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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Southwestern Water Exploration Co.
(Name of Issuer)
Common stock
(Title of Class of Securities)
846001105
(CUSIP Number)
April 6, 1999
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-(c)
[ ] Rule 13d-1(d)
*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 the disclosures provided in a prior cover page.
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 (however, see
the Notes).
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CUSIP NO. 846001105 13G PAGE 1 OF 4 PAGES
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1 Names of Reporting persons/I.R.S. Identification Nos. of Above
Persons (Entities Only)
The 1997 Antebi Children's Insurance and Other Trust
- --------------------------------------------------------------------------------
2 Check the Appropriate Box if a Member of a Group (a) [ ]
(See Instructions) (b) [ ]
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3 SEC Use Only
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4 Citizenship or Place of Organization
U.S.A.
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Number of 5 Sole Voting Power
Shares 600,000
Beneficially ---------------------------------------------
Owned by 6 Shared Voting Power
Each 0
Reporting ---------------------------------------------
Person with 7 Sole Dispositive Power
600,000
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8 Shared Dispositive Power
0
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9 Aggregate Amount Beneficially Owned by Each Reporting Person
600,000
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10 Check if the Aggregate Amount in Row (9) Excludes Certain
Shares [ ] (See Instructions)
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11 Percent of Class Represented by Amount in Row (9)
7.5%
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12 Type of Reporting Person (See Instructions)
OO
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ITEM 1(A) Name of Issuer:
Southwestern Water Exploration Co.
ITEM 1(B) Address of Issuer's Principal Executive Offices:
615 Macleod Trail, S.E., Suite 1100
Rocky Mountain Plaza
Calgary, Alberta T2G 4T8
Canada
ITEM 2(A). Name of Person Filing:
The 1997 Antebi Children's Insurance and Other Trust
ITEM 2(B). Address of Principal Business Office or, if None, Residence:
Steven K. Ledbetter, Esq., Trustee, The 1997 Antebi
Children's Insurance and Other Trust, 500 South
Grand Avenue, 18th Floor, Los Angeles,
California 90071
ITEM 2(C). Citizenship:
U.S.A.
ITEM 2(D). Title of Class of Securities:
Common stock
ITEM 2(E). CUSIP Number:
846001105
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR
13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under Section 15 of the
Exchange Act.
(b) [ ] Bank as defined in Section 3(a)(6) of the Exchange
Act.
(c) [ ] Insurance company as defined in Section 3(a)(19)
of the Exchange Act.
(d) [ ] Investment company registered under
Section 8 of the Investment Company Act.
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(e) [ ] An investment adviser in accordance with Rule
13-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the definition of
an investment company under Section 3(c)(14) of the
Investment Company Act;
(j) [ ] Group, in accordance with Rule 13-d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this
box. [X]
ITEM 4. OWNERSHIP.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned: Mr. Steven K. Ledbetter is the sole
trustee of The 1997 Antebi Children's Insurance and Other
Trust which is the beneficial owner of 600,000 shares of
common stock. Mr. Ledbetter has the exclusive power to vote
and dispose of such 600,000 shares. Mr. Ledbetter disclaims
beneficial ownership of any shares of common stock.
(b) Percent of class: 7.5%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote 600,000
(ii) Shared power to vote or to direct the vote 0
(iii) Sole power to dispose or to direct the disposition
of 600,000
(iv) Shared power to dispose or to direct the disposition
of 0
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [ ].
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ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10. CERTIFICATIONS.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
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.
Date: November 12, 1999
/s/ Steven K. Ledbetter
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Steven K. Ledbetter, Trustee
