UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON D.C. 20549

                                 SCHEDULE 13D/A
                                  Amendment 1

                   Under the Securities Exchange Act of 1934

                             SONORA RESOURCES CORP.
                             ----------------------
                                (Name of Issuer)

                    COMMON STOCK, PAR VALUE $0.001 PER SHARE
                    ---------------------------------------
                         (Title of Class of Securities)

                                   835658 105
                                  -----------
                                 (CUSIP Number)

                                  Robbie Manis
             356 Lazard Ave., Mount Royal, Quebec, Canada, H3R 1P3
                                 (514) 341-5073
             -----------------------------------------------------
                 (Name, Address and Telephone Number of Person
               Authorized to Receive Notices and Communications)

                                  May 20, 2011
                                  ------------
             Date of Event Which Requires Filing of This Statement

     If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13D-1(e), 13D-1(f) or 13D-1(g), check the
following box. [ ]

Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13D-7 for other
parties to whom copies are to be sent.

*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
disclosures provided in a prior cover page.

The information required on 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).



                                  SCHEDULE 13D
________________________________________________________________________________

CUSIP NO. 835658 105                                                     PAGE 2
________________________________________________________________________________

  1      NAMES OF REPORTING PERSONS
         I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

         Robbie Manis
________________________________________________________________________________

  2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [   ] (b) [ X ]
________________________________________________________________________________

  3      SEC USE ONLY
________________________________________________________________________________

  4      SOURCE OF FUNDS
         PF
________________________________________________________________________________

  5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
         TO ITEM 2(d) or 2(e)                                       [   ]
________________________________________________________________________________

  6      CITIZENSHIP OR PLACE OF ORGANIZATION
         CANADIAN
________________________________________________________________________________

   NUMBER OF        7      SOLE VOTING POWER               14,000,000 SHARES
                    ____________________________________________________________
    SHARES

  BENEFICIALLY      8      SHARED VOTING POWER             0 SHARES
                    ____________________________________________________________
    OWNED BY

      EACH          9      SOLE DISPOSITIVE POWER          14,000,000 SHARES
                    ____________________________________________________________
   REPORTING

    PERSON          10     SHARED DISPOSITIVE POWER        0 SHARES
                    ____________________________________________________________
     WITH
________________________________________________________________________________

 11      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
         14,000,000 SHARES
________________________________________________________________________________

 12      CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [   ]
________________________________________________________________________________

 13      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)       14.7%
________________________________________________________________________________

 14      TYPE OF REPORTING PERSON*
         IN
________________________________________________________________________________



ITEM 1. SECURITY AND ISSUER.

     This Schedule 13D Amendment 1 ("13D") relates to the shares of common
stock, par value $0.001 per share (the "Common Stock"), of Sonora Resources
Corp. ("SURE"), a Nevada corporation, whose principal executive office is
located at Cerro Del Padre #11, Rinconada De Los Perules, Guadalupe, Zacatecas,
Mexico, 98619. The principal executive officer is Juan Miguel Rios Gutierrez,
Chief Executive Officer.

     This 13D gives notice of 4,000,000 shares of common stock sold to Juan
Miguel Rios Gutierrez in a private transaction to at a per share price of $0.015
for aggregate consideration of $60,000.

ITEM 2. IDENTITY AND BACKGROUND.

     This 13D is being filed pursuant to Rule 13D-1(a) under the Securities
Exchange Act of 1934, as amended (the "Exchange Act". Robbie Manis is a Canadian
citizen. This "Reporting Person" is an "institutional investor" or an
"accredited investor."

     Information with respect to this Reporting Person is given solely by such
Reporting Person.

     Mr. Manis is a Canadian citizen and businessman who previously served as an
officer and director of the Issuer.

     The principal business address of Mr. Manis is 346 Lazard Ave., Mount
Royal, Quebec, Canada, H3R 1P3.

     During the last five years, the Reporting Person, to the best of his
knowledge, has not been convicted in a criminal proceeding (excluding traffic
violations and similar misdemeanors). During the last five years, the Reporting
Person, to the best of his knowledge, has not been a party to a civil proceeding
of a judicial or administrative body of competent jurisdiction and as a result
of such proceeding was or is subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities subject
to, federal or state securities laws or finding any violation with respect to
such laws.

ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

     See description to Item 4.

ITEM 4. PURPOSE OF TRANSACTION.

     Robbie Manis sold 4,000,000 shares of common stock as of May 20, 2011 to
Juan Miguel Rios Gutierrez, the president and chief executive officer of the
Issuer, for a total purchase price of $60,000 which was paid in cash. The
transaction was effected pursuant to an Affiliate Stock Purchase Agreement dated
May 20, 2011.

Other

     The Reporting Person may purchase additional shares of Common Stock from
time to time depending upon price, market conditions, availability of funds,
evaluation of other investment opportunities, and other factors. The Reporting
Person has no present intention to sell any shares of Common Stock, although any
Reporting Person could determine from time to time, based upon the same factors
listed above for purchases, to sell some or all of the shares of Common Stock
held by such Reporting Person.

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     The Reporting Person does not have any plans or proposals that would result
in any of the actions or transactions described in clauses (a)through (j) of
Item 4 of Schedule 13D, except as previously disclosed in this Schedule 13D, as
amended, or as set forth above.

ITEM 5. INTEREST IN SECURITIES OF ISSUER.

     (a) As of May 20, 2011, Mr. Manis beneficially owned 14,000,000 shares of
ommon Stock individually.

     Mr. Manis beneficially owned 14.7% of the Common Stock outstanding, based
on total shares of Common Stock outstanding as of May 20, 2011 of 95,450,000
shares on a fully diluted basis.

     (b) As of May 20, 2011, Mr. Manis had sole voting power and sole
dispositive power with respect to 14,000,000 shares of Common Stock
individually.

     (c) Mr. Manis has not effected any transaction in any shares of Common
Stock of the Issuer within the past sixty days.

     (d) Not applicable.

     (e) Not applicable.

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
        SECURITIES OF THE ISSUER.

     Except as described herein, no Reporting Person nor any other person
referred to in Item 2 herein, has any contract, arrangements understandings or
relationship (legal or otherwise) with any person with respect to any securities
of the Issuer, including but not limited to the transfer or voting of any of the
securities, finder's fees, joint ventures, loan or option arrangements, puts or
calls, guarantees of profits, division of profits or losses, or the giving or
withholding of proxies.

ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.

Exhibit 99.1 Affiliate Stock Purchase Agreement dated May 20, 2011 by and
between Robbie Manis and Juan Miguel Rios Gutierrez.

                                   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: October 3, 2011

                   Robbie Manis

                   By: /s/ Robbie Manis
                       ----------------
                   Name: Robbie Manis
                         Investor

      ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
                FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)

                                       4