SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Rudisill McAndrew

(Last) (First) (Middle)
101 PARK AVENUE
21ST FLOOR

(Street)
NEW YORK NY 10178

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Eternal Energy Corp. [ EERG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of a 13(d) group
3. Date of Earliest Transaction (Month/Day/Year)
04/26/2011
4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock(1) 04/26/2011 P 5,112 A $0.39 4,705,112(1) D
Common Stock(1) 04/27/2011 P 52,750 A $0.39 4,757,862(1) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Rudisill McAndrew

(Last) (First) (Middle)
101 PARK AVENUE
21ST FLOOR

(Street)
NEW YORK NY 10178

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of a 13(d) group
1. Name and Address of Reporting Person*
Pelagic Capital Advisors LP

(Last) (First) (Middle)
101 PARK AVENUE
21ST FLOOR

(Street)
NEW YORK NY 10178

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of 13(d) group
1. Name and Address of Reporting Person*
Pelagic Institutional LP

(Last) (First) (Middle)
101 PARK AVENUE
21ST FLOOR

(Street)
NEW YORK NY 10178

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of 13(d) group
1. Name and Address of Reporting Person*
PELAGIC MASTER FUND LTD

(Last) (First) (Middle)
101 PARK AVENUE
21ST FLOOR

(Street)
NEW YORK NY 10178

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of 13(d) group
Explanation of Responses:
1. This Form 4 is jointly filed by: (i) Pelagic Institutional LP; (ii) Pelagic Master Fund Ltd. (iii) Pelagic Capital Advisors LP; and (iv) McAndrew Rudisill (all together, the "Reporting Persons"), with respect to shares of common stock ("Shares") of the Issuer beneficially owned by Pelagic Capital Advisors LP. Pelagic Capital Advisors LP is the investment advisor of Pelagic Institutional LP and Pelagic Master Fund Ltd. McAndrew Rudisill is the sole indirect owner and controls Pelagic Capital Advisors LP. Of the shares reported, Pelagic Capital Advisors LP and McAndrew Rudisill each have shared beneficial ownership of 4,757,862 Shares, Pelagic Institutional LP has shared beneficial ownership of 2,663,099 Shares, and Pelagic Master Fund Ltd. has shared beneficial ownership of 2,094,763 shares.
/s/ McAndrew Rudisill By: McAndrew Rudisill, Individually 04/27/2011
/s/ McAndrew Rudisill By: McAndrew Rudisill For: Pelagic Capital Advisors L.P. Title: Sole Member 04/27/2011
/s/ McAndrew Rudisill By: McAndrew Rudisill For: Pelagic Institutional L.P. Title: Sole Member 04/27/2011
/s/ McAndrew Rudisill By: McAndrew Rudisill For: Pelagic Master Fund Ltd. Title: Sole Member 04/27/2011
** 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 4 (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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