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

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
DULIN ROBERT KENNETH
  2. Issuer Name and Ticker or Trading Symbol
TORCHLIGHT ENERGY RESOURCES INC [TRCH]
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)
8449 GREENWOOD DRIVE
3. Date of Earliest Transaction (Month/Day/Year)
11/08/2012
(Street)

NIWOT, CO 80503
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 11/29/2012   P   7,000 A $ 2.09 57,000 D  
COMMON STOCK 12/07/2012   P   1,000 A $ 2.39 58,000 D  
COMMON STOCK 12/11/2012   P   1,000 A $ 2.35 59,000 D  
COMMON STOCK 12/14/2012   P   1,000 A $ 2.18 60,000 D  
COMMON STOCK 12/17/2012   P   100 A $ 2.18 60,100 D  
COMMON STOCK 12/17/2012   P   900 A $ 2.25 61,000 D  
COMMON STOCK 12/24/2012   P   2,430 A $ 2 461,587 I SEE FOOTNOTE (1)
COMMON STOCK 12/07/2012   P   700 A $ 2.38 199,900 I SEE FOOTNOTE (2)
COMMON STOCK 12/07/2012   P   300 A $ 2.39 200,200 I SEE FOOTNOTE (2)
COMMON STOCK 12/07/2012   P   800 A $ 2.38 201,000 I SEE FOOTNOTE (2)
COMMON STOCK 12/07/2012   P   200 A $ 2.35 201,200 I SEE FOOTNOTE (2)
COMMON STOCK 12/07/2012   P   1,000 A $ 2.38 202,200 I SEE FOOTNOTE (2)
COMMON STOCK 12/11/2012   P   2,000 A $ 2.30 204,200 I SEE FOOTNOTE (2)
COMMON STOCK 12/11/2012   P   1,900 A $ 2.22 206,100 I SEE FOOTNOTE (2)
COMMON STOCK 12/11/2012   P   100 A $ 2.25 206,200 I SEE FOOTNOTE (2)
COMMON STOCK 12/11/2012   P   1,400 A $ 2.35 207,600 I SEE FOOTNOTE (2)
COMMON STOCK 12/11/2012   P   600 A $ 2.30 208,200 I SEE FOOTNOTE (2)

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(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
CONVERTIBLE PROMISSORY NOTE $ 1.75 12/18/2012   J     1 08/26/2012 06/30/2013 COMMON STOCK 38,571 (5) 0 I SEE FOOTNOTE (1)
CONVERTIBLE PROMISSORY NOTE $ 1.75 12/18/2012   J     1 08/26/2012 06/30/2013 COMMON STOCK 14,286 (5) 0 I SEE FOOTNOTE (4)
12% SERIES A CONVERTIBLE PROMISSORY NOTE $ 1.75 12/18/2012   J   1   06/18/2013 03/31/2015 COMMON STOCK 92,571 (6) 1 I SEE FOOTNOTE (1)
12% SERIES A CONVERTIBLE PROMISSORY NOTE $ 1.75 12/18/2012   J   1   06/18/2013 03/31/2015 COMMON STOCK 10,000 (6) 1 I SEE FOOTNOTE (3)
12% SERIES A CONVERTIBLE PROMISSORY NOTE $ 1.75 12/18/2012   J   1   06/18/2013 03/31/2015 COMMON STOCK 34,286 (6) 1 I SEE FOOTNOTE (4)
SERIES A WARRANTS $ 2 12/18/2012   J   18,514   12/18/2012 12/31/2017 COMMON STOCK 18,514 (7) 18,514 I SEE FOOTNOTE (1)
SERIES A WARRANTS $ 2 12/18/2012   J   2,000   12/18/2012 12/31/2017 COMMON STOCK 2,000 (7) 2,000 I SEE FOOTNOTE (3)
SERIES A WARRANTS $ 2 12/18/2012   J   6,857   12/18/2012 12/31/2017 COMMON STOCK 6,857 (7) 6,857 I SEE FOOTNOTE (4)
WARRANTS $ 1.75 12/18/2012   J   92,571   12/18/2012 12/18/2016 COMMON STOCK 92,571 (8) 92,571 I SEE FOOTNOTE (1)
WARRANTS $ 1.75 12/18/2012   J   10,000   12/18/2012 12/18/2016 COMMON STOCK 10,000 (8) 10,000 I SEE FOOTNOTE (3)
WARRANTS $ 1.75 12/18/2012   J   34,286   12/18/2012 12/18/2016 COMMON STOCK 34,286 (8) 34,286 I SEE FOOTNOTE (4)
WARRANTS $ 2 12/18/2012   J   92,571   12/18/2012 12/18/2016 COMMON STOCK 92,571 (9) 92,571 I SEE FOOTNOTE (1)
WARRANTS $ 2 12/18/2012   J   10,000   12/18/2012 12/18/2016 COMMON STOCK 10,000 (9) 10,000 I SEE FOOTNOTE (3)
WARRANTS $ 2 12/18/2012   J   34,286   12/18/2012 12/18/2016 COMMON STOCK 34,286 (9) 34,286 I SEE FOOTNOTE (4)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
DULIN ROBERT KENNETH
8449 GREENWOOD DRIVE
NIWOT, CO 80503
    X    

Signatures

 /S/ ROBERT KENNETH DULIN   07/15/2013
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) These transactions were effected by Sawtooth Properties, LLLP ("Sawtooth"). Mr. Dulin is the Managing Partner of Sawtooth and holds a 90% indirect pecuniary interest in Sawtooth. Accordingly, the amount of securities shown in connection with this transaction represents 90% of its security interest.
(2) Mr. Dulin is the trustee or custodian of certain trust/custodial accounts. All the beneficiaries of these accounts are members of Mr. Dulin's immediate family. Accordingly, the pecuniary interest of these immediate family members is attributed to Mr. Dulin.
(3) These transactions were effected by a limited liability limited partnership ("LLLP2"). Mr. Dulin is the Managing Partner of LLLP2 and holds a 1/3 indirect pecuniary interest in LLLP2. Accordingly, the amount of securities shown in connection with this transaction represents 1/3 of its security interest.
(4) These transactions were effected by a limited liability company ("LLC1"). Mr. Dulin is the Managing Member of LLC1 and holds a 1/3 indirect pecuniary interest in LLC1. Accordingly, the amount of securities shown in connection with this transaction represents 1/3 of its security interest.
(5) Sawtooth and LLC1 each exchanged their convertible promissory note with a principal amount of $75,000 for that amount of principal in a new 12% Series A Secured Convertible Promissory Note (see below).
(6) Sawtooth, LLLP2 and LLC1 exchanged certain promissory notes for 12% Series A Secured Convertible Promissory Notes (the "Series A Notes"). The principal amount of the Series A Note received by Sawtooth, LLLP2 and LLC1 is $180,000, $52,500 and $180,000, respectively, which is the same aggregate principal amount of the promissory notes respectively exchanged by each entity. The Series A Note of Sawtooth, LLLP2 and LLC1 are convertible into 102,857, 30,000 and 102,857 shares of common stock, respectively. In February 2013, the due date of each of these Series A Notes was extended from December 31, 2014 to March 31, 2015.
(7) The Series A Notes (described above) were issued as part of a unit that also included Series A Warrants to purchase common stock, and Sawtooth, LLLP2 and LLC1 received 20,571, 6,000 and 20,571 Series A Warrants, respectively.
(8) As consideration for agreeing to release certain collateral, the Issuer issued 102,857 warrants to Sawtooth, 30,000 warrants to LLLP2 and 102,857 warrants to LLC1.
(9) As consideration for agreeing to release certain collateral, the Issuer issued 102,857 warrants to Sawtooth, 30,000 warrants to LLLP2 and 102,857 warrants to LLC1.

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