-----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, UpJ1KGhtY2eeH4CcVrXYhBOXRhfBlywbxv+8yqF5QEdZTwcNYKSYWP5Gsc7TYuV7 k8olO9pI5RzPwxeWR4YOQQ== 0001169232-03-000504.txt : 20030129 0001169232-03-000504.hdr.sgml : 20030129 20030129105015 ACCESSION NUMBER: 0001169232-03-000504 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030129 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: VICEROY RESOURCE CORP CENTRAL INDEX KEY: 0001186732 FILING VALUES: FORM TYPE: SC 13G/A MAIL ADDRESS: STREET 1: 570 GRANVILLE STREET 9TH FL STREET 2: VANCOUVER BC CITY: CANADA V6C 3P1 STATE: A1 ZIP: 00000 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: VISTA GOLD CORP CENTRAL INDEX KEY: 0000783324 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-39341 FILM NUMBER: 03529135 BUSINESS ADDRESS: STREET 1: 7961 SHAFFER PKWY STREET 2: SUITE 5 CITY: LITTLETOWN STATE: CO ZIP: 80127 BUSINESS PHONE: 3036292450 FORMER COMPANY: FORMER CONFORMED NAME: GRANGES INC DATE OF NAME CHANGE: 19950602 FORMER COMPANY: FORMER CONFORMED NAME: GRANGES EXPLORATION LTD DATE OF NAME CHANGE: 19890619 SC 13G/A 1 d53381_sc13g-a.txt AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) VISTA GOLD CORP. (Name of Issuer) Common Shares (Title of Class of Securities) 927926 20 4 (CUSIP Number) January 15, 2003 (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) CUSIP No. 927926 20 4 Page 2 of 5 ________________________________________________________________________________ 1. NAME OF REPORTING PERSON Viceroy Resource Corporation I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Not Applicable ________________________________________________________________________________ 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_] (b) [X] ________________________________________________________________________________ 3. SEC USE ONLY ________________________________________________________________________________ 4. CITIZENSHIP OR PLACE OF ORGANIZATION British Columbia, Canada ________________________________________________________________________________ NUMBER OF 5. SOLE VOTING POWER SHARES 506,060 _________________________________________________________________ BENEFICIALLY 6. SHARED VOTING POWER OWNED BY 0 _________________________________________________________________ EACH 7. SOLE DISPOSITIVE POWER REPORTING 506,060 _________________________________________________________________ PERSON 8. SHARED DISPOSITIVE POWER WITH 0 ________________________________________________________________________________ 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 506,060 ________________________________________________________________________________ 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [_] ________________________________________________________________________________ 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 4.6% ________________________________________________________________________________ 12. TYPE OF REPORTING PERSON* CO ________________________________________________________________________________ *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 927926 20 4 Page 3 of 5 Item 1(a). Name of Issuer: Vista Gold Corp. Item 1(b). Address of Issuer's Principal Executive Offices: 7961 Shaffer Parkway, Suite 5 Littleton, Colorado 80127 Item 2 (a). - (c). Name, Principal Business Address and Citizenship of Person Filing: Viceroy Resource Corporation Suite 900 - 570 Granville Street Vancouver, British Columbia, Canada V6C 3P1 Citizenship: British Columbia, Canada Item 2(d). Title of Class of Securities: Common Shares Item 2(e). CUSIP Number: 927926 20 4 Item 3. If this statement is filed pursuant to Rule 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 Exchange Act. (b) |_| Bank as defined in Section 3(a)(6) of the Exchange Act. (c) |_| Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) |_| Investment company registered under Section 8 of the Investment Company Act. (e) |_| An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). (f) |_| An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). (g) |_| A parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G). (h) |_| A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. (i) |_| A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. (j) |_| Group, in accordance with Rule 13d-1(b)(1)(ii)(J). Not Applicable CUSIP No. 927926 20 4 Page 4 of 5 Item 4. Ownership. The information in items 1 and 5 through 11 on the cover page (p. 2) on Schedule 13G is hereby incorporated by reference. Percentage ownership based on 10,780,620 Common Shares outstanding at January 17, 2003. Viceroy Resource Corporation owns 203,030 Common Shares of the Issuer and warrants to purchase an additional 303,030 Common Shares of the Issuer exercisable for a period of two years (expiring in August 2004). 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 |X| 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. Not Applicable Item 9. Notice of Dissolution of Group. Not Applicable Item 10. Certification. By signing below, the undersigned certifies that, to the best of its 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. CUSIP No. 927926 20 4 Page 5 of 5 SIGNATURE After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: January 28, 2003 Viceroy Resource Corporation By: /s/ Kim C. Casswell ------------------------------- Name: Kim C. Casswell Title: Corporate Secretary -----END PRIVACY-ENHANCED MESSAGE-----