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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Westrock Land Corp. 14001 DALLAS PARKWAY SUITE 1200 DALLAS, TX 75240 |
Prior 10% owner |
/s/ Gary Powers | 05/31-04:00/2012 | |
**Signature of Reporting Person | Date |
* | 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) | On May 17, 2012, the Reporting Person entered into certain sale and purchase agreements pursuant to which the Reporting Person was to have sold 7,600,000 shares of common stock of the Issuer to three unrelated third parties. This resulted in the previous reporting on a Form 4 dated May 17, 2012 of a total of 7,600,000 shares disposed of by the Reporting Person in private sales with 970,000 shares of common stock that the Reporting Person remained holding of record. |
(2) | On May 18, 2012, two of these sale and purchase transactions involving aggregate 5,100,000 shares were rescinded in that certain conditions subsequent were not fulfilled (the **'**Rescission**'**). Effective May 18, 2012, the Reporting Person entered into a subsequent sale and purchase agreement with one unrelated third party pursuant to which the Reporting Person sold a further 1,000,000 shares of common stock at a per share price of $0.02 per share. This has resulted in an aggregate 4,200,000 shares of common stock currently held of record by the Reporting Person. |
(3) | The 6,070,000 shares includes 870,000 shares held of record by Gary Powers, who is the sole officer, director and shareholder of the Reporting Person. |
(4) | The 5,070,000 shares includes 870,000 shares held of record by Gary Powers, who is the sole officer, director and shareholder of the Reporting Person. |