Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Schedule 13G

Under the Securities Exchange Act of 1934

CROSSROADS SYSTEMS, INC.
(Name of Issuer)

Common Stock, $0.001 par value per share
(Title of Class of Securities)

22765D209
(CUSIP Number)

August 30, 2011
(Date of Event Which Requires Filing of this Statement)
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
o         Rule 13d-1(b)
 
þ         Rule 13d-1(c)
 
¨         Rule 13d-1(d)
 
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
 
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 
Page 1 of 6 Pages
 
 
CUSIP No. 22765D209
 
13G
Page 2 of 5 Pages

1.
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Compass Global Management, Ltd.
 
  
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a) o
(b) o      
3.
SEC USE ONLY
 
  
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
  
 
NUMBER OF
5.
SOLE VOTING POWER
   0
  
SHARES
BENEFICIALLY
6.
SHARED VOTING POWER
   1,171,875
  
OWNED BY
EACH REPORTING
7.
SOLE DISPOSITIVE POWER
   0
  
PERSON WITH
8.
SHARED DISPOSITIVE POWER
   1,171,875
  
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,171,875
  
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
   o
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.5%
  
12.
TYPE OF REPORTING PERSON
FI
  
 
 
 
 
 
CUSIP No. 22765D209
 
13G
Page 3 of 5 Pages
 
1.
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Thomas L. Wallace
  
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a) o
(b) o
3.
SEC USE ONLY
 
  
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
  
 
NUMBER OF
5.
SOLE VOTING POWER
   39,062
  
SHARES
BENEFICIALLY
6.
SHARED VOTING POWER
   1,171,875
  
OWNED BY
EACH REPORTING
7.
SOLE DISPOSITIVE POWER
   39,062
  
PERSON WITH
8.
SHARED DISPOSITIVE POWER
   1,171,875
  
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,210,937
  
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
  
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11.1%
   o
12.
TYPE OF REPORTING PERSON
IN
  
 
 
 
 
 
CUSIP No. 22765D209
 
13G
Page 4 of 5 Pages
 
Item 1(a).  Name of Issuer.
 
Crossroads Systems, Inc.
 
Item 1(b).  Address of Issuer’s Principal Executive Offices.
 
11000 North Mo-Pac Expressway, Austin, Texas 78579
 
Item 2(a).  Name of Persons Filing.
 
Compass Global Management, LTD (“Compass”) and Thomas L. Wallace

Item 2(b).  Address of Principal Business Office or, if None, Residence.
 
The address of the principal business office of Compass is:
 
c/o Maples and Calder Corp. Svs., LTD
PO Box 309 Ugland House
South Church Street
Georgetown, Grand Cayman, Cayman Islands

The address of the principal business office of Mr. Wallace is:

795 Ridge Lake Blvd., Ste. 106
Memphis, Tennessee  38120

Item 2(c).  Citizenship.
 
Compass is organized in the Cayman Islands.  Thomas L. Wallace is a United States citizen.

 
Item 2(d).  Title of Class of Securities.
 
Common stock, $0.001 par value per share
 
Item 2(e).  CUSIP Number.
 
22765D209
 
Item 3.  If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
 
 
(a)
o
Broker or dealer registered under Section 15 of the Exchange Act.
 
 
(b)
o
Bank as defined in Section 3(a)(6) of the Exchange Act.
 
 
(c)
o
Insurance company as defined in Section 3(a)(19) of the Exchange Act.
 
 
(d)
o
Investment company registered under Section 8 of the Investment Company Act.
 
 
(e)
o
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
 
 
(f)
o
An employee benefit plan or endowment fund in accordance with  Rule 13d-1(b)(1)(ii)(F).
 
 
 
 
 
 
(g)
o
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
 
 
(h)
o
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
 
 
(i)
o
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.
 
 
(j)
o
Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
 
Item 4.  Ownership.
 
Compass:

 
(a)
Amount beneficially owned:  1,171,875.
 
(b)
Percent of class:  10.5%.
 
(c)
Number of shares as to which such person has:
 
(i)
Sole power to vote or to direct the vote:  0.
 
(ii)
Shared power to vote or to direct the vote:  1,171,875.
 
(iii)
Sole power to dispose or to direct the disposition of:  0.
 
(iv)
Shared power to dispose or to direct the disposition of:  1,171,875.

Thomas L. Wallace:

 
(a)
Amount beneficially owned:  1,210,938.
 
(b)
Percent of class:  11.1%.
 
(c)
Number of shares as to which such person has:
 
(i)
Sole power to vote or to direct the vote:  39,062.
 
(ii)
Shared power to vote or to direct the vote:  1,171,875.
 
(iii)
Sole power to dispose or to direct the disposition of:  39,062.
 
(iv)
Shared power to dispose or to direct the disposition of:  1,171,875.

This Schedule 13G relates to (i) 937,500 shares (the “Fund Shares”) of common stock of the issuer held by Compass Global Fund, LTD (“Fund”), (ii) warrants to purchase 234,375 shares (together with the Fund Shares, the “Fund Securities”) of common stock of the issuer held by Fund, (iii) 31,250 shares of common stock of the issuer held by Mr. Wallace, and (iv) warrants to purchase 7,812 shares of common stock of the issuer held by Mr. Wallace.  Fund is a share class of Compass.  Mr. Wallace, as a Director and Manager of Compass, shares voting and dispositive power over the shares held by Fund.  Mr. Wallace disclaims beneficial ownership of the Fund Securities (except to the extent of any pecuniary interest therein), and this report shall not be deemed an admission that he is the beneficial owner of such securities for any purpose.

Item 5.  Ownership of Five Percent or Less of a Class.
 
Not applicable.
 
Item 6.  Ownership of More than Five Percent on Behalf of Another Person.
 
Not applicable.
 
Item 7.  Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
 
Not applicable.
 
 
 
 
 
Item 8.  Identification and Classification of Members of the Group.
 
Not applicable.
 
Item 9.  Notice of Dissolution of Group.
 
Not applicable.
 
Item 10.  Certifications.
 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
 
MATERIAL TO BE FILED AS EXHIBITS
 
The following item is filed as an exhibit hereto:
 
Exhibit 99.1:  Joint Filing Agreement
 
 
 
 
 
SIGNATURES
 
After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated this 8th day of November, 2011
 
     
  Compass Global Management, LTD  
     
     
 
 /s/ Thomas L. Wallace  
  Thomas L. Wallace  
 
Managing Director
  
     
     
  Thomas L. Wallace  
 
Thomas L. Wallace
  
 
 
 
 

Joint Filing Agreement
 
November 8, 2011
 
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each party hereby agrees to the joint filing on behalf of each of them of a Statement on Schedule 13G dated November 16, 2011 (including any and all amendments thereto) relating to the common stock of Crossroads Systems, Inc., Delaware corporation.  A copy of this Agreement shall be attached as an exhibit to the Statement on Schedule 13G to which this Agreement relates.
 
This Agreement may be executed in multiple counterparts, each of which shall constitute an original, one and the same instrument.
 
     
  Compass Global Management, LTD  
     
     
 
 /s/ Thomas L. Wallace  
  Thomas L. Wallace  
 
Managing Director
  
     
     
  Thomas L. Wallace  
 
Thomas L. Wallace