	The numbers reported in this column 9 of Table II do not include an additional 512,700 options with different expiration dates and exercise prices.
(8)	In footnote 3 of the Form 4 filed by the reporting person on January 31, 2006, the reporting person mistakenly reported that the numbers reported in column 9 of Table II did not include an additional 296,608 options with different expiration dates and exercise prices. The number of additional options with different expiration dates and exercise prices should have been reported as 269,608.

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