4 1 questf4.htm

FORM 4

 

Check this box if no longer

subject to Section 16. Form 4 or

Form 5 Obligations may continue. UNITED STATES SECURITIES AND EXCHANGE COMMISSION

See Instruction 1(b) Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility

Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940

(Print or Type Response)

1. Name and Address of Reporting Person*

QUEST INVESTMENT CORPORATION

(formerly "Stockscape.com Technologies Inc.")

2. Issuer Name and Ticker or Trading Symbol

VISTA GOLD CORP. (VGZ)

6. Relationship of Reporting Person(s) to Issuer

(Check all applicable)

Director _X 10% Owner

Officer (give Other (specify

title below) below)



(Last) (First) (Middle)

Suite 300, 570 Granville Street

3. I.R.S. Identification Number

of Reporting Person, if an

entity

(voluntary)

4. Statement for

Month/Day/Year

10/28/2002

(Street)

Vancouver, BC, Canada V6C 3P1

5. If Amendment,

Date of Original

(Month/Day/Year)

(City) (State) (Zip)





Table I ­ Non-Derivative Securities Acquired, Disposed of or Beneficially owned

7. Individual or Joint/Group (Check Applicable Line)

X Form Filed by One Reporting Person

___Form filed by More than One Reporting Person



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 Transactions(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 SHARES

10/28/2002

S

300,000

D

$2.94 US per share (1)

700,000 (2)

D

















Form 4 (Continued) Table II ­ Derivative Securities Acquired, Disposed of, or Beneficially Owned

(e.g., puts, calls, warrants, options, convertible securities)



11. 12. 13. 14. 15.

16. 17. 18.

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)

Code V

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 Underlying Securities

(Instr. 3

and 4)

8. Price of Deriv-ative Security

(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)

(Instr. 4)

10. Ownership Form of Derivative Securities: Direct (D) or Indirect (I)

(Instr. 4)

11. Nature

of Indirect

Beneficial

Ownership

(Instr. 4)

Date Exercisable

Expiry Date

Title

Amount or Number

of Shares

Warrants

(right to buy)

$1.50 (2)

N/A

N/A

N/A

N/A

04/26/2002

02/01/2007

Common Shares

1,000,000(2)

N/A

1,000,000

D

N/A



Explanation of Responses:

Sales price was $4.60 Canadian per share, equivalent to approximately $2.94 US per share, as of October 28, 2002.

Amounts shown has been adjusted to reflect the consolidation of the common shares of Vista Gold Corp. on a 1 for 20 basis

  QUEST INVESTMENT CORPORATION

/s Andrew Milligan                                                                              October 29, 2002

 

**Signature of Reporting Person                                                                         Date

BY: ANDREW MILLIGAN,

AUTHORIZED SIGNATORY

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.