SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 4)
Under the Securities Exchange Act of 1934
VISTA GOLD CORP.
(Name of Issuer)
Common Shares
(Title of Class of Securities)
927926 20 4
(CUSIP Number)
Keith Presnell
Global Resource Investments Ltd.
7770 El Camino Real
Carlsbad, California 92009
Tel.: 760-943-3939
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
December 12, 2002
(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, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box. NOT APPLICABLE
CUSIP No. 927926 20 4 Page 2 of 5
SCHEDULE 13D
________________________________________________________________________________
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON
Arthur Richards Rule
Not Applicable
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS*
Not Applicable
________________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) |_|
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
________________________________________________________________________________
7 SOLE VOTING POWER
0
_________________________________________________________________
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 2,577,684
OWNED BY _________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 0
WITH _________________________________________________________________
10 SHARED DISPOSITIVE POWER
2,577,684
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,577,684
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.6%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON*
IN
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 927926 20 4 Page 3 of 5
SCHEDULE 13D
________________________________________________________________________________
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON
Rule Family Trust udt 12/17/98
Not Applicable
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS*
Not Applicable
________________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) |_|
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
California
________________________________________________________________________________
7 SOLE VOTING POWER
0
_________________________________________________________________
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 2,577,684
OWNED BY _________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 0
WITH _________________________________________________________________
10 SHARED DISPOSITIVE POWER
2,577,684
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,577,684
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.6%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON*
OO
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 927926 20 4 Page 4 of 5
SCHEDULE 13D
(Amendment No. 4)
The Statement on Schedule 13D, dated February 8, 2002, initially filed by
Arthur Richards Rule, as amended by Amendment No. 1, dated May 2, 2002,
Amendment No. 2, dated July 2, 2002, and Amendment No. 3, dated November 13,
2002, each filed by Mr. Rule and the Rule Family Trust udt 12/17/98, a revocable
grantor trust (the "Trust," and together with Mr. Rule, the "Reporting Persons")
(as so amended, the "Schedule 13D") is hereby amended by this Amendment No. 4,
dated December 16, 2002 (the "Amendment"), to reflect certain changes in the
information previously filed by the Reporting Persons relating to the
outstanding Common Shares of Vista Gold Corp. (the "Issuer"). Unless otherwise
specified, all capitalized terms contained herein have the meanings assigned to
them in the Schedule 13D.
NOTE: Beneficial ownership calculations below are based on 9,967,082
Common Shares of the Issuer outstanding as of December 13, 2002.
Item 5. Interest in Securities of the Issuer
Item 5(a) and (c) are hereby amended and restated to read in their
entirety as follows:
(a) Exploration Capital is the direct beneficial owner of 2,052,814 Shares
(including 1,122,807 immediately exercisable purchase warrants), representing
approximately 18.5% of the Issuer's outstanding Common Shares. By virtue of the
relationships described under Item 2 of the Schedule 13D, each of Mr. Rule and
the Trust may be deemed to share indirect ownership of the Shares directly
beneficially owned by Exploration Capital.
Global Resource is the direct beneficial owner of 296,296 Shares (all of
which are immediately exercisable share purchase warrants). Rule Investments,
the General Partner of Global Resource, is the direct beneficial owner of
228,574 Common Shares. By virtue of the relationships described under Item 2 of
the Schedule 13D, each of Mr. Rule and the Trust may be deemed to share indirect
ownership of the Shares directly beneficially owned by Global Resource and by
Rule Investments.
Based on the above, each of Mr. Rule and the Trust has, in aggregate,
indirect beneficial ownership of 2,577,684 Shares, or approximately 22.6% of the
Issuer's outstanding Common Shares.
(c) The Reporting Persons do not directly beneficially own any Shares.
Since the filing of Amendment No. 3 to the Schedule 13D, the following
transactions have occurred with respect to the Shares indirectly beneficially
owned by the Reporting Persons:
Exploration Capital sold Common Shares, all in open market transactions, as
follows:
December 12, 2002 - 50,000 shares at $3.5147 per share, for aggregate proceeds
of approximately $175,735.
December 12, 2002 - 50,000 shares at $3.6061 per share, for aggregate proceeds
of approximately $180,305.
On December 12, 2002, Rule Investments made a gift of 20,000 Common Shares to a
person unaffiliated with either of the Reporting Persons.
CUSIP No. 927926 20 4 Page 5 of 5
SIGNATURES
After reasonable inquiry and to the best of his or its knowledge and
belief, each of the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
Date: December 16, 2002 Arthur Richards Rule, individually
By: /s/ Keith Presnell
--------------------------------------------
Keith Presnell, Attorney-in-Fact
Date: December 16, 2002 Rule Family Trust udt 12/17/98
By: /s/ Keith Presnell
--------------------------------------------
Keith Presnell, Attorney-in-Fact for
Arthur Richards Rule, Trustee