As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/09/15  Desert Projects Inc               SC 13G/A               1:101K St Joseph Inc                     Merrill Corp-MD/FA
          James Ralph Houston

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13G/A    Amendment to Statement of Beneficial Ownership      HTML     66K 

 

	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

SCHEDULE 13G/A

 

Under the Securities Exchange Act of 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

DAVID WOOD

999 WEST HASTINGS STREET, SUITE 1780

PO BOX 69

VANCOUVER BC V6C 2W2

CANADA

(604) 726-2014

Authorized to Receive Notices and Communications)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o	Rule 13d-1(b)
x	Rule 13d-1(c)
o	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 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).

 

(Continued on following pages)

 

 

Item 1.
	(a)	Name of Issuer: St. Joseph, Inc.
	(b)	Address of Issuer’s Principal Executive Offices: 4870 S. Lewis, Suite 250 Tulsa, Oklahoma, 74105
Item 2
	(a)	Name of Person Filing: This statement is jointly filed by and on behalf of Desert Projects, Inc. and James Ralph Houston.  Desert Projects, Inc. may be deemed to beneficially own securities owned and/or held by and/or for the account and/or benefit of Desert Projects, Inc.  James Ralph Houston is the controlling shareholder of Desert Projects, Inc.  James Ralph Houston may be deemed to beneficially own securities owned and/or held by and/or for the account and/or benefit of Desert Projects, Inc.  The Filing Persons have entered into a Joint Filing Agreement, dated as of February 9, 2015, a copy of which is filed with this Schedule 13G/A as Exhibit A, pursuant to which the Filing Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act.  The Filing Persons expressly disclaim that they have agreed to act as a group.
	(b)	Address of Principal Business Office, or, if none, Residence: The address of the principal business office of each reporting person is 72128 Adelaid Street, Unit A1, Thousand Palms, California 92276.
	(c)	Citizenship: Desert Projects, Inc. is a corporation organized under the laws of the State of Nevada.  James Ralph Houston is a citizen of Canada.
	(d)	Title of Class of Securities: Common Stock
	(e)	CUSIP Number: 85231M 10 3
Item 3:	If this Statement if Filed pursuant to Rule 13d-1(b) or 13d-2(b), check whether the person filing is a:
	a.	o	Broker or dealer registered under Section 15 of the Exchange Act.
	b.	o	Bank as defined in Section 3(a)(6) of the Exchange Act.
	c.	o	Insurance company as defined in Section 3(a)(19) of the Exchange Act.
	d.	o	Investment Company registered under Section 8 of the Investment Company Act.
	e.	o	Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940
	f.	o	Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund
	g.	o	Parent Holding Company, in accordance with Rule 13-d-1(b)(ii)(G)
	h.	o	Group, in accordance with Rule 13d-1(b)(1)(ii)(H)
	i.	o	A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act
	j.	o	Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
	Not Applicable.

 

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Item 10:

Certifications.

By signing below, each of Desert Projects, Inc. and James Ralph Houston certify that, to the best of such reporting person’s knowledge and belief, the securities referred to above were not acquired and 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.

 

SIGNATURES

 

After reasonable inquiry and to the best of their knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

Dated:   February 9, 2015	Desert Projects, Inc.
	By:	/s/ James Ralph Houston
		James Ralph Houston
		Chairman
	James Ralph Houston
	By:	/s/ James Ralph Houston
		James Ralph Houston
		Controlling Shareholder of
		Desert Projects, Inc.

 

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EXHIBIT A

TO

SCHEDULE 13G/A

 

JOINT FILING AGREEMENT

 

This Joint Filing Agreement, entered into and effective as of the date first set forth below, is made by and between Desert Projects, Inc., a Nevada corporation, and James R. Houston pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.

 

Each of the filers hereby acknowledges and agrees that the foregoing statement on Schedule 13G/A is filed on behalf of each of the filers and that all subsequent amendments to this statement on Schedule 13G/A shall be filed on behalf of each of the filers without the necessity of filing additional joint filing agreements. Each filer acknowledges that such filer shall be responsible for the timely filing of such amendments and for the completeness and accuracy of the information concerning such filer contained therein, but shall not be responsible for the completeness and accuracy of the information concerning any of the other filers, except to the extent that such filer knows or has reason to believe that such information is inaccurate.

 

This Joint Filing Agreement may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument.

 

This Joint Filing Agreement may be terminated by any of the filers upon written notice to the other filer.

 

 

Dated:    February 9, 2015	Desert Projects, Inc.
	By:	/s/ James Ralph Houston
		James Ralph Houston
		Chairman
	James Ralph Houston
	By:	/s/ James Ralph Houston
		James Ralph Houston
		Controlling Shareholder of
		Desert Projects, Inc.

 

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