UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G A/1

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(AMENDMENT NO. 1)

RLJ ACQUISITION, INC.

_____________________________________________

(Name of Issuer)

Common Shares

__________________________

(Title of Class of Securities)

74965B103

______________________________________________

(CUSIP Number)

May 1, 2012

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

£ Rule 13d-1(b)

þ Rule 13d-1(c)

£ Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP NO. 74965B103				13G
1	NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON				Wexford Spectrum Investors LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  o (b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION				Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER				0
		6	SHARED VOTING POWER				2,118,926
		7	SOLE DISPOSITIVE POWER				0
		8	SHARED DISPOSITIVE POWER				2,118,926
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON						2,118,926*
	*Includes 770,000 warrants exercisable to acquire 770,000 shares of common stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAINSHARES o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW					11.31%
12	TYPE OF REPORTING PERSON				OO

CUSIP NO. 74965B103				13G
1	NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON				Wexford Capital LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  o (b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION				Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER				0
		6	SHARED VOTING POWER				2,118,926
		7	SOLE DISPOSITIVE POWER				0
		8	SHARED DISPOSITIVE POWER				2,118,926
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON *Includes 770,000 warrants exercisable to acquire 770,000 shares of common stock						2,118,926*
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAINSHARES o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW					11.31%
12	TYPE OF REPORTING PERSON				PN

CUSIP NO. 74965B103				13G
1	NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON				Wexford GP LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  o (b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION				Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER				0
		6	SHARED VOTING POWER				2,118,926
		7	SOLE DISPOSITIVE POWER				0
		8	SHARED DISPOSITIVE POWER				2,118,926
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON						2,118,926*
	*Includes 770,000 warrants exercisable to acquire 770,000 shares of common stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAINSHARES o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW					11.31%
12	TYPE OF REPORTING PERSON				OO

CUSIP NO. 74965B103				13G
1	NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON				Charles E. Davidson
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  o (b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION				United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER				0
		6	SHARED VOTING POWER				2,118,926
		7	SOLE DISPOSITIVE POWER				0
		8	SHARED DISPOSITIVE POWER				2,118,926
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON						2,118,926*
	*Includes 770,000 warrants exercisable to acquire 770,000 shares of common stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAINSHARES o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW					11.31%
12	TYPE OF REPORTING PERSON				IN

CUSIP NO. 74965B103				13G
1	NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON				Joseph M. Jacobs
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  o (b)  o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION				United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER				0
		6	SHARED VOTING POWER				2,118,926
		7	SOLE DISPOSITIVE POWER				0
		8	SHARED DISPOSITIVE POWER				2,118,926
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON						2,118,926*
	*Includes 770,000 warrants exercisable to acquire 770,000 shares of common stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAINSHARES o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW					11.31%
12	TYPE OF REPORTING PERSON				IN

This Amendment No. 1 (this “Amendment”) modifies and supplements the 13G initially filed on April 25, 2012 (the “Statement”), with respect to the common stock, $0.001 par value per share (the “Common Stock”), of RJL Acquisition, Inc., a Nevada corporation (the “Company”). Except to the extent supplemented by the information contained in this Amendment No. 1, the Statement, as amended as provided herein, remains in full force and effect. Capitalized terms used herein without definition have the respective meanings ascribed to them in the Statement.

Item 4. Ownership

In the Statement, the Reporting Persons reported owning a total of 1,174,363 shares of Common Stock. However, in addition to the Common Stock, the Reporting Persons should have reported owning 200,000 warrants to purchase Common Stock (the “Warrants”). The Reporting Persons are filing this Amendment to (i) include the Warrants they failed to include in the Statement and (ii) include additional purchases of Common Stock and Warrants the Reporting Persons have made since the date of the Statement. [Information set forth below is on the basis of 17,968,750 shares of common stock issued and outstanding, as reported in the Company’s Form 10K filed March 9, 2012.]

(i) Wexford Spectrum Investors LLC

(a) Amount beneficially owned: 2,118,926

(b) Percent of class: 11.31%

(c) Number of shares to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 2,118,926

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 2,118,926

(ii) Wexford Capital LP

(a) Amount beneficially owned: 2,118,926

(b) Percent of class: 11.31%

(c) Number of shares to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 2,118,926

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 2,118,926

(iii) Wexford GP LLC

(a) Amount beneficially owned: 2,118,926

(b) Percent of class: 11.31%

(c) Number of shares to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 2,118,926

(iii) Sole power to dispose or to direct the disposition of: 0

(iv)   Shared power to dispose or to direct the disposition of: 2,118,926

(iv) Charles E. Davidson

(a) Amount beneficially owned: 2,118,926

(b) Percent of class: 11.31%

(c) Number of shares to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 2,118,926

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 2,118,926

(v) Joseph M. Jacobs

(a) Amount beneficially owned: 2,118,926

(b) Percent of class: 11.31%

(c) Number of shares to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 2,118,926

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 2,118,926

Wexford Capital LP (“Wexford Capital”) may, by reason of its status as manager of Wexford Spectrum Investors LLC (“WSI”), be deemed to own beneficially the securities of which WSI possesses beneficial ownership. Wexford GP LLC (“Wexford GP”) may, as the General Partner of Wexford Capital, be deemed to own beneficially the securities of which WSI possesses beneficial ownership. Each of Charles E. Davidson (“Davidson”) and Joseph M. Jacobs (“Jacobs”) may, by reason of his status as a controlling person of Wexford GP, be deemed to own beneficially the securities of which WSI possesses beneficial ownership. Each of Wexford Capital, Wexford GP, Davidson and Jacobs shares the power to vote and to dispose of the securities beneficially owned by WSI.  Each of Wexford Capital, Wexford GP, Davidson and Jacobs disclaims beneficial ownership of the securities owned by WSI and this report shall not be deemed as an admission that they are the beneficial owners of such securities except, in the case of Davidson and Jacobs, to the extent of their respective interests in each member of WSI.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: May 3, 2012	Company Name
	WEXFORD SPECTRUM INVESTORS LLC
	By:	/s/ Arthur Amron
	Name:	Arthur H. Amron
	Title:	Vice President and Assistant Secretary
	WEXFORD CAPITAL LP
	By:	Wexford GP LLC, its General Partner
	By:	/s/ Arthur Amron
	Name:	Arthur H. Amron
	Title:	Vice President and Assistant Secretary
	WEXFORD GP LLC
	By:	/s/ Arthur Amron
	Name:	Arthur H. Amron
	Title:	Vice President and Assistant Secretary
	/s/ Joseph M. Jacobs
	JOSEPH M. JACOBS
	/s/ Charles E. Davidson
	CHARLES E. DAVIDSON