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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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) 06/21/2011
	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)	06/21/2011		P		30,000	A	$0.33	5,667,500(1)	D
Common Stock(1)	06/22/2011		P		130,000	A	$0.3(2)	5,797,500(1)	D
Common Stock(1)	06/23/2011		P		52,500	A	$0.33(2)	5,850,000(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 5,850,000 Shares, Pelagic Institutional LP has shared beneficial ownership of 3,271,196 Shares, and Pelagic Master Fund Ltd. has shared beneficial ownership of 2,578,804 shares.

2. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.30 to $0.32, inclusive, on June 22, 2011, and from $0.32 to $0.35, inclusive, on June 23, 2011. The Reporting Persons undertake to provide to Eternal Energy Corp, any security holder of Eternal Energy Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote (2) to this Form 4.

	/s/ McAndrew Rudisill By: McAndrew Rudisill, Individually	06/23/2011
	/s/ McAndrew Rudisill By: McAndrew Rudisill Title: Sole Member	06/23/2011
	/s/ McAndrew Rudisill By: McAndrew Rudisill Title: Sole Member	06/23/2011
	/s/ McAndrew Rudisill By: McAndrew Rudisill Title: Sole Member	06/23/2011
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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