X0306 4/A 2013-01-18 2013-01-23 0001045390 COLOMBIA ENERGY RESOURCES, INC. CERX 0001133521 STEELHEAD PARTNERS LLC 333 108TH AVENUE, SUITE 2010 BELLEVUE WA 98004 0 0 0 1 See footnotes (1) (2) (3) 0001327721 JOHNSTON JAMES MICHAEL 333 108TH AVENUE, SUITE 2010 BELLEVUE WA 98004 0 0 0 1 See footnotes (1) (2) (3) 0001327722 KLEIN BRIAN KATZ 333 108TH AVENUE, SUITE 2010 BELLEVUE WA 98004 0 0 0 1 See footnotes (1) (2) (3) Series A Convertible Preferred Stock 2013-01-18 4 J 0 1800000 A 2011-06-01 Common Stock 120060000 1800000 I See footnotes (1) (2) (3) The reporting persons are: (i) Steelhead Partners, LLC ("Steelhead"), a registered investment advisor within the meaning of Rule 16a-1(a)(1)(v) under the Exchange Act; and (ii) each of James Michael Johnston and Brian Katz Klein, Steelhead's member-managers. The issuer's securities reported on this Form 4 are beneficially held by Steelhead Navigator Master, L.P. ("Steelhead Navigator"). Steelhead is the investment manager of Steelhead Navigator. As a greater than 10% beneficial owner, Steelhead Navigator is separately reporting its holdings in the issuer's securities on a Form 4 filed concurrently herewith. Each of Steelhead, Mr. Johnston, Mr. Klein and Steelhead Navigator expressly disclaims beneficial ownership in these securities, except to the extent of their respective pecuniary interests therein. Steelhead and the other reporting persons may be deemed to beneficially own the securities owned by Steelhead Navigator insofar as they may be deemed to have the power to direct the voting or disposition of such securities. The reporting persons have elected therefore to file this Form 4 voluntarily to report Steelhead Navigator's holdings, notwithstanding the reporting exemption applicable to registered investment advisors under Rule 16a-1(a)(1)(v) and to control persons under Rule 16a-1(a)(1)(vii). The filing of this Form 4 should not, however, be deemed an admission by any of the reporting persons that such person falls outside the scope of the foregoing exemptions, or that the reporting persons and/or Steelhead Navigator form a group within the meaning of Rule 16a-1(a)(1). The transaction reported in Table II above involved the amendment of certain of the rights, preferences and privileges of the issuer's outstanding Series A Convertible Preferred Stock (the "Series A Stock") of which 1,800,000 shares are held by Steelhead Navigator. The amendment reduced the conversion price of the Series A Stock, and as a result, each previously reported share of Series A Stock held by Steelhead Navigator, which was initially convertible into five shares of common stock, is currently convertible into 66.7 shares of common stock. The Series A Stock has no expiration date, but is subject to certain common stock automatic conversion features after the initial 18 months from the date of issuance. Steelhead Partners, LLC; By: Brent Binge, General Counsel; /s/ Brent Binge 2013-01-30 /s/ Brent Binge, Attorney-In-Fact for J. Michael Johnston 2013-01-30 /s/ Brent Binge, Attorney-In-Fact for Brian K. Klein 2013-01-30