SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Cheyne Capital Management (UK) LLP (Last) (First) (Middle) STORNOWAY HOUSE 13 CLEVELAND ROW (Street) LONDON, ENGLAND, SW1A IDH (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/10/2008	3. Issuer Name and Ticker or Trading Symbol TERRA NOSTRA RESOURCES CORP. [ TNRO.OB ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	5,235,947	I	See footnote(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
10% Senior Secured Convertible Promissory Notes(2)	10/19/2007	07/19/2008	Common Stock	1,428,571	$1.75	I	See footnote(1)
Common Stock Purchase Warrants	10/19/2007	10/19/2012	Common Stock	2,285,714	$1.75	I	See footnote(1)

1. Name and Address of Reporting Person* Cheyne Capital Management (UK) LLP (Last) (First) (Middle) STORNOWAY HOUSE 13 CLEVELAND ROW (Street) LONDON, ENGLAND, SW1A IDH (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Cheyne General Partner Inc (Last) (First) (Middle) STORNOWAY HOUSE 13 CLEVELAND ROW (Street) LONDON, ENGLAND, SW1A IDH (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. This Form 3 is being filed jointly by Cheyne General Partner Inc. ("Cheyne GP") with Cheyne Capital Management (UK) LLP (the "Manager"). The address of Cheyne GP is Walker House, 87 Mary Street, Georgetown, Cayman Islands, KY1-9001. The shares are held directly by the Cheyne Global Emerging Markets Fund and the Cheyne Value Fund (together the "Funds"). Each of the Manager, the investment manager of the Funds, and Cheyne GP, the general partner of the Funds (together with the Manager, the "Reporting Persons") may be deemed the beneficial owners of the shares set forth herein. Each of the Reporting Persons disclaims beneficial interest of the shares except to the extent of its pecuniary interest therein.

2. The 10% Senior Secured Convertible Promissory Notes (the "Notes") were due on July 19, 2008, but the issuer has not yet repaid the Notes.

	/s/ Simon James, Compliance Officer, Cheyne Capital Management (UK) LLP	09/22/2008
	/s/ James E. Lieber, Director, Cheyne General Partner Inc.	09/22/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
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