-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WOLKEjSdAC/TPLcnqESYNLL0M+0kMX5cVKMMEuR2lTwNzAc2nI+2B9NGZpqIg/Q7 LrdUDrF2faWU3SYJcIukHw== 0001144204-09-054500.txt : 20091026 0001144204-09-054500.hdr.sgml : 20091026 20091026094230 ACCESSION NUMBER: 0001144204-09-054500 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20091026 DATE AS OF CHANGE: 20091026 GROUP MEMBERS: TAYLOR ASSET MANAGEMENT, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: QUEST RESOURCE CORP CENTRAL INDEX KEY: 0000775351 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 880182808 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-40006 FILM NUMBER: 091135804 BUSINESS ADDRESS: STREET 1: 210 PARK AVENUE STREET 2: SUITE 2750 CITY: OKLAHOMA CITY STATE: OK ZIP: 73102 BUSINESS PHONE: (405) 488-1304 MAIL ADDRESS: STREET 1: 210 PARK AVENUE STREET 2: SUITE 2750 CITY: OKLAHOMA CITY STATE: OK ZIP: 73102 FORMER COMPANY: FORMER CONFORMED NAME: HYTK INDUSTRIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: DIGITEL OF LAS VEGAS INC DATE OF NAME CHANGE: 19870602 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TAYLOR STEPHEN S CENTRAL INDEX KEY: 0001109389 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 714 S. DEARBORN CITY: CHICAGO STATE: IL ZIP: 60605 SC 13D/A 1 v163557_sc13da.htm
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13D/A
 
Under the Securities Exchange Act of 1934
 
Quest Resource Corporation

(Name of Issuer)

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

748349305
 (CUSIP Number)

Stephen S. Taylor
c/o Taylor Asset Management, Inc.
714 S. Dearborn St. 2nd Floor
Chicago, IL 60605
Phone # (310) 704-1290

 (Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

September 24, 2009
(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/A, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.     o
 
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).
 
 
 

 
 
 
Cusip No. 748349305
 
   
1
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Taylor Asset Management, Inc.  FEIN # 26-044-8554 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 
(a)      o
(b)      o
 
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
 
o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Illinois
 
 
Number of Shares Beneficially    
Owned By Each Reporting
Person With
7
SOLE VOTING POWER
 
1,122,191 shares(1)
 
 
8
SHARED VOTING POWER
 
0
 
 
9
SOLE DISPOSITIVE POWER
 
1,122,191 shares(1)
 
 
10
SHARED DISPOSITIVE POWER
 
0
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,122,191 shares(1)
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 
3.5%
 
14
TYPE OF REPORTING PERSON
 
IA
 
 
(1)           Mr. Taylor may be deemed to hold an indirect beneficial interest in these shares, which are directly beneficially owned by Taylor International Fund, Ltd.  Mr. Taylor is the President of Taylor Asset Management Inc., which is the Investment Manager of Taylor International Fund, Ltd.  The filing of this Statement and any future amendment by Mr. Taylor, and the inclusion of information herein and therein with respect to Mr. Taylor, shall not be considered an admission that he, for the purpose of Section 16(b) of the Exchange Act, is the beneficial owner of any shares in which he does not have a pecuniary interest.

 
 

 


Cusip No. 748349305
 
   
1
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Stephen S. Taylor 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 
(a)      o
(b)      o
 
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
 
o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States of America
 
 
Number of Shares Beneficially    
Owned By Each Reporting
Person With
7
SOLE VOTING POWER
 
1,931,070 shares (1)
 
 
8
SHARED VOTING POWER
 
0
 
 
9
SOLE DISPOSITIVE POWER
 
1,931,070 shares (1)
 
 
10
SHARED DISPOSITIVE POWER
 
0
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,931,070 shares (1)
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 
 
6.0%
 
14
TYPE OF REPORTING PERSON
 
IN
 

(1) Consists of 808,879 shares owned by Stephen S. Taylor's Roth IRA and 1,122,191 owned by Taylor International Fund, Ltd.  Mr. Taylor is the President of Taylor Asset Management Inc., which is the Investment Manager of Taylor International Fund, Ltd.  The filing of this Statement and any future amendment by Mr. Taylor, and the inclusion of information herein and therein with respect to Mr. Taylor, shall not be considered an admission that he, for the purpose of Section 16(b) of the Exchange Act, is the beneficial owner of any shares in which he does not have a pecuniary interest.
 
 
 

 

SCHEDULE 13D/A
 
This Schedule 13D/A relates to the common stock, par value $0.001 per share (the “Common Stock”) of Quest Resource Corporation, a Nevada Corporation (the “Issuer”).  The principal executive offices of the Issuer are located at 210 Park Avenue, Suite 2750, Oklahoma City, OK 73102.

Item 2. Identity and Background.

(a)-(c) and (f) This Schedule 13D/A is filed by Taylor Asset Management, Inc. (“TAM”) and Mr. Stephen S. Taylor (together with TAM, the “Reporting Party”).  TAM is an Illinois corporation located at 714 S. Dearborn Street, 2nd Floor Chicago, IL 60605.  Mr. Taylor, a citizen of the United States of America, has a business address at 714 S. Dearborn Street, 2nd Floor Chicago, IL 60605.

(d) and (e).  During the last five years, Mr. Taylor has not been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) 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 violation 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.

N/A

Item 4. Purpose of Transaction.

At this time, the Reporting Party believes superior investment opportunities exist elsewhere and therefore has chosen to redirect its capital.

Except as set forth herein or as would occur upon completion of any of the actions discussed herein, including in any Exhibits hereto, the Reporting Party has no present plan or proposal that would relate to or result in any of the matters set forth below:

 
(a) The acquisition by any person of additional securities of the issuer,  or the disposition of securities of the issuer;
 
(b) An extraordinary corporate transaction, such as a merger,  reorganization or liquidation, involving the issuer or any of its  subsidiaries;
 
(c) A sale or transfer of a material amount of assets of the issuer or any  of its subsidiaries;
 
(d) Any change in the present board of directors or management of the  issuer, including any plans or proposals to change the number or term  of directors or to fill any existing vacancies on the board;
 
(e) Any material change in the present capitalization or dividend policy of  the issuer;
 
(f) Any other material change in the issuer’s business or corporate  structure including but not limited to, if the issuer is a registered  closed end investment company, any plans or proposals to make any  changes in its investment policy for which a vote is required by  section 13 of the Investment Company Act of 1940;
 
(g) Changes in the issuer’s charter, bylaws or instruments corresponding  thereto or other actions which may impede the acquisition of control of  the issuer by any person;
 
(h) Causing a class of securities of the issuer to be delisted from a  national securities exchange or to cease to be authorized to be quoted  in an inter-dealer quotation system of a registered national securities  association;

 
 

 
 
(i) A class of equity securities of the issuer becoming eligible for  termination of registration pursuant to Section 12(g) (4) of the Act; or
 
(j) Any action similar to any of those enumerated above.

Item 5. Interest in Securities of the Issuer.

(a)      Mr. Taylor has direct beneficial ownership of 808,879 shares of the Issuer held in an individual retirement account for his benefit. TIF has direct beneficial ownership of 1,122,191 shares of the Issuer.  Mr. Taylor is the President of Taylor Asset Management Inc., which is the Investment Manager of TIF.  Accordingly, Mr. Taylor may be deemed to own beneficially a total of 1,931,070 shares of the Issuer constituting 6.0% of the Issuer's shares of Common Stock outstanding as of August 12, 2009.

(b)      Mr. Taylor has the sole power to vote and to dispose or direct the disposition of 1,931,070 shares of the Issuer's Common Stock.

(c)      Mr. Taylor has executed the following transactions in the Issuer's Common Stock on the open market since June 30, 2009:

Name
 
Date
 
Number of Shares
 
Action
Stephen Taylor
 
9-29-2009
 
2,070
 
Sale
Stephen Taylor
 
9-10-2009
 
5,300
 
Sale
Stephen Taylor
 
7-31-2009
 
50,000
 
Purchase
Stephen Taylor
 
7-09-2009
 
25,000
 
Purchase
Stephen Taylor
 
6-30-2009
 
50,000
 
Purchase
TAM
 
10/6/2009
 
12,355
 
Sale
TAM
 
9/29/2009
 
25,000
 
Sale
TAM
 
9/28/2009
 
25,000
 
Sale
TAM
 
9/24/2009
 
40,000
 
Sale
TAM
 
9/23/2009
 
30,000
 
Sale
TAM
 
9/22/2009
 
30,000
 
Sale
TAM
 
9/14/2009
 
50,000
 
Sale
TAM
 
9/11/2009
 
250,000
 
Sale
TAM
 
9/10/2009
 
22,829
 
Sale

(d) N/A
 
(e) N/A
 
Item 6.  Contracts, Arrangements, Understandings or Relationships with respect to securities of the Issuer

N/A

Item 7.  Material to be Filed as Exhibits.
 
Exhibit A
Joint Filing Agreement dated as of October 26, 2009
 
 
 

 

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 26, 2009
 
   
 
TAYLOR INTERNATIONAL FUND, LTD.
   
 
By:
Taylor Asset Management, Inc.
   
its Investment Manager
     
 
By:
/s/ Stephen S. Taylor
   
Stephen S. Taylor, President
     
 
STEPHEN S. TAYLOR
     
 
By
/s/ Stephen S. Taylor
   
Stephen S. Taylor, Individually
 
 
 

 

EXHIBIT A

JOINT FILING AGREEMENT

THIS JOINT FILING AGREEMENT (this "Agreement") is made and entered into as of this 26th day of October, 2009, by and among Taylor International Fund, Ltd. and Stephen S. Taylor.
 
The parties to this Agreement hereby agree to prepare jointly and file timely (or otherwise to deliver as appropriate) all filings on Schedule 13D and Schedule 13G (the "Filings") required to be filed by them pursuant to Section 13(d) or 13(g) under the Securities Exchange Act of 1934, as amended, with respect to their respective beneficial ownership of the Common Stock of Quest Resource Corporation that are required to be reported on any Filings. Each party to this Agreement further agrees and covenants to the other parties that it will fully cooperate with such other parties in the preparation and timely filing (and other delivery) of all such Filings.

This Agreement may be executed in separate counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

[Remainder of page intentionally left blank.]

 
 

 

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first set forth above.

TAYLOR INTERNATIONAL FUND, LTD.
   
By:
Taylor Asset Management, Inc.
 
its Investment Manager
   
By:
/s/ Stephen S. Taylor
 
Stephen S. Taylor, President
   
STEPHEN S. TAYLOR
   
By
/s/ Stephen S. Taylor
 
Stephen S. Taylor, Individually
 
 
 

 
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