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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K
                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


                 Date of Earliest Event Reported: March 22, 2011


                          RED MOUNTAIN RESOURCES, INC.
                          ----------------------------
               (Exact name of Company as specified in its charter)


                       7609 Ralston Road, Arvada, CO 80002
                       -----------------------------------
                             (Address of Registrant)


                                       N/A
          (Former name or former address, if changed since last report)


            Florida                  000-164968              27-1739487
----------------------------    ----------------------  ----------------------
(State or other jurisdiction      (Commission File         (IRS Employer
   of incorporation)                   Number)          Identification Number)


                                 (720) 204-1013
                                 --------------
                 Company's telephone number, including area code

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing  obligation  of the Company  under any of the
following provisions:


[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)

[ ] Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))







                SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS

Item 1.01 Entry into a Material Definitive Agreement

         On March 22, 2011, Red Mountain Resources,  Inc. ("Red Mountain" or the
"Company") entered into an agreement with Madison Williams and Company ("Madison
Williams"). Under the agreement, Madison Williams will advise, consult with, and
assist the Company in various transactions.

         The agreement will terminate after twelve months, unless it is extended
by mutual written consent.


                   SECTION 9 FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits

         (a) Financial Statements - None.

         (b) Exhibits.  The  following is a complete  list of exhibits  filed as
part of this Report.  Exhibit  numbers  correspond to the numbers in the exhibit
table of Item 601 of Regulation S-K.

Exhibit Number         Description

10.1                Letter  Agreement  dated March 22, 2011 between Red Mountain
                    Resources, Inc. and Madison Williams and Company






                                       2





                                   SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Company  has duly  caused  this  Report to be  signed on its  behalf by the
undersigned, hereunto duly authorized.



                                          RED MOUNTAIN RESOURCES, INC.



                                          By: /s/ Kenneth J. Koock
                                              ----------------------------------
                                              Kenneth J. Koock, Chief Executive
                                              Officer


                                          Date: March 29, 2011