GENCO SHIPPING & TRADING LTD

Major Shareholding Notification • Jul 21, 2014

SC 13D 1 p14-1626sc13d.htm GENCO SHIPPING & TRADING LIMITED

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.)*
Genco Shipping
& Trading Limited
(Name of Issuer)
Common Stock,
$0.01 Par Value
(Title of Class of Securities)
Y2685T115
(CUSIP Number)
Susanne
V. Clark
c/o Centerbridge
Partners, L.P. 375 Park Avenue New York, NY 10152 (212) 672-5000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 9, 2014
(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 Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. ¨

(Page 1 of 29 Pages)

---

• 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).

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CUSIP No. Y2685T115 SCHEDULE 13D Page 2 of 29 Pages

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1	NAME OF REPORTING PERSON Centerbridge Credit Partners, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) ¨ (b) x
3	SEC USE ONLY
4	SOURCE OF FUNDS OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER -0-
	8	SHARED VOTING POWER 2,837,673
	9	SOLE DISPOSITIVE POWER -0-
	10	SHARED DISPOSITIVE POWER 2,837,673
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,837,673
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.6%
14	TYPE OF REPORTING PERSON PN

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CUSIP No. Y2685T115 SCHEDULE 13D Page 3 of 29 Pages

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| 1 | NAME OF REPORTING PERSON Centerbridge Credit Partners
General Partner, L.P. | |
| --- | --- | --- |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
| | 8 | SHARED VOTING POWER 2,837,673 |
| | 9 | SOLE DISPOSITIVE POWER -0- |
| | 10 | SHARED DISPOSITIVE POWER 2,837,673 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,837,673 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.6% | |
| 14 | TYPE OF REPORTING PERSON PN | |

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CUSIP No. Y2685T115 SCHEDULE 13D Page 4 of 29 Pages

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| 1 | NAME OF REPORTING PERSON Centerbridge Credit GP Investors,
L.L.C. | |
| --- | --- | --- |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
| | 8 | SHARED VOTING POWER 2,837,673 |
| | 9 | SOLE DISPOSITIVE POWER -0- |
| | 10 | SHARED DISPOSITIVE POWER 2,837,673 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,837,673 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.6% | |
| 14 | TYPE OF REPORTING PERSON OO | |

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CUSIP No. Y2685T115 SCHEDULE 13D Page 5 of 29 Pages

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| 1 | NAME OF REPORTING PERSON Centerbridge Credit Partners Master,
L.P. | |
| --- | --- | --- |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
| | 8 | SHARED VOTING POWER 5,149,293 |
| | 9 | SOLE DISPOSITIVE POWER -0- |
| | 10 | SHARED DISPOSITIVE POWER 5,149,293 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,149,293 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
| 14 | TYPE OF REPORTING PERSON PN | |

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CUSIP No. Y2685T115 SCHEDULE 13D Page 6 of 29 Pages

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| 1 | NAME OF REPORTING PERSON Centerbridge Credit Partners Offshore
General Partner, L.P. | |
| --- | --- | --- |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
| | 8 | SHARED VOTING POWER 5,149,293 |
| | 9 | SOLE DISPOSITIVE POWER -0- |
| | 10 | SHARED DISPOSITIVE POWER 5,149,293 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,149,293 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
| 14 | TYPE OF REPORTING PERSON PN | |

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CUSIP No. Y2685T115 SCHEDULE 13D Page 7 of 29 Pages

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| 1 | NAME OF REPORTING PERSON Centerbridge Credit Offshore GP
Investors, L.L.C. | |
| --- | --- | --- |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
| | 8 | SHARED VOTING POWER 5,149,293 |
| | 9 | SOLE DISPOSITIVE POWER -0- |
| | 10 | SHARED DISPOSITIVE POWER 5,149,293 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,149,293 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
| 14 | TYPE OF REPORTING PERSON OO | |

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CUSIP No. Y2685T115 SCHEDULE 13D Page 8 of 29 Pages

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| 1 | NAME OF REPORTING PERSON Centerbridge Capital Partners II
(Cayman), L.P. | |
| --- | --- | --- |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
| | 8 | SHARED VOTING POWER 10,538,074 |
| | 9 | SOLE DISPOSITIVE POWER -0- |
| | 10 | SHARED DISPOSITIVE POWER 10,538,074 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 10,538,074 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 17.1% | |
| 14 | TYPE OF REPORTING PERSON PN | |

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CUSIP No. Y2685T115 SCHEDULE 13D Page 9 of 29 Pages

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| 1 | NAME OF REPORTING PERSON Centerbridge Capital Partners SBS
II (Cayman), L.P. | |
| --- | --- | --- |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
| | 8 | SHARED VOTING POWER 59,740 |
| | 9 | SOLE DISPOSITIVE POWER -0- |
| | 10 | SHARED DISPOSITIVE POWER 59,740 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 59,740 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.1% | |
| 14 | TYPE OF REPORTING PERSON PN | |

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CUSIP No. Y2685T115 SCHEDULE 13D Page 10 of 29 Pages

Field: /Page

| 1 | NAME OF REPORTING PERSON Centerbridge Associates II (Cayman),
L.P. | |
| --- | --- | --- |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
| | 8 | SHARED VOTING POWER 10,597,814 |
| | 9 | SOLE DISPOSITIVE POWER -0- |
| | 10 | SHARED DISPOSITIVE POWER 10,597,814 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 10,597,814 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 17.2% | |
| 14 | TYPE OF REPORTING PERSON PN | |

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CUSIP No. Y2685T115 SCHEDULE 13D Page 11 of 29 Pages

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| 1 | NAME OF REPORTING PERSON Centerbridge GP Investors II (Cayman),
L.P. | |
| --- | --- | --- |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
| | 8 | SHARED VOTING POWER 10,597,814 |
| | 9 | SOLE DISPOSITIVE POWER -0- |
| | 10 | SHARED DISPOSITIVE POWER 10,597,814 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 10,597,814 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 17.2% | |
| 14 | TYPE OF REPORTING PERSON PN | |

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CUSIP No. Y2685T115 SCHEDULE 13D Page 12 of 29 Pages

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1	NAME OF REPORTING PERSON CCP II Cayman GP Ltd.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) ¨ (b) x
3	SEC USE ONLY
4	SOURCE OF FUNDS OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER -0-
	8	SHARED VOTING POWER 10,597,814
	9	SOLE DISPOSITIVE POWER -0-
	10	SHARED DISPOSITIVE POWER 10,597,814
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 10,597,814
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 17.2%
14	TYPE OF REPORTING PERSON CO

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CUSIP No. Y2685T115 SCHEDULE 13D Page 13 of 29 Pages

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| 1 | NAME OF REPORTING PERSON Centerbridge Special Credit Partners
II AIV IV (Cayman), L.P. | |
| --- | --- | --- |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
| | 8 | SHARED VOTING POWER 2,610,848 |
| | 9 | SOLE DISPOSITIVE POWER -0- |
| | 10 | SHARED DISPOSITIVE POWER 2,610,848 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,610,848 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.2% | |
| 14 | TYPE OF REPORTING PERSON PN | |

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CUSIP No. Y2685T115 SCHEDULE 13D Page 14 of 29 Pages

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| 1 | NAME OF REPORTING PERSON Centerbridge Special Credit Partners
General Partner II (Cayman), L.P. | |
| --- | --- | --- |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
| | 8 | SHARED VOTING POWER 2,610,848 |
| | 9 | SOLE DISPOSITIVE POWER -0- |
| | 10 | SHARED DISPOSITIVE POWER 2,610,848 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,610,848 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.2% | |
| 14 | TYPE OF REPORTING PERSON PN | |

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CUSIP No. Y2685T115 SCHEDULE 13D Page 15 of 29 Pages

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| 1 | NAME OF REPORTING PERSON Centerbridge Special GP Investors
II (Cayman), L.P. | |
| --- | --- | --- |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS OO | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
| | 8 | SHARED VOTING POWER 2,610,848 |
| | 9 | SOLE DISPOSITIVE POWER -0- |
| | 10 | SHARED DISPOSITIVE POWER 2,610,848 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,610,848 | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.2% | |
| 14 | TYPE OF REPORTING PERSON PN | |

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CUSIP No. Y2685T115 SCHEDULE 13D Page 16 of 29 Pages

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1	NAME OF REPORTING PERSON CSCP II Cayman GP Ltd.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) ¨ (b) x
3	SEC USE ONLY
4	SOURCE OF FUNDS OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER -0-
	8	SHARED VOTING POWER 2,610,848
	9	SOLE DISPOSITIVE POWER -0-
	10	SHARED DISPOSITIVE POWER 2,610,848
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,610,848
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.2%
14	TYPE OF REPORTING PERSON CO

Field: Page; Sequence: 16; Value: 2

CUSIP No. Y2685T115 SCHEDULE 13D Page 17 of 29 Pages

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1	NAME OF REPORTING PERSON Mark T. Gallogly
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) ¨ (b) x
3	SEC USE ONLY
4	SOURCE OF FUNDS OO
5	CHECK BOX 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 21,195,628
	9	SOLE DISPOSITIVE POWER -0-
	10	SHARED DISPOSITIVE POWER 21,195,628
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 21,195,628
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 34.4%
14	TYPE OF REPORTING PERSON IN

Field: Page; Sequence: 17; Value: 2

CUSIP No. Y2685T115 SCHEDULE 13D Page 18 of 29 Pages

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1	NAME OF REPORTING PERSON Jeffrey H. Aronson
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) ¨ (b) x
3	SEC USE ONLY
4	SOURCE OF FUNDS OO
5	CHECK BOX 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 21,195,628
	9	SOLE DISPOSITIVE POWER -0-
	10	SHARED DISPOSITIVE POWER 21,195,628
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 21,195,628
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 34.4%
14	TYPE OF REPORTING PERSON IN

Field: Page; Sequence: 18; Value: 2

CUSIP No. Y2685T115 SCHEDULE 13D Page 19 of 29 Pages

Field: /Page

Item 1.
This statement on Schedule 13D (this " Schedule 13D ") relates to the shares of common stock, par value $0.01 per share (the " Common Stock "), of Genco Shipping & Trading Limited, a corporation organized under the laws of the Republic of the Marshall Islands (the " Issuer "). The Issuer's principal executive offices are located at 299 Park Avenue, 12th Floor, New York, New York 10171.

Item 2.
(a), (f) This Schedule 13D is filed by:

| (i) | Centerbridge
Credit Partners, L.P., a Delaware limited partnership (" CCP "), with respect to the Common Stock beneficially
owned by it; |
| --- | --- |
| (ii) | Centerbridge
Credit Partners General Partner, L.P., a Delaware limited partnership (" CCPGP "), as general partner of CCP,
with respect to the Common Stock beneficially owned by CCP; |
| (iii) | Centerbridge
Credit GP Investors, L.L.C., a Delaware limited liability company (" CCGPI "), as general partner of CCPGP,
with respect to the Common Stock beneficially owned by CCP; |
| (iv) | Centerbridge
Credit Partners Master, L.P., a Cayman Islands exempted limited partnership (" CCPM "), with respect to the
Common Stock beneficially owned by it; |
| (v) | Centerbridge
Credit Partners Offshore General Partner, L.P., a Delaware limited partnership (" CCPOGP "), with respect to
the Common Stock beneficially owned by CCPM; |
| (vi) | Centerbridge
Credit Offshore GP Investors, L.L.C., a Delaware limited liability company (" CCOGPI "), as general partner
of CCPOGP, with respect to the Common Stock beneficially owned by CCPM; |
| (vii) | Centerbridge
Capital Partners II (Cayman), L.P., a Cayman Islands limited partnership (" CCP II Cayman "), with respect
to the Common Stock beneficially owned by it; |
| (viii) | Centerbridge
Capital Partners SBS II (Cayman), L.P., a Cayman Islands limited partnership (" CCP SBS II Cayman "), with
respect to the Common Stock beneficially owned by it; |
| (ix) | Centerbridge
Associates II (Cayman), L.P., a Cayman Islands limited partnership (" CA II Cayman "), as general partner of
each of CCP II Cayman and CCP SBS II Cayman, with respect to the Common Stock beneficially owned by CCP II Cayman and CCP
SBS II Cayman; |
| (x) | Centerbridge
GP Investors II (Cayman), L.P., a Cayman Islands limited partnership (" CGPI II Cayman "), as general partner
of CA II Cayman, with respect to the Common Stock beneficially owned by CCP II Cayman and CCP SBS II Cayman; |

Field: Page; Sequence: 19; Value: 2

CUSIP No. Y2685T115 SCHEDULE 13D Page 20 of 29 Pages

Field: /Page

| (xi) | CCP
II Cayman GP Ltd., a Cayman Islands company (" CCP II Cayman Ltd ."), as general partner of CGPI II Cayman,
with respect to the Common Stock beneficially owned by CCP II Cayman and CCP SBS II Cayman; |
| --- | --- |
| (xii) | Centerbridge
Special Credit Partners II AIV IV (Cayman), L.P., a Cayman Islands limited partnership (" CSCP Cayman "), with
respect to the Common Stock beneficially owned by it; |
| (xiii) | Centerbridge
Special Credit Partners General Partner II (Cayman), L.P., a Cayman Islands limited partnership (" CSCPGP II Cayman "),
as general partner of CSCP Cayman, with respect to the Common Stock beneficially owned by CSCP Cayman; |
| (xiv) | Centerbridge
Special GP Investors II (Cayman), L.P., a Cayman Islands limited partnership (" CSGPI II Cayman "), as general
partner of CSCPGP II Cayman, with respect to the Common Stock beneficially owned by CSCP Cayman; |
| (xv) | CSCP
II Cayman GP Ltd., a Cayman Islands company (" CSCP II Cayman Ltd ."), as general partner of CSGPI II Cayman,
with respect to the Common Stock beneficially owned by CSCP Cayman; |
| (xvi) | Mark
T. Gallogly (" Mr. Gallogly "), a United States citizen, as managing member of CCGPI, CCOGPI, Centerbridge
GP Investors II, LLC, a Delaware limited liability company, which serves as the director of CCP II Cayman Ltd. (" CGPI
II "), and Centerbridge Special GP Investors II, L.L.C., a Delaware limited liability company, which serves as the
director of CSCP II Cayman Ltd. (" CSGPI II "), with respect to the Common Stock beneficially owned by CCP,
CCPM, CCP II Cayman, CCP SBS II Cayman and CSCP Cayman; and |
| (xvii) | Jeffrey
H. Aronson (" Mr. Aronson "), a United States citizen, as managing member of CCGPI, CCOGPI, CPGI II, and
CSGPI II, with respect to the Common Stock beneficially owned by CCP, CCPM, CCP II Cayman, CCP SBS II Cayman and CSCP
Cayman. |

| The foregoing
persons are hereinafter sometimes collectively referred to as the " Reporting Persons ." Any disclosures
herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the
appropriate party. |
| --- |
| Information required by Instruction C of Schedule 13D with respect to the directors of CCP II Cayman Ltd. and CSCP II Cayman Ltd. is set forth on Schedule I attached hereto. |
| CGPI
II , who serves as the director of CCP II Cayman Ltd. has the power to direct the disposition of the securities held by CCP
II Cayman and CCP SBS II Cayman, which powers are exercised by Mr. Gallogy and Mr. Aronson, the managing members of CGPI
II . The holders of Class B ordinary shares of CCP II Cayman Ltd. have
the power to vote the securities held by CCP II Cayman and CCP SBS II
Cayman . The Class B ordinary shares of CCP II Cayman Ltd. are currently held by 20 individuals. No one
holder of Class B Ordinary share of CCP II Cayman Ltd. has the
power to direct the voting of the shares held by CCP II Cayman and CCP SBS II
Cayman . |

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| CSGPI
II , who serves as the director of CSCP II Cayman Ltd. has the power to
direct the disposition of the securities held by CSCP Cayman, which powers are
exercised by Mr. Gallogy and Mr. Aronson, the managing members of CSGPI
II . The holders of Class B ordinary shares of CSCP II Cayman Ltd.
have the power to vote the securities held by CSCP Cayman. The Class B ordinary shares of CSCP II Cayman Ltd.
are currenlty held by 20 individuals. No one holder of Class B Ordinary share of CSCP II Cayman Ltd. has the power to
direct the voting of the shares held by CSCP Cayman. |
| --- |
| (b) The business address of the Reporting Persons is 375 Park Avenue, 12th Floor, New York, New York 10152. |
| (c) Other than Mr. Gallogly and Mr. Aronson, the Reporting Persons are private investment funds (or their general partners) principally engaged in the business of making investments in financial instruments. Mr. Gallogly is a Managing Principal of Centerbridge Partners, L.P. Mr. Aronson is a Managing Principal of Centerbridge Partners, L.P. |
| (d) – (e) During the past five years, none of the Reporting Persons (nor, to the knowledge of the Reporting Persons, has any of the persons listed on Schedule I hereto) (i) been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting, or mandating activities subject to, federal or state securities laws or a finding of any violation with respect to such laws. |

Item 3.
The Reporting Persons acquired the shares of Common Stock reported in this Schedule 13D pursuant to the Plan (as defined in Item 4), as more fully described in Item 4.

Item 4.

As described in the Current Report on Form 8-K filed by the Issuer on July 7, 2014 (the " Form 8-K "), on April 21, 2014, the Issuer and its subsidiaries (the " Debtors ") filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York (the " Bankruptcy Court "). On July 2, 2014, the Bankruptcy Court entered an order (the " Confirmation Order "), confirming the revised First Amended Prepackaged Plan of Reorganization of the Debtors Pursuant to Chapter 11 of the Bankruptcy Code (the " Plan "). A copy of the Plan is attached as Exhibit 2.2 to the Form 8-K. The Reporting Persons were holders of Prepetition 2007 Facility Claims (as defined in the Plan), and as such, at the time of effectiveness of the Plan, the Reporting Persons received 34.4% of the shares of Common Stock issued under the Plan and the right to appoint two (2) members to the Board of Directors of the Issuer as further described in the Plan. The Reporting Persons have initially appointed Bao Truong and William Manuel to the Board of Directors of the Issuer pursuant to such board appointment rights.

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Except as set forth herein, the Reporting Persons have no present plan or proposal that would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D. The Reporting Persons intend to review their investment in the Issuer on a continuing basis. Depending on various factors including, the Issuer's financial position and strategic direction, actions taken by the board of directors of the Issuer, price levels of the Common Stock, other investment opportunities available to the Reporting Persons, conditions in the securities market and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation, purchasing additional Common Stock, other securities or derivative instruments related thereto or selling some or all of their Common Stock, other securities or derivative instruments, engaging in hedging or similar transactions with respect to the Common Stock, and, alone or with others, pursuing discussions with the management, the board of directors of the Issuer, other shareholders of the Issuer and third parties with regard to their investment in the Issuer, and/or otherwise changing their intention with respect to any and all matters referred to in Item 4 of Schedule 13D.

| Item 5. |
| --- |
| (a) – (b) The percentages of Common Stock reported herein are based upon the 61,700,000 shares of Common Stock outstanding as of the effective date of the Plan, as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on July 7, 2014. |
| The information required by Items 5(a) – (b) is set forth in rows 7 – 13 of the cover page for each of the Reporting Persons and is incorporated herein by reference. |
| CCP has the power to dispose of and the power to vote the shares of Common Stock beneficially owned by it, which powers may also be exercised by CCPGP, its general partner, and CCGPI, the general partner of CCPGP. Neither CCPGP nor CCGPI directly owns any of the shares of Common Stock. By reason of the provisions of Rule 13d-3 of the Act, each may be deemed to beneficially own the shares of Common Stock beneficially owned by CCP. However, none of the foregoing should be construed in and of itself as an admission by CCPGP or CCGPI or by any Reporting Person as to beneficial ownership of shares of Common Stock owned by another Reporting Person. In addition, each of CCPGP and CCGPI expressly disclaims beneficial ownership of shares of Common Stock owned by CCP. |
| CCPM has the power to
dispose of and the power to vote the shares of Common Stock beneficially owned by it, which powers may also be exercised
by CCPOGP, its general partner, and CCOGPI, the general partner of CCPOGP. Neither CCPOGP nor OCCOGPI
directly owns any of the shares of Common Stock. By reason of the provisions of Rule 13d-3 of the Act, each
may be deemed to beneficially own the shares of Common Stock beneficially owned by CCPM. However, none of the
foregoing should be construed in and of itself as an admission by CCPOGP or CCOGPI or by any Reporting Person
as to beneficial ownership of shares of Common Stock owned by another Reporting Person. In addition, each
of CCPOGP and CCOGPI expressly disclaims beneficial ownership of shares of Common Stock owned by CCPM. |

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| CCP II Cayman has the power to dispose of and the power to vote the shares of Common Stock beneficially owned by it, which powers may also be exercised by CA II Cayman, its general partner, CGPI II Cayman, the general partner of CA II Cayman, and CCP II Cayman Ltd., the general partner of CGPI II Cayman. Neither CA II Cayman, CGPI II Cayman nor CCP II Cayman Ltd. directly owns any of the shares of Common Stock. By reason of the provisions of Rule 13d-3 of the Act, each may be deemed to beneficially own the shares of Common Stock beneficially owned by CCP II Cayman. However, none of the foregoing should be construed in and of itself as an admission by CA II Cayman, CGPI II Cayman or CCP II Cayman Ltd. or by any Reporting Person as to beneficial ownership of shares of Common Stock owned by another Reporting Person. In addition, each of CA II Cayman, CGPI II Cayman and CCP II Cayman Ltd. expressly disclaims beneficial ownership of shares of Common Stock owned by CCP II Cayman. |
| --- |
| CCP SBS II Cayman has the power to dispose of and the power to vote the shares of Common Stock beneficially owned by it, which powers may also be exercised by CA II Cayman, its general partner, CGPI II Cayman, the general partner of CA II Cayman, and CCP II Cayman Ltd., the general partner of CGPI II Cayman. Neither CA II Cayman, CGPI II Cayman nor CCP II Cayman Ltd. directly owns any of the shares of Common Stock. By reason of the provisions of Rule 13d-3 of the Act, each may be deemed to beneficially own the shares of Common Stock beneficially owned by CCP SBS II Cayman. However, none of the foregoing should be construed in and of itself as an admission by CA II Cayman, CGPI II Cayman or CCP II Cayman Ltd. or by any Reporting Person as to beneficial ownership of shares of Common Stock owned by another Reporting Person. In addition, each of CA II Cayman, CGPI II Cayman and CCP II Cayman Ltd. expressly disclaims beneficial ownership of shares of Common Stock owned by CCP SBS II Cayman. |
| CSCP Cayman has the power to
dispose of and the power to vote the shares of Common Stock beneficially owned by it, which powers may also be exercised by
CSCPGP II Cayman, its general partner, CSGPI II Cayman, the general partner of CSCPGP II Cayman, and CSCP II Cayman Ltd., the
general partner of CSGPI II Cayman. Neither CSCPGP II Cayman, CSGPI II Cayman nor CSCP II Cayman Ltd. directly
owns any of the shares of Common Stock. By reason of the provisions of Rule 13d-3 of the Act, each may be deemed
to beneficially own the shares of Common Stock beneficially owned by CSCP Cayman. However, none of the foregoing
should be construed in and of itself as an admission by CSCPGP II Cayman, CSGPI II Cayman or CSCP II Cayman Ltd. or by any
Reporting Person as to beneficial ownership of shares of Common Stock owned by another Reporting Person. In
addition, each of CSCPGP II Cayman, CSGPI II Cayman and CSCP II Cayman Ltd. expressly disclaims beneficial ownership of
shares of Common Stock owned by CSCP Cayman. |
| (c) Other than as reported in Item 4, the Reporting Persons have not effected any transactions in the Common Stock during the past 60 days. |
| (d) No person other than the Reporting Persons is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock reported herein. |
| (e) Not applicable. |

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| Item 6. |
| --- |
| The Reporting Persons are parties
to an agreement with respect to the joint filing of this Schedule 13D and any amendments thereto. A copy of such agreement is
attached as Exhibit 1 to this Schedule 13D and is incorporated by reference herein. Other than the joint filing agreement, there are no contracts, arrangements,
understandings or relationships among the Reporting Persons or between the Reporting Persons and any other person with respect
to the securities of the Issuer. |

Item 7.	MATERIAL TO BE FILED AS EXHIBITS
Exhibit 1	Description Joint Filing Agreement, dated July 21, 2014

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SIGNATURES

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: July 21, 2014

| CENTERBRIDGE CREDIT PARTNERS, L.P. By: Centerbridge Credit Partners General Partner, L.P., its general partner By: Centerbridge Credit GP Investors, L.L.C., its general
partner /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory |
| --- |
| CENTERBRIDGE CREDIT PARTNERS GENERAL PARTNER, L.P. By: Centerbridge Credit GP Investors, L.L.C., its general
partner /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory |
| Centerbridge Credit
GP Investors, L.L.C. /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory |
| CENTERBRIDGE CREDIT PARTNERS MASTER, L.P. By: Centerbridge Credit Partners Offshore General Partner, L.P.,
its general partner By: Centerbridge Credit Offshore GP Investors, L.L.C., its
general partner /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory |

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| CENTERBRIDGE CREDIT PARTNERS OFFSHORE GENERAL PARTNER,
L.P. By: Centerbridge Credit Offshore GP Investors, L.L.C., its
general partner /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory |
| --- |
| Centerbridge Credit
Offshore GP Investors, L.L.C. /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory |
| CENTERBRIDGE CAPITAL PARTNERS II (CAYMAN), L.P. By: Centerbridge Associates II (Cayman), L.P., its general partner By: Centerbridge GP Investors II (Cayman), L.P., its general partner By: CCP II Cayman GP Ltd., its general partner By: Centerbridge GP Investors II, LLC, its director /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory |
| CENTERBRIDGE CAPITAL PARTNERS SBS II (CAYMAN), L.P. By: Centerbridge Associates II (Cayman), L.P., its general partner By: Centerbridge GP Investors II (Cayman), L.P., its general partner By: CCP II Cayman GP Ltd., its general partner By: Centerbridge GP Investors II, LLC, its director /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory |

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CENTERBRIDGE ASSOCIATES II (CAYMAN), L.P. By: Centerbridge GP Investors II (Cayman), L.P., its general partner By: CCP II Cayman GP Ltd., its general partner By: Centerbridge GP Investors II, LLC, its director /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory

| CENTERBRIDGE GP INVESTORS II (CAYMAN), L.P. By: CCP II Cayman GP Ltd., its general partner By: Centerbridge GP Investors II, LLC, its director /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory |
| --- |
| CCP II CAYMAN GP LTD. By: Centerbridge GP Investors II, LLC, its director /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory |
| CENTERBRIDGE SPECIAL CREDIT PARTNERS II AIV IV (CAYMAN),
L.P. By: Centerbridge Special Credit Partners General Partner II (Cayman), L.P., its general
partner By: Centerbridge Special GP Investors II (Cayman), LP, its general partner By: CSCP II Cayman GP Ltd., its general partner By: Centerbridge Special GP Investors II, L.L.C., its director /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory |

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CENTERBRIDGE SPECIAL CREDIT PARTNERS GENERAL PARTNER II (CAYMAN), L.P. By: Centerbridge Special GP Investors II (Cayman), LP, its general partner By: CSCP II Cayman GP Ltd., its general partner By: Centerbridge Special GP Investors II, L.L.C., its director /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory

CENTERBRIDGE SPECIAL GP INVESTORS II (CAYMAN), L.P. By: CSCP II Cayman GP Ltd., its general partner By: Centerbridge Special GP Investors II, L.L.C., its director /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory
CSCP II CAYMAN GP LTD. By: Centerbridge Special GP Investors II, L.L.C., its director /s/ Jeffrey H. Aronson Name: Jeffrey H. Aronson Title: Authorized Signatory
MARK T. GALLOGLY / s / Mark T. Gallogly
Jeffrey H.
Aronson / s / Jeffrey H. Aronson

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Schedule I

GENERAL PARTNERS, CONTROL PERSONS, DIRECTORS AND EXECUTIVE OFFICERS OF CERTAIN REPORTING PERSONS

The following sets forth the name, position, address, principal occupation and citizenship of each general partner, control person, director and/or executive officer of the applicable Reporting Persons (the " Instruction C Persons "). To the best of the Reporting Persons' knowledge, (i) none of the Instruction C Persons during the last five years has been convicted in a criminal proceeding (excluding traffic violations or other similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws and (ii) none of the Instruction C Persons owns any Shares or is party to any contract or agreement as would require disclosure in this Schedule 13D.

REPORTING PERSON: CCAP II CAYMAN GP LTD. (" CCP II Cayman Ltd. ")

Centerbridge GP Investors II, LLC (" CGPI II ") serves as the director of CCP II Cayman Ltd. Its business address is 375 Park Avenue, 12 th Floor, New York, New York 10152. Its principal occupation is to serve as director of CCP II Cayman Ltd. CGPI II is a Delaware limited liability company.

Mr. Gallogy and Mr. Aronson serve as managing members of CGPI II. Mr. Gallogy and Mr. Aronson are Reporting Persons.

REPORTING PERSON: CSCP II CAYMAN GP LTD. (" CSCP II Cayman Ltd. ")

Centerbridge Special GP Investors II, L.L.C. (" CSGPI II ") serves as the director of CSCP II Cayman Ltd. Its business address is 375 Park Avenue, 12 th Floor, New York, New York 10152. Its principal occupation is to serve as director of CSCP II Cayman Ltd. CSGPI II is a Delaware limited liability company.

Mr. Gallogy and Mr. Aronson serve as managing members of CSGPI II. Mr. Gallogy and Mr. Aronson are Reporting Persons.

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