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 * America Capital Energy Corp   2. Issuer Name and Ticker or Trading Symbol CRIMSON EXPLORATION INC. [CXPO] 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) CHRYSLER BUILDING, 405 LEXINGTON AVENUE, 65TH FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 12/22/2010 (Street) NEW YORK, NY 10174 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 12/22/2010   C   1,750,000 A (1) 6,000,000 D

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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

Series I Convertible Preferred Stock (2)

(2)

12/22/2010

O

1,750,000

12/22/2010

12/31/2010

Common Stock

1,750,000

$ 5

1,750,000

D

Series I Convertible Preferred Stock (3)

(3)

12/22/2010

C

1,750,000

12/22/2010

12/31/2010

Common Stock

1,750,000

(3)

0

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
America Capital Energy Corp CHRYSLER BUILDING 405 LEXINGTON AVENUE, 65TH FLOOR NEW YORK, NY 10174		X

Signatures

/s/ Richard B. Williams, Executive Vice President		12/23/2010
**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)	Please see Footnote (3).
(2)	The reporting person exercised an option to purchase 1,750,000 shares of Series I Convertible Preferred Stock of the issuer for an exercise price of $8,750,000 on 12/22/2010.
(3)	Pursuant to the terms of the Certificate of Designation, Preferences and Rights of Series I Convertible Preferred Stock, such preferred stock was converted, based on one share of common stock for each share of Series I Convertible Preferred Stock, into 1,750,000 shares of common stock upon the reporting person's designation of a director to the Board of Directors of the issuer on 12/22/2010.

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