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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: February 18, 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 Identifi-
   of  incorporation)                   Number)             cation 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 February 18, March 16, and April 19, 2011,  Red Mountain  Resources,
Inc. (the "Company") issued three Promissory Notes in exchange for cash totaling
$212,500.  The Notes are  non-interest  bearing  unless an event of default,  as
defined in the Notes,  occurs, in which case interest will accrue at the rate of
10% per annum. The notes are due on June 30, 2011. Non-affiliate shareholders of
the Company hold $162,500 of the Notes. The form of the Notes is attached hereto
as Exhibit 10.1.


                             SECTION 8 OTHER EVENTS

8.01 Other Events

         The  Company  is in the  process  of  raising  funds  through a private
placement  offering with a maximum of  $25,000,000.  At the time of this filing,
the Company has sold  5,000,000  shares,  raising  $5,000,000,  which is held in
Escrow on behalf of the  Company.  The shares  were sold at a price of $1.00 per
share.


                   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                                Form of Promissory Notes



                                       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: April 27, 2011