SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13D
                    Under the Securities Exchange Act of 1934



                                 Arch Coal, Inc.
        -----------------------------------------------------------------
                                (Name of Issuer)


                     Common Stock, par value $.01 per share
        -----------------------------------------------------------------
                         (Title of Class of Securities)


                                    039380100
        -----------------------------------------------------------------
                                 (CUSIP Number)


                                 Patrick D. Deem
                                Steptoe & Johnson
                                  P.O. Box 2190
                            Clarksburg, WV 26302-2190
                                 (304) 624-8000
        -----------------------------------------------------------------
                       (Name, Address and Telephone Number
                         of Person Authorized to Receive
                           Notices and Communications)


                                  July 1, 1997
       -----------------------------------------------------------------
                          (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  which is the subject of this  Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].

   NOTE: Six copies of this statement, including all exhibits, should be filed
   with the Commission. See Rule 13d-1(a) for other parties to whom copies are
                                   to be sent.

                              (Page 1 of 8 Pages)




                                  SCHEDULE 13D
                                  ------------
CUSIP No. 043906 10 6

1)    NAME OF REPORTING PERSON            Carboex International, Ltd.
                                          ---------------------------
      S.S. OR I.R.S. IDENTIFICATION
      NO. OF ABOVE PERSON
                                          ---------------------------

2)    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                          (a)   [   ]
                                                          (b)   [ x ]

3)    SEC USE ONLY

4)    SOURCE OF FUNDS                                 OO (see Item 3)
                                                      ---------------
5)    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
      PURSUANT TO ITEM 2(d) or 2(e)                             [   ]

6)    CITIZENSHIP OR PLACE OF ORGANIZATION            Bahamas
                                                      --------
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH:

7)    SOLE VOTING POWER                         2,050,000 (see Item 5)
                                                ----------------------

      8)    SHARED VOTING POWER                 0
                                                ----------------------

      9)    SOLE DISPOSITIVE POWER              2,050,000 (see Item 5)
                                                ----------------------

      10)   SHARED DISPOSITIVE POWER            0
                                                ----------------------

11)   AGGREGATE AMOUNT BENEFICIALLY
     OWNED BY EACH REPORTING PERSON             2,050,000 (see Item 5)
                                                ----------------------

12)   CHECK BOX IF THE AGGREGATE AMOUNT
      IN ROW (11) EXCLUDES CERTAIN SHARES*      [     ]

13)   PERCENT OF CLASS REPRESENTED BY
      AMOUNT IN ROW (11)                        5.2% (See Item 5)
                                                ------------------

14)   TYPE OF REPORTING PERSON                         CO
                                                       --

                              (Page 2 of 8 Pages)




Item 1.     Security and Issuer.

            This statement on Schedule 13D (the "Statement") is filed by Carboex
International,  Ltd., a Bahamian  corporation (the  "Company").  The name of the
issuer is Arch Coal,  Inc., a Delaware  corporation  ("Arch Coal").  Arch Coal's
principal  executive  offices are located at  CityPlace  One,  Suite 300,  Creve
Coeur,  Missouri 63141.  This Statement  relates to the Common Stock,  par value
$.01 per share, of Ashland Coal ("Arch Coal Common Stock").


Item 2.     Identity and Background.

            The  Company's  principal  business  is Coal Trading and the address
of its principal  business  is  Sasson  Building,  Shirley  Street  and Victoria
Avenue, P.O. Box N-272, Nassau, Bahamas.

            Annex I attached  hereto and  incorporated  herein by reference sets
forth the  following  information  with respect to each  director and  executive
officer of the Company: (a) name; (b) residence or business address; (c) present
principal  occupation or employment and the name, principal business and address
of any corporation or other  organization in which such employment is conducted;
and (d) citizenship.

            During  the  last  five  years,  neither  the  Company  nor,  to the
knowledge  of the  Company,  any of the  persons  listed  in  Annex  I has  been
convicted in a criminal  proceeding  (excluding  traffic  violations  or similar
misdemeanors).

            During  the  last  five  years,  neither  the  Company  nor,  to the
knowledge of the Company,  any of the persons listed in Annex I has been a party
to a  civil  proceeding  of a  judicial  or  administrative  body  of  competent
jurisdiction  in which a judgment,  decree or final order was entered  enjoining
future violations of, or prohibiting or mandating activities subject to, federal
or state  securities  laws, or in which there was a finding of a violation  with
respect to such laws.


Item 3.     Source and Amount of Funds or Other Consideration.

            This  Statement is being filed in connection  with the conversion to
Arch Coal  Common  Stock of Class C Preferred  Stock of Ashland  Coal,  Inc.,  a
Delaware  corporation  ("Ashland Coal Preferred Stock") owned by the Company. No
funds or other  consideration  were used or will be used by the  Company  in the
conversion.

Item 4.     Purpose of Transaction.


                              (Page 3 of 8 Pages)



            This  Statement  is being  filed  in  connection  with the  business
combination  of  Ashland  Coal and Arch  Coal,  pursuant  to which  the  Company
converted 100 shares of Ashland Coal Preferred  Stock into  2,050,000  shares of
Arch Coal Common Stock. The Company, as a stockholder of Arch Coal, has no plans
or  proposals  which relate to or would  result in: (a) the  acquisition  by any
person of additional  securities of Arch Coal, or the  disposition of securities
of Arch Coal;  (b) an  extraordinary  corporate  transaction,  such as a merger,
reorganization  or liquidation,  involving Arch Coal or any of its subsidiaries;
(c) a sale or transfer of a material amount of assets of Arch Coal or any of its
subsidiaries;  (d) any change in the present board of directors or management of
Arch Coal or any of its  subsidiaries;  (e) any  material  change in the present
capitalization or dividend policy of Arch Coal; (f) any other material change in
Arch Coal's business or corporate structure; (g) changes in Arch Coal's charter,
bylaws or  instruments  corresponding  thereto or other actions which may impede
the  acquisition  of control of Arch Coal by any person;  (h) causing a class of
securities of Arch Coal to be delisted from a national securities exchange or to
cease to be authorized  to be quoted in an  inter-dealer  quotation  system of a
registered national securities association;  (i) a class of equity securities of
Arch Coal becoming eligible for termination of registration  pursuant to Section
12(g)(4) of the Securities  Exchange Act of 1934, as amended;  or (j) any action
similar to any of those enumerated above.

Item 5.     Interest in Securities of the Issuer.

            (a) The Company  presently owns 2,050,000 shares of Arch Coal Common
Stock,  representing  approximately  5.2% of the total  issued  and  outstanding
capital stock of Arch Coal.

            (b)   The Company has sole voting  power and  the  sole  power    to
dispose or to direct the  disposition  with respect to 2,050,000  shares of Arch
Coal Common Stock,  the Company does not have shared power to vote or to dispose
or to direct the disposition of any shares of Arch Coal Common Stock.

            (c)   Neither  the  Company nor any of the  persons listed in Item 2
hereof has  effected  any  transactions  relating to Arch Coal  Common  Stock or
Ashland Coal Preferred Stock during the past sixty days.

            (d)   Not applicable.

            (e)   Not applicable.


Item 6.     Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer.

            Other than as set forth in this  Statement,  neither the 

                              (Page 4 of 8 Pages)



Company  nor any of the  persons  named  in  Item 2  hereof  has any  contracts,
arrangements,  understandings or relationships (legal or otherwise) with respect
to any securities of Arch Coal,  including but not limited to transfer or voting
of any of  the  securities,  finder's  fees,  joint  ventures,  loan  or  option
arrangements, puts or calls, guarantees of profits, division of profits or loss,
or the giving or withholding of proxies.

Item 7.     Material To Be Filed As Exhibits.

            The following is filed as an exhibit to this Statement:

            7.1  Agreement  and Plan of Merger,  dated as of April 4, 1997 among
Arch  Mineral  Corporation,  AMC  Merger  Corporation  and  Ashland  Coal,  Inc.
(Incorporated  by  reference  to Exhibit  99.2 to Current  Report on Form 8-K of
Ashland Coal, Inc. dated April 4, 1997.)


                               (Page 5 of 8 Pages)



                                    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.


                                    CARBOEX INTERNATIONAL, LTD.



                                       By: /s/ Juan Antonio Ferrando
                                         ------------------------------
                                          Signature


                                          Juan Antonio Ferrando
                                          Director
                                          ------------------------------
                                          Name and Title


Date: July 1, 1997




                               (Page 6 of 8 Pages)



                                     ANNEX I

                       DIRECTORS AND EXECUTIVE OFFICERS OF
                           CARBOEX INTERNATIONAL, LTD.


                              ADDRESS AND PRINCIPAL
NAME AND PRESENT              BUSINESS OF ORGANIZATION
PRINCIPAL OCCUPATION          IN WHICH EMPLOYED              CITIZENSHIP
                                  

Gregorio Gonzalez Irun       Carboex, S.A.                   Spain
Chairman and CEO             Calle Manuel Cortina
                             No. 2, Madrid, 10, Spain
  
                             Coal Trading

Miguel Cavillo               Carboex, S.A.                   Spain
President and COO            Calle Manuel Cortina
                             No. 2, Madrid, 10, Spain

                             Coal Trading

Gloria Delifay               Carboex, S.A.                   Spain
Director                     Calle Manuel Cortina
                             No. 2, Madrid, 10, Spain

                             Coal Trading

Juan Antonio Ferrando        Carboex, S.A.                   Spain
Director                     Calle Manuel Cortina
                             No. 2, Madrid, 10, Spain

                             Coal Trading

Alonso Martinez              Carboex, S.A.                   Spain
Treasurer                    Calle Manuel Cortina
                             No. 2, Madrid, 10, Spain
 
                             Coal Trading





                              (Page 7 of 8 Pages)





                                  EXHIBIT INDEX

Exhibit
No.               Description
- -------           -----------

7.1               Agreement and Plan of Merger,  dated as of April 4, 1997 among
                  Arch Mineral  Corporation,  AMC Merger Corporation and Ashland
                  Coal,  Inc.  (Incorporated  by  reference  to Exhibit  99.2 to
                  Current  Report on Form 8-K of Ashland Coal,  Inc. dated April
                  4, 1997.)


                    



                              (Page 8 of 8 Pages)