SC 13D/A 1 sc13dsbv1.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ---------------- [X] FINAL - No longer subject to 13d. SCHEDULE 13D (Rule 13d-101) Amendment #1 INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Mountains West Exploration, Inc. -------------------------------------------------------------------------------- (Name of Issuer) Common Stock -------------------------------------------------------------------------------- (Title of Class of Securities) -------------------------------------------------------------------------------- (CUSIP Number) Denis Iler c/o Skye Blue Ventures, LLC 2000 Wadsworth Blvd. PMB 179, Lakewood,CO 80214, (303)232-1926 -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 15, 2005 -------------------------------------------------------------------------------- (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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [_]. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent. (Continued on following pages) (Page 1 of Pages) ---------- (1) The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on 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._______ 13D Page___ of __ Pages ________________________________________________________________________________ 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) ________________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_] (b) [X] ________________________________________________________________________________ 3 SEC USE ONLY ________________________________________________________________________________ 4 SOURCE OF FUNDS* Investors and Principals ________________________________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [_] ________________________________________________________________________________ 6 CITIZENSHIP OR PLACE OF ORGANIZATION USA - Colorado ________________________________________________________________________________ 7 SOLE VOTING POWER NUMBER OF 5,777 SHARES _________________________________________________________________ 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 0 _________________________________________________________________ EACH 9 SOLE DISPOSITIVE POWER REPORTING 5,777 PERSON _________________________________________________________________ 10 SHARED DISPOSITIVE POWER WITH 0 ________________________________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,777 ________________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_] ________________________________________________________________________________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .8% ________________________________________________________________________________ 14 TYPE OF REPORTING PERSON* CO ________________________________________________________________________________ *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No._______ 13D Page___ of __ Pages SCHEDULE 13D - ------------------------------------------------------------------------------ ITEM 1. SECURITY AND ISSUER Common Stock, $.0001 par value per share of Mountains West Exploration, Inc. a New Mexico Corporation. In conjunction with the sale of control of Mountains West Exploration, Inc., new purchasers, LD Acquisition, LLC, purchased 425,000 shares of common stock from reporting entity, Skye Blue Ventures, LLC. LD Acquisitions, LLC also purchased 300,000 shares of common stock from Mountains West Exploration, Inc. Concurrently reporting entity herein, also transferred 9,300 shares for services rendered to other. - ------------------------------------------------------------------------------ ITEM 2. IDENTITY AND BACKGROUND Not Applicable - ------------------------------------------------------------------------------ ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Not Applicable -------------------------------------------------------------------------------- Page 4 ITEM 4. PURPOSE OF TRANSACTION The Reporting Entity sold the securities to LD Acquisitions, LLC for LD to invest in the Company. There are no plans or proposals known to the Reporting Entity as of date hereof, other than as contained in the Share Purchase Agreements (attached as Exhibit hereto), which relate to or would result in: (a) The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; except that purchaser, LD Acquisitions, LLC purchased an additional 300,000 common shares from the Company, and received a warrant to purchase 10 million common shares @ $.01 per share. (b) An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries, other than the acquisition of control by LD Acquisition, LLC, a Delaware corporation pursuant to the Share Purchase Agreement. (c) A sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; except that the few overrides or working interests will be sold to Robert Spatz for assumption of debt. (d) Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number of term of directors or to fill any existing vacancies on the board; except that Randall Riechert and Don Goddard resigned as Directors effective immediately and Robert Spatz has tendered his resignation as Director effective upon compliance with Section 14f of the Securities Exchange Act of 1934. (e) Any material change in the present capitalization or dividend policy of the Issuer; except that Reporting Person intends to implement a reverse split of the issued and outstanding common stock. (f) Any other material change in the Issuer's business or corporate structure including but not limited to, if the Issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940; (g) Changes in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition or control of the Issuer by any person; (h) Causing a class of securities of the Issuer to be delisted from a national securities exchange or to 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 Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) Any action similar to any of those enumerated above. - ------------------------------------------------------------------------------ Page 5 ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) Aggregate number of shares owned: 5,777 Percent of outstanding shares owned: less than 1% Aggregate number of options owned: 0 Percent of outstanding options owned: 0% (b) Sole Power of voting for Reporting Person: 5,777 (c) Transactions in securities in the past 60 days for Reporting Person: None - Other than reported event. (d) No other person is known to have power to direct receipt of dividends from, or proceeds from sale of such securities. (e) Not applicable. - ------------------------------------------------------------------------------ ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Share Purchase Agreement by and between Mountains West Exploration, Inc., a New Mexico corporation, and LD Acquisitions, LLC and Share Purchase Agreement by and between Skye Blue Ventures, LLC and LD Acquisitions, LLC a Colorado corporation dated November 14, 2005. - ------------------------------------------------------------------------------ ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Exhibit 10.1 - Share Purchase Agreement 10.2 - MW Shares Purchase Agreement - ------------------------------------------------------------------------------ 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. November 28, 2005 ---------------------------------------- (Date) /s/Mountains West Exploration, Inc. ---------------------------------------- (Signature) Denis Iler, Manager ---------------------------------------- (Name/Title) Attention. Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001).