Amendment No. 3 to Scheudule 13G

-----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, ItHIMOQOz+oKvOrMI19iCsu57TkL8q/0S13ufGSoSb7e9oNmq0J5X0CzEt4n3y9g AFc2nPZ7ux4ZRv02iMTgNQ== 0001193125-10-032075.txt : 20100216 0001193125-10-032075.hdr.sgml : 20100215 20100216142412 ACCESSION NUMBER: 0001193125-10-032075 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20100216 DATE AS OF CHANGE: 20100216 GROUP MEMBERS: LANCE W. HELFERT GROUP MEMBERS: PAUL J. ORFALEA GROUP MEMBERS: R. ATTICUS LOWE GROUP MEMBERS: WEST COAST ASSET MANAGEMENT, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SPINDLETOP OIL & GAS CO CENTRAL INDEX KEY: 0000867038 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 752063001 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-57273 FILM NUMBER: 10606363 BUSINESS ADDRESS: STREET 1: 12850 SPURLING RD. STREET 2: SUITE 200 CITY: DALLAS STATE: TX ZIP: 75230-1279 BUSINESS PHONE: 9726442581 MAIL ADDRESS: STREET 1: 12850 SPURLING RD. STREET 2: SUITE 200 CITY: DALLAS STATE: TX ZIP: 75230-1279 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WEST COAST OPPORTUNITY FUND LLC CENTRAL INDEX KEY: 0001405965 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: C/O WEST COAST ASSET MANAGEMENT INC STREET 2: 2151 ALESANDRO DRIVE, SUITE 100 CITY: VENTURA STATE: CA ZIP: 93001 BUSINESS PHONE: 805-653-5333 MAIL ADDRESS: STREET 1: C/O WEST COAST ASSET MANAGEMENT INC STREET 2: 2151 ALESANDRO DRIVE, SUITE 100 CITY: VENTURA STATE: CA ZIP: 93001 SC 13G/A 1 dsc13ga.htm AMENDMENT NO. 3 TO SCHEUDULE 13G Amendment No. 3 to Scheudule 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

Spindletop Oil & Gas Co.

(Name of Issuer)

Common Stock, par value $0.01

(Title of Class of Securities)

848550208

(CUSIP Number)

December 31, 2009

(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).

Page 1 of 10


CUSIP No. 848550208
1.	Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) West Coast Opportunity Fund, LLC
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
3.	SEC Use Only
4.	Citizenship or Place of Organization Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 700,000
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER 700,000
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 700,000
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			¨
11.	Percent of Class Represented by Amount in Row (9) 9.2%
12.	Type of Reporting Person (See Instructions) OO

Page 2 of 10


CUSIP No. 848550208
1.	Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) West Coast Asset Management, Inc.
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
3.	SEC Use Only
4.	Citizenship or Place of Organization California
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 703,000
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER 703,000
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 703,000
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			¨
11.	Percent of Class Represented by Amount in Row (9) 9.2%
12.	Type of Reporting Person (See Instructions) CO, IA

Page 3 of 10


CUSIP No. 848550208
1.	Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) R. Atticus Lowe
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
3.	SEC Use Only
4.	Citizenship or Place of Organization United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 703,000
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER 703,000
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 703,000
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			¨
11.	Percent of Class Represented by Amount in Row (9) 9.2%
12.	Type of Reporting Person (See Instructions) IN, HC

Page 4 of 10


CUSIP No. 848550208
1.	Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) Lance W. Helfert
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
3.	SEC Use Only
4.	Citizenship or Place of Organization United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 703,000
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER 703,000
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 703,000
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			¨
11.	Percent of Class Represented by Amount in Row (9) 9.2%
12.	Type of Reporting Person (See Instructions) IN, HC

Page 5 of 10


CUSIP No. 848550208
1.	Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) Paul J. Orfalea
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
3.	SEC Use Only
4.	Citizenship or Place of Organization United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 703,000
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER 703,000
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 703,000
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			¨
11.	Percent of Class Represented by Amount in Row (9) 9.2%
12.	Type of Reporting Person (See Instructions) IN, HC

Page 6 of 10


Item 1.

(a)	The name of the issuer is Spindletop Oil & Gas Co. (the “Issuer”).

(b)	The principal executive offices of the Issuer are located at 12850 Spurling Road, Suite 200, Dallas, Texas 75230.

Item 2.

(a)	This Statement is being filed by (i) West Coast Opportunity Fund, LLC, a Delaware limited liability company (the “Fund”), (ii) West Coast Asset Management, Inc., a California corporation (the “Managing Member”), which serves as the managing member of the Fund, and (iii) R. Atticus Lowe, Lance W. Helfert and Paul J. Orfalea, the members of the Investment Committee of the Managing Member (the “Principals”, and all of the foregoing, collectively, the “Filers”). The Managing Member provides investment management services to the Fund (a private investment vehicle) and separately managed accounts, some of which are affiliated with the Filers (such accounts, the “Accounts”). The Fund is a private investment vehicle formed for the purpose of investing and trading in a wide variety of securities and financial instruments. The Fund and the Accounts directly owns all of the shares reported in this Statement. The Principals and the Managing Member may be deemed to share with the Fund voting and dispositive power with respect to such shares. Each Filer disclaims beneficial ownership with respect to any shares other than those owned directly by such Filer.

(b)	The principal business office of the Filers is 1205 Coast Village Road, Montecito, California 93108.

(c)	For citizenship information see Item 4 of the cover page of each Filer.

(d)	This Statement relates to the Common Stock, par value $0.01 per share, of the Issuer (the “Common Stock”).

(e)	The CUSIP Number of the Common Stock is listed on the cover pages hereto.
Item 3.	If this statement is filed pursuant to 240.13d-1(b) or 240.13d-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).

(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 240.13d-1(b)(1)(ii)(E);

(f)	¨	An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);

(g)	¨	A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);

(h)	¨	A savings associations 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 240.13d-1(b)(1)(ii)(J).

Page 7 of 10

Item 4.

Ownership.

See Items 5-9 and 11 on the cover page for each Filer, and Item 2, which information is given as of December 31, 2009 and is based on 7,620,803 shares of Common Stock outstanding as of November 16, 2009, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2009 filed on November 16, 2009.

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ¨

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.

Certification.


(a)		Not applicable.

(b)		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.

Page 8 of 10

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: February 16, 2010


WEST COAST OPPORTUNITY FUND, LLC
WEST COAST ASSET MANAGEMENT, INC.
R. ATTICUS LOWE
LANCE W. HELFERT
PAUL J. ORFALEA

By:		/s/ DIANA PEREIRA
Name:		Diana Pereira
Title:		Chief Compliance Officer of the Managing Member (for itself and as Managing Member of the Fund) and Attorney-in-fact for each of the Principals

Page 9 of 10

EXHIBIT INDEX


Exhibit No.		Description

1		Joint Filing Agreement dated February 16, 2010

2		Power of Attorney dated January 15, 2009

Page 10 of 10

EX-1 2 dex1.htm JOINT FILING AGREEMENT Joint Filing Agreement

Exhibit 1

JOINT FILING AGREEMENT

The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock, par value $0.01 per share, of Spindletop Oil & Gas Co., is, and any amendments thereto signed by each of the undersigned shall be, filed pursuant to and in accordance with the provisions of Rule 13(d)-1(k) under the Securities Exchange Act of 1934, as amended.

Dated: February 16, 2010


WEST COAST OPPORTUNITY FUND, LLC
WEST COAST ASSET MANAGEMENT, INC.
R. ATTICUS LOWE
LANCE W. HELFERT
PAUL J. ORFALEA

By:		/s/ Diana Pereira
Name:		Diana Pereira
Title:		Chief Financial Officer of the Managing Member (for itself and as the Managing Member of the Fund) and Attorney-in-fact for each of the Principals

EX-2 3 dex2.htm POWER OF ATTORNEY Power of Attorney

Exhibit 2

POWER OF ATTORNEY

BE IT KNOWN, that the undersigned Paul J. Orfalea, Lance W. Helfert, and R. Atticus Lowe, hereby each constitutes and appoints Diana H. Pereira, Paul J. Orfalea, Lance W. Helfert and R. Atticus Lowe, and each of them, as applicable, as true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution in name, place and stead, to sign any reports on Form 3 (Initial Statement of Beneficial Ownership of Securities), Form 4 (Statement of Changes in Beneficial Ownership of Securities) and Form 5 (Annual Statement of Beneficial Ownership of Securities) relating to transactions by the undersigned in Common Shares or other securities and all amendments thereto, and all filings on Schedule 13D or Schedule 13G, and all amendments thereto, and to file the same, with the Securities and Exchange Commission and the appropriate securities exchange, granting unto said attorneys-in-fact and agents, and each of them, or their substitutes, full power and authority to do and perform each and every act and thing requisite or necessary to be done in and about the premises, as fully to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, or their substitutes, may lawfully do or cause to be done by virtue hereof.

This Power of Attorney shall be effective until such time as the undersigned delivers a written revocation thereof to the above-named attorneys-in-fact and agents.

The undersigned each acknowledge that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.


Dated: January 15, 2009				/s/ Paul J. Orfalea
				Paul J. Orfalea

Dated: January 15, 2009				/s/ Lance W. Helfert
				Lance W. Helfert

Dated: January 15, 2009				/s/ R. Atticus Lowe
				R. Atticus Lowe

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