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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13-D/A

(Amendment No. 1)

Under the Securities Exchange Act of 1934

PLATINUM ENERGY RESOURCES, INC.

(Name of Issuer)

COMMON STOCK, $.0001 PAR VALUE PER SHARE
(Title of Class of Securities)

727659104

(CUSIP NUMBER)

Tim G. Culp
200 N. Loraine, Suite 400
Midland, Texas 79701
(432) 686-7136

(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)

-with a copy to-

William F. Krueger
Lynch, Chappell & Alsup, P.C.
300 N. Marienfeld, Suite 700
Midland, Texas 79701
(432) 683-3351

June 24, 2008

(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), 240.13(d)-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §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 purposes 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).

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

SCHEDULE 13D


CUSIP No.		727659104

NAMES OF REPORTING PERSONS.

I.R.S. Identification Nos. of above reporting persons (entities only).

Tim G. Culp

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) o

(b) o

SEC USE ONLY

SOURCE OF FUNDS (SEE INSTRUCTIONS)

AF and OO

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

CITIZENSHIP OF PLACE OF ORGANIZATION

United States of America

SOLE VOTING POWER

NUMBER OF

2,115,976

SHARED VOTING POWER

BENEFICIALLY

OWNED BY

None

EACH

SOLE DISPOSITIVE POWER

REPORTING

PERSON

2,115,976

WITH

SHARED DISPOSITIVE POWER

None

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,115,976

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

9.59%⁽¹⁾

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)


⁽¹⁾		The percentages used herein and in the rest of this Schedule 13D are calculated based upon 22,070,762 shares of common stock issued and outstanding as reported in the Issuer’s Form 10-Q for the quarter ended March 31, 2008, which was filed with the Commission on May 12, 2008.

This Amendment No. 1 (“Amendment No. 1”) to the Schedule 13D filed by Tim G. Culp on July 3, 2008 (the “Schedule 13D”), is being filed by Tim G. Culp to amend and supplement Items 4 and 6 of the Schedule 13D and to update Mr. Culp’s business address information as previously reported in the Schedule 13D. Specifically, this Amendment No. 1 amends and supplements Item 4 so as to include information regarding the appointment of two new directors to the board of directors of Platinum Energy Resources, Inc., a Delaware corporation (“Platinum” or the “Issuer”) and amends and supplements Item 6 to include information pertaining to a lawsuit filed in Tarrant County, Texas, involving a portion of the shares reported on in the Schedule 13D.

Item 1. Security and Issuer.

The name of the Issuer is Platinum Energy Resources, Inc. Platinum’s principal executive offices are located at 25 Phillips Parkway, Montvale, NJ 07645.

Item 2. Identity and Background.

(a)		This Amendment No. 1 to the Schedule 13D is being filed by Tim G. Culp, an individual (the “Reporting Person”).

(b)		The Reporting Person’s business address is 200 N. Loraine, Suite 400, Midland, Texas 79701.

(c)		The Reporting Person is the Chairman of the Board of Platinum and was President, CEO and Chairman of the Board of Tandem Energy Holdings, Inc. a Nevada corporation (“Tandem”), prior to its dissolution on June 24, 2008.

(d)		During the last five (5) years the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)		During the last five (5) years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction, which has resulted in the Reporting Person being 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.

(f)

The Reporting Person is a citizen of the United States of America.

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

On October 26, 2007, Platinum consummated the acquisition of substantially all of the assets of Tandem Energy Corporation, a Colorado corporation (“TEC”), then a wholly-owned subsidiary of Tandem. As part of the consideration for the purchase of the assets, Platinum issued 7,692,308 shares of its common stock to TEC. On March 11, 2008, TEC was dissolved by merger into Tandem. Tandem, the surviving corporation in the merger, acquired the assets of TEC which consisted of 7,692,308 shares of Platinum’s common stock. On June 24, 2008, Tandem dissolved under the laws of the State of Nevada. As part of Tandem’s dissolution, the 7,692,308 shares of Platinum’s common stock held by Tandem will be distributed to its shareholders in a liquidating distribution, which includes 2,115,976 shares of Platinum’s common stock that will be distributed to the Reporting Person.

Item 4. Purpose of Transaction.

The Reporting Person will acquire 2,115,976 shares of Platinum’s common stock following Tandem’s dissolution and liquidating distribution.

As reported in Platinum’s Form 8-K filed with the Securities and Exchange Commission on July 18, 2008, on July 15, 2008, Platinum’s Board of Directors appointed Bernard Lang as a Class A director of Platinum and Norman Rosenberg as a Class B director of Platinum. The appointments increased the number of directors constituting the whole Board from three to five directors.

As a Class A director, Mr. Lang will hold office until Platinum’s first annual meeting of stockholders and until his successor is elected and qualified or until his earlier death, resignation or removal from office. As a Class B director, Mr. Rosenberg will hold office until Platinum’s second annual meeting of stockholders and until his successor is elected and qualified or until his earlier death, resignation or removal from office. Although Platinum does not currently maintain any committees of the Board of Directors, it is anticipated that Messrs. Lang and Rosenberg will join one or more committees once they are established.

In connection with their joining the Board, Messrs. Lang and Rosenberg will each receive cash compensation of $25,000 per year for their services and annual grants of stock options under Platinum’s 2006 Long Term Incentive Plan to purchase up to 5,000 shares of Platinum’s common stock. The first such grants of 5,000 options were made on July 16, 2008 with an exercise price of $3.90 per share, the closing price on the date of grants. All options are subject to a five year vesting schedule, with one-fifth of such options vesting on each anniversary of the date of grant, beginning July 15, 2009.

There are no other arrangements or understandings between Messrs. Lang and Rosenberg and any other persons pursuant to which Messrs. Lang and Rosenberg were appointed as directors of Platinum. Neither of Messrs. Rosenberg and Lang has had a direct or indirect material interest in any transaction since the beginning of Platinum’s last fiscal year, or in any currently proposed transaction, involving an amount in excess of $120,000 in which Platinum was or is to be a participant.

Other than as reported herein, the Reporting Person does not have any present plans or proposals which relate to or would result in any of the following (although the Reporting Person reserves the right to develop such plans or proposals): (i) the acquisition by any person of additional securities of Platinum, or the disposition of securities of Platinum; (ii) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving Platinum, or any of its subsidiaries; (iii) a sale or transfer of a material amount of assets of Platinum or any of its subsidiaries; (iv) any change in the present board of directors or management of Platinum, including any plans or proposals to change the number or term of directors or to fill any vacancies existing on the board; (v) any material change in the present capitalization or dividend policy of Platinum; (vi) any other material change in Platinum’s business or corporate structure; (vii) any other material changes in Platinum’s charter or bylaws or other actions which may impede the acquisition of the control of Platinum by any persons; (viii) causing a class of securities of Platinum to be delisted from a national securities exchange or to cease to be authorized to be quoted on an inter-dealer quotation system of a registered national securities association; (ix) a class of equity securities of Platinum becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Exchange Act; or (x) any actions similar to any of those enumerated above.

Item 5. Interest in Securities of the Issuer.

	(a)		2,115,976 shares of Platinum’s common stock, representing 9.59% of the shares of Platinum’s common stock outstanding.

	(b)		The Reporting Person has sole dispositive and voting power with respect to the reported securities.

	(c)		No trades were made by the Reporting Person of Platinum’s shares of common stock within the past 60 days.

	(d)		Inapplicable.

	(e)		Inapplicable.

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

In early March, 2005, Tandem, whose board was comprised of one director, Lyle Mortensen, issued 20,000,000 restricted shares of its common stock to Mr. Mortensen. Some of these shares were subsequently transferred by Mr. Mortensen to others including principals of TEC and Shamrock Energy Corporation, a Texas corporation, the Reporting Person, Dyke Culp and Jack Chambers, in late March, 2005. Mr. Mortensen resigned as a director and officer of Tandem in late March, 2005. Tandem’s board subsequently cancelled all of the 20,000,000 shares on the grounds that the stock was issued without lawful consideration. All of the cancelled shares were returned to Tandem, except for 2,878,000 shares held by Mr. Mortensen. Tandem believes that all of the shares held by Mr. Mortensen are null and void and has instructed its transfer agent to place a hold on the stock certificates held by Mr. Mortensen. On May 17, 2006, Tandem received notification from Arthur W. Tifford claiming to be a “holder in due course” of a certificate representing 2,700,000 shares of Tandem common stock previously held by Mr. Mortensen and a demand that such shares be reissued.

On May 23, 2006, Tandem filed a lawsuit in Nevada District Court, Cause No. CV06-01215, Washoe County, Nevada, styled Tandem Energy Holdings, Inc., v. Aritex Consultants, Inc., Arthur W. Tifford, P.A., Arthur W. Tifford, Ronald G. Williams, Lyle J. Mortensen, and Manhattan Transfer Co., against Tandem’s transfer agent, Arthur W. Tifford, P.A., Arthur W. Tifford, individually, and three other defendants and the court rendered a judgment that the certificate evidencing the 2,700,000 shares was invalid and void and directed Tandem’s transfer agent to void the certificate evidencing the 2,700,000 shares if presented for transfer, and enjoined the transfer agent from transferring the certificate if so presented.

Arthur W. Tifford, P.A., filed a competing lawsuit against Tandem and Platinum in the Florida Circuit Court, Cause No. 06-11547CA06, Miami-Dade County, Florida, styled Arthur W. Tifford, P.A., v. Tandem Energy Holdings, Inc. and Platinum Energy Holdings, Inc., on or about June 14, 2006, seeking a declaration by the court that Tandem’s cancellation of the 2,700,000 shares was improper and that Arthur W. Tifford, P.A., was the rightful owner of such shares, and an injunction prohibiting Tandem and Platinum from taking any action in detriment to its alleged rights in and to the shares. Tandem successfully challenged the jurisdiction of the Florida Court and obtained an order dismissing the complaint filed by Arthur W. Tifford, P.A.

In a separate lawsuit filed by Tandem on September 25, 2006, in the 67th Judicial District Court of Tarrant County, Texas, Case No., 067-220329-06, styled Tandem Energy Holdings, Inc. v. Aritex Consultants, Inc. and Lyle J. Mortensen (the “Tarrant County Case”), against its former director Lyle J. Mortensen and Mr. Mortensen’s corporate affiliate, Aritex Consultants Inc., Tandem is seeking a declaration by the court that the certificates representing the 2,878,000 shares issued to Mr. Mortensen and subsequently transferred to Aritex Consultants, Inc., are void, that the certificates were properly cancelled by Tandem and that the transfer agent is authorized to cancel and destroy the certificates. In addition, Tandem is seeking a temporary and permanent injunction against Mr. Mortensen, Aritex Consultants Inc. and any other person in possession of the certificates prohibiting any transfer or other disposition of the certificates and ordering that they be cancelled.

On June 12, 2007, Arthur W. Tifford, P.A. filed a lawsuit in the United States District Court for the Western District of Texas, Midland-Odessa Division, in Cause No. MO-07-CV-049, styled Arthur W. Tifford, P.A. v. Tandem Energy Corp., Tandem Energy Holdings, Inc., Manhattan Transfer Registrar Co., Todd M. Yocham, Tim G. Culp, Jack Chambers and Michael Cunningham (the “Western District Case”), against Tandem, TEC, the Reporting Person, Todd M. Yocham, Jack Chambers, Michael Cunningham and Tandem’s transfer agent alleging conversion and conspiracy

to convert with respect to the certificate representing the 2,700,000 shares. Tandem, TEC and the other defendants in this lawsuit were granted a Motion for Summary Judgment in their favor. Arthur W. Tifford, P.A., has since filed its Notice of Appeal with the United States Court of Appeals for the Fifth Circuit, appealing the Western District Court’s grant of the defendants’ Motion for Summary Judgment.

If the ultimate disposition of either or both the Tarrant County Case and the Western District Case are adverse to the interests of the Reporting Person, the Reporting Person’s ownership of the 2,115,976 shares of Platinum’s common stock reported herein could be reduced by up to a maximum of 400,074 shares.

Item 7. Material to Be Filed as Exhibits.

Inapplicable.

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information in this statement is true, complete and correct.

07/21/2008

Date

/s/ Tim G. Culp

Signature

Tim G. Culp

Name/Title

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement: provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

Attention: Intentional Misstatements or omissions of facts constitute Federal criminal violations (See 18 U.S.C. 1001).