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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
CROSS BORDER RESOURCES, INC.
(Name of Issuer)
COMMON STOCK, $0.001 PER SHARE PAR VALUE
(Title of Class of Securities)
258114 305
(CUSIP Number)
Pure Gas Partners II, L.P.
22610 US Highway 281 North, Suite 281
San Antonio, TX 78258
Tel: 210-226-6700
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and
Communications)
January 3, 2011
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition which is the subject of this
Schedule 13D, and is filing this schedule because of Sections
240.13d -1(e), 240.13d -1(f) or 240.13d -1(g), check the following
box [ ].
*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. 258114 305
Names of Reporting Persons: Pure Gas Partners II, L.P.
2. Check the Appropriate Box if a Member of a Group
(See Instructions)
(a)
[_]
(b)
[_]
NOT APPLICABLE
3. SEC Use Only:
4. Source of Funds (See Instruction):
OO (Other) Acquired in exchange for assets in a merger of
subsidiaries
5. Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e):
Not applicable
6. Citizenship or Place of Organization: Texas
Number of Shares Beneficially by Owned by Each Reporting
Person With:
7. Sole Voting Power:
9,981,536 SHARES
8. Shared Voting Power:
NOT APPLICABLE
9. Sole Dispositive Power:
9,981,536 SHARES
10. Shared Dispositive Power:
NOT APPLICABLE
11. Aggregate Amount Beneficially Owned by Each
Reporting Person:
9,981,536 SHARES
12. Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions):
NOT APPLICABLE
13. Percent of Class Represented by Amount in Row (11):
80%
14. Type of Reporting Person (See Instructions):
PN (Partnership)
This Schedule 13D/A (Amendment No. 1) is being filed by
Pure Gas Partners II, L.P. (the "Reporting Person") to amend the
Schedule 13D of the Reporting Person dated January 12, 2011
(the "Original Schedule 13D') originally filed with the
Securities and Exchange Commission on January 12, 2011.
This Schedule 13D/A replaces the Original Schedule 13D in its entirety.
CUSIP No. 258114 305
ITEM 1. SECURITY AND ISSUER.
The class of equity securities to which this
Schedule 13D Statement relates is shares of common stock,
par value $0.001 per share, of Cross Border Resources, Inc.,
a Nevada corporation (the "Company"). The principal executive
offices of the Company are located at 22610
US Highway 281 N., Suite 218, San Antonio, TX 78258.
ITEM 2. IDENTITY AND BACKGROUND
A. Name of Person filing this Statement:
Pure Gas Partners II, L.P. (the "Reporting Person")
B. Residence or Business Address:
The business address of the Reporting Person is 22610
US Highway 281 N., Suite 218, San Antonio, TX.
C. Present Principal Occupation and Employment:
Not Applicable.
D. The Reporting Person has not been convicted in any criminal
proceeding (excluding traffic violations or similar misdemeanors)
during the last five years.
E. The Reporting Person has not been a party to any civil
proceeding of a judicial or administrative body of competent
jurisdiction where, as a result of such proceeding, there was or
is a judgment, decree or final order enjoining future violations of,
or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect
to such laws.
F. Citizenship:
The Reporting Person is a limited partnership organized
under the laws of the State of Texas.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The securities were acquired in exchange for assets
of the Reporting Person effected through the following merger:
Effective January 3, 2011, Cross Border Resources, Inc.
(formerly Doral Energy Corp.) (the "Company")
completed the acquisition of Pure Energy Group, Inc.
("Pure Sub") as contemplated pursuant to the Agreement
and Plan of Merger dated December 2, 2010
(the "Pure Merger Agreement") among the Company,
Doral Acquisition Corp., the Company's wholly owned subsidiary
("Doral Sub"), Pure Gas Partners II, L.P.
("Pure") and Pure Sub, a wholly owned subsidiary of Pure L.P
(Pure Sub and Pure L.P. being collectively referred to herein
as the "Pure Energy Group").
Pursuant to the provisions of the Pure Merger
Agreement, all of Pure L.P.'s oil and gas assets
were transferred to Pure Sub. Pure Sub was then merged with
and into Doral Sub, with Doral Sub continuing
as the surviving corporation (the "Pure Merger").
Upon completion of the Pure Merger, the outstanding shares
of Pure Sub were converted into an aggregate of
9,981,536 shares of the Company's common stock.
As a result of the Pure Merger, Pure L.P.
owns approximately 80% of the Company's total outstanding
shares on a fully diluted basis, with the
Company's previous stockholders owning the remaining 20%.
Effective January 4, 2011, following closing of
the Pure Merger, Doral Sub was merged with and
into the Company, with the Company continuing as the
surviving corporation. Upon completing the merger of
Doral Sub with and into the Company, the Company
changed its name to "Cross Border Resources, Inc."
No other amendments were made to
the Company's Articles of Incorporation.
ITEM 4. PURPOSE OF TRANSACTION
The Reporting Person acquired the Shares referred to
in Item 3 pursuant to a merger.
The Reporting Person intends to distribute the
Shares to its limited partners pro-rata.
As of the date hereof, except as otherwise disclosed
above, the Reporting Person does not have any plans or
proposals which relate to or
would result in:
(a) the acquisition by any person of additional
securities of the Company, or
the disposition of securities of the Company;
(b) an extraordinary corporate transaction,
such as a merger, reorganization or
liquidation, involving the Company or any of
its subsidiaries;
(c) a sale or transfer of a material amount
of assets of the Company or any of
its subsidiaries;
(d) any change in the present board of directors
or management of the Company
including any plans or proposals to change the
number of term of directors or
to fill any existing vacancies on the board;
(e) any material change in the present capitalization
or dividend policy of the Company;
(f) any other material change in the Company's
business or corporate structure;
(g) changes in the Company's Articles of Incorporation
or other actions which may impede the acquisition of
control of the Company by any person;
(h) causing a class of securities of the Company
to be delisted from a national securities exchange
or to cease to be authorized to be quoted in an inter-dealer
quotation system of a registered national securities
association;
(i) a class of equity securities of the Company
becoming eligible for termination of registration
pursuant to Section 12(g)(4) of the Act; or
(j) any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE COMPANY.
(a) Aggregate Beneficial Ownership:
As of January 12, 2011, the Reporting Person
beneficially owns the
following securities of the Company:
Title of Security
Amount
Percentage of Shares of Common Stock
---------------------------------
----------------
------------------------------------
Common Stock
9,981,536
80%
---------------------------------
----------------
-----------------------------------
(b)Power to Vote and Dispose of the Company Shares:
The Reporting Person has the sole power to
vote or to direct the vote of
the Shares held by him and has the sole
power to dispose of or to direct
the disposition of the Shares held by him.
(c) Transactions Effected During the Past 60 Days:
On January 3, 2011, the Reporting Person
acquired the Shares that are the
subject of the Schedule pursuant to the
merger more particularly
described in Item 3.
(d) Right of Others to Receive Dividends or
Proceeds of Sale:
Not Applicable.
(e) Date Ceased to be the Beneficial Owner of More Than
Five Percent:
Not Applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
None.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Not applicable
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.
January 12, 2011
Date
/s/ Jim Swink, Jr.
Signature
Jim Swink, Jr., Managing Director, on behalf of Pure Gas
Partners II, L.P.
Name/Title