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* Rudisill McAndrew (Last) (First) (Middle) 101 PARK AVENUE, 21ST FLOOR (Street) NEW YORK NY 10178 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 04/08/2011	3. Issuer Name and Ticker or Trading Symbol Eternal Energy Corp. [ EERG ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) X Other (specify below) Member of Section 13(d) group	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(1)	4,105,800	D

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

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 Section 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) Other (specify below)

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) Other (specify below)

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) Other (specify below)

Explanation of Responses:

1. This Form 3 is filed jointly by: (i) Pelagic Capital Advisors LP, (ii) Pelagic Institutional LP, (iii) Pelagic Master Fund Ltd., 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 4,105,800 Shares. Pelagic Institutional LP has shared beneficial ownership of 2,298,124 Shares, and Pelagic Master Fund Ltd. has shared beneficial ownership of 1,807,676 Shares.

Remarks:

	/s/ McAndrew Rudisill By: McAndrew Rudisill, Individually	04/14/2011
	/s/ McAndrew Rudisill, By: McAndrew Rudisill, For: Pelagic Capital Advisors LP, Title: Sole Member	04/14/2011
	/s/ McAndrew Rudisill, By: McAndrew Rudisill, For: Pelagic Institutional LP, Title: Sole Member	04/14/2011
	/s/ McAndrew Rudisill, By: McAndrew Rudisill, For: Pelagic Master Fund Ltd., Title: Executive Officer	04/14/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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