SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
ADVANCED MATERIALS GROUP, INC.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
00753U102
(CUSIP Number)
September 23, 2006
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[ ] Rule 13d-1(b)
[ X ] 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).
CUSIP NO. 00753U102 13G/A
(1) Name of Reporting Person Delk Partners, Ltd.
I.R.S. Identification No.
of Above Person (entities only)
----------------------------------------------------------------
(2) Check the Appropriate Box if a (a) [ ]
Member of a Group* (b) [ ]
----------------------------------------------------------------
(3) SEC Use Only
----------------------------------------------------------------
(4) Place of Organization Texas
----------------------------------------------------------------
Number of Shares
(5) Sole Voting Power 100,000
Beneficially
(6) Shared Voting Power 0
Owned by Each
(7) Sole Dispositive Power 100,000
Reporting Person
(8) Shared Dispositive Power 0
With:
----------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned 100,000
by Each Reporting Person
----------------------------------------------------------------
(10) Check if the Aggregate Amount in [ ]
Row (9) Excludes Certain Shares*
----------------------------------------------------------------
(11) Percent of Class Represented by 0.8%
Amount in Row (9)
----------------------------------------------------------------
(12) Type of Reporting Person* PN
----------------------------------------------------------------
* SEE INSTRUCTIONS
CUSIP NO. 00753U102 13G/A
(1) Name of Reporting Person Robert Delk
I.R.S. Identification No.
of Above Person (entities only)
----------------------------------------------------------------
(2) Check the Appropriate Box if a (a) [ ]
Member of a Group* (b) [ ]
----------------------------------------------------------------
(3) SEC Use Only
----------------------------------------------------------------
(4) Citizenship U.S.A.
----------------------------------------------------------------
Number of Shares
(5) Sole Voting Power 0
Beneficially
(6) Shared Voting Power 100,000
Owned by Each
(7) Sole Dispositive Power 0
Reporting Person
(8) Shared Dispositive Power 100,000
With:
----------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned 100,000
by Each Reporting Person
----------------------------------------------------------------
(10) Check if the Aggregate Amount in [ ]
Row (9) Excludes Certain Shares*
----------------------------------------------------------------
(11) Percent of Class Represented by 0.8%
Amount in Row (9)
----------------------------------------------------------------
(12) Type of Reporting Person* IN
----------------------------------------------------------------
* SEE INSTRUCTIONS
CUSIP NO. 00753U102 13G/A
(1) Name of Reporting Person Ann Struckmeyer Delk
I.R.S. Identification No.
of Above Person (entities only)
----------------------------------------------------------------
(2) Check the Appropriate Box if a (a) [ ]
Member of a Group* (b) [ ]
----------------------------------------------------------------
(3) SEC Use Only
----------------------------------------------------------------
(4) Citizenship U.S.A.
----------------------------------------------------------------
Number of Shares
(5) Sole Voting Power 0
Beneficially
(6) Shared Voting Power 100,000
Owned by Each
(7) Sole Dispositive Power 0
Reporting Person
(8) Shared Dispositive Power 100,000
With:
----------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned 100,000
by Each Reporting Person
----------------------------------------------------------------
(10) Check if the Aggregate Amount in [ ]
Row (9) Excludes Certain Shares*
----------------------------------------------------------------
(11) Percent of Class Represented by 0.8%
Amount in Row (9)
----------------------------------------------------------------
(12) Type of Reporting Person* IN
----------------------------------------------------------------
* SEE INSTRUCTIONS
CUSIP NO. 00753U102 13G/A
Item 1(a). Name of issuer:
Advanced Materials Group, Inc. (the "Issuer")
Item 1(b). Address of Issuer's principal executive
offices:
3303 Lee Parkway, Suite 105
Dallas, Texas 75219
Item 2(a) - (c). Name, Address and Citizenship of Persons
Filing:
See cover pages
1. Relationship of filing persons:
Robert Delk and Ann Struckmeyer Delk are the sole
general partners of Delk Partners, Ltd., a Texas
limited partnership. As of the filing date, Delk
Partners, Ltd. owned a warrant for the purchase of
up to 100,000 shares of common stock of the
Issuer.
2. Address of Principal Business Office or if none
Residence:
For Robert Delk, Ann Struckmeyer Delk and Delk
Partners, Ltd.:
4040 Grassmere Lane
Dallas, Texas 75205-1151
3. Citizenship: See cover pages
Item 2(d). Title of class of securities:
Common Stock, $0.001 par value per share, of
the Issuer.
Item 2(e). CUSIP No.:
00753U102
Item 3. If this statement is filed pursuant to Sections
13d-1(b), or 13d-2(b) or (c), check whether the person
filing is a:
(a) [ ] Broker or dealer registered under section 15
of the Act (15 U.S.C. 78o);
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(15 U.S.C. 78c);
CUSIP NO. 00753U102 13G/A
(c) [ ] Insurance company as defined in section 3(a)(19)
of the Act (15 U.S.C. 78c);
(d) [ ] Investment company registered under section 8 of
the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [ ] An investment adviser in accordance with section 240.13d-
1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance
with section 240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance
with section 240.13d-1(b)(ii)(G);
(h) [ ] A savings association as defined in section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with section 240.13d-1(b)(1)(ii)(J)
Not applicable.
Item 4. Ownership:
On September 23, 2006, Delk Partners, Ltd. sold
1,419,218 shares of the Common Stock of the Issuer for
an aggregate price equal to $500,000.
As of the close of business on September 23, 2006, the
Reporting Persons may be deemed to beneficially own, in the
aggregate, 100,000 shares of Common Stock of the Issuer,
representing approximately 0.8% of the Issuer's outstanding
shares of Common Stock (based upon the 12,116,026 shares of
Common Stock stated to be outstanding as of October 2, 2006 by
the Issuer in the Issuer's Quarterly Report on Form 10-QSB for
the fiscal quarter ended August 31, 2006.
Delk Partners, Ltd. has the sole power to vote and dispose
of the 100,000 shares of Common Stock beneficially owned by it.
However, as the general partners of Delk Partners, Ltd., Mr.
Robert Delk and Mrs. Ann Struckmeyer Delk may be deemed, for
purposes of determining beneficial ownership pursuant to Rule 13d-
3, to have shared power to vote, or direct the vote of, or
dispose of, or direct the disposition of, the 100,000 shares of
Common Stock beneficially owned directly by Delk Partners, Ltd.
The filing of this Statement on Schedule 13G/A shall not be
construed as an admission that either Mr. Robert Delk or Mrs. Ann
Struckmeyer Delk is, for the purposes of Section 13(d) or 13(g)
of the Securities Exchange Act of 1934, as amended, the
beneficial owner of any of the 100,000 shares of Common Stock
beneficially owned by Delk Partners, Ltd.
CUSIP NO. 00753U102 13G/A
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 or control person:
Not Applicable.
Item 8. Identification and classification of members of the
group:
This Statement on Schedule 13G/A has been filed by a
group under Rule 13d-1(d). Attached as Annex A is a
Joint Filing Statement executed by each member of such
group.
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
acquired in the ordinary course of business and were not acquired
for the purpose of and do not have the effect of changing or
influencing the control of the Issuer of such securities and were
not acquired in connection with or as a participant in any
transaction having such purpose or effect.
[Signature page follows]
CUSIP NO. 00753U102 13G/A
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Dated: January 29, 2007
DELK PARTNERS, LTD.
By: /S/ ROBERT DELK
------------------------------
Robert Delk, General Partner
/S/ ROBERT DELK
-----------------------------------
Robert Delk
/S/ ANN STRUCKMEYER DELK
-----------------------------------
Ann Struckmeyer Delk
ATTENTION: Intentional misstatements or
omissions of fact constitute Federal
criminal violations (See 18 U.S.C. section 1001)
CUSIP NO. 00753U102 13G/A
EXHIBIT A
JOINT FILING STATEMENT
Pursuant to Rule 13d-1(k)(1), we, the undersigned, hereby
express our agreement that the attached Schedule 13G/A is filed
on behalf of each of us.
Dated: January 29, 2007
DELK PARTNERS, LTD.
/s/ ROBERT DELK
---------------------------------
Robert Delk, General Partner
/s/ ROBERT DELK
---------------------------------
Robert Delk
/s/ ANN STRUCKMEYER DELK
---------------------------------
Ann Struckmeyer Delk