UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. __________)*
SANTOS RESOURCE CORP.
(Name of Issuer)
Common Stock, $.001 par value per share
(Title of Class of Securities)
803022102
(CUSIP Number)
Randall W. Heinrich
8 Greenway Plaza, Suite 818
Houston, Texas 77046
713-951-9100
(Name, Address, and Telephone Number of Person Authorized
to Receive Notices and Communications)
January 13, 2012
(Date of Event which Requires Filing of this Statement)
If this filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Sections 13d-1(e), Sections 13d-1(f), or Sections 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 Rule 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. 803022102
________________________________________________________________________________
1) Names of Reporting Person
Keith D. Spickelmier
S.S. or I.R.S. Identification No. of Above Person (entities
only)
_______________________________________________________________________________
2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [ ]
________________________________________________________________________________
3) SEC Use Only
________________________________________________________________________________
4) Source of Funds:
OO
________________________________________________________________________________
5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
N/A
________________________________________________________________________________
6) Citizenship or place of Organization:
United States
________________________________________________________________________________
(7) Sole Voting Power
Number of 20,000,000
Shares
Bene-
ficially ______________________________________________________________________
owned by (8) Shared Voting Power
Each -0-
Report-
ing Person
With ______________________________________________________________________
(9) Sole Dispositive Power
20,000,000
______________________________________________________________________
(10) Shared Dispositive Power
-0-
________________________________________________________________________________
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
20,000,000
________________________________________________________________________________
12) Check if the Aggregate Amount in Row (11) excludes certain shares:
[X]
________________________________________________________________________________
13) Percent of Class Represented by Amount in Box (11):
36.1%
________________________________________________________________________________
14) Type of Reporting Person
IN
ITEM 1. Security and Issuer
The class of equity securities to which this statement relates is the
common stock, $.001 par value per share (the "Common Stock"), issued by Santos
Resource Corp., a Nevada corporation (the "Company"), which has its principal
executive offices at One Riverway Drive, Suite 1700, Houston, Texas 77056.
ITEM 2. Identity and Background
This Statement is being filed by Keith D. Spickelmier (the "Reporting
Person"), whose principal business address is #2 Pinehill, Houston, Texas 77019.
The Reporting Person is principally engaged as the Executive Chairman of Sintana
Energy Inc (SIN:TSX-V), a public company with oil and gas operations in South
America, and as a private investor. The Reporting Person is a United States
citizen. During the last five years, the Reporting Person has not been
convicted in a criminal proceeding. During the last five years, the Reporting
Person has not has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and, as a result of such
proceeding, is or was 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
The Reporting Person acquired the 20.0 million shares of Common Stock
giving rise to the filing of this statement directly from the Company in a
private transaction in consideration of the assignment of rights held by the
Reporting Person pursuant to a legal document whereby Liberty Petroleum
Corporation granted to the Reporting Person an exclusive right to negotiate an
option to acquire the rights to develop acreage located in South Australia for
oil and gas production (the "Prospect"). The Company has agreed that, if it is
eventually successful in acquiring the Prospect, it will issue to the Reporting
Person a convertible promissory note (the "Note") for $55,000 convertible into
55.0 million at any time after the Company has increased its authorized common
shares to at least 125.0 million or has undertaken a reverse stock split in
which at least two or more shares are combined into one share. Because the
timing of the Reporting Person's ability to receive and convert the Note, the
Reporting Person does not believe that he is now a beneficial ownership of the
shares that eventually will be underlying the Note.
ITEM 4. Purpose of Transaction
The Reporting Person acquired the shares of Common Stock that are the
subject of this Schedule 13D in connection with a series of transactions
involving the Company. The transactions include the following:
* The Company adopted a significant change in its corporate direction
by deciding to focus its efforts on the acquisition of the
Prospect, and the exploration, development and production of oil
and gas on the Prospect
* The Company expanded its Board of Directors from one member to two
members and elected Keith J. McKenzie to fill the newly created
vacancy. The Company is expected, promptly after it has fully
complied with Rule 14f-1 under the Securities Exchange Act of
1934, to increase the number of directors constituting its Board
of Directors and to elect the Reporting Person to fill the vacancy
created by such increase. Moreover, upon such events, Richard Bruce
Pierce has agreed to resign from his seat on the Board of Directors,
and William E. Begley is expected to be elected to fill the
vacancy created by such resignation.
* The Company elected a new slate of officers.
* The Company raised "seed" capital in the amount of approximately
$375,000 in connection with a private placement of 3.0 million
shares of the Company's common stock.
The Reporting Person acquired, and the Reporting Person intends to hold,
his shares of Common Stock for investment, and does not have any present plans
or proposals which relate to or would result in: (i) any acquisition by any
person of additional securities of the Company (except for additional shares of
Common Stock that might be acquired if the Note is issued and conditions for its
conversion occur), or any disposition of securities of the Company; (ii) any
extraordinary corporate transaction, such as a merger, reorganization or
liquidation, involving the Company or any of its subsidiaries; (iii) any sale or
transfer of a material amount of assets of the Company or any of its
subsidiaries; (iv) any change in the present board of directors or management of
the Company, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board, except that the
Reporting Person and William E. Begley are expected to be elected to the
Company's Board of Directors as described above; (v) any material change in the
present capitalization or dividend policy of the Company; except the Reporting
Person may vote as a director (is so elected) and as a stockholder in favor of
any proposal to increase the Company's authorized common share or to reverse
split outstanding common shares, (vi) any other material change in the Company's
business or corporate structure; (vii) any changes in the Company's charter,
by-laws, or other instruments corresponding thereto or other actions which may
impede the acquisition of control of the Company by any person; (viii) any
delisting from a national securities exchange or any loss of authorization for
quotation in an inter-dealer quotation system of a registered national
securities association of a class of securities of the Company; (ix) any
termination of registration pursuant to section 12(g)(4) of the Act of a class
of equity securities of the Company; or (x) any action similar to any of those
enumerated above.
Notwithstanding the foregoing, the Reporting Person may determine to change
his investment intent with respect to the Company at any time in the future.
In reaching any conclusion as to his future course of action, the Reporting
Person will take into consideration various factors, such as the Company's
business and prospects, other developments concerning the Company, other
business opportunities available to the Reporting Person, developments with
respect to the business of the Reporting Person, and general economic and stock
market conditions, including, but not limited to, the market price of the Common
Stock. The Reporting Person may, depending on other relevant factors, acquire
additional shares of Common Stock in open market or privately negotiated
transactions, dispose of all or a portion of his holdings of shares of Common
Stock or change his intention with respect to any or all of the matters referred
to in this Item.
ITEM 5. Interest in Securities of the Issuer
The Reporting Person individually owns outright 20.0 million shares of
Common Stock for which he is the beneficial owner as he has sole voting and
investment power over all of these shares. Because the timing of the Reporting
Person's ability to receive and convert the Note, the Reporting Person does not
believe that he is now a beneficial ownership of the shares that eventually will
be underlying the Note. Except for the acquisition of Common Stock as reported
herein, the Reporting Person has not effected any transaction in or with respect
to the Common Stock during the past 60 days.
ITEM 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
N/A
ITEM 7. Material to be Filed as Exhibits
No Exhibits are being filed with this statement.
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: January 23, 2012
/S/KEITH D. SPICKELMIER
-------------------------
Name/Title__________________________________________
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative other than an executive
officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT
CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
(SEE 18 U.S.C. 1001).