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*
Kimball Errin
(Last) (First) (Middle)
205-707 7TH AVENUE
(Street)
CALGARY A0 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 President, Exploration
3. Date of Earliest Transaction (Month/Day/Year)
09/17/2007
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)
Code V Amount (A) or (D) Price
Common Stock(7) 09/17/2007 M 1,646,000 A $0 2,476,400 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Exchangeable Shares(1)(2)(7) $0 09/17/2007 M 1,646,000 08/14/2006 08/14/2013 Common Stock 2,469,000 $0 823,000 D
Exchangeable Shares(1)(3) $0 05/01/2007 08/14/2013 Common Stock 823,000 823,000 D
Stock Options(4) $5.05 08/23/2006 08/23/2011 CommonStock 150,000 150,000 D
Stock Options(5) $5.05 08/23/2006 08/23/2011 Common Stock 150,000 150,000 D
Stock Options(6) $4.27 08/01/2007 08/01/2012 Common Stock 400,000 400,000 D
Explanation of Responses:
1. Exchangeable Shares were issued by Oilsands Quest Sask, Inc., a subsidiary of the Company, pursuant to a Reorganization Agreement between the Company and OQI Sask. Each Exchangeable Share is convertible into one share of the Company's Common Stock pursuant to the Voting and Exchange Trust Agreement entered into between the Company and OQI Sask on August 14, 2006. The Exchangeable Shares expire on August 14, 2013. This transaction is exempt from Section 16(b) pursuant to Rule 16b-3(d).
2. Includes vested options to acquire 823,000 Exchangeable Shares all of which expire on May 1, 2011.
3. Includes unvested options to acquire 823,000 Exchangeable Shares vesting 1/3 on May 1, 2007, 1/3 on May 1, 2008, and 1/3 on May 1, 2009. These options expire on May 1, 2011.
4. Mr. Kimball was granted 150,000 options pursuant to the Company's 2006 Stock Option Plan on August 23, 2006. The options vest either (i) 25% immediately and 25% each year for three years after the date of grant (August 23, 2007, August 23, 2008, and August 23, 2009); or (ii) 100% vesting upon a merger, acquisition, sale or a change in control. This transaction is exempt from Section 16(b) pursuant to Rule 16b-3(d).
5. Mr. Kimball was granted 150,000 options pursuant to the Company's 2006 Stock Option Plan on August 23, 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, 50% upon a 1 billion BIP barrel count, 75% upon a 1.25 billion BIP barrel count and 100% upon a 1.5 billion BIP barrel count; or (ii) 100% vesting upon a merger, acquisition, sale, or change in control. This transaction is exempt from Section 16(b) pursuant to Rule 16b-3(d).
6. Mr. Kimball was granted 400,000 options pursuant to the Company's 2006 Stock Option Plan on August 1, 2007. The options vest either (i) 25% immediately and 25% each year for three years after the date of grant (August 1, 2008, August 1, 2009, and August 1, 2010); or (ii) 100% vesting upon a merger, acquisition, sale or a change in control. This transaction is exempt from Section 16(b) pursuant to Rule 16b-3(d).
7. This transaction is exempt from Section 16(b) pursuant to Rule 16b-3(d).
/s/ Errin Kimball 09/19/2007
** 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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