SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Beatch Patti A

(Last)

(First)

(Middle)

205-707 7TH AVENUE

(Street)

CALGARY

T2P 3H6

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Oilsands Quest Inc [ BQI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice Pres-Corp and Strategic

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2007

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock⁽⁵⁾	03/06/2007		P		4,400	A	$4.82	4,400	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option⁽¹⁾	$5.1							09/05/2006	09/05/2011	Common Stock	150,000		150,000	D
Stock Option⁽²⁾	$5.1							09/05/2009	09/05/2011	Common Stock	150,000		150,000	D
Stock Option⁽³⁾	$3.9							09/27/2006	09/27/2011	Common Stock	25,000		25,000	D
Stock Option⁽⁴⁾	$3.9							09/27/2009	09/27/2011	Common Stock	25,000		25,000	D

Explanation of Responses:

1. Ms. Beatch was granted 150,000 options pursuant to the Company's 2006 Stock Option Plan on September 5, 2006. The options vest either (i) 25% immediately and 25% each year for three years after the date of grant (September 5, 2007, September 5, 2008, and September 5, 2009); or (ii) 100% vesting upon a merger, acquisition, sale or a change in control. This transaction is exempt from 16(b) reporting requirements pursuant to Rule 16b-3(d).

2. Ms. Beatch was granted 150,000 options pursuant to the Company's 2006 Stock Option Plan on September 5, 2006. The options vest either: (i) 25% upon a 750 million bitumen in place ("BIP") barrel count defined as the high resource (P10) estimate of bitumen in place (as determined in accordance with National Instrument 51-101 "Standard of Disclosure for Oil and Gas Activities" issued by the securities regulatory authorities in Canada), (ii) 50% upon a 1 billion BIP barrel count, (iii) 75% upon a 1.25 billion BIP barrel count, and (iv) 100% upon a 1.5 billion BIP barrel count and three years from the date of grant; or 100% vesting upon a merger, acquisition, sale or change in control of the Company. This transaction is exempt from 16(b) reporting requirements pursuant to Rule 16b-3(d).

3. Ms. Beatch was granted 25,000 options pursuant to the Company's 2006 Stock Option Plan on September 27, 2006. The options vest either (i) 25% immediately and 25% each year for three years after the date of grant (September 27, 2007, September 27, 2008, and September 27, 2009); or (ii) 100% vesting upon a merger, acquisition, sale or a change in control. This transaction is exempt from 16(b) reporting requirements pursuant to Rule 16b-3(d).

4. Ms. Beatch was granted 25,000 options pursuant to the Company's 2006 Stock Option Plan on September 27, 2006. The options vest either: (i) 25% upon a 750 million bitumen in place ("BIP") barrel count defined as the high resource (P10) estimate of bitumen in place (as determined in accordance with National Instrument 51-101 "Standard of Disclosure for Oil and Gas Activities" issued by the securities regulatory authorities in Canada), (ii) 50% upon a 1 billion BIP barrel count, (iii) 75% upon a 1.25 billion BIP barrel count, and (iv) 100% upon a 1.5 billion BIP barrel count and three years from the date of grant; or 100% vesting upon a merger, acquisition, sale or change in control of the Company. This transaction is exempt from 16(b) reporting requirements pursuant to Rule 16b-3(d).

5. These shares were purchased pursuant to the private placement of flow-through shares that closed on March 6, 2007 under the same terms and conditions as all participating subscribers. This transaction is exempt pursuant to Rule 16b-3(d).

	/s/ Patricia A. Beatch	03/07/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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