FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

RED MOUNTAIN RESOURCES, INC. 		2. Issuer Name and Ticker or Trading Symbol

CROSS BORDER RESOURCES, INC. [ XBOR ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

2515 MCKINNEY AVENUE, SUITE 900 		3. Date of Earliest Transaction (MM/DD/YYYY)

12/10/2012
(Street)

DALLAS, TX 75201
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ 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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   12/10/2012     P    366667   A   (1) 7179196   (2) D  
 
Common Stock   12/12/2012     P    2430605   A   (3) 9609801   D  
 
Common Stock                  2136164   I   Held by Black Rock Capital, Inc.   (4)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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
Warrants (right to buy)   $2.25   12/10/2012     P      366667       11/26/2011   5/26/2016   Common Stock   366667     (5) 366667   D  
 
Warrant (right to buy)   $2.25                    11/26/2011   5/26/2016   Common Stock   2136164     2136164   I   Held by Black Rock Capital, Inc.   (4)

Explanation of Responses:
( 1)  The shares were purchased through the issuance to the sellers of an aggregate of 733,334 shares of the Reporting Person's common stock.
( 2)  Reflects a change in the number of shares reported as directly owned on the last filed Form 4 due to a December 10, 2012 amendment to a previously executed stock purchase agreement decreasing the number of shares of Cross Border common stock to be purchased by 20,030 and decreasing the number of shares of the Reporting Person's common stock to be issued as consideration by 40,060.
( 3)  The shares were purchased through the issuance to the sellers of an aggregate of 4,861,210 shares of the Reporting Person's common stock.
( 4)  Black Rock Capital, Inc. is the wholly owned subsidiary of the Reporting Person.
( 5)  The warrants were purchased through the issuance to the sellers of warrants to purchase an aggregate of 733,334 shares of the Reporting Person's common stock.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
RED MOUNTAIN RESOURCES, INC.
2515 MCKINNEY AVENUE
SUITE 900
DALLAS, TX 75201
X


Signatures
/s/ Alan W. Barksdale, CEO 12/18/2012
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Cross Border Resources (CE) (USOTC:XBOR)
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