AMERICAN NATURAL ENERGY CORPORATION
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(Name of Issuer)
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Common Stock, par value $0.001 per share
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(Title of Class of Securities)
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02860R105
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(CUSIP Number)
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Paul Alexander Ross
7711 East 111th Street, Suite 121
Tulsa, OK 74133
(918) 459-1000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
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July 31, 2012
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(Date of Event which Requires Filing of this Statement)
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1.
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NAMES OF REPORTING PERSONS
Paul Alexander Ross
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS OO
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) [ ]
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION: UNITED STATES
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7.
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SOLE VOTING POWER 5,597,057
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NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING
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8.
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SHARED VOTING POWER -0-
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PERSON WITH
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9.
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SOLE DISPOSITIVE POWER 5,597,057
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10.
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SHARED DISPOSITIVE POWER -0-
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,597,057
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 19.9%
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14.
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TYPE OF REPORTING PERSON IN
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1.
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NAMES OF REPORTING PERSONS
Palo Verde Acquisitions, LLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY): 46-0659885
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS OO
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) [ ]
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION: NEVADA
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7.
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SOLE VOTING POWER 2,197,057
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NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING
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8.
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SHARED VOTING POWER -0-
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PERSON WITH
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9.
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SOLE DISPOSITIVE POWER 2,197,057
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10.
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SHARED DISPOSITIVE POWER -0-
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,197,057
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 7.8%
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14.
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TYPE OF REPORTING PERSON OO
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1.
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NAMES OF REPORTING PERSONS
Arkoma Natural Gas Company, Inc.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): 73-1485832
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS WC
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) [ ]
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION: NEVADA
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7.
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SOLE VOTING POWER 3,400,000
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NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING
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8.
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SHARED VOTING POWER -0-
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PERSON WITH
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9.
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SOLE DISPOSITIVE POWER 3,400,000
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10.
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SHARED DISPOSITIVE POWER -0-
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,400,000
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 12.1%
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14.
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TYPE OF REPORTING PERSON CO
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Item 1.
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Security and Issuer.
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Item 2.
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Identity and Background.
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Item 3.
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Source and Amount of Funds or Other Consideration.
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Item 4.
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Purpose of Transaction.
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Item 5.
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Interest in Securities of the Issuer.
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(a)
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Paul Alexander Ross is the beneficial owner of 5,597,057 shares of Common Stock which represents approximately 19.9% of the outstanding Common Stock. Of the amount beneficially owned by the Paul Alexander Ross, 3,400,000 shares represent the shares of Common Stock held of record by Arkoma, a corporation of which he is the sole shareholder and president, and the maximum 2,197,057 shares that would be issuable to Palo Verde, a limited liability company of which he is the sole member and manager, within 60 days pursuant to the conversion of debentures and/or exercise of the Warrants, taking into account the Beneficial Ownership Limitation currently in place.
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(b)
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Paul Alexander Ross possesses sole power to vote or direct the vote and sole power to dispose or direct the disposition of all 5,597,057 shares of Common Stock beneficially owned by him. Arkoma, of which Paul Alexander Ross is sole shareholder and president, possesses sole power to vote or direct the vote and sole power to dispose or direct the disposition of all 3,400,000 shares of Common Stock beneficially owned by it. Palo Verde, of which Paul Alexander Ross is sole member and manager, possesses sole power to vote or direct the vote and sole power to dispose or direct the disposition of all 2,197,057 shares of Common Stock beneficially owned by it.
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(c)
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N/A
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(d)
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N/A
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(e)
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N/A
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Item 6.
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Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
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None.
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Item 7.
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Materials to be Filed as Exhibits.
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Exhibit
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Description
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Filing
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1
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Joint Filing Agreement
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Filed herewith
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2
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Securities Purchase Agreement
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Incorporated by reference to Exhibit 10.1 to the Issuer’s Current Report on Form 8-K filed with the SEC on August 17, 2012
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3
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Debenture
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Incorporated by reference to Exhibit 10.2 to the Issuer’s Current Report on Form 8-K filed with the SEC on August 17, 2012
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4
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Warrants
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Incorporated by reference to Exhibit 10.3 to the Issuer’s Current Report on Form 8-K filed with the SEC on August 17, 2012
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August 24, 2012
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PAUL A. ROSS | |
Paul A. Ross
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ARKOMA NATURAL GAS COMPANY, INC.
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By:
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PAUL A ROSS | |
Paul A. Ross, President
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PALO VERDE ACQUISITIONS, LLC
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PAUL A. ROSS | ||
By:
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Paul A. Ross, Manager
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PAUL A. ROSS
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Paul A. Ross
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ARKOMA NATURAL GAS COMPANY, INC.
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By:
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PAUL A. ROSS
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Paul A. Ross, President
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PALO VERDE ACQUISITIONS, LLC
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By:
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PAUL A. ROSS
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Paul A. Ross, Manager
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