0001432093-11-000649.txt : 20111005 0001432093-11-000649.hdr.sgml : 20111005 20111005170257 ACCESSION NUMBER: 0001432093-11-000649 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20111005 DATE AS OF CHANGE: 20111005 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Slater Edwin CENTRAL INDEX KEY: 0001472664 FILING VALUES: FORM TYPE: SC 13D MAIL ADDRESS: STREET 1: RIVERSIDE HOUSE STREET 2: RIVERSIDE DR. CITY: ABERDEEN STATE: X0 ZIP: AB117LH SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Sandalwood Ventures CENTRAL INDEX KEY: 0001473637 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-86418 FILM NUMBER: 111127331 BUSINESS ADDRESS: STREET 1: RIVERSIDE HOUSE, RIVERSIDE DRIVE CITY: ABERDEEN STATE: X0 ZIP: ABI17LH BUSINESS PHONE: T44-122-422-4328 MAIL ADDRESS: STREET 1: RIVERSIDE HOUSE, RIVERSIDE DRIVE CITY: ABERDEEN STATE: X0 ZIP: ABI17LH SC 13D 1 sandalwood13dslater.htm sandalwood13dslater.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934

SANDALWOOD VENTURES, INC.
(Name of Issuer)

COMMON STOCK, PAR VALUE $0.001 PER SHARE
(Title of Class of Securities)

79977R 103
(CUSIP Number)

Edwin Slater
Riverside House, Riverside Drive, Aberdeen, United Kingdom AB11 7LH
Telephone: +44-122-422-4328
 (Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

September 30, 2011
(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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ ]

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 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

 
 
 
     
|   1  |
Names of Reporting Persons.
  
 
I.R.S. Identification Nos. of above persons (entities only).
  
     
 
Edwin Slater
  
 
|   2  |
Check the Appropriate Box if a Member of a Group
(a)[ ]
   
(b)[ ]
     
     
|   3  |
SEC Use Only
  
     
     
|   4  |
Source of Funds
  
 
PF
  
     
|   5  |
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
[ ]
     
     
|   6  |
Citizenship or Place of Organization
  
 
United Kingdom
  
 
 
| 7 | Sole Voting Power
 
40,000,000 shares of common stock
Number of
  
Shares Bene-
  
ficially
| 8 | Shared Voting Power
Owned by Each
  0
Reporting
  
Person With
| 9 | Sole Dispositive Power
 
40,000,000 shares of common stock
   
 
10 | Shared Dispositive Power
 
N/A
   
|  11  |
Aggregate Amount Beneficially Owned by Each Reporting Person
 
40,000,000 shares of common stock
   
   
|  12  |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
 
N/A
   
|  13  |
Percent of Class Represented by Amount in Row (11) (see Item 3 and Item 5)
 
93.7%
   
|  14  |
Type of Reporting Person
 
IN

 
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Item 1. Security and Issuer

This Schedule 13D relates to the Common Stock of Sandalwood Ventures, Inc. (the “Company”).  The principal executive offices of the Company are located at Riverside House, Riverside Drive, Aberdeen, United Kingdom AB11 7LH.

Item 2. Identity and Background

(a)-(c)  This Statement on Schedule 13D is being filed by Edwin Slater, an individual, and the Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director of the Company.

(d)-(e)  During the last five years, Mr. Slater: (i) has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); or (ii) was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is 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.

(f)  Mr. Slater is a citizen of the United Kingdom.

Item 3. Source of Amount of Funds or Other Compensation

In April 2007, the Company sold an aggregate of 40,000,000 shares of its common stock to Edwin Slater, in consideration for $40,000, or $0.001 per share.

Item 4. Purpose of Transaction

Mr. Slater acquired the securities for investment purposes.  Depending on general market and economic conditions affecting the Company and other relevant factors, Mr. Slater may purchase additional securities of the Company or dispose of some or all of the securities from time to time in open market transactions, private transactions or otherwise.

Mr. Slater also acquired the securities of the Company in a transaction which may relate to or result in:

 
(a)
the acquisition by persons of additional securities of the Company, or the disposition of securities of the Company;

 
(b)
a reorganization involving the Company;

 
(c)
a sale or transfer of a material amount of assets of the Company or any of its subsidiaries;

 
(d)
a change in the present board of directors and management of the Company, including plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;

 
(e)
a material change in the present capitalization or dividend policy of the Company;

 
(f)
other material changes in the Company’s business or corporate structure;

 
(g)
changes in the Company’s charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Company by any person;

Mr. Slater does not have any immediate plans or proposals which relate to or result in:

 
(h)
causing a class of securities of the Company to be delisted from a national securities exchange or cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;
 
 
(i)
a class of equity securities of the Company becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934; or

 
(j)
any action similar to any of those enumerated in (h) through (i), above.

 
-3-
 
Item 5. Interest in Securities of the Issuer

 
(a)
Mr. Slater beneficially owns 40,000,000 shares of common stock, representing 93.7% of the Company’s outstanding shares of common stock.
     

 
(b)
Mr. Slater holds the sole power to vote and direct the vote and the sole power to dispose and to direct the disposition of all 40,000,000 shares of common stock which he holds.

 
(c)
None.

 
(d)
No other person has the right to receive or the power to direct the receipt of dividends from or the proceeds from the sale of the 40,000,000 shares of common stock held by Mr. Slater.

 
(e)
N/A

Item 6. Contracts, Arrangements, Understanding or Relationships with Respect to Securities of the Issuer
 
 
None.

Item 7. Material to be Filed as Exhibits

 
None.


 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: October 5, 2011

By:
/s/ Edwin Slater
 
Edwin Slater
   
 
 
-4-