UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
INFORMATION STATEMENT PURSUANT TO RULE S 13D-1(B)(C)(D) AND 13D-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
GULF WESTERN PETROLEUM
CORPORATION
(Name of Issuer)
Common Shares
(Title of Class of
Securities)
40285P 109
(CUSIP Number)
December 19, 2008
(Date of Event Which
Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule if filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[
] Rule 13d-1(d)
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 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.:
40285P 109
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(1)
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Names of Reporting Persons
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0783648 BC Ltd.
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(2)
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Check the Appropriate Box if a Member of a Group (See
Instructions)
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(a)
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[ ]
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(b)
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[ ]
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(3)
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SEC Use Only
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(4)
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Citizenship or Place of Organization
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Canadian
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Number of Shares Beneficially Owned by Each Reporting Person
With:
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(5)
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Sole Voting Power:
2,017,000*
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(6)
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Shared Voting Power:
0
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(7)
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Sole Dispositive Power:
2,017,000*
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(8)
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Shared Dispositive Power:
0
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(9)
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Aggregate Amount Beneficially Owned by Each Reporting
Person
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2,017,000*
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(10)
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Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
[ ]
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(11)
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Percent of Class Represented by Amount in Row
(9)
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3.68%**
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(12)
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Type of Reporting Person (See Instructions)
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CO
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* Includes 1,000,000 shares of common stock issuable upon
exercise of 1,000,000 warrants of the Issuer at an exercise price of $0.65 until
September 20, 2010.
** Based on 53,814,054 shares of common stock issued and outstanding
as of January 20, 2009, as confirmed by the Issuer’s transfer agent, plus
1,000,000 common shares of the Issuer underlying the warrants held by the Reporting
Person.
CUSIP No.:
40285P 109
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(1)
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Names of Reporting Persons
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David Lyall
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(2)
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Check the Appropriate Box if a Member of a Group (See
Instructions)
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(c)
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[ ]
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(d)
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[ ]
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(3)
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SEC Use Only
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(4)
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Citizenship or Place of Organization
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Canadian
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Number of Shares Beneficially Owned by Each Reporting Person
With:
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(5)
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Sole Voting Power:
2,017,000*
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(6)
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Shared Voting Power:
0
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(7)
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Sole Dispositive Power:
2,017,000*
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(8)
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Shared Dispositive Power:
0
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(9)
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Aggregate Amount Beneficially Owned by Each Reporting
Person
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2,017,000*
1,017,000 shares are owned by
0783648 BC Ltd. and 0783648 BC Ltd. is the holder of warrants entitling it to
purchase 1,000,000 shares of common stock of the Issuer at an exercise price of
$0.65 until September 20, 2010. David Lyall is the President of 0783648 BC Ltd.
and has sole dispositive and voting power over these shares.
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(10)
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Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
[ ]
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(11)
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Percent of Class Represented by Amount in Row
(9)
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3.68%**
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(12)
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Type of Reporting Person (See Instructions)
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IN
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* Includes 1,000,000 shares of common stock issuable upon
exercise of 1,000,000 warrants of the Issuer at an exercise price of $0.65 until
September 20, 2010.
** Based on 53,814,054 shares of common stock issued and outstanding
as of January 20, 2009, as confirmed by the Issuer’s transfer agent, plus
1,000,000 common shares of the Issuer underlying the warrants held by the Reporting
Person.
Item 1
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1(a)
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Name of Issuer:
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Gulf
Western Petroleum Corporation
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1(b)
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Address of Issuer’s Principal
Executive Offices:
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4801 Woodway Drive, Suite 306W
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Houston, Texas, 77056
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Item 2
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2(a)
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Name of Person Filing:
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(1)
0783648 BC Ltd.
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(2)
David Lyall
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2(b)
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Address or Principal Business
Office or, if none, Residence:
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Suite 2000 - 400 Burrard
Street
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Vancouver, British Columbia,
V6C 3A6
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2(c)
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Citizenship:
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Canadian
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2(d)
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Title of Class of Securities:
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Common Shares
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2(e)
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CUSIP No.:
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40285P 109
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Item 3
If this statement is filed pursuant to Rules 13d-1(b) or
13d-2(b) or (c), check whether the person filing is a:
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a.
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[ ] Broker or dealer registered under Section
15 of the Act;
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b.
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[ ] Bank as defined in Section
3(a)(6);
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c.
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[ ] Insurance company as defined in Section
3(a)(19) of the Act;
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d.
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[ ] Investment company registered under
Section 8 of the Investment Company Act of 1940;
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e.
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[ ] An investment adviser in accordance with
Rule 13d-1(b)(1)(ii)(E);
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f.
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[ ] An employee benefit plan or endowment
fund in accordance with Rule 13d-1(b)(1)(ii)(F);
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g.
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[ ] A parent holding company or control
person in accordance with Rule 13d-1(b)(1)(ii)(G);
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h.
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[ ] A savings associations as defined in
Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813);
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i.
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[ ] 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;
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j.
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[ ] Group, in accordance with Rule
13d-1(b)(1)(ii)(J).
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Item 4 Ownership
Provide the following information regarding the aggregate
number and percentage of the class of securities of the issuer identified in
Item 1.
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a.
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Amount Beneficially Owned:
2,017,000*
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b.
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Percent of class
: 3.68%**
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c.
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Number of shares as to which such person has:
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i.
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Sole power to vote or to direct the vote:
2,017,000*
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ii.
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Shared power to vote or to direct the vote:
0
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iii.
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Sole power to dispose or to direct the disposition of:
2,017,000*
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iv.
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Shared power to dispose or to direct the disposition of :
0
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d.
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Amount Beneficially Owned:
2,017,000*
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e.
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Percent of class
: 3.68%**
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f.
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Number of shares as to which such person has:
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v.
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Sole power to vote or to direct the vote:
2,017,000*
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vi.
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Shared power to vote or to direct the vote:
0
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vii.
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Sole power to dispose or to direct the disposition of:
2,017,000*
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viii.
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Shared power to dispose or to direct the disposition of :
0
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1,017,000 shares are owned by
0783648 BC Ltd. and 0783648 BC Ltd. is the holder of warrants entitling it to
purchase 1,000,000 shares of common stock of the Issuer at an exercise price of
$0.65 until September 20, 2010. David Lyall is the President of 0783648 BC Ltd.
and has sole dispositive and voting power over these shares.
* Includes 1,000,000 shares of common stock issuable upon
exercise of 1,000,000 warrants of the Issuer at an exercise price of $0.65 until
September 20, 2010.
** Based on 53,814,054 shares of common stock issued and
outstanding as of January 20, 2009, as confirmed by the Issuer’s transfer agent,
plus 1,000,000 common shares of the Issuer underlying the warrants held by the
Reporting Person..
Item 5
Ownership of 5 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 5 percent of the class of
securities, check the following [ x ].
Item 6. Ownership of More than 5 Percent on Behalf of
Another Person
N/A
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on By the Parent Holding Company or
Control Person.
N/A
Item 8. Identification and Classification of Members of the
Group
N/A
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certifications.
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.
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 26, 2009
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0783648 BC Ltd.
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/s/ David
Lyall
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David Lyall, President
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/s/ David
Lyall
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David Lyall
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